I. NAME. The name of this organization shall be the Blue Heron PTO.
II. PURPOSE. The purpose of this organization shall be to aid the students of Blue Heron Elementary School by providing support for their educational and recreational needs that are not otherwise provided for in the school corporation budgets, and to promote open communication between and support for the administration, teachers and parents.
III. FISCAL YEAR. The fiscal year of the organization shall be from July 1 to June 30.
IV. POLICIES.
A. The organization shall neither seek to direct the administrative activities of the school nor to control its policies.
B. The organization shall not make loans or extend lines of credit to any Board member or volunteer.
C. Any Board member who stands to gain financially from a transaction or decision before the Board must disclose the conflict and recuse themselves from the vote.
D. No part of the net earnings of the organization shall inure to the benefit of, or be distributable to, its members, directors, officers, or other private persons.
E. The organization shall not participate in, or intervene in (including the publishing or distribution of statements), any political campaign on behalf of or in opposition to any candidate for public office.
V. MEMBERSHIP. All parents and/or legal guardians of students who currently attend Blue Heron Elementary School and all current faculty and staff of Blue Heron Elementary School shall be eligible for membership in the organization. The Principal shall be considered as a sitting advisor and/or consultant. Members shall have the right to attend and participate in all meetings and activities of the organization and shall have the right to vote or to hold office. Upon written request to the Board stating a proper purpose, any Member shall have the right to inspect the organization's Articles of Incorporation, current Bylaws, meeting minutes, and financial records at a mutually acceptable time.
VI. BOARD MEMBERSHIP. The PTO Board must consist of a minimum of three directors. Director roles shall include President, Vice-President, Secretary, Treasurer, Volunteer Coordinator, and Social Media Manager. The Principal shall act as a sitting advisor.
A. Fiduciary Duty. All Board members owe a legal duty of care, honesty, loyalty, and obedience to the organization. They must act in good faith and in the best interest of the PTO.
B. General Powers. The activities and operation of the organization shall be managed by the Board. The Board shall transact necessary business during the intervals between the meetings of the membership. The Board shall have authority to approve expenses up to $250 outside of a General Membership Meeting.
C. Elections. The election of the Board shall take place during the May General Membership Meeting each year. All Members of the organization may participate in the election. The election, if non-contested, may be by voice vote. Any contested election shall be by written ballot. A majority of the votes cast by the Members shall be necessary for election. The term of each officer shall be one fiscal year. A person may be elected to the same or other office for more than one term.
D. Indemnification. The organization shall indemnify its directors and officers to the fullest extent permitted by Minnesota Statutes Section 317A.521 against judgments, penalties, fines, and reasonable expenses incurred in connection with any legal proceeding stemming from their good-faith service to the PTO.
E. Vacancies. In the event the office of President becomes vacant before the expiration of the term, the Vice-President shall immediately succeed to the office of President for the unexpired portion of the term. If any office other than the President becomes vacant, the remaining members of the Board, even if less than a quorum, may appoint an eligible Member of the PTO to fill the vacancy for the remainder of the unexpired term by a majority vote.
VII. BOARD MEMBER DUTIES.
A. President. The President shall in general supervise and control all of the activities of the organization. The President shall preside at all meetings of the Board and all meetings of the membership. The President shall maintain current bylaws and publish them on the PTO Website.
B. Vice President. The Vice President shall perform the duties of the President in the absence of the President. The Vice President shall also perform such other duties as are assigned by the President or the Board.
C. Treasurer. The Treasurer shall have charge of, and be responsible for, all funds of the organization. The Treasurer shall maintain complete and accurate financial accounting records and keep all bank statements, invoices, receipts, and other necessary documentation. The Treasurer shall partner with a Tax Accounting firm to ensure all necessary tax returns and other IRS Forms are filed correctly. The Treasurer shall present a financial report at each General Meeting of the membership and shall prepare a final report at the close of the year. The Treasurer shall file an annual renewal with the Minnesota Secretary of State and file a Charitable Organization Annual Report if the PTO passes $25,000 in total gross contributions in a year. The Treasurer shall ensure that there are always two people counting cash monies collected from an event keeping separate calculations and comparing for precision.
D. Secretary. The Secretary shall maintain complete and accurate meeting minutes of the proceedings of the Membership and the Board, including a separate record of all expenditures approved and all Orders and Procedures approved by Members. The Secretary shall publish Minutes on the PTO Website.
E. Social Media Manager. The Social Media Manager shall maintain the PTO Website, the PTO Facebook account, and the PTO Instagram account. The Social Media Manager shall create updates for the school newsletter as needed.
F. Volunteer Coordinator. The Volunteer Coordinator shall manage all sign-up documents and lead efforts to recruit, organize, and thank volunteers.
VIII. MEETINGS
A. General Meetings. The Blue Heron PTO will meet monthly from September – May on the dates published in the school calendar. All Members are invited to attend these meetings. A minimum of 5 voting Members (which must include at least two current Board Members), present at a properly called General Membership Meeting shall constitute a quorum and shall be entitled to transact PTO business.
B. Voting. A majority vote of the Members present at any General meeting shall be required for all action to be taken by the organization with the exception of the following circumstance: An issue is brought to a Board Member’s attention and a decision is necessary before the next General Meeting takes place, and the cost of funding this issue would be less than an amount pre-approved by the Members ($250).
C. Board Member Meetings. The Board will meet monthly (or as necessary as declared by the President) to discuss the upcoming agenda and make any necessary preparations for the General Meetings. A majority of the Board members currently in office shall constitute a quorum for any meeting of the Board.
IX. DISSOLUTION. Upon the dissolution of this organization, its assets shall be disposed of exclusively for the benefit of Blue Heron Elementary School, or to an organization organized and operated exclusively for charitable or educational purposes as shall at the time qualify as an exempt organization under Section 501(c)(3) of the Internal Revenue Code. Prior to distribution of assets, required statutory notice shall be provided to the Minnesota Attorney General's Office.
X. AMENDMENTS. These Bylaws may be altered, amended or repealed and new Bylaws may be adopted by the Members at any General or Special Meeting.
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*These Bylaws were adopted by the membership by a majority vote during a meeting properly called in September, 2026, and shall take effect immediately.
*The addition of VI. Board Membership - E. Vacancies was adopted by the membership by a majority vote during a meeting properly called in October, 2026, and shall take effect immediately.