Bylaws

ANDONA SOCIETY BYLAWS

ARTICLE I  Name

  The name of this organization shall be the Andona Society, ANfor Andover, DONA being the Latin word for give, hereby referred to as Andona..

ARTICLE II  Object

  Section 1. The primary object of this charitable organization is to aid the youth of Andover by raising funds through various functions from time to time and to be able to assist various other organizations, groups and individuals by a gift of money or equipment to help said youth.

  

  Section 2. Andona has set aside a fund to be administered by a trust known as the “Andona Society Scholarship Trust” to annually fund one of the scholarships described in Section III below, subject to the conditions of said Trust. The Trust may request funds from the Andona Society as needed.  A copy of said trust is annexed hereto as adopted and marked Article XA.

  Section 3. Andona shall provide five $2,000 scholarships to qualified graduates of Andover High School, Greater Lawrence Regional Technical School and/or private schools to be used for the first year of post-secondary school.  The applicants must have their principal residence in Andover, be ranked in the top 50% of their class, and have plans to continue their education after graduation from high school.

  

  Section 4. Andona shall provide one of the above scholarships, “The Perseverance and Character Award”, formerly known as the PAC 766 award, to a qualified Andover resident enrolled as a senior at Andover High School for the first year of post-secondary school.

  

  Section 5. The award of the scholarships referred to in Section 3 above will be determined by the Scholarship Committee.   These scholarships shall be based on academic merit, character, scholarship and community service, as well as extracurricular and employment activities, during the full period that a proposed applicant has been enrolled in high school. Consideration will be given to graduating seniors who are children of an Andona member. The award of the scholarships referred to in Section 4 above will be determined by the Scholarship Committee with assistance from the Andover High School Guidance Office.  If, in any given year, none of the applicants meets the criteria or insufficient funding exists, no scholarship will be awarded.  

  

  Section 6. Andona shall provide camperships as directed by the membership. Such awards shall be based on the financial need of each potential recipient and the recipient’s immediate family or legal guardian or on other considerations as determined by the Andona membership.  The amount of each campership award and the total number of awards shall be determined by the funds made available to the Campership Chairwoman by the Andona membership on an annual basis. Only one campership will be awarded per child per year.  The Treasurer shall be provided with a duplicate copy of names of campership recipients. To help support the organization’s desire to do “angel funding” through the sponsorship of vouchers for Andona events, or other requests received, the Civic Chair will bring forth requests for approval under the campership guidelines and annual budget.

  

  Section 7. Andona shall provide any other financial assistance to organizations as directed by the membership.

ARTICLE III – Membership

  The membership of Andona shall consist of persons who meet the requirements as stated in the By-laws.

  Section 1. The categories of membership shall be Active, Senior Active, Associate, and Charter.  Residents of Andover make up the membership, but non-residents who reside within a reasonable distance of Andover are also welcome to become active members.

  1. Active members are members who consider themselves actively engaged in the business of Andona.  Active members must pay dues and are encouraged to attend the majority of general meetings each year.  She has the right to vote and propose candidates for membership and to serve on committees.  After completion of one year of membership, she has the right to hold office.  
  1. Following completion of her first year an Active member may choose to move to Senior Active status or continue as an Active member.   
  1. Senior Active members are members who have completed their first year and desire to limit their activity in Andona.  A Senior Active member is required to pay the same dues as specified in Article IV below.  She will have the right to vote, serve on committees (except Nominating) and to propose candidates for membership.  She may not hold an executive office.  
  1. Associate members are members who have completed their first year as an Active member and at least one year as a Senior Active.  Although Associate members continue in their support of Andona, they have been granted exemption by the Board of Directors from the stated duties of the Active member.  They may volunteer for committees and vote.  They are not allowed  to serve on the board.
  1. Charter members are the founders of the Andona Society.
  1. Members may change membership status with notification to the Dues Chairperson.

  Section 2.  New members must be at least 21 years of age and reside within Andover or within a reasonable distance of Andover.

ARTICLE IV – Dues

  The annual dues shall be $35.00 for Active members; $25.00 for Senior Active members; $15.00 for Associate members and Non-Resident members. Charter members shall be exempt from paying dues. Dues will be payable annually at the September general meeting.  Members whose dues remain unpaid by the ensuing annual meeting may be dropped from the membership.  Each member is responsible for verifying their dues payment with the Dues Chair before the annual meeting in June.

