The Amended Articles of Incorporation of The New Jersey Council of the Blind Inc., a not for profit Corporation. Articles of incorporation of the undersigned of the majority of citizens of the United States desiring to form a not for profit Corporation, under the not for profit Corporation law of the State of New Jersey 15: 18-20 New Jersey Domestic and Corporation Act do hereby certify on the Certificate of Incorporation affixed to this document New Jersey Council of the Blind Inc. shall be referred to as the Corporation throughout this document.
ARTICLE I - NAME
This organization shall be known as The New Jersey Council of the Blind, Inc., (The Corporation) formerly known as the Congress of New Jersey Organizations of the Blind, Inc.
ARTICLE II - PURPOSE
The Corporation is organized exclusively for charitable purposes under Section 501(c)(3) of the Internal Revenue Code or corresponding future section of any tax code.
The Corporation is to strive for the betterment of the blind and visually impaired (blind) community:
ARTICLE III - MEMBERSHIP
Section 2 - Application
Section 3 - Representation:
Each local chapter will be represented in the Corporation by its voting members. At meetings of the Corporation, all members of local chapters and members-at-large present shall constitute the Assembly in which each member shall be entitled to one vote. This voting will be by verbal vote or a secret ballot when deemed appropriate. In case of a tie vote, the president of the Corporation is to cast his/her vote to break the tie. Each local chapter will be expected to send at least one representative to each Corporation meeting.
Section 4 - Resignation:
Resignation of any local chapter shall be in writing.
Section 5 - Suspension and Expulsion
Any local chapter or member-at-large may be suspended or expelled by a two-thirds (2/3) vote of the Assembly after a formal hearing. In the proceedings to suspend or expel, the local chapter or member-at-large charged shall have the right to vote.
Section 6 - Voting
Voting members shall be voting members of the local chapters and members-at-large of the Corporation.
ARTICLE IV – MEETINGS
Section 1 - Number of meetings.
There shall be at least three meetings per year, one of which shall be designated as The Annual Meeting. Times and places for these and other meetings may be fixed by the Assembly or by the Executive Committee hereinafter created. A special meeting must be called by the Executive Committee, upon the written request of the local chapters. Members shall be notified at least 15 days in advance of all Corporation meetings.
Section 2 – Quorum.
A quorum shall consist of a majority of local chapters in good standing plus 50 percent of the Executive Committee.
Section 3 - Procedural Rules.
The meetings of the Corporation and its committees shall be governed by these by-laws. Robert's Rules of Order, Revised will govern any issue not addressed in these by-laws.
ARTICLE V- FINANCE
Section 1 – Dues.
Dues shall be paid by the local chapters and members-at-large at a fixed amount per member as determined by the Executive Committee, at their discretion.
Section 2 - Payment of dues.
Dues shall be payable at or before the Annual Meeting. Each local chapter must submit an updated membership list with their dues payment. The membership lists shall include member’s name, current address, phone number (please indicate any unlisted numbers), e-mail address, choice of format for The New Jersey Council of the Blind Chronicle and the American Council of the Blind Braille Forum, voting status in local chapter and whether the person is legally blind or sighted. All payments shall be acknowledged in writing.
Section 3 - Failure to pay dues.
Any local chapter or member-at-large in arrears in dues shall be considered not in good standing.
ARTICLE VI - OFFICERS AND EXECUTIVE COMMITTEE
Section 1 - Election of Officers
The officers shall be elected at the even numbered year at the annual meeting by a majority of the General Assembly present and shall be as follows: President, First Vice-President, Second Vice-President, Secretary and Treasurer. A Nominating Committee shall propose a slate of officers. Nominations may be made from the floor at that meeting. Voting shall be conducted by popular vote. The officers will serve a two year term and shall begin on January 1 of the next year. All responsibilities of the officers leaving office should be completed before the new officer takes over.
Section 2 - Executive Committee
The Executive Committee shall consist of the Officers of the Corporation, the immediate Past President and three legally blind representatives appointed by the incoming President who will serve two year terms. Every effort should be made to ensure regional representation. Standing committee chairpersons shall be ex officio (non voting) members of the Executive Committee.
Section 3 - Vacancies
If a vacancy should occur between elections of officers in any positions on the Executive Committee, except in the offices of President or First Vice-President, the Executive Committee, in conformity with the requirements for holding office contained herein may, by majority vote, elect an individual to serve in the position until the next election. If a vacancy should occur during the term of office of the President or the First Vice-President, the First Vice-President and/or the Second Vice-President shall succeed to the next higher office and shall serve for the remainder of the term.
ARTICLE VII - DUTIES OF THE OFFICERS AND EXECUTIVE COMMITTEE
Section 1 - President
The President shall be the chief executive officer of the Corporation; he/she shall preside at all meetings, shall be Chairperson of the Executive Committee, and appoint all committees. The President shall serve no more than two consecutive elected terms and shall be legally blind.
Section 2 - First Vice-President
The First Vice-President shall assume all of the duties of the President when he/she is unable for any reason to fulfill them. This person shall be legally blind.
Section 3 - Second Vice-President
The Second Vice-President shall assume all of the duties of the President when both President and First Vice-President are unable for any reason to fulfill them. This person shall be legally blind.
Section 4- Secretary
The Secretary shall be responsible for receiving and sending all correspondence carried on in the name of the Corporation. He/she shall maintain custody of all said correspondence. The Secretary shall be responsible for keeping a record of all meetings of the Assembly and Executive Committee. He/she shall have custody of all minutes and correspondence of the Corporation.
Section 5 - Treasurer
The Treasurer shall be responsible for receiving and disbursing the funds of the Corporation, subject to the supervision of the Executive Committee and in line with the general policies of the Corporation, as set forth by the General Assembly. Such funds are to be deposited in a bank approved by the Executive Committee, and easily accessible by the Treasurer. He/she shall have custody of all financial and corporate records of the Corporation.
Section 6 - The Executive Committee
The Executive Committee shall meet regularly and report on such meetings to the Assembly; gather information on matters pertaining to the work and interests of the Corporation and make such information available to the members; call meetings of the Assembly when needed or duly requested; review the books of the Treasurer periodically and supervise the disbursing of funds; recommend fund raising activities; supervise the handling and maintenance of all properties and assets of the Corporation; carry out the wishes of the Assembly; represent the Corporation and carry on its functions between meetings of the Assembly, subject to the known general policies of the Corporation as set forth by the Assembly. No part of the net earnings of the Corporation shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons. The Corporation shall be authorized to pay reasonable compensation for services rendered consistent with Internal Revenue Code section 501(c)(3) purposes. No substantial part of the activities of the Corporation shall be the carrying on of propaganda or otherwise attempting to influence legislation. The Corporation shall not participate in the publishing, or distribution thereof, and the Corporation shall not participate or intervene in the publication and the distribution of statements of any political campaign on behalf of on any position of any candidate for public office. Notwithstanding any other provisions of these articles the corporation shall not carry on any 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 or corresponding to any future federal tax code.
ARTICLE VIII – DISSOLUTION
If at any time the Corporation shall disband, it shall be decided by three quarters (3/4) of the members present at a quarterly meeting (including members on a conference call). Upon dissolution of the Corporation the assets shall be distributed to the American Council of the Blind and/or an organization with similar mission to the NJCB. Such organizations must be of section 501(c)(3) of the Internal Revenue Code with respect to charitable purposes or corresponding to any future federal tax code.
ARTICLE IX - AMENDMENTS
Amendments to the Constitution may be proposed at any meeting of the General Assembly and shall there after be submitted in writing to the local chapters for consideration at their home meeting. A two-thirds (2/3) favorable vote at the next regular meeting shall be required for passage of an amendment.
We the undersigned certify that this document was approved with an effective date of August 1, 2019.
Frank Schack, President Date:
Joyce Schack, Secretary Date: