Bylaws of the Valley Forge Middle School Parent Teacher Organization
105 W. Walker Road, Wayne, Pennsylvania 19087
Article I: Name and Membership
The name of the Organization shall be the Valley Forge Middle School Parent-Teacher Organization (“VFMS PTO or Organization”). Membership includes all parents and guardians of the students who attend VFMS and all faculty and administration of VFMS.
Article II: Objectives
The objectives of the Organization shall be:
- To benefit and enrich the educational experiences of each child and the families of children attending VFMS.
- To provide assistance and support to the staff and administration in planning events and programs to enhance the curriculum of VFMS.
- To provide channels of communication among the families, faculty and administration of VFMS.
Article III: Policies
Section 1. The Organization shall be noncommercial, nonsectarian and nonpartisan.
Section 2. The name of the Organization or the names of any member in their official capacities shall not be used in any connection with a commercial concern or with any partisan interest or for any purpose not appropriately related to the promotion of the objectives of the Organization.
Section 3. The Organization shall not directly or indirectly participate or intervene (in any way including the publishing or distributing of statements) in any political campaign on behalf of, or in opposition to any candidate for public office. Further, the Organization will not devote more than an insubstantial part of its activities to attempting to influence legislation by propaganda or otherwise.
Section 4. The Organization shall seek neither to direct the administrative activities of the school nor to control its policies.
Section 5. The Organization may cooperate with other organizations and agencies active in child welfare, such as conference groups or coordinating councils, provided its representatives make no commitments that bind the Organization, unless approved by the Board of Directors (the “Board”).
Section 6. All net proceeds earned by any fundraising efforts, and/or the dues of the Organization shall be used for the improvement of VFMS and/or its programs or any special or social functions (as they relate to the stated objectives).
Section 7. In the event of the dissolution of the Organization, the assets of the Organization shall be distributed for one of the exempt purposes specified in Section 501 (c) (3) of the Internal Revenue Code of 1986 as from time to time amended.
Section 8. The membership at large must submit all receipts for reimbursement of PTO expenses for the fiscal year, within 90 of purchase.
Article IV: Officers and Their Election
Section 1. The officers of the Organization shall consist of a President, a Vice President, a Treasurer, an Assistant Treasurer, a Secretary and a Vice President of Fundraising, Cultural Arts and Communications. Each year, the Board should determine if Vice Presidents of Socials; Volunteers; Diversity, Equity and Inclusion (“DEI”) and/or Green Team should also be included as officers of the Organization in addition to those officers listed above. If any of these offices are shared, those persons sharing an office shall both be included.
Section 2. Any member of the PTO may become an Officer without regard to any position previously held unless previously removed from an office or committee due to unlawful/illegal activities. One person may hold more than one office at the same time.
Section 3. Any officer or chair of any committee may be removed by the majority vote of the Board unless overruled by the current Valley Forge Middle School principal.
Section 4. The Nominating Committee shall compile a list of nominees for Board and other leadership positions and present it at the Annual Meeting in the spring, when the membership shall vote.
Section 5. Officers assume their official duties at the beginning of the next fiscal year, which is August 1, and shall serve a term of one year. Officers are limited to two years in one Board position, unless there are no other volunteers for that position.
Section 6. If a vacancy for an Officer or Committee/Event Chairperson should occur, the Board shall appoint a replacement from the membership to serve out the remainder of the term.
Article V: Duties and Officers
Section 1. The Board shall be the same persons who are the Officers. The Board shall execute the powers and duties of a board of directors as per PA Rules of Incorporation.
Section 2. The President shall preside at all meetings of the Organization and of the Board and shall perform such other duties as may be prescribed in these bylaws, or assigned to her/him by the Organization or by the Board. The President shall coordinate the work of the officers and committees in order that the Objectives of the Organization may be promoted. The President must sign all contracts obligating the PTO, unless the Board has designated the power to sign and execute a specific contract to another person. The President may be a nonvoting member of any committee by virtue of her/his office of President. The President serves as chairperson of the Budget Committee. The President shall act as chief liaison between the school and the PTO. This position shall be held by no more than two persons.
Section 3. The Vice President shall assist the President in any areas requested, and shall perform the duties of the President in the absence of the President. The Vice President will also serve on the budget committee. This position shall be held by no more than two persons.
Section 4. The Treasurer shall receive all monies of the Organization, shall keep an accurate record of receipts and expenditures and shall pay out funds in accordance with the budget approved by the Executive Committee and voted on by the PTO membership. The Treasurer shall present a financial statement at meetings of the PTO and also serve on the budget committee. Further, the Treasurer shall be a member ex-officio of all special financial committees created for disbursement of funds and shall notify the Executive Committee of all special financial committee meetings. The Treasurer is responsible for obtaining two signatures on all checks written in excess of $500. The two signatures are to be obtained from the President and the Treasurer. The Treasurer has the responsibility for filing forms pertaining to legal requirements and taxation. Financial records shall be kept for at least seven years. This position should be held by no more than one person.
Section 5. The Assistant Treasurer is responsible for assisting the Treasurer in all the duties of the Treasurer. The Assistant Treasurer has the authority to cosign checks on behalf of the PTO that exceed $500. The Assistant Treasurer will also serve on the budget committee.
Section 6. The Secretary shall maintain an accurate record of the meetings of the Organization throughout the year. These minutes shall be filed to the VFMS PTO shared drive and a link sent to Officers prior to the following meeting at which time the minutes will be reviewed and voted on for approval. Once approved, meeting minutes will be posted to the VFMS PTO website. Minutes shall be kept for at least seven years. In the event of absence from a PTO meeting, the Secretary shall find a substitute for that meeting. The Secretary serves as chairperson of the nominating committee and presents a slate of Officers at the Annual Meeting. If needed during the year, the Secretary shall handle any special correspondence. The Secretary will also serve on the budget committee, and the nominated committee if there is not a Vice President of Volunteers.
Section 7. The Vice President of Fundraising shall assist the President in any areas requested. The Vice President of Fundraising shall oversee all PTO fundraising activities. The Vice President of Fundraising will also serve on the budget committee. This position shall be held by no more than two persons.
Section 8. The Vice President of Cultural Arts shall assist the President in any areas requested. The Vice President of Cultural Arts shall oversee all cultural arts events at VFMS. The Vice President of Cultural Arts will also serve on the budget committee. This position shall be held by no more than two persons.
Section 9. The Vice President of Communications shall assist the President in any areas requested, overseeing the PTO newsletter, Website, directory and social media. The Vice President, Communications will also serve on the budget committee. This position shall be held by no more than two persons.
Section 10. The Vice President of Socials shall assist the President in any areas requested. The Vice President of Socials shall oversee Board approved events. The Vice President of Socials will also serve on the budget committee. This position shall be held by no more than two persons.
Section 11. The Vice President of Volunteers shall assist the President in any areas requested. The Vice President of Volunteers shall oversee the recruitment, placement and training (when necessary) of volunteers for PTO-related activities. The Vice President of Volunteers will also serve on the budget committee. This position shall be held by no more than two persons.
Section 12. The Vice President of Diversity, Equity and Inclusion, or DEI, shall assist the President in any areas requested. The Vice President of DEI shall oversee the DEI needs of the school community, which may change from year to year. The Vice President of DEI will also serve on the budget committee. This position shall be held by no more than two persons.
Section 13. The Vice President of the Green Team shall assist the President in any areas requested. The Vice President of the Green Team shall oversee the PTO recycling efforts, working with district-wide PTO representatives, as well as any new environmental initiatives approved by the Board. The Vice President of the Green Team will also serve on the budget committee. This position shall be held by no more than two persons.
Article VI: Meetings
Section 1. The meetings of the PTO are held once a month during the school year or as necessary. The dates and times of the meetings shall be published on the PTO website. Notification of regular meetings and changes in meeting dates and times shall be given to all members at least five business days in advance, when possible.
Section 2. The June meeting of each year shall be the Annual Meeting.
Section 3. Special meetings of the PTO may be called at any time by the Board or by a petition from the general membership of the PTO.
Section 4. Those members present, who shall include at least two members of the Board, shall constitute a quorum for transaction of business in any regular or special meetings of the Organization called in accordance with these bylaws.
Section 5. Any business brought to a vote is passed by a simple majority of those members present and voting, except amendments to the bylaws. (Article XI) The Secretary shall tabulate any votes taken.
Section 6. The privilege of holding office, introducing motions, debating and voting shall be limited to members of the Organization.
Section 7. The meetings may be held in person or virtually, as long as the link to a virtual meeting is posted to the PTO website prior to the meeting.
Section 8. Decisions that need to be made between meetings can be done so by emailing Board members and giving a minimum of 24 hours to vote. Any vote must have at least half the Board members respond to be valid and then must be reapproved at the next meeting.
