We, the undersigned Board of Directors and the duly elected successors of the original incorporators of the Hillsboro Community Center, do hereby adopt the following as the By Laws of said corporation:

ARTICLE I – NAME AND MISSION
Section 1: The Hillsboro Community Center, Inc. (HCC, Inc.) is organized to promote the civic and recreational development of the community of Hillsboro and the surrounding area by promoting the use of the Community Center building, toe receive gifts, devises and bequests for such purposes.

Section 2: The organization shall conserve and maintain the historic Community Center building by legal agreement with Sierra County and according to historic preservation standards and make it available for any community purpose.

Section 3: Non-discrimination policy
The HCC, Inc. shall not discriminate against any person with regard to race, national origin, religion, gender, sexual preference, age, political preference, cultural background, disability or other arbitrary basis.

ARTICLE II – MEMBERSHIP
Section 1: Powers: The government of the HCC, Inc. the direction of its work and the control of its property shall be in the voting membership.

Section 2: The HCC, Inc. membership shall be composed of the residents of the community and the surrounding area.

Section 3: The voting membership shall be composed of the residents of the community and the surrounding area who have attained the age of 18.

ARTICLE III – BOARD OF DIRECTORS
Section 1: A Board of Directors consisting of seven (7) members, all residents of Hillsboro and surrounding area shall be elected by the voting membership. Each of these Board members shall serve staggered terms of two years. After the election in January 2003, the board members shall draw lots, three (3) members to serve to January 2004, and four (4) members to serve to January 2005, after which yearly elections shall be held for the staggered terms of three member and four members.

Section 2: The Board of Directors shall elect a President, a Vice-President, a Secretary and a Treasurer from among themselves. Officers shall serve no more than two consecutive terms in the same office (a total of 4 years).

Section 3: A vacancy in the Board of Directors or any office shall be filled by appointment made by the remaining officers and directors until the next annual meeting.

Section 4: The Board of Directors shall be bonded to the extent of money under their control.

Section 5: Duties of Officers

President: The President of the Board of Directors shall preside at all Board meetings of the organization, shall act as a legal signor for the HCC, Inc. and shall perform all of the duties incident to this office and/or as the other directors may require.

Vice-President: The Vice-President shall act in the absence of the President and in acting shall have the authority to perform the duties of the President. The Vice-President may act as legal signor for HCC, Inc. in the absence of the Treasurer.

Secretary: The Secretary shall keep the records of the organization and shall be present at all the meetings of the organization and the Board and shall preserve by record all accounts and transactions of said meetings. The Secretary shall be responsible for posting the minutes of the HCC, Inc. meetings within 10 days after meetings.

Treasurer: The Treasurer shall be the fiscal agent of the organization. The Treasurer shall be a legal signor of the HCC, Inc. The books of the Treasurer shall be audited annually by the membership, by a by a qualified independent person approved by the Board.

Section 6: All disbursements of the HCC, Inc. fund, other than petty cash, shall be by check signed by two members of the Board. The Board of Directors shall not disburse or contract for the expenditure of Corporation funds in excess of two hundred dollars ($200.00) except by a majority vote of the Board. The officers of the Board of Directors shall be bonded to the extent of money under their control.

ARTICLE IV – CONTRIBUTIONS, INVESTMENTS & EXPENDITURES
Section 1: No dues shall be assessed the membership. The Board of Directors shall conduct an annual fund raising drive during the month of July to solicit donations for the operation and maintenance of the HCC, Inc. buildings and its programs.

Section 2: The Board shall recommend to the membership where the monies are to be invested.

Section 3: All disbursements for the Community Center fund, other than petty cash shall be by check signed by two members of the Board, as legal signors for the HCC, Inc. who shall be the President and Treasurer, with the Vice-President acting as an alternate.

Section 4: The Board of Directors shall not disburse or contract for the expenditure of Corporation funds in excess of two hundred dollars ($200) except by a majority vote of the Board.

Section 5: No more than twenty-five dollars ($25) shall be kept in a petty cash fund.

ARTICLE V – MEETINGS
Section 1: General membership meetings shall be held quarterly at the HCC, Inc. on a date and time announced two weeks in advance by the Board of Directors. The first meeting of the year shall be considered the Annual Meeting at which time the election of the Board Members will be held.
Section 2: Special meetings may be called by the Board of Directors or members of the community if deemed necessary.

ARTICLE VI – ELECTIONS
Section 1: A nominating committee of three volunteers from the community shall be appointed by the Board of Directors in November to select candidates for the next year. The notice of the Annual Meeting will contain the recommended slated of candidates.
Section 2: Nominations for the Board of Directors will be accepted from the floor at the Annual Meeting.
Section 3: All voting in annual elections shall be by secret ballot if there are more candidates than open positions.

ARTICLE VII – QUORUM
Section 1: Ten members shall constitute a quorum at any regular or special meeting.

ARTICLE VIII – PARLAMENTARY RULES
Section 1: The proceedings of the meetings of the HCC, Inc. and its Board shall be governed by and according to the latest edition of Robert’s Rules of Order manual.

ARTICLE IX – AMENDMENTS
Section 1: These By Laws may be amended or altered or new By Laws may be adopted by majority vote of those voting members present at any meeting call for that purpose or a regularly scheduled meeting provided that at least 30 days notice of such change has been posted.