AEF Charter

Ashland Emergency Fund

BY-LAWS

Article I
Name

The name of the organization shall be the Ashland Emergency Fund, Inc. (AEF), a corporation incorporated under and pursuant to the G.L.c. 180 of the Commonwealth of Massachusetts.

Article II
Objectives

The objectives of the AEF are:

 To provide emergency financial support for citizens of the Town of Ashland, who find themselves in need, who are unable to resolve that need without assistance, and who are unable to get that assistance from State, Federal or other sources; 
 To create a permanent fund from which moneys may be drawn to meet the emergency requirements of individuals and/or families living in Ashland;
 To establish an association of individuals which will be able to respond rapidly to emergency situations for which the emergency fund itself may not be adequate;
and
 To create a heightened sense of responsibility within the community to support community for the need to support our neighbors.

Article III
Membership

Section 1
Any individual, firm partnership, corporation or association may become a member by donating to the AEF.

Section 2
There shall four (4) kinds of memberships:

1. Board Member:   Any individual who subscribes to the objectives of the AEF, who donates a sum of money and/or time within a calendar year and in each subsequent calendar year while he/she is on Board, and who is elected to the Board at an Annual Meeting of the AEF. 
2. Member:  Any individual, firm, partnership, corporation or association, which donates a sum of money and/or time within a calendar year and in subsequent calendar years, and which subscribes to the objectives of the AEF. 
3. Charter Member:  Any member who joined during the Calendar year 1988. 
4. Founding Members: Denise and Jim Eddy, Lorraine and Jim Hickey, Benjamin Montenegro, Isabel Harrison, John Ellsworth.

Section 3
Each member in good standing of this Association shall be entitled to one (1) vote on any matter and/or election brought before any regular or special meeting of the AEF, except meetings of the Board of Directors where only Board members may vote.  For a member to be in good standing he/she must have paid all dues and other obligations owed by him or her to the AEF.

Section 4
Any member having a grievance or complaint against the AEF may appeal to the members of the Association at any regular or special meeting, including meetings of the Board of Directors. 

Section 5
Unless otherwise provided by law or these by-laws, all the rights, title, and interest of a member of the AEF in or to the AEF or its property shall cease on the termination of membership.

Section 6
All the books and records shall be open for inspection by any member at the offices of the Treasurer.

Section 7
Any member of the AEF who violates the By-laws or rules and regulations of the AEF, or who shall deceive or wrong the AEF or a member thereof or other person, or who shall conduct himself or herself so as to make the AEF undesirable shall be censured, suspended or expelled by majority vote of the Board after notice and a formal hearing at a specially called meeting of the Board of Directors of the AEF. 

The Board of Directors must notify a member in writing by certified mail of any impending action to censure, suspend or expel said member;  the Board of Directors shall also notify the membership at large for such pending meeting by mail, though not necessarily certified mail.  The member shall have 14 days from the postmark date of the notification letter in which to respond in writing by certified mail to the Chairperson of the Board of Directors of the AEF requesting a formal hearing before a meeting of the AEF.  Such formal hearing will be held at a time and place designated by the Chairperson not more than 21 days after the postmark of the member’s reply letter.  If the member fails to respond as specified above, membership shall be immediately canceled.  If a formal hearing is held at a special meeting of the AEF, the Board of Directors shall record the action taken and notify the member in writing within ten (10) day of the action taken.  There shall be no refund of donations made.

Article IV
Officers

Section 1
Officers of this Association shall be:  Chairperson, Vice Chairperson, Secretary, and Treasurer who are to be elected for terms of one (1) year by majority vote of all voting members of the AEF present at the regular annual meeting or any special meeting of the AEF held in lieu thereof. The officers shall perform the duties prescribed by the parliamentary authority adopted by this AEF and those prescribed by these By-laws.  Officers shall be nominated from the membership at large. 

