The overall structure will align with nearby High Schools to obtain optimal participation from the community and to allow said community the opportunity to acclimate to the daily operations and Bylaws of Newberg Graduation Party (NGP). This approach will allow the management of the Non-Profit to comply with the Oregon Nonprofit Corporation Act, our Articles of Incorporation and Bylaws.

Article 1

General Purposes

Section 1.1 The name of the corporation is the Newberg Graduation Party (“NGP”), also known as NHS Grad Night or Newberg High School Grad Night, and the Corporation has been organized as a public benefit corporation under the Oregon Nonprofit Corporation Act (EIN) 93-0998250. NGP is organized and shall be operated exclusively for the purpose of providing a graduation night party for the current graduating seniors of Newberg School District, by working with parents, school district and staff and members of the community to support a Safe and Sober Graduation Celebration following commencement. In doing so, the NGP will work diligently in choosing a venue that is safe for all students and chaperones and work to maintaining a sober experience. The NGP’s principal place of business is Newberg High School, 2400 Douglas Avenue, Newberg, OR 97132.

Section 1.2 Fiduciary Responsibility - The NGP will practice fiduciary responsibility. The bank account will hold a minimum of $5,000 in saving for carryover to the incoming senior class to put down payments on venue and events. A cap will be placed on the budget for the celebratory event determined by the Budget Committee.

Section 1.3 Pay It Forward - The NGP shall save a percentage of its fundraising earnings and put it into a savings account for the upcoming senior class budget. Once that savings account has reached a balance that can sustain the incoming senior class, as determined by the Budget Committee, the NGP will move into a forthgoing system.

Section 1.4 New System - Once the Pay It Forward goal has been met, as determined by the Budget Committee, the NGP will shift, to model other successful Grad Night Committees. Fundraising will be divided into two categories.

1.4.1 Junior, Sophomore and Freshman parents will be tasked with the fundraising to go towards the next incoming class. These fundraisers may consist of but not limited too Fireworks, Wine Pull, Dine-In, Shred It, Pancake Breakfast, Krispy Kreme, and Paint Night.

1.4.2 Senior Parents, will take their earnings from the previous year’s fundraising and combine them with fundraising from Community Donation, Homecoming Raffle, Senior Parking, PledgeStar and Registration fees.

1.4.3 Once the “New System” is implemented by decision of the Budget Committee, the position of the Fundraising Chair on the Board of Directors will increase to two position to include both the Junior and Senior Fundraising Chairpersons.

Section 1.5 Senior Project Scholarships: Once all necessary budgeting has been set, any remaining surplus will go into an account that will be accessible to seniors to petition for scholarship. Seniors who’s senior projects will require a cost that they can not afford, may apply for scholarship funding through Newberg Grad Night.

Section 1.6 Automated Review of Bylaws: Under the Oregon Nonprofit Corporation Act (EIN) 93-0998250, NGP will review their Articles of Incorporation and Bylaws every third year to maintain compliance.

Article 2

Policies

Section 2.1 The programs of the NGP shall be fund raising or social, and shall be developed through meetings, committees and/or projects.

Section 2.2 The NGP shall be noncommercial, nonsectarian and nonpartisan. The name of the NGP and the names of its officers in their official capacities shall not be used in any connection with a commercial concern or with any partisan interest or for any other purpose other than the regular work of the organization.

Section 2.3 The NGP may not seek to direct the administrative activities of the school or to control its policies.

Section 2.4 The NGP may cooperate with other agencies and organizations active child welfare provided they make no commitments that bind the NGP beyond current school year.

Section 2.5 No part of the activities of the NGP will include political action in connection with ballot measure and under no circumstances shall the NGP engage in political activity either for or against any candidates for public office.

Article 3

Membership

Section 3.1 Membership of the NGP shall be open to the parents/guardians of High School students of Newberg School District, and the teachers, administrators and staff of Newberg School District and any other such persons interested in the objectives of the organization.

