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NVBC Bylaws

Scroll down or select the button below to view the Nevada Breastfeeding Coalition's bylaws. 

Article I. Naming

1.01 Name

The name of this organization shall be “The Southern Nevada Breastfeeding Coalition” (hereinafter “Coalition” or “Organization”).

Article I. Naming

1.02 -DBA

The Organization’s doing business as (“DBA”) shall be “The Nevada Breastfeeding Coalition.” It may be abbreviated as NVBC. It is hereby acknowledged that the DBA is preferred and that the formal name of this Organization, the “The Southern Nevada Breastfeeding Coalition” (or “SNBC”) is no longer preferred. It is further acknowledged that the name of the dissolved entity “The Northern Nevada Breastfeeding Coalition” (or “NNBC”) should no longer be used.

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Article II. Location

2.01 Office Locations

The principal office and the registered office of the Coalition will both be in the greater metropolitan Las Vegas area.

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2.02 Location Not Restrictive as to Reach of Services or Activities

The Coalition shall serve the needs of the entire state of Nevada.

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Article III. Governing Law and Organization 

3.01 Applicable Law

The Coalition will be governed by, and all activities performed by the Coalition shall be conducted in accordance with, the laws of the State of Nevada as well as all applicable provisions of the Constitution and laws of the United States.

Article I. Naming

3.02 Type of Entity

The Coalition is a nonprofit corporation pursuant to NRS Chapter 82. Further, the Coalition is a corporation for the public benefit as defined by NRS 82.021.

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3.03 Tax Status

The Coalition is a 501(c)(3) entity as defined by the Internal Revenue Code in effect on October 1, 1991 (or corresponding provision of any future United States Internal Revenue law) (hereinafter, “Section 501(c)(3)”). The Coalition is organized exclusively for educational purposes within the meaning of section 501(c)(3).


No part of the net earnings of the Coalition shall inure to the benefit or be distributable to any director, officer, member, or other private person, except that the Coalition shall be authorized and empowered to pay reasonable compensation for services rendered (including to Board Members, as described in Section 7.04, below) and make payments and distributions in furtherance of the purposes set forth in the Articles of Incorporation and 
these Bylaws.

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3.04 Prohibited Activities

Notwithstanding any other provisions of these articles, neither this Organization–nor any director, officer, member, or representative thereof–shall carry on any activities not permitted (a) by an organization exempt from federal income tax under section 501(c)(3) or (b) by an organization contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code of 1986 (or corresponding provision of any future United States Internal Revenue law).

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Article IV. Purpose and Organization 

4.01 Mission

The purpose of this Coalition shall be:

  • To promote breast/chestfeeding through education, collaboration, and advocacy.

  • To remove barriers and to help all families achieve their breast/chestfeeding goals.

  • To promote a standard of maternal/infant care that supports and advocates breast/chestfeeding as the norm.

  • To foster the education of professionals caring for breast/chestfeeding, as well as for the mother/lactating parent.

  • To serve as a resource for accurate and up-to-date breast/chestfeeding information.

Article I. Naming

4.02 Commitment to Diversity and Inclusion

The Coalition recognizes that in order to meet its mission, all volunteers, members, and Board Members need and deserve to be mentored and sustained in collegial relationships that recognize the value of who they are, what they have been through and the biases that they are navigating in an effort to achieve health for themselves and their communities.
The Coalition commits through policy, practice, and relationship to achieving equity in
leadership, membership and practices. As such, the Coalition will continuously work to ensure that its mission is accomplished through an equity lens and practice that honors and promotes ethnic, cultural, and lived experience diversity, in part by acknowledging the presence and impact of racism, other forms of discrimination, and unconscious bias. The Coalition is committed to doing this through training, peer education, open dialogue, and evaluation, thereby creating an organization wherein people of color–and all other marginalized groups–can assert their experiences, perspectives, and needs with transparency and support from the Coalition. This provision will be enhanced by said transparency. In the process, the Coalition’s work is strengthened.

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4.03 Commitment to Professional Standards

Some members of the Coalition are certified as International Board Certified Lactation Consultants (“IBCLCs”). To that end, all member so certified must abide by the Code of Professional Conduct available on the International Board of Lactation Consultant Examiners website. Coalition members who are IBCLC-certified must keep apprised of any and all ongoing developments of the Code as it evolves over time.

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Article I. Naming

5.01 Avalability

​Membership shall be open to any person residing or working in Nevada who is
interested and who can contribute to the work of the Coalition. Membership is on a voluntary basis, open to all with an interest in the promotion of breast/chestfeeding.

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Article V. Membership 

5.02 Encouraging Membership

Representatives from the following areas will be encouraged to maintain membership: health care providers including hospital staff, private physicians, nurses, lactation consultants, health department personnel, dietitian and mental health professionals; social service providers; school personnel; La Leche League Leaders; home visitors; childbirth educators; peer counselors; breast/chestfeeding coordinators; community leaders and legislators; representatives of other community groups; and breast/chestfeeding women and individuals.

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5.03  Membership Information

Member information will be updated biannually.

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5.04 Non-Voting Member Status

Definition of “Non-Voting Member”: Those who wish to be involved in receiving information, participating in meetings, and sharing in the discussion of breast/chestfeeding issues in Nevada.


Non-Voting Members are welcome to contribute suggestions at meetings and via email. They will not be permitted to vote on officers, by-laws changes, and/or other official matters requiring a vote of those present at meetings. No dues will be required of non-voting members.

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5.05  Voting Member Status and Dues

Definition of “Voting Member”: Those who pay annual dues and maintain active involvement in the official matters and affairs of the Coalition.
Individual voting membership is twenty-five dollars ($25) annually. A group membership is sixty dollars ($60) annually, with the group being three (3) or more, one (1) vote per group. Within such group memberships, members may rotate.


The Coalition will accept rolling membership, throughout the year.
Dues may be changed by a vote of members present at the October meeting of each year.

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5.06 Non-discrimination

No person shall be denied membership based on race, color, ethnicity, national origin, religion, sex, gender, gender identity, sexual orientation, age, or disability.

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Article I. Naming

6.01 Voting Forum

All voting must occur at either:

  • At a scheduled meeting;

  • At a special meeting as defined in Section 8.07; or,

  • At any time agreeable to the Board Members, via email.

Article I. Naming

Article VI. Voting

6.02 Non-election Issues

Voting on all issues, other than the election of Officers, will be by a show of hands, of voting members, unless two (2) or more members request a written record of each member vote.

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6.03  Quorum

A majority of voting members must be present to constitute a quorum. However, voting may take place virtually.

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Article VII. Board of Directors

7.01 Two Boards

Initially on the meeting date when the Bylaws are signed, and thereafter biannually (every other year, at odd-year intervals) at the meeting to be known as the Annual Meeting, or as needed to fill any vacancy, Board Members (also known as “Officers”) shall be elected by a majority vote of the Board Members present. These Board Members shall fill positions on two Boards: the Board of Directors, and the Board of Executives
The Board of Directors presides over the Board of Executives and has autotomy on all matters.
The Board of Executives will have full authority to manage the affairs of the Coalition subject to the instructions of the members and President of the Board of Directors.
Mentorship for new Board Member positions will begin in August.
Any and all of these positions must adhere to the “no conflict of interest” provisions pertaining to all events and social media for the Coalition, as outlined in Article IX, Section 9.01, below.

Article I. Naming

7.02 Titles and Duties /Responsi-bilites of Board of Directors

The Board of Directors shall consist of the following positions and duties:
President:

  • Attends and heads all monthly meetings.

  • Plans and coordinates Board and event planning meetings.

  • Administers Bylaws.

Specifically, the President shall: 

  • Ensure the ByLaws are updated as needed, and followed per state law and IRS regulations;

  • Bring any bylaw updates to the Annual Meeting;

  • Records members’ vote for or against during said Meeting;

  • Records results of the vote in Annual Meeting Minutes;

  • Brings updated version of Bylaws to the next meeting for Board Members’ signatures; and,

  • Upload the current Bylaws to the website.

  • Manages the yearly budget, in coordination with the Treasurer. This includes:

  • Creating a budget for the year and all events;

  • Approves expenditures;

  • Maintaining the budget throughout the year; and,

  • Keeping members and donors aware of how funds are utilized.

  • Ensures that duties of Board Members are being completed and maintain duties when others are unable. Delegate tasks as needed.

  • Appoints committees.

  • Represents the Coalition in all matters that affect it and acts as a spokesperson for the Coalition.

  • Ensures that resolutions passed by the Board are carried out.

  • Maintains communication with scholarship recipients.

  • Ensures the support group is running effectively.

  • Assists with miscellaneous duties as coordinated with the Board.

Vice-President:

  • Attends and heads all monthly meetings, along with the President.

  • Helps plan and coordinate Board and event-planning meetings, as needed.

  • Assists the President with all activities and events for the year.

  • Runs meetings if the President is absent.

  • Maintains presidential duties if the President is unable.

  • Maintains Bylaws, in coordination with the President.

  • The Vice-President should ensure awareness of the details of the Bylaws and bring one copy to any meeting held.

  • Administers and maintains Coalition Gmail account, including but not limited to the following tasks:

  • Assist with Gmail account to get to any emails the Secretary cannot access.