ARTICLE V  Meetings

  Section 1. It is recommended that there be up to six general meetings annually and “Robert’s Rules of Order” govern the procedure of all meetings.

  

  Section 2. One-fourth of the Active members (not Senior Active Members) shall constitute a quorum.

  

  Section 3. The order of business shall be:

  1. President’s Report
  2. Secretary’s Report
  3. Treasurer’s Report
  4. Fund Requests
  5. Ways and Mean’s Report
  6. Vice President’s Report
  7. Committee Reports
  8. New Business

The order of business may change as needed.

   Section 4. The June meeting will be the annual meeting and officers will be elected at this time. Annual reports from all members of the Board of Directors will be submitted to the membership at or prior to the September meeting.

  Section 5. The fiscal year of Andona shall be August 1st  through July 31st.

ARTICLE VI – Executive Officers

  The executive officers of Andona shall be the President, Vice President, Secretary, Treasurer, and the Ways and Means Chair(s). These officers will constitute the Executive Committee and shall be elected for a two-year term during even numbered years.  All executive officers shall make a report of their activities at each Andona meeting and shall submit a copy of their annual report to the Secretary.

  Section 1. The President shall be the general officer of Andona and shall serve as an ex-officio member of all committees.  She shall preside at all Andona meetings, the Executive Committee and the Board of Directors.  She shall appoint the Secretary, Dues Chairperson, and two Active members to serve on the By-laws Committee.

  Section 2. The Vice President shall perform all duties of the President in case of her absence or disability.  She shall act as chairwoman of the First Year members. She shall coordinate all membership efforts, she shall respond to membership inquiries and meet with prospective members as needed.  She may plan social events to be attended by Andona members and prospective members.

  Section 3. The Secretary shall keep the minutes of all Andona meetings, including regular, special, Board of Directors and Executive Committee.  She shall compile the annual report, perform such other duties as are incident to her office, and chair the By-laws Committee to be called once a year, if possible.  The Secretary is responsible for editing the By-laws and Blue Book based upon feedback from the By-laws Committee.

  Section 4. The Treasurer shall have custody of all the funds of Andona; shall make such disbursements as have been authorized by the Board of Directors; shall render a report at each regular meeting of the Board of Directors and Andona; shall be responsible for an annual audit of the books; and shall oversee the preparation of all necessary tax and other filings required for Andona with the State of Massachusetts and the Town of Andover.

    Section 5. The Ways and Means Chair(s) shall be the general Chairwoman of the Ways and Means Committee.  She is responsible for obtaining and keeping all project reports for fundraising events and she will act as a liaison between the chairwomen of all fund-raising Andona projects and the Board of Directors.  

ARTICLE VII – Board of Directors

  The Board of Directors is composed of the Executive Officers and the following chairwomen to be appointed by the President for one year: Civic, Website, Publicity, Dues, Meetings and Nominating.  The Board of Directors is expected to provide guidance and recommendations to the General Membership on Andona matters. It is recommended that the board meets three to six times annually.

  Section 1. The immediate past President will serve on the incoming Board of Directors in an advisory capacity for one to two years.

  Section 2. The Board of Directors shall not have the power to expend more thn $300.00 on any single item without the vote of the membership.

ARTICLE VIII – Duties of Chairwomen and Committees

  All standing committee chairwomen shall make a report of their committee activities at each Andona meeting and shall submit a copy of their annual report to the Secretary.

  Section 1.  Members may serve on more than one standing committee at a time.

  Section 2. Members may serve consecutive years on the any committee.

    Section 3. The Civic Committee shall consist of a chairwoman and the chairs for the Babysitting Program, Camperships and any other civic events.  It is encouraged for the Civic Chairwoman to have held a previous Civic Committee or event position.  The Civic Chairwoman is responsible for obtaining and keeping all project reports for civic events and she will act as a liaison between the chairs of all civic Andona projects and the Board of Directors.  

