BY-LAWS  

of 

The Carpatho-Rusyn Society 

 

(A Pennsylvania non-profit corporation) 

Adopted and Effective date November 6, 2023 

  

 

TABLE OF CONTENTS 

ARTICLE I - NAME AND PURPOSE 

Section 1.01. Name.   

Section 1.02. Purpose.   

ARTICLE II - MEMBERS

Section 2.01. Eligibility.   

Section 2.02. General Character.  

Section 2.03. Membership Categories.  

Section 2.04.Removal. 

ARTICLE III - BOARD OF DIRECTORS 

Section 3.01. Objectives. 

Section 3.02. Composition.  

Section 3.03. The President.  

Section 3.04. The Vice President.  

Section 3.05. The Recording Secretary.  

Section 3.06. Chief Financial Officer. 

Section 3.07. Chief Financial Administrator.    

Section 3.08. Chief Information Officer. 

Section 3.09. Board Elections

Section 3.10. Advisory Board. 

Section 3.11. Resignations. 

Section 3.12. Vacancies. 

Section 3.13. Annual and Regular Meetings.  

Section 3.14. Special Meetings. 

Section 3.15. Voting. 

Section 3.16. Organization.     

Section 3.17. Meetings by Teleconference.   

Section 3.18. Compensation, Other Agents, and Employees.  

Section 3.19. Notice of Meetings.   

Section 3.20. Catastrophe.   

Section 3.21. Board Committees and Project Managers.   

Section 3.22. Personal Liability of Directors.  

Section 3.23. Indemnification. 

ARTICLE IV - CHAPTERS AND OTHER AFFILIATED GROUPS

Section 4.01. Chapters.     

 

ARTICLE V - GENERAL PROVISIONS 

Section 5.01. Offices.    

Section 5.02. Annual Report.   

Section 5.03. Governance.   

Section 5.04. Notice of Complaints and Grievances.   

Section 5.05. Dissolution. 

ARTICLE VI – ACCOUNTS AND RECORDS 

Section 6.01. Fiscal Year.   

Section 6.02. Audits.   

Section 6.03. Bank Accounts and Indebtedness.   

Section 6.04. Books and Records.   

ARTICLE VII - AMENDMENTS 

Section 7.01. Amendments.  

 

THE CARPATHO-RUSYN SOCIETY 

By-Laws 

ARTICLE I - NAME AND PURPOSE 

Section 1.01. Name. The name of the corporation is THE CARPATHO-RUSYN SOCIETY (hereinafter "C-RS"), incorporated under the Pennsylvania Non-Profit Corporation Law of 1988 on June 14, 1996.  

Section 1.02. Purpose. C-RS is formed exclusively for purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986, as the same may be amended or modified or replaced by any future United States internal revenue law (the "Code").   

The mission of C-RS is to sustain, as worthy of preserving and perpetuating in their own right, the distinct culture, history, language, and heritage of the Carpatho-Rusyn people. With this worthwhile cultural activity as our aim, we shall work to collect and share historical, genealogical, linguistic, and ethno-cultural information about Carpatho-Rusyns. We hold in high esteem the continuity of life which connects the living Carpatho-Rusyn culture to its treasured and ancient heritage. We, therefore, seek to nurture the expression of this knowledge and opportunity to learn, express, share, and enjoy the beauty of living Carpatho-Rusyn heritage.   ("Mission").   

To conduct this aim, C-RS shall, among other things, work to collect, preserve, and disseminate historical, genealogical, linguistic, and ethno-cultural information about Carpatho-Rusyns who may also be referred to as "Rusnaks," "Lemkos," "Ruthenians," and various other dialectical and non-English references.   It may accept donations of money or tangible or intangible property, whether real or personal or interest therein, wherever situated. It may receive and administer funds for purposes within the meaning of Section 501(c)(3) of the Code and to that end, take and hold by bequest, devise, gift, grant, purchase, lease or otherwise any property, real, personal, tangible, or intangible or any undivided interest therein without limitation as to amount or value; sell convey or otherwise dispose of any such property and to invest, reinvest or deal with the principal or the income thereof in such manner as will best promote the Mission without limitation, except such limitations, if any, as may be contained in the instrument under which such property is received, the Articles of Incorporation, these By-Laws and any laws applicable thereto including Section 501(c)(3) of the Code. 

