AMENDED AND RESTATED CONSTITUTION AND BYLAWS OF THE EDGEWOOD ELEMENTARY SCHOOL PARENT TEACHER ORGANIZATION
Article I: Name
The name of this organization is the Edgewood Elementary School Parent Teacher Organization (the “PTO”) of Homewood, Alabama.
Article II: Mission Statement
The PTO exists to support the staff and students of Edgewood Elementary School (the “School”) by providing and promoting a dedicated and innovative community of parents, teachers and supporters through the volunteering of time and talents, the demonstration of exceptional character and the management and allocation of fundraising.
Article III: Basic Policies
The following are the basic policies of the PTO:
- The PTO shall be noncommercial, nonsectarian, nonpartisan, and nondiscriminatory.
- The name of the PTO or the names of any members in their official capacities shall not be used in any connection with any commercial concern or with any partisan interest or for any purpose not appropriately related to promotion of the objectives of the PTO.
- The PTO 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, or devote more than an insubstantial part of its activities to attempting to influence legislation by propaganda or otherwise.
- The PTO shall cooperate with the school to support the improvement of education in ways that will not interfere with the administration of the School and shall not seek to dictate school policies.
- The PTO may cooperate with other organizations and agencies concerned with child welfare, but persons representing the PTO in such matters shall make no commitments that bind the PTO.
- The PTO shall provide a framework for coordinating fundraising and volunteer efforts to purchase instructional items and fund events, activities and school enhancements to enrich the learning experience that would not otherwise be provided by the school budget.
- All members of the PTO Board of Directors, PTO Committee Chairpersons, and PTO members are expected to behave in a professional manner and follow the PTO Bylaws.
- The organization is organized exclusively for charitable and educational purposes. Notwithstanding any other provision of these articles, the PTO shall not carry on any other activities not permitted to be carried on (a) by an organization exempt from federal income tax under section 501(c)(3) of the Internal Revenue Code, or (b) by an organization, contributions to which are deductible under section 170 (c)(2) of the Internal Revenue Code, or the corresponding section of any future federal tax code.
Article IV: PTO Board of Directors
The PTO Board of Directors shall include the offices of President, President-Elect, Recording
Secretary, Treasurer, Treasurer-Elect, Communications Director, Parliamentarian, Fundraising Chair, Edgewood Elementary Teacher Advisor, Edgewood Elementary Assistant Principal(s), and Edgewood Elementary Principal.
Article V: Membership, Dues and Project Monies
Section 1. Any individual who has a vested interest in the School, (i.e., a parent or guardian of an enrolled student, or a teacher or administrator of Edgewood Elementary School), and who subscribes to the objectives and basic policies of the PTO shall be considered a member of the PTO, subject only to compliance with the provisions of these Bylaws.
Section 2. Each member shall be encouraged to pay annual membership dues. However, failure to pay such dues does not in itself preclude a PTO member from participating in PTO sponsored activities, meetings and voting on PTO-related business matters. Annual membership dues shall be reviewed and determined by the PTO Board of directors and shall be collected annually. New members are welcome to join the PTO throughout the school year and will be encouraged to pay dues at such time.
Section 3. Members are encouraged to make a General Assistance Fund Donation annually. The General Assistance Fund helps supplement materials that any classroom may need which are not covered by state classroom funds. This fee is separate from the annual PTO Membership Dues and is paid on a family-basis (once annually per family), rather than individually for each child.
Article VI: Fiscal Year and Financial Policies
Section 1. The fiscal year of this PTO shall begin on July 1 of each year and end on June 30 of the following year.
- The outgoing Treasurer will provide all PTO financial records to the incoming treasurer by the completion of the fiscal year. Financial records shall include but are not exclusive to hard copy and electronic files, all electronic logins and passwords, copies of PO’s/invoices/deposit slips.
- The outgoing Treasurer and President will be required to make themselves available to the incoming officers at a predetermined meeting prior to June 30th to transition banking authority.
Section 2. No part of the net earnings of the PTO shall benefit or be distributed to its members, officers, or other private persons.
Section 3. A budget, including project monies, grant budget, funds and membership dues, shall be prepared by the President-Elect, Treasurer-Elect, and Principal with assistance, as needed, from the President and Treasurer, and presented to the PTO Board of Directors for approval no later than July 30 prior to the school calendar year in which the budget will be in place.
