BYLAWS OF THE SILVER & TURQUOISE
BOARD OF HOSTESSES, INC.

ARTICLE I

NAME The name of this organization shall be the SILVER & TURQUOISE BOARD OF HOSTESSES, INC.
PURPOSE These bylaws for the SILVER & TURQUOISE BOARD OF HOSTESSES, INC. an Arizona non‐ profit corporation ("the corporation"), are adopted pursuant to the Articles of Incorporation filed in the office of the Arizona Corporation Commission, which corporation was created exclusively for charitable, religious, educational, and scientific purposes permitted to be carried on by a corporation exempt from federal taxation under the provisions of Section 501 (c)(3) of the Internal Revenue Code of 1954, as amended from time to time, and more specifically and not by way of limitation to promote, support and encourage the preservation of Tucson's historical traditions and diverse cultural heritage including for such purposes the making of distributions to organizations that qualify as exempt organizations under Section 501(c)(3) of the Internal Revenue Code of 1954, as amended from time to time.
OFFICE. The office of the corporation shall be the address of the current Treasurer.

ARTICLE II

EXECUTIVE COMMITTEE

NUMBER AND QUALIFICATIONS
The Executive Committee shall consist of not less than six (6) members. These six members shall be the Chair, Chair‐Elect, General Arrangements Chair, Treasurer, Recording Secretary, and Past Chair. Each of these directors shall hold office until a successor is appointed.
TERM The Executive Committee shall serve a one year term. This term shall begin July 1 and end June 30 of the following year.
DUTIES
A. The Executive Committee shall administer, in accordance with the Articles of Incorporation of the "Silver & Turquoise Board of Hostesses, Inc." and these Bylaws, the affairs, funds, and property of the corporation.
B. The Executive Committee shall oversee the Investment Policy of the Silver & Turquoise Board of Hostesses Endowment Fund. It shall make recommendations to the membership regarding distribution of excess funds in the form of grants from time to time.
EXECUTIVE COMMITTEE MEETINGS
A. Meetings of the Executive Committee shall be held at the reasonable discretion of the Chair.
B. A majority of the Executive Committee shall constitute a quorum
COMPENSATION No Executive Committee member shall receive compensation for services; however, an Executive Committee member may be reimbursed for actual expenses incurred in the performance of their duties.

ARTICLE III

BALL COMMITTEE

COMPOSITION The Ball Committee shall be comprised of the Executive Officers, Advisors appointed by the Chair and all other committee chairmen appointed by the Chair with the Chair presiding.

DUTIES The Ball Committee shall act as a policy making and planning body. It shall be responsible for planning, organizing and implementing the Silver and Turquoise Ball.

A. Issues that impact the corporation as a whole in the areas of choosing a beneficiary, location of the Ball, membership logo, and financial obligations shall be referred to the voting membership for ratification.

ARTICLE IV

SELECTION COMMITTEE PURPOSE

PURPOSE. The purpose is to select new members

DUTIES.

A. The Chair shall:

Appoint no less than five (5) members consisting of both Active and Honorary Hostesses;
Facilitate this committee but does not have a vote and may not propose candidates.

B. The Section Committee shall:

Have the final authority over the admission of prospective members for membership;
Elect proposed members to become Active Members of the Silver & Turquoise Board of Hostesses by a two‐thirds (2/3) affirmative vote.

MEMBERSHIP PROPOSAL

A. Active and Honorary Members may propose up to two candidates for membership by submitting letters of recommendation to the Chair.

B. Active and Honorary Members may endorse as many candidates as they wish by submitting letters of recommendation to the Chair.

C. Active Members may propose up to two candidates after completing their first year of membership by submitting letters of recommendation to the Chair.

D. No Prospective Candidate shall be informed of their status;

E. Prospective Members must meet the following criteria:

1. Be at least twenty‐one (21) years old;

2. Have a history of service to the community.

ARTICLE V

MEMBERSHIP

1. CLASSIFICATION There shall be three classes of membership: Active Members, Honorary Members and New Active Members. Active Members shall be limited in number to 50. New Active Members are limited to the number of vacancies open in the Active Membership. Honorary Members shall not be limited in number.

A. Active Members shall be those individuals actively involved in the promotion of the purposes, activities and functions of the corporation. Active Members are required to:

1. Attend all meetings;

2. Participate in the preparation for and the mailing of invitations to the Silver and Turquoise Ball;

3. Purchase a minimum of two Ball tickets and is encouraged to fill a table the night of the Ball;

4. Decorate the date of the Ball;

5. Participate actively on assigned committee(s).

The term of Active Membership shall begin, and dues shall be due the day of the Annual Meeting. Dues shall become delinquent April 1. Each Active Member is entitled to one vote. Vacancies occurring after the Annual Meeting shall not be filled until the following year. Dues by all members, Active and Honorary, shall be due the day of the Annual Meeting. Dues shall become delinquent April 1.

B. Honorary Members are former Active Members who have chosen to become inactive after five (5) years of Active service. They may be reclassified as Active Members, after three (3) years, by notifying the Chair in writing before the Selection Committee meets. They are encouraged to attend all meetings and the Ball. The term of Honorary Membership shall begin, and dues shall be payable, by the Annual Meeting and shall become delinquent April 1. Honorary Members have no voting privileges but may take an active role as committee chairs and committee members.

An Honorary Hostess may return to Active status after three (3) years as an honorary member. She must then serve as an Active Hostess for an additional five (5) years before seeking honorary status again.

1. Honorary Members are required to:

a. Meet all financial obligations.

C. New Active Members. The term of New Active Members shall begin, and dues shall be payable, by April 1. Each New Active Member is entitled to one vote. Vacancies occurring after the Annual Meeting shall not be filled until the following year.

1. New Active Members are required to:

a. Help decorate the date of the Ball;
b. Dismantle the date after the Ball;
c. Fulfill all duties and responsibilities that are required of Active Members.

2. MEETINGS There shall be a minimum of two general meetings of the membership. One meeting shall be considered the Annual Meeting and the second shall be considered the Wrap Up Meeting. These meetings are scheduled at the discretion of the Chair.

3. NOTICE OF MEETINGS Written notice of the meetings stating place, date, and hour shall be given to each New Active, Active, and Honorary Member. This notice shall be sent at least ten (10) days prior to the meeting.

4. SPECIAL MEETING OF MEMBERS Special meetings of the members shall be held at such time and place as deemed necessary by the Chair.

5. VOTING At every meeting of the members, each New Active and Active Member shall be entitled to one (1) vote in person. No proxy vote will be accepted.

6. QUORUM One third (113) of the members entitled to vote shall constitute a quorum. A quorum must be present at all meetings for the transaction of business.

7. RESIGNATIONS Any member of the Silver & Turquoise Board of Hostesses may resign at any time by giving written notice of her resignation to the Chair. Any such resignation shall take effect at the time specified therein, or, if the time when it shall become effective is not specified therein, it shall take effect immediately upon its receipt by the Chair.

8. COMPENSATION No member, Active or Honorary, shall receive compensation for services; however, any member may be reimbursed for actual expenses incurred in the performance of duties.

ARTICLE VI

FISCAL ACCOUNTABILITY

1. FISCAL YEAR The fiscal year shall run from July 1 to June 30, or as otherwise may be required by law.

2. FIDELITY BONDS These may be required by the Chairman or Treasurer handling or responsible for corporation funds. The amount of such bonds, if required, shall be determined by the Chair and Treasurer. Premiums on such bonds shall be paid by the corporation.

3. LlMITATION OF LIABILITY The members, officers and directors (or any other person who serves on a board, council, and committee or like body of the corporation) shall not be individually liable to the corporation or its members for the corporation's debts or other liabilities and the private property of such individuals shall be exempt from any corporate debts or liabilities. Additionally, the personal liability of the directors of the corporation to the corporation for monetary damages for breach of fiduciary duty as a director shall be limited or eliminated as provided by law; provided however that the foregoing provision shall not eliminate the liability of any director for any of the following: (a) acts or omissions which are not in good faith or which involve intentional misconduct or a knowing violation of law; (b) a violation of A.R.S. Section 10‐ 2326 as amended from time to time; (c) any transaction from which the director derives an improper personal benefit; or (d) a violation of A.R.S. Section 10‐2550 as amended from time to time. Subject to the foregoing, the corporation shall indemnify its members, directors, officers and duly authorized agents to the full extent permitted by Arizona law, including but not limited to the provisions of A.R.S. Section 10‐2305(B) as amended from time to time. Any repeal or modification of this Article shall not adversely affect any right or protection of a director of the corporation existing at the time of such action.

ARTICLE VII

PARLIAMENTARY AUTHORITY

Robert's Rules of Order, Newly Revised, or its latest successor, to the extend consistent with current law, shall be the parliamentary authority for all matters of procedure not specifically covered by the Bylaws or by specific rules of procedure adopted by the Active Members of the Silver & Turquoise Board of Hostesses.

ARTICLE VIII

SILVER AND TURQUOISE ENDOWMENT FUND

The Silver & Turquoise Board of Hostesses hereby establishes an Endowment Fund. The sole purpose of the Silver & Turquoise Board of Hostesses Endowment Fund is to promote, support and encourage the preservation of Tucson’s historical traditions and diverse cultural heritage.

1. Dividend and income interest derived from the Endowment shall be reinvested in the endowment corpus until otherwise determined by the Members.

2. Changing the allocation of dividend and income interest requires a vote of 2/3 of Active Members, after receiving written notice of the proposed change 10 days prior.

3. Once the Active Members determine that Endowment dividend and interest income may be reallocated, the income can be distributed only to the organization benefiting from the ball. The corpus of the Endowment Fund shall not be invaded.

4. $25 (twenty‐five dollars) of each Active Member’s dues shall be designated to the Endowment Fund each year. Should the Silver & Turquoise Board of Hostesses dissolve, the balance in the Silver & Turquoise Board of Hostesses Endowment Fund will be distributed to the beneficiary of the Silver & Turquoise Ball that year.

ARTICLE IX

INVESTMENTS

The Executive Committee shall have the power to make investments of The Silver & Turquoise Endowment Fund from time to time in accordance with the Investment Policy in effect. The Executive Committee may delegate such powers to one or more Executive Officers of the Corporation. Any person or persons so designated by the Executive Committee shall have the authority to execute such form of transfer and assignment as may be customary to constitute the transfer of stocks or other securities in the name of the Corporation.

ARTICLE X

AMENDMENTS

AMENDMENTS. These bylaws may be amended by two‐thirds (2/3) vote of the Active Members providing that the proposed amendment(s) have been presented to each voting member at least ten (10) days prior to the meeting; and further provided that these Bylaws shall never be amended so as to make this corporation other than a charitable, religious, educational, and scientific purposes permitted to be carried on by a corporation exempt from federal taxation under the provisions of Section 501(c)(3) of the Internal Revenue Code of 1954, as amended from time to time.

Amended February 6, 2024

BYLAWS OF THE SILVER & TURQUOISEBOARD OF HOSTESSES, INC.

BYLAWS OF THE SILVER & TURQUOISE
BOARD OF HOSTESSES, INC.