Section 3.2 All members of the NGP shall agree to uphold the bylaws and policies of the organization and shall be eligible to vote in the election of NGP officers, the removal of NGP officers from office, the approval of the budget and calendar, the amendment of both the Articles of Incorporation and Bylaws, the approval of scholarship and the regular business of the NGP.

Section 3.3 The membership year shall coincide with the academic school year.

Section 3.4 No charge shall be made to become a member.

Article 4

Officers

Section 4.1 Elected Officers - The Elected Officers of the NGP shall consist of the President, the Vice President, the Secretary, and the Treasurer. The corporation may also elect such other officers and assistant officers and agents, as it may deem necessary to perform such duties as the corporation may prescribe.

Section 4.2 Elections - The officers of the NGP shall be elected by a majority vote of the membership present at the meeting of the election. The election of the officers of the NGP will generally occur by secret written ballot unless, by unanimous consent of the membership, the President dispenses with written ballots for such election and does a hand count.

Section 4.3 Duties - Officers of the NGP shall assume their official duties at the close of the last membership meeting of the school year and shall serve for a term continuing until the last regular meeting of the membership of the following year and the election of their successors.

4.3.1 The President’s Duties - The President shall:

1. Be the principal executive officer of the NGP and shall, in general, supervise and control its business and affairs;

2. Prepare and distribute the agenda for, and preside at general meeting of the organization and at meetings of the executive Committee;

3. Have general and active management of the business of the corporation, and shall see that all orders and resolutions of the Executive Committee are carried into effect.

4. Be a member ex-officio of all committees;

5. Represent or designate an alternate to represent the organization at all regular meetings of the Boosters Club and Senior Assemblies;

6. Convene Executive Committee meetings when necessary;

7. Perform other duties as assigned by the Executive Committee

8. Have access to and be on the bank accounts;

9. Have access and management of all media and Google accounts, and oversee the website and all advertising;

10. Have access to the Square and Paypal and any unnamed accounts;

11. Work on personal relations with the President of Boosters and the Administration of the High Schools within Newberg School District.

4.3.2 The Vice President’s Duties - The Vice President shall:

1. Assist the President and perform the duties of the President in his/her absence, or in the event of the President's refusal or inability to act;

2. Perform all other duties as assigned by the President or the Executive Committee;

3. Have access to and be on the bank accounts;

4. Have access to all media and Google accounts;

5. Act as liaison between Executive Committee and all NGP Fundraising Committees.

4.3.3 The Secretary’s Duties - The Secretary Shall:

1. Attend all sessions of the Membership and Executive meetings;

2. Record the minutes of all proceedings in a book to be kept for that purpose, and shall perform like duties for any committee when required.

3. Prepare a summary of the minutes of each NGP meeting to be read at the following meeting, distribute a copy to the membership and for posting on the NGP website;

4. Have on hand, for reference at each meeting, a copy of the bylaws, Articles of Incorporation, Robert's Rules of Order, the agenda prepared for such meetings, a list of all standing committees, fundraising committees, ad hoc committees and their chairperson, and maintain minute records dating back a minimum of 7 years to be accessible to any interested members at all reasonable times;

5. Have access to all media and Google accounts;

6. Prepare and distribute notice of regular meetings and of special meetings as required; and

7. Perform such other duties as may be prescribed by the Executive Committee or the President, under whose supervision he or she shall be.