- If a line item exceeds the amount budgeted over 10% within a school year, the Board of Directors will be notified and a vote will be required to approve or deny excess expenditures. If the PTO Board of Directors denies the excess expenditure, the monetary request must thereby remain within the limits specified by the current budget.
- The chairperson of each standing committee shall be responsible for managing committee expenditures within the approved PTO budget line item for that committee.
Section 4. The balance of funds available, which shall include any monies raised through school projects during the year, shall be designated as a general fund for needs arising during the year. Requests for expenditures from this fund shall be approved as follows:
(1) expenditures less than five hundred dollars ($500.00) shall be presented to and approved by the President
(2) expenditures of five hundred dollars ($500.00) to five thousand dollars ($5,000.00) shall be presented to and approved by the PTO Board of Directors
(3) expenditures over five thousand dollars ($5000.00) shall be presented to and approved by the PTO
Section 5. All expenditures shall be submitted by email to the Treasurer, followed by approval from PTO President and Treasurer prior to a purchase being made. It is prudent to obtain a quote from the vendor prior to making a request. Request and approval must be completed prior to placing an order from a vendor.
- When submitting a request for approval, the requester shall state a maximum amount of monies needed to fulfill payment. If the amount spent exceeds the maximum requested, the PTO Board of Directors shall be notified.
- Following approval of purchase, all payments to vendors in excess of $250 should be made using the PTO checkbook or PTO Debit Card. The use of personal credit cards should be avoided if at all possible and is prohibited in amounts greater than $250.
- All contracts or binding financial commitments of the PTO must be approved by the Principal, PTO President, and PTO Treasurer. All contracts entered must be in the name of the Edgewood PTO and not under Edgewood Elementary School.
Section 6. All checks, drafts, or other orders for the payment of money on behalf of the PTO from PTO bank accounts shall require the approval by the Treasurer and President.
- The Treasurer and/or President shall deposit all funds of the PTO to the credit of the organization in such banks, trust companies or other depositories as the Board of Directors may select and shall make disbursements as authorized by the Edgewood Principal and Edgewood PTO President.
- All deposits shall be made within a maximum of three (3) business days from the receipt of funds. All orders of payment shall be made within a maximum of ten (10) days from invoice request.
- Cash and checks accrued at fundraising events such as but not limited to, Spring Festival, Turkey Trot Race, and T-shirt sales must be deposited by the next business day. If the cash and/or checks cannot be deposited at a bank night deposit, the money is to remain in the Edgewood Elementary safe until the next business day.
Section 7. The Treasurer’s accounts shall be reviewed annually by an accountant chosen by the PTO Board of Directors and Edgewood Principal in compliance with the Edgewood Conflict of Interest policy outlined in Section XIV of these bylaws. Funds will be allocated in the annual budget for an outside accounting review. The accountant will prepare a report of this review and such report will be presented to an Auditing Committee consisting of the President, President-Elect, Treasurer, Treasurer-Elect, Principal and Assistant Principal(s).
Article VII: Meetings
Section 1. Regular meetings of the PTO shall be held as determined by the PTO Board of Directors no later than the beginning of the school year. Each member will be advised of the scheduled meetings for the year. In the event it becomes necessary to change the date of a scheduled meeting, notice shall be given of said change.
Section 2. Special meetings may be called by the PTO Board.
Section 3. Member Quorum: Except as provided for expressly herein, a duly announced PTO meeting, (at least 3 days’ notice of said meeting via school newsletter, social media, or email call to all PTO members), shall constitute a quorum when at least 5 non-Board PTO members are present. A simple majority vote of such quorum shall constitute approval for all matters presented for a vote.
Section 4. The privilege of holding office, introducing motions, debating, and voting shall be limited to members of the PTO.
Section 5. Any member of the PTO may present an issue to the PTO Board of Directors for voting upon by the PTO members.
Article VIII: PTO Board Members and Obligations
Section 1. The PTO Board of Directors shall consist of the officers of the PTO, a Teacher Representative, and the non-elected membership of the Assistant Principal (s) and the Principal of the School. The members of the PTO Board of Directors shall serve until the end of the school year.
