Name and Incorporation
The name of this organization shall be Outreach Assistance
Serving Individuals in St. Charles County, Inc. In the
following articles, the acronym OASIS shall be used to refer
to Outreach Assistance Serving Individuals in St. Charles
Our God has called us to offer our lives in service to each
other. One example of loving service to others is the care and
feeding of the poor and hungry. This is the ministry which we
intend to provide.
OASIS will operate an ecumenical food pantry as an
independent, not-for-profit corporation to serve those who
need food assistance in St. Charles County. Assistance will be
provided both to county residents and transients. This pantry
will operate with assistance from individuals and
organizations contributing both food and monies. In addition,
events for the purpose of raising funds or food donations may
be conducted by OASIS. These may include, but are not limited
to, garage sales, operation of a thrift shop, etc. Any special
events will be proposed and approved by the Board.
The corporation is organized exclusively for charitable,
educational, religious, or scientific purposes within the
meaning of section 501(c) (3) of the Internal Revenue Code.
Membership in OASIS shall be open to individuals, churches,
and organizations that identify with the purposes of the
corporation and pledge to support the ministry. Additional
members from outside St. Charles County may be authorized by
the Board of Directors whenever the prospective member pledges
support for the purpose of OASIS as defined in Article II.
Members shall be expected to honor the rights of clients
concerning matters of religious preference, and no
proselytizing shall be allowed. The distribution of religious
material shall be prohibited except with the consent of the
OASIS Board of Directors.
Membership in OASIS shall also be governed by the Articles of
Incorporation of a General Not-For-Profit Corporation, by the
State of Missouri.
Board of Directors
Section 1. The Board of Directors shall be composed of
representatives of member churches and organizations
(henceforth referred to as Member Groups) plus one member at
Section 2. Each Member Group shall be allowed a minimum of one
(1) voting Board Seat and a maximum of two (2) voting Board
Seats per Board Year. Member Groups shall determine their own
Board Representatives. Member at Large to be appointed by the
Executive Committee with majority approval of the Board of
Directors in attendance at the board meeting where the
nomination takes place.
Section 3. Board Members shall be eligible to serve two (2)
consecutive three (3) year terms, which will be established on
a rotating basis. Board Members may be extended beyond a
second term with the majority approval of the Board of
Directors in attendance at the meeting where this proposal
Section 4. If a Board Member does not attend at least one (1)
meeting per quarter, the Board shall have the authority to
require the resignation of said Board Member.
Section 5. Unexpired terms of Board Members shall be filled by
the Member Group. They will select a replacement and notify
Section 6. The Board shall elect from its membership a
Director, Assistant Director, Secretary, and Treasurer.
(Henceforth referred to as the Executive Committee) The
Executive Committee seats shall be independent of the Board
membership for Member Groups.
Section 7. Elections shall be held at the April Board Meeting
Section 8. The Board shall meet monthly in regular meetings.
Special meetings may be called by the Director or by any two
(2) Board Members.
Section 9. The Board shall be charged with implementing
procedures and policies that will further the work of OASIS in
accordance with the stated purposes in Article II of these
Section 10. A quorum for Board Meetings shall be the Member
Groups that are present at the Board Meeting.
Section 11. The parliamentary procedures at meetings of the
Board shall be in accordance with Roberts Rules of Order,
current edition, in the absence of specific provisions of the
Charter of Bylaws or specific direction of the Board.
Section 1. The officers of the Corporation, henceforth
referred to as the Executive Committee, and must be Board
Members. The Executive Committee shall consist of the
Director, Assistant Director, Secretary, and Treasurer. These
officers shall be elected by a majority vote of the Board of
Directors at the regular April meeting each year. Executive
Committee members are elected for one year terms and may be
re-elected to two (2) additional consecutive terms. Executive
Committee Members may be extended beyond a third one-year term
with the majority approval of the Board of Directors in
attendance at the meeting where this proposal takes place.
