CODE OF REGULATIONS
OF
THE ALLIANCE HIGH SCHOOL FOUNDATION
Adopted as revised April 22, 2015
ARTICLE I NAME
The name of this non-profit charitable organization shall be The Alliance High School Foundation of Alliance, Ohio, and may be commonly referred to as The AHS ALUMNI FOUNDATION.
ARTICLE II AIMS AND PURPOSES
The aims and purposes of The Alliance High School Foundation shall be to apply the funds and properties set forth in Section 501(c) (3) of the Internal Revenue Code of 1986 and the regulations thereunto pertaining, as the same shall from time to time be amended and specifically in so doing:
A. To furnish financial assistance and encouragement to graduates of Alliance High School in order that these graduates may obtain education training beyond that of the secondary school. Such aid and assistance shall be for the purpose of preparing the recipient for further usefulness in life.
B. To make grants or loans to such graduates as meet the conditions hereinafter set forth in these by-laws.
C. To receive and hold gifts and bequests, to collect dues and memberships fees, and to administer the same.
ARTICLE III MEMBERSHIP AND DUES
Regular membership in the Alliance High School Foundation shall be limited to graduates of Alliance High School, and to any persons or organizations interested in encouraging the further education of Alliance High School graduates. Membership shall be open to all who have paid the current year’s membership fees. The membership fees shall be $20.00 payable not less than two weeks prior to the annual meeting.
ARTICLE IV MEETINGS
The annual meeting of the Foundation shall be held on the 2nd Wednesday of April each year upon written or electronic notification by the secretary, or upon any such other date as set by the Board for that year.
ARTICLE V VOTING
Only members shall have voting privileges. A majority of the members present at the annual meeting shall elect the trustees. Each member of the foundation whether an individual or an organization, shall be entitled to one (1) vote. There shall be no voting by proxy.
ARTICLE VI BOARD OF TRUSTEES
A. The Board of Trustees of the Alliance High School Foundation shall consist of thirteen (13) members who shall be elected at the annual meeting.
B. Article VI, Paragraph A hereof results in an increase from eleven (11) to thirteen (13) in the authorized number of trustees. Two (2) new trustees shall be elected in 2014 to effect the increase to thirteen (13) trustees. Every member of the Board of Trustees shall be elected for a term of three years. A trustee may succeed himself. A majority of the Board of Trustees shall constitute a quorum.
C. The Nominating Committee shall consist of those trustees who are not standing for re-election in that year. The Nominating Committee shall present names for the Board of Trustees to be voted on by the membership at the annual meeting.
D. The Board of Trustees shall be a governing body and have charge of the management of the affairs of the Foundation generally including the payment of all reasonable and appropriate expenses. The Board of Trustees is authorized and empowered to receive money or property real or personal, by gift, bequest, or devise. The title to all property shall be in the name of The Alliance High School Foundation. The Board of Trustees is authorized and empowered to invest any monies in its possession; to sell and convey any of its property, whether real or personal, and to invest the proceeds therefrom, and to make loans secured by real estate mortgage.
E. The Board of Trustees shall appoint a Scholarship Committee consisting of seven (7) members, all members of the Foundation, and including at least four (4) Trustees. The Scholarship Committee shall consist solely of graduates of Alliance High School. The Scholarship Committee is authorized and empowered to meet near the close of each school year to award a scholarship prize or prizes to deserving Alliance High School graduates who may be expected to complete his or her post-secondary education in such a way as to bring credit to Alliance High School. The committee shall make a financial report and reports of awards at the annual meeting.
F. Any vacancy in the Board of Trustees or the Scholarship Committee shall be filled by a majority vote of the trustees for the remainder of term.
G. The Board of Trustees may, from time to time, appoint advisory committees to assist with items of specific concern.
H. The Board of Trustees may appoint an outside auditor to conduct a bi-annual audit of the Foundation.
I. Removal of Trustee. Any Trustee may be removed by a simple majority vote of the members of the Board of Trustees present at a regularly scheduled meeting or at a special meeting.
