Council By-Laws

Article I - Name & Offices
Section 1: Name
The name of the organization shall be Springfield Township Arts and Enrichment Council, referred to hereafter as “council”.
Section 2: Offices
The principle office of the council shall be:
  • Springfield Township Administration Complex
    9150 Winton Road
    Cincinnati, Ohio 45231
The council may also alter its principle office location or have offices at other locations as determined by the council.

Article II - Purposes & Duties
Section 1: Purpose
The council is a not-for-profit community organization supporting arts, recreation, and enrichment opportunities in Springfield Township, referred to hereafter as “the township”. The mission of the council is to create an engaged and vibrant community with quality-of-life enhancements through the arts, community events, parks, and recreation by the following non-exhaustive list of activities:
  • 1.1. Fostering a growing arts presence in the township through exposure to various forms of visual, applied, and performing art experiences
  • 1.2. Conducting community events, often through partnerships, to generate community participation
  • 1.3 Conducting seminars and classes for people of all ages to enhance knowledge and encourage creative experimentation and personal growth
  • 1.4 Implementing beautification through organized legacy programs to enhance the township’s neighborhoods, parks, and community gateways
  • 1.5 Exploring the opportunities and feasibility of a community arts and enrichment center or other arts or recreation facilities
  • 1.6 Fund-raising, design, and construction oversight for a community arts and enrichment center or other arts or recreation facilities if such facilities are determined to be feasible.
Section 2: Non-Profit
The council shall be a non-profit corporation, which shall not contemplate the distribution of gain, profit, or dividends.

Section 3: Duties
The primary duty of the council is to provide the resources necessary to support its mission. These may include, but are not limited to, the following:
  • 3.1 Applying for relevant grants, financial awards, sponsorships, contributions and/or gifts from foundations, corporations, businesses, benevolent organizations, and/or individuals
  • 3.2 Seeking volunteer community participation to help organize and conduct various events and activities
  • 3.3 Organizing and conducting various fundraising events and activities
  • 3.4 Hiring professionals to perform necessary design and construction activities
The council will strive to provide the resources necessary to create a greater arts and recreation presence in the township. The anticipated benefit will be not only the programs and perhaps increased facilities provided by the council, but also the creation of a more vibrant and connected community, improved public image, and increased economic development in Springfield Township.

Article III - Meetings of Officers
Section 1: Annual Meeting

The council shall schedule its annual meeting in January of each year at which time the annual budget will be set.

Section 2: Special Meetings

Special meetings may be held as needed and shall be called by the chair.

Section 3: Regular Meetings

The council shall meet at least quarterly, as established at the annual meeting.

Section 4: Procedure

The parliamentary authority of this organization shall be Robert’s Rule of Order.

Section 5: Minutes

Minutes will be taken and submitted for the council’s approval at the next scheduled quarterly meeting.

Section 6: Quorum

A majority of the council is required at any council meeting to conduct business. Approval of an action item requires affirmative votes from the majority of the quorum

Section 7: Sunshine Law Compliance
Given the current decisions by the Ohio Supreme Court regarding "public bodies" as that term relates to the Ohio Sunshine Law, the council will conduct its meetings as if it were subject to that law. Future cases and statutory changes may impact this determination and if so, the council reserves the right to redetermine its status at that time and to amend these by-laws if such changes do occur.

Section 8: Notices

All meeting notifications shall be in writing, via email, at least 24 hours in advance of such meetings.

Article IV – The council
Section 1: Council’s Relation To The Springfield Township Board of Trustees, Role, Size & Composition: The Board of Trustees, referred to hereafter as “the board”, sets the goals for overall community growth and direction. The council supports the board in these goals as they relate to arts and enrichment in the community. The board will support the council with approved staff as needed, use of township facilities, basic office supplies, and limited funding to the organization. The council chair is responsible to insure that the overall policy and direction of the council is set and followed. Projects proposed by the council are subject to review by the board and/or the township administrator. The council may have up to fifteen, but no fewer than five, council officers. The council receives no compensation.