Section 2. The Director shall preside at all Board meetings,
and shall by virtue of the office, be an ex-officio member of
Section 3. The Assistant Director shall perform the duties of
the Director in the absence of the Director. The Assistant
Director shall also act as the liaison between the Board of
Directors and sub-committees formed for the purpose of
conducting OASIS business.
Section 4. The Secretary shall record upon the books of the
corporation the proceedings of respective meetings. The
Secretary shall present at the Annual Meeting the minutes from
the previous Annual Meeting.
Section 5. The Treasurer shall be subject to such conditions
and restrictions that may be made by the Board. The Treasurer
shall have the care and custody of all funds and securities of
the corporation in such bank or banks as the Board may elect,
and shall disburse said funds and securities pursuant to the
orders of the Board. The Treasurer, or any person or persons
duly authorized by the Board shall have the power to make,
sign and endorse and accept for and on behalf and in the name
of the corporation, drafts and checks in the regular course of
business. Purchases greater than $500 should first be approved
at a board meeting. If an expense greater than $500 is
considered an emergency (e.g. appliance or utility repair), at
least three board members shall approve expenditure and
expense should be fully disclosed at the following board
All bank accounts for the organization shall carry signature
cards containing the signatures of the Executive Committee and
any other persons that have been authorized by the Board to
write drafts or checks for the OASIS account.
The Treasurer shall prepare and present, in writing, at each
Board Meeting, a Treasurers Report, including but not limited
A detailed accounting of Income and Expenses
A reporting of current cash balances
All accounts shall be audited at least once per year and this
written report shall be submitted to all Board Members. Audit
tellers shall be appointed by the Board, and shall number two
Section 1. The Board shall create standing committees and/or
special committees as are deemed necessary for successful
operation of OASIS.
Section 2. The Board shall define the duties of all standing
and special committees.
Section 3. The members of all standing and special committees
shall be appointed by the Director with the approval of the
majority of the Board. Standing committee members shall serve
one year terms, and are eligible for re-appointment to two
additional one (1) year terms. Special committee members will
serve until the completion of their specific task.
Section 4. Chairpersons of all committees shall be members of
the Board or their designees.
The fiscal year of the corporation shall begin on the first
day of January and end on the thirty-first day of December of
The Annual Meeting will be conducted no later than 90 days
after the close of the preceding fiscal year. The Annual
Meeting will be announced to all organization members, in
writing, no later than 30 days preceding the date of the
Annual Meeting. The Annual Meeting may be held during the
February board meeting.
Amendments to or changes in these Bylaws may be adopted at any
meeting of the Board, provided that the proposed amendment or
change has been presented at least two (w) weeks prior to the
meeting at which voting is to take place, and is passed by 2/3
majority vote of those present and voting.
Upon the dissolution of the corporation, the Board shall,
after paying or making provisions for the payment of all
liabilities of the corporation, dispose of all assets of the
corporation exclusively for the purposes of the corporation in
such manner, or to such organization or organizations
organized and operated exclusively for charitable,
educational, religious, or scientific purposes as shall at the
time qualify as an exempt organization or organizations under
section 501 (c) (3) of the Internal Revenue Code of 1986 (or
the corresponding provision of any future Unites States
Internal Revenue Law), as the Board shall determine. Any such
assets not so disposed of shall be disposed of by the Court of
Common Pleas of the county in which the principal office of
the corporation is then located, exclusively for such purposes
or to such organizations, as said court shall determine, which
are organized and operated exclusively for such purposes.
Conflict of Interest
No Board Member while in office may receive compensation for
services rendered to the Board, or direct commissions of any
kind from the Corporation. No part of any monies of OASIS may
be used for the benefit of any Board Member.
Approved by the Board of Directors 6/11/90
Approved by the Board of Directors 11/4/91
Approved by the Board of Directors 08/02/05
MONDAY, JUNE 2, 2014
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