The Scholarship Committee shall consist of the Civic Chairwoman, past Civic Chairwoman and three other members as follows: two members appointed by the Civic Chairwoman and a representative from the Scholarship Trust.  A new member shall be appointed approximately every three years.

    The duties of the Civic Committee may also include investigating possible new recipients of service and financial aid from Andona; this may include sponsoring vouchers or funds for recipients to attend Andona events/programs like ClownTown, Babysitting or other programs that prove valuable to the enrichment of the child.  The Civic Chair will coordinate necessary approvals from the Board of Directors, and act as liaison between such recipients and Andona.

    Section 4. The Ways and Means Committee shall consist of the Ways and Means Chair(s) and the chairwomen of the major fundraising Andona projects.  This committee shall devise ways and means of securing funds to carry on the work of Andona. The Ways and Means Committee shall organize the work to be completed on major fundraising projects and request members to sign up for specific roles. Every member is encouraged to serve on this committee during her active membership. The Ways and Means Committee shall be responsible for supporting the fundraising and civic activities of Andona by soliciting cash donations, goods, and services. Individual events will have their own budgets delegated for decorations and supplies. The Ways and Means Committee will manage a database that includes information on all businesses and individuals who contribute to Andona. Those who elect not to contribute to Andona will be on record for three years or until they are deemed to be uninterested parties. It is imperative that event chairwomen submit a list of business contributions after each event to the Ways and Means Committee. This committee will ensure that all current contributors listed in the database are publicly recognized.

  Section 5a. Publicity

The Publicity Committee shall consist of a chairwoman and up to three members from Active membership.  The Publicity Committee shall be in charge of all publicity for Andona, with the approval of the President.  They will coordinate publicity for events with the Ways and Means chairwomen and shall write and distribute articles, press releases, ads or other notices announcing upcoming events and other Andona activities in the local newspaper, social media, or television.

  Section 5b:  Media/Website

The Media/Website Chairperson shall be in charge of maintaining and updating the Andona website and any relevant social media channels, inconjunction with the Publicity Committee, and completing all required registrations to maintain Andona’s website and domain name.  

  Section 6. Meetings

The Meetings Committee shall consist of a chairwoman and up to two other members to be appointed by the chairwoman. The duties of the committee shall include selecting a meeting place and planning refreshments for all general meetings. The committee shall also assist other chairwomen to secure meeting space for various committees within Andona.  The committe is also responsible for planning Andona’s annual meeting.

  Section 7. The Nominating Chair (which serves on even years) shall consult with the current President to approach the potential new board members for the upcoming term.

Written nominations (i.e., handwritten or emailed)  will be accepted from the general membership for the five executive positions. The Nominating Chairwoman will present the committee’s slate of five Executive Officers plus one Ways and Means Co-Chair at the annual June Meeting for the general membership’s approval.  Executive officers shall be selected for a two-year term; provided, however, the Ways and Means Chair(s) and Ways and Means Co-Chair will each serve one year on the Executive Board as set forth in Article VI above.

  Section 8. The Dues and Blue Book Chairwoman will maintain a file of the entire membership. She will be responsible for the recording and collection of dues. The Dues Chairwoman shall also be responsible for publishing the annual By-law/Membership book (a.ka., the Blue Book) based upon revisions provided by the By-laws Committee.

     Section 9. The Budget Committee shall consist of the Treasurer, as chairwoman, the President, Vice President, Ways and Means Chair(s), and the chairwoman of the Civic Committee. They shall prepare the budget for the following year. It shall be presented to the Board of Directors at their board meeting immediately before the September general meeting and must be approved by the membership at the September general meeting.

    

ARTICLE IX  Amendments to the By-laws

The By-laws may be amended at any Andona meeting by two-thirds vote of those members present and voting (Active and Senior Active members), provided a quorum exists and provided that a copy of the proposed amendment(s) shall have been sent to each member at least one week prior to the meeting at which action will be taken.  The presence of one-quarter of the Active members at a general meeting shall constitute a quorum.  The members present at a duly constituted meeting may continue to transact business until adjournment notwithstanding the withdrawal of enough members to reduce the voting members below a quorum. Any meeting may be adjourned from time to time by a majority of the votes properly cast upon the question (to adjourn the meeting), whether or not a quorum is present.