  • Reply to all emails that come to the account within 24-48 hours if possible, and then forward them to the appropriate person.

  • Maintains communication with scholarship recipients.

  • Ensures the support group is running effectively, along with the President.

  • Assists with miscellaneous duties as coordinated with Board.

Treasurer:

  • Attends all monthly meetings.

  • Helps plan and coordinate Board and event planning meetings.

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Nonprofit Bylaws

Ensures awareness of the details of the Bylaws and brings one copy to each meeting held if the Vice President is unable to attend.

  • Keeps all legal money-related documents updated and in organized files in the Coalition Gmail Drive.

  • Reports financials to the President monthly for agenda and minutes report;

  • Manages yearly fees and filings, through Silverflume. This may include:

    • Business license fee or exemption;

    • Annual list of Officers;

    • Charitable solicitation exemption; and/or,

    • Sales use tax exemption (through the Nevada Dept. of Taxation).

    • All such fees are due in September of each calendar year.

  • Maintains the Coalition checking account, PayPal, Wix, and Quickbooks. These tasks are on an as-needed basis, unless otherwise indicated. These tasks include, but are not limited to, the following:

    • Coordinate with the Coalition accountant; 

    • US Bank Account

      • Become a bank mandate/account signatory;

      • Maintain the login for US banking online; and,

      • Maintain the Coalition bank account online portal;

    • QuickBooks:

      • Indicate what dues and donations are for in QuickBooks;

      • Track all monetary transactions in QuickBooks;

    • PayPal:

    • Check the PayPal account;

      • Check the balance for memberships and event registrations;

      • Report to the board/meeting.

      • Sweep money from the PayPal account into the checking account, at least once a month, and always at the end of an event registration period.

      • Set up any and all PayPal buttons as needed for payments for membership/events.

    • Wix:​

      • Sweep money from Wix for payments into the checking account.Complete reimbursement requests for any grants the Coalition has accepted;

  • Complete reimbursement requests for any grants the Coalition has accepted;

  • Maintain yearly taxes and requirements for section 501(c)(3). Tasks related to tax requirements include, but are not limited to:

    • Be aware of all of the tax laws and paperwork needed to maintain section 501(c)(3) status;

    • Completing all yearly tax requirements. The Coalition’s tax year ends June 30th each year and begins July 1st.

    • Complete IRS 990 Postcard by July 1st of each year.

      • See the President for password to IRS.

      • Ensure that the Coalition’s principle office address and registered address, as described in Section 2.01, above, are updated with the IRS.

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  • If Coalition makes less than $25k in a tax year (July 1 through June 30), the only IRS requirement is this postcard.

    • W-9 Administration:

      • Provide a W9 to anyone in the coalition pays out $600 or more to in the calendar year to the coalition. Make a new one each year via IRS.gov, save to one drive.

      • If we give someone a W9, we must turn in a 1099 to IRS and the recipient.

      • Provide each donor with an invoice, and a copy of the Coalition’s section 501(c)(3), and upload the receipt to our Gmail drive in a folder for that year’s event

    • Report to the President upon completion of all tax requirements.

  • Assist with miscellaneous duties as coordinated with the Board.

Secretary:

  • Attends all monthly meetings.

  • Helps plan and coordinate Board and event planning meetings.

  • Has a copy of the signed Bylaws and a membership form available at all meetings.

  • Maintains minutes and meeting agenda. This includes but is not limited to:

    • Take minutes at all meetings of the coalition; if you are unable to attend, arrange for someone to take minutes;

    • Keep a sign-in/roll sheet from each meeting to use for meeting minutes; also note who was on the phone during the event;

    • Type up meeting minutes to send out to the Vice President for next month’s reminders;

    • Keep a copy of the year’s minutes and agendas for future reference in the Google Drive; and,

    • Write up an agenda for the Vice President to send out for meeting reminders.

  • Manages Google Account. This includes but is not limited to:

    • Ensure all appropriate files are updated on the Google Drive, including agendas, meeting minutes, sign-in sheets, editable fliers for events, event coordination documentation, all contracts as applicable for events, etc.

    • Ensure accesses to Coalition Gmail account;

    • Check Gmail daily;

    • Reply to all emails received within 24-48 hours if possible and then forward to the appropriate person.

    • Check Gmail account for new website subscribers to be added to the convertkit mailing list..

  • Manages Convertkit account, and uses Convertkit to send out any bulk emails including:

    • Meeting reminders one week out from each month’s meeting;

    • Meeting reminders one day out from each month’s meeting.

    • Notifications and reminders for upcoming events (such as education events or Nurturing Naturally).

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Article I. Naming

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