|
Article 1- Name of Corporation
Section 1. The name of the corporation shall be The Crown King Chamber of Commerce.
Article 2- Purpose
Section1. The Crown King Chamber of Commerce exists and operates for the commercial and industrial development of the area it serves, and to materially benefit its
members. A result of this goal will be advancement of the civic and general well being of its members’ community. The area served includes, but is not limited to the community of Crown King, Arizona.
Article 3- Limitations
The Chamber shall be non-partisan and non-sectarian in all its activities.
Article 4- Membership
Section 1. There shall be different levels of membership in the Crown King Chamber of Commerce: Business - Any licensed, for-profit or non-profit business or other entity located within the Chambers area. Associate - Any person or Entity located in or out of the CKCC’s area who would like to purchase a membership with the sole intention of personally supporting the Crown King Chamber of Commerce.
Section 2. Membership dues and levels of membership shall be determined annually by the Board of Directors.
A. Membership dues shall be paid annually in advance, and be due annually from the date of the initial
membership. Lapse of membership shall be automatic after dues become 31 days delinquent. Dues are non-refundable upon resignation.
B. All membership and dues shall continue from year to year, unless the member terminates
membership.
Section 3. Any licensed business or other entity or individual member shall have one vote per membership. Associate members have no voting privileges.
Article 5- Operation
Section 1. The government of
the Crown King Chamber of Commerce, the direction of its work and the control of its property shall be vested in a Board of Directors. The Board shall implement the express desire of the membership, as far as practical and in
accordance with the vote of the membership and these bylaws.
Section 2. The Board of Directors shall consist of President, Vice President, Secretary, Treasurer, and four (4) Directors.
Section 3. The Board of Directors
shall meet at regular intervals, the time and place to be determined by the Board. Board meetings shall be open to all current members, except as provided by the Arizona open meeting statute.
Section 4. Four (4) members of
the Board of Directors shall constitute a quorum at any Board meeting.
Section 5. The Board of Directors may select and employ an Office Manager. The duties, hours, compensation and continued employment of the Office
Manager, shall be determined only by the Board of Directors. Continuation of employment and compensation of the Office Manager shall be determined annually in December by the Board of Directors.
Article 6- Duties of Officers and Directors
Section 1. The duties of the President shall be to:
A. Lead the Chamber and members in achieving the Chambers purposes and goals.
B. Preside at all Board and membership meetings.
C. Appoint members and Board Members to committees.
D. Vote at Board meetings only to break tie votes.
E. Propose and lead projects and events, subject to Board
approval, that increase the visibility, credibility and membership of the Chamber.
F. Supervise the duties of the Office Manager (if applicable).
Section 2. The duties of the Vice President shall be to:
A. Preside at meetings in the absence of the President.
B. Appoint members and Board members to committees in the absence of the President.
C. Assist the President in all matters as requested by the President.
D.
Supervise the duties of the Office Manager in the absence of the President (if applicable).
Section 3. The duties of the Secretary shall be to:
A. Attend all Board and general meetings and keep accurate minutes of the
proceedings and to report the minutes at the following meetings.
B. Assist the Office Manager as needed in receiving, reporting and replying to correspondence in any form.
Section 4. The duties of the treasurer shall be to:
A. Prepare an annual Chamber operating budget for consideration by the Board of Directors, and and in advance of the Boards budget meeting described in Article 10, Section
5.
B. Receive and deposit into insured accounts at a member bank, if possible, all funds belonging to the Crown King Chamber of Commerce.
C. Expend money from the accounts upon approval of the President or Vice President,
and presentation of voucher receipts, with the stipulation of all expenditures over $500 must be approved by a majority of the Board of Directors.
D. Present at every meeting, or upon request by the board of Directors, a
complete report of receipts, expenditures, and account balances.
E. Maintain and keep current all vouchers, documentation’s, etc.
Section 5. The duties of the Office Manager shall be to:
A. Receive correspondence on
behalf of the Chamber, report on all such correspondence at Board Meetings and reply to such correspondence as directed.
B. Assist members with promotion of business and information in any reasonable manner.
C. Represent
the Chamber in a cordial and helpful manner in the Chamber office and elsewhere.
D. Keep the Chamber office open, with the help of volunteers, on days and during hours set by the Board of Directors.
E. Recruit and
supervise reliable and capable volunteers, to staff the Chamber office in a manner consistent with the Chambers purposes and goals. Maintain the Chambers purposes and goals.
F. Maintain the Chamber office, with the help of
volunteers and members, to promote members businesses, to promote the Chambers area and Arizona, and to carry out the chambers goals and purposes.