Section 2
The Chairperson(Chair) shall:

a. Preside over all meetings of the AEF and the Board of Directors.

b. Sign, with the Treasurer, all notes and deeds on behalf of the AEF.

c. Ex-Officio or at the request of three members or officers, call special meetings of the AEF and the Board of Directors.

d. Appoint the Chairperson and members of all other committees, except the Screening Committee, of the AEF (as defined hereinafter by Article VII).

e. Serve as ex-officio member of all committees, except any nominating committee and of the Screening Committee.

Section 3
The Vice Chairperson shall:

a.  Assume all of the responsibilities of Chairperson in the event that the Chair shall not be able perform those duties, shall be absent at a meeting of the AEF, should resign from the AEF, or in any way cease to be active in his/her leadership role for the AEF.

b. Shall perform any duty assigned to him/her by the Board at a duly called meeting of the Board.

c. Serve as ex-officio member of all committees, except any Nominating Committee and of the Screening Committee

Section 4
The Secretary shall:

a. Keep a complete and accurate record of all meetings of the AEF and the Board of Directors.
b. Shall sign all checks issued by the AEF in the event that the Treasurer shall not be available.

c. Perform such other duties as may be required by the Board of Directors.

Section 5
The Treasurer shall:

a. Sign all checks and with the Chairperson sign all notes, deeds and other obligations of the AEF.

b. Receive all funds, and serve as the custodian of all securities and property of the AEF. 

c. Keep a full and accurate account of all financial transactions of the AEF in books belonging to the AEF and deliver such books to the successor in office when elected.

d. Prepare a full report of all financial matters and present such to the members at the annual meeting and to the Board of Directors whenever requested.

e. Deposit all moneys of the AEF in the name of and to the credit of the AEF in such depositories as may be designated by the Board of Directors.

f. Present to the Board of Directors all books, records, and other documents as may be necessary for a complete and accurate audit of financial books of the AEF.

Section 6
Candidates for the offices of Chairperson, Vice Chairperson, Secretary and Treasurer shall be nominated by any member at the Annual Meeting or Special Meeting held in lieu thereof.

Section 7
Vacancies occurring in any office shall be filled by majority vote of the Board members at a specially called meeting of the Board, the notice for which must indicate that such an election is to take place.

Article V
Meetings of the Association 

Section 1
The regular meeting of the AEF shall be held before the last day of February of each year in Ashland Massachusetts or such other place designated by majority vote of the Board of Directors.  The purpose of the meeting shall be to receive reports from officers and committees, to elect officers of the AEF and to conduct other business as appropriate.

Section 2
The Board of Directors shall determine the time and place for the annual meeting or any special meetings of the AEF to be held in lieu thereof and notice therefore shall be given by the Secretary by email at least ten (10) days prior to such meeting to each member of the AEF.

Section 3
A quorum of a properly called annual meeting or special meeting shall be three (3) voting members present.

Section 4
Proxy votes may be cast at a properly called meeting of the AEF.  Proxy votes must be received by the Secretary of the AEF not less than five (5) days prior to the date of that meeting in order to be cast at the meeting.

Article VI
Board of Directors 

Section 1
The governing body for the AEF shall be the Board of Directors.  The Board of Directors shall determine the policy for the AEF within guidelines established by the membership in attendance at the annual and/or special meetings of the AEF.

Section 2
The Board of Directors shall be composed of the Chairperson, Vice Chairperson, Secretary, and Treasurer and at least two members at large of the AEF. There shall be no more than 15 members of the Board of Directors.

Section 3
Meetings of the Board of Directors shall be called by the Chairperson not less than twice annually or more frequently, if in his/her judgment the business of the AEF requires it.  Upon requests by two (2) members of the Board of Directors, a meeting may be called at any time, provided that those requesting the meeting serve notice to the entire Board of Directors, together with a detailed list of the subjects to be considered or discussed.  Notice of all such specially called Board of Directors meetings shall be by email at least ten (10) days in advance of such meetings.

