BY­LAWS OF THE MONONGALIA COUNTY HUMANE SOCIETY

BY­LAWS OF THE MONONGALIA COUNTY HUMANE SOCIETY

A NON­PROFIT ORGANIZATION

ARTICLE I. Name, Objectives and Policy

Section 1. The name of this organization shall be the Monongalia County Humane Society

Section 2. The objectives of the Society are to offer financial assistance for spay/neuter of owned pets based on income levels, provide education regarding spay/neuter, recognize and report animal abuse and neglect, and work with local and state governments on legislation regarding animals.

Section 3. The policy of the Society is to oppose the use of animals for any purposes which are not in the best interest of the animals themselves or for purposes not conducive to the environment of the animals.

ARTICLE II. Membership

Section 1. Any person interested in the objectives for which the organization has been incorporated and expressing a desire to support the programs, and any agency qualifying as herein provided may apply for membership.

Section 2. All new memberships are subject to approval by the Board of Directors. The Board of Directions may terminate membership for cause at any time with full discretionary powers.

Section 3. Classes of membership and annual dues shall be: Annual (voting, $20.00) and Honorary (nonvoting).

Section 4. A person not a member of this organization but contributing money or things of value shall be known as a contributor.

Section 5. Membership dues of annual members shall be due upon joining and annually on that date hereafter.

Section 6. The privilege of voting is granted to all annual members, effective six months after joining. The privilege of the floor shall be extended to those members entitled to join.

ARTICLE III. Membership Meetings

Section 1. Regular meetings of the Society for the election of Directors and/or transaction of any other business shall be held at such time and place as may be designated by the Board of Directors.

Section 2. Special meetings may be called at any time by the President or a majority of the Board of Directors.

Section 3. Four members shall constitute a quorum for the transaction of business at any meeting of the Society. A lesser number shall have power to adjourn a meeting to a specified later date.

ARTICLE IV. Board of Directors

Section 1. The Board of Directors shall consist of seven positions: four elected officers and three at­large members. One alternate Director may be elected by the Board.

Section 2. The Board shall have control of and be responsible for the management of the affairs and property of the Society; shall have power to fill vacancies on the Board and its offices for the unexpired portion of any term; shall have full discretion in the termination of memberships; shall appoint and have the power to remove all officers and employees and prescribe their duties not inconsistent with the provisions of these By­Laws; and generally shall have full power to do; or require to be done, everything deemed necessary or expedient for the promotion of the Society’s welfare.

Section 3. Only Annual Members who have been members in good standing for nine months are eligible for election as Directors. No person employed by or receiving remuneration for services from a humane society, and no person who derives a livelihood or any significant income from the purchase, sale, use, care, or commercial exploitation of animals may serve as a Director.

Section 4. The members of the Board of Directors shall be elected at annual meetings by the Annual Members of the Society and shall serve for terms of three years each.

Section 5. If any member of the Board of Directors is absent from three consecutive regular meetings without being excused from attendance by the Board, the member shall be deemed to have resigned from the position and the vacancy so caused shall be filled herein provided for the filling of vacancies in the membership of the Board of Directors.

ARTICLE V. Meetings of the Board of Directors

Section 1. An organizational meeting of the Board of Directors shall be held each year following the election of Directors.

Section 2. At least one other regular meeting of the Board of Directors shall be held prior to the end of the calendar year. Other regular meetings of the Board of Directors may be held at times determined by the Board of Directors.

Section 3. A quorum for transaction of any business shall be a majority of the number of Directors currently in office.

ARTICLE VI. Officers

Section 1. The officers of the Society shall be President, Vice-President for Internal Affairs, Vice­President for External Affairs, Secretary, and Treasurer.

Section 2. Elections of all offices shall be by plurality vote annually in October at a regular meeting. Officers shall take office the following January. Nominations for any office may be made from the floor by members in good standing. To be eligible for election as an officer, all candidates must be members in good standing for nine months.

Section 3. The President shall be the coordinator/convener for the Society. The President shall preside at all meetings of the Board of Directors and at all regular meetings of the Society, be chairperson of the Board of Directors, serve as the official representative of the Society, promote the interests of the Society and assume editorship duties of the Society’s website. The President shall have the authority to sign such papers as may be required in the sales of securities or other assets of the Society or in connection with the settlement of estates or trusts in which the Society has an interest.

Section 4. The Vice­President for Internal Affairs shall, in the absence or disability of the President, perform the duties of the President and act in the President’s stead.

Section 5. The second Vice­President for External Affairs handles all areas with regard to education programs or issues.

Section 6. The Secretary shall give notice of the time, date and place of all meeting, preserve the record of the proceedings of the Society and of the Board of Directors; perform such duties as are usually expected for the office (e.g. have charge and custody of the corporate seal, By-laws, records, and general archives of the Society unless these items are placed specifically in the charge of another officer by order of the Board of Directors and assume editorship duties of the Society’s newsletter.

Section 7. The Treasurer shall have charge and custody of the financial records; be responsible for depositing in the name of the organization in one or more banks or savings and loan organizations designated as depositories by the Board of Directors, all monies received; generally perform such duties as usually expected for the office; and have authority to sign papers required in the sale of securities or other assets of the Society or in connection with the settlement of estates of trusts in which the Society has an interest. Funds shall be withdrawn from any depository upon checks signed jointly by the Secretary and the Treasurer. The books and accounts of the Society shall be audited once a year by a certified public accountant selected by the Board of Directors.

ARTICLE VII: Committees

Section 1. The Board of Directors shall appoint committees (e.g. Nominating, Public Relations/Legislation and Cruelty Investigation) as it may deem necessary or desirable.

ARTICLE VIII. Miscellaneous

Section 1. All meetings of members of the Society, the Board of Directors, and committees, shall be conducted pursuant to Roberts Rules of Order as set forth in the last published revision thereof.

Section 2. The calendar year of the Society shall comment January 1 of each year.

Section 3. At any meeting of the Society, those members present in person shall have authority to transact all business which may come before any meeting. Voting by proxy shall be permitted.

ARTICLE IX. Amendments

Section 1. These Bylaws may be repealed, altered, or amended at any regular or special meeting called for that purpose. Any meeting to amend the By­laws shall have fifteen days notice.

Section 2. These By­laws, effective upon adoption, supercede all former By­laws of this organization.

First revision: June, 1976

Second revision: September 1979

Third revision: May 1981

Fourth revision November 1982

Fifth revision September 1987

Sixth revision April 1992

Seventh revision March 2001

Eighth revision November 2009

Ninth revision March 2012