Notwithstanding anything herein to the contrary, no substantial part of the activities of C-RS shall be the carrying on of propaganda, or otherwise attempting, to influence legislation, and C-RS shall not participate in or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office in the United States. C-RS shall be a non-profit corporation and shall have no stock and no dividends and no part of the net earnings of C-RS shall inure to the benefit of, or be distributable to, its members, , directors, officers or other private persons, except that C-RS shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of charitable, religious, educational, scholarly, and scientific purposes and the making of distributions to organizations that are described in Section 501(c)(3) of the Code and exempt from taxation under Section 501(a) of the Code. 

C-RS shall not continue any other activities not permitted to be carried on by: 

1. a corporation exempt from federal income tax under Section 501(c)(3) of the Codeor the corresponding provision of any future United States Internal Revenue law; or  

1. a corporation, contributions to which are deductible under Section 170(c)(2) of theCode or any other corresponding provision of any future United States Internal Revenue law. 

The Board of Directors ("the Board") may not issue any stock preferences, convergences or voting powers beyond that set forth in the Articles of Incorporation and these By-Laws and C-RS shall, at all times, conduct itself as a non-profit charitable corporation, and shall exist in perpetuity, unless and until it is dissolved in accordance with applicable law. 

ARTICLE II - MEMBERS 

Section 2.01.Eligibility. Membership will be open to all persons or groups who are consistent with the Mission stated in Section 1.02 and who recognize and support the Carpatho-Rusyns as a distinct people and heritage. Membership eligibility shall be without regard to race, creed, sex, color, or national origin. Membership may be provisional upon payment of dues in such an amount as prescribed by the Board.  

Section 2.02. General Character. The membership is entitled to share in the activities of C-RS. These activities are cultural, scientific, artistic, literary, social, scholarly, and educational. Members are asked to contribute to C-RS by sharing in its duties and good works. Individual members have the opportunity to apply their talents, knowledge, and skills to achieve C-RS' purposes.   In general, members should be mindful to preserve the public integrity of C-RS. No member shall be entitled to function as an authorized representative of C-RS in the absence of specific direction and consent from the Board. Members are expected to be familiar with the content of these By-Laws and the Articles of Incorporation.   

Section 2.03.Categories of Membership.  The categories of membership and the duration of membership shall be established or revised from time to time by the Board, and notified to the members accordingly.  

Section 2.04.Removal. If a member of any category of membership is not in compliance with the Articles of Incorporation, these By-Laws, or any policies and procedures as adopted by the Board, the membership may be terminated by a two-thirds (2/3) majority vote of the Board.   The vote shall be a "Secret Ballot", but the reasons for the non-compliance shall be public.   Members have a right to appeal to the Board but must do so in writing in the form of a request for a hearing.   The decision of the Board at the hearing shall be deemed final and binding.  

ARTICLE III - BOARD OF DIRECTORS 

Section 3.01. Objectives.   

As fiduciaries, the Board members are entrusted with the management of C-RS, and must act, jointly and severally, in the best interests of C-RS and its members and promote its development. The Board shall determine the course, direction and focus of C-RS, and manage its affairs and resources.  

Section 3.02. Composition. The Board shall be comprised of the following officers: President, Vice President, Recording Secretary, Chief Financial Officer, Chief Financial Administrator and Chief Information Officer, all of whom are executive officers.  

1. The Board's duties include: approving and adhering to an annual budget, approving a strategic plan no later than every five (5) years and maintaining effective communication with the membership.

