ARTICLE I CORPORATE NAME

The name of the Corporation shall be the Medford Mustang Hall of Fame, Inc.

ARTICLE II PURPOSE

The purpose of the Corporation is to honor former Medford High School athletes, coaches and community leaders who have exhibited leadership, excellence, determination, sportsmanship, versatility. Athletes must have met academic requirements while a student of Medford High School. Futhermore, the Mustang Hall of Fame provides support for Medford High School athletic teams and local organizations dedicated to promoting the Mustang spirit.

ARTICLE III FISCAL YEAR

The fiscal year of the Corporation shall be, unless otherwise decided by the Directors, the twelve month period ending December 31 of each year.

ARTICLE 1V MEMBERS

There shall be one class of membership: Regular Member. Members of the Corporation shall consist of the Officers i.e. President, Vice-President, Treasurer, Secretary and an Executive Board. These members will constitute the Board of Directors and each member on the Board shall be equally privileged with every other member therein with regard to its voice and entitled to one vote in the election of Officers and the conducting of Corporation business. The President will vote in case of a tie. Officers of the Corporation shall serve a two year term.

ARTICLE V DIRECTORS AND AGENTS

The Board of Directors shall be the managing body of the Corporation. It will set policy and direction, and develop future planning for the Corporation. The Board will manage the Corporation in accordance with the purposes stated in Article II.

The composition of the Board of Directors will consist of the Officers, namely President, Vice-President, Treasurer, Secretary and the Executive Board. Individuals on the Board of Directors shall not be precluded from serving the Corporation in any other capacity.

No person shall be eligible to serve as a Director, nor shall any Director continue to serve in his or her capacity if such person received or becomes entitled to receive directly or indirectly any compensation for services to the Corporation, as an employee or otherwise.
Reimbursement for expenses incurred in the furtherance of the Corporation purpose shall not be considered as compensation for services rendered.

Any member of the Board of Directors may resign by delivering his or her written resignation to the Corporation at its principal office or to the President. Such resignation shall be effective upon receipt unless it is specified to be effective at some other time.

The Executive Board, by a majority vote, may exclude or take action against any member who fails to attend at lease fifty (50%) of the meetings.

ARTICLE VI DUTIES OF OFFICERS

The President will conduct all meetings, appoint committees and will be the spokesperson for the Medford Mustang Hall of Fame.
The Vice President will assist the President and act on his/her behalf in the event the President is absent.
The Treasurer will maintain the financial records of the Medford Mustang Hall of Fame.
The Secretary will keep records of all meetings and will distribute the copies of minutes to all board members.

ARTICLE VII MEETINGS

Regular meetings of the members shall be held at such time as set by the President. These meetings shall be open to any and all individuals, businesses or organizations interested in promoting the general welfare of the sports community at Medford High School.

Special meetings may be held at any time upon the request of the President, or any three Directors. Written notice of such meeting and the purpose will be sent to each member of the Corporation no less than one week prior to same.

The Annual Meeting of the Corporation shall be held in November a date and location to be determined by the Board of Directors. A written notice of the annual meeting stating the place, day, and hour thereof shall be sent to all members no later than fifteen (15) days prior to the meeting.

One third of members attending a meeting shall constitute a quorum. They may decide any question brought before such meeting except as otherwise provided by law, the Articles of Organization of the Corporation, or by these By-laws, and their vote will be binding.

ARTICLE VIII ELECTION OF OFFICERS

The Nominating Committee, appointed by the President, shall present at least one candidate for each position to the Board of Directors at the November meeting. Officers shall serve two year terms starting on the first month of the term in January and on the twenty-fourth month of the term in December.

The election of Officers shall be at the Annual Meeting. Each member of the Corporation is allowed one vote. The nominee with the greatest number of votes in each category shall be deemed elected.

Any director elected by the Board of Directors to fill any vacancy on the Board shall hold office for the length of that person’s unexpired term only and then be subject to
re-election under the terms set forth by law, the Articles of Corporation, or by these
By-Laws.

ARTICLE IX COMMITTEES

The President shall appoint Committees, Chairpersons and individuals for each committee, to carry out the charge to the committee. Upon completion of the charge, a Committee will be dismissed. The appointment of Committees shall not be limited to the following:

Inductee Nomination Committee Banquet Committee
Fundraising Committee By-Laws Committee
Alumni Committee-Tickets Publicity and Promotion
Nominating Committee Membership Committee

No committee shall create any financial liability for the Corporation unless authorized by the Board of Directors. All Committees shall report at each regular meeting.

The President, in consultation with the Board of Directors, may create ad hoc committees as needed. Its purpose and the time limits on its responsibilities will be determined when the appointment is authorized.

ARTICLE X MUSTANG HALL OF FAME BANQUET

The Mustang Hall of Fame banquet will be held on a Sunday in late November or early December, every two years. Individuals to be honored must have graduated from Medford High School five (5) years prior to his or her induction into the Medford Mustang Hall of Fame. The Community Service Award is excluded from this requirement. To be a finalist, a nominee must receive two-thirds (2/3) majority vote by those present.

Inductees will be selected regardless of race, color, creed, gender, religion or political affiliation.

ARTICLE XI AMENDMENTS TO BY-LAWS

Amendments to these By-Laws may be initiated by recommendation of the By-Law Committee or petition of three (3) or more Members for consideration and approval of the Board of Directors.

Written announcement and publication of the proposed By-Laws change(s) shall be made at least fourteen (14) days prior to the next regular meeting or special meeting of the Mustang Hall of Fame at which time voting shall take place. A two-thirds majority of votes by those present shall be required for adoption of a proposed amendment, and if adopted will become effective immediately.

ARTICLE XII INDEMNIFICATION

By an appropriate vote of the membership, the Corporation may elect at any time to indemnify the Members, Directors or Officers of the Corporation for any liability incurred by them in the proper performance of their duties.

ARTICLE XIII EARNINGS OF THE CORPORATION

No part of the net earnings of the Corporation shall inure to the benefit of, or be distributable to its Officers, Directors or any other person except that the Corporation shall be authorized and empowered to make reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article II hereof. No substantial part of the activities of the Corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the Corporation shall not participate in, or intervene in (including the publishing or distribution of statements) the political campaign on behalf of any candidate for public office.

Notwithstanding any other provision of these Articles, the Corporation shall not carry on any other activities not permitted to be carried on by a corporation exempt from Federal income tax under Section 501 (c) (3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue law).

ARTICLE XIV DISSOLUTION

Notwithstanding any other provisions of these Articles, upon the dissolution of the Corporation, the Board of Directors shall, after paying or adequately providing for the debts and obligations of the Corporation, distribute the remaining assets to a non-profit fund, foundation, or corporation, which is organized and operated exclusively for charitable and educational purposes, which has established its tax exempt status under Section 501 (c) (3) of the Internal Revenue Code.

ARTICLE XV PARLIAMENTARY AUTHORITY

The rules contained in the current edition of Roberts Rules of Order shall govern the Medford Mustang Hall of Fame in all cases to which they are applicable, and in which they are not inconsistent with these By-Laws and any special rules of order. The Medford Mustang Hall of Fame may adopt any statutes applicable to the Hall of Fame.

Revised and Adopted by the Board of Directors: April 3, 2006