Adopted 2014

Orangefield Music Boosters Club Bylaws

A Non-Profit Educational Corporation
Orangefield High School
Orange, TX 77630

Article I Name
The name of this organization shall be known as the Orangefield Music
Boosters Club. The organization will hereinafter be referred to as the OMBC.

Article II Purpose
The purpose of the OMBC shall be
a. in accordance with published policies from University Interscholastic
League hereinafter referred to as UIL and the Orangefield Independent
School District hereinafter referred to as OISD,
b. To support the goals and objectives of the OISD Music Department
c. To promote and support musical education in the Orangefield
community,
d. To promote and support a spirit of fellowship and cooperation among
the OMBC membership, the band directors, the OISD administration,
and the music students,
e. To accept and disburse funds, and otherwise assist the music programs
at OISD in accordance with OMBC bylaws.

Article III Membership

Membership in the OMBC is open to any and all persons who have an interest
in the music programs at OISD. Any member shall have voting rights on all
matters and issues brought before the general membership. There is a
$5.00 per member fee unless altered by the executive board and approved
by the general membership of the OMBC.
The OMBC Secretary shall maintain a list of all members and member
contact information. Each members name shall appear on the membership
list.
Section 3.1 Class of Member
The OMBC shall have two class of members. The two classes of membership
will be active members and Lifetime Honorary Members.

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Lifetime Honorary Members are those in which the Executive Board may
present to the general membership as special friends of the Boosters. The
General Membership may give a 2/3 vote to approve these special friends as
Lifetime Honorary Members.
Upon Approval, these Members will be
automatically amended to the By-Laws and Named Below. Lifetime Honorary
Membership includes lifetime payment of dues and all of the rights and
privileges of active members.
The Persons Approved as Lifetime Honorary Members are:

Section 3.2 Voting Rights

Each member in good standing shall be entitled to one vote on each matter
or issue submitted to a vote of the members. A member shall be considered
in good standing when completed contact information has be received by the
secretary and entered into membership records. No vote by proxy shall be
allowed.
Section 3.3 Resignation
Any member may resign the OMBC by filing a written resignation with the
secretary.

Article IV Officers
Section 4.1 Officers
a.
b.
c.
d.
e.
f.

President
Vice-President High School
Vice-President Junior High School
Secretary/ Director of Publicity
Treasurer
Ex-officio members
All officers serve without salary or compensation for their services to
the OMBC.

Section 4.2 Duties of Officers

a. President. The president shall preside at all executive board, regular
and special OMBC meetings. The president shall set the agenda for all
meetings. The president shall be responsible for obtaining an accurate
count of all votes for all issues and matters bought before the

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b.

c.

d.

e.

executive board, general membership, or on special electronic media

votes and shall ensure that all votes are recorded in the OMBC records.
The president shall act as OMBC representative for the purposes of
consulting and coordinating with the music director(s), OISD personnel,
other districts in all matters unless the president designates a different
representative. The president shall be one of four officers authorized
to sign checks from the music booster accounts. The president serves
as ex-officio member of all committees in an advisory capacity. The
president with the advice and approval from the executive board may
constitute temporary committees to better achieve the purposes of the
OMBC.
Vice-President High School. Vice-president high school shall preside at
all meetings in the absence of the president and assist the president as
needed.
The vice-president high school assists the president in
coordinating high school events as needed. The vice-president high
school shall be one of four officers authorized to sign checks from the
music booster accounts. The Vice-President High School is in charge of
fund raising.
Vice-President Junior High School. Vice-president junior high school
shall preside at all meetings in the absence of the president and vicepresident high school and assist the president as needed. The vicepresident junior high school assists the president in coordinating junior
high school events as needed. The vice-president high school shall be
one of four officers authorized to sign checks from the music booster
accounts. The Vice-President Junior High School shall assist the music
director(s) with chaperones as the program needs them.
Secretary/ Director of Publicity. The secretary shall keep all records of
the OMBC, take and record minutes of the executive board and general
meetings. The secretary shall keep copies of the minutes in the form
of a physical book, bylaws, and current list of all members. The
membership list shall contain names and contact information. The
secretary shall provide minutes to the executive board, and general
membership meetings for approval. The director of publicity will
contact and coordinate with the district and communication venues in
order to publicize the OISD Music program and OMBC events to
maximize participation by the community.
Treasurer. The treasurer shall have charge of all funds belonging to the
OMBC maintained in one primary account. Additional accounts may be
operated if approved by the executive board and 2/3 of the members
present at a special or general membership meeting. The treasurer is