2.    Any vacancy arising on the Board may be filled for the unexpired term by majority vote of the remaining members of the Board.

3.    The Board shall conduct the C-RS annual meeting and regular and special meetings.

4. . The Board shall regularly review the financial books and statements of C-RS. This obligation may be delegated to the Advisory board.

5.   Board Members shall not be compensated unless specifically authorized by the Board.

6.   Board membership is contingent upon agreeing to the C-RS Conflicts of Interest policy. 

Section 3.03. The President. The President shall be elected from amongst the Board members and shall preside at all meetings of the Board as provided herein. The President shall be the chief executive officer of C-RS and represent it as appropriate. Subject to the control of the Board, the President shall have general supervision of and general management of the affairs and employees of C-RS and shall see that the policies and programs adopted or approved by the Board are carried out. 

Section 3.04. The Vice President. The Vice President shall exercise such powers and duties as prescribed in these By-Laws, or by the Board or the President. At the request of the President, or in the President's absence or disability, the Vice President shall exercise the powers and duties of the President, until such time as a new President is elected by the remaining Board members. The Vice President shall be responsible for ensuring that all insurance policies, including but not limited to liability and indemnification policies, are current and all premiums are paid in a timely manner. 

Section 3.05. The Recording Secretary. The duties of the Recording Secretary shall be to: 

3.05.1 Create and keep an original and duplicate record of the proceedings of the meetings of the Board ("Minutes") and distribute the Minutes  to the Board within two weeks after a meeting.  

3.05.2  Collect and keep the minutes of the local C-RS chapters. 

3.05.3  Keep a copy of the Articles of Incorporation and of these By-Laws. 

3.05.4  Give such notices as may be required by these By-Laws. 

3.05.5  Ensure that the corporate records are preserved in an electronic repository and that the corporate  seal is affixed to corporate documents as may be necessary or advisable.  

3.05.6  Each officer of C-RS shall be deemed to be an Assistant Secretary. The Assistant Secretaries shall assist the Recording Secretary as needed and shall also exercise such further powers and duties as may be prescribed by the Board. In the absence of the Recording Secretary an Assistant Secretary shall exercise the powers and duties of the Recording Secretary. 

 

Section 3.06. Chief Financial Officer. The Chief Financial Officer (“CFO”) shall keep records of all income and expenditures of C-RS as part of the corporate records. The CFO shall give a report at each Board meeting and shall give a complete report to the members at the annual meeting. The CFO shall oversee all financial transactions, according to such rules as may be prescribed by the Board and perform such other duties at the direction of the Board. The CFO’s duties may be outsourced by Board vote to a competent individual or entity.  Under those circumstances, the CFO will continue to have responsibilities for overseeing certain tasks and will maintain their position as a voting member of the Board. However, the actual execution of the CFO's tasks can be delegated to an external individual or entity. This external entity will act as an agent to carry out the CFO's duties, but they will not have the privilege of being a Board member or possessing voting rights within the Board. 

If there is no sitting Chief Financial Administrator (“CFA”) and the position is outsourced to a competent individual or entity, then the CFO shall retain oversight authority over those duties.  

Specifically, it shall be the duty of the CFO to: 

1. Keep copies of C-RS' contracts, insurance policies, leases, deeds, and other business records in the electronic repository (originals shall be held at C-RS' corporate headquarters).

2.  See that C-RS' lists, books, reports, statements, tax returns, certificates and other documents and records required by law are properly collected, prepared, and filed, including but not limited to information and documents required by the Chapter Guidelines as adopted by the Board.

3.  Be primarily responsible for all tax and financial matters, annual and ongoing budgeting, and accounting of C-RS, including submitting the necessary data for a financial audit.

4.  Have charge and custody of and be responsible for C-RS' funds, securities, and investments.

5.  Render to the President and the Board whenever required, an account of all transactions undertaken as CFO and reports as to the financial position of C-RS.

