The Sanctuary of the Treasure Coast, Inc.

Amended: September 2026

Bylaws

These Bylaws were adopted by an affirmative vote of the Board of Directors of The Sanctuary of the Treasure Coast, Inc. on May 1, 2021, 

Amended September 2026
 

Article I. Name and Organization

Section 1. Name

The name of the organization shall be The Sanctuary of the Treasure Coast, Inc., referred to throughout these Bylaws as “The Sanctuary” or “the organization.”

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Section 2. Doing Business As

The Sanctuary may conduct business under a registered fictitious name or “doing business as” name as approved by the Board of Directors and properly registered as required by applicable law.

The Sanctuary will be doing business as: _________________________.

Article II. Mission

The Sanctuary exists as a collaborative resource collective, created by and for LGBTQIA+ individuals and their allies. Together, we cultivate a safe, healthy, and nurturing community where everyone can be themselves, build meaningful connections, and share the knowledge, tools, and support that strengthen and unite our community."

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Article III. Fiscal Year and Accounting

Section 1. Fiscal Year

The fiscal year of The Sanctuary shall begin on June 1 and end on May 31 of each year for tax filing purposes. All other reporting must be done per the local, state and federal guidelines.

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Section 2. Financial Oversight

The organization shall maintain accurate financial records and shall comply with all applicable federal, state, and local filing requirements, including any required tax filings, charitable registrations, or informational returns.

Article IV. Membership

Section 1. Categories of Membership

The Sanctuary recognizes two categories of members:

1. General Members; and

2. Voting Members in Good Standing.

All members may participate in events, activities, and meetings of the organization, subject to applicable policies and codes of conduct. Only Voting Members in Good Standing shall have the right to vote on bylaws, vote in elections, nominate candidates, hold elected office, or serve as officers of The Sanctuary.

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Section 2. General Membership Eligibility

Any individual may apply for membership, provided that the individual:

1. Is eighteen (18) years of age or older;

2. Has completed the official membership application;

3. Supports the mission of the organization, as evidenced by a signed statement of support submitted with the membership application; and

4. Agrees to abide by the organization’s Code of Conduct, as evidenced by a signed acknowledgment.

 

Section 3. Voting Membership Eligibility

To be considered a Voting Member in Good Standing, a member must:

1. Be eighteen (18) years of age or older;

2. Have completed the official membership application;

3. Support the mission of the organization;

4. Agree to abide by the organization’s Code of Conduct;

5. Have paid current annual dues in full, unless granted a hardship waiver; and

6. Within the preceding twelve (12) months, have:
   a. Attended at least one (1) general membership meeting;
   b. Attended at least one (1) event or activity; and
   c. Volunteered at a minimum of one (1) event.

Members who are unable to commit to the minimum attendance or volunteer requirements set forth in this Section may instead pay annual dues of one hundred dollars ($100.00) to maintain eligibility as Voting Members in Good Standing, provided all other requirements of this Section are met.

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Section 4. Annual Dues

A. Standard Dues

Annual dues shall be ten dollars ($10.00) per member per year. Members joining after the first of the year shall have their dues prorated for the remainder of the year.

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B. Reduced Dues

Annual dues shall be five dollars ($5.00) for members who are:

1. Sixty-five (65) years of age or older; or

2. Currently enrolled college students, upon presentation of a valid, current student identification card.

 

C. Alternative Dues for Members Unable to Meet Time Requirements

Members who are unable to commit to the minimum attendance or volunteer requirements for Voting Membership in Good Standing may pay annual dues of one hundred dollars ($100.00) per year in lieu of satisfying those time-based requirements.

Payment of the alternative dues shall not waive any other requirement for membership or good standing, including completion of the membership application, support of the organization’s mission, agreement to abide by the Code of Conduct, and compliance with all applicable policies of The Sanctuary.

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D. Hardship Waiver

Any member experiencing financial hardship may request a waiver of annual dues. Waiver requests shall be submitted confidentially to the President or Treasurer and shall be reviewed on a case-by-case basis.

Members receiving a hardship waiver shall retain all rights and privileges of membership, provided all other requirements for good standing are met.

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E. Payment Schedule

Annual dues shall be payable on or before December 31 of each calendar year. Members whose dues remain unpaid more than thirty (30) days after the due date shall not be considered in good standing until such dues are paid in full or a hardship waiver is approved.

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Section 5. Rights of Voting Members in Good Standing

Voting Members in Good Standing shall be entitled to:

1. Vote on all matters properly brought before the membership;

2. Nominate candidates for elected office;

3. Stand for election to any office of The Sanctuary, subject to any additional qualifications set forth in these Bylaws;

4. Serve on committees;

5. Receive all notices, communications, and privileges of full membership; and

6. Receive discounts on ticketed events and other member benefits as determined by the organization.

1. activities, if such discounts are offered.