Section 2. The duties of the PTO Board of Directors shall be:
- To transact necessary business in the intervals between the PTO meetings and such other business as may be referred to it by the PTO
- To approve the work planned by the standing committees
- To approve a budget for the PTO for the school year
- To create standing and special committees
- To approve routine bills within the limits of the budget and other expenditures as provided for in these Bylaws
Section 3. Special meetings of the PTO Board of Directors may be called by the President or by a majority of the members of the Board.
Section 4. Quorum: At any meeting of the PTO Board of Directors, a majority of the total number of PTO Board directors shall constitute a quorum for the transaction of business, and when voting on any business, a majority of such quorum shall constitute approval of all business transactions. Where a proposal is presented to the PTO Board of Directors for approval via email, unanimous consent of the PTO Board of Directors is required; however, such approval may be submitted via an electronic signature.
Section 5. The Annual tax return of the PTO (990/990-EZ) is due by November 15. It shall be submitted two weeks prior to the federal due date (November 1). It is the responsibility of the Treasurer and the President to ensure that it is filed in a timely manner. Extensions should not be filed except under extreme circumstances. If an extension must be filed, the new due date for the tax return is May 15 and should be filed two weeks prior (May 1).
Article IX: Officers and Election of Officers
Section 1. Officers and their Election
- The officers of the PTO shall be President, President-Elect, Recording Secretary, Treasurer, Treasurer-Elect, Communications Director, Fundraising Chair, Edgewood Teacher Advisor, Parliamentarian, Edgewood Assistant Principal (s), and Edgewood Principal.
- Officers shall be presented annually in the month of April and elected into office in the month of May. The immediate President will serve as Parliamentarian. The Treasurer-Elect will serve as Treasurer and the immediate President-Elect will serve as President. In the event the designated officer is unable to accept the position, the position shall be filled in the April nomination process.
- Officers shall assume their official duties at the end of the school year and shall serve for a one-year term. After the election of the new officers, the incoming President and President-Elect shall assist the immediate President until the term expires.
- Unless due to extenuating circumstances, no person in the offices of Treasurer, Treasurer - Elect, Spring Festival Chair, or Turkey Trot Race Chair shall serve more than two consecutive terms in the same office. A consecutive three-year term by the same person must be approved by the PTO Board of Directors. The President-Elect will notify the PTO Board of Directors and nominating committee of anyone asked to a third consecutive term in any other slated position providing an opportunity for any concerns to be addressed.
- A board member of the PTO Board of Directors, may be removed from their position by a 3/4 majority vote of the remaining voting members of the PTO Board of Directors. The vacant position will then be filled according to Article IX;
Section 2. Removal of officer or chair
- Under extenuating circumstances, the Principal of Edgewood may ask a Board Member, Committee Chairperson, and/or PTO Member to step down from their position.
- A person who has been asked to step down or been removed from any position within the organization forfeits the right to serve in any position in the future, including the Board of Directors or as a Committee Chair.
Section 3. Nominating Committee
- There shall be a Nominating Committee composed of five members: President, President-Elect, Principal of the School, Assistant Principal (s), or the Teacher Advisor, and two PTO members. The PTO members shall be appointed by the PTO Board of Directors by the February PTO Meeting. The immediate President shall be the chairman of this committee.
- The President Elect shall create and distribute, in multiple ways, a self- submission survey to the PTO for parents to indicate interest in serving in officer, committee and volunteer positions. After parents have been given at least 30 days to respond to the survey, the nominating committee shall begin filling board positions following the responses of the self-submitted survey of PTO membership.
- The nominating committee shall approve a slate of Board of Directors presented by the President-Elect by April at which time additional nominations may be made via meeting or email. The final slate of the Board of Directors must be voted on at the May PTO meeting.
Section 4. Vacancies
When a vacancy occurs in any elective office other than President, it shall be filled by appointment of the President with the consent of the remaining members of the PTO Board of Directors. When a vacancy occurs in the office of President, the President-Elect will become President.
Article X: Duties of Officers
Section 1.The President shall preside at all meetings of the PTO and of the PTO Board of Directors at which he/she may be present; shall perform such duties as may be prescribed in these Bylaws or assigned to him/her by the PTO or by the PTO Board of Directors; shall communicate with the Principal and/or Assistant Principal(s) on all plans and PTO business affecting the school; shall be responsible each year for seeing that each PTO Board member is given a copy of the current Bylaws; shall, along with the PTO Treasurer, have banking authority on behalf of the PTO; shall stand as ex-officio member of all standing and special committees; along with school administration, plan calendar events for each school year; and shall coordinate the work of the officers and committees of the PTO in order that the PTO’s objectives may be promoted.