4.3.4 The Treasurer’s Duties - The Treasurer shall:

1. Receive all monies of the NGP either directly or by overseeing those individuals designated by the Executive Committee to receive monies in connection with the activities of the NGP;

2. Keep an accurate record of all disbursement requests, receipts, and expenditures;

3. Pay out funds in accordance with the approved budget as authorized by the Executive Committee, with the provision that all checks must be cosigned by another member of the Executive Committee;

4. Present a financial statement at Executive Committee meetings and at membership meetings during the school year;

5. Ensure that all organization funds are maintained in a bank as directed by the Executive Committee;

6. Chair the Budget Committee to create the next school year’s budget;

7. Maintain financial records dating back a minimum of 7 years and they shall be open to examination by the members at all reasonable times;

8. Relinquish the books to the new Treasurer after an audit is made during the Budget Committee meeting;

9. Work with Certified Public Accountant designated by the Executive Committee to annually audit the books and prepare and file NGP taxes at the end of each fiscal year;

10. Will have access to and manage Square and Paypal and keep track of all transactions and keep the password secure and up to date with current fundraising.

11. Work with the director of fundraising to keep and accurate record of income from donations and fundraisers, and manage the use of Square and Paypal;

12. Have access to and be on the bank accounts;

13. Have access to all media and google accounts;

14. Perform other duties as assigned by the Executive Committee or the President, under whose supervision he or she shall be.

Section 4.4 Executive Committee - The Executive Committee of the NGP shall consist of the Elected Officers (President, Vice President, Secretary, Treasurer ) and the Board of Directors (the Chair of the Fundraising, Marketing & Communications, and Event Committees). The Executive Committee shall transact necessary business in the intervals between Executive Committee and membership meetings and such other business as may be referred to it by the organization. They shall also create a standing, budget, calendar, registration and other ad hoc committees as they are needed. Special meeting of the Executive Committee may be called by the President or by a majority of the members of the Executive Committee and shall be given three (3) days notice. Decisions of the Executive Committee shall be carried by a majority vote of the members of the Executive Committee present.

Section 4.5 Term Limits - Under no circumstances shall any member of the NGP serve as an Officer in any office or as a voting member of the executive Committee for a period of more than four consecutive years. If any member has served as an Officer in any office or as a voting member of the Executive Committee for a period of four consecutive years, such member will automatically not be eligible for election to any office or to the Executive Committee for the fifth year and such member can not serve in any manner as an officer of on the Executive Committee of the NGP. After such member has served the full one-year hiatus from any office or from the executive Committee of the NGP, such member shall again be eligible for election to office and/or to the Executive Committee of the NGP.

Section 4.6 Salaries of Officers - All officers of the NGP shall be unpaid. The Executive Committee may choose at its discretion to reimburse actual expenses of the officers in attending to duties of their office.

Section 4.7 Vacancy of Office by Resignation or Death - Any officer may resign at any time by delivering written notice of such resignation to the President or Secretary of the NGP. Upon the resignation or death of any Officer or the creation by the NGP of a new officer position, the NGP may elect an Officer to fill such office upon the nomination of any member at either a regular meeting or a special meeting of the NGP or may allow such office to remain vacant until the regular election meeting the following May. If a vacancy occurs in the office of the President, the Vice President shall fill out the remaining term of office and a new Vice President shall be elected to serve until the next election or the office may remain vacant.

Section 4.8 Removal of Officers by Membership Vote - Members of the NGP may vote for the removal of any officer. Such removal of any officer will require a two-thirds vote of the members present at a regular meeting provided that there has been at least two weeks notice of the proposed removal to all members of the organization. Upon the removal of any Officer by voe of the membership under this section, the NGP may elect an Officer to fill such office upo the nomination of any member either at a regular meeting or a special meeting of the NGP or may allow such office to remain vacant until the regular election meeting the following May. If the vote for the removal is for the office of the President, the Vice President shall fill out the remaining term of office and a new Vice President shall be elected to serve until the next election or the office may remain vacant.

Section 4.9 Powers and Responsibilities of Officers - Except as provided in Section 4.3 above, the Officers will have sole responsibility for the management of the business of the NGP. In the management and control of the property, business and affairs of the NGP, the Officers are vested with all of the powers possessed by the NGP itself, so far as the delegation of power is not inconsistent with the Oregon Nonprofit Corporation Act, the Articles of Incorporation, or these Bylaws as Amended. The NGP is not organized for profit, and no part of the net earnings shall inure to the benefit of any member. Each officer is expected to attend all meetings of the NGP and participate in all discussions and votes.

