BYLAWS OF NEVADA OUTDOOR SCHOOL
Revised July 2015
Nevada Outdoor School (NOS) is a not-for-profit
organization, established under the Laws of the State of Nevada, to operate in
harmony with the rules, regulations, policies, mission, and direction of partnering
and cooperating organizations when applicable.
Mission: Nevada Outdoor School inspires exploration of the
natural world, responsible stewardship of our habitat and dedication to
Vision: At Nevada Outdoor School, we envision a world where
all people have the opportunity to learn and grow outdoors and choose to do
so. Our youth will have the desire and
skills to become engaged and active citizens. We will help motivate the next generation of leaders, scientists and
great thinkers. We will not hide from
our need to use or from our responsibility to respect and conserve the Earth’s
natural resources. In the society we
see, no child born will be the last to be inspired by the natural world.
The name of this organization shall be Nevada Outdoor
School, hereafter called
The mission of Nevada Outdoor School (NOS) is to inspire
exploration of the natural world, responsible stewardship of our habitat and
dedication to community.
In creating this program we have a profound understanding
that the primary vehicle by which any given culture perpetuates its basic
values is through its educational system. We believe that collaboratively designing and implementing a curriculum
and volunteer program, which meets the needs of the community, promotes inquiry
based education practices and empowers students of all ages to be active
citizens, will create a dramatic acceleration and cultural shift towards a
responsible land ethic and amount of community volunteers in the mainstream of
NOS is a non-membership organization.
- NOS shall consist of a governing Board of Directors,
a staff Executive Director and other staff as necessary to carry out
- The Board of Directors will ideally consist of seven
members. Board officers shall be
President, Vice President and Treasurer with the others serving as general
- New Board
members will be appointed by vote from the sitting board. All appointed members will be eligible
to serve a four-year term with an option to renew twice for a maximum
tenure of 3 terms (12 years).
- The Board shall have fiduciary responsibility for NOS
during their time in office and will be covered under sufficient Directors
and Officers as well as general liability insurance.
- Qualifications: strong interest in the NOS mission, desire to help facilitate the
success of NOS programs and bring sustainable ideas to rural Nevada. Must be willing to share time, talent
and resources with NOS. Must take
on a sense of fiscal responsibility for the wise spending of donated or
earned funds of the program. Must be
willing to stay well informed about the organization.
- Officer Nominations and Elections:
- Board members and the Executive Director will
propose new nominations for officers and general members
- Only those persons having consented to serve shall
be nominated or elected to a general position or office
- Elections shall be by voice or written ballot and
will occur at the annual meeting.
- The Board Member shall assume their duties at the time
- Terms of Office: All Officers shall be elected to serve
for two years or until their successors are elected. The office of President will be elected
in odd years, while the offices of Vice-President and Treasurer will be
elected in even years. The terms of
office for all members shall begin when elected. No member shall be eligible to serve
more than two consecutive full terms in the same office. An officer who is appointed to fill a
vacant position will not have that partial term count towards their
possible two consecutive full terms.
- Vacancy in Office: Vacancy in offices other than that of President may be appointed by
the Board of Directors. Vacancy in
the position of President will be filled by the Vice-President until a new
election can occur. Any officers
appointed to fill a vacancy will only fulfill the remaining term of their
predecessor. When the original term
is completed, new elections will take place as usual.
- In addition to the regular voting members, the NOS
Board may from time to time have the need to utilize knowledgeable
individuals to facilitate NOS functions, such as grantsmanship, fiscal
accountability, report preparation, etc. These requirements for such specialties may exceed the combined
knowledge of the Board, Director and staff. NOS may elect to retain the services of
such individuals in a non-voting capacity, and will be designated as an Ad
Hoc Board Member. The title can
only be conveyed by a majority vote of the regular Board members. Any Ad Hoc member will not be held to
the strict attendance code that Board members must abide by, but should be
encouraged to attend as many functions as possible so that they fully
understand the NOS mission, as well as how NOS functions. A person serving in such capacity will
be required to be reappointed at the end of a three year term, if he/she
so desires, by a majority affirmative vote by the Board.
DUTIES OF THE
BOARD OF DIRECTORS
Officer duties are be further detailed in their
General duties of the Board of Directors include but
are not limited to the following:
Hire the Executive Director
Approve the annual budget and any necessary budget
changes throughout the year
Support NOS in the community at large
Approve the annual report
Formal evaluation of the ED once a year
Participate in a Board evaluation once a year
Any other business as may be referred to it by NOS
Board and staff members.
Fix the hour and place of meetings.
Documents: The President
of the Board of Directors has signing authority on all regulatory documents
necessary for doing business as a non-profit corporation, grants, agreement and
reporting documents. This power shall
also be designated to the Executive Director in faith of good practice as
outlined in the Executive Limitations Policy.
AmeriCorps Program Director will be designated to have signing authority over
documents pertaining specifically to the management of members and host sites
within the AmeriCorps program.
Bank Accounts: The Treasurer and one other designated Board Member shall have signing
authority on NOS bank accounts. This
power shall also be designated to the Executive Director in faith of good
practice as outlined in the Executive Limitations Policy. Other staff members may be permitted by Board
approval to have signing authority if so required.
The Board will meet at least 4 times per year. All meetings are open to the public for a
portion; the Board will decide at the meetings opening if a portion will be
A meeting held each year in September shall be known as
the Annual Meeting. The purpose of the
Annual Meeting is the election of officers, approval of the budget, receiving
reports of officers and committees and any business that may arise.
Special Meetings may be called by the President or at
the request of the Executive Director. The purpose of the meeting shall be stated in the call and other
business may be conducted if necessary.
meetings must be announced with minimum of one week notice. Special Meetings must be announced with at
least 2 days notice.
Each board member has one vote on all issues.
Quorum: half of
the total board members shall constitute a quorum, which will be required at
any meeting in order to conduct business.
A majority of members present will be required to pass
a motion with a minimum of 3 votes
The President shall cast any tie-breaking votes if
Electronic voting may take place when necessary via e-mail
Committees will be established on an as needed basis.
All policies and activities of NOS shall meet with the
approval of the cooperating organizations as required by those organizations.
The rules contained in the current edition of Robert’s
Rules of Order, Newly Revised shall be ignored as long as folks can behave
themselves. Meetings will proceed
AMENDMENT OF BYLAWS
These bylaws may be amended at any regular meeting by a
The principal office of NOS for the transaction of its
business is located at 655 Anderson Street, Winnemucca, NV 89445.