Section 2. The President-Elect shall use the school year as a training period before taking office as President the following year. The President-Elect shall serve as Director of Special Events by keeping informed of relevant dates and information regarding non-fundraising PTO events, and providing input and/or assistance as needed; coordinate PTO School Supply sales; and shall provide assistance to the President and all PTO Board members as needed. In the event that the acting President cannot retain that position, the President-Elect shall take office immediately.
Section 3. The Recording Secretary shall keep an accurate record of all meetings of the PTO and of the PTO Board and shall perform such other duties as may be delegated. The Secretary will provide a copy of the prior month’s meeting minutes for approval at each monthly PTO meeting. Once approved, the Recording Secretary shall forward meeting minutes to the appropriate PTO representative to be posted on the PTO website.
Section 4. The Treasurer shall have custody of all funds of the PTO; shall keep full and accurate accounts of receipts and disbursements of the PTO; shall deposit funds in the
name of the PTO; be responsible for the maintenance of such books of account and records as conforms to the requirements of Article VI of these bylaws; shall provide the Auditing Committee and accountant with financial and other pertinent records for annual review; be responsible for passing reports, as detailed in Article VI; section a, to the incoming treasurer by June 30 of the applicable year; and shall present a financial statement at every meeting of the PTO and at other times when requested by the PTO Board and shall make a full report at the final general meeting of the year.
Section 5. The Treasurer-Elect shall assist the Treasurer with any of his/her duties.
Section 6. The Parliamentarian shall advise the presiding officer on questions of parliamentary law and matters of procedure.
Section 7. The Communications Director shall be responsible for electronic communications to the general membership; monitor the production and email distribution of the PTO newsletter; and shall serve as the Board of Directors liaison for all chairs and committees associated with communication activities. The Communications Director shall review the communication guidelines of the Edgewood Elementary PTO and Homewood City Schools and be responsible for distributing these guidelines to the Membership Website Chair and Social Media Chair.
Section 8: The Fundraising Chair is responsible for coordinating Edgewood Night Out, Publix Partners, and any other fundraising opportunities other than Spring Festival.
Section 9: All social media posts and electronic communication must follow the Edgewood PTO communication guidelines.
Section 10: All officers shall deliver to their successors all official material on or before the June 30th fiscal year transition.
Article XI: Standing and Special Committees
Section 1. Such standing committees shall be created by the PTO Board of Directors as deemed necessary to promote the objectives and carry on the work of the PTO.
Section 2. The President shall be a member ex officio of all committees.
Section 3. The power to form special committees and appoint their members is delegated to the President of the PTO. Since a special committee is created and appointed for a specific
purpose, it automatically goes out of existence when its work is completed and the PTO Board of Directors receives its final report.
Section 4. Only members of the PTO shall be eligible to serve in any elective or appointive position.
Section 5. Chairpersons of the standing committees shall work with the PTO President-Elect to select members in accordance with their needs. Both the Chairperson and the PTO Board of Directors will mutually agree upon the terms of the Committee. No significant committee additions or alterations may be undertaken without the consent of the PTO Board.
Section 6. When a chairperson’s position becomes vacant, the PTO Board of Directors shall appoint a person to fill the unexpired term.
Section 7. Unless due to extenuating circumstances, no chairperson shall serve more than two consecutive terms for any fiduciary committee. A consecutive three-year term by the same person must be approved by the PTO Board of Directors. If Chairpersons of non-fiduciary committees are asked to serve a third consecutive term, the President-Elect must notify the Board of Directors.
Section 8: Committee Directors/Chairs:
- The Room Parents Director(s) shall serve as coordinator of room parents; shall be responsible for informing room parents of approved communications to be distributed to the classroom membership; shall be responsible for educating room parents on their duties, related school policies, and pertinent calendar dates; shall serve as the Board of Directors liaison for all Edgewood room parents.
- The Hospitality Director shall serve as coordinator of Teacher Treats provided by classroom parent donations; shall assist, when needed, with all hospitality sponsored events and gestures of appreciation and/or sympathy.
