NEW CANAAN HIGH SCHOOL SCHOLARSHIP FOUNDATION, INC.
Name – The name of the corporation is The New Canaan High School Scholarship Foundation, Inc.
Seal – The seal of the corporation shall be circular in form and shall bear the words “New Canaan High School Scholarship Foundation, Inc.”
Address – The address of this corporation shall be New Canaan High School, New Canaan, Connecticut 06840 or such other address as the Executive Board may designate from time to time.
The membership in the Foundation will consist of the Executive Board and members of all standing committees. The Superintendent of Schools will serve as an ex officio member of the Foundation and, as such, may attend all meetings of the Executive Board and the steering committees.
General powers – The property, affairs and activities of the foundation shall be managed by an Executive Board consisting of a minimum of five people. The Executive Board shall determine policy for and exercise all of the powers of the Foundation.
Composition – The Executive Board shall be composed of the following:
The Principal of the High School – Chairman
The Chairman of the Scholarship Committee of the Foundation
The Chairman of the Grant and Aid Committee of the Foundation
One member selected by the Scholarship Committee
One member appointed by the Principal of the New Canaan High School
At least three of the five members of the Executive Board must be residents of New Canaan.
Excepting the Principal, all members of the Executive Board shall serve at least two years. There shall be no limit to the number of terms any individual may serve.
Annual Meeting – The annual meeting of the Foundation shall be held in New Canaan, Connecticut, each year at such time and place as the chairman may determine, for the purpose of organizing the standing committees for fundraising and for financial aid and the transacting of any other business which may legally come before the meeting. The date of this meeting must be established by the Executive Board at least one month prior to said meeting.
2. Special Meetings – Special meetings of the Foundation may be called at any time by the chairman, or upon a petition in writing signed by a majority of the Executive Board.
3. Quorum – At any annual or special meeting of the Foundation, a majority of the members shall constitute a quorum.
4. Notice – Not less than ten (10) days prior to all annual and special meetings, the secretary shall mail a notice thereof to all members of the Foundation. The notice shall set forth the time, date, and place of such meeting and the business to be transacted thereat.
5. Executive Board – Meetings of the Executive Board may be called by the chairman as needed. A majority of the members of the Executive Board shall constitute a quorum.
The Executive Board shall confirm the members of all Foundation committees, subject to an interest in fulfilling the Foundation’s mission through broad community representation. The Finance Committee and the Grant and Aid Committee shall function as the Foundation’s standing committees.
Scholarship Committee – The Scholarship Committee shall be charged with the responsibility of raising funds for the purposes of the Scholarship Foundation. The makeup of the committee will be determined by the committee chairman with approval of the Executive Board of the Foundation. Two members of the Scholarship Committee will be representatives of the Board of Education and/or the Parent/Faculty Association of the high school. The Committee will meet as necessary and will operate in accordance with the overall Foundation policy and bylaws developed by the Committee and approved by the Executive Board.
Grant and Aid Committee – The Grant and Aid Committee shall have responsibility for the distribution of funds collected by the Foundation. The Committee will operate in accordance with Foundation policy and such additional guidelines developed by the Committee and approved by the Executive Board. No grant and aid recipient may be named publicly without the recipient’s permission.
With the exception of representatives of organizations, appointments to standing committees will be for a three-year term. There shall be no limit to the number of terms an individual may serve.
The fiscal year of the corporation shall begin on January 1 and end on December 31.
Prohibition Against Sharing in Corporate Earnings
No member of the Executive Board, any committee of the Foundation, or other private individual shall receive at any time any of the earnings or pecuniary profit from the operations of the corporation, provided that this shall not prevent the payment to any such person of reasonable compensation for services rendered to or for the corporation in carrying out any of its tax-exempt purposes; and no such person or persons shall be entitled to share in the distribution of any of the corporate assets upon the dissolution of the corporation.
Notwithstanding any other provision of these bylaws, no member, officer, employee, director or representative of this corporation shall take any action or carry on any activity by or on behalf of the corporation not permitted to be taken or carried on by an organization exempt under Section 501 (c) (3) of the INTERNAL REVENUE CODE and is REGULATIONS, as they now exist or may hereafter by amended, or by an organization contributions to which are deductible under Section 17 (c) (2) of such Code and Regulations, as they now exist or as they may hereafter be amended.
These bylaws may be amended by adoption of a resolution by the affirmative vote of a majority of the Foundation. Every five years the Chairman of the Executive Board will appoint an ad hoc committee to review the bylaws and submit proposed changes in the bylaws, if any, to the Foundation.