 

Section 6. Loss of Good Standing

A member shall cease to be considered in good standing upon the occurrence of any of the following:

1. Failure to pay annual dues within thirty (30) days of the due date, absent an approved hardship waiver;

2. Failure to meet the participation requirements set forth in these Bylaws during the preceding twelve (12) months;

3. Violation of the organization’s Code of Conduct, as determined through the organization’s disciplinary procedures; or

4. Voluntary resignation submitted in writing to the Secretary.

 

Section 7. Restoration of Good Standing

A member who has lost good standing may be restored upon:

1. Payment of all outstanding dues, unless a hardship waiver is approved;

2. Satisfaction of any outstanding participation requirements over the following twelve (12) months; and

3. Where applicable, resolution of any Code of Conduct matters in accordance with these Bylaws or organizational policy.

Voting rights shall resume once the member has satisfied all requirements for Voting Membership in Good Standing.

Section 8. Recordkeeping

The Secretary, in coordination with the Treasurer, shall maintain accurate and current records of all members, including dues payment status, meeting attendance, event attendance, volunteer participation, and good-standing status.

These records shall be made available to the Board of Directors upon request and shall be used to determine eligibility to vote in any election or membership vote.

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Section 9. Non-Discrimination

The organization shall not discriminate against any person on the basis of race, color, religion, creed, national origin, ancestry, ethnicity, citizenship status, age, disability, sex, sexual orientation, gender identity, gender expression, intersex status, marital status, familial status, pregnancy, genetic information, veteran or military status, socioeconomic status, or any other characteristic protected by applicable federal, state, or local law.

This policy applies to all aspects of the organization’s operations, including, but not limited to, membership, governance, leadership opportunities, employment, volunteer participation, programs, services, events, partnerships, and access to resources.

As an LGBTQIA+ organization, The Sanctuary is committed to fostering an inclusive, affirming, and equitable environment that respects the dignity, identity, and lived experience of every individual.

The organization shall not tolerate harassment, exclusion, retaliation, or discriminatory conduct by or against any Director, officer, employee, volunteer, member, participant, donor, or other person involved with the organization. Complaints or concerns regarding discrimination or harassment shall be addressed promptly, fairly, and in accordance with organizational policies and applicable law.

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Article V. Board of Directors

Section 1. Composition of the Board

The elected Directors of The Sanctuary shall be:

1. President;

2. Vice President;

3. Treasurer;

4. Secretary;

5. Director of LGBTQIA+ Affairs; and

6. Director of Media and Marketing.

The Board must include, at minimum, a President, Treasurer, Secretary and Director of LGBTQIA+ Affairs.

 

Section 2. Optional or Vacant Positions

If the office of Secretary is vacant, the President shall assign another Director to record minutes or may use an approved minute-taking program, provided that all minutes are reviewed, corrected if necessary, and approved by the Board or membership, as applicable.

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Section 3. Term and Term Limits

Directors shall serve a term of two (2) years.

A Director may seek re-election for one additional consecutive two-year term in the same position. No Director may serve in the same position for more than four (4) consecutive years.

After reaching the consecutive term limit for a position, a Director may seek another position for which they are eligible, unless otherwise restricted by these Bylaws. No Director shall remain on the board for more than five (5) consecutive terms.

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Section 4. Majority Vote and Tie Votes

Except where a higher voting threshold is required by these Bylaws or applicable law, actions requiring Board approval shall be decided by a simple majority vote of the Directors eligible to vote.

The President shall not vote except in the event of a tie, in which case the President may cast the deciding vote.

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Section 5. Vacancies

In the event of a vacancy on the Board, the Board may appoint a Voting Member in Good Standing to serve the remainder of the vacant position’s term, provided that the appointment is approved by a simple majority vote of the Board.

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Section 6. Vacancy in the Office of President

In the event of a vacancy in the office of President, the Vice President shall become Interim President until the next scheduled election.

If the Vice President declines or is unable to serve, any eligible Board member may submit their name for election to the office of President and may assume the position upon approval by a simple majority vote of the Board.

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Section 7. Notice of Board Changes

The Board shall communicate any changes in the Board’s composition to all members within seven (7) business days by email, social media, or another reasonable method of notice.