Article 5

Meetings and Operating Year

Section 5.1 Notice of Meetings - The number, dates, and times of meetings shall be determined by the Executive Committee. There shall be no less than eight regular NGP meetings a year, with at least two meeting designated as General Membership meetings. The Secretary shall, at least two weeks prior to the annual meetings of elections, budget and calendar approval, give notice of the date, place and time of the meetings generally provided to members electronically and in newsletters or other publications.

Section 5.2 Time and Place - Except as otherwise provided by notice under Section 5.1 above, the time for the regular meeting of the NGP shall be at 6:30pm on the second Tuesday of every month during the operating year of the NGP. The meetings shall be held at a designated Newberg High School facility, unless otherwise stated in the Notice of Meeting .

Section 5.3 Conduct of Meetings - Meetings of the NGP’s members shall generally be conducted in accordance with Roberts Rules of Order, provided, however, that the President or in the absence of the President, the presiding officer at the meeting shall have final decision on all matters of procedure.

Section 5.4 Voting - All NGP members are eligible to vote during the General Membership meetings or at the general membership portion of NGP meeting. The Executive Officers and Board Members shall be eligible to vote on all matters of NGP business presented in the Executive Committee meetings or in the executive portion of the NGP meetings.

5.4.1 Voting at General Membership Meetings - The NGP members, including Executive Officers and Board Members, present during General Membership meetings designated for elections, budget approval, amendments of Articles of Incorporation or Bylaws, or removal of officers from office, or at the general membership portion of NGP business meetings shall constitute a quorum. Motions shall be carried by a majority vote of the NGP members present at these designated meeting. Quorum shall consist of no less than four members in order to vote on the designated matters of business.

5.4.2 Voting at Executive Committee Meetings - The Executive Officers and Board Members present during an Executive Committee meeting or during the Executive Committee portion of NGP business meetings shall constitute a quorum. Motions shall be carried by a majority vote of the NGP Executive Officers and Board Members present at these designated meetings. Quorum shall consist of no less that four members in order to vote on the designated matters of business.

Section 5.5 Operating year - The fiscal year of the organization shall begin on August 1 and end on the succeeding July 31. The administrative year of the organization shall begin on the day of the last membership meeting of the current school year and end at the last membership meeting of the succeeding year.

Section 5.6 Attendance at NGP Meetings - Meetings of the NGP are open to any person who is interested in supporting the vision of the NGP. However, the President or, in the absence of the President, the presiding officer at the NGP meeting of function, shall have the power to order the removal of any person who is disrupting the orderly conduct of business of the meeting. In addition, the Officers shall be entitled to go into an executive session to consider any matter that the Officers believe to be of a sensitive nature.

Article 6

Committees

Section 6.1 Committees and Appointments - The Executive Committee will designate Fundraising, Event, Marketing and Communication, Registration, Calendar, Budget, Senior Project and ad hoc committees which shall have such authority and responsibilities as may be delegated and assigned by the Executive Committee. Each committee shall consist of a chairperson appointed by the Executive Committee, except as otherwise provided herein, and such other persons who are interested in the activities of the NGP and volunteer to become involved in the activities of the committee. Chairpersons are required to attend all meetings of the committees they lead and to attend all regular NGP meetings, or in their absence to designate a person to lead such meeting. Any committee chairperson may resign at any time by delivering written notice of such resignation to the President or Secretary of the NGP. The Executive Committee may remove any committee chairperson from office by vote of a majority of the Executive Officers then in office. A vacancy in any chair of any committee, for whatever reason, may be filled by the Executive Committee for the unexpired term.

