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FUTURE BRAVE ENDOWMENT FUND BYLAWS

ARTICLE I

Name, Seal and Offices

1. Name. The name of this Endowment Fund is The Future Brave Endowment Fund (the "Endowment").
2. Office. The principal location for operations will be the Maconaquah School Corporation Administration Building, located at 7932 South Strawtown Pike,, Bunker Hill, IN 46914.

 ARTICLE II

Purpose and Operation

1. Purpose. A well-rounded education for students includes activities beyond the classroom that foster leadership, collaboration, fitness and other elements. To help promote this essential part of a well-rounded education, the purpose of the Future Brave Endowment Fund shall be to support and raise funding for the extracurricular activities, both athletic and non-athletic, of the Maconaquah School Corporation (the “Corporation”) at all grade levels.
2. Revenues. In order to fund its support of the extracurricular activities, the Endowment will solicit contributions, in cash or property, from any lawful and appropriate source.  Such solicitation may take any lawful and appropriate form that the Endowment Board members in their discretion may choose.  This may include but not be limited to annual fund raising programs, facility naming agreements, proceeds from concession and event ticket sales, fund raising events, direct solicitations, and mass mailings. 

ARTICLE III

Members

The Endowment shall have no Members. ARTICLE IV

Directors

1. Election. The business and property of the Endowment shall be managed and controlled by a Board of Directors. The directors need not be employees of the Corporation. The directors shall be elected by a majority vote of the Board of Directors as then is constituted at the annual meeting of the Board of Directors, or, if not so elected, at a special meeting of the Board of Directors called for that purpose by any two (2) directors.
2. Number. The number of directors of the Endowment shall be up to but not more than 20 directors, unless changed by a resolution adopted by a majority of the members of the Board of Directors.  The Board of Directors shall determine the qualifications for membership on the Board of Directors.  The number of initial directors of the Endowment shall be five (5).
3. Resignation. Any director may resign at any time by giving written notice of such resignation to the Board of Directors.      
4. Duties. The affairs of the Endowment shall be managed by the Board of Directors. The Board of Directors shall present a report annually to the Maconaquah School Board showing in appropriate detail the following:
5. The assets and liabilities, including the trust funds, of the Endowment as of the end of the fiscal year;
6. The principal changes in assets and liabilities, including trust funds, during the year immediately preceding the date of the report;
7. The revenue or receipts of the Endowment for the year immediately preceding the date of the report;
8. The expenses or disbursements of the Endowment during the year Immediately preceding the date of the report;

The Board of Directors will also provide information as requested by the Maconaquah School Board at any time throughout the year or as the Board of Directors deems necessary to keep the school board informed. 

 ARTICLE V

Officers, Agents and Representatives

1. Agent. The Board of Directors will appoint the Northern Indiana Community Foundation with powers to perform financial acts and decisions with invested funds on behalf of the Endowment as the Board of Directors may see fit, to the extent authorized by law.
2. Principal Officers. The principal officers of the Endowment shall be a President, a Treasurer and a Secretary. The Endowment may also have such subordinate officers as may be appointed in accordance with the provisions of these Bylaws.  Any of the offices may be held by the same person.

(a)   President.  The President shall be the president and chief executive officer of the Endowment and as such shall have general supervision of the affairs of the Endowment, subject to the control of the Board of Directors.  The President shall preside at all meetings of the Board of Directors.  Subject to the control and direction of the Board of Directors, the President may enter into any agreement and may execute and deliver any agreement, instrument or document in the name and on behalf of the Endowment.  In general, the President shall perform all duties and have all the powers incident to the office of the President, as herein defined, and all such other duties and powers as, from time to time, may be assigned to the President by the Board of Directors.

(b)   Treasurer.  The Treasurer shall have charge and custody of, and be responsible for, all funds and securities of the Endowment and shall deposit all such funds in the name of the Endowment in such banks or other depositories as shall be selected by the Board of Directors.  The Treasurer shall upon request exhibit at all reasonable times the books of account and records to any of the directors of the Endowment during business hours at the office of the Endowment where such books and records shall be kept, including the providing of a written monthly report to the Board of Directors; shall render upon request by the Board of Directors a statement of the condition of the Endowment at any meeting of the Board of Directors; shall receive, and give receipt for, monies due and payable to the Endowment from any source whatsoever; and, in general, shall perform all duties as from time to time may be assigned by the President or the Board of Directors.  The Treasurer shall give such bond, if any, for the faithful discharge of his or her duties as the Board of Directors may require.

(c)   Secretary. The Secretary shall keep or cause to be kept in the books provided for that purpose the minutes of the meetings of the Board of Directors; shall duly give and serve all notices required to be given in accordance with the provisions of these Bylaws and by law; shall be custodian of the records of the Endowment and attest to all documents, the execution of which on behalf of the Endowment under the Secretary’s attestation is duly authorized in accordance with the provisions of these bylaws; and, in general, shall perform all duties incident to the office of the Secretary and such other duties as may, from time to time, be assigned by the President or the Board of Directors.

3. Election and Term of Office. The Officers shall be elected by a majority of the Board of Directors at each annual meeting of the Board of Directors. Each individual elected shall hold office until the next annual meeting or until a successor has been duly qualified and appointed. 

(a)   Term Limits.  An individual may not server more than three (3) consecutive terms in the same office.

(b)   Removal.  Any principal officer may be removed, either with our without cause, at any time, by action approved at a meeting of the Board of Directors by a majority of the directors then entitled to vote.

(c)   Resignations.  Any officer may resign at any time by giving written notice to the Board of Directors, the President or the Secretary.  Any such resignation shall take effect upon receipt of such notice or at any later time specified therein; and, unless otherwise specified therein, no acceptance of such resignation shall be necessary to make it effective.

(d)   Vacancies.  Any vacancy in office may be filled by the Board of Directors at any regular or special meeting of the Board.

ARTICLE VI

Prohibited Activities

1. General Prohibitions. No part of the Endowment’s income, corpus or principal assets shall ever inure to the benefit of, or be distributable to, directly or indirectly, any private individual, and no director or officer of the Endowment may or shall receive any pecuniary benefit from the same; provided, however, that private individuals may be paid such reasonable compensation for services actually rendered and that are necessary to organize the Endowment and to  carry  out  the  purposes  of  the Endowment, as may be fixed in the manner provided by the Board of Directors.  No individual shall be precluded from taking such employment and reasonable compensation by reason of the fact that he or she is a director or officer of the Endowment. The Endowment is expressly precluded from advancing or loaning its directors, officers or employees any money or property.

(b)           The Endowment shall not in any manner or to any extent participate in, or intervene in (including the publishing or distributing of statements), any political campaign on behalf of (or in opposition to) any candidate for public office, nor shall any part of its activities consist of carrying on propaganda or otherwise attempting to influence legislation or any political campaign on behalf of (or in opposition to) any candidate for public office.

(c)           The Endowment shall not accept gifts or other contributions if the use or expenditure of the gift or contribution is subject to any condition which is inconsistent with the purposes of the Endowment as set forth in these bylaws.

(d)           The Endowment shall not conduct or carry on any activities prohibited from being conducted or carried on by an organization exempt from Federal income tax under Section 501(c)(3) of the Code, and the Regulations promulgated thereunder, or by a corporation, contributions to which are deductible under Section 170(c)(2), and which also are described in Section 2055(a)(2) or Section 2522 of the Code.

(e)           The Endowment shall make no advancements for services to be performed in the future, nor shall the Endowment make any loan of money or property, to any director or officer of the Corporation, other than advances of expenses in connection with a possible indemnification matter.

(f)            Notwithstanding any other provisions of these bylaws or any other law, rule or regulation, the Endowment shall:

(i)            Distribute during each taxable year amounts sufficient to avoid liability for the tax imposed by Section 4942 of the Code.

(ii)           Not engage in any act of self-dealing as defined in Section 4941(d) of the Code.

(iii)          Not retain any excess business holdings as defined in Section 4943(c) of the Code.

(iv)          Not make any investment in such manner as to subject the Corporation to tax under Section 4944 of the Code.

(v)           Not make any taxable expenditure as defined in Section 4945(d) of the Code.

2. Prohibition Against Sharing in Corporate Earnings. No member, or person connected with the Endowment shall receive at any time any of the net earnings or pecuniary profit from the operations of the Endowment, and no such person or persons shall be entitled to share in the distribution of any of the corporate assets upon the dissolution of the Endowment.  All members and contributing members of the Endowment shall be deemed to have expressly consented and agreed that upon such dissolution or winding up of the affairs of the Endowment whether voluntary, or involuntary, the assets of the Endowment, after all debts have been satisfied, then remaining in the hands of the Board of Directors shall be distributed to the School District.

ARTICLE VII

Financial Activities

1. Investments. The Endowment shall have the right to retain all or any part of any securities or property acquired by it in whatever manner, and to invest and reinvest any funds held it, according to the judgment of the Board of Directors and these bylaws.
2. Receipt of Funds. The Board of Directors may accept on behalf of the Endowment any contribution, gift, bequest, or devise for the general purpose or for any special purpose of the Endowment. All funds of the Endowment shall be deposited from time to time to the credit of the Endowment at the Northern Indiana Community Foundation.
3. Distribution of Funds. All checks, drafts, or orders for the payment of money, notes, or other evidence of indebtedness issued in the name of the Endowment Fund shall be signed by the secretary-treasurer and counter-signed by the president or the vice-president.
4. Custodian. All funds distributed from invested money will be from the interest or investment returns of the Future Brave Endowment Fund established with the Northern Indiana Community Foundation. At no time, will principal from the fund be used to fund extracurricular activities. The Board reserves the right to determine if and when funds will be withdrawn to support activities. Funds will be distributed to extracurricular activities and clubs as a whole and shall never be distributed to an individual student, coach, or participants.
5. Dissolution. Upon the dissolution of the Endowment and after payment, or provision is made for the payment, of all liabilities and debts of the Endowment, the assets of the Endowment shall be distributed to such organization or organizations that are organized and operated exclusively for public, charitable, religious, scientific, testing for public safety, literary or educational purposes, which purpose then qualifies such organization or organizations for exemption from Federal income tax under the provisions of Section 501(c)(3) of the Code, as the Board of Directors shall determine. Any such assets not so disposed of by the Board of Directors shall be disposed of by the Judge of the county of jurisdiction of the Endowment, exclusively for such purposes which are substantially similar to the Endowment's primary purposes set forth in these bylaws, and to an organization or organizations which are, at the time of such distribution, organized and operated exclusively for public, charitable, religious, scientific, testing for public safety, literary or educational purposes, which purposes then qualify such organization or organizations for exemption from Federal income tax under the provisions of Section 501(c)(3) of the Code. No director or officer of the Endowment, or any private individual, shall be entitled to share in the distribution of any of the assets of the Endowment upon the dissolution or complete liquidation of the Endowment.