G. Assist Board and committee members with information and presentations.
H. Take direction only from the President, Vice President or their designate.
Section 6. Abandonment of office:
Any officer or Director who is absent without a valid excuse, from three (3) consecutive Board or general
meetings, or a total of five (5) such meetings in one year shall be considered to have abandoned the office, and shall be replaced by a majority vote of the Board. Valid excuses for absence shall be determined case-by-case by
the Board.
Article 7- Elections
Section 1. The President shall appoint a nominating committee of two or more Chamber members in October of each year. Committee members shall be in good standing and not presently
officers or Directors. The nominating committee shall present its nominees for officers and Directors to the Board of Directors by November 1. Nominees then shall be approved by the board of Directors by a majority vote.
A.
Names of approved nominees for officers and Directors shall be presented to the members at the November general meeting.
B. Additional nominations may be received from the floor from members in good standing at the November
general meeting.
C. Newly elected officers and Directors shall take office at the first Board meeting in January as of the first item of New Business.
Article 8 - Meetings
Section 1. General membership meetings
shall be held monthly, within the Chambers service area. The permanent location, date and time of general meetings shall be set by the Board of Directors. The Board shall strive for consistency of location, date and time.
Change of meeting locations, date or time shall be given to the members at least 10 days in advance, by e-mail or by regular U. S. Mail, if there is no e-mail address for the member.As of the date of these amended bylaws, the
location, date and time of general meetings are The Mill restaurant, Crown King, Arizona on the first (1) Monday of each month at 4:00 p.m.
Section 2. Special meetings shall be held as determined by the President, or when
requested by a majority of the Board of Directors, or by request of 10 percent of current members.
Section 3. All members shall be notified of any special meetings date, time or place at least 24 hours before the starting
time of such meeting. Such notice may be in person, by telephone or by e-mail.
Section 4. All business conducted at general or special membership meetings shall be voted upon by a quorum of current members present. A quorum
shall be a majority of the current members present at the membership meeting.
Section 5. Voting on business conducted at general or special membership meetings shall be in person, or by proxy voting as described in Article
7, Section 2, paragraph B.
Article 9 - Committees
Section 1. The Board of Directors shall govern committees as deemed necessary, and shall define the power and duties of all committees. Committees may have non-voting,
pro-tem members who are not Chamber members if the Board of Directors approves such committee members.
Section 2. The President, or the Vice President in the Presidents absence, shall appoint all committees, subject to veto
by the Board of Directors.
Article 10 - Finance
Section 1. The fiscal year for the Crown King Chamber of Commerce shall be January 1 to December 31.
Section 2. All Chamber disbursements shall be by check. All
checks shall be signed by any designated Board member.
Section 3. All funds received shall be deposited in the designated Chamber bank account and record made of the source of the funds and of the deposit. Deposits may be
made by the Office Manager or by the Treasurer, or by and Officer or Director in the Treasurers absence.
Section 4. The Chamber shall have the right and responsibility to raise funds to support its goals and purpose. All
fund raising shall be done by approval and under the direction of the Board of Directors.
Section 5. The Board of Directors shall no later than March 1 of each year meet with a quorum present to specifically decide and
approve an operating budget for the balance of the current fiscal year. The Board shall also decide how such budget will be funded. The President, or Vice President, in the Presidents absence, may appoint or reappoint a finance
committee to help determine how the operating budget will be funded.
Article 11 - Parliamentary Procedures
Section 1. All meetings of the Chamber, including the Board meetings, shall be conducted according to the
latest edition of Robert’s Rules of Order.
Article 12 - Adoption and Amendments
Section 1. A majority of the members in good standing present at a general or special meeting, with the approval of a majority of the
Board of Directors, may adopt, amend or rescind these bylaws, provided that all members have been notified of said meeting and of the proposed bylaws adoption or changes by regular mail at least 10 business days in advance.
Those seeking changes are responsible for notice to the membership.
Article 13 - Application
Section 1. Upon the adoption by the Chamber membership, these bylaws shall be binding upon the Board of Directors and its
appointed committees, and upon the membership until duly amended. The bylaws may not be suspended by the Board, by any Board member nor any Chamber member unless the suspension is approved by a majority of members present at a
general meeting.
Article 14 - Dissolution
Section 1. In the event of dissolution of the Crown King Chamber of Commerce, all outstanding bills will be paid first. Any funds remaining in the corporate account will be
donated to the Crown King Historical Society.
Adopted by the Crown King Chamber of Commerce Board of Directors
April 6, 2009. Adopted and made effective by a majority vote of the Chamber membership April 6, 2009
|