J. No trustee shall receive any compensation from the Foundation for service as a member of the Board of Trustees.
ARTICLE VII OFFICERS
The officers of the Alliance High School Foundation shall consist of a President, a Vice President, a Secretary and a Treasurer, to be elected from the Board of Trustees. The Officers shall be chosen annually for terms of one (1) year and shall act until their respective successors are fully elected and qualified. Their duties shall be those ordinarily incident to such offices. The Treasurer shall give such bond as is deemed suitable by the Board of Trustees.
ARTICLE VIII FACULTY ADVISORY COMMITTEE
The Scholarship Committee may appoint a faculty advisory committee consisting of at least three (3) faculty members of Alliance High School, whose function it will be to review qualifications and to submit all applications together with recommendations, to the Scholarship Committee prior to the end of each school year. The recommendations of this Committee shall be held in strict confidence.
ARTICLE IX NON-DISCRIMINATION
In achieving the Aims and Purposes of the Foundation no agent, officer, trustee or employee shall in any way discriminate between potential recipient of benefits on the basis of nationality origin, race, religion or sex.
ARTICLE X POLITICAL ACTIVITIES
None of the activities of the Foundation shall consist of the carrying on of propaganda or otherwise attempting to influence legislation, nor shall the Foundation participate in or intervene in any political campaign on behalf of any candidates for public office.
ARTICLE XI NO PRIVATE BENEFIT
No part of the net earnings of the Foundation shall inure to the benefit of any private individual having a personal or private interest in the activity of the Foundation within the meaning of Section 501 (C) (3) of the Internal Revenue Code of 1986 as the same may from time to time be amended nor shall the Foundation be operated for the benefit of private interests of the officers or trustees of the Foundation or any persons controlled directly or indirectly by an office or trustee of the Foundation
ARTICLE XII PROHIBITED TRANSACTIONS
Notwithstanding any of the provisions of this Code of Regulations, the trustees shall not engage in any act of self-dealing as defined in Section 4941 (d) of the Internal Revenue Code of 1986, or corresponding provisions of any subsequent federal tax laws; nor retain any excess business holding as defined in Section 4943 (c) of the Internal Revenue Code of 1986, or corresponding provision of any subsequent federal tax laws; nor make any investments in such manner as to incur tax liability under Section 4944 of the Internal Revenue Code of 1954, or corresponding provisions of any subsequent federal tax laws; nor make any taxable expenditures as defined in Section 4945 (d) of the Internal Revenue Code of 1986, or corresponding provisions of any subsequent federal tax laws.
ARTICLE XIII DISTRIBUTION OF ASSETS
On liquidation and or dissolution of the Foundation or if the Ohio Charter of the Foundation shall for any reason be forfeited or if the Foundation shall cease to be an organization exempt from federal tax under Section 501 (c) (3) of the Internal Revenue Code of 1986 and the regulations thereunto pertaining as they now exist may from time to time be amended, the assets of the Foundation of every kind, after the payment of all debts, and liabilities of the Foundation, shall be paid over and delivered to the Oliver Coxen Scholarship Trust Fund, provided that if the said Oliver Coxen Scholarship Trust Fund not be in existence, the said assets of the Foundation shall be paid over to one or more organizations established and operated for religious, charitable, scientific, literary, or education purposes, which have established tax exemption status under Section 501 (c) (3) of the Internal Revenue Code of 1986 and the regulations thereunto pertaining as they now exist or may from time to time be amended.
ARTICLE XIV AMENDMENTS
These by-laws may be amended or repealed by a simple majority of members at a regular meeting or at a special meeting called for that purpose. The Board of Trustees may establish such methods or voting as it shall deem proper.
The undersigned hereby certifies that the foregoing Code of Regulations was adopted on April 22, 2015, to incorporate changes made from July 10, 1990 to present and to supersede the prior Code of July 10, 1990, as amended.