- The Spring Festival Director(s) shall oversee fundraising and facilitate event planning of the PTO’s yearly fundraiser, Spring Festival; serve as an ex-officio member for standing and special committees associated with Spring Festival planning; work with committee chairs to create any necessary volunteer sign-ups; and manage
expenditures within the approved PTO budget line item for Spring Festival committees.
Section 9: PTO Grants Committee
PTO Grants are designed to provide teachers, staff, and any employee at Edgewood Elementary access to materials that go beyond the typical PTO assistance funds.
- The PTO Grants committee shall consist of the PTO Board of Directors which includes the Edgewood Assistant Principal(s) and Edgewood Principal.
- Grant cycles and approval meetings are held up to three times per academic school year.
- The grant application process is approved by the PTO Board of Directors. Any item(s) requested should be directly related to the Homewood City Schools Learning Targets and the guidelines set and approved on in the grant application.
- In accordance with Article VI Section 3, the grant cycle yearly budget will be set prior to the school year beginning. The PTO Board of Directors will adhere to that set budget during the selection meetings.
Section 10: All committee directors/chairs shall deliver to their successors all official material on or before the June 30th fiscal year transition.
Article XII: School Representatives
Section 1: Principal and Assistant Principal(s)
- Shall monitor school needs as related to the purpose of the organization and communicate those needs to the PTO membership.
- Shall receive suggestions from the PTO for the improvement of the school program.
- Shall ensure that the activities of the PTO are in concert with the needs of the school community.
- Shall approve all PTO expenditures and PO’s, committee creations, and parent correspondence.
- Shall serve as a member of the PTO Board of Directors.
Section 2: Teacher Advisory Representative
- Shall be appointed by the Principal each year.
- Shall communicate regularly with the staff and serve as a liaison between teachers and the remaining PTO membership.
- Shall serve as a member of the PTO Board of Directors.
- If the Teacher Advisory Representative cannot attend any PTO Board of Directors meeting, then the person will have a representative to attend in their place.
Article XIII: Parliamentary Authority
Robert’s Rules of Order – Newly Revised shall govern the PTO in all areas in which they are applicable and in which they are not in conflict with these Bylaws.
Article XIV: Conflicts of Interest
Section 1. Purpose
The purpose of the conflict of interest policy is to protect the Edgewood Elementary School PTO’s interest when it is contemplating entering into a transaction or arrangement that might benefit the private interest of an Officer or Director of the Edgewood Elementary PTO or might result in a possible excess benefit transaction. This policy is intended to supplement but not replace any applicable state and federal laws governing conflict of interest applicable to nonprofit and charitable organizations.
Section 2. Definitions
- Interested Person. Any director, officer, or member of a standing committee, who has a direct or indirect financial interest, as defined below, is an interested person.
- Financial Interest. A person has a financial interest if the person has, directly or indirectly
- An ownership or investment interest in any entity with which the Edgewood Elementary PTO has a transaction or arrangement,
- A compensation arrangement with the Edgewood Elementary PTO or with any entity or individual with which the Edgewood Elementary PTO has a transaction or arrangement, or,
- A potential ownership or investment interest in or compensation arrangement with, any entity or individual with which the Edgewood Elementary PTO is negotiating a transaction or arrangement.
- Compensation includes direct and indirect remuneration as well as gifts or favors that are not insubstantial.
- A financial interest is not necessarily a conflict of interest. A person who has a financial interest may have a conflict of interest only if the Board of Directors decides that a conflict of interest exists.
Section 3. Procedures
- Duty to Disclose. In connection with any actual or possible conflict of interest, an interested person must disclose the existence of the financial interest and be given the opportunity to disclose all material facts to the Directors.
- Determining Whether a Conflict of Interest Exists. After disclosure of the financial interest and all material facts, and after any discussion with the interested person, the interested person shall leave the Board meeting while the determination of a conflict of interest is discussed and voted upon. The remaining Board members shall decide if a conflict of interest exists.
- Procedures for Addressing the Conflict of Interest.
- The Board of Directors shall appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement.
- After exercising due diligence, the Board of Directors shall determine whether the Edgewood Elementary PTO can obtain with reasonable efforts a more advantageous transaction or arrangement from a person or entity that would not give rise to a conflict of interest.
- If a more advantageous transaction or arrangement is not reasonably possible under circumstances not producing a conflict of interest, the Board of Directors shall determine by a majority vote of the Board of Directors (excluding any interested person) whether the transaction or arrangement is in the Edgewood Elementary PTO’s best interest, for its own benefit, and whether it is fair and reasonable. In conformity with the above determination, it shall make its decision as to whether to enter into the transaction or arrangement.
- Violations of Conflict of Interest Policy
- If the Board of Directors has reasonable cause to believe a Director has failed to disclose actual or possible conflicts of interest, it shall inform the Director of the basis for such belief and afford the Director an opportunity to explain the alleged failure to disclose.
- If, after hearing the Director’s response and after making further investigation as warranted by the circumstances, the Board of Directors determines that the Director has failed to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action, including removal if deemed appropriate.
Section 4. Records of Proceedings
The minutes of the governing board and all committees with board delegated powers shall contain:
- The names of the persons who disclosed or otherwise were found to have a financial interest in connection with an actual or possible conflict of interest; the nature of the financial interest; any action taken to determine whether a conflict of interest was present; and the Board of Director’s decision as to whether a conflict of interest in fact existed.
- The names of the persons who were present for discussions and votes relating to the transaction or arrangement; the content of the discussion; including any alternatives to the proposed transaction or arrangement; and a record of any votes taken in connection with the proceedings.
Section 5. Compensation
- A voting member of the Board of Directors who receives compensation, directly or indirectly, from the organization for services is precluded from voting on matters pertaining to that Director’s compensation.
- A voting member of any committee whose jurisdiction includes compensation matters and who receives compensation, directly or indirectly, from the organization for services is precluded from voting on matters pertaining to that member’s compensation.
- No voting member of the Board of Directors or any committee whose jurisdiction includes compensation matters and who receives compensation, directly or indirectly, from Edgewood Elementary PTO, either individually or collectively, is prohibited from providing information to any committee regarding compensation.
Section 6. Annual Statements
Each Director and Officer shall annually sign a statement which affirms that such person:
- Has received a copy of the conflict of interest policy
- Has read and understood the policy
- Has agreed to comply with the policy
- Understands that the Edgewood Elementary PTO is a charitable organization, and in order to maintain its federal tax exemption it must engage primarily in activities which accomplish one or more of its tax-exempt purposes
Section 7. Periodic Review
To ensure that the organization operates in a manner consistent with charitable purposes and does not engage in activities that could jeopardize its tax-exempt status, periodic reviews shall be conducted. The periodic reviews shall, at a minimum, include the following subjects:
- Whether compensation arrangements and benefits are reasonable, based on competent survey information, and are the result of arm’s length bargaining.
- Whether partnerships, joint ventures, and arrangements with management organizations conform to the services, further charitable purposes, and do not result in inurement, impermissible private benefit, or an excess benefit transaction.
Section 8. Use of Outside Experts.
When conducting the periodic reviews as provided in Section 7, the Edgewood Elementary PTO may, but need not use outside advisors. If outside experts are used, their use shall relieve the governing board of its responsibility for ensuring that periodic reviews are conducted
Article XV: Amendments
These Bylaws may be amended at any regular meeting of the PTO by a two-thirds vote of the members present and voting, provided that notice of the proposed amendments has been given at a previous meeting and said proposed amendments have been recommended by two-thirds of the PTO Board of Directors. These Bylaws shall be reviewed by the Bylaws Committee at least every spring semester of each odd year. The Bylaws Committee shall consist of the President, President-Elect and at least one PTO member.
The organizing documents including the amended and restated Constitution and Bylaws of the Edgewood Elementary School Parent Teacher Organization are dated as of the 10th day of July 2023.
Article XVI: Dissolution
The organization may be dissolved in the following manner:
Section 1. Notification of Dissolution
- The Executive Board shall give notice to the entire membership that the dissolution is being considered by publishing the Articles of Dissolution.
- At least two weeks following the notice, a special meeting shall be called to discuss the dissolution proposal and to vote.
- Dissolution requires approval of the Articles of Dissolution by a two-thirds vote of the members present.
Section 2. In the event of dissolution, the residual assets of the organization should first be used to pay any outstanding bills and with the General Membership’s approval, spent for the benefit of Edgewood Elementary School for the purpose for which the assets were intended and in compliance with Section 501(c)(3) of the IRS.