Section 6.2 Limitation of Powers of Committees - No committee shall have the authority to authorize distributions, approve dissolution, merger or the sale, pledge or transfer of all or substantially off of the NGP’s assets; adopt, amend, or repeal the Articles of Incorporation or Bylaws; or take any other action prohibited by the Oregon Nonprofit Corporation Act or contrary to the policies or actions of the members. Each committee chairperson shall be asked to compile a committee notebook in which they shall file a written report of all activities including a summary of income and expenses. These notebooks shall be returned to the Vice President no later than the last regular meeting of the NGP. A year-end committee financial report must be submitted to the Treasurer and a copy must be included in the committee notebook. Committee chairpersons shall be present at the monthly NGP meetings and report to the NGP on the activities of their committee upon the request of the President, or the Vice President. The Chair of each Committee shall present a work plan to the Executive Committee, and no committee work shall be undertaken without the approval of the Executive Committee. Unbudgeted or over budget expenditures must be approved by a majority vote of Executive Committee members present at a meeting.

Section 6.4 Event Committee - The Event Committee shall consist of senior parents/guardians and plan and execute the Safe and Sober Celebration. However, no action for the benefit of the NGP shall be decided upon without the prior approval of the NGP. Event Committee will; report to the Vice President, shall consist of a chair to serve on the Board appointed by the Executive Committee and any other persons who are interested in the activities of the NGP and volunteer to become involved in the activities of the Event Committees. Such committee may consist of but not limited too researching venue, t-shirt design, entertainment, transportation and prizes and shall work within the allocated budget voted on by the Budget Committee.

Section 6.5 Fundraising Committees - The Fundraising Committees shall each plan and coordinate specifically designated fund raising activities for the NGP. However, no fundraising activity for the benefit of the NGP shall be conducted without the prior approval of the NGP. All Fundraising Committees will; report to the Vice President, shall consist of a chair to serve on the Board appointed by the Executive Committee and any other person who are interested in the activities of the NGP and volunteer to become involved in the activities of the Fundraising Committees. Such committees may consist of but not limited too Raffle, Fireworks, Senior Parking, Wine Pull, PledgeStar, Community Donations, Dine-In, Shred It, Pancake Breakfast, Krispy Kreme, and Paint Night.

Section 6.6 Marketing & Communication - The Marketing and Communications committee shall work to keep open communication lines with parents, staff and the community while marketing and promoting the welfare of the NGP. However, no marketing or communication activity for the benefit of the NGP shall be conducted without the prior approval of the NGP. The Marketing and Communication Committee will; report to the President, shall consist of a chair to serve on the Board appointed by the Executive Committee and any other persons who are interested in the activities of the NGP and volunteer to become involved in the activities of the Marketing and Communication Committee. Committee responsibilities may consist of but not limited too; creating flyers, promoting events, managing Social Media, emailing parents, publishing newsletters, and updating the website.

Section 6.7 Other Ad Hoc Committees - The Executive Committee may from time to time designate one or more Ad Hoc Committees with such responsibilities as the Board may determine. Each Ad Hoc Committee will have either a specified duration or if no duration is specified, shall continue indefinitely until it becomes inactive. Each Ad Hoc Committee will consist of a chairperson appointed by the Executive Committee and any other persons selected by the President who are interested in the activities of the NGP and who volunteer to become involved in the activities of that particular Ad Hoc Committee. The chairperson will report to the Vice President.

6.7.1 Senior Project Scholarship Committee - The Senior Project Scholarship Committee, as an Ad Hoc committee, shall be appointed by the Executive Committee and shall consist of four or five NGP members. They shall be responsible for reviewing potential scholarship recipients as per established guidelines and selecting who will be awarded scholarship money from the NGP. The amount of Scholarship funds to be awarded will be determined by the NGP membership during the annual budget approval process with recommendation from the NGP Executive Committee.

6.7.2 Senior Project (Dodgeball) Mentorship - As an Ad Hoc committee, a member of the NGP shall serve as Mentor to one or two senior students who take on the Dodgeball Tournament as their Senior Project. The Mentor, with assistance from the President or Vice President, will oversee the organization, implementation and execution of the event by the senior students.

6.7.3 Registration Committee - The Registration Committee, as an Ad Hoc committee, shall be comprised of the President, Treasurer, Fundraising and Event Chairs and any any other persons selected by the President who are interested in the activities of the NGP and who volunteer to become involved in the activities of the Registration Committee. The committee shall be responsible for reviewing the contract between the Senior family/student and the NGP, and organizing the process of registering said Seniors.

6.7.4 Budget Committee - The Budget Committee, as an Ad Hoc committee, will be chaired by the outgoing treasurer and consisting of all incoming and outgoing Executive Committee members. They shall meet and review the last year’s budget and prepare a proposed budget for the coming year to be available to members at least 7 days prior to the June NGP meeting where the annual budget for the coming year shall be voted on by the general membership for approval.

6.7.5 Calendar Committees - The Calendar Committee, as an Ad Hoc committee, will be chaired by the outgoing Fundraising Chairman and consisting of all incoming and outgoing Executive Committee Members. They shall meet and review the last year’s calendar and prepare a proposed calendar for the coming year to be available to members at least 7 days prior to the June NGP meeting where the calendar for the coming year shall be voted on by the general membership for approval.

Article 7

Indemnification

Section 7.1 Indemnification - The NGP shall indemnify to the fullest extent permitted by the Oregon Nonprofit Corporation Act any member who has been made, or threatened to be made a party to any action, suit or proceeding, whether civil, criminal, administrative, investigative, or otherwise (including an action, suit or proceeding by or in the right of the NGP) by reason of the fact that the person is or was a member, officer, employee or agent of the NGP, or a fiduciary as that term is defined in the Employee Retirement Income Security Act of 1974 with respect to any employee benefit plan of the MGP, or serves or served a the request of the NGP as a member or officer, or as a fiduciary of any employee benefit plan of another corporation, partnership, joint venture, trust or other entity or enterprise. The right to and the amount of indemnification shall be determined in accordance with the provisions of the Oregon Nonprofit Corporation Act at the time of the determination.

Section 7.2 Reimbursement of Expenses - The NGP shall pay for or reimburse any and all reasonable expenses incurred by a member or officer who is a party to any action, suit or proceeding in advance of the final disposition of the action, suit or proceeding to the fullest extent permitted by the Oregon Nonprofit Corporation Act.

Section 7.3 Rights Hereunder Not Exclusive - The right to indemnification and to the payment or reimbursement of expenses with respect to any suit, action or proceeding under section 7.1 and Section 7.2 above shall not be exclusive of any other rights to which any member may be entitled to or hereafter acquired under any a stature, provision of the Article of Incorporation, Bylaws, actions by the NGP or Executive Committee, or otherwise, and shall continue as to a person who has ceased to be a member, officer, employee or agent of the NGP and shall inure to the benefit of the heirs, executors and administrators of such person.

Article 8

Amendments

These Bylaws may be amended or repealed by the members at any regular meeting or at any special meeting called for that purpose, provided that two weeks notice of any such meeting shall state that the purpose or one of the purposes of such meeting is to consider a proposed amendment to the Bylaws accompanied by a copy of summary of the proposed amendment or a statement of the general nature of this amendment. After thorough discussion, all proposed amendments will be voted on at the next regular meeting of membership. Any proposed amendment must be approved by two-thirds of the voting members present.

Article 9

Severability and Dissolution

If any provision of these Bylaws is found, in any action, suit or proceeding, to be invalid or ineffective, the validity and the effect of the remaining provisions shall not be affected. In the event that the NGP is dissolved, all of its assets shall be distributed in accordance with decisions or plan made by the previous year’s Executive Committee and consistent with the provisions in the Articles of Incorporation.