ARTICLE I NAME
The name of this non-profit charitable organization shall be The Alliance High School Foundation of Alliance, Ohio, and may be commonly referred to as The AHS ALUMNI FOUNDATION.
ARTICLE II AIMS AND PURPOSES
The aims and purposes of The Alliance High School Foundation shall be to apply the funds and properties set forth in Section 501(c) (3) of the Internal Revenue Code of 1986 and the regulations thereunto pertaining, as the same shall from time to time be amended and specifically in so doing:
A. To furnish financial assistance and encouragement to graduates of Alliance High School in order that these graduates may obtain education training beyond that of the secondary school. Such aid and assistance shall be for the purpose of preparing the recipient for further usefulness in life.
B. To make grants or loans to such graduates as meet the conditions hereinafter set forth in these by-laws.
C. To receive and hold gifts and bequests, to collect dues and memberships fees, and to administer the same.
ARTICLE III MEMBERSHIP AND DUES
Regular membership in the Alliance High School Foundation shall be limited to graduates of Alliance High School, and to any persons or organizations interested in encouraging the further education of Alliance High School graduates. Membership shall be open to all who have paid the current year’s membership fees. The membership fees shall be $20.00 payable not less than two weeks prior to the annual meeting.
ARTICLE IV MEETINGS
The annual meeting of the Foundation shall be held on the 2nd Wednesday of April each year upon written or electronic notification by the secretary, or upon any such other date as set by the Board for that year.
ARTICLE V VOTING
Only members shall have voting privileges. A majority of the members present at the annual meeting shall elect the trustees. Each member of the foundation whether an individual or an organization, shall be entitled to one (1) vote. There shall be no voting by proxy.
ARTICLE VI BOARD OF TRUSTEES
A. The Board of Trustees of the Alliance High School Foundation shall consist of thirteen (13) members who shall be elected at the annual meeting.
B. Article VI, Paragraph A hereof results in an increase from eleven (11) to thirteen (13) in the authorized number of trustees. Two (2) new trustees shall be elected in 2014 to effect the increase to thirteen (13) trustees. Every member of the Board of Trustees shall be elected for a term of three years. A trustee may succeed himself. A majority of the Board of Trustees shall constitute a quorum.
C. The Nominating Committee shall consist of those trustees who are not standing for re-election in that year. The Nominating Committee shall present names for the Board of Trustees to be voted on by the membership at the annual meeting.
D. The Board of Trustees shall be a governing body and have charge of the management of the affairs of the Foundation generally including the payment of all reasonable and appropriate expenses. The Board of Trustees is authorized and empowered to receive money or property real or personal, by gift, bequest, or devise. The title to all property shall be in the name of The Alliance High School Foundation. The Board of Trustees is authorized and empowered to invest any monies in its possession; to sell and convey any of its property, whether real or personal, and to invest the proceeds therefrom, and to make loans secured by real estate mortgage.
E. The Board of Trustees shall appoint a Scholarship Committee consisting of seven (7) members, all members of the Foundation, and including at least four (4) Trustees. The Scholarship Committee shall consist solely of graduates of Alliance High School. The Scholarship Committee is authorized and empowered to meet near the close of each school year to award a scholarship prize or prizes to deserving Alliance High School graduates who may be expected to complete his or her post-secondary education in such a way as to bring credit to Alliance High School. The committee shall make a financial report and reports of awards at the annual meeting.
F. Any vacancy in the Board of Trustees or the Scholarship Committee shall be filled by a majority vote of the trustees for the remainder of term.
G. The Board of Trustees may, from time to time, appoint advisory committees to assist with items of specific concern.
H. The Board of Trustees may appoint an outside auditor to conduct a bi-annual audit of the Foundation.
I. Removal of Trustee. Any Trustee may be removed by a simple majority vote of the members of the Board of Trustees present at a regularly scheduled meeting or at a special meeting.
