By-Laws

Of

INSIGHT FOR THE BLIND, INC. 

A corporation not for profit

Under the Laws of the State of Florida

As revised By Amendments 1-13

Article One

Organization

  1. The name of this organization shall be Insight for the Blind, Inc.
  2. The Organization shall have a seal which shall be in the following form:

                                                  (Seal Here)

 

 

Article Two

Purposes

   The following are the purposes for which this organization has been organized, to engage in charitable endeavors for the benefit of the blind and handicapped persons within the meaning of Section 501( c)(3) of the internal Revenue Code of 1954.

Article Three

Membership

   Membership in this organization shall be open to all who desire to associate themselves for the purpose expressed in Article Two of these By-Laws.  Levels and types of membership shall be established by the Board of Directors acting in their normal course of business except that all memberships shall be non-voting.

Article Four

Board of Directors

  1.   The business of this organization shall be managed by a Board of Directors consisting of not less than three or more than seventeen members.  
  2.    The directors to be chosen for the ensuing year shall be chosen at the annual meeting of the Board of Directors of this organization which shall be held during the month of May in any given year and they shall serve for a term of one year.
  3.    The Board of Directors shall elect the officers for a term of two years which shall expire at the Annual Meeting two years hence, except if a Director elected to fill a vacancy shall serve only the remainder of the term of the Director who shall have left the Board of Directors. 
  4. The Board of Directors shall meet on a quarterly basis with meetings requiring advance written notice of 10 days and notice shall be sent via email and USPS such notice shall include an agenda noting the business to be addressed as well as include a copy of the minutes of the preceding meeting.
  5.    The Board of Directors shall have control and management of the affairs and business of this organization. Such Board of Directors shall only act in the name of the organization when it shall be regularly convened by its Chairman after due notice to all the directors of such meeting.
  6.    Each Director shall have one vote and such voting may not be done by proxy.
  7.    The Board of Directors may make such rules and regulations covering its meetings as it may in its discretion determine necessary.
  8.   Vacancies in the said Board of Directors shall be filled by a vote of the majority of the remaining members of the Board of Directors for the balance of that term.
  9.   A Director may be removed when sufficient cause exists for such removal. The Board of Directors may entertain charges against any Director.  A Director may be represented by counsel upon any removal hearing.  The Board of Directors shall adopt such rules as it may in its discretion consider necessary for the best interests of the organization, for this hearing.

Article Five

Officers

  1.   The officers of the organization shall be as follows: Chair, Vice-Chair, President, and CEO and Secretary and a Treasurer.
  2.    The Chair shall preside at all meetings. 
  3.   He/she shall present at each annual meeting of the organization an annual report of the work of the organization. 
  4.   He/she shall appoint all committees, temporary or permanent.
  5.   The President/CEO shall be hired by the Board of Directors and directly report to the Chairperson of the Board and the Board of Directors shall set the annual compensation for the President/CEO and approve the annual review as conducted by the Board Chair.
  6.    The President/CEO shall cause all books, reports and certificates as required by law to be properly kept and/or filed, and that said books shall be shared with the full Board of Directors who shall also approve the content as shall be required by law or by the rules of the Organization as established by the Board of Directors.
  7.   The President shall ensure that all filings and license applications, federal, state and local are made in a timely manner and that the organization is always current with all required operating documents. 
  8. He/she shall be one of the officers who may sign checks or drafts of the organization.
  9.     The President, working with the Treasurer and the Finance Committee shall prepare a budget for the coming fiscal year to be approved by the Board of Directors prior to the start of the new fiscal year. 
  10. The President shall hire and fire staff and supervise the operation of the studio, its volunteers and staff, and act as liaison with the Board of Directors.
  11. The President shall have such powers as may be reasonably construed as belonging to the Chief Executive of any organization.
  12. The Chairperson shall be the top officer of the Board of Directors and working with the Board and other Officers shall have the power to hire and fire the President/CEO who shall report to the Chairperson and the Board of Directors.
  13. The Vice-Chair shall in the event of the absence or inability of the Chairperson to exercise his/her office become acting Chair of the organization with all the rights, privileges, and powers as if he/she had been the duly elected Chairperson.
  14. The Secretary shall keep the minutes and records of the organization in appropriate books.
  15. It shall be his/her duty, working with the President to file any certificate required by any statute, federal or state.
  16. He/she shall give and serve all notices to members of this organization.
  17. He/she shall be the official custodian of the records and seal of this organization.
  18. He/she may be one of the officers required to sign the checks and drafts of this organization.
  19. He/she shall submit to the Board of Directors any communications which shall be addressed to him as Secretary of the organization.
  20. He/she shall attend to all correspondence of the organization and shall exercise all duties incident to the office of Secretary.
  21. The Treasurer as Chair of the Finance Committee and in concert with said Committee Members shall ensure the proper care and custody of all monies belonging to the organization and shall be responsible for regular accounting of such monies or securities of the organization. The organization’s funds shall be deposited in a regular business bank or trust company such of the organization’s funds as are reasonably necessary for current operations, and the balance of the organization’s funds shall be deposited or invested as directed by the Board of Directors.
  22. He/she must be one of the officers who shall sign checks or drafts of the organization. 
  23. He/she shall render at stated periods as the Board of Directors shall determine a written account of the finances of the organization and such report shall be physically affixed to the minutes of the Board of Directors of such meeting.
  24. He/she shall exercise all duties incident to the office of Treasurer.
  25. Officers shall by virtue of their office be members of the Board of Directors.
  26. No officer shall for reason of his office be entitled to receive any salary or compensation, but nothing herein shall be construed to prevent an officer or director from receiving any compensation from the organization for duties other than as a director or officer.

Article Six

Committees

All committees of this organization shall be appointed by the Chairperson and their term of office shall be for a period of one year or less if sooner terminated by the action of the Board of Directors.  The Chairperson shall appoint members to Standing Committees to include Finance, Development, Program, and such other standing or temporary committees as shall be established by the Chairperson and Committee Members need not be a member of the Board of Directors except that the Treasurer shall be a member of the Finance Committee.

Article Seven

Changes to the By-Laws

These By-Laws may be altered, amended, repealed or added to by an affirmative vote of not less than a majority of the Board of Directors present at a duly formed meeting of said Board.