BYLAWS OF
FARRAGUT BAND BOOSTERS

ARTICLE I -- INCORPORATION

The name of this corporation is Farragut Band Boosters, Inc. The principal office of the corporation in the state of Tennessee shall be at the location as may, from time to time, be registered with the Tennessee Secretary of state. The corporation is organized as a nonprofit corporation under the Tennessee Nonprofit Corporation Act and the corporation shall exercise only such powers as are in furtherance of the exempt purposed of the organization as set forth in the subsection of § 501 (c)(3) of the Internal Revenue Code of 1986 under which the corporation chooses to qualify for exemption.

Purpose -- It is the purpose of this organization to act as a booster club for the support of the Farragut High School Band program and its facilities. It is further the purpose of this corporation to promote and encourage participation and support for the Band by students of Farragut High School. This corporation is organized to aid and assist in the maintenance of the Farragut High School Band and to assist in the acquisition of equipment for the Farragut High School Band and to aid and assist in such worthwhile projects and for the improvement of said facilities. The corporation is further organized to aid and assist the City of Farragut, Tennessee and Knox County, Tennessee as well as Farragut High School in the above mentioned activities through donations, volunteer activities and fund-raising efforts.

ARTICLE II -- MEMBERSHIP

Membership in this organization shall be open to any parent or guardian of enrolled band members. Any applicable yearly dues may be established by the Board of Directors in their discretion and from time to time. Membership in this organization shall include the privilege of holding office and the right to vote in the election of the Board of Directors as well as voting upon all matters that properly come before the organization.

There shall be one class of voting members for this organization and annual membership shall not be transferable and shall terminate upon the death or resignation of said member or the failure by the member to pay dues and assessment within ninety (90) days of the specified due date. Each member shall be entitled to one vote on any matter to properly come before the membership.

In addition there shall be a non-voting membership category know as Associate Members that shall be composed of any interested youth as well as other adults who wish to support the Band Boosters generally, but without regular participation in the organization, meetings, etc.

ARTICLE III -- BOARD OF DIRECTORS

Structure -- The property and business of the corporation shall be managed and controlled by a Board of Directors which shall consist of a minimum of five and a maximum of thirty elected Board Members which shall include the corporation officers and adult class representatives. It shall also include the Band Director as a full voting member and Assistant Band Director(s) of Farragut High school as ex-officio, non-voting members of the Board. Members of the Board of Directors shall be elected at each annual meeting of the general membership and shall serve for a period of one year. Vacancies on the Board of Directors shall be filled for the unexpired portion of a term by vote of a majority of the directors in office.

Meetings -- The Board of Directors shall hold at least one annual meeting of the general membership each year at a time and place set by the Board from year to year. In this meeting new officers of the corporation for the ensuing year shall be elected by the general membership. Other meetings of the Board of Directors shall be called from time to time upon at least ten days notice from the Board or notice issued by the President. All meetings of the Board of Directors shall be open to the public and to the membership.

Quorum -- A quorum of the Board of Directors shall consist of a majority of the elected members of the Board presently serving. A quorum shall be required to conduct all business of the Board of Directors except that a fewer number shall adjourn any meeting.

The Board of Directors of the corporation shall exercise all lawful acts and perform all the duties authorized under the charter, these bylaws, and the laws of the State of Tennessee.

Officers and members of the Board of Directors shall serve without compensation for their service.

ARTICLE IV -- OFFICERS

The officers of the corporation shall be President, Vice-President, Recording Secretary, Corresponding Secretary, and Treasurer. A nominating committee shall be formed by the Board of Directors each year to present a slate of proposed officers for election at the annual meeting of the general membership. Prior consent must be obtained from any candidate before his or her name may be placed in nomination. Other nominations may be made by the Board of Directors during said annual meeting. Each officer shall automatically be a member of the Board of Directors.

President -- The President of the corporation shall preside at all meetings of the Board of Directors and shall be authorized to sign checks of the corporation, to sign all contracts and other documents approved by the Board of Directors. The President shall serve for a term of one year, and, if nominated and elected can serve another term. The office of President may be held jointly by two individuals as a shared position if so nominated and elected.

Vice President/President Elect -- The Vice President of the organization shall preside at the meetings of the Board of Directors in the absence of the President and shall perform the duties assigned by these bylaws and by the Board of Directors. The Vice-President shall serve for a one year term and, if nominated and elected, will serve as President the subsequent year. The office of Vice-President may be held by two individuals as a shared position, if nominated and elected.

Recording Secretary -- The Recording Secretary shall record the minutes of each meeting of the Board of Directors as well as each meeting of the membership whether said meetings are regular meetings or special-called meetings and shall give notice of all meetings of the Board of Directors and the membership. The Recording Secretary shall have no responsibility for the Treasurer's record other than filing the reports as submitted. The Recording Secretary shall serve for a one year term, and if nominated and elected, may serve another term.