J. No trustee shall receive any compensation from the Foundation for service as a member of the Board of Trustees.
ARTICLE VII OFFICERS
The officers of the Alliance High School Foundation shall consist of a President, a Vice President, a Secretary and a Treasurer, to be elected from the Board of Trustees. The Officers shall be chosen annually for terms of one (1) year and shall act until their respective successors are fully elected and qualified. Their duties shall be those ordinarily incident to such offices. The Treasurer shall give such bond as is deemed suitable by the Board of Trustees.
ARTICLE VIII FACULTY ADVISORY COMMITTEE
The Scholarship Committee may appoint a faculty advisory committee consisting of at least three (3) faculty members of Alliance High School, whose function it will be to review qualifications and to submit all applications together with recommendations, to the Scholarship Committee prior to the end of each school year. The recommendations of this Committee shall be held in strict confidence.
ARTICLE IX NON-DISCRIMINATION
In achieving the Aims and Purposes of the Foundation no agent, officer, trustee or employee shall in any way discriminate between potential recipient of benefits on the basis of nationality origin, race, religion or sex.
ARTICLE X POLITICAL ACTIVITIES
None of the activities of the Foundation shall consist of the carrying on of propaganda or otherwise attempting to influence legislation, nor shall the Foundation participate in or intervene in any political campaign on behalf of any candidates for public office.
ARTICLE XI NO PRIVATE BENEFIT
No part of the net earnings of the Foundation shall inure to the benefit of any private individual having a personal or private interest in the activity of the Foundation within the meaning of Section 501 (C) (3) of the Internal Revenue Code of 1986 as the same may from time to time be amended nor shall the Foundation be operated for the benefit of private interests of the officers or trustees of the Foundation or any persons controlled directly or indirectly by an office or trustee of the Foundation
ARTICLE XII PROHIBITED TRANSACTIONS
Notwithstanding any of the provisions of this Code of Regulations, the trustees shall not engage in any act of self-dealing as defined in Section 4941 (d) of the Internal Revenue Code of 1986, or corresponding provisions of any subsequent federal tax laws; nor retain any excess business holding as defined in Section 4943 (c) of the Internal Revenue Code of 1986, or corresponding provision of any subsequent federal tax laws; nor make any investments in such manner as to incur tax liability under Section 4944 of the Internal Revenue Code of 1954, or corresponding provisions of any subsequent federal tax laws; nor make any taxable expenditures as defined in Section 4945 (d) of the Internal Revenue Code of 1986, or corresponding provisions of any subsequent federal tax laws.
ARTICLE XIII DISTRIBUTION OF ASSETS
On liquidation and or dissolution of the Foundation or if the Ohio Charter of the Foundation shall for any reason be forfeited or if the Foundation shall cease to be an organization exempt from federal tax under Section 501 (c) (3) of the Internal Revenue Code of 1986 and the regulations thereunto pertaining as they now exist may from time to time be amended, the assets of the Foundation of every kind, after the payment of all debts, and liabilities of the Foundation, shall be paid over and delivered to the Oliver Coxen Scholarship Trust Fund, provided that if the said Oliver Coxen Scholarship Trust Fund not be in existence, the said assets of the Foundation shall be paid over to one or more organizations established and operated for religious, charitable, scientific, literary, or education purposes, which have established tax exemption status under Section 501 (c) (3) of the Internal Revenue Code of 1986 and the regulations thereunto pertaining as they now exist or may from time to time be amended.
ARTICLE XIV AMENDMENTS
These by-laws may be amended or repealed by a simple majority of members at a regular meeting or at a special meeting called for that purpose. The Board of Trustees may establish such methods or voting as it shall deem proper.
The undersigned hereby certifies that the foregoing Code of Regulations was adopted on April 22, 2015, to incorporate changes made from July 10, 1990 to present and to supersede the prior Code of July 10, 1990, as amended.
