non-profit, all -volunteer organizationSAR By-Laws
The Salt Lake County Sheriff’s Search Team’s Mission is to provide search and rescue services in the Salt Lake County area.
Bylaws of Friends of Salt Lake County
Search & Rescue
THESE BYLAWS WERE APPROVED BY VOTE OF THE GENERAL MEMBERSHIP OF THE
501(c)(3) AT ITS MEETING ON _17–Dec–18
ARTICLE I. NAME, PURPOSE AND LOCATION Section 1. Organization name. The name of this organization shall be: FRIENDS OF SALT LAKE COUNTY SEARCH AND RESCUE (FSLSAR).
Section 2. Organization purpose The purpose of the organization shall be:
To provide financial and administrative support to the Salt Lake County Sheriff‘s Office Search and Rescue (SLCSOSAR), in order to aid in SLCSOSAR‘s mission of providing search and rescue services. Any and all actions taken by the FSLSAR shall be to the benefit and betterment of SLCSOSAR in their mission. Any action taken by the FSLSAR that is contrary to the organization‘s purposes, either wholly as an organization or by any individual member of the Board of Directors, shall be grounds for immediate removal from the organization‘s governance.
Section 3. Location The office and principal place of business of this organization shall be at the office of the Salt Lake County Sheriff, Special Operations Division.
ARTICLE II. Definition of Terms
Section 1. Definitions
- A. Membership: Membership in the FSLSAR shall be comprised of the Board of Directors. B. Board of Directors: The governing board of the FSLSAR, which shall be comprised of
those positions defined in Article IV. Occasionally referred to herein simply as “the
Board”. C. Team: The Salt Lake County Sheriff‘s Office Search and Rescue Team. D. Team Members: Sworn volunteers and members of the SLCSOSAR, including those
who have a status of Active, Probationary, and Leave of Absence (as defined by the Team). Members not on Probation or Leave of Absence may occasionally also be
referred to as Full Members. E. Commander: The operational leader of SLCSOSAR, as appointed by the Salt Lake
County Sheriff. F. Assistant Commander: The assistant(s) to the Commander, or operational leader of
SLCSOSAR as appointed by the Commander. May occasionally also be referred to as
Vice Commander. G. Equipment: Physical materials that aid in performance of and education pertaining to
search and rescue operations.
- H. Quorum: At least 50% of the voting members of the Board of Directors. I. Committee: At least one individual designated by the President of the Board of Directors
for a specific purpose. Committee membership may extend outside the Board of Directors and may include Team members.
ARTICLE VI.GOVERNING BODY Section 1. Governing Body. The governance of this 501(c)(3) organization shall be vested in the Board of Directors.
Section 2. Elected Officials. The elected officers of this organization consist of a President, Vice President, Treasurer, Secretary, and up to four Members–at–Large, each to serve two–year terms. These elections will take place on an annual basis, electing the President, Secretary, and two Members–at–Large on even years, and the Vice President, Treasurer and two Members–at Large on odd years. Terms of these officers will commence on January 1 following the elections, unless officers are elected to fill a vacancy. Up to two Members–at–Large seats on the Board of Directors may be filled by Team Members.
Section 3. Leadership Eligibility Criteria. Board members and members of the community may run for any elected position, with the exception that Team Members may only serve in a Member–at–Large capacity. Nominations not present may be elected if prior consent is given. Nominees for the Board of Directors shall hold one or more of the following qualifications:
- An interest in and/or basic understanding of search and rescue operations and outdoor
Prior experience serving in a governance role with a 501(c)(3) organization; or
- Fundraising experience with a non–profit or similar charitable organization.
Section 4. Election Frequency. All officers may be re–elected and may succeed themselves.
Section 5. Reserved Seat for Commander. The Commander appointed by the Salt Lake County Sheriff shall hold a voting seat on the Board of Directors, in accordance with Salt Lake County policies and procedures. In the event of a conflict between this organization‘s bylaws and the policies and procedures of Salt Lake County regarding employees and volunteers, the latter shall prevail with regard to this clause.
ARTICLE VII. DUTIES OF ELECTED OFFICERS Section 1. Duties of the President.
- Those which are usually imposed upon such officials and as required by law.
- Preside over all regular and special Board of Director meetings of the FSLSAR.
Present a report of the affairs of the organization to the Board of Directors and the Team at the Team‘s annual meeting. Appoint chairs and members of committees established by the President or the Board of Directors.
