Official Bylaws
And Organizing Document of the Lincoln Parent Staff Group (LPSG) Formed November 17, 2014

Article I: Name
The name of the association shall be Lincoln
Parent Staff Group (LPSG). The PTO is
located at Lincoln Elementary 4200 Daniels
Street, Vancouver, WA 98660

Article II: Purpose
The purpose of the LPSG is to enhance and
support the educational experience at Lincoln
Elementary, to develop a closer connection
between school and home by encouraging
parent involvement, and to improve the
environment at Lincoln Elementary through
volunteer and financial support.

Article III: Group Description,
Membership, & Dues
Section 1. Group Description.
The LPSG is a charitable association that
exists for charitable, educational, and
community building purposes, including the
making of distributions to organizations that
qualify as exempt organizations under
section 501(c)(3) of the Internal Revenue
Code.

Section 2. Membership.
Membership with voting rights shall
automatically be granted to any parent,
guardian, or other adult standing in loco
parentis for a student at the school. The
Lincoln Elementary Principal, and/or Vice
Principal and any teacher employed at the
school may be a member and have voting
rights. Members have one vote per
household.

Section 3. Dues.
The LPSG does not require membership
dues.

Article IV: Officers & Elections
Section 1: Officers
The officers of the LPSG executive board
shall be a president, vice-president,
secretary, treasurer, and volunteer
coordinator. Officer positions can be shared.
The Lincoln Elementary Principal, or their
designee, may be a voting member of the
executive board. Those in a trainee member
position have no official responsibilities
except for those associated with learning the
ropes of the position they are in training for.
Being a trainee member does not obligate a
trainee to become an executive board
member on completion of training, but it is
welcomed (within the guidelines of eligibility
as laid out by the Bylaws Article IV, Section 2
and Bylaws Article III: Section 2.).

a. President. The president shall preside
over meetings of the LPSG and
executive board, serve as the primary
contact for the principal, represent the
LPSG at meetings outside the LPSG,
serve as an ex officio member of all
committees except the nominating
committee, and coordinate the work
of all the officers and committees so
that the purpose of the LPSG is
served.

b. Vice President. The vice president
shall assist the president and carry
out the president’s duties in their
absence or inability to serve. The vice
president shall also oversee the
committees of the LPSG. Common
additional duties include but are not
limited to training committee leaders,
acting as a liaison between committee
leaders and the executive board,
oversee fundraising selection,
planning and evaluation, serve as
parliamentarian and bylaws expert
and liaison to new families.

c. Secretary. If appropriate for the year,
this role can be divided into two
focused parts: recording secretary
and communications secretary.
Recording Secretary. The recording
secretary shall keep records of the
organization, take and record
minutes, prepare the agenda, handle
correspondence, and send notices of
meetings to the membership. The
secretary also keeps a copy of the
minutes book, bylaws, rules,
membership list, and any other
necessary supplies. And brings them
to meetings.
Communications Secretary. The
communications secretary shall be
responsible for communicating to the
parents, teachers, and staff about
LPSG matters via available means
such as, but not limited to, email
campaigns, LPSG website updates,
social media page(s) updates, and
paper flyers.

d. Treasurer. The treasurer shall receive
all funds of the LPSG, keep an
accurate record of receipts and
expenditures, and pay out funds in
accordance with the approval of the
executive board. The treasurer will
present a financial statement at every
meeting and at other times of the year
when requested by the executive
board, and make a full report at the
end of the year.

e. Volunteer Coordinator. The
volunteer coordinator shall coordinate
volunteers for LPSG events and
school activities. Responsibilities
include collecting a list of general
volunteers for general purposes and
for special events. Assure that
volunteer data is recorded, kept
confidential, but accessible to both
the LPSG Board and Lincoln
Elementary teachers.

Section 2: Eligibility.
Members are eligible for office if they are
members (as defined by Bylaws Article III:
Section 2.); are in good standing having
passed a background check and complied
with all explicit obligations, while not being
subject to any form of sanction, suspension,
or disciplinary censure; are nominated before
the nominating committee presents its slate;
and fulfill at least one of the two qualifications
below:

a. have been nominated by at least one
current parent-member and at least one
current Lincoln Elementary staff member.
-or

b. have previously served and completed a
term on either an LPSG committee or board
member trainee role having ended the role in
good standing.