6.  The CFO shall establish and maintain effective internal controls to safeguard the organization's financial assets and prevent fraud or misuse. The CFO shall ensure compliance with applicable financial regulations and reporting standards.

7.  The CFO shall minimize the risk to financial integrity by maintaining a clear separation of duties between the roles of financial recordkeeping and financial transactions handling (receipts and disbursements). The CFO shall not handle any financial transactions related to receipts or disbursements. The responsibility for handling receipts and disbursements shall be delegated to designated personnel other than the CFO, including the CFA and their designees. 

Section 3.07. Chief Financial Administrator.   The CFA shall administer all accounts payable of C-RS. It shall be the duty of the CFA to: 

3.07.01 Deposit monies and other valuable effects in the name of and to the credit of C-RS, in such depositories as shall be designated by the Board. The CFA may delegate any of these tasks to a competent internal or external individual or entity. 

3.07.02  Record all information needed to track income to C-RS including the purpose of the income as designated by the donor. 

3.07.03  Provide receipt of income data to the CFO and other Board members as requested. 

3.07.04 The CFA shall assist the CFO and shall also exercise such further powers and duties as from time to time may be prescribed by the Board. At the direction of the CFO or in the absence of the CFO, the CFA shall exercise the powers and duties of the CFO. 

3.07.05 The duties and powers of the CFA may be outsourced to a competent individual or entity.  Under those circumstances, the CFA will continue to have responsibilities for overseeing certain tasks and will maintain their position as a voting member of the Board. However, the actual execution of the CFA’s tasks can be delegated to an external individual or entity. This external entity will act as an agent to carry out the CFA’s duties, but they will not have the privilege of being a Board member or possessing voting rights within the Board. 

Section 3.08. Chief Information Officer.  Under the direction of the Board the Chief Information Officer (“CIO”) is responsible for the following duties: 

 

3.08.1 Supervises other staff performing tasks outlined in this section unless otherwise assigned by the Board to someone else.

3.08.2 Has oversight over the website unless otherwise directed by the Board.

3.08.3 Maintains a membership database and provides clear and accurate records of the current membership.

3.08.4 Supervises all general mailings.

1. Assists chapters in membership, campaigns and aids inter and intra chapter communication; manages membership recruitment. 

2. Submits an annual communication budget to the Board for approval.

3.  Responds to membership inquiries with the assistance of the membership coordinator.

4.  Provides technical and informational solution duties unless such duties are otherwise assigned by the Board.

5.   The CIO’s duties may be outsourced by Board vote to a competent individual or entity.  Under those circumstances, the CIO will continue to have responsibilities for overseeing certain tasks and will maintain their position as a voting member of the Board. However, the actual execution of the CIO’s tasks can be delegated to an external individual or entity. This external entity will act as an agent to carry out the CIO’s duties, but they will not have the privilege of being a Board member or possessing voting rights within the Board. 

Section 3.09. Board Elections.  Every three years commencing in 2024 at the end of the current Board’s term, the membership will be solicited to run for positions on the Board. Members will have thirty (30) days to respond to the solicitation. The Board shall elect a Nominating Committee consisting of at least one (1) Board member and three members. The Nominating Committee shall recommend to the Board its determinations as to qualified candidates and the Board shall ratify the recommendations by majority vote. If there are less than six (6) qualified candidates, the election shall not be impeded and may continue. 

The Board shall send out ballots listing the qualified candidates. The Board may determine whether the ballots shall be in paper or digital form, or a combination of both. Members must return their ballots with a postmark date no later than (30) days after the date they were sent out. For digital ballots, "postmark date" shall mean the date the response was sent back to C-RS. 

If there are more than six (6) nominees, members will be instructed to vote "yes" for no more than six (6) candidates. The Nominating Committee shall tally the votes when received. The six (6) candidates with the highest number of yes votes shall form the Board for the next three years. Ties shall be conducted by coin toss by the then sitting Board. The results shall be announced no later than at the Annual Meeting for that year. 