Article VII: Board of Directors
Section 1. The Board of Directors shall be comprised of the Officers. The Committee shall have the powers and duties of a board of directors as per PA Rules of Incorporation.
Section 2. The duties of the Board shall be:
- To conduct the business of the PTO as it relates to the student body, teachers and parent volunteers for the current PTO year.
- To create standing and special committees as needed.
- To oversee the work of standing and special committees.
- To present a report at the regular meetings of the Organization.
- To ensure that the Organization’s budget for the new school year is drafted prior to the end of the present school year.
- To appoint an auditor to audit the Organization’s accounts, as needed.
Section 3. The officers of the Board shall be held harmless. No member of the Board shall be personally liable for monetary damages for any action taken or any failure to take action unless: (a) the member has breached or failed to perform the duties of his/her office under Section 8363 of the Pennsylvania Director’s Liability Act (relating to standard of care and justifiable reliance), and (b) the breach or failure to perform constitutes self-dealing, willful misconduct or recklessness; provided however, that the provisions of this shall not apply to the responsibility or liability of a member pursuant to any criminal statute, or to the liability of a member for the payment of taxes pursuant to local, state or federal law. This amendment shall be applicable to any action taken and any failure to take any action on or after January 27, 1987.
Article VIII: Standing and Special Committees
Section 1. The Budget Committee shall be an ongoing standing committee consisting of the outgoing and incoming presidents, vice presidents, treasurers, assistant treasurers and secretaries, as well as the current vice presidents. This committee is responsible for proposing an annual budget to be presented at the last meeting of the fiscal year of the Organization. The budget contains both income and expense items. The fiscal year shall be defined as starting August 1st and ending July 31st.
Section 2. The Nominating Committee shall consist of the Vice President of Volunteers, two members of the Board and two people from the membership. If there is no Vice President of Volunteers, the Secretary will fill that role. The Vice President of Volunteers shall oversee the committee in the collection of up to two nominations for each position, taking into account diversity of all kinds. The final ballot will be presented to the membership at the Annual Meeting and approved.
Section 3. The Board as deemed necessary to promote the objectives of the PTO shall create standing committees as well as other leadership roles. The chairperson(s) of the standing committees or other leader shall be selected by the Board or their appointed representative, such as the Vice President of Volunteers. Their term shall be one year, but they can be reappointed if no other volunteer is interested. There is no term limit for these leadership positions.
Section 4. All fundraising projects shall be approved first by the PTO membership and shall be confined to those in accordance with the Objectives and Policies of these bylaws.
Section 5. The chairperson of each standing and special committee shall be a PTO member and shall report committee activities to the Board for discussion and review at monthly PTO meetings. No committee work shall be undertaken without the consent of the Board.
Section 6. The power to form special committees and appoint their members rests with the PTO Board and approval by the membership at a regular meeting. Since a special committee is created and appointed for a specific purpose, it automatically goes out of existence when its work is done and its final report is received.
Article IX: End of the Fiscal Year
Section 1. The Treasurer shall create and submit to the Board a detailed financial statement after the close of business. That statement shall be presented at the first meeting of the school year. Upon taking office, the Treasurer’s first responsability shall be to conduct a complete audit of the previous Fiscal year’s accounts and records and to make a report to the Board by the start of classes. The Board may also appoint an auditor, or other such qualified individual, to audit the PTO’s accounts.
Article X: Amendments
Section 1. These bylaws may be amended at any regular or special meeting of the Organization by a two-thirds vote of the members present and voting, provided notice of the proposed amendment shall have been given prior to the meeting.
Section 2. A committee may be appointed to review, amend or rewrite the bylaws. The changes or approval of current bylaws must be submitted for approval to a regularly scheduled PTO meeting. The bylaws shall be reviewed and adopted by the PTO membership every five years. Meetings of the bylaws committee are open to all PTO members.
Article XI: Articles of Incorporation
Section 1. The bylaws of the Organization shall be deemed to be part of its Articles of Incorporation.
Section 2. The Articles of Incorporation may be altered, amended or repealed by a majority vote of the Executive Committee, unless the amendment constitutes a provision that must be submitted to the membership according to the state law. The vote may be taken at any regular or special meeting duly convened after notice to the Executive Committee or the general membership of the purpose of the vote. Any changes must be approved by a majority vote of the membership present at any duly convened meeting.
Approved November 1, 2022.