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Article VI. Duties of Directors

Section

1. President

The President shall:

1. Serve as the primary representative and spokesperson of the organization, unless otherwise delegated;

2. Preside over Board meetings, membership meetings, and other official meetings of the organization;

3. Ensure that meetings are conducted fairly, respectfully, and in accordance with these Bylaws and adopted procedures;

4. Provide leadership and guidance to the Board, officers, committees, volunteers, and members;

5. Work with the Secretary to prepare meeting agendas and ensure proper notice of meetings;

6. Support implementation of the organization’s mission, strategic goals, programs, and policies;

7. Ensure that Board decisions and member-approved actions are carried out in a timely and ethical manner;

8. Promote accountability, transparency, inclusion, and respect within the organization;

9. Appoint committee chairs or representatives when authorized by these Bylaws, the Board, or the voting membership;

10. Serve as an ex-officio member of committees, unless otherwise restricted by these Bylaws;

11. Vote only in the event of a tie; and

12. Perform other duties customarily associated with the office of President or assigned by the voting membership.

 

Section 2. Vice President

The Vice President shall:

1. Assist the President in carrying out the duties and responsibilities of the office;

2. Perform the duties of the President when the President is absent, unavailable, unable to serve, or has a conflict of interest;

3. Support coordination between the Board, committees, volunteers, and members;

4. Help ensure that organizational programs, meetings, and initiatives are carried out effectively;

5. Oversee special projects, committees, or initiatives as assigned by the Board or voting membership;

6. Promote ethical leadership, inclusion, accessibility, and respect throughout the organization;

7. Help monitor progress on organizational goals and report concerns or recommendations to the Board;

8. Support succession planning and leadership development within the organization; and

9. Perform other duties customarily associated with the office of Vice President or assigned by the President, Board, or voting membership.

 

Section 3. Treasurer

The Treasurer shall:

1. Oversee the financial affairs of the organization in a responsible, transparent, and ethical manner;

2. Maintain or supervise accurate records of all income, expenses, assets, liabilities, donations, grants, and financial transactions;

3. Provide regular financial reports to the Board and voting membership;

4. Prepare, present, or assist with the annual budget for review and approval;

5. Ensure that funds are used in accordance with the organization’s mission, approved budget, donor restrictions, grant requirements, and applicable law;

6. Safeguard organizational funds, bank accounts, financial records, and financial controls;

7. Ensure that required tax filings, financial reports, charitable registrations, and other financial compliance obligations are completed on time;

8. Work with the Board to establish responsible financial policies, including reimbursement, purchasing, conflict-of-interest, and internal control procedures;

9. Review financial statements, bank reconciliations, and budget performance on a regular basis;

10. Report any suspected financial irregularities, misuse of funds, or conflicts of interest to the Board or appropriate oversight body;

11. Ensure that financial records are available for review by authorized members, auditors, or regulators as required; and

12. Perform other duties customarily associated with the office of Treasurer or assigned by the Board or voting membership.

 

Section 4. Secretary

The Secretary shall:

1. Maintain accurate records of the organization, including Bylaws, policies, meeting minutes, resolutions, membership records, and official correspondence;

2. Prepare and distribute notices of Board meetings, membership meetings, quarterly meetings, elections, and proposed bylaw amendments;

3. Record minutes of Board and membership meetings, including attendance, motions, votes, decisions, and action items;

4. Ensure that official records are organized, secure, and accessible to authorized persons;

5. Work with the President to prepare meeting agendas and supporting materials;

6. Maintain a current list of members in good standing for voting and notice purposes;

7. Certify voting eligibility when required under these Bylaws;

8. Preserve records of elections, bylaw amendments, committee reports, and official actions;

9. Ensure that required notices, including the thirty-day notice for proposed bylaw amendments, are provided in accordance with these Bylaws;

10. Support transparency by making approved minutes and organizational records available to members as permitted by policy and these Bylaws; and

11. Perform other duties customarily associated with the office of Secretary or assigned by the Board or voting membership.

 

Section 5. Director of LGBTQIA+ Affairs

The Director of LGBTQIA+ Affairs shall:

1. Advise the Board and organization on issues affecting LGBTQIA+ communities, with attention to diversity within the community;

2. Help ensure that the organization’s programs, policies, outreach, and advocacy reflect the needs and dignity of LGBTQIA+ people;

3. Promote inclusion, equity, safety, and respect for people of all sexual orientations, gender identities, gender expressions, and lived experiences;

4. Build and maintain relationships with LGBTQIA+ individuals, community groups, advocacy organizations, service providers, and allies;

5. Identify community needs and recommend programs, services, partnerships, or advocacy efforts;

6. Support education and awareness initiatives related to LGBTQIA+ rights, health, safety, culture, history, and community well-being;