Corresponding Secretary -- The Corresponding Secretary shall perform such correspondence as authorized or directed by the President and Board of Directors and shall sign all documents and contracts in conjunction with the President or as authorized by the President and Board of Directors and shall duly record the same as required and shall file reports as submitted with the minutes of the meetings of the Board of Directors and membership. The Corresponding Secretary shall also be responsible for collecting the necessary documents, then assembling and mailing the summer information packet to all eligible recipients by the established deadline. The Corresponding Secretary shall serve for a one year term, and if nominated and elected, may serve another term.

Treasurer -- The multiple duties of the Treasurer may be delegated among up to three individuals as described below. The Treasurer will be responsible for recording all funds and assets of the corporation as received and disbursed, co-signing disbursement checks, shall submit a financial statement at each regular Board of Directors meeting, and shall be responsible for keeping all financial records in order and delivering same to the successor Treasurer. The Treasurer may be assisted in these duties by elected individuals with the following job descriptions:

Accounts Receivable Treasurer -- Shall record and deposit in the name of the corporation all funds received from fund raising activities and revenue sources in the bank designated by the Board of Directors. The Accounts Receivable Treasurer shall deliver to the Treasurer a detailed record of all receivables and deposits made to the Booster's Accounts.

An Accounts Receivable Treasurer will be a member of the Board of Directors but will not be an officer of the corporation and will not be authorized to co-sign disbursements checks.

If recommended by the Board of Directors and the Nominating Committee the duties and responsibilities of the office of the treasurer may be consolidated into one or two positions during any given year.

At the discretion of the Board of Directors, the Treasurer of the corporation shall be bonded for an amount to be determined by the Board. The cost of the bonding shall be paid from the Booster's Account.

An annual audit will be established by the President.

ARTICLE V -- EXPULSION

If any member of this organization or any member of the Board of Directors is determined by majority vote of the organization to be guilty of any misconduct or conduct injurious to the character or interest of this organization, or shall violate the bylaws or rules which may be adopted by the Board of Directors, said member may be expelled or suspended from this organization by an affirmative vote by the majority of the membership in attendance at any such meeting, or in the case of a member of the Board of Directors, by an affirmative vote of a majority of the members of the Board of Directors in attendance.

Notification -- Before any member may be expelled or suspended and before any member of the Board of Directors may be expelled or suspended, such member or Board member shall be notified by the President or Secretary of the pending action and shall be provided with an opportunity at the next regular Board meeting to answer any charge brought against the member or to tender a letter of resignation. If the Board votes by a majority of those present for the removal of the Board member or if the membership votes by a majority of the members present, said member or Board member shall be removed and expelled from this organization.

ARTICLE VI -- GENERAL MEMBERSHIP MEETINGS

The regular annual meeting of the general membership of this organization shall be held at such time and place as shall be established by the Board of Directors. The Board may also hold other meetings of the general membership from time to time by notice from the Board of at least ten days.

Quorum -- Business of the organization may be conducted with a minimum number of twenty (20) members present. Each active member of this organization shall, at every meeting of the membership, be entitled to one vote in person.

ARTICLE VII -- COMMITTEES

The Board of Directors shall appoint and organize from time to time such committees as the Board shall find appropriate or necessary to carry out the functions and purposes of this organization. The chairperson of each committee shall be appointed by the Board of Directors and the Board of Directors retains the right and final authority to determine the subject matter, programs and activities of each of its committees.

The various committees that the Board shall appoint from time to time shall include but not be limited to committees for:

• the organization of special trips or events
• the organization of legal fund-raising activities
• maintenance, either paid or volunteer, of musical instruments, uniforms
• contacting nominees and preparing a slate of candidates for annual elections
• recommending names for persons to fill vacancies on the Board of Directors
• promotion of the organization in the community

From time to time the Board of Directors may appoint such other special committees as the orderly conduct of the organization may require. Any such special committee shall have clearly stated functions and terms of existence. Any such committee shall pass out of existence as their functions are fulfilled. The membership of any committee shall not be limited to members of this organization or the Board of Directors.

ARTICLE VIII - DISSOLUTION

The dissolution of this corporation shall be upon majority vote of the Board of Directors and the membership and upon the dissolution of this corporation, any remaining funds or assets shall be distributed by the Board of Directors to the Farragut High School, designated for the purpose of supporting the Farragut High School Band.

ARTICLE IX - PARLIAMENTARY AUTHORITY

Roberts' Rules of Order Newly Revised shall govern the corporation in all cases in which they are applicable.

ARTICLE X - AMENDMENTS

These bylaws may be amended by a majority vote of the membership and a majority vote of the Board of Directors after first giving notice of any proposed amendments at least ten days prior to any regular or specially called meeting in which the proposed amendment is introduced and in which a quorum is present. Any such amendment to these bylaws shall be proposed in writing and any proposed amendment may be amended itself in a meeting in which it is introduced.

ARTICLE XI - EFFECTIVENESS

These bylaws shall become effective upon approval by the Board of Directors and remain in effect until amended or replaced.

Revised by the Board of Directors in June 2009, Approved by the Membership on September 8, 2009

Financial Structure of the Farragut Band Boosters, Inc.