Literacy Volunteers of Greater Augusta

295 Water Street, Suite 103 * Augusta, Maine 04330 * 626.3440 * info@lva-augusta.org
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By-Laws

  1. Article: Name
  2. Article: Purpose
  3. Article: Membership
  4. Article: Meetings of Membership
  5. Article: Board of Directors
  6. Article: Officers
  7. Article: Duties of Officers
  8. Article: Executive Committee
  9. Article: Other Committees
  10. Article: Paid Staff
  11. Article: Disposition of Assets upon Dissolution
  12. Article: Use of Name
  13. Article: Amendments

BY-LAWS

ARTICLE I -Name

The name of the organization shall be Literacy Volunteers of America--Greater Augusta Affiliate.

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ARTICLE II - Purpose back to top

Section 1. The purpose of the organization shall be to promote and foster increased literacy in Augusta and contiguous areas primarily through volunteer teaching of and aid to the illiterate, semi-literate, and those for whom English is not their native language; to encourage and aid individuals, groups, or organizations desiring to increase literacy through voluntary programs.

Section 2. Basic to the philosophy of the organization is the concept that each person, prospective student, and volunteer is of equal worth. The organization, as an affiliate of Literacy Volunteers of America, Inc. (LVA), and of Maine, will recruit, train, supervise, and support volunteer tutors using the professional teaching techniques approved by Literacy Volunteers of America, Inc.

Section 3. This organization shall have no capital stock, its objective and purpose being solely of a charitable, literary, and educational character and not for pecuniary gain or profit to its members. No part of the income or assets of this organization shall inure to the benefit of any private individual or member. This shall not prohibit payment to individuals for services rendered or assets purchased. It will receive, invest, and disburse finds, and hold property for the purposes of the organization.

Section 4. No substantial part of the activities of the organization shall consist of carrying on propaganda. No part of its activities shall consist of intervening (including the publishing and distributing of statements) in any political campaign on behalf of any candidate for public office.

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ARTICLE III - Membership

Section 1. Literacy Volunteers of Greater Augusta recognizes its responsibility to comply with applicable statutes or regulations governing nondiscrimination. This affiliate does not discriminate on the basis of race, color, national origin, sex, religion, political belief; sexual orientation, or physical or mental disability in admission to, access to, or employment in it programs and activities.

Section 2. The voting membership shall consist of:

  1. all volunteers who have successfully completed the Literacy volunteer training and who are active in the program;
  2. all officers and board members;
  3. all committee members;
  4. all students who are actively enrolled in programs of the organization.

Section 3. For each membership year, the nonvoting membership shall consist of all contributors who have supported this affiliate financially as an associate, corporate member, or by gifts, and/or those persons who have advanced in a significant way the objectives of the organization, as recognized and voted upon by the Executive Committee.

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ARTICLE IV -Meetings of Membership

Section 1. An annual meeting of the members of the organization for the transaction of such business as properly may come before it shall be held at such place and time during the year as is set each year by the Board of Directors. Notice of the annual meeting shall be mailed by the Coordinator to all members at least ten (10) days prior to the meeting.

Section 2. Special meetings of the organization may be held at the call of the Executive Committee or of at least twenty (20) percent of the voting members of the organization. Notices containing the purpose of such meetings will be given to all members at least ten (10) days before the date of the meeting.

Section 3. Twenty (20) percent of the membership must attend a called special meeting and two thirds (2/3) of the attending members must be voting members.

Section 4. Each voting member of the organization shall be entitled to one vote. The members shall have the following voting rights:

  1. the election of Directors.
  2. the removal of Directors.
  3. changing the number of Directors constituting the Board of Directors.
  4. the approval of the sale, lease, or other disposition of all or substantially all, of the
  5. assets and property of the organization, the dissolution of the organization, or its merger with or consolidation into another organization.
  6. either the election of members, or the authorization of the general chairperson to appoint members to serve on a nominating committee.
  7. any other matter that the Directors vote to submit to the members.

Section 5. Dues for members of Literacy Volunteers of America for the Greater Augusta Affiliate are set at $25 per year to be paid during the last week of November.

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ARTICLE V - Board of Directors

Section 1. The property, affairs, and management of the organization shall be vested in and controlled by the Board of Directors.

Section 2. The Board of Directors shall consist of not fewer than five (5) Directors and not more than fifteen (15) Directors.

Section 3. The Directors shall be elected at the annual meeting of the members by a majority of the votes cast. Each Director shall hold office for one year.

Section 4. The Board of Directors shall have the power to fill vacancies in its own membership. Such new directors shall hold office until the next organizational meeting of the board, at which time the vacancy will be filled by election for the remainder of the vacant term.

Section 5. The fiscal and management year shall commence on July 1 of each year. An organizational meeting of the Board will be held at the first meeting of the Board of Directors after the annual meeting.

Section 6. The Board of Directors shall meet at least monthly with the times established at the annual organizational meeting.

Section 7. At the accumulation of three (3) consecutive unexcused absences, the Board of Directors may declare a vacancy in that Board seat, and begin a search to fill the vacancy in accordance with Section 4 of this Article.

Section 8. Any Board member may be removed from office by a majority vote of the Board of Directors at any regular or special meeting.

Section 9. A quorum shall consist of fifty percent (50%) of the members of the Board of Directors one of which must be either the Chairperson or Vice-Chairperson.

Section 10. Board action shall be by a simple majority of the Board members present and voting.