Section 4
The Board of Directors shall control the business and affairs of the AEF, shall enforce the rules and regulations established by the membership which are not in conflict with the law or these bylaws, shall manage the activities of the AEF and shall guide the officers and agents of the AEF. 

Section 5
A quorum for a properly called Board of Directors meeting shall be a simple majority of the Board of Directors membership.

Section 6
Telephone meetings of the Board of Directors may be called by the Chairperson and he/she shall submit the minutes of the telephone meeting to the Secretary within three (3) days.  The Secretary shall deliver copies of the minutes to the other Board of Directors members. 

Section 7
In order to fill a vacancy on the Screening Committee, the Board of Directors may meet with less than ten (10) days advance notification, for the sole purpose of filling that vacancy.

Article VII
Committees 

Section 1
There shall be a Screening Committee, a Disbursement Committee, and such other Committees as the Board of Directors shall determine.  All committees shall act under the authority and direction of the Board of Directors.  Committee members shall be selected from the membership at large, except the Board of Directors which shall be elected from the voting membership at large. 

Article VIII
Screening Committee 

Section 1
A Screening Committee consisting of Three (3) members in good standing shall be appointed by majority vote of the Board of Directors of the AEF for a term of one (1) year or until his/her successor shall be elected and qualified. 

Section 2
The Screening Committee shall review all requests for assistance and approve or disapprove same.  Two members are required to approve a request. Should any Screening Committee member vote No, approval must be recorded, majority vote of all members of the Screening Committee and the results shall be communicated in writing to the Treasurer of the AEF with all votes, for and against, noted.  Requests for assistance shall be held confidential, shall describe the need to be met in detail, and shall keep confidential the name(s) of applicants from all members of the AEF, including the Screening Committee, the Treasurer and the Secretary. Case Numbers shall be assigned by the requestor and all actions taken shall refer to case number. For special situations recipients may become known to the AEF and internal records may note the name(s) but only after being approved by the recipient. Any member of the Screening Committee can bring a decision to the Board for subsequent review and consideration. 

Section 3
The Screening Committee shall meet as frequently as is required in order to review requests for assistance. Such meetings may be by telephone. Requests for assistance may be submitted by email and voting may take place by email.

Section 4
At each meeting of the Board of Directors, the Screening Committee shall provide a summary of requests for assistance approved or disapproved as may be requested by the Board. 

Section 5
Any vacancy in the Screening Committee shall be filled by majority vote of the Board of Directors, until the next Annual Meeting or Special Meeting held in lieu thereof.


Article IX
Disbursement Committee 

Section 1
A Disbursement Committee consisting of three (3) members in good standing shall be appointed by majority vote of the Board of Directors of the AEF for a term of one (1) year or until his/her successor shall be elected and qualified. The disbursement committee shall issue payments (checks) for all approved requests for assistance. The Treasurer is an ex-officio member of the Disbursement Committee.

Article X
Parliamentary Authority 

Section 1
Meetings of the AEF shall be governed by the current edition of “Roberts Rules of Order”, except as may be modified by these by-laws as time to time amended. 

Article XI
Miscellaneous 

Section 1
No officer or member of the AEF shall be compensated for work performed on behalf of the AEF.

Section 2
No officer or member of the AEF shall hire or cause to be hired an employee to work on behalf of the AEF.

Section 3
The AEF shall annually bond the Treasurer for an amount to be determined by the Board of Directors. 

Section 4
The Fiscal Year of the AEF shall be January 1 to December 31.

Section 5
Upon dissolution of the AEF, should such event occur, any and all remaining funds of the AEF shall be delivered by the Treasurer to the Framingham Chapter of the American Red Cross for use as that organization sees fit.

Section 6
These by-laws may be amended by majority vote of members present at any annual meeting or special meeting, called for such purpose, of the AEF.  Amendments must be approved by a majority vote of members present.  Any member may present amendments for consideration by the voting members.

CHAIRPERSON: John Ellsworth
TREASURER: Sima Ratanchandani 
SECRETARY: Rosemary Fedorchak