Assembly of San Diego
Assembly Bylaws
THE ASSEMBLY COMMITTEE, INC. OFFICES
EXECUTIVE COMMITTEE
DIRECTORS
President
The President shall preside at meetings of the Assembly Committee. With the sanction of the Board of Directors, the President shall appoint committees not otherwise provided for, and shall be a member ex-officio of all committees. The President shall, with another authorized officer, sign all contracts and obligations usually pertaining to the office. The commitment is:
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Lead 3 Board Meetings a year
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Attendance at 2-3 dances
(1st) Vice-President
The Vice-President shall assist the President and perform the duties of the President as needed in her absence. The commitment is:
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Attend 3 Board Meetings a year
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Attend 2-3 dances
Secretary
The Secretary shall keep a permanent minute book containing the minutes for the meetings of the Assembly Committee and Board Meetings and shall maintain a record of the members of the Board of Directors, a record of the budget, the annual reports and other such information as deemed necessary. The Secretary shall be responsible for the regular reports due to the California Attorney General and California Secretary of State. The commitment is:
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Attend 3 Board Meetings a year
Treasurer
The Treasurer shall be the custodian of all books of accounts and financial matters and such, and shall prepare the annual budget for approval by the Board and Membership. The Treasurer shall collect all dues and assessments and receive all monies in accordance with the approved budget; expenses not provided for in the budget shall be paid only upon approval of the Board of Directors. The Treasurer shall keep full and accurate accounts, and shall present financial statements at the Board meetings of The Assembly Committee. The Treasurer shall turn over to their successor, all books and financial records as audited including transferring all financial institution accesses. They shall be responsible for all tax filing and reporting to the California Franchise Tax Board and the Internal Revenue Service. The collection of dues will be invoiced electronically. The commitment is:
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Attend 3 Board Meetings a year
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Manage ongoing payment of expenses
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Monitoring of incoming payments while members are paying
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Preparing 3 financial reports for Board and presenting at Board meetings
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Works with Student/Parent Membership Chair to confirm all students have paid dues
2nd Vice-President: Dance Director: The Dance Director shall oversee the planning and execution of all dance functions including reservations, security, chaperones, and printing/mailings. They will work closely with the Chaperone Chair to ensure the correct number of chaperones will be in attendance.
3rd Vice-President: Student Membership/Area Chair Director
The Membership/Area Chair Director shall gather all the student membership lists from each Area Chair, with accurate and working email addresses. The Membership/Area Chair Director will work with the Information Technology Director to initiate the online membership invitation process and will work with the Treasurer to confirm that all money deposits match with membership applications. The commitment is:
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Attend 3 Board Meetings a year
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Lead Student Membership Drive in March-October
Information Technology (IT) Chair
The Information Technology Director shall keep the Assembly website updated regarding event dates and locations, rules, and bylaws. .IT Director will manage registration information and payments and distribute communications, etc. The IT Director will keep current list of paid registrants and sibling interest form. The IT Director will work closely with the Membership/Area Chair Director and the Treasurer to confirm that all money deposits match with membership applications. The commitment is:
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Attend 3 Board Meetings a year
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Manage Student Membership Registration & Payments March-October (& throughout the year)
Chaperone Chair
Work with the Dance Chair (who will provide them with the number of chaperones needed) then they will reach out to the individual areas to tell them how many to provide. They work directly with the area chairs and dance chair. The chaperone chair will collect the names from the area chairs and they will be responsible for managing the chaperones on the night of the dance after the dance chair briefing. They rotate the jobs to make sure the parents are where they are supposed to be, and shall coordinate the responsibilities of each Area Chair. The Chaperone Chair shall coordinate with the Dance Chair and oversee the staffing and chaperone’s activities during the dance events. Chaperones are filled by volunteers and professional security. The commitment is:
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Attend 3 Board Meetings a year
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Attend all dances to coordinate volunteers
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Work with Dance Chair to determine number of chaperones needed 3 weeks prior to the dance
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Recruits chaperones via the Area Chairs
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Helps recruit Area Chairs for the following year
Area Chair
Area Chair shall be responsible for obtaining and coordinating both Adult and Student Membership of the assigned Area, preparing a list of adult and student membership with accurate emails for invitations, hold the mandatory Area Meeting for all members to go over the rules and policies of The Assembly Committee. The Area Chair shall keep an updated list of all members within their area, working with IT to monitor RSVPs to each dance, making sure that all members abide by the dress code and zero tolerance policies. The commitment is:
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Attend 3 Board Meetings a year
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Attend/chaperone all 3 events
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Work with Area Chair Director to fulfill number of chaperones needed (3 weeks prior to the event)
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Recruit chaperones for each event
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Recruit Area Chairs for the following year
Adult Members
Adult Members will be recruited by the Area Chairs and will be responsible for nominating and voting on students from their area that will be invited to participate in Assembly. There should be 160 paying adult members ($35 per adult), estimated around 20 adult members per area. The commitment is:
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Attend informational meeting with the Area Chair(s)
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Chaperone events (number of chaperones change with each dance)
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Help secure lists and email addresses
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They can nominate 3-5 people each
Director of Governance
The Director of Governance shall review and update the Bylaws, Standing Rules, and Waivers yearly. The commitment is:
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Attend 3 Board Meetings a year
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Review and update of Bylaws and Standing Rules before the commencement of the upcoming school year
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Answer Governance questions on an as-needed basis
THE ASSEMBLY COMMITTEE AREAS BY ZIP CODE
Beaches - 92109
College - 92115, 92116, 92119, 92120
Coronado - 91932, 92118
Grossmont - 91935, 91941, 91943, 91945, 91977, 92019, 92020, 92021, 92022, 92071, 92072, 92090
La Jolla - 92037
Mission Hills - 92103, 92104, 92105, 92108, 92110, 92111, 92123
North County - 92007, 92009, 92014, 92024, 92067, 92075, 92091, 92126, 92127, 92128, 92129, 92130
Point Loma - 92106, 92107
Scripps Ranch - 92131
Tierrasanta - 92124
University City - 92117, 92121, 92122
BYLAWS OF THE ASSEMBLY COMMITTEE, INC. INCORPORATED AUGUST 7, 1953
ARTICLE I - NAME
1.1 Name
The name of this organization shall be The Assembly Committee, Inc.
ARTICLE 2 - PURPOSE AND POLICIES
2.1 Purpose
The purpose of The Assembly Committee shall be to operate as a non-profit organization as a parent organization to sponsor social dancing groups.
2.2 Non-Profit
This corporation is organized and operated exclusively for the purposes set forth in Section 2.1 hereof within the meaning of Internal Revenue Code section 501(c)(7).
2.3 Limitations
No substantial part of the activities of this corporation shall consist of carrying on propaganda, or otherwise attempting to influence legislation, and this corporation shall not participate or intervene in any political campaign (including the publishing or distribution of statements) on behalf of any candidate for public office.
2.4 Assets
The property of this corporation is irrevocably dedicated to the purposes in Article 2 hereof and no part of the net income or assets of this corporation shall ever inure to the benefit of any director, officer or member thereof or to the benefit of any private person.
2.5 Dissolution
Upon the dissolution or winding up of this corporation, its assets remaining after payment, or provision for payment, of all debts and liabilities of this corporation shall be distributed to a nonprofit fund, foundation or corporation which is organized and operated exclusively for charitable, educational and/ or religious purposes and which has established its tax-exempt status under Internal Revenue Code section 501(c)(7).
2.6 Policies and Standing Rules
The policies of The Assembly Committee shall be governed by the membership. In addition to the Bylaws there shall be Standing Rules as may be necessary to provide detailed policy and procedure for all the functions of this organization provided such Rules are not in conflict with the Bylaws.
2.7 Non-Discrimination Policy
It is the policy of The Assembly Committee to ensure equal opportunity and access without discrimination or harassment on the basis of race, color, religion, sex, sexual orientation, gender identity or expression, disability, national origin or any other characteristic protected by law. The Assembly Committee prohibits any such discrimination or harassment.
ARTICLE 3 - MEMBERSHIP
3.1 Qualifications
Membership in the Assembly Committee shall be limited to residents of San Diego County. There shall be three classifications of membership: Active, Associate and Student. The Assembly Committee reserves the right to refuse membership to any member for just cause, at our sole discretion.
ACTIVE: Adults who are parents of present student members may be Active Members. Adult members who are active and in good standing may vote and hold office. Active members must attend their area meetings. Each active adult member must be willing to participate in at least one dance during the year. If the active adult member fails in these requirements, that adult member may be asked to resign. There may be no more than 25 active adult members per area, with the exception of up to three Associate members who are reinstated to Active status. Transfers between areas, because of change of address, will be handled by the two area chairpersons involved.
ASSOCIATE: In order to garner a future Student Membership (a legacy spot) for a younger sibling who is not of Assembly age, a parent of the current Student Member must become an Associate Member during the interval between the students. An Associate Member must request their legacy spot and become an Active Member, no later than March of student’s 9th grade year in order to join in the fall. This request must be in writing to their area chairperson. An Associate Member is also available to former Assembly parents who maintain an interest in the Assembly Committee. An Associate Member may attend meetings or serve on committees, but are not required to do so. An Associate Member cannot vote.
STUDENT: Girls and Boys in the tenth, eleventh and twelfth grade. They shall be residents of San Diego County. They shall be recommended from the area in which they reside. The number of Student Members shall be limited. Membership shall be on a one-year basis.
3.2 Admission to Membership
New Student Members shall be proposed to the Area Chair by Adult Members. New Active Adult Members shall be proposed to the Adult Membership Chair.
3.3 Resignations
Any member of the Assembly Committee who is in good standing may resign. Resignations shall be made in writing to the Area Chair(s) and forwarded to the Corresponding Secretary of the Assembly Committee.
3.4 Dropped Members
The Assembly Committee may drop members by a vote of the Board of Directors after a fifteen-day notice in writing stating the cause of the action, for conduct which is likely to endanger the welfare, interest, or character of The Assembly Committee or for any conduct in violation of the Bylaws or Rules of The Assembly Committee. Rules established as Zero Tolerance will be enforced. Violations will cause the students to be dropped from membership and they will not be invited to attend future events.
ARTICLE 4 - BOARD OF DIRECTORS
4.1 Officers
The Assembly Committee, Inc. shall have an Executive Committee and additional Directors.
(a) The Executive Committee shall consist of the President, Vice-President, Secretary, and Treasurer.
(b) Additional Board members shall consist of the Adult Member Chair, Student Member Chair, Directory Chair, Dance Committee Chair, Chaperone Chair, Area Chair - Chair, and all Area Chairs.
4.2 Nominations
Nominations for all board members will be submitted at the January board meeting to create the slate. The slate will be voted on at the annual meeting.
4.3 Election and Term
The nomination slate shall be elected at the Annual Meeting of the Assembly Committee for a term of one year. They shall assume their duties immediately following the Annual Meeting.
4.4 Powers and Duties
The Board of Directors shall have general charge and control of the affairs, funds and property of The Assembly Committee, Inc. They shall present to the Membership the proposed financial and program activities for ratification. The Executive Committee shall have the power to make decisions between Board meetings.
(a) PRESIDENT: The President shall preside at meetings of the Assembly Committee. With the sanction of the Board of Directors, the President shall appoint committees not otherwise provided for, and shall be a member ex-officio of all committees. The President shall, with another authorized officer, sign all contracts and obligations usually pertaining to the office.
(b) VICE-PRESIDENT: The Vice-President shall assist the President and perform the duties of the President as needed in her absence.
(c) SECRETARY: The Secretary shall keep a permanent minute book containing the minutes for the meetings of the Assembly Committee and Board Meetings and shall maintain a record of the members of the Board of Directors, a record of the budget, the annual reports and other such information as deemed necessary. The Secretary shall be responsible for the regular reports due to the California Attorney General and California Secretary of State.
(d) TREASURER: The Treasurer shall be the custodian of all books of accounts and financial matters and such, and shall prepare the annual budget for approval by the Board and Membership. The Treasurer shall collect all dues and assessments and receive all monies in accordance with the approved budget; expenses not provided for in the budget shall be paid only upon approval of the Board of Directors. The Treasurer shall keep full and accurate accounts, and shall present financial statements at the Board meetings of the Assembly Committee. The Treasurer shall turn over to their successor all books and financial records as audited including transferring all financial institution accesses. The Treasurer shall be responsible for all tax filing and reporting to the California Franchise Tax Board and the Internal Revenue Service.
(e) ADULT MEMBERSHIP CHAIR: The Adult Membership Chair shall be responsible for creating the adult membership invitations and compiling the current Adult Membership lists as provided by the Area Chairs, and for arranging a tea for the new Adult Members.
(f) STUDENT MEMBERSHIP CHAIR: The Student Membership Chair shall gather all the student membership lists from each Area Chair and make sure everything is in the same format and all money deposits match with membership applications.
(g) 2nd VP DANCE CHAIR: The Dance Chair shall oversee the planning and execution of all dance functions including reservations, security, chaperones, and printing/mailings.
(h) CHAPERONE CHAIR: The Chaperone Chair shall coordinate with the Dance Chair and oversee the staffing and chaperone’s activities during the dance events. Chaperones are filled by volunteers and professional security.
(i) 3rd VP AREA CHAIR-CHAIR: Shall coordinate the responsibilities of each Area Chair
(j) AREA CHAIR(s): Each Area Chair shall be responsible for obtaining and coordinating both Adult and Student Membership, issuing invitations, overseeing payment, preparing list of adult and student membership for the directory, hold the mandatory Area Meeting for all members to go over the rules and policies of The Assembly Committee. The Area Chair shall keep an updated list of all members within their area, obtaining RSVP’s to each dance, making sure that all members abide by the dress code and zero tolerance policies.
4.5 Vacancies
Mid-Term vacancies among the Executive Committee shall be filled by election by the remaining Board of Directors. Remaining vacancies may be filled by the President with Executive Committee approval until the expiration of the term of office.
4.6 Board Meetings
Regular Board meetings are scheduled for the Monday following each dance event. Additional meetings of the Board of Directors shall be called at the discretion of the President. Special meetings may be called upon the request of three members of the Board of Directors. Ten-day notice of all meetings shall be given. However, written waiver of notice of time and place of such meetings, signed by the Directors, may be accepted in lieu of notice otherwise required.
4.7 Quorum
One third (1/3) of the Board of Directors shall be present at the meeting to constitute a quorum.
ARTICLE 5 - COMMITTEES
5.1 Standing Committees
Standing committees are at the discretion of the Board of Directors.
ARTICLE 6 - MEETINGS OF THE ASSEMBLY COMMITTEE
6.1 Annual Meeting
The Annual Meeting of The Assembly Committee shall be held in April or the last meeting of the fiscal year. Elections shall be held at this time. Student Members are not required to attend.
6.2 Other Meetings
Other meetings shall be called at the discretion of the President who will designate the time and place. Any ten Active Adult Members upon written request to the President and/or the Board of Directors may call a special meeting. Student Members are not required to attend.
6.3 Voting
Active Adult Members in good standing may vote, in person or virtually, at meetings of the Assembly Committee.
6.4 Quorum
One quarter (25%) of the Active Members shall be present at the meeting to constitute a quorum.
6.5 Attendance
Attendance at the Area Meetings is required.
6.6 Notices
Written notices of Membership Meetings shall be sent to each adult member at least ten days prior thereto.
6.7 In Good Standing
Any member shall be In Good Standing who complies with the requirements of dues, attendance, and participation as required by the Bylaws.
ARTICLE 7 - FINANCIAL ARRANGEMENTS
7.1 Fiscal Year and Audit
The fiscal year shall be from July 1 to June 30. The books of the Assembly Committee shall be audited at least annually by a certified public accountant and a copy of the complete audit shall be available to each member. Books shall be kept in accordance with sound accounting practices.
7.2 Membership Dues
Yearly dues of at least one dollar shall be charged to each member of the Assembly Committee. The Board of Directors shall designate the amount to be paid by each classification.
(a) PAYMENT: Dues shall be payable within 30 days after the first notice from the Assembly Committee. Members whose dues are not paid within 60 days may be dropped at the discretion of the Board of Directors.
(b) REFUNDS: Refunds of dues will not be made to members resigning or being dropped during the fiscal year or due to event cancellation in instances beyond the Assembly Committee’s reasonable control such as, but not limited to, acts of God, accidents, epidemic, pandemic, quarantine, earthquake or other manmade/natural disasters, governmental acts or omissions, change in laws or regulations.
(c) DATES: Adult member dues are payable in March for the next year’s events. Student member dues are payable in full before June 30 for the next year’s events.
7.3 Insurance
Two separate policies, Liability insurance and Directors and Officers Insurance in an adequate amount shall be carried to protect the organization and its members. Insurance will be paid in September of each year.
7.4 Assessments
Additional assessments may be levied in the event that monies at hand are insufficient to cover an outstanding debt.
7.5 Bond
The Treasurer shall be bonded in an amount determined by the Board of Directors.
ARTICLE 8 - MISCELLANEOUS
8.1 Inspection of Corporation Records
The books of account and minutes of the proceedings of the Member and Directors, and of any committee of the Directors, shall be open to inspection at any reasonable time upon the written demand of any Director. Such inspection may be made in person or by an agent or attorney, and shall include the right to make photocopies and extracts.
8.2 Execution of Contracts
The Board of Directors may authorize any officer, or officers, agent, or agents, chair or chairs to enter into any contract or execute any contract or execute any instrument in the name of and on behalf of the corporation; and such authority may be general or confined to specific instances. Unless so authorized by the Board of Directors, no officer, agent, or employee shall have any power or authority to bind the corporation by any contract or engagement or to pledge its credit or render it liable for any purpose or in any amount. Provided, that pursuant to Section 5214 of the California Nonprofit Corporation Law, any such contract or instrument between the corporation and any third person, when signed by the Executive Committee of the corporation, shall be valid and binding upon the corporation in the absence of actual knowledge on the part of such third person that the signing officers had no authority to execute the same.
8.3 Annual Statement of Certain Transactions and Indemnification Pursuant to Section 6322 of the California Nonprofit Corporation Law, the Board of Directors shall cause an annual statement of the transactions and indemnifications specified in Section 6322 to be delivered to the Directors and the Member not later than one hundred twenty (120) days after the close of the fiscal year. If the corporation issues an annual report, this requirement shall be satisfied by including the required information in the annual report.
8.4 Corporate Loans. Guarantees and Advances
The corporation shall not make any loan of money or property to or guarantee the obligation of any Director or officer, except as is expressly allowed under Section 5236 of the California Nonprofit Corporation Law.
8.5 Public Inspection and Disclosure
The corporation shall comply with the provisions of Section 6104 of the Internal Revenue Code and Section 301.6104(d) et seq. of the Internal Revenue Regulations to provide copies of the following documents to members of the public who make a written request for public inspection of such documents:
(a) The Corporation’s Application for Recognition of Exemption (Form 1023) filed with the Internal Revenue Service (“IRS”), including all documents submitted to the IRS in support of such application, and all documents issued by the IRS with respect to such application; and
(b) The Corporation’s annual returns filed with the IRS (Form 990 or 990EZ) filed with the IRS for the last three (3) accounting years preceding the request.
8.6 Political Activities
The corporation shall refrain from any intervention in any political campaign on behalf of, or in opposition to, a candidate. The corporation shall not make any political expenditure or lobbying expenditure, which will result in the loss of, or otherwise adversely affect its status as a tax-exempt organization under the Internal Revenue Code of 1986, as amended.
8.7 Construction and Definitions
Unless the context otherwise requires, the general provisions, rules of construction and definitions contained in the general provisions of the California Nonprofit Corporation Law and in the California Nonprofit Public Benefit Corporation Law shall govern the construction of these bylaws. If any sections of the California Nonprofit Corporation Law or the California Nonprofit Public Benefit Corporation Law specifically referred to in these bylaws are subsequently reorganized or renumbered, these bylaws shall be interpreted to refer to the reorganized or re-numbered sections. In the event that anything contained within these bylaws, including any delegation of authority or description of procedures, conflicts with the articles of incorporation or applicable law, including the California Nonprofit Corporation Law or the California Nonprofit Public Benefit Corporation Law, the articles of incorporation to the extent not consistent with such laws, and then such laws shall govern.
ARTICLE 9 - AMENDMENTS
9.1 Bylaws
These Bylaws may be amended or repealed by any of the following: (a) By the Board of Directors, provided, however, that the Directors may not alter the number of Directors and provided also that any amendments made by the Directors shall be subject to the power of the members to change or repeal.
(b) The vote or written assent of a majority of the Members or the vote of a majority of a quorum at a meeting duly called for such a purpose.
CERTIFICATION of BYLAWS for THE ASSEMBLY COMMITTEE
The undersigned hereby certifies that:
1. I am the duly appointed and acting Secretary of THE ASSEMBLY COMMITTEE (the “Committee”).
2. The Bylaws of the Corporation, as attached hereto, were approved on October 19, 2022, upon the approval of the Board of Directors of the Committee at the meeting duly held on October 19, 2022.
3. Such approved Bylaws, are the current Bylaws of the Committee and are in full force and effect.
IN WITNESS WHEREOF, I have executed this Certificate on October 19, 2022.
Bonnie Franklin Secretary
Updates: 4/9/2024 by Greta Pate
Added Information Technology Job description added.
"2nd VP"-Dance Director
"3rd VP" Area Chair-Chair