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ARTICLE VI - Officers

Section 1. Officers of the organization shall be a Chairperson, a Vice-Chairperson, Treasurer, and Secretary. These officers and the Chairpersons of the Standing Committees shall constitute the Executive Committee. Officers are elected by a simple majority of a quorum of the Board at the annual organizational meeting. All shall serve for a period of one year or until a successor is elected. Officers are eligible to serve more than one term in office. All officers shall remain regular members of the Board of Directors, consistent with their elected terms of office on the Board, apart from their term as an officer.

Section 2. The Board of Directors shall have the power to fill vacancies among officer positions, and officers so elected to fill such vacancies shall serve until the next annual organizational meeting of the Board or until their successors are elected.

Section 3. Any officer may be removed from office by a simple majority vote of a quorum of the Board of Directors at any legally convened regular or special meeting of the Board, after due notification.

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ARTICLE VII - Duties of Officers

Section 1. Chairperson: The Chairperson has overall responsibility of the planning, implementing, and administering of the Affiliate program under LVA national and LVA Maine policies. The Chairperson calls Executive Committee and Affiliate meetings, sets the agenda, and presides over regular and special Affiliate meetings. The Chairperson serves as liaison to both the state and national LVA offices. The Chairperson, after consultation with the Executive Committee, shall assume the duties of; assign to an appropriate committee, or appoint a person or persons to any of the committee position as needed.

Section 2. Vice-Chairperson: The Vice-Chairperson assists the Chairperson in the administration of the affiliate program and presides over meetings during the absence of the Chairperson.

Section 3. Secretary: The secretary shall keep and maintain the minutes of all meetings of the Board of Directors and whatever other duties that may be delegated by the Chairperson.

Section 4. Treasurer: The treasurer shall review and submit monthly budget reports showing monthly and year-to-date figures for the Board of Directors, act in oversight of expenditures, ensure all bills are paid in a timely manner, ensure compliance with all federal and state financial filing requirements, and recommend investment strategies with the Board investment policy to the Board of Directors.

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ARTICLE VIII - Executive Committee

Section 1. The Executive Committee shall consist of each of the affiliate's officers elected by the Board of Directors and other such directors that may be designated by the General Chairperson in consultation with the Board of Directors. The General Chairperson shall serve as the Chairperson of the Executive Committee.

Section 2. The Executive Committee shall assist the Chairperson in the overall planning, implementing, and administering of the affiliate's programs by acting for the membership between annual meetings. It shall name a nominating committee at least 45 days prior to the annual meeting. The hiring, assignment, or modifications of duties, or removal of any part-time or full-time employee shall be voted upon by this committee. The Executive Committee shall assign duties to each committee as necessary.

Section 3. The Executive Committee shall keep regular minutes of its proceedings and report the same to the Board of Directors. Members of the Executive Committee may be removed from office by resolution adopted by the majority of the full Board of Directors then in office. Vacancies in the membership of the Executive Committee shall be filled by resolution adopted by the Board of Directors.

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ARTICLE IX - Other Committees

Section 1. Committees of the Board of Directors may be established at the annual organizational meeting and may include but not limited to: nominating, finance/budget, tutor training and support, and public information.

Section 2. Ad hoc committees may be established by Board action for specific purposes which shall be clearly stated.

Section 3. Committee membership and committee chairs shall be appointed by the General Chairperson at the annual organizational meeting.

Section 4. Committee membership may not be limited to members of the Board of Directors if it is deemed beneficial to the committee purposes to bring in community members, volunteers, students, or others.

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ARTICLE X - Paid Staff

The Board of Directors may appoint paid staff members of the affiliate, fix compensation, prescribe duties and terms of employment, and evaluate performance of paid staff members annually.

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ARTICLE XI - Disposition of Assets upon Dissolution

In the event of the dissolution of the local affiliate organization or in the event it shall cease to carry out the objectives and purposes herein set forth, all the business, property, and assets of the organization shall be distributed to Literacy Volunteers of America or to such similar nonprofit charitable organization or organizations as may be selected by the Directors of the local affiliate and which is or are tax-exempt organizations pursuant to Section 501(c)(3) of the Internal Revenue Code, so that business properties and assets of the organization shall in such event be used for and devoted to the purposes of promoting Literacy Volunteers' organizations and in no event shall any of the assets and property of the organization or the proceeds of any such property or assets in the event of such dissolution go or be distributed to Members either for the reimbursement of any sums subscribed, donated, or contributed by such Members or for any other such purpose, it being the intent that in the dissolution of the organization, or upon its ceasing to carry out the objectives and purposed herein set forth, the property and assets then owned by the organization shall be devoted to carrying on the functions and purposes of such nonprofit Literacy Volunteers' Affiliate as the Directors shall determine and direct.

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ARTICLE XII - Use of the Name

The words "Literacy Volunteers of America" shall not remain as part of the affiliate member organization's name if there ceases to be an affiliation between this organization and Literacy Volunteers of America, Inc., a New York state nonprofit corporation with offices in Syracuse, New York. Upon written request of Literacy Volunteers of America, Inc., the officers and directors of the affiliate member organization shall take all necessary measures to execute and file all necessary documents to change the organization's name so as to omit the words "Literacy Volunteers of America".

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ARTICLE XIII - Amendments

Section 1. This constitution/by-laws may be amended upon a three-fourths (3/4) vote of the Board of Directors present and voting at any meeting of the organization provided a copy of the proposed amendment shall have been mailed to each Board member of the organization at least ten (10) days before the date of the meeting at which the proposed amendment is to be acted upon.

Section 2. Amendments adopted by this affiliate member organization shall be consistent with the national by-laws of Literacy Volunteers of America, Inc. unless pre-approved as exception by Literacy Volunteers of America, Inc.

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Date Adopted: