BYLAWS OF FIFTY IS NIFTY, INC.
(A Pennsylvania Nonprofit Corporation)
ARTICLE I – NAME AND PURPOSE
Section 1. Name
The name of this corporation is Fifty Is Nifty, Inc. (“the Corporation”).
Section 2. Purpose
This Corporation is organized exclusively for charitable and educational purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code.
The Corporation’s purpose includes promoting lifelong learning, community engagement, workforce readiness, educational forums, and initiatives that empower individuals in midlife and beyond while supporting intergenerational collaboration and community development.
No part of the net earnings of the Corporation shall inure to the benefit of any private individual except as permitted under Section 501(c)(3).
ARTICLE II – NON-DISCRIMINATION
The Corporation shall not discriminate on the basis of race, religion, gender, age, national origin, disability, or any other protected status in the administration of its programs or activities.
ARTICLE III – MEMBERSHIP
The Corporation shall have no voting members. All corporate powers shall be exercised by or under the authority of the Board of Directors.
The Board may establish non-voting supporters or advisory participants as it deems appropriate.
ARTICLE IV – BOARD OF DIRECTORS
Section 1. Authority
The affairs of the Corporation shall be managed by its Board of Directors.
Section 2. Number
The Board shall consist of not fewer than two (2) directors and not more than five (5) directors, as determined by resolution of the Board.
Section 3. Qualifications
Directors must support the mission and purposes of the Corporation.
Section 4. Terms
Directors shall serve two (2) year terms and may be re-elected.
Section 5. Vacancies
Vacancies may be filled by majority vote of the remaining director(s).
Section 6. Removal
A director may be removed by majority vote of the Board whenever removal is in the best interest of the Corporation.
ARTICLE V – OFFICERS
Section 1. Officers
The officers of the Corporation shall include:
- President
- Secretary
- Treasurer
The Board may create additional officer positions if needed.
Section 2. Election and Term
Officers shall be elected by the Board and serve one-year terms, renewable.
Section 3. Duties
President: Oversees activities and presides at meetings.
Secretary: Maintains corporate records and meeting minutes.
Treasurer: Oversees financial matters and reporting.
ARTICLE VI – MEETINGS
Section 1. Annual Meeting
The Board shall hold at least one annual meeting.
Section 2. Regular Meetings
The Board shall meet at least once per year and more frequently as needed.
Section 3. Special Meetings
May be called by the President or any director.
Section 4. Quorum
A majority of the directors then in office shall constitute a quorum.
(With two directors, both must be present.)
Section 5. Voting
Each director shall have one vote. Actions require majority vote unless otherwise specified.
Meetings may be held in person or electronically.
ARTICLE VII – COMPENSATION
Directors shall serve without compensation.
The Corporation may reimburse reasonable expenses or pay reasonable compensation for services rendered consistent with Section 501(c)(3) requirements and after full disclosure of any conflicts of interest.
ARTICLE VIII – CONFLICT OF INTEREST
The Corporation shall maintain a written Conflict of Interest Policy consistent with IRS guidelines.
Directors and officers must disclose any financial interest in matters before the Board and abstain from voting where a conflict exists.
ARTICLE IX – INDEMNIFICATION
The Corporation shall indemnify directors and officers to the fullest extent permitted under Pennsylvania law, provided they acted in good faith and in the best interest of the Corporation.
ARTICLE X – FISCAL YEAR
The fiscal year shall be January 1 through December 31 unless otherwise determined by the Board.
ARTICLE XI – AMENDMENTS
These bylaws may be amended by majority vote of the Board, provided notice of the proposed amendment is given in advance.
ARTICLE XII – DISSOLUTION
Upon dissolution of the Corporation, assets shall be distributed exclusively for one or more purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code, or to federal, state, or local government for a public purpose.