WCPC Bylaws

BYLAWS
OF THE
WASHINGTON COUNTY PREVENTION COALITION

 
ARTICLE I
NAME AND OFFICES

Section 1.01. Name.

The name of the corporation shall be Washington County Prevention Coalition, ("WCPC"). The name of the corporation may be changed upon two-thirds (2/3) vote of the Key Leader Board.

Section 1.02. Principal Office.

The principal office of WCPC shall be located in St. George, Utah. The principal office of WCPC may be changed by a two-thirds (2/3) vote of the Key Leader Board.

ARTICLE II
MISSION STATEMENT AND OBJECTIVES

Section 2.01. Mission Statement and Objectives.

Washington County Prevention Coalition exists to “cultivate personal responsibility, individual growth, and a safe healthy community by strengthening collaboration among community entities to reduce substance use among youth and adults through education and awareness of substance abuse trends and appropriate interventions." Our objective is to provide a unified community effort to increase awareness through education of alcohol and substance abuse.

WCPC has been organized, pursuant to the Utah non profit Corporation and Cooperative Association Act, as a non-profit corporation for educational purposes. The corporation exists to increase public awareness of alcohol and substance abuse.

Specifically to:

(a) Support and conduct non-partisan educational and informational activities to increase personal responsibility, individual growth, and public awareness of alcohol and substance abuse trends and appropriate interventions.

(b) Support the health and well-being of community through evidence-based strategies.

(c) Mobilize multiple stakeholders in creating a healthier community by decreasing underage access and pro-consumption environments.

ARTICLE III
ORGANIZATION

Section 3.01. Coalition Structure and Organization.

The Washington County Prevention Coalition (WCPC) shall consist of a Key Leader Board and a Community Board.
ARTICLE IV
KEY LEADER BOARD

Section 4.01. Powers of the Key Leader Board.

The Key Leader Board, hereinafter referred to as the KLB, shall govern and manage the affairs of the WCPC. New Key Leaders will be nominated by the KLB. The Key Leader Board shall have the following powers:

(a) Govern, direct and control the affairs of WCPC, including, but not limited to: its committees, meetings, events and publications.

(b) Determine the policies and procedures used by WCPC and any changes thereto and make such rules and regulations as they deem proper.

(c) Actively pursue WCPC's stated mission and objectives.

(d) Any other powers ascribed to the Key Leader Board in other sections of these Bylaws, the articles or by law.

Section 4.02. Number and Qualifications of Key Leader Board.

The authorized number of Key Leaders of WCPC Key Leader Board shall be not less than five (5) or more than ten (10). The initial five (5) Key Leaders shall be designated in the Articles of Incorporation. The Key Leader Board may choose to change the number of sitting Key Leaders by a two-thirds vote, but the Board may never have less than seven (7) members, nor more than thirteen (13).

Section 4.03. Term and Office of Key Leader Board Members.

Each Key Leader shall serve a two (2) year term from the date of his or her election, with the exception that the original Key Leaders shall draw lots to determine who shall serve 1 or 2-year initial terms of the original Key Leaders. Two (2) Key Leaders shall serve one (1) year, three (3) Key Leaders shall serve two (2) years. Thereafter, the terms of approximately one half (1/2) of the Key Leaders shall expire each year.

Section 4.04. Nomination and Election of Key Leaders.

The Key Leader Board shall make nominations for Key Leaders.

Section 4.05. Nomination of Candidates for Key Leader Board.

The Key Leader Board shall place in nomination one or more candidates for each vacancy on the Board. Additional candidates may be added to the ballot if a petition is received by the KLB from the Community Board, signed by at least twenty percent (20%) of the Community Board.

Section 4.06. Solicitation of Votes for Key Leader Board.

The Board shall formulate procedures that allow a reasonable opportunity for a nominee to communicate to the Board the nominee's qualifications and reasons for the nominee's candidacy, a reasonable opportunity for all nominees to solicit votes, and opportunity for all KLB members to choose among the nominees.

Section 4.07. Use of Corporate Funds to Support Nominee for Key Leader Board.

No WCPC funds may be expended to support or advance the nomination of nominee for Key Leader.

Section 4.08. Election of Key Leader Board Members.

The date of the annual elections shall be set by the Key Leader Board. Elections shall be held annually at a meeting of the KLB with a ballot sent to the KLB. Each KLB Member shall have one (1) vote for each seat that is open. The KLB may also grant the Executive Committee of the Community Board one (1) vote each. All votes must be cast and votes may not be cumulated. The voting rights of the KLB Member or Executive Committee Member may not be delegated to another Member nor may they be exercised by proxy or absentee ballot.

The vote will be tabulated by the KLB in conjunction with the Executive Committee of the Community Board. The candidate receiving the highest number of votes shall be declared elected to the Board. Where Members are voting for more than one Key Leader, the nominees receiving the highest votes shall be declared elected to the Board. The KLB shall resolve ties by lot.

Section 4.09. Vacancies on Key Leader Board.

When a vacancy occurs on the KLB, the remaining Board members shall appoint a replacement for the balance of the vacated term. The appointed Key Leader’s term shall begin upon approval by the KLB and expire on its normal expiration date.

Section 4.10. Meetings of the Key Leader Board and Quorum.

A regular meeting of the KLB shall be held no less than four (4) times per calendar year. Notice and agenda shall be given to each Key Leader not less than ten (10) days before the meeting is held. Special meetings may be called by the Chair or at the request of a majority of the Key Leaders or Community Board. A special meeting may be called with 72 hours notice. A majority of the Key Leaders must be present at any meeting to constitute a quorum.

Section 4.11. Telephone Participation.

One or more Key Leaders may participate in the meeting by means of telephone or video hook-up which allows all Key Leaders to hear and speak to one another. Such participation shall constitute presence in person at the meeting.

Section 4.12. Forfeiture of Office Due to Absence.

An elected Key Leader who is absent for two (2) consecutive regular meetings during a single administrative year will be subject to review by the KLB to determine if the seat should be vacated. If the seat is vacated it shall be filled as provided in section 3.10 above. The KLB shall consider each absence as a separate circumstance and may waive the absence by a majority vote of the KLB.

Section 4.13. Appeals to the Key Leader Board.

Any member or group may appeal to the Key Leader Board a decision made by the community board. The Key Leader Board is the final tribunal within WCPC.

Section 4.14. Compensation and Reimbursement.

Key Leaders and Community Board Members will receive no compensation for their services, but may receive such reimbursement of expenses, as may be determined by Board resolution to be just and reasonable at the time the resolution is adopted.

ARTICLE V
OFFICERS OF THE KEY LEADER BOARD

Section 5.01. Appointment and Term of Office on Key Leader Board.

The elected officers of KLB shall be a Chair of the Board, a Vice Chair of the Board, and a Secretary. The elected officers of the KLB shall be chosen from the Key Leaders by the KLB and serve a term of one (1) year. All officers are elected by the Key Leader Board and serve until their successors have been duly elected and assume office.

Section 5.02. Nomination and Election of Officers on Key Leader Board.

Annually, the Chair shall appoint a Nominating Committee, which is chaired by the Vice Chair, and shall consist of at least two (2) members of the KLB who are not officers, and at least one (1) member of the Executive Committee from the Community Board. Election of Officers shall be held under the direction of the KLB Chair at the next regular meeting, in accordance with the policies and procedures established by the Key Leader Board. All Key Leaders and Executive Committee Members from the Community Board may cast one (1) vote. Two-thirds of the board must vote for the election to be legal. A voting Board Member who has been excused from the meeting may send his/her vote to the Chair in writing. Officers are elected by a plurality of the votes of the Key Leaders. Tie votes that cannot be broken through additional ballots will be resolved by lot. Officers will be installed at the Annual Meeting, which will be held a reasonable time after the end of the fiscal year.

Section 5.03. Duties of the Chair of the Key Leader Board.

The Chair shall be the chief elected officer of WCPC and shall have the following duties:

(a) Serve as the Chair of the Key Leader Board and call and preside at all meetings of the board WCPC. The Chair will work with the KLB secretary to assure that an agenda is prepared for each meeting and role is taken.

(b) Act as WCPC's chief liaison with the Executive Committee of the Community Board to establish the bylaws, business plan, and operational procedures for WCPC.

(c) Work with the KLB and the Community Board to ensure that all administrative processes are in place to serve the membership of WCPC.

(d) Approve formal statements and responses regarding matters of importance to WCPC.

(e) Appoint committee chairperson(s) for projects authorized by the Key Leader Board.

(f) Perform duties as prescribed by the Key Leader Board.

Section 5.04. Duties of the Vice Chair of the Key Leader Board.

The Vice Chair of WCPC shall serve under the general direction of the Chair and have the following duties:

(a) Serve as Chair in the event the Chair is absent, disabled, or unable to serve.

(b) Work with the committee chairperson(s) appointed by the Chair to organize those committees and encourage participation from the general membership.

(c) Establish committee reporting format, frequencies and key milestones with the committee chairperson(s).

(d) Perform duties prescribed by the Chair or Key Leader Board.

Section 5.05. Duties of the Secretary/Treasurer.

The duties of the Secretary of WCPC shall be:

(a) Record or arrange for the recording of proceedings of meetings of WCPC and Key Leader Board, including agendas, roles, and reports.

(b) Work with the Executive Director and the administrative staff to ensure that accurate records are kept.

(c) Keep and publish an accurate historical record of all significant events of the WCPC.

(d) Work with the Chair to ensure that all meetings have an established agenda and ensure that Key Leaders have the agenda in time to prepare for the meeting.

(e) Perform duties as prescribed by the Chair or Key Leader Board.

(f) Direct the establishment of proper accounting procedures for WCPC funds.

(g) Ensure that all WCPC funds are properly managed.

(h) Advise the Key Leader Board and Community Board regarding finances of WCPC.

(i) Report on the financial condition of WCPC at all meetings of the Key Leader Board and other times when called upon by the Chair.

(j) Oversee performance of annual audits.

(k) Prepare an annual financial report that will be presented to WCPC Funding Committee, the Executive Committee and KLB.

(l) Perform duties as prescribed by the Chair or Key Leader Board.

Section 5.06. Removal and Resignation of Officer.

Any officer may be removed for cause by a two-thirds (2/3) vote of the Key Leaders at any regular or special meeting of the Key Leader Board. Cause for removal includes, but is not limited to, behavior or statements detrimental to WCPC or failure to attend fifty (50) percent of the scheduled meetings in a twelve (12) month period.

Any officer may resign at any time by giving written notice to the Key Leader Board. Any such resignation shall take effect as of the receipt of such notice or at a later time specified therein. The acceptance of such resignation shall not be necessary for it to be effective.

Section 5.07. Vacancies on Key Leader Board.

All vacated offices shall be filled from current Key Leaders.

If the Chair vacates office, the Vice Chair shall preside over a special election for the new Chair by the Board unless the vacancy occurs after the election of the following year's officers. In that instance, the Chair-elect will assume the office for the remainder of the term.

All other vacated seats shall be filled by appointment by the Chair, subject to ratification by vote of the Key Leader Board. If the vacancy occurs after the election of a new officer, the elected officer shall be appointed for the remainder of the term.

ARTICLE VI
COMMITTEES OF THE KEY LEADER BOARD

Section 6.01. Standing Committees of Key Leader Board.

The Key Leader Board shall have the following standing committees:

(a) Budget and Finance Committee.

(b) Election Committee.

Section 6.02. Budget and Finance Committee.

This committee shall consist of the Treasurer, the Executive Director and the Key Leader appointed by the Board, and shall be chaired by the Treasurer.

Duties of the committee shall include:

(a) Advise the Key Leader Board regarding the finances.

(b) Develop and approve the yearly budget.

(c) Perform quarterly reviews of the budget and approve changes required to meet the goals and objectives.

(d) Review and approve the accounting and financial system established by the Executive Director and his or her staff.

(e) Make recommendations for the selection of outside accountants.

(f) Make recommendations to the Board on investment of funds.

(g) Perform other duties in connection with finances as required.

Section 6.03. Election Committee.

The Election Committee shall consist of at least three (3) members and shall be chaired by the Vice Chair with two (2) additional non-officer members of the Key Leader Board as appointed by the board.

The duties of this committee are to select candidates for the offices of Chair, Vice Chair, Secretary and Treasurer and nominees for election to the board. The candidates for the office are to be presented to the board at the quarterly meeting prior to the general membership meeting.

ARTICLE VII
COMMUNITY BOARD

Section 7.01. Powers of Community Board.

The Community Board, hereinafter referred to as the CB, shall assist KLB to manage the affairs of the WCPC. New Community Board Members will be nominated by the CB. The Community Board shall have the following powers and duties:

(a) Under the direction of the Community Board Member Board, govern, direct and control the affairs of WCPC, including, but not limited to, its committees, meetings, events and publications.

(b) Actively pursue WCPC's stated mission and objectives.

(c) Oversee and carry out all strategies, techniques, programs and projects of the WCPC.

(d) Any other powers ascribed to the Community Board by the KLB, or in other sections of these Bylaws, the articles or by law.

(e) Attend trainings.

(f) Learn about prevention science and community planning.

(g) Conduct community assessments.

(h) Prioritize risk and protective factors.

Section 7.02. Number and Qualifications of Community Board.

The authorized number of Community Board Members of WCPC Community Board shall be not less than five (13) or more than ten (30). The Community Board may choose to change the number of sitting Community Board Members by a two-thirds vote, but the Board may never have less than seven (13) members, nor more than thirteen (30).

Section 7.03. Term and Office.

Each Community Board Member shall serve a two (2) year term from the date of his or her appointment, with the exception that the original Community Board Members shall draw lots to determine who shall serve 1 or 2-year initial terms of the original Community Board Members. Two (6) Community Board Members shall serve one (1) year, three (7) Community Board Members shall serve two (2) years. Thereafter, the terms of approximately one half (1/2) of the Community Board Members shall expire each year.

Section 7.04. Nomination of Community Board Members.

The Community Board shall make nominations for Community Board Members to the Executive Committee of Community Board. The Executive Committee will provide nominations to the Key Leader Board.

Section 7.05. Nomination of Candidates.

The Community Board shall submit to the Key Leader Board one or more candidates for each vacancy on the Board. Additional candidates may be added to the ballot if a petition is received by the KLB from the Community Board, signed by at least twenty percent (20%) of the Community Board.

Section 7.06. Solicitation of Votes.

The Key Leader Board shall formulate procedures that allow a reasonable opportunity for a nominee to communicate to the Board the nominee's qualifications and reasons for the nominee's candidacy, a reasonable opportunity for all nominees to solicit votes, and opportunity for all KLB members to choose among the nominees.

Section 7.07. Use of Corporate Funds to Support Nominee.

No WCPC funds may be expended to support or advance the nomination of nominee for Community Board Member.

Section 7.08. Election of Community Board Members.

The date of the annual elections shall be set by the Key Leader Board. Elections shall be held at least annually at a meeting of the KLB with a ballot sent to the KLB. Each KLB Member shall have one (1) vote for each seat that is open. The KLB may also grant the Executive Committee of the Community Board one (1) vote each. All votes must be cast and votes may not be cumulated. The voting rights of the KLB Member or Executive Committee Member may not be delegated to another Member nor may they be exercised by proxy or absentee ballot.

The vote will be tabulated by the KLB in conjunction with the Executive Committee of the Community Board. The candidate receiving the highest number of votes shall be declared elected to the Board. Where KLB Members are voting for more than one Community Board Member, the nominees receiving the highest votes shall be declared elected to the Board. The KLB shall resolve ties by lot.

Section 7.09. Vacancies.

When a vacancy occurs on the CB, the remaining Board members, with approval from the KLB and the Executive Committee, shall appoint a replacement for the balance of the vacated term. The appointed Community Board Member’s term shall begin upon approval by the KLB and expire on its normal expiration date.

Section 7.10. Meetings of the Community Board and Quorum.

A regular meeting of the CB shall be held no less than eleven (11) times per calendar year. Notice and agenda shall be given to each Community Board Member not less than five (5) days before the meeting is held. Special meetings may be called by the Chair or at the request of a majority of the Community Board Members or the KLB. A special meeting may be called with 72 hours notice. A majority of the Community Board Members must be present at any meeting to constitute a quorum.

Section 7.11. Telephone Participation.

One or more Community Board Members may participate in the meeting by means of telephone or video hook-up which allows all Community Board Members to hear and speak to one another. Such participation shall constitute presence in person at the meeting.

Section 7.12. Forfeiture of Office Due to Absence.

An elected Community Board Member who is absent for six (6) consecutive regular meetings during a single administrative year will be subject to review by the KLB to determine if the seat should be vacated. If the seat is vacated it shall be filled as provided in section 7.10 above. The CB shall consider each absence as a separate circumstance and may waive the absence by a majority vote of the CB.

Section 7.13. Appeals to the Community Board.

Any member or group may appeal to the Key Leader Board a decision made by the community board. The Key Leader Board is the final tribunal within WCPC.

Section 7.14. Compensation and Reimbursement.

Community Board Members will receive no compensation for their services, but may receive such reimbursement of expenses, as may be determined by Board resolution to be just and reasonable at the time the resolution is adopted.

ARTICLE VIII
OFFICERS OF THE COMMUNITY BOARD

Section 8.01. Appointment and Term of Office.

The elected officers of the CB shall be a Chair of the Board, a Vice Chair of the Board, and a Secretary/Treasurer. The elected officers of the CB shall be chosen from the Community Board Members by the Key Leader Board and serve a term of one and a half (1.5) years. All officers are elected by the Key Leader Board and serve until their successors have been duly elected and assume office.

Section 8.02. Nomination and Election of Officers.

Annually, the Chair shall appoint a Nominating Committee, which is chaired by the Vice Chair, and shall consist of at least two (2) members of the CB who are not officers. Election of Officers shall be held under the direction of the KLB Chair at the next regular meeting, in accordance with the policies and procedures established by the Key Leader Board. All KLB Members and Executive Committee Members from the Community Board may cast one (1) vote. Two-thirds of the board must vote for the election to be legal. A voting Board Member who has been excused from the meeting may send his/her vote to the Chair in writing. Officers are elected by a plurality of the votes of the KLB Members. Tie votes that cannot be broken through additional ballots will be resolved by lot. Officers will be installed at the Annual Meeting, which will be held a reasonable time after the end of the fiscal year.

Section 8.03. Duties of the Chair of the Community Board.

The Chair shall be the chief elected officer of WCPC and shall have the following duties:

(a) Serve as the Chair of the Community Board and call and preside at all meetings of the WCPC. The Chair will work with the CB secretary to assure that an agenda is prepared for each meeting and role is taken.

(b) Act as WCPC's chief liaison with the KLB to establish the Bylaws, Business Plan, and operational procedures for WCPC.

(c) Work with the CB and the KLB to ensure that all administrative processes are in place to serve the membership of WCPC.

(d) Under the direction of the KLB, approve formal statements and responses regarding matters of importance to WCPC.

(e) Appoint committee chairperson(s) for projects authorized by the Community Board.

(f) Provide staff support.

(g) Coordinate training and technical assistance.

(f) Perform duties as prescribed by the Community Board and KLB.

Section 8.04. Duties of the Vice Chair of the Community Board.

The Vice Chair of WCPC shall serve under the general direction of the Chair and have the following duties:

(a) Serve as Chair in the event the Chair is absent, disabled, or unable to serve.

(b) Work with the committee chairperson(s) appointed by the Chair to organize those committees and encourage participation from the general membership.

(c) Establish committee reporting format, frequencies and key milestones with the committee chairperson(s).

(d) Perform duties prescribed by the Chair or Community Board.

Section 8.05. Duties of the Secretary/Treasurer.

The KLB may choose to use the same secretary for the KLB and the CB. The duties of the Secretary/Treasurer of WCPC shall be:

(a) Record or arrange for the recording of proceedings of meetings of WCPC and Community Board, including agendas, roles, and reports.

(b) Work with the Executive Director and the Executive Committee staff to ensure that accurate records are kept.

(c) Keep and publish an accurate historical record of all significant events of the WCPC.

(d) Work with the Chair to ensure that all meetings have an established agenda and ensure that Community Board Members have the agenda in time to prepare for the meeting.

(e) Perform duties as prescribed by the Chair or Community Board.

(f) Direct the establishment of proper accounting procedures for WCPC funds.

(g) Ensure that all WCPC funds are properly managed.

(h) Advise the Community Board and Key Leader Board regarding finances of WCPC.

(i) Report on the financial condition of WCPC at all meetings of the Community Board and other times when called upon by the Chair.

(j) Oversee performance of annual audits.

(k) Prepare an annual financial report that will be presented to WCPC funds.

(l) Perform duties as prescribed by the Chair or Community Board.

Section 8.06. Removal and Resignation of Officer.

Any officer may be removed for cause by a two-thirds (2/3) vote of the Community Board Members at any regular or special meeting of the Community Board. Cause for removal includes, but is not limited to, behavior or statements detrimental to WCPC or failure to attend fifty (50) percent of the scheduled meetings in a twelve (12) month period.

Any officer may resign at any time by giving written notice to the Community Board. Any such resignation shall take effect as of the receipt of such notice or at a later time specified therein. The acceptance of such resignation shall not be necessary for it to be effective.

Section 8.07. Vacancies.

All vacated offices shall be filled from current Community Board Members.

If the Chair vacates office, the Vice Chair shall preside over a special election for the new Chair by the Board unless the vacancy occurs after the election of the following year's officers. In that instance, the Chair-elect will assume the office for the remainder of the term.

All other vacated seats shall be filled by appointment by the Chair, subject to ratification by vote of the Community Board. If the vacancy occurs after the election of a new officer, the elected officer shall be appointed for the remainder of the term.

ARTICLE IX
COMMITTEES OF THE COMMUNITY BOARD

Section 9.01. Standing Committees.

The Community Board shall have the following standing committees:

(a) Executive Committee.

(b) Data Collection, Assessment & Evaluation

(b1) This committee may be divided into two committees at the approval of the executive committee if the Chair of the committee deems necessary.

(c) Public Relations & Community Outreach.

(d) Funding

(e) Youth Involvement

Section 9.02. Executive Committee.

The Executive Committee shall consist of at least three (3) members. It shall include the Community Board Chairperson, the Community Board Vice Chair, and the Community Board Secretary/Treasurer.

Duties of the committee shall include:

(a) Work with the Key Leader Board to establish the Bylaws, Business Plan, and Operational Procedures for WCPC, and finalize the organizational structure.

(b) Work with the KLB to ensure that all administrative processes are in place to serve the membership of WCPC, including the establishment of communication and reporting protocols.

(c) Coordinate fiscal and legal status.

(d) Appoint committee chairperson(s) for the CB sub-committees.

(e) Oversee the projects, conduct and dealings of the Community Board and assure that all ventures work toward the mission statement of the CB.

(f) Develop a process for recruiting and educating new Community Board Members.

(g) Coordinate team-building and recognition activities.

Section 9.03. Data Collection, Assessment & Evaluation Committee

This committee shall consist of a chairperson chosen from one of the thirteen (13) sector reps on the community board, and at least two (2) other community board members.

Duties of this committee shall include:

(a) Collect risk and protective factor data.

(b) Analyze the data

(c) Facilitate the prioritization process.

(d) Facilitate, promote, and or assist with the SHARP Survey.

(e) Collect archival data.

(f) Create a list of priority risk and protective factors.

(g) Reassess risk, protection and youth outcomes.

(h) Report accomplishments and findings.

(i) Develop an inventory of existing community programs, policies and practices.

(j) Create a map or list of the locations of resources in the community.

(k) Assess existing resources.

(l) Identify gaps.

(m) Report accomplishments and findings to the Community Board.

(n) Design and plan an evaluation of the Community Action Plan.

Section 9.04. Community Outreach and Public Relations Committee.

This committee shall consist of a chairperson chosen from one of the thirteen (13) sector reps on the community board, and at least two (2) other community board members.

Duties of this committee shall include:

(a) Maintain contact with stakeholders.

(b) Identify opportunities to educate and involve community members.

(c) Identify opportunities to celebrate success.

(d) Create opportunities for receiving input, promoting benefits and announcing outcomes.

(e) Work with the media.

(f) Develop and maintain a distribution list for the Community Assessment Report.

Section 9.05. Funding Committee.

This committee shall consist of a chairperson chosen from one of the thirteen (13) sector reps on the community board, the secretary/treasurer of the Executive Committee, and at least two (2) other community board members.

Duties of this committee shall include:

(a) Identify resources.

(b) Identify sources of funding.

(c) Develop a long-term funding plan.

(d) Identify and communicate with potential funders.

(e) Write grant proposals.

Section 9.06. Youth Involvement Committee.

This committee shall consist of a chairperson chosen from one of the thirteen (13) sector reps on the community board, and at least one (1) other community board member

Duties of the committee shall include:

(a) Identify existing youth groups.

(b) Recruit youth to serve on the Community Board.

(c) Involve youth in other work-group activities.

(d) Coordinate skills development and youth recognition.

(e) Coordinate and oversee prevention-appropriate activities for youth.

ARTICLE X
DISSOLUTION

Section 10.01. Dissolution.

WCPC shall use its funds only to accomplish the objectives and purpose specified in these Bylaws and no part of WCPC funds shall be distributed to Members. Upon dissolution of WCPC, funds and/or assets remaining shall be distributed to such other non-profit corporations or organizations as the Key Leader Board and the Community Board determines are in need of such funds and/or assets provided their tax-exempt status is verified.

ARTICLE XI
RULES OF ORDER

Section 11.01. Parliamentary Procedure/Rules of Order.

In all matters of procedure not otherwise provide for, the rules contained in the latest edition of Robert's Rules of Order shall govern the conduct of meetings of WCPC in cases where applicable and where consistent with these Bylaws.

ARTICLE XII
CONTRACTS, CHECKS, DEPOSITS AND FUNDS

Section 12.01. Contracts.

The Key Leader Board or Executive Committee of the Community Board (under direction of the KLB) may authorize any officer or officers, agent or agents of WCPC, in addition to the officers so authorized by these Bylaws, to enter into any contract or execute and deliver any instrument in the name or and on behalf of WCPC, and such authority may be general or confined to specific instances.

Section 12.02. Checks, Drafts, etc.

All checks, drafts, orders for the payment of money, notes, or other evidence of indebtedness issued in the name or WCPC shall be signed by such officer or officers, agent or agents of WCPC and in such manner as shall from time to time be determined of the Key Leader Board, such instrument shall be signed by the Executive Director.

Section 12.03. Deposits.

Funds of WCPC shall be deposited from time to time to the credit of WCPC in such banks, trust companies or other depositories as the Key Leader Board may designate.

Section 12.04. Gifts.

The Key Leader Board may accept, on behalf of WCPC, any contribution, gift, and bequest or devise for the general purposes or for any special purpose of WCPC.

ARTICLE XIII
BOOKS AND RECORDS

Section 13.01. Books and Records.

WCPC shall keep correct and complete books and records of accounts and shall also keep minutes of the proceedings of the Key Leader Board and the Community Board.

ARTICLE XIV
FISCAL YEAR

Section 14.01. Fiscal Year.

The fiscal year of WCPC shall be the twelve (12) month period ending on the last day of December.

ARTICLE XV
WAIVER OF NOTICE

Section 15.01. Waiver of Notice.

Whenever any notice is required to be given under the provisions of Law, or the Articles of Incorporation or the Bylaws, a waiver thereof in writing signed by the person or persons entitled to such notice, whether before or after the time stated therein, shall be deemed equivalent to the giving of such notice.

ARTICLE XVI
AMENDMENTS TO BYLAWS

Section 16.01. Amendments to Bylaws.

These Bylaws may be altered, amended or repealed or repealed and new Bylaws may be adopted by a two-thirds (2/3) of the Key Leader Board present at any regular meeting or at any special meeting so long as notice of the proposed change is given to the Key Leader Board in the notice of such regular or special meeting.

ARTICLE XVII
ADOPTION OF BY-LAWS

The foregoing by-laws for the Washington County Prevention Coalition were adopted by a two-thirds vote of all members present at a meeting of the Community Board held March 18th, 2010 at 12:30 o’clock PM at St. George, Utah pursuant to notice duly given.

Dated the 18th day of March, 2010.

By Chairman: __________________________

Vice Chairman: _________________________