Article V - Officers
Section 1: Officers
The officers of the council shall be the chair, vice chair / secretary and treasurer, with a minimum of two additional at-large officers. Additional council officers with specific skill sets may be added to carry out specific responsibilities.

Section 2: Council Elections
The board shall appoint all council officers. Being that the council is a publicly supported and public charity, township exempt employees must serve as the council chair and treasurer. Additional exempt township employees may be recommended by the board to serve on the council.

Section 3: Terms
Council officer terms shall be two years with no term limits. The terms of office shall run with the calendar year.

Section 4: Duties:
  • Chair - Shall preside at all meetings, shall be an ex-officio member of all committees that may be established by the council, and, in general, perform all duties usually performed by the chair.
  • Vice chair / secretary - In the absence or disability of the chair, shall perform the duties of the chair and shall, in addition, attend any meetings as may be requested by the chair. The vice chair / secretary shall record the minutes of all meetings. In the event the vice chair / secretary is unavailable, an alternate member of the council shall be selected by the council to record minutes.
  • Treasurer - Shall receive and safely keep all funds of the organization and disburse the same upon receipt of properly approved receipts and invoices subject to the prior approval of the chair and vice chair / secretary in accordance with the annual budget. The treasurer shall maintain bank records and reconciliations. The treasurer shall provide a report of the council’s financials at each meeting, and, in general, perform all duties usually associated with this position including, but not limited to, any required federal, state, and local tax filings.
Section 5. Resignation, Termination, Absences & Vacancies
Resignation from office shall be made in writing to the chair. Absences deemed excessive by council may be referred to the board for their consideration of termination of an officer. Conduct considered contrary to council’s mission, a conflict of interest, counterproductive to council proceedings or violation of any local, state, or federal law may result in a recommendation to the board for actions to suspend or terminate an officer. The board shall appoint a successor to fill any council vacancy through the unexpired term.

Article VI – Council Chair as an Employee of Springfield Township & Member of the Council
Section 1: The Chair
The chair is an employee of the township and has responsibilities to both the township and the council.

Article VII - Committees
Section 1: Committees
The council may create committees as needed and must vote to appoint any committee chairs. Officers may serve as a committee chair. Committees serve to make recommendations to council and to carryout council initiatives and goals.

Section 2. Resignation & Termination
Resignation from a committee shall be made in writing to the council chair. Absences of committee members deemed excessive by council may be considered for termination. Conduct considered contrary to council’s mission, a conflict of interest, counterproductive to council proceedings, or a violation of any local, state, or federal law may result in suspension or termination of a committee member.

Article VIII - Fiscal Year
Section 1: Year
The fiscal year shall be the calendar year.

Article IX - Records
Section 1: Location
The records shall be kept at the principle office. “Records” includes financial statements, accounts payable and receivable, vendor information, tax information, documentation, contracts, agreements, by-laws, and minutes.

Section 2: Public Records Compliance
Given the current decisions by the Ohio Supreme Court regarding "public offices" as that term relates to Ohio Public Records law, the council will retain its documents as if it were subject to that law. Future cases and statutory changes may impact this determination and if so, the council reserves the right to redetermine its status at that time and to amend these by-laws if such changes do occur.

Article X - Indemnification

Section 1
The council shall indemnify all current and former council officers and committee members from liability for acts or omissions within the course of their service to the township Community Arts Enrichment Council to the full extent permitted by the Ohio Not-for-Profit Corporation Act.

Article XI - Amendments
Section 1
The by-laws may be amended by a majority vote of council voting at any regular meeting, provided the substance of such proposed amendment or amendments shall have been stated in a notice in writing to each member at least fourteen days prior to such regular meeting.

Article XII - Dissolution
Section 1
In the event the council shall be dissolved for any reason, any remaining assets shall be distributed to Springfield Township. In the event that the Springfield Township refuses any asset, that asset shall be distributed in accordance with the statutes of the State of Ohio and must be used exclusively for exempt purposes.