7. Organize outreach that furthers The Sanctuary’s mission; and

8. Perform other duties related to LGBTQIA+ community engagement or assigned by the Board or voting membership.

 

Section 6. Director of Media and Marketing

The Director of Media and Marketing shall:

1. Oversee the organization’s media presence and storytelling efforts;

2. Manage or support advertising, social media, website content, newsletters, press releases, public announcements, and promotional materials;

3. Ensure that public communications are accurate, respectful, inclusive, mission-aligned, and consistent with organizational values;

4. Develop media strategies to promote events, programs, advocacy efforts, fundraising campaigns, and community resources;

5. Coordinate with officers, committees, and event organizers to gather accurate information for public distribution;

6. Maintain branding, logos, messaging standards, and communication guidelines;

7. Respond to or coordinate responses to media inquiries, when authorized;

8. Protect confidential information and obtain appropriate consent before sharing images, names, stories, or personal information;

9. Ensure that communications avoid discriminatory, stigmatizing, or harmful language and reflect the diversity of LGBTQIA+ communities;

10. Monitor public engagement and report relevant media activity, concerns, or opportunities to the Board;

11. Support crisis communications or public statements when needed and authorized;

12. Maintain online records of historical photos, videos, and other archival media; and

13. Perform other media, communications, or public relations duties assigned by the Board or voting membership.

Article VII. Committees

 

Section 1. General Committees

The Board may establish and maintain committees of members in good standing to assist and advise the Board in achieving the goals of the organization.

 

Section 2. Committee Authority

Committees shall have only the authority delegated to them by the Board, these Bylaws, or the voting membership. Committees may make recommendations but may not act on behalf of the organization unless expressly authorized.

 

Section 3. Committee Membership

Committee members must be members in good standing unless otherwise approved by the Board for advisory, professional, or community partnership purposes.

Section 4. Standing Committees

The organization shall recognize the following standing committees: The Sanctuary Community Curtain (TSCC) and the Pride Fest Committee.

Each standing committee shall operate in furtherance of the purposes and mission of the organization and shall be subject to the general oversight of the Board of Directors, except as otherwise provided in these Bylaws or by Board policy.

Each standing committee may have its own director or directors. The director or directors of each standing committee shall be approved by the members of that committee in accordance with procedures established by the committee, subject to any applicable review or ratification requirements adopted by the Board of Directors.

Each standing committee may maintain its own bank account or accounts and may prepare and operate under its own annual budget. The bank accounts and annual budgets of each standing committee shall be separate from the general operating budget and accounts of The Sanctuary. However, all funds, accounts, budgets, records, and financial activities of each standing committee shall remain subject to applicable law, organizational financial controls, reporting requirements, and oversight by the Board of Directors.

Each standing committee shall provide financial reports, budget information, and other records to the Board of Directors upon request and at such regular intervals as may be established by Board policy. The Board may adopt additional policies governing the operation, financial management, reporting, and accountability of standing committees.

The creation, continuation, merger, suspension, or dissolution of any standing committee shall be governed by these Bylaws and any applicable policies adopted by the Board of Directors.

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Article VIII. Elections and Voting

 

Section 1. Election Cycle

The Board of Directors shall be elected on a two-year cycle.

Nominations for Board positions shall take place in January of odd-numbered years. Elections shall take place in February of odd-numbered years.

New Directors shall take office twenty-one (21) days after election results are announced.

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Section 2. Election Committee

In December before an election year, the Board shall appoint an Election Committee of three (3) members in good standing to conduct the biennial elections.

The Election Committee shall oversee nominations, candidate eligibility review, ballots, vote collection, vote counting, and announcement of election results.

Members of the Election Committee shall not be eligible to run for office or campaign for any candidate in the election they are administering.

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Section 3. Notice of Election

The Secretary or Election Committee shall provide notice of Election Day to the membership at least fourteen (14) days before Election Day by email, social media, or another reasonable method.

The notice shall include:

1. The date, time, and location or participation method for the election;

2. The offices open for election;

3. Candidate eligibility requirements;

4. Voting procedures;

5. Deadlines for nominations or candidate statements; and

6. Any approved electronic or absentee voting procedures.

 

Section 4. Eligibility to Run for Office

Any Voting Member in Good Standing who has been active for at least one (1) year and is not serving on the Election Committee is eligible to run for office, subject to the additional requirements in these Bylaws.

A Director who has served a two-year term may seek re-election for one additional consecutive two-year term in the same position.

A Director who has served four (4) consecutive years in the same position may not immediately seek re-election to that same position.

 

Section 5. Additional Qualification for President

A candidate for President must have previously held a Director position for at least one full term.

Multiple members of the same household may not serve consecutively in the office of President or during the same term for President and Treasurer.

 

Section 6. Nominations

Any member in good standing  who wishes to have their name appear on the ballot must submit a written statement of candidacy to the Election Committee at least thirty (15) days before Election Day.

The statement shall identify the office sought and may include a brief statement of interest, relevant experience, and any potential conflicts of interest. The statement can be sent electronically.

 

Section 7. Candidate Review

The Election Committee shall determine whether candidates meet the eligibility requirements set forth in these Bylaws.

If a candidate is determined to be ineligible, the Election Committee shall notify the candidate by email and state the reason for the determination.

 

Section 8. Notice of Candidates

The Election Committee shall notify The Sanctuary membership before Election Day of the candidates whose names will appear on the ballot.

Notice may be provided by email, social media, or another reasonable method.

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Section 9. Voting

Each Voting Member in Good Standing shall be entitled to one (1) vote for each open office or Board position.

All votes shall be conducted by secret ballot when reasonably practicable. Ballots may be written, electronic, or another approved method that protects the fairness and integrity of the vote.

All ballots must be returned to the Election Committee by the close of voting on Election Day.

 

Section 10. Electronic Voting

A Voting Member in Good Standing who is not present on Election Day may vote electronically if electronic voting has been authorized for that election.

Electronic ballots must identify the voter’s first and last name for eligibility verification, while preserving the secrecy of the vote to the extent reasonably practicable.

Electronic voting shall not apply to run-off elections unless the Election Committee has adopted a process that allows eligible remote voters to participate fairly.

 

Section 11. Counting of Votes

No votes shall be counted before the close of voting.

Votes shall be tallied after voting closes. Results shall be announced after the tally is complete and shall be recorded in the meeting minutes.

When reasonably practicable, vote totals shall be verified by more than one person.

 

Section 12. Election Standard

The candidate receiving a majority of votes cast for an office shall be elected.

If no candidate receives a majority of votes cast, a run-off election shall be held between the two (2) candidates receiving the greatest number of votes.

 

Section 13. Run-Off Election

A run-off election shall be announced immediately following the announcement of election results.

The run-off election may be held immediately if eligible voting members have been given a fair opportunity to participate. Otherwise, the Election Committee may schedule the run-off as soon as reasonably practicable.

The Election Committee shall preside over the run-off election.

 

Section 14. Election Records

The Election Committee shall maintain an attendance record for Election Day and shall provide the election results to the membership within a reasonable time after the election.

Election records shall be preserved by the Secretary.

 

Section 15. Transition of Directorship

New Directors shall take office twenty-one (21) days after election results are announced.

During the transition period, outgoing Directors shall transfer relevant details, documents, records, passwords, files, and duties to incoming Directors.

Transfer of authorization for bank records, account access, and check-signing authority shall begin during this period to ensure a smooth and uninterrupted transition.

No funds shall be expended by newly elected Directors until the financial institution has recognized the authorization of the new Directors and the new Board has reviewed and approved pending expenditures.

Article IX. Voting and Governance Standards

Section 1. Voting Membership

The organization shall operate according to principles of transparency, fairness, accountability, and member participation.

Major governance decisions, including amendments to these Bylaws and the election of Board members, shall be decided by the Voting Members in Good Standing rather than solely by the Board of Directors.

 

Section 2. Member Voting Rights

All Voting Members in Good Standing shall be eligible to vote unless otherwise restricted by these Bylaws or applicable law.

 

Section 3. President’s Vote

The President shall not vote except in the event of a tie, in which case the President may cast the deciding vote.

Article X. Meetings

 

Section 1. Membership Meetings

Membership meetings shall be conducted quarterly on dates agreed upon by the Board and communicated to the membership.

Members may attend in person or by electronic means when such participation is authorized and available.

 

Section 2. Board Meetings

Board meetings shall be held at least once per month on a date agreed upon by the Board to plan and discuss events, operations, finances, governance, and other matters affecting The Sanctuary.

 

Section 3. Notice

Notice of membership meetings, Board meetings, elections, and bylaw amendments shall be provided in accordance with these Bylaws.

 

Section 4. Quorum

A quorum shall consist of a simple majority of the voting members in good standing who are in attendance, whether attending in person, virtually, or by another electronic means authorized by The Sanctuary..

For purposes of these Bylaws, a simple majority means more than fifty percent of the voting members in good standing in attendance at a properly noticed meeting.

Article XI. Amendments to the Bylaws

 

Section 1. Amendment Authority

These Bylaws may be amended only at a regularly scheduled quarterly meeting of the Voting Members in Good Standing.

 

Section 2. Notice of Proposed Amendments

Written notice of any proposed bylaw amendment must be provided to all Voting Members in Good Standing at least thirty (30) days before the quarterly meeting at which the amendment will be considered.

The notice shall include:

1. The exact language of the proposed amendment;

2. A summary of its purpose; and

3. The date, time, location, and method of participation for the meeting.

 

Section 3. No Vote Without Proper Notice

No bylaw amendment may be voted on unless the required thirty-day notice has been provided.

Amendments raised for the first time at a meeting may be discussed but shall not be voted on until proper notice has been given and the matter is placed on the agenda for a future quarterly meeting.

 

Section 4. Approval Requirement

Bylaw amendments shall be adopted by the affirmative vote required under these Bylaws.

If no higher threshold is stated elsewhere, adoption shall require approval by a majority of Voting Members in Good Standing present and eligible to vote, provided that a quorum is met.

 

Section 5. Limitations on Board Authority

The Board of Directors shall not have unilateral authority to amend these Bylaws, cancel or delay required elections, restrict voting rights, or alter the established nomination and election schedule except as expressly permitted by these Bylaws and applicable law.

Any proposed change to voting rights, Board terms, election procedures, nomination procedures, or bylaw amendment procedures must follow the amendment process described in this Article.

Article XII. Removal of Directors

Section 1. Removal for Cause

Any Director may be removed from the Board for cause when their conduct, actions, or failure to act are determined to be inconsistent with the responsibilities, standards, or values of the organization.

Grounds for removal may include, but are not limited to, the categories listed below.

 

Section 2. Dereliction or Neglect of Assigned Duties

Dereliction or neglect of assigned duties includes failure to fulfill assigned Board responsibilities, committee obligations, fiduciary duties, or other duties reasonably expected of a Director.

Examples may include:

1. Repeated failure to attend or cancel Board or committee meetings without notice or reasonable cause;

2. Failure to complete assigned tasks or responsibilities after reasonable reminders; and

3. Neglecting fiduciary responsibilities, including oversight of organizational finances, governance, or compliance matters.

 

Section 3. Misconduct or Inappropriate Behavior

Misconduct or inappropriate behavior includes behavior that is unlawful, unethical, discriminatory, harassing, abusive, or otherwise inconsistent with the organization’s mission and values.

Examples may include:

1. Harassment, intimidation, bullying, or abusive conduct toward staff, volunteers, clients, donors, community members, or fellow Board members;

2. Discriminatory conduct or language based on sexual orientation, gender identity or expression, race, color, religion, national origin, age, disability, veteran status, socioeconomic status, or any other protected or marginalized status; and

3. Sexual misconduct, exploitation, or behavior that makes an individual feel uncomfortable or creates an unsafe or hostile environment during a Sanctuary-sponsored event.

 

Section 4. Conduct Unbecoming of a Board Member

Conduct unbecoming of a Board member includes conduct that materially harms, or has the potential to harm, the reputation, credibility, safety, operations, or community trust of the organization.

Examples may include:

1. Public statements or actions that conflict with the organization’s mission, including actions that undermine LGBTQIA+ dignity, safety, or equality;

2. Misuse of the organization’s name, funds, property, confidential information, or resources;

3. Conflicts of interest that are not disclosed or appropriately managed;

4. Retaliation against any person who raises a concern, complaint, or good-faith report of misconduct; and

5. Criminal conduct or other serious behavior that may impair the Director’s ability to serve effectively.

 

Section 5. Removal Procedure

Before removal, the Director shall be given notice of the proposed removal and an opportunity to be heard before the Board.

After an appropriate hearing, the Board may remove the Director by the affirmative vote of a simple majority of Board members eligible to vote.

The Director who is the subject of the removal vote shall not vote on the matter.

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Article XIII. Conflicts of Interest and Service on Other Boards

 

Section 1. Limitation on Board Service

Board members may serve on no more than two (2) nonprofit boards at any time, inclusive of The Sanctuary Board.

 

Section 2. Prohibited Conflicts

It shall be considered a conflict of interest, and no such conflict shall be permitted, for any Board member to serve in the same capacity or position, such as Chair, President, Treasurer, or Secretary, on the board of another LGBTQIA+-focused nonprofit organization.

 

Section 3. Confidential Information

A Board member who serves another organization, including a potentially competing nonprofit, shall not share, use, or disclose confidential or proprietary information of The Sanctuary in connection with such service.

Confidential or proprietary information includes, but is not limited to, member lists, donor lists, resource lists, contacts, internal records, financial information, strategic plans, and nonpublic organizational information.