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responsible for maintaining current and accurate records.
The
treasurer shall receive all funds for the organization, keep accurate
records of receipts and expenditures, and pay out funds in accordance
with the approval of the executive board. The treasurer shall prepare
and distribute a treasurers report including all transactions for the
previous reporting period for approval at each meeting of the executive
board. The reports shall be maintained in a permanent file for audit
purposes and shall be available to all OMBC members for review. The
treasurer will ensure that the checkbook is available at all meetings
and is the principle advisor to the executive board when the
consideration of disbursement of funds is requested. The treasurer is
one of four officers authorized to sign checks from the music booster
accounts. No moneys shall be released without prior approval from the
executive board unless in accordance with the bylaws. The treasurer
will prepare and submit all Internal Revenue Service reports.
Section 4.3 Nominations and Elections
a. Nominations to Office. Each February the President or their designee
shall appoint a committee to submit a slate of names for officer
positions for elections by the general membership. The slate of
candidates shall be presented at the March board meeting.
b. Elections of Officers. Elections shall be held at the April general
membership meeting. The president shall poll each of the candidates
presented by the nominating committee as to their desire to run for
office. The president shall entertain nominations from the floor for any
additional members who seek to run for office. If only one person is
running for an office, the vote may by conducted as a voice vote. If
more than one person is running for an office then voting must be by
ballot with all votes counted at the end of the meeting by the
executive board. All vote counts shall be recorded in the OMBC
meeting minutes. The candidate with the majority of votes for each
office shall be declared the winner. In the event of a tie vote for an
office, a special meeting will be called within 30 days of the initial vote
with the sole purpose of a runoff election vote. If the runoff vote
results in a tie then the existing executive board shall with the new
executive board minus the contested office(s) cast ballots to elect the
contested office(s). No board member running for a contested office
may vote for that office.

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c. Installation of new Officers. Installation of the newly elected officers
will be conducted during the May OMBC meeting with the newly
elected officers beginnings their terms on July 1.
d. Eligibility and Terms of Office. All active members in good standing
may run for office. Officers are elected for yearly terms that begin on
July 1 and no officer may serve in the same capacity for more than two
consecutive terms.
e. Vacancies. If a vacancy arises in the office of president, the Vice
President High School will become president owing to their potential for
greater experience with the OMBC and the high school music
programs greater potential for OMBC support. At the next general
meeting nominations will be submitted for Vice-President High School
and an election held. If any other office becomes vacant the executive
board will appoint someone to complete the term. Any office not filled
after an election will be declared vacant and filled by the new board
when its term begins.
f. Removal from office. In the event that any officer of the OMBC fails to
fulfill the responsibilities of the position stated in the bylaws, the
executive board will issue a written warning detailing the areas of
concern. If the officer fails to address the issue with 30 days, the
executive board shall vote to remove the officer. Removal shall be by
two thirds (2/3) majority vote and is effective immediately. The office
will then be declared vacant.

Article V Meetings
Section 5.1 General Meetings
Eight meetings will occur during the school year with one of the eight
occurring in April for the election of new officers. The meetings shall be used
for director information, publication of reports, election of officers, and
conduction other business as the need arises. Meetings will be scheduled by
the executive board. The board will give 14 day notice for any scheduled
meeting.
Section 5.2 Special Meetings
Special meetings may be called by the president, any two members of the
executive board, or the music director(s). The meetings will be for specific
purposes in which timeliness is essential.
Section 5.3 Quorum

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The quorum for general and special meetings shall be five members of the
OMBC.
Section 5.4 Place of Meeting
The executive board may designate any place as the place of meeting for
any general or special meeting. If all OMBC members meet at any time or
place and consent to holding a meeting, such meeting shall be valid without
call or notice and at such meeting any action in accordance with the bylaws
may be taken.
Section 5.5 Notice of Meeting
Written, printed, verbal, or electronic notice stating the place, day and hour
of any meeting of members shall be delivered personally, by mail, or by
electronic means to each member entitled to vote no less than 14 before the
date of such meeting.

