The Community Children’s Center is a private, non-profit corporation. Each legal custodian (parent or guardian) of a child in the school is a member of the corporation for the term of the child’s enrollment. The Board of Trustees is elected by the corporation members at the annual meeting in August, from a slate presented by the Nomination Committee. Members may make recommendations to the Directors of persons to be considered for nomination by submitting written recommendations to the Secretary of the Board not later than forty-five (45) days prior to the Annual Meeting or any Special Meeting called for that purpose. A minimum of one of the Trustees must be parents or guardians of enrolled children. The Board elects from among its Trustees a president, vice president, a secretary and a treasurer. The Board attempts to be representative of the diversity of the corporate members.

The Board of Trustees is required to hold regular meetings in at least eight months of the year. With the exception of executive sessions (reserved for personnel or other sensitive matters), these meetings are open to members of the corporation and to the staff and administrators. Each agenda includes a “parent/guardian time” when parents/guardians may address the Board. Most of the work of the Board is conducted through standing committees – Executive Committee, Budget and Finance Committee, Governance Committee, Personnel Committee, Fund Development Committee, Building and Grounds, and Parent Involvement committee.
Corporate members and staff are encouraged to participate on committees.

The Board of Trustees is legally responsible for the control and management of the affairs of the corporation, subject to the will of the corporate members. However, the Board of Trustees of the YSCCC reserves the right to modify, amend, add or eliminate any policies or procedures at any time, without prior notice to, consultation with, or agreement from other parties. The Board provides leadership to the Center, recommending policies, priorities, projects and programs in accordance with Center’s policy and philosophy, as outlined by the Board.

The Corporation does not discriminate in its membership, employment, governance or enrollment practices with regard to affectional or sexual orientation, age, ancestry, color, creed, disability, gender, gender identity or expression, handicap, kinship, marital status, military status or disabled veteran status, national origin, nationality, pregnancy, race, religion, or sexual preference in regard to any position for which an individual is otherwise qualified

1. Name.
   The name of this organization shall be “Yellow Springs Community Children’s Center” (the “Corporation”).
2. Form.
   The Corporation shall be a voluntary, charitable, non-profit organization.
3. Purpose.
   1. The purpose of the Corporation shall be to conduct and operate a private school for the instruction and education of children from infancy through elementary school age and to do all things and exercise all powers now or hereafter provided by the laws of the State of Ohio respecting not-for-profit corporations.
   2. The Corporation is organized exclusively for charitable educational and scientific purposes, and 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 (or the corresponding provision of any future United States Internal Revenue Law).
   3. No part of the net earnings of the Corporation shall inure to the benefit of, or be distributable to its members, directors, officers or other private persons, except that the Corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in these Code of Regulations. No substantial part of the activities of the Corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the Corporation shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of this Code of Regulations, the Corporation shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from Federal Income Tax under section 501(c)(3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law) or (b) by a corporation, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law).
4. Membership.
   1. The Membership of the Corporation hereafter to be referred to as the “Members” or the “Membership” shall be:
      1. All Parents and guardians who have signed current Yellow Springs Community Children’s Center enrollment forms, but not those who are also employees of the corporation.
      2. Persons serving as a Director on the Board of Directors (the “Directors” or the “Board”).
   2. Members shall have full voting rights with respect to the elections held at the Annual Meeting of the Membership or at a Special Meeting called for that purpose.
5. Board of Directors.
   1. There shall be no fewer than five (5) and no more than eleven (11) Directors of the Corporation to be elected by a plurality of the Members of the Corporation at the annual meeting of the Corporation, or at a special meeting of the Corporation called for that purpose. Each Director shall serve a term of two (2) years to be committed to at the time of nomination. The positions shall be divided as evenly as possible into three groups with the terms for the groups staggered so that, each year, the terms end only for the positions in one of the groups. Directors may be re-elected, but no Director shall serve for more than three consecutive two-year terms.
   2. Prior to the Annual Meeting or a Special meeting of the Membership at which an election of Directors is conducted, the Board, by majority vote, shall nominate persons to fill vacant or expiring terms. Members may make recommendations to the Directors of persons to be considered for nomination by submitting written recommendations to the Secretary of the Board not later than forty-five (45) days prior to the Annual Meeting or any Special Meeting called for that purpose.
   3. Directors, even though less than a majority of the whole authorized number of Directors, may, by the vote of a majority of their number, temporarily fill any vacant position on the Board by appointment. If an appointment is made during the first year of the term of the position, the appointed Director shall be subject to election for the second year of the term at the next Annual Meeting or Special Meeting of the Members called for that purpose.
   4. At least one (1) Director shall be a parent or guardian who has signed a current Yellow Springs Community Children’s Center enrollment form if a situation arises where none of the Directors meet this requirement, the Board at the earliest opportunity shall appoint or nominate a legal custodian as a Director. The board may take action while there is no parent or legal custodian on the board.
   5. Absence of a Director without prior written notice to the Secretary from three (3) consecutive meetings of the Board shall constitute resignation by that Director from the Board, unless such absences are excused by the Board. Such absence from four (4) meetings in any six-month period shall similarly constitute resignation unless such absences are excused by the Board.
   6. A Director may be removed, with cause, from the Board by a two-thirds (2/3) majority vote of the Directors.
   7. Directors shall serve without remuneration for their services, but may be compensated for expenses actually and reasonably incurred in the performance of their official duties
6. Officers and Duties.
   1. At a meeting of the Board to be held immediately following the annual meeting of the Corporation, the Directors shall elect from among the Directors, by majority vote, a President, a Vice President, a Treasurer, and a Secretary (hereinafter referred to as “Officers”). Officers shall serve at the pleasure of the Board for one-year terms, and not to exceed three (3) consecutive terms.
   2. The President shall preside at all meetings of the Members and all meetings of the Board and perform generally the duties usually incident to such office and such other and further duties as may from time to time be requested of the President by the Board.
   3. The Vice President shall assist the President as requested.
   4. The Secretary shall be responsible for the keeping of an accurate record of all transactions of the Membership and of the Board, for the giving of all notices required by law or this Code of Regulations, for the keeping of a proper record of all minutes of meetings of the Membership and of the Board, and for such other matters as shall be deemed proper and necessary, whether these duties are performed personally by the Secretary or are delegated to an agent or employee of the Corporation.
   5. The Treasurer shall be responsible for the following, whether these duties are performed personally by the Treasurer or are delegated to an employee or agent of the Corporation: receipt and safekeeping of all moneys and other property, disbursement of the same under the direction and to the satisfaction of the Board, maintaining an accurate account of the Corporation’s finances, and insuring that the reporting and payment of all federal, state and local taxes, due or withheld, are executed on a timely basis. The Treasurer shall make periodic financial reports to the Board as it may require and an annual financial report to the Membership at the Annual Meeting. The account books shall be open for examination by the Directors.
   6. In the absence of the President at a Membership or Board Meeting, the Vice President shall preside. In the absence of both the President and the Vice President, the Secretary shall preside
7. Committees.
   1. The Board shall designate standing committees and ad hoc committees that it determines as helpful in meeting its responsibilities. The chair for any such committee shall be appointed by the President. Subject to approval by the Board, the committee Chairs shall appoint their respective members for terms of one year. Members of committee serve at the pleasure of the Board and may serve for up to three consecutive one-year terms. Each committee shall prepare a report of its activities to be incorporated in the reports presented to the Membership at the Annual Meeting.
   2. Standing committees may include, but not be limited to:Executive Committee which shall be chaired by the President and include the Vice President, the Treasurer and the Secretary shall meet between regular meetings of the Board to decide matters in emergency situations that must be decided before the next Board meeting.Budget and Finance Committee, which shall be chaired by the Treasurer. The Committee shall work with the Executive Director in developing an annual budget and managing the investment of reserve funds held by the Corporation.