ARTICLE X

If Andona is proactively dissolved, the current Exective Board of the organization determines the final dispensation of exisitng funds, such as current bank accounts.

Upon abandonment of Andona, the assets of the Andona Society, Inc. shall inure to the trustees of the “Andona Society Scholarship Trust” who shall use and apply the assets as directed under the terms of the said trust.

ARTICLE  XA

The Andona Society

Scholarship Trust

A

  The trust shall be administered by five (5) trustees who shall be nominated by the President of Andona and the existing trustees of the Scholarship Trust and elected by a majority of Andona’s membership at its annual meeting for terms of three years.

  The President and Treasurer of Andona from time to time shall be exofficio members of the trustees, but as such will not be entitled to vote. An elected trustee need not be a member of Andona.

B

  The trust fund shall be used to annually provide a scholarship of $2,000 to one graduating Andover High School senior for the first year of college.

  In addition, from time to time this trust fund may be used to provide other scholarships or camperships as approved by a majority of the trustees.

C

  The trustees, in awarding the funds to the recipients described in Article B shall seek guidance from the Andona’s Civic Chairwoman and Scholarship Committee.

  The trustees’ award of funds shall be based on academic merit, character, scholarship and community involvement as a student for the full period that the proposed applicant has been enrolled at Andover High School. If, in any given year, none of the applicants meet the criteria, no scholarship will be awarded.

D

  The trustees shall be able to accept gifts and donations from any source, but they shall not accept any funds given or donated that have any conditions attached to the use of the funds. Such donations or gifts upon condition shall be returned to the donor.

E

  1. The trustees shall invest all funds with a balanced and conservative investment philosophy seeking both current income and prudent growth of capital. The trustees are permitted to engage any investment manager who possesses the specialized research facilities and skilled manpower to achieve the trust’s investment objectives. The trustees and any investment manager shall act as a “prudent man” including, but not limited to, providing adequate diversification in the portfolio. All investments should be consistent with the objectives of Andona.
  2. The trust can distribute income which is comprised of contributions and interest income. When the fund has attained the principal amount of $30,000, the principal may, at the sole discretion of the trustees, be used for scholarship purposes, unless such use of principal reduces the said principal to less than $30,000. If in any one year the interest accumulated or contributions during the year shall not be awarded in scholarships, the interest and contributions not used shall thereafter become a part of the principal and treated as principal.

F

  If at any time between Andona’s annual meetings an elected trustee shall die, resign, or become legally incapable of acting as such trustee, the four remaining trustees shall appoint a trustee to act as the fifth trustee until Andona’s next annual meeting.  At Andona’s next annual meeting, the members shall elect a succeeding trustee or trustees to complete the term of the trustee or trustees who have died, resigned, or become legally incapable of acting as said trustee.

G

As provided for in Article X of Andona’s By-laws, in the event of the dissolution of Andona, the assets of the trust shall inure to the trustees who shall establish a charitable trust or other suitable vehicle to use and apply the assets as directed under the terms of the Andona Society Scholarship Trust.

H

The fiscal year of the trust shall be August 1st through July 31st.

I

  The trustees shall elect a chairwoman at their first meeting after August 1st of each year who shall serve for one year or until her successor is elected. All trustees shall appoint a clerk and a treasurer.  The chairwoman shall preside at all meetings of the trustees, call the meeting of the trustees and have a full knowledge at all times of the operations of the trust.  The clerk shall keep all the records of the meetings and reply to all correspondence of the trust.  The treasurer shall have charge of all expenditures, investments and bookkeeping and shall not need to be bonded unless required to be bonded by law and in that case only in the minimum amount required by law and said bond to be an expense of the trust.  The first meeting after August 1st in each year shall be held at the call of the chairwoman on or before November 1st following.  Thereafter, meetings will he held as necessary.

J

  This trust shall be known as “Andona Society Scholarship Trust.”

K

This trust may be amended from time to time by unanimous vote of the currently serving trustees.

TRUSTEES

Andona Society Scholarship Trust

Lisa Bradshaw to July 31, 2019

Carolyn Claman to July 31, 2018

Jennifer Priest Insero to July 31, 2018

Leslie Burte to July 31, 2019

Carolyn Page to July 31, 2017