Bylaws

About the Organization

This section provides basic information about Joseph’s Project.

Name and Contact Information

The name of the organization shall be Joseph’s Project.

The mailing address for the organization shall be:

Joseph’s Project
1010 Main Street
Holden MA 01520

The web address for the organization shall be:

http://www.josephsproject.org

Mission Statement

Joseph’s Project is dedicated to serving our community by delivering food to those in need. Cash donations will be used to purchase food that, along with donations of non-perishable food items, will be distributed to families in the Wachusett and surrounding areas. The Project is run by and through local businesses who wish to give back to their community.

Article of Incorporation

The Articles of Incorporation for Joseph’s Project are available here on the Massachusetts Secretary of State web site.

Board of Directors

  1. The Board of Directors shall serve without pay and consist of up to 10 members.
  2. Board members shall serve two-year terms and may serve multiple, consecutive terms.
  3. Vacancies shall be filled by a vote of the Board, with the recommendation of the President.

Officers

  1. The officers of the Board of Directors shall consist of a President, Vice President, Secretary, Treasurer, and Assistant Treasurer nominated by the Board.
  2. Elected officers will serve a term of two years and may serve multiple, consecutive terms.

Duties of The Officers

  • The President shall preside at all Board meetings, appoint committee members, and perform other duties as associated with the office.
  • The Vice-President shall assume the duties of the President in case of the President’s absence.
  • The Secretary shall be responsible for the minutes of the Board, keep all approved minutes in a minute book, send out copies of minutes to all, and publish minutes on the Joseph’s Project web site,http://www.josephsproject.org/.
    The Secretary shall maintain the contact list for the Board of Directors and Members.
  • The Treasurer shall keep record of the organization’s budget and prepare financial reports as needed.
    The Assistant Treasurer shall assist the Treasurer as needed and have the same signatory authority as the Treasurer in the Treasurer’s absence.
    The President shall also have the same signatory authority as the Treasurer.

Committees

The Board may appoint standing and ad hoc committees as needed.

Meetings

  1. The Board shall hold regular monthly meetings.
  2. The Board shall hold an annual meeting on or before the third Wednesday in May for the following purposes:
    • Election of officers.
    • Nomination and election of Board members.
    • Review of previous year’s activities and outline plans for coming year.
    • Other actions as needed.
  3. Special meetings may be held at any time when called for by the President or a majority of Board members.
  4. The Secretary shall publish an agenda at least three days in advance of any meeting.
  5. Any member may request that Robert’s Rules of Order be followed with regard to any action or discussion by the Board. (See http://www.robertsrules.com/ for information regarding Robert’s Rules.)

Voting

Voting on motions before the board shall be decided by simple majority,except in the case of amendments to the by-laws. See Amendments and Members.

Quorum

  1. Five (5) board members constitutes a quorum.
  2. In the absence of a quorum, discussions may continue, but no formal action shall be taken except to adjourn the meeting to a subsequent date. Discussions may result in recommendations for future actions.

Members

  • Members may join Joseph’s Project by contacting any Board member.
  • There are no dues for Project membership.
  • Members may attend the Annual Meeting and other meetings.
  • Members do not have voting rights, but may make recommendations to Board members for Project activities.

Conflict of Interest

Any member of the board who has a financial, personal, or official interest in, or conflict (or appearance of a conflict) with any matter pending before the Board, of such nature that it prevents or may prevent that member from acting on the matter in an impartial manner, will offer to the Board to voluntarily excuse him/herself and will vacate his seat and refrain from discussion and voting on said item.

Fiscal Policies

  1. The fiscal year of the board shall be January 1 to December 31.
  2. The President or Treasurer may authorize expenditures up to $200 without prior approval of the Board. Such expenditures shall be reported at the next Board meeting.

Amendments to By-Laws and Articles of Incorporation

These by-laws may be amended by a two-third vote of Board members present at any meeting, provided a quorum is present and provide a copy of the proposed amendment(s) are provided to each Board member at least three days prior to said meeting.

The Articles of Incorporation may be amended by a two-third vote of Board members present at any meeting, provided a quorum is present and provided that a copy of the proposed amendment(s) are delivered to each Board member at least three days prior to said meeting. Amendments to the Articles of Incorporation are subject to review by legal counsel and must comply with local, state, and federal laws pertaining to the organization.