Article I – Name

The name by which this corporation shall be known is the Lake Concert Band, Inc.

Article II – Purpose

The purpose of the Lake Concert Band is to provide an outlet for its members to pursue their musical aptitude and provide various music styles to the public for their enjoyment and relaxation in concerts throughout the Central Florida area.

Article III – Activities

Section 1. The Lake Concert Band will perform concerts and provide music for various civic and patriotic activities in Lake County and the immediate vicinity. The band may also be available for musical presentations at local communities and may perform at other activities and/or venues at the discretion of the board.

Section 2. No substantial part of the activities of this corporation shall be the carrying on of propaganda or otherwise attempting to influence legislation, and this corporation shall not participate in, or intervene in (including the publishing or distribution of statements), of any political campaign on behalf of, or in opposition to, any candidate for public office.

Article IV – Finances

Section 1. The Lake Concert Band, Inc. is a Florida State nonprofit organization and is tax exempt under section 501(c)(3) of the Internal Revenue Code.

Section 2. The activities of the corporation will be financed through grants, donations and contributions from individuals, other organizations and businesses.

Section 3. No part of the net earnings of this corporation shall inure to the benefit of, or be distributable to, its members, directors, officers or other private persons, except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the principles of this corporation.

Section 4. The fiscal year of the corporation shall be from April 1 through March 31.

Article V – Membership

Membership in this corporation shall be open to all individuals in sympathy with its purposes. Band members shall show musical competency and shall participate regularly in all rehearsals and performances.

Article VI – Board of Directors

Section 1. This Corporation shall have a Board of Directors consisting of nine (9) members who will be elected by the band members at their annual meeting in April. Board members will serve for a period of three (3) years. Three (3) new board members will be elected each year. No board member shall be eligible to serve more than two consecutive three (3) year terms. The Music Director shall be an ex-officio member of the Board of Directors, but will have no vote.

Section 2. In the event of the resignation or other premature termination of service of any duly elected director, the President shall nominate a new director to serve out the remainder of the term of office of the terminating director with the approval of the Board of Directors.

Section 3. Directors shall be nominated from among the band and the general membership and be elected at the annual meeting.

Section 4. A quorum of the majority of the Board of Directors is required to conduct the business of the corporation.

Section 5. Directors shall serve without compensation except that they shall be allowed reasonable advancement or reimbursement of expenses incurred in the performance of their duties.

Section 6. Any board member who fails to attend two (2) consecutive meetings without prior notice to the President shall be subject to removal by an unanimous vote of the remaining board members.

Section 7. The directors shall not be personally liable for the debts, liabilities or other obligations of the corporation.

Section 8. The directors and officers of the corporation shall be indemnified by the corporation to the fullest extent possible under the laws of the State of Florida.

Article VII – Officers

Section 1. The officers of the corporation shall be President, Vice President, Treasurer and Secretary.

Section 2. The officers shall be elected by the new Board of Directors at their organizational meeting following the annual meeting and the election of new board members in April.

Section 3. The President shall preside over the conduct of all meetings of the corporation, shall be an ex-officio member of all committees and shall represent the corporation in all legal matters and public affairs.

Section 4. In the absence of the President, the Vice President shall fulfill the duties and obligations of the President.

Section 5. The Treasurer shall maintain the financial records of the corporation; shall issue financial statements to the Board of Directors; prepare an annual financial statement for the membership for the annual meeting; and file all financial information required for government reports.

Section 6. The Secretary shall take minutes of all meetings and record them in the corporate record book; keep a list of the membership together with their addresses, telephone numbers and e-mail addresses; notify the directors and the members of the time and location of all meetings; and conduct the correspondence of the corporation.

Article VIII – Music Director

The Music Director shall be appointed by the Board of Directors. The Music Director, in consultation with the Board of Directors and the band members, shall be responsible for all concerts, performances and rehearsals. The Music Director shall have the final decision on all musical matters and in the selection of musicians for performances.

Article IX – Committees

Standing committees of the corporation shall be the Nominating and Auditing Committees. Additional committees may be appointed at the direction of the Board of Directors.

Section 1. The nominating committee shall be appointed in March and shall present a slate of candidates for directors two (2) weeks prior to the elections. Nominations may also be taken from the floor at the annual meeting.

Section 2. The Auditing Committee shall be appointed by the President in March and shall do an annual audit of all the financial records of the corporation and present a report to the Board of Directors prior to the annual meeting.

Article X – Meetings

Section 1. Meetings of the Board of Directors shall be held as deemed necessary by the members, the board or the President at a time and place designated by the board.

Section 2. An annual meeting of the membership shall be held in April at a date, time and location set by the Board of Directors. Members shall be notified in writing, by electronic mail or by announcement at least two (2) weeks prior to the date of the meeting. Twenty-five (25) members shall constitute a quorum.

Section 3. Special meetings may be called by the President at any time. Such a call must be issued upon receipt of a written request signed by at least ten (10) band members in which the matter(s) to be considered are enumerated. The Secretary shall mail each band member a notice stating the date, time and place of such a meeting stating the matter(s) to be considered at the special meeting.

Article XI – Parliamentary Procedure

Robert’s Rules of Order, current edition, shall govern the proceedings of this corporation, when not in conflict with these bylaws or the Articles of Incorporation.

Article XII – Nondiscrimination Policy

This corporation shall follow an equal opportunity policy, and all programs and activities are available to all persons without regard to race, creed, color, religion, national origin, sex, sexual orientation, age, disabilities, veteran status or marital status. This policy also applies to outside vendors, use of contractors and consultants and in dealing with the general public.

Article XIII – Dissolution

In the event of the dissolution of the corporation, and prior to the completion thereof, all of the remaining assets, property, and income owned or held by the corporation shall be expended for, or applied to, the purposes of the corporation, one or more of such purposes, by transferring and conveying such assets, property and in come to one or more corporations or organizations organized and operated exclusively for charitable or educational purposes, to which exemption from income taxes has been granted under Section 501(c)(3) of the current Internal Revenue Code (or the corresponding provision of any future United States Internal Revenue law), and no part of such remaining assets, property or income shall be distributed to members or to any other person whatsoever.

Article XIV – Amendments

Amendments to these bylaws may be made at any meeting of the general membership by a two thirds vote of those present after notification in writing to each member at least two (2) weeks before the meeting at which the voting is to take place.

Ratified this 15th day of March 2007
Amended: November 13, 2008
Amended: April 16, 2015