Last updated: 6/12/2025
Bylaws of The Remembered Table
A Nonprofit Corporation
ARTICLE 1 – NAME AND PURPOSE
Section 1 – Name: The name of the organization shall be The Remembered Table. It shall be a nonprofit organization incorporated under the laws of the State of Texas.
Section 2 – Purpose: The Remembered Table is organized for the purpose of charitable, religious, educational, scientific, literary, testing for public safety, and preventing cruelty to children as the term “exempt purpose” is defined by Section 501(c)(3) of the Internal Revenue Code.
ARTICLE II – MEMBERSHIP
Section 1 – Membership: Membership shall consist of the Board of Directors
ARTICLE III - BOARD & GOVERNANCE
Section 1. General Powers. The board is responsible for overall policy and direction of the association, and delegates responsibility of day-to-day operations to the staff and committees as it sees necessary.
Section 2. Number and Qualifications. The Board shall consist of no fewer than three (3) and no more than fifteen (15) members. Board members shall be persons who are at least eighteen (18) years of age who have demonstrated an interest in the purposes of the corporation.
Section 3. Meetings. The Board shall meet at least quarterly, at a time and place determined by the Board. Meetings may be facilitated online. Additional meetings may be called by the Board Chair or any two (2) Board members. Notice of any meeting of the Board shall be given to each member at least ten (10) days in advance of such meeting.
Section 4. Officers. The officers of this nonprofit corporation shall be a Chairperson, a Secretary, and a Treasurer.
Section 5. Election and Term of Office. Members shall be elected by the Board as needed at the meeting at the close of the fiscal year. A general majority is required for election. Board members shall serve a term of two (2) years, and may serve for a maximum of two (2) consecutive terms. Board members may be re-elected after a one (1) year hiatus from serving on the Board. The title and role of each board member may rotate on an annual basis as agreed upon by the board members.
Section 6. Duties. The duties of the officers shall be as follows:
(a) The Chairperson shall call all meetings of the corporation and of the Board, shall preside or arrange for other members of the Executive Committee to preside at each meeting, and shall perform such other duties as may be assigned by the Board.
(b) The Secretary shall be responsible for keeping records of board actions, including overseeing the taking of minutes at all board meetings where such a request is made by all the other board members in attendance. The secretary/treasurer shall also be responsible for distributing copies of such minutes, and assuring that records are maintained.
(c) The Treasurer shall be responsible for the financial affairs of the corporation, and shall chair the finance committee, assist in the preparation of the budget, help develop fundraising plans, and make financial information available to the board members, and to the public as deemed appropriate by the board.
Section 7. Committees. The Board may create one or more committees, consisting of two or more Directors or members of the corporation. The shall appoint the members of the committees and the chairperson of each committee. Each committee shall have the power to make recommendations to the Board of Directors and to perform such other duties as may be assigned to it by the Board.
Section 8. Founder. The founder, Katherine Boyd, shall not be restricted to term limits on the board.
Section 9. Removal. A board member, including the founder, may be removed for other reasons by a 2/3 vote of the remaining directors.
Section 10. Fiscal Year. The fiscal year shall run from July 1-June 30.
ARTICLE IV – ACCOUNTABILITY
Section 1. Financial Accountability. At the end of each fiscal year the Board shall engage a third-party accountant to audit the financial affairs of the corporation and share the results of the full assessment with donors along with their annual report. Additionally, the board will release a financial report quarterly to the public.
Section 2. Leadership Accountability. At the end of each fiscal year, the Board shall engage a third-party consultant to audit the operations and leadership of the corporation to assess for current or potential avenues to abuse and abuse reporting structures within the organization. The Board will share the findings of the assessment with donors and beneficiaries with their annual report.
ARTICLE V - STAFF
Section 1. Operations. The executive director has day-to-day responsibilities for the organization, including carrying out the organization’s goals and policies.
Section 2. Removal of Executive Director. The board may terminate the Executive Director by a 2/3 vote of the members.
ARTICLE VI - AMENDMENTS
Bylaws may be amended when necessary by 2/3 majority of the board of directors.
CERTIFICATION
These bylaws were approved at a meeting of the board of directors by a 2/3 majority vote on June 12, 2025.