      Governance Committee, which shall be chaired by appointment by the President. The Committee shall assess the Board’s performance annually, recommend to the Board appointees and nominees for Director positions, and organize Board training sessions, new board member orientation, and retreats.

      Personnel Committee, which shall be chaired by appointment by the President. The Committee shall manage the hiring process and annual evaluation of the Executive Director, hear grievances, and work with the Executive Director on the development and review of personnel policies.

      Fund Development Committee, which shall be chaired by appointment by the President. The Committee shall work with the Executive Director in the development and implementation of fund development strategies.

      Building and Grounds, and Parent Involvement committees shall serve as resources for the Executive Director

8. Meetings.
   1. The Annual Meeting of the Membership shall be held in Yellow Springs, Ohio, as soon as is reasonable, but not more than 90 days, after the close of the fiscal year, with the date, hour and site determined by the Board. The President and the Executive Director shall report at the Annual Meeting on the affairs of the Corporation
   2. Special Meetings of the Membership may be held at any time upon the call of the President, a majority of the Directors, or upon request of ten (10) Members. Transactions at Special Meetings shall be limited strictly to the agenda described in the meeting notice.
   3. The Secretary shall post notice of the date, time and place of Annual Meetings and Special Meetings of the Membership on the bulletin board across from the office ten (10) days in advance of the meeting. Notices may be sent via electronic mail as a courtesy, but not as a requirement, to those who have provided an email address to the office.
   4. The quorum for Membership meetings shall be ten (10) Members.
   5. The Board shall hold regular meetings in at least eight (8) months of the calendar year at times and places designated by the President.
   6. The Board may hold special meetings upon the request of the President, the Executive Director, or any three Directors. A special meeting Board shall only be held in emergency situations in order to address issues that cannot be deferred to the next regular meeting.
   7. The Secretary shall post notices of the time and place of regular and special meetings of the Board on the bulletin board across from the office ten (10) days in advance of the meeting or, in emergency situations when this notice requirement cannot be met, at the earliest time possible. Notices may be sent as a courtesy, but not as a requirement, via electronic mail to those who have provided an email address to the office.
   8. A majority of the Directors then serving shall constitute a quorum for the transaction of business at any meeting of the Directors. All questions and business at the meeting shall be determined by the affirmative vote of a majority of the Directors present, except when a greater number hereunder is required to pass an action. A meeting at which a quorum is initially present may continue to transact business notwithstanding the withdrawal of a Director, but any actions that are then taken shall require the approved by at least a majority of the quorum for the meeting.
   9. In order to discuss personnel and other sensitive matters, the Directors may meet in executive session without the requirement to keep minutes or to admit others.
   10. Attendance at meetings of the Board shall be open only to Members, invited staff members, invited guests, and members of the public as may be required by law.
   11. The Secretary of the Corporation shall notify Directors of all meetings and shall maintain minutes of all meetings of the Board and the Membership in the Corporation’s record book, except for the parts of Board meetings held in executive session.
   12. For purposes of this Code of Regulations, the phrase “Authorized Communications Equipment” (“ACE”) means any type of communications equipment that provides a transmission, including, without limitation, by telephone, telecopy or any other electronic means, from which it can be determined that the transmission was authorized by, and accurately reflects the intention of, the Director involved, and, with respect to meetings, allows all persons participating in the meeting to contemporaneously communicate with each other.This Code of Regulations specifically permits the Board to use ACE in the conduct of its business for the purposes of: (i) giving notice of meetings or any other notice required under this Code of Regulations or applicable law; (ii) attending and participating in meetings; (iii) giving a copy of any document; (iv) transmitting any writing required or permitted under this Code of Regulations or applicable law; or (v) voting to the extent described in this Section. Attending and participating in meetings, and voting on matters presented for decision during the course of those meetings, requires using such forms of ACE that allow contemporaneous communication among all persons participating in the meeting. Voting on actions taken without meeting, as described in the next Section, may be conducted through ACE, whether or not it enables contemporaneous communication. Participating in meetings through permitted forms of ACE constitutes presence at the meeting. The use of ACE also constitutes a writing for purposes of satisfying written requirements under this Code of Regulations or applicable law.
   13. In accordance with §1702.25 of the Ohio Revised Code, any action which may be authorized or taken at a meeting of the Directors may be authorized or taken without the Directors meeting in person by the affirmative vote, consent or approval of, and in a writing or writings signed by, all of the Directors who would be entitled to notice of a meeting to be held for the purpose of accomplishing that action. A transmission by ACE shall be effective as of the date of its being sent and shall constitute a signed writing for purposes of this Section. Actions taken without meeting under this Section shall be maintained by the Secretary in the records of the Corporation.
9. Employees.
   1. Executive Director. The Board may hire a person for the position of Executive Director to oversee and carry out the day-to-day operations of the Corporation, including the supervision of all other employees and volunteers. The Executive Director shall be accountable to the board and may be either a volunteer or a paid employee. The Board shall determine if the position is full or part time, temporary or permanent, and it shall set the compensation and other terms of employment, if applicable. The Executive Director shall have such other authority and perform such other functions and as the Board may determine.
   2. Other employees. The Board may hire other persons to work as paid employees. The Board shall determine whether a position is full or part time, temporary or permanent. The Board shall establish a job description and set the compensation and other terms of employment. Employees shall work under the direct supervision of the Executive Director but, if there is no Executive Director, under the direct supervision of the President.
10. Amendments.
    This Code of Regulations may be amended by a majority vote of the Board at a regular meeting or at a special meeting called for that purpose. Proposed amendment(s) shall be submitted in writing at the previous meeting of the Board, and all Members shall be notified of the proposed amendments at least twenty (20) days in advance of the Board meeting in which the amendments
11. Dissolution.
    Upon the dissolution of the Corporation, the Board shall, after paying or making provision for the payment of all of the liabilities of the Corporation, determine the disposition of all of the assets 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 1954 (or corresponding provision of any future United States Internal Revenue Law.) Any such assets not so disposed of shall be disposed of by the Court of Common Pleas in the county in which the principal office of the Corporation is then located, exclusively for such purposes or to such organization or organizations as said Court shall determine which are organized and operated exclusively for such purposes.
12. Nondiscrimination.
    The Corporation does not discriminate in its membership, employment, governance or enrollment practices with regard to affectional or sexual orientation, age, ancestry, color, creed, disability, gender, gender identity or expression, handicap, kinship, marital status, military status or disabled veteran status, national origin, nationality, pregnancy, race, religion, or sexual preference in regard to any position for which an individual is otherwise qualified

Jessica Thomas – President/ Facilities chair yscccboardpres@gmail.com

Matan Mazursky – Vice President/Treasurer/Finance Committee mazursky@gmail.com

Michelle Giguere – Personnel chair/ Development co-chair michellegiguere@yahoo.com

Debbie Downey – Governance chair/ Development co-chair s024dlddd@hotmail.com

Sheranita Hemphill – Secretary sshemphill2@gmail.com

Sachi Dixon – Parent committee chair yscccparents@gmail.com

Download 2019 Annual Report

Download 2020 Annual Report

Download 2021 Annual Report

2018 990