On January 1 of the year following the election, the newly-elected Board shall determine amongst themselves which Board members shall hold which offices as the first matter of business. Each office shall be held for a minimum of one year, but the appointments may be subject to rotation by at least a two-thirds majority vote. 

If the Board when seated on January 1 is not comprised of at least six (6) duly elected members, the Board shall have the right to appoint any remaining positions for a full term by majority vote.   

Section 3.10. Advisory Board.  A non-executive Advisory Board shall be formed with effect from January 1, 2025. The Advisory Board shall be comprised of no more than eight members, all of whom shall be invited to serve by the then-current Board. The Advisory Board shall provide counsel and guidance to the Board and may be authorized to represent C-RS in consultation with the Board. 

3.10.1  Advisory Board members shall be selected based on interest and involvement in the Carpatho-Rusyn communities in the United States and/or scholastic achievement. The Board is encouraged to appoint at least one leader representing all the Chapters to sit on the Advisory Board. 

3.10.2  The Advisory Board members shall not be compensated for their service, unless specifically authorized by the Board and shall be entitled to claim expenses in accordance with the standard practices of C-RS. 

3.10.3  The Advisory Board shall conduct regular reviews of the financial books and transactions of C-RS if authorized by the Board. 

3.10.4  The Advisory Board members shall meet as a body no less frequently than six times per annum on a schedule to be agreed amongst themselves. Such meetings need not be done in person. 

3.10.5  Advisory Board members shall serve terms concurrent with the Board, specifically three years from the date of appointment.  

3.10.6  Advisory Board members shall be entitled to attend Board meetings (in a non-voting capacity) and may also attend or chair committee meetings or any other C-RS meetings or functions. 

3.10.7  Notwithstanding the provisions of section 3.10.6 above, in the event of a tie on the Board regarding any resolution or other voting matter, the Advisory Board members shall be polled, and acting individually shall also be entitled to vote.   

Section 3.11. Resignations. Any Board member may resign bysubmitting a written resignation to the remaining Board members. Such resignation shall become effective at the next Board meeting.  

Section 3.12. Vacancies. Any vacancy arising in any office may be filled for the un-expired term by majority vote of the remaining members of the Board.  

Section 3.13. Annual and Regular Meetings. A meeting of the Board shall be held annually with the participation of the membership at such place within or outside the Commonwealth of Pennsylvania as the Board shall designate. The annual Meeting may also be held using remote conferencing facilities. Regular meetings shall be conducted frequently as reasonably determined by the Board. 

Section 3.14. Special Meetings. Special meetings of the Board may be called at any time by the President, or by at least one-third (1/3) of the other Board members; provided that the other Board members first request the President to call a meeting and the President refuses the request. The Recording Secretary shall give notice of every special meeting of the Board to each Board member by email, text or telephone. A special meeting shall only be authorized and decisions binding provided that at least three- quarters (3/4) of the Board participate. Only the special meeting business specified by the Recording Secretary in the notice may be transacted at these meetings.   

Subject to the requirements set forth in this section, any action required or permitted to be taken at a meeting of the Board or of any committee thereof may be taken without a meeting if agreed to by telephone or electronically by three-quarters of the Board. The Recording Secretary shall gather the votes which may be cast telephonically or electronically.    

Section 3.15. Voting.  The Recording Secretary shall record all votes for all meetings. Board members may vote by proxy by designating another Board member to vote on behalf of the said Board member at any meeting or for any proposed action; provided however that no Board member shall be designated as a proxy for more than one other Board member per meeting or for any proposed action. Designation of the proxy voter shall be transmitted to the Recording Secretary digitally or telephonically prior to the meeting or vote for the proposed action.  

Section 3.16. Organization. Except as otherwise provided herein, the presence of at least a majority of the Board at any meeting shall be necessary and sufficient to constitute a quorum for the transaction of business. If a quorum is not present at any such meeting, the meeting will be adjourned until a quorum shall be present. Notice of the time and place of the reconvened meeting shall be given to any Board member not present at least twenty-four hours prior to the hour of reconvening. Resolutions of the Board shall be adopted with the affirmative vote of a majority of the Board members present at a meeting at which a quorum is present.   

Section 3.17. Meetings by Teleconference. One or more Board members or members of C-RS may participate in any annual, regular, or special meetings by means of conference telephone or similar communications equipment in which all individuals participating in the meeting can hear each other. Participation in a meeting in this manner by a Board member will be considered to be in attendance for all purposes under these By-Laws.  

Section 3.18. Compensation, Other Agents and Employees. The Board may employ agents, employees and independent contractors as the Board deems advisable. The Board shall prescribe their duties, conditions of employment and compensation; and the Board shall have the right to dismiss them at any time, subject to applicable law. 

Section 3.19. Notice of Meetings. Notice of an annual meeting or a regular meeting shall be sent at least four (4) weeks in advance to each member or Board member's email address of record, or when no email address is on record, by U.S. mail. The date of a proposed annual meeting or regular meeting may be changed by a two-thirds majority of the Board, provided that notice of the original date was properly delivered.    

Section 3.20. Catastrophe. Notwithstanding any other provisions of the Pennsylvania Non- profit Corporation Law of 1988, the Articles of Incorporation or these By-Laws, if any emergency resulting from warlike damage or an attack on the United States or any nuclear or atomic disaster, or any other national or local disaster, causing a majority of the Board to be incapable of acting as such because of death or other physical disability or difficulties of communication or transportation, the remaining Board members shall constitute a quorum for the sole purpose of electing new Board members to replace those incapable of acting. The Board members so elected shall serve until the original Board members are able to attend meetings or until the membership of C-RS acts to elect new Board members. The remaining Board members shall conclusively determine as to the existence of such an emergency or disaster, or as to the fact of such incapacity. 

Section 3.21. Board Committees and Project Managers. Standing and temporary committees or project managers may be appointed by majority vote of the Board. Each such committee or project manager shall have and exercise such authority that the Board may specify. The Board may designate alternate members of any committee or project manager to replace any absent or disqualified committee members. Any action taken byany committee shall be subject to alteration or revocation bythe Board. Committees and project managers shall: 

3.21.1  Be created with a specific outline of expected results. 

3.21.2  Communicate regularly with a Board member as assigned.  

3.21.3  The committee shall be supported financially as approved by the Board. 

3.21.4.  Any committee may be dissolved, or project manager terminated by a majority vote of the Board at any time with or without cause, subject to applicable law in the case of an employee of C-RS.   

Section 3.22. Personal Liability of Directors.  

3.22.1  Elimination of Liability. To the fullest extent that the laws of the Commonwealth of Pennsylvania permit elimination or limitation of the liability of directors, no Board member, officer or Advisory Board member shall be personally liable for monetary damages for any action taken, or any failure to take any action.   

3.22.2  Nature and Extent of Rights. The provisions of this section shall be deemed to be a contract with each Board member, Advisory Board member and officer. Any amendment or repeal of this section or adoption of any By-Law, or provision of the Articles of the Corporation which has the effect of increasing liability shall not affect any failure to act, prior to the adoption of such amendment, repeal, By-Law, or provision.  

Section 3.23.  Indemnification. C-RS shall indemnify and provide any necessary defense for any and all of its Board Members, Advisory Board members, former officers and directors, or any person, who may have served at C-RS' request against expenses or awards incurred in connection with the defense of any action, suit or proceeding arising out of such person's service to C-RS.   

C-RS shall not provide indemnification in matters for gross negligence or willful misconduct, unless the Board determines that such indemnification is warranted.   

