| MEMBERS ONLY
EPP BYLAWS
Adopted 4/9/90, as amended 6/28/94
I. NAME
The name of this organization shall be the Educational Priorities Panel.
II. PURPOSE
The Educational Priorities Panel's purposes are 1) to ensure that whatever
the dollar amount available to New York City public schools, the largest
share possible should be devoted to the instruction of children; 2) to improve
the quality of instruction and services in New York City public schools;
and 3) to assist parents and others in the community to participate knowledgeably
and effectively in public education.
III. STRUCTURE
A. Membership
Membership of the Educational Priorities Panel shall be limited to not-for-profit
organizations. Each Member Organization shall have a demonstrated citywide
interest in improving New York City public education. Each Member Organization
must meet the requirements set forth in "Criteria for Membership."
Applications for membership and the membership status of
any organization that has not participated in the activities of the Educational
Priorities Panel for a period of over six months shall be reviewed by
the Executive Committee, which shall report its recommendations to the
Panel. The Panel shall have the responsibility to approve new Member
Organizations and to remove Member Organizations for failure to participate
in the work of the Educational Priorities Panel.
B. Officers
The officers of the Educational Priorities Panel shall be the Chairperson,
Vice Chairperson, Secretary and Treasurer, each of whom shall serve for one
year (or until successors are elected). The Officers shall perform the duties
described in "Roles and Responsibilities."
C. Elections
Beginning in 1994, in the second quarter of each calendar year, the Executive
Committee shall seek nominations from Member Organizations for officers of
the Educational Priorities Panel and for two at-large Members of the Executive
Committee. Individuals can hold no more than two such positions simultaneously.
The Chairperson may not hold any other office within the Educational Priorities
Panel. Each Member Organization shall be entitled to cast one ballot in the
election held at the Annual Meeting and Retreat.
D. Governing Bodies
The Educational Priorities Panel shall maintain
two governing bodies:
1. The Panel
The Panel shall be the Educational Priorities Panel's policy setting body.
Member Organizations, not individuals, shall vote on the Panel. Each Member
Organization shall be limited to one vote, although it may designate up to
two representatives to attend Panel Meetings on its behalf.
2. The Executive Committee
Seats on the Executive Committee shall be held by individuals, not by Member
Organizations, although to be eligible to serve on the Executive Committee
the individual must be a representative of a Member Organization of the Educational
Priorities Panel.
The Executive Committee shall consist of the Officers of
the Educational Priorities Panel, the Chairpersons of Standing Committee
and two at-large representatives of Member Organizations elected for
one year terms by vote of the Member Organizations.
The Executive Director shall serve on the Executive Committee ex-officio and
shall not be a voting member.
The Executive Committee shall function as the Administrative
Board of the Executive Priorities Panel with authority for developing
policy proposals for submission to the Panel and for financial and personnel
affairs. It shall meet at least ten times per year and follow the guidelines
outlined under "Roles and Responsibilities." The Executive Committee
shall have the authority to take emergency action in the name of the
Educational Priorities Panel between meetings of the Panel, provided
such actions are consistent with the goals, purposes and policies of
the organization, and are presented to the Panel in writing at its next
regular meeting and that such notice shall be sent to Member Organizations
not represented at that regular meeting.
The Executive Committee will take action by majority vote
on administrative and financial issues; it will take action by consensus
on issues concerning the implementation of Panel approved policies.
E. The Committees
Standing Committees shall be established by the Panel to further the organization's
goals. Each Committee shall elect a Chairperson who shall also serve on the
Executive Committee. Such Chairperson may also hold any Office for the Educational
Priorities Panel except for Chairperson. Standing Committees shall meet at
least 8 times a year and shall follow the guidelines under "Roles and Responsibilities".
IV. THE ANNUAL MEETING AND
RETREAT
The Annual Meeting & Retreat shall be held in June of
each year on a date to be determined by the Executive Committee, for
the purpose of electing Officers and at-large members of the Executive
Committee; receiving the audited financial statement from the previous
fiscal year; planning the following year's agenda; and transacting such
other business as may properly come before the meeting. The Annual Meeting
and Retreat may be held in conjunction with a regular meeting of the
Panel. Member Organization's Trustees, Board Members, and Executive Directors
are invited to join Panel representatives at the Annual Meeting and Retreat
so that the planning process for the next year involves maximum participation
by Member Organizations.
V. QUORUM
At Executive Committee meetings a majority must be present
in order to conduct business, provided no business be conducted unless
at least four members are present. At Panel meetings, a quorum shall
consist of at least one representative each from ten Member Organizations,
including at least one Officer of the Educational Priorities Panel.
VI AMENDMENT OF BYLAWS
These bylaws may be amended at a Panel meeting provided the
proposed amendment has been previously submitted in writing and discussed
at a regular Panel meeting and reported in the minutes of that meeting.
In addition, each organization shall be given at least two weeks written
notice of the scheduled vote on the proposed amendment. Such notice shall
include the language of the proposed amendment.
VII DISSOLUTION
Upon the dissolution of the corporation, the Board of Directors
shall, after paying or making provision for the payment of all of the
liabilities of the corporation, dispose of all of the assets of the corporation
exclusively for the purposes of the corporation in such manner, or to
such organization or organizations organized and operated exclusively
for charitable, educational, religious or scientific purposes as shall
at the time qualify as an exempt organizations under Section 501 (c)(3)
of the Internal Revenue Code of 1986 (or the corresponding provision
of any future United States Internal Revenue Law), as the Board of Directors
shall determine. Any such assets not so disposed of shall be disposed
of by the court of requisite jurisdiction in the county in which the
principal office of the corporation is then located, exclusively for
such purposes or to such organization or organizations, as said court
shall determine, which are organized and operated exclusively for such
purposes. |