Section 3: Nominations and Elections.
Elections will be held at the second to the
last meeting of the school year. The
nominating committee shall select a
candidate for each office and present the
slate at a meeting held one month prior to the
election. At that meeting, nominations may
also be made from the floor. Voting shall be
by voice vote if a slate is presented. If more
than two people are running for one particular
office, a ballot vote shall be taken (each office
can be shared by two people per Bylaws
Article IV, Section 1).

Section 4. Terms of Office.
Officers are elected for one year and may
serve no more than two (2) consecutive years
in any officer role. An officer who left their
position in good standing (left office on good
terms, left adequate records, etc.) may come
back for a second term term (up to 2 more
years) after taking at least one (1) full school
year off of the board. Previous officers in
good standing, are welcome to continue
involvement by volunteering in all other roles,
including committee leadership, during their
mandatory break from board participation.
The term of office begins July 1 and ends
June 30. If an officer leaves office before their
term of service has ended they will not be
eligible for nomination/re-election again until
a full fiscal year has passed.

Section 5. Removal From Office.
Officers can be removed from office, with or
without cause, by a two-thirds (⅔) vote of
those present (assuming a quorum, see
Article V, Section 4) at a general meeting
where previous notice has been given.

Section 6. Vacancies.
If there is a vacancy in the office of president,
the vice president will become the president.
At the next regularly scheduled meeting, a
new vice president will be elected. If there is
a vacancy in any other office, members will
fill the vacancy through an election at the
next general meeting.

Section 7. Officer Transitions.
All officers shall deliver to their successors
official materials (and/or access to digital
official materials including usernames and
passwords for vital apps/accounts used by
the LPSG) at the close of their service of
office, along with a year end officer checklist.
The outgoing president may be invited to
serve as an advisor to the executive board for
one year in order to ensure the transmission
of all organizational knowledge.

Article V: Meetings
Section 1. General Meetings.
The general meetings of the organization
shall be on the same day and at the same
time, on a bi-monthly basis, to be determined
by the executive board.

Section 2. Special Meetings.
Special meetings may be called by the
president, any two (2) members of the
executive board, or five (5) general members
submitting a written request to the secretary.
Previous notice of the special meeting shall
be sent to the members at least seven (7)
days prior to the meeting.

Section 3. Annual Meeting.
The annual meeting will be held at the May
general meeting. The annual meeting is for
receiving reports, electing officers, and
conducting other business that may arise.
Note: Executive Meeting.
The executive meetings rules/regulations and
the executive meeting quorum are stipulated
under Article VI, Section 3 of the Bylaws.

Section 4. Quorum.
(As defined by Robert’s Rules of Order Newly
Revised)
The quorum for general, special and annual
meetings shall be 10 members of the LPSG.
The quorum for executive meetings shall be
½ the number of board members plus one.

Section 5. Notification of Meetings.
The secretary will notify the members of the
LPSG, at least seven (7) days prior to the
meeting.

Article VI: Executive Board
Section 1. Membership.
The Executive Board shall consist of the
officers, Lincoln Elementary Principal, and
standing committee leaders.

Section 2. Duties.
The duties of the executive board shall be to
transact business between meetings in
preparation for the general meeting, create
standing rules and policies, create standing
and temporary committees, prepare and
submit a budget to the membership, approve
routine bills, and prepare reports and
recommendations to the membership.

Section 3. Executive Meetings.
Executive meetings shall be held bi-monthly,
on the same day and at the same time each
month, to be determined by the board.
Special executive meetings may be called by
any two board members, with 24 hour notice.

Section 4. Quorum.
Half the number of executive board members
plus one constitutes a quorum at an
executive board meeting.

Article VII: Committees
Section 1. Membership.
Committees may consist of general members
and executive board members, with the
president acting as an ex officio member of
all committees.

Section 2. Standing Committees.
The following committees may be held by the
organization: Fundraising, Hospitality,
Membership, Communications, Arts and
Enrichment, Family Events, Nominating, and
Audit.

Section 3. Additional Committees.
The board may appoint additional
committees as needed.
Article VIII: Finances
Section 1. Budget
A tentative budget shall be drafted in the
spring for the following school year and
approved at a fall general meeting by a
majority vote of the members present.

Section 2. Funds
All funds shall be kept in a checking account
in the name of the LPSG requiring two (2)
signatures of authorized signers and held at a
local financial institution (On Point
Community Credit Union). Two (2) authorized
signatures shall be required on each check
over the amount of $200. Authorized signers
may be the president, treasurer, or secretary.

Section 3. Record-Keeping
The treasurer shall keep accurate records of
any disbursements, income, and bank
account information. All financial activity shall
be recorded in a computer-based or manual
accounting system. The treasurer shall
reconcile the account(s) monthly and report
all financial activity monthly.

Section 4. Expenses
The executive board shall approve all
expenses of the LPSG.

Section 5. Financial Statement
The treasurer shall prepare a financial
statement at the end of the fiscal year, to be
reviewed by the audit committee or an
independent reviewer.

Section 6. Fiscal Year
The fiscal year shall be September 1 - August
31.
Article IX: Parliamentary
Authority
Robert’s Rules of Order shall govern
meetings when they are not in conflict with
the LPSG’s bylaws or any other
special/standing rules.

Article X: Standing Rules
Standing rules may be approved by the
executive board, and the secretary shall keep
a record of the standing rules for future
reference.

Article XI: Dissolution
The LPSG, by a majority vote at a general
membership meeting, shall authorize the
appointment of a committee to consider the
reasons for disbanding and the necessary
steps to be taken.

Section 1. Procedure.
a. Notice of intent to disband shall be given
to all members, in writing, at least 30 days
prior to the general membership meeting.
b. The committee shall submit a report at the
next general membership meeting.
c. A quorum for the purpose of dissolution
shall be 25% of the current year’s total
membership.
d. A two-thirds (⅔) vote of those in
attendance is required for passage.
Section 2. Funds Distribution.
Upon dissolution of the LPSG, any remaining
funds should be used to pay any outstanding
bills and, with the membership’s approval,
spent for the benefit of Lincoln Elementary
School.

Article XII: Bylaw Amendments
These bylaws may be amended at any
general or special meeting, provided that
previous notice was given in writing at the
prior meeting and then sent to all members of
the LPSG by the secretary.

Section 1. Bylaw Review.
The bylaws of the LPSG shall be reviewed
every two (2) years and an ongoing
amendment record, up to the most recent
five (5) amendments, kept/recorded in Article
XIV.

Section 2. Bylaw Amendments.
Amendments will be approved by a twothirds
(⅔) vote of those present at the general
meeting, assuming a quorum (as defined in
Article 5, Section 4).

Article XIII: Conflict of Interest
Policy
Section 1: Purpose.
The purpose of the conflict of interest policy
is to protect the organization’s interests when
it is contemplating entering into a transaction
or arrangement that might benefit the private
interest of an organization member or might
result in a possible excess benefit
transaction. This policy is intended to
supplement but not replace any applicable
state and federal laws governing conflict of
interest applicable to nonprofit and charitable
organizations.

Section 2: Definitions.
a. Interested Person.
Any executive board member who has a
direct or indirect financial interest, as defined
below, is an interested person.
b. Financial Interest.
A person has a financial interest if the person
has, directly or indirectly, through business,
investment, or family:
I. An ownership or investment interest in
any entity with which the LPSG has a
transaction or arrangement;
II. A compensation arrangement with the
LPSG or with any entity or individual with
which the LPSG has a transaction or
arrangement; or
III. A potential ownership or investment
interest in, or compensation arrangement
with, any entity or individual with which the
LPSG is negotiating a transaction or
arrangement. “Compensation” includes
direct and indirect remuneration as well as
gifts or favors that are not insubstantial.
A financial interest is not necessarily a
conflict of interest. As defined by Article XIII,
Section 3b, a person who has a financial
interest may have a conflict of interest only if
the appropriate governing board or
committee decides that a conflict of interest
exists.

Section 3: Procedures.
a. Duty To Disclose. In connection with any
actual or possible conflict of interest, an
interested person must disclose the
existence of the financial interest and be
given the opportunity to disclose all material
facts to the directors and members of
committees with governing board-delegated
powers who are considering the proposed
transaction or arrangement.
b. Determining Whether a Conflict of
Interest Exists.
After disclosure of the financial interest and
all material facts, and after any discussion
with the interested person, he/she shall leave
the governing board or committee meeting
while the determination of a conflict of
interest is discussed and voted upon. The
remaining board or committee members shall
decide whether a conflict of interest exists.
c. Addressing the Conflict of Interest.
I. An interested person may make a
presentation at the Executive Board Meeting,
General Meeting, or a Committee Meeting,
but after the presentation, he/she shall leave
the meeting during the discussion of, and the
vote on the transaction or arrangement
involving the possible conflict of interest.
II. The President of the Executive Board or
Committee Chairperson shall, if appropriate,
appoint a disinterested person or committee
to investigate alternatives to the proposed
transaction or arrangement.
III. After exercising due diligence, the
Executive Board or Committee shall
determine whether the organization can
obtain with reasonable efforts a more
advantageous transaction or arrangement
from a person or entity that would not give
rise to a conflict of interest.
IV. If a more advantageous transaction or
arrangement is not reasonably possible under
circumstances not producing a conflict of
interest, the executive board or committee
shall determine by a majority vote of the
disinterested members whether the
transaction or arrangement is in the
organization’s best interest, for its own
benefit, and whether it is fair and reasonable.
In conformity with the above determination, it
shall make its decision as to whether to enter
into the transaction or arrangement.
d. Violations of the Conflict of Interest
Policy.
I. If the executive board or committee has
reasonable cause to believe a member has
failed to disclose actual or possible conflicts
of interest, it shall inform the member of the
basis for such belief and afford the member
an opportunity to explain the alleged failure
to disclose.
II. If, after hearing the member’s response
and after making further investigation as
warranted by the circumstances, the
executive board or committee determines
that the member has failed to disclose an
actual or possible conflict of interest, it shall
take appropriate disciplinary and corrective
action.

Section 4: Records of proceedings.
The minutes of the executive board and all
committees with board delegated powers
shall contain:
a. The names of the persons who disclosed
or otherwise were found to have a financial
interest in connection with an actual or
possible conflict of interest; the nature of the
financial interest; any action taken to
determine whether a conflict of interest was
present; and the executive board’s or
committee’s decision as to whether a conflict
of interest in fact existed.
b. The names of the persons who were
present for discussions and votes relating to
the transaction or arrangement; the content
of the discussion; including any alternatives
to the proposed transaction or arrangement;
and a record of any votes taken in connection
with the proceedings.

Section 5. Compensation.
a. A voting member of the executive board
who receives compensation, directly or
indirectly, from the LPSG for services is
precluded from voting on matters pertaining
to that member’s compensation.
b. A voting member of any committee whose
jurisdiction includes compensation matters
and who receives compensation, directly or
indirectly, from the LPSG for services is
precluded from voting on matters pertaining
to that member’s compensation.
c. No voting member of the executive board
or any committee whose jurisdiction includes
compensation matters and who receives
compensation, directly or indirectly, from the
LPSG, either individually or collectively, is
prohibited from providing information to any
committee regarding compensation.
Section 6. Annual Statements.
Each executive board member and, principal
officer, and members of a committee with
governing board-delegated powers shall
annually sign a statement which affirms that
such person:
● Has received a copy of the conflict of
interest policy;
● Has read and understood the policy;
● Has agreed to comply with the policy; and
● Understands that the association is
charitable and in order to maintain its
federal tax - exempt status it must engage
primarily in activities which accomplish one
or more of its tax-exempt purposes.
Section 7. Periodic Reviews.
To ensure that the LPSG operates in a
manner consistent with its purposes and
does not engage in activities that could
jeopardize its tax- exempt status, periodic
reviews shall be conducted. The periodic
reviews shall, at a minimum, include the
following subjects:
a. Whether compensation arrangements and
benefits are reasonable, based on competent
survey information, and are the result of
arm’s length bargaining.
b. Whether partnerships, joint ventures, and
arrangements with management
organizations conform to the LPSG’s written
policies, are properly recorded, reflect
reasonable investment or payments for
goods and services, further charitable
purposes, and do not result in inurement,
impermissible private benefit, or an excess
benefit transaction.
Section 8. Use of Outside Experts.
When conducting the periodic reviews as
provided for in Article VIII, Section 7, the
LPSG may, but need not, use outside
advisers. If outside experts are used, their
use shall not relieve the executive board of its
responsibility for ensuring that periodic
reviews are conducted.

Article XIV:
Bylaws Amendment Record
Adopted on: (11/17/2014)
1. Amended date: (12/08/2019)
2. Amended date: (MM/DD/YY)
3. Amended date: (MM/DD/YY)
4. Amended date: (MM/DD/YY)
5. Amended date: (MM/DD/YY)