Section 2. Duties of the Vice President.
- Assist the President in all matters. In the absence of the President, the Vice President
shall serve as President and shall have all of his or her powers and duties.
- The President may delegate to the Vice President any and all of the President‘s duties,
either temporarily or for the remainder of his or her term.
- All other duties prescribed by the President.
Section 3. Duties of the Treasurer.
- Disburse all money in accordance with that authorized under these bylaws.
Submit to the Board of Directors and the Team at the Team‘s annual meeting a financial statement for the preceding year. Perform other duties as prescribed by the Board of Directors. Be responsible for any and all Federal, state and local tax and/or charitable or organizational filings.
Section 4. Duties of the Secretary.
- Keep a complete and accurate account of all proceedings in meetings of the FSLSAR. . Assist the Treasurer as directed by the Board of Directors.
- Submit in writing, semi–annually to the Board of Directors and the Team, an accounting
of the attendance for each member of the FSLCSAR.
Section 5. Duties of the Member(s)–at–Large.
- Support the Board of Directors by offering professional and technical input regarding
Board of Director actions and decisions. . Provide administrative support to the Board of Directors, as appropriate.
ARTICLE VIIL.THE BOARD OF DIRECTORS AND THEIR RESPONSIBILITIES Section 1. Officers. The Board of Directors shall consist of a President, Vice President, Treasurer, Secretary, the Commander, and up to four Members–at–Large (at the discretion of the President).
Section 2. Voting Authority. Each member of the Board of Directors shall have one vote.
Section 3. Majority Vote. Movements voted upon by the Board of Directors shall be determined by a majority vote by a Quorum of voting members. The Board may vote remote via email, phone, video conference, mobile application, or other secure communication channel as deemed appropriate by the Board.
Section 4. Regular Meetings. The Board of Directors shall meet at least quarterly. Meetings may occur asynchronously or synchronously through a secure electronic communication channel including but not limited to email, phone, video, mobile application, or other secure communication channel as deemed appropriate by the Board.
Section 5. Committee and Committee Appointment. The Board of Directors acting as a majority, or the President acting individually, may create and prescribe duties of committees and appoint members thereof.
Section 6. Interim Members. The Board of Directors shall have the power to fill all vacancies on the Board until the next regular election with a majority vote of a Quorum of the remaining Board members. In the event a Quorum of remaining Board of Directors cannot be held, vacant seats shall be filled by a simple majority vote of Team Members at the next Team meeting.
Section 7. Quarterly Attendance Accountability. During the months of January and July, the Board of Directors shall review the President and Vice President as to their attendance during their regular meeting. The Board of Directors shall take appropriate action.
Section 9. Board Removal. The Board may remove from office any member of the Board of Directors who does not perform their duties as outlined in these bylaws, with the exception of the Commander. The Board of Directors shall consider this matter only at Board meetings. All removals must have the approval of the majority of the Board of Directors.
Section 10. Board Resignation. If a Board Member resigns or is removed from office, an election to replace that position shall take place at a special meeting of the Board of Directors held at the soonest feasible time (but not more than 30 days) following the resignation or removal.
Section 11. Appropriation with Vote. The Board of Directors shall have the power to appropriate FSLSAR funds above one thousand dollars ($1,000) by a majority vote of a Quorum.
Section 12. Appropriation Maximum with No Vote. Any three members of the Board of Directors shall have the power to appropriate and spend up to one thousand dollars ($1,000), per quarter, without the approval of the full Board of Directors.
Section 13. Appropriation by SLCSOSAR Commander. The Board of Directors shall pass an annual budget at the beginning of the calendar year. In that budget, depending on the funds in place and expected in that coming year, the Board shall set a limit (quarterly or otherwise) that may be spent at the sole discretion of the Commander without requiring independent approval by the Board.
Section 14. Appropriate Use of Funds. FSLSAR funds may only be used to pay for equipment, supplies, or services that further the mission of the SLCOSAR, or for specialized/external training for FSLSAR Board of Directors and Team Members. At the discretion of the Board of Directors, funds may be transferred directly to Salt Lake County for the above–referenced purposes.
Section 15. SAR Coordinator Advisory Role. The Sheriff‘s Department Search and Rescue Coordinator is invited to participate with the Board of Directors in an advisory capacity.
