The Bell County Inclusion Council, Inc.   Bylaws 

BYLAWS OF THE BELL COUNTY INCLUSION COUNCIL, INC.

Comprehensive Draft for a Kentucky Nonprofit Corporation

 

ARTICLE I – NAME

The name of the corporation shall be Bell County Inclusion Council, Inc. (the 'Council').

 

ARTICLE II – MISSION, PURPOSE, AND VALUES

• Promote dignity, equality, inclusion, and opportunity.
• Advocate for LGBTQ+ individuals, their families, minority communities, and other historically underrepresented populations.
• Provide education, volunteer service, civic engagement, public awareness, resource development, and collaboration.
• Operate exclusively for charitable and educational purposes under IRC §501(c)(3).

 

ARTICLE III – NONPROFIT STATUS

No part of the net earnings shall inure to the benefit of any private individual. The organization shall not participate in prohibited political campaign activity and shall comply with all requirements applicable to organizations recognized under Section 501(c)(3).

 

ARTICLE IV – BOARD OF DIRECTORS

Authority

The Board has final authority over governance, finances, strategic planning, policies, and oversight.

Composition

No fewer than three Directors. The Board may expand by majority vote.

No Term Limits

Directors and officers serve until resignation, removal, disqualification, or successor selection. No term limits apply.

Director Eligibility

The Council believes in rehabilitation and second chances. Individuals with felony convictions may be considered case-by-case. Persons currently required to register as sex offenders or convicted of sexual offenses involving a minor or adult are ineligible to serve as Directors or officers. Background checks may be required. The Board has final authority on eligibility.

Vacancies

Filled by majority vote of remaining Directors.

Removal

Two-thirds vote after notice and opportunity to respond unless emergency action is necessary to protect the organization.

 

ARTICLE V – OFFICERS

President

Chief executive officer; presides over meetings; executes documents.

Vice President

Acts in the President's absence and performs assigned duties.

Secretary

Maintains minutes, records, notices, and corporate documents.

Treasurer

Oversees finances, reports, budgeting, and banking.

Volunteer Coordinator

Coordinates volunteer recruitment, orientation, and scheduling.

 

ARTICLE VI – MEETINGS

Regular meetings shall be held at least quarterly. Special meetings may be called by the President or three Directors.

Virtual Meetings

Meetings may be conducted by video conference or other electronic means allowing all participants to hear and communicate simultaneously. Electronic attendance constitutes presence for quorum and voting.

Quorum

A majority of the Directors then in office constitutes a quorum.

 

ARTICLE VII – VOTING

Each Director has one vote. Except where otherwise required, action is by majority vote.

Tie Votes

If an even number of Directors results in a tie, the Board may appoint an impartial temporary voting member solely for the matter under consideration.

 

ARTICLE VIII – COMMITTEES

The Board may establish standing or special committees and define their authority.

 

ARTICLE IX – MEMBERSHIP

Membership is open to any individual, regardless of geographic location, who supports the mission of the Council.

• Support the mission
• Act respectfully
• Follow bylaws and policies
• Promote inclusion and civility

The Board may establish membership classes and may suspend or remove members whose conduct materially conflicts with the organization's mission after notice and an opportunity to respond.

 

ARTICLE X – VOLUNTEERS

The Council believes in rehabilitation and second chances. Individuals with prior felony convictions may serve as volunteers or in appointed positions on a case-by-case basis considering the nature of the offense, time elapsed, rehabilitation, and organizational safety.

Individuals currently required to register as sex offenders or convicted of sexual offenses involving a minor or adult are ineligible to serve as volunteers, committee members, or appointed officers. Background checks may be required.

 

ARTICLE XI – FINANCIAL ADMINISTRATION

• Fiscal year determined by the Board.
• Annual budget approved by the Board.
• Two authorized signatures may be required for significant expenditures.
• Financial reports presented regularly.
• Independent review or audit as required by law or Board policy.

 

ARTICLE XII – ETHICS, CONFLICTS, AND CONFIDENTIALITY

Directors shall disclose conflicts of interest and abstain where appropriate. Confidential information shall be protected. A code of ethics shall guide respectful, lawful, and mission-focused conduct.

 

ARTICLE XIII – RECORDS

The Council shall maintain corporate records, financial records, meeting minutes, governing documents, and required filings in accordance with Kentucky law.

 

ARTICLE XIV – NONDISCRIMINATION

The Council shall not discriminate in programs, services, membership, volunteer opportunities, or governance on any basis protected by applicable law.

 

ARTICLE XV – INDEMNIFICATION

To the fullest extent permitted by Kentucky law, the Council shall indemnify Directors, officers, volunteers, and committee members acting in good faith.

 

ARTICLE XVI – AMENDMENTS

These bylaws may be amended by a two-thirds vote of the Board after at least seven days' written notice.

 

ARTICLE XVII – DISSOLUTION

Upon dissolution, assets shall be distributed exclusively to one or more organizations qualifying under Section 501(c)(3) or to a governmental entity for a public purpos.

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