Article VI Executive Board

Section 6.1 Membership
The Executive Board hereinafter referred to as the board shall consist of the
officers and ex-officio members. Chairmen to the committees serve as nonvoting members of the board.
The ex-officio members are made up of the Director of Bands for OISD, the
Director of Bands for OJHS, The Principal of OHS, The Principal of OJHS, and
the Superintendent of OISD.
Section 6.2 Responsibilities
The management of all affairs and property is the responsibility of the
board. Preparation of amendments to the bylaws, creation of new offices,
and filling vacancies are the responsibility the board.
Section 6.3 Duties
a. The board will name chairpersons to the standing and special
committees.
b. The board will advise the president in the creation of special
committees.
c. The board shall transact necessary business between regular meetings
of the OMBC and such other business as may be necessary.

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d. The board has ultimate decision making authority for projects
undertaken and financially supported by the OMBC.
e. The board shall prepare and present amendments to the bylaws to the
general membership.
f. The board shall notify the general membership of any upcoming vote
to amend the bylaws in accordance with the existing bylaws.
Section 6.4 Meetings
The board, at its discretion, shall meet on the last Tuesday of the every
month but June. Additional meetings may be called by the president or the
music director(s).
Section 6.5 Quorum
The quorum shall be no less than four members of the executive board
excluding music director(s).
Section 6.6 Executive Board Voting
All issues will be voice voted at the board meetings. All votes will be
recorded to the minutes.
Each board member, excluding the music
director(s), will have one vote per issue. Under special circumstances voting
may be done by email. In this special case, the secretary shall email ballots
to all board members. The vote must be returned by a minimum of four
board members by 9 pm the day following the original ballot mailing in order
for the vote to be valid and counted. The ballot shall present the issue and
required response date and time limit. The secretary shall record all valid
email votes. Removal from Office votes, and votes on expenditures of
greater than $300.00 may not be done via email.

Article VII Committees

Section 7.1 Standing Committees
Standing committees are those committees that exist every election term.
Committee members serve unlimited terms; however, committee chairs are
limited to four consecutive terms. Committee chairpersons are appointed by
the board and serve at the pleasure of the board.
a. Nomination. The nomination committee exists to nominate a slate of
candidates for OMBC officers. Members serve at the pleasure of the
board. The committee shall be comprised of a minimum of two active

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members. The committee will provide a written report of nominations
to the board.
1. Nominations for President shall be limited to members who have
served one year or more on the board inclusive of committee
chairmen.
2. Only those members who are eligible and have signified their
consent to hold office may be nominated for elected office.
b. Audit. The audit committee exists to perform a yearly audit of
accounts.
Members serve at the pleasure of the board.
The
committee shall be comprised of a minimum of three active members.
The Treasurer may not serve on this committee. The committee will
provide a written audit report to the board.
c. Banquet. The banquet committee exists to plan and prepare for the
annual music awards and recognition banquet. Members serve at the
pleasure of the board. Any member may serve on this committee.
Section 7.2 Special Committees
A special committee is any committee created by the board charged with a
specific task. Each committee shall have a chairperson appointed by the
board to serve at the pleasure of the board. The chairperson will become a
member of the board for the tenure of the committee or for a specified term.
The board will appoint a chairperson who will solicit membership to the
committee from the general membership.

Article VIII Distribution of Funds

All funds raised under the auspices of the OMBC shall be distributed only to
the benefit of the OISD Music programs in accordance with the policies and
procedures set forth by the OISD and UIL. In no event shall any funds be
distributed in a manner that would cause the OMBC to forfeit its non-profit
status or violate UIL Constitution & Contest Rules.