 

Section 4. Duty to Disclose

Consistent with the organization’s Conflict of Interest Policy, each Board member shall disclose in writing all other board, officer, employment, ownership, consulting, or advisory positions held with any organization, whether nonprofit or for-profit:

1. Upon election to the Board;

2. Annually thereafter; and

3. Promptly upon accepting any new position or interest that may create an actual or potential conflict.

 

Section 5. Determination by Disinterested Directors

Where outside service or another interest presents an actual or potential conflict of interest not expressly prohibited by these Bylaws, the remaining disinterested members of the Board shall determine, by majority vote, whether a conflict exists and what corrective or protective measures are required.

The interested Director shall disclose the conflict, shall not participate in deliberations except to provide requested information, and shall not vote on the matter.

Section 5. Compensation

All Director positions are unpaid. Directors shall not receive compensation for service, but may be reimbursed for reasonable expenses approved in accordance with organizational policy.

 

Article XIV. Media and Public Communications

Section 1. Authorized Spokespersons

Only Board members, or individuals specifically authorized by the Board, may conduct interviews or make official public statements on behalf of The Sanctuary.

This applies to all media outlets and communication methods, including television, radio, telephone, cellular communication, video conferencing platforms, print media, online publications, social media, and other public forums.

Section 2. Mission-Aligned Communications

All public communications shall be consistent with the mission, values, and approved messaging of The Sanctuary.

Section 3. Coordination with Director of Media and Marketing

When practicable, media inquiries, public announcements, press releases, and public statements shall be coordinated with the Director of Media and Marketing.
 

Appendix A

MEMBER CODE OF CONDUCT

The Sanctuary of the Treasure Coast, Inc
OUR COMMITMENT

TSOTTC   is committed to providing a safe, welcoming, respectful, and inclusive environment for LGBTQIA+ individuals, allies, volunteers, members, guests, and community partners.

All members are expected to conduct themselves in a manner that supports the organization's mission and promotes dignity, equality, and respect.

1. RESPECT & INCLUSION Members agree to:

-Treat everyone with dignity, courtesy, and respect.
- Respect people's sexual orientations, gender identities, gender expressions, pronouns, names, cultures, backgrounds, and personal boundaries.
- Welcome LGBTQIA+ individuals and allies regardless of their background or life experience.
- Listen to differing opinions and engage in respectful discussion.
- Avoid language or behavior that is intimidating, degrading, threatening, or discriminatory.

2. HARASSMENT & DISCRIMINATION. TSOTTC will not tolerate:

- Harassment, bullying, or intimidation.
- Discrimination against members, volunteers, guests, or community participants.
- Hate speech or derogatory comments directed at an individual or group.
- Sexual misconduct, exploitation, or behavior that makes an individual feel uncomfortable or creates an unsafe or hostile environment during a Sanctuary-sponsored event. Deliberate misuse of a person's name or pronouns as a means of harassment.
- Retaliation against anyone who reports misconduct or participates in an organizational review.

3. SAFETY Members are expected to help maintain a safe environment. They shall not:

- Threaten or physically harm another person.
- Bring dangerous or prohibited items to organization activities.
- Intentionally disrupt events or meetings.
- Engage in conduct that creates an unsafe environment for others.

Any immediate threat to someone's safety should be reported to appropriate authorities when necessary.

4. CONFIDENTIALITY & PRIVACY Members may learn personal information about other members through their involvement with the organization. Members agree to:

- Respect the privacy of other members.
- Not disclose another person's LGBTQIA+ identity, gender identity, sexual orientation, personal circumstances, or other private information without permission.
- Not photograph, record, or publicly post identifiable information about another participant without appropriate consent.
- Protect confidential organizational information.

5. SOCIAL MEDIA & PUBLIC COMMUNICATION Members are encouraged to promote the organization's mission in a positive and respectful manner.

Any questions, comments, or concerns pertaining to social media and public communications please contact a   member of the board.

Members understand that:

- Personal social media accounts do not represent the official position of the organization unless the member has been authorized to speak on its behalf.
- Members should not falsely represent themselves as an officer, director, spokesperson, or authorized representative.
- Organization logos, names, photographs, and other materials should be used in accordance with organizational policies.

6. CONFLICTS OF INTEREST

Members should disclose potential conflicts of interest when participating in organizational decisions, committees, fundraising, partnerships, or other activities where a personal or financial interest could affect—or appear to affect—their judgment.

Members shall not use their membership or organizational position for improper personal financial gain.

7. EVENTS & ORGANIZATIONAL ACTIVITIES

Members attending organization-sponsored events/meeting agree to:

- Follow event rules and reasonable instructions from authorized staff, officers, volunteers, or event coordinators.
- Respect event venues and property.
- Avoid disruptive or abusive behavior.

-Unwelcome sexual advances, requests for sexual favors, sexually explicit comments, gestures, messages, or any other verbal, nonverbal, physical, or electronic conduct of a sexual nature are strictly prohibited

- Help create an environment where everyone feels welcome and safe.

8. ALCOHOL & CONTROLLED SUBSTANCES

Members must comply with applicable laws and the policies of the venue or event. Illegal drug use, distribution, or possession at organization-sponsored activities is strictly prohibited. Members participating  in organizational activities while their behavior is impaired to the point that it creates a safety, harassment, or disruption concern may be asked to leave.

9. REPORTING CONCERNS

Anyone who experiences or witnesses conduct that may violate this Code of Conduct is encouraged to report the concern to:

Designated Contact: The Sanctuary President or Director at admin@thesanctuaryoftheteasurecoast.org or call or text 772-295-2582
Reports will be handled as confidentially as reasonably possible, consistent with safety, legal obligations, and the organization's policies.

 

10. RESPONSE TO VIOLATIONS

Violations of this Code of Conduct may result in appropriate action, which may include:

- Verbal or written warning.
- Removal from an event or activity.
- Temporary suspension of membership or participation.
- Loss of voting privileges, where permitted by the organization's bylaws.
- Termination of membership, consistent with the organization's bylaws.
- Referral to appropriate authorities when required or appropriate.

The organization will strive to handle complaints fairly and consistently and will provide members with an opportunity to respond to allegations in accordance with applicable organizational procedures.
 

 

Appendix B

The Sanctuary of the Treasure Coast

 

Director Conflict of Interest Acknowledgement

Board Member Conflict of Interest and Outside Board Service Disclosure Form

This form is intended to confirm each Board member’s understanding of and compliance with Article XIII. Conflicts of Interest and Service on Other Boards of the Bylaws of The Sanctuary.

​

1. Board Service Limitation

I understand and agree that, while serving on the Board of The Sanctuary, I may serve on no more than two (2) nonprofit boards at any time, including The Sanctuary Board.

Please list all nonprofit boards  and the position you hold on which you currently serve.

2. Prohibited Conflicts

I understand and agree that it is a prohibited conflict of interest for me to serve in the same capacity or position, such as Chair, President, Treasurer, or Secretary, on the board of another LGBTQIA+-focused nonprofit organization while serving in that same capacity or position for The Sanctuary.

Please disclose any current or potential prohibited conflicts:

3. Confidential Information

I understand and agree that I may not share, use, or disclose any confidential or proprietary information of The Sanctuary in connection with service to another organization, including another nonprofit organization or potentially competing organization.

Confidential or proprietary information includes, but is not limited to:

• Member lists;

• Donor lists;

• Resource lists;

• Contacts;

• Internal records;

• Financial information;

• Strategic plans; and

• Nonpublic organizational information.

 

4. Duty to Disclose

I understand and agree that I must disclose in writing all other board, officer, employment, ownership, consulting, or advisory positions I hold with any organization, whether nonprofit or for-profit:

1. Upon election to the Board;

2. Annually thereafter; and

3. Promptly upon accepting any new position or interest that may create an actual or potential conflict of interest.

 

5. Review and Determination by Disinterested Directors

I understand that, where outside service or another interest presents an actual or potential conflict of interest not expressly prohibited by the Bylaws, the remaining disinterested members of the Board shall determine, by majority vote, whether a conflict exists and what corrective or protective measures are required.

I further understand that if I am the interested Director, I must disclose the conflict, may not participate in deliberations except to provide requested information, and may not vote on the matter.

 

6. Compensation

I understand and agree that all Director positions with The Sanctuary are unpaid. I understand that Directors shall not receive compensation for Board service, but may be reimbursed for reasonable expenses approved in accordance with organizational policy.

 

7. Certification and Signature

By signing below, I certify that:

1. I have read and understand Article XIII. Conflicts of Interest and Service on Other Boards;

2. I have disclosed all actual, potential, or perceived conflicts of interest known to me at this time;

3. The information provided on this form is true and complete to the best of my knowledge;

4. I agree to comply with the conflict of interest, confidentiality, disclosure, and compensation requirements stated above; and

5. I agree to promptly update this disclosure if my circumstances change.

Board Member Name: ___________________________________________

Position on The Sanctuary Board: _______________________________

Signature: ___________________________________________________

Date: _______________________

 

For Organization Use Only

Reviewed by: _________________________________________________

Title: ________________________________________________________

Date Reviewed: _______________________

Action Taken, if any

Board Determination, if applicable: