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Bylaws of the Philanthropic Planning Group of Greater New York

 

Article I NAME AND PURPOSE

The organization shall be known as the Philanthropic Planning Group of Greater New York (“PPGGNY”). Its purpose is to provide continuing education in topics related to charitable gift planning for fundraising professionals employed by not-for-profit organizations, independent consultants, and those in related professions who have an interest in this field. PPGGNY is a 501(c)(3) not-for-profit corporation incorporated in the State of New York and affiliated with the National Association for Charitable Gift Planners (NACGP), formerly the Partnership for Philanthropic Planning (“PPP”).

 
Article II MEMBERSHIP

Any individual interested in charitable gift planning may become a member. All members shall have voting rights. Any organization paying the membership dues for an individual will have the right to substitute another individual if they do so in writing to the management company.

Section 1. Duration of Membership; Resignation. Membership in PPGGNY may terminate by voluntary withdrawal as herein provided, or as otherwise provided in these Bylaws. All rights and privileges of a member in PPGGNY shall cease on the termination of membership. Any Member may voluntarily withdraw from membership by giving written notice of such intention to PPGGNY. The Membership Services Chair shall notify the Board of Directors of the withdrawal of a Member at the next succeeding meeting of the Board of Directors.

Section 2. Suspension and Termination of Membership. Any PPGGNY Membership may be suspended or terminated, for cause. Sufficient cause for suspension or termination of membership shall be violation of these Bylaws, nonpayment of membership dues, fees or assessments, if any, violation of any lawful rule or practice duly adopted by PPGGNY as criteria for membership, or any other conduct prejudicial to the interests of PPGGNY. Proceedings for suspension or termination of a Member may be instituted by a petition to the Board of Directors in writing signed by one-tenth (1/10) of the Members, or by the Board of Directors on its own motion. The affirmative vote of two-thirds (2/3) of the entire membership of the Board of Directors shall be required in order for a Member to be suspended or expelled. A statement of the cause on which such action is based shall be mailed by certified mail to the last recorded address of the Member at least fifteen (15) days before final action is taken thereon. This statement shall be accompanied by a notice of the time and place of the meeting of the Board of Directors at which time the charges shall be considered and the Member shall have the opportunity to appear by its representative and present any defense to such charges before final action is taken thereon. 

The Board of Directors shall have the authority to establish specific criteria applicable to the suspension or termination of Members. 

Section 3.  Honorary Membership.  The PPGGNY Board shall award Honorary Memberships by majority vote to those individuals who have provided exemplary service to PPGGNY.  Such individuals may include members, speakers, sponsors and Presidents Emeriti (those persons who have been elected to such status by the membership after completing a term as President of PPGGNY). Individuals holding Honorary Memberships shall be exempt from paying annual membership fees and shall be able to attend all programs at the member rate.

Article III OFFICERS

Section 1. Executive Board: The Executive Board will consist of a President, Vice President, Treasurer, Secretary and the Immediate Past President. The Executive Board will be empowered to vote on adoption of, changes and amendments to the Bylaws and to conduct the regular business of PPGGNY as described below.

Section 2. Qualifications: Those individuals who spend a significant portion of their time in planned giving or estate planning will be eligible for election as officers. However, the majority of the members of the Board must be full time employees of not-for-profit organizations.

Section 3. Tenure: Officers will be elected for a term of two years, beginning with the election of officers for the 1999–2000 season. 

Section 4. Duties and Responsibilities:

    President: The President will preside over regular meetings of PPGGNY. He or she will schedule meetings of the Executive Board and the Board from time to time as needed and will preside over said meetings. In consultation with the Board, the President will authorize formation of committees and will appoint chairs of such committees. In consultation with the Board, the President will make appointments to fill any vacancies that occur on the Board with individuals meeting the requirements set forth in above Article III, Section 2. The President may, at his or her option, serve as or appoint another individual or individuals to carry out any or all of the obligations of the official delegate(s) to NACGP.

    Vice President: The Vice President will, in the absence, disability or resignation of the President, perform all the duties of the President. The Vice President will work with and coordinate the activities of the Program Committee. The Vice President will serve as Chair of Planned Giving Day NYC, and may select one or more Co-Chairs to assist in this role.

    Treasurer: The Treasurer will, in conjunction with the management company, be responsible for the collection of all dues, additional fees and applications for membership and will act as custodian of the funds, maintain appropriate bank accounts, authorize the payment of all verified, authorized bills, make budget recommendations and report on the financial condition to the Board at least once each year.

    Secretary: The Secretary will, in conjunction with the management company, work with and coordinate the activities of the Membership Services Committee. The Secretary will maintain the official roll of members, and maintain all correspondence between PPGGNY and NACGP.  The Secretary will also prepare and distribute minutes of all Executive Board and Board meetings.

    Immediate Past President: The Immediate Past President will serve as Chair of the Nominating Committee (see details under "Nominating Committee" below). Beginning with the election of officers for the 1999–2000 season, he or she will appoint members to the Nominating Committee consisting of two prior past presidents and two non-Board members of his or her choosing, without further authorization from the Board. If either or both of the two prior past presidents are not available, then they shall be replaced with a member or members of the Immediate Past President’s choosing.

 

Section 5. Vacancies. Any vacancy among the Board caused by death, resignation, removal or otherwise may be filled by a majority vote of the remaining Board members entitled to vote. In the event the vacancy is created by an increase in the number of Board members by amendment of the Bylaws, the election of the additional Board Member(s) shall be by vote of the remaining Board Members. A Board Member chosen to fill a vacancy caused by other than an increase in the number of Board Members shall serve for the remainder of the unexpired term for which the previous Board Member was designated or elected. The Nominating Committee shall nominate one or more candidates to fill such vacancy or vacancies.

Section 6. Removal. Any Board Member may be removed, with cause, by the Board of Directors whenever two-thirds (2/3) of all Directors entitled to vote shall vote in favor of such removal.

Section 7: Indemnification: PPGGNY agrees to indemnify each officer and Board member from liability arising out of good-faith actions in support of duties described herein. PPGGNY will also maintain Directors and Officers insurance to cover all Board and committee members.


Article IV COMMITTEES

Section 1. There shall be eight standing committees:

  1. Nominating Committee: The purpose of the Nominating Committee will be to solicit candidates to fill the officer positions described above and to present a slate of recommended candidates for such officer positions to the Executive Board for approval. The Chair of the Nominating Committee will publish the approved slate of nominees in the newsletter or meeting notice in advance of the April meeting and will present the approved slate at the April meeting of every other program year. The Chair of the Nominating Committee will preside over the election of officers at the May meeting of every other program year.
  2. Membership Services Committee:  The purpose of the Membership Services Committee will be to oversee the membership activities of PPGGNY including but not limited to recommending annual membership fee, recruiting new members and promoting membership benefits.
  3. Program Committee: The purpose of the Program Committee will be to develop PPGGNY’s monthly programs and to fulfill other educational programming needs of the Group.
  4. Special Events Committee:  The purpose of the Special Events Committee is to plan awards luncheons, annual one-day conferences and other events outside the usual monthly offerings of seminars, breakfasts and luncheons.
  5. Sponsorship Committee:  The purpose of the Sponsorship Committee is to solicit various levels of sponsorship to help underwrite the costs of PPGGNY’s educational programs.
  6. Communications & Marketing Committee:  The purpose of the Communications and Marketing Committee is to promote the mission of PPGGNY. 
  7. Philanthropic Committee: The purpose of the Philanthropic Committee is to formalize PPGGNY’s annual giving program by providing a platform for discussion and prioritizing of needs, soliciting contributions, and awarding funds for special projects, scholarships and other needs that serve PPGGNY and its membership.
  8. Accreditation Committee:  The purpose of the Accreditation Committee is to pursue professional credits for Members who attend PPGGNY programs, including but not limited to CLE, CFRE and CPE.

Section 2. Other Committees: The President may, in consultation with the Board, appoint any other committees deemed appropriate, designate their purposes and terms, and select their chairs.


Article V THE BOARD

Section 1. Board Composition and Meetings.
The Board shall be comprised of the officers and all committee chairs and up to six members at large.    Members at large shall be selected by the Board, either on its own initiative or after an application process.  The Board shall meet regularly and at other times as needed at the discretion of the President.

Section 2. Quorum.
A majority of members of the Executive Board or the members of the entire Board shall constitute a quorum. The power to vote on adoption of, changes and amendments to the bylaws of PPGGNY shall remain vested with the Executive Board. 

Section 3. Tenure
Board members other than members of the Executive Board shall serve a two year term with the potential to be re-nominated for an additional two year term. Thereafter those Board members serving four years must rotate off the Board for one year before nomination for another term.


Article VI MEETINGS

PPGGNY will hold regular meetings on the third Wednesday of each month (unless otherwise noted) from September through April. 

The President may call meetings of the Board or Executive Board from time to time as needed. In lieu of meetings, the Executive Board may conduct business by mail, fax, telephone or email. In any case, in the next regularly scheduled mailing to the membership, the Secretary will inform the membership of any Executive Board action that affects the general membership.

Article VII ELECTIONS

All officers for the next term will be elected at the annual meeting of every other program year. Elections will be held according to PPGGNY’s tradition, by a stand up/sit down vote. One tenth of PPGGNY’s voting members, as determined by the Secretary, will constitute a quorum.


Article VIII DUES AND FINANCES

Section 1. Annual Dues: The amount of the dues charged for membership in PPGGNY and the schedule for collection of such dues will be determined by the Board upon recommendation of the Membership Services Committee. Dues will cover the fiscal year from July 1 –June 30 of the following year.

Section 2. Bank Accounts: All bank accounts will be registered in the name of the Philanthropic Planning Group of Greater New York. Any member of the Executive Board will be authorized to conduct business on such accounts. Only one signature will be required on checks.

Section 3. Dissolution: PPGGNY may be dissolved by a vote of two thirds of the members. Upon dissolution, all assets will be distributed to an organization or organizations qualified as tax exempt organi¬zations under Section 501(c)(3) of the Internal Revenue Code or to a successor organization. The recipient organization(s) will be selected by the Executive Board.

Section 4. Salaries and Fees: No officer will receive compensation as an officer for services to or for PPGGNY. Reimbursement of reasonable expenses, duly documented and approved by the Executive Board, may be paid. Reasonable fees, as approved by the Executive Board (including, but not limited to, accountant’s and management fees), may be paid for services rendered.

Article IX AMENDMENTS

These Bylaws may be amended by a vote of the Executive Board. The above Bylaws were adopted by a vote of the Executive Board of the Planned Giving Group of Greater New York on the 21st day of February, 1990, Wayne Mones, President. The Bylaws were amended on the 12th day of July, 1991, Sarah Arciszewski, President; on the 20th day of August, 1993, Michael Anderson, President; on the 18th day of January, 1995, Jan Hesbon, President; amended and restated on the 28th day of December, 1995, Grace Timberlake, President; on the 28th day of January, 1998, Mohammad Zaidi, President; on the 17th day of September, 2003, Barbara Diehl, President; on the 3rd day of March, 2005, Barbara Diehl, President; amended and restated on the 15th day of November, 2006, William Samers, President; amended and restated on the 19th day of December 2007, Margaret M. Holman, President; amended and restated on the  15th day of April 2009 by the Executive Committee of the Planned Giving Group of Greater New York, now known as the Philanthropic Planning Group of Greater New York, Margaret M. Holman, President; amended and restated on the 21st day of September, 2011, Alexandra P. Brovey, President; amended and restated on the 12th day of June, 2013, Alexandra P. Brovey, President; amended and restated on the 22nd day of June, 2016, Meryl R. Cosentino, President.



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