ARTICLE IX. MEETINGS Section 1. Minimal Meeting Requirement. Board of Director meetings shall be held quarterly, at a minimum, and minutes shall be recorded and archived in a place that is consistently accessible by all members of FSLSAR and the Team. The Board of Directors shall set the schedule for regular meetings at the beginning of the calendar year.
Section 2. Annual Elections. The annual election meeting shall be held in a general Team meeting in December of each year. Nominations shall occur at a regular Team meeting in the preceding November.
Section 3. Special Meetings. Special meetings of the Board of Directors may be called at the discretion of the President or a Quorum of the Board, provided all concerned have twenty–four (24) hours‘ notice of the meeting. On occasion and as deemed necessary and appropriate by a Quorum of the Board, the Board may elect to hold a special meeting without prior notice.
Section 4. Meeting Schedule Changes. A change in the date of any regular meeting or an annual meeting may be made by the President, provided the Board of Directors are given at least two weeks‘ notice prior to the regularly–scheduled and revised meeting dates.
Section 5. Governing Rules. Robert‘s Rules of Order shall govern in all meetings.
ARTICLE X. BYLAWS Section 1. Bylaw Amendments. These bylaws may be amended, altered, repealed, changed, or corrected, in whole, or in part, by a unanimous vote of the Board of Directors at the annual election meeting (see Article IX, Section 2) or in a special meeting designated for this purpose. In the event a special meeting is held for this purpose, at least two weeks‘ notice shall be given both to the Board of Directors and the Team. Voting on bylaw amendments shall not be asynchronous, although the Board of Directors may participate in the amendment vote remotely via phone or video conference, by proxy, or by other synchronous means at the discretion of the President
Section 2. Advance Notice of Proposed Changes. Proposed bylaw changes shall be given to the Team at least thirty (30) days prior to the meeting designated in Section 1.
- A. A proposed bylaw change that is submitted in a timely matter may be amended, altered,
changed or corrected by a unanimous vote of the Board of Directors present at the meeting designated in Section 1.
- B. Any member of the Board of Directors or the Team may propose a bylaw change,
amendment, alteration, or correction.
Section 3. Any changes of the bylaws shall become effective immediately after adoption by the Board of Directors.
Section 4. Any bylaws changes approved by the Board of Directors shall replace and/or supersede any article of bylaw or any instrument heretofore adopted, as appropriate.
ARTICLE XI. COMMITTEES Section 1. Audit Committee. Appointed by the President and shall consist of a minimum of two Team Members, who shall audit the accounts as necessary. This audit shall be performed at least once during the fiscal year. The Audit Committee shall report its findings to the Board of Directors and the Team at the annual meeting.
Section 2. Other Committees. The President or the Board of Directors shall have the authority to form other committees to address other issues.
ARTICLE XII. VOTING Section 1. Absentee Voting. Absentee and proxy votes may be done electronically through a secure communication channel (e.g. email, text, mobile application, etc.) deemed appropriate by the Board. Absentee votes must be in the hands of the Board of Directors prior to the time the issue is voted upon.
Section 2. Appropriate Use of Voting. Unless otherwise specified by these bylaws, business matters voted upon by the Board of Directors shall be determined by a majority vote of the members present, in person or by proxy.
ARTICLE XIII. Representing the Salt Lake County Sheriff‘s Office and SLCSOSAR Section 1. County Name and Logo. The Salt Lake County Sheriff‘s Office name and logo may not be used or reproduced by the FSLSAR without the prior written consent of a duly responsible representative of the Salt Lake County Sheriff‘s Office.
Section 2. SAR Name and Logo. The Salt Lake County Sheriff‘s Office Search and Rescue name and logo may not be used or reproduced by the FSLSAR without the prior written consent of a duly responsible representative of the Salt Lake County Sheriff‘s Office.
ARTICLE XIV. DISSOLUTION OF TEAM Section 1. Dissolution of SLCSOSAR. Upon dissolution of the FSLSAR and/or SLCSOSAR, any assets held by the FSLSAR shall be distributed to any charitable organization in the United States which qualifies for exemption under Section 501(c)(3) of the Internal Revenue Code, and according to a plan of distribution to be approved by a majority vote of the Board of Directors of the FSLSAR.
FSLSAR 501(c)(3) Board of Directors Representative (print name and board position below)
What We Can Do For You
The Team is responsible for all search and rescue missions within Salt Lake County. It also provides mutual aid to other counties. The team is designated as an emergency medical services provider by the state of Utah. All services are provided free of charge.