ARTICLE IV - CHAPTERS AND OTHER AFFILIATED GROUPS 

Section 4.01 Chapters. Chapters and other affiliated groups must receive written approval from C-RS to be recognized and may be removed at the discretion of the Board. Activities must conform to those stated in the Chapter Guidelines adopted by the Board.    

ARTICLE V - GENERAL PROVISIONS 

Section 5.01. Offices. The principal business office of C-RS shall be the Carpatho-Rusyn Society, 915 Dickson Street, Munhall, PA 15120. C-RS may also have offices at such other places within or without the Commonwealth of Pennsylvania as its business may require and are approved by the members.  

Section 5.02. Annual Report. The President and the CFO shall present an annual report to the Board in accordance with Section 5553 of the Pennsylvania Non-profit Corporation Law of 1988. In addition, such report shall be presented to the Advisory Board. 

Section 5.03. Governance. All procedural debates shall be decided upon using Robert's Rules of Order as a guide. 

Section 5.04. Notice of Complaints and Grievances. Board members shall alert the Board of any complaint or grievance about an action taken by the Board or any other matter involving C-RS ("Grievance") at least ten (10) days prior to submitting such Grievance to any third party authorized to resolve grievances or complaints, including but limited to a government regulator, court of law, or other dispute resolution organization.   Upon receipt of the complaint or grievance, the Board may remedy the situation if it believes remedy is warranted. Any Board member who does not provide such notice to the Board shall be immediately terminated from the Board.   

Section 5.05. Dissolution. C-RS shall be dissolved upon a unanimous vote of the Board, a two-thirds majority of the membership or by the failure to have more than one Board member for any period exceeding sixty (60) days. 

5.05.01.  Upon a determination that C-RS will be dissolved and after paying or making provision for payment of all the liabilities of the C-RS, the Board, consisting of at least two members, shall designate an organization having the same or similar goals and objectives to receive the assets of C-RS. If there is only one person on the Board, designation of asset distribution shall be subject to a 2/3 majority of the membership attending a special meeting held for such purpose. Notice for this special meeting shall be given 30 days in advance. 

5.05.02.  Any such assets not so disposed of shall be disposed of by a court of competent jurisdiction exclusively to one or more of such corporations, trusts, funds or other organizations as said court shall determine, which at the time are exempt from federal income tax as organizations described in Section 501(c)(3) of the Code, and which are organized and operated for such purposes.   

 

ARTICLE VI – ACCOUNTS AND RECORDS 

Section 6.01. Fiscal Year. The fiscal year of the C-RS shall commence on July 1 each year and end at the close of business on June 30 of the following year. 

Section 6.02. Audits. The financial statements of C-RS must be reviewed annually by an internal audit committee appointed by the Board. 

Section 6.03. Bank Accounts and Indebtedness. All funds received by the C-RS shall be deposited in such bank or banks as shall be authorized and approved by the Board. All checks, drafts, notes, or other evidence of indebtedness issued in the name of the corporation shall be signed by such of the officers or agents of C-RS and in such manner as shall from time to time be determined by the Board. 

Section 6.04. Books and Records.  C-RS shall keep correct and complete books and records of account and shall also keep minutes of the proceedings of its Board. All books and records of   C-RS may be inspected by any Board member, Advisory Board member or member, their agents or attorneys during normal business hours, upon reasonable notice, and for all proper purposes. The Advisory Board shall determine whether a purpose is proper. 

ARTICLE VII - AMENDMENTS 

Section 7.01. Amendments. The Board may make a recommendation to amend these By-Laws by a vote of at least sixty percent (60%) of the Board. The recommended amendments shall then be sent to the membership digitally or by U.S. mail. The membership shall then vote "yes" or "no" to the amendment and return the response within sixty (60) days from the date the correspondence was sent. If at least ten (10%) percent of the membership responds and a majority of those responses are in the affirmative for the amendment, then the By-Laws shall be amended accordingly.  

 

Carpatho-Rusyn Society 

Munhall, Pennsylvania