Article IX Finances
Section 9.1Fiscal Year
The fiscal year for the OMBC shall be from July 1 to June 30.
Section 9.2 Budget

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Each May the treasurer with advice from the president and director(s) shall
prepare a budget for the following fiscal year for presentation at the May
meeting.
Section 9.3Budget Request Process
Any and all request for funding must go through the president or one of the
vice-presidents before being presented to the board. The board shall
approve all expenses from the OMBC accounts.
Section 9.4 Officer Expenses
Reasonable expenses may be incurred by officers in the execution of their
office. The board may elect to cover those expenses. This does not
constitute compensation for services. Officers should be prepared to provide
receipts for all submitted expenses.
Section 9.5 Disbursements Signatory
Two authorized signatures shall be required on any check. A maximum of
$300.00 may be spent without prior board approval in certain circumstances
where timeliness and urgency are of essence. Authorized signatories are
President, Vice-President High School, Vice-President Junior High School, and
Treasurer.
Section 9.6 Dissolution
Upon dissolution of the OMBC any remaining funds should be
1. Used to pay any outstanding debt incurred by the OMBC,
2. With remaining amounts transferred to the OHS Band Activity Account
in support of the OISD Music programs.

Article X Audit
The treasurer shall prepare a financial statement for review by the audit
committee. The committee shall examine all accounting presented by the
treasurer. The committee will ensure all disbursements were in accordance
with the bylaws.

Article XI Parliamentary Authority

Conflicts at meetings will be resolved utilizing the current edition of Roberts
Rules of Order when they are not in conflict with the OMBC bylaws. In the

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event of a conflict between Roberts Rules of Order, current edition, and these
bylaws, these bylaws shall prevail.

Article XII Indemnification of Officers, Directors,

Employees and other Agents
Section 12.1 Right to Indemnification
Each person (including here and hereafter, the heirs, executors,
administrators, or estate of such person) (1) who is or was an officer, agent
or employee of OMBC, and to whom the OMBC has agreed to grant indemnity
hereunder, or (2) who is or was serving at the request of the OMBC as its
representative in the position of Director, officer, agent, or employee of
another corporation, partnership, joint venture, trust, or other enterprise and
as to who the OMBC has agreed to grant such indemnity hereunder, shall be
indemnified by the OMBC as of the right to the fullest extent permitted or
authorized by current legislation or by current or future judicial or
administrative decision, only to the extent that it permits the OMBC to
provide broader indemnification rights than permitted prior to the legislation
or decision, against all fines, liabilities, settlements, losses, damages, costs,
and expenses, including attorneys fees asserted against the person or
incurred by the person in their capacity as such director, officer, agent,
employee, or representative. The forgoing right of indemnification shall not
be exclusive of other rights to which those seeking indemnification may be
entitled. The OMBC may maintain insurance, expense, including attorneys
fees, whether or not the OMBC would have the legal poser to directly
indemnify the person against such liability.
Section 12.2 Advancement of Expenses
Reasonable expenses expected to be incurred by a person seeking
indemnification in defending any action or proceeding may be advanced by
the OMBC before final disposition of the proceeding, on receipt by the OMBC
of an undertaking by or on behalf of the person; that the advance will be
repaid unless it is ultimately determined that the person is entitled to be
indemnified by the OMBC for the expenses.

Article XIII Dissolution

The OMBC may be dissolved upon consideration and recommendation by the
board. A special meeting will be called in accordance with the bylaws. Upon

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a two thirds majority vote of all those present at the meeting the OMBC will
be dissolved.
The OMBC may also be dissolved upon the written recommendation of the
Director of Bands for OISD, The Principal of OHS, and the Superintendent of
OISD.

Article XIV Nonpartisan Activities

The OMBC has been formed under the IRS 501(c)(3) Non-profit Education
Organization, and as such shall not participate or intervene in any political
campaign on behalf of any candidate for public office for or against any
cause or measure being submitted to the people of any political entity for a
vote.

Article XV Amendments
These bylaws may be amended at any regular or special meeting providing
that previous notice was given in writing at a prior meeting and then sent to
all registered members. Notice will be given by postal mail or email.

Article XVI Scholarships

The Booster shall create a Scholarship account in which they maintain a
balance sufficient to fund the yearly scholarships. Each year, the boosters
shall award $2000.00 to Graduating seniors who apply. Based on the number
of students in which apply, the Executive Board will divide the scholarship
sum into one larger scholarship awards and the number of needed smaller
scholarship awards. Students who wish to continue in music will be given
precedent to the larger scholarship. One, $500 scholarship will be offered
yearly, and the remainder will be divided among those who apply, not to
exceed $500. The board shall create a committee of outside judges to
choose the ranking of the scholarship applicants. The Board shall remove all
information in which the students identity may be discovered and skew the
judging.