By-Laws of the Southeast
Community Business Association.
 Approved
3/6/2008Article I
The official name of this business
association shall be The Southeast Community Business
Association (SECBA).
Article II
Section I PURPOSES
The purpose of the association is
to promote the common business interest of, and provide
recognition to business owners who strive to achieve
professional competence in the southeast area of
Guilford County.
The purpose of the association
shall be:
1.
To associate with other business owners for the
purpose of mutual advantage, education, and cooperation.
2.
To operate without profit, and no part of the
income of the association shall ensure to the benefit of
any individual member.
3.
To provide a platform for individual business
owners.
Article III
Section I.
ELIGIBILITY
The association shall have no right
to exclude or attempt to exclude any firm or individual
from applying for membership. All decisions on
membership eligibility shall be made solely by the
Executive Committee. By a
simple majority vote of the Executive Board, any
membership/sponsorship may be terminated.
COMPOSITION
An
Executive Committee shall manage
the affairs of the association. The composition of the
Committee shall strive to give fair representation to
all members. The Committee shall consist of not less
than three or more than seven members. The offices of
Secretary and Treasurer may be combined and made the
responsibility of one person.
OFFICERS
All officers shall be members in
good standing, and shall hold office for a two-year
term. Officers may serve no more that (2) two
consecutive terms. The association shall elect from its
own membership the following officers:
- President, who will preside at
all Executive Committee meetings, and meetings of
the general membership, shall appoint all committee
chairs, authorize all disbursements, and shall be an
ex-officio member of all committees.
- Vice-President, who shall
assist the President in all duties, and shall
perform such duties as are assigned by the President
and in the absence of the President, or upon
direction of the President or members of the
Executive Committee, shall perform all the duties of
the President.
- Secretary, who shall maintain
all official records, including meeting minutes,
original sign-in sheets, copies of chapter mailing
to members, and a copy of the chapter mailing list.
- Treasurer, who shall adhere
all accounting procedures, and keep a reporting of
all disbursements made by the association.
- Additional offices may by
created at the request of any member of the
Executive Committee, subject to approval by majority
of the Committee.
The Past President, who occupied
the office of President during the immediate previous
term, shall serve as an officer of the Executive
Committee. The Past President shall be a voting member
of the Committee and act as advisor to the President.
The Past President shall perform other duties as may be
requested by the President and/or Executive Committee.
If, for any reason, such person cannot serve in such
office, then the office shall remain vacant.
NOMINATIONS COMMITTEE
The President shall select, with
the advice and consent of the Executive Committee,
members of the Nominations Committee. The association
Nominations Committee shall consist of two members of
the Executive Committee and three members from the
general membership.
The Nomination Committee shall
solicit the full membership, consider recommendations,
and shall nominate one candidate for each office.
Any voting member may submit a
nomination for consideration, in writing, at least 15
days prior to the election. The Nominations Committee
shall submit its proposed slate of officers to the
general membership a minimum 14 days in advance of the
election. The committee will accept additional
nominations from the floor when the nominations are
presented to the general membership.
ELECTIONS
Whenever only one nomination for an
elective office is presented to the membership, election
shall be by voice vote.
Whenever more than one nomination
is presented, vote shall be by secret ballot. If more
than two candidates are named for an office, a majority
of the members voting shall be necessary to elect. If no
candidate receives a majority, a second vote shall be
taken upon the two leading candidates.
RESIGNATIONS AND REMOVAL
Any officer may resign at any time
by delivering written notice to the President. The
President may appoint a qualified member, subject to the
approval of the Executive Committee, to completing the
term left vacant. The President may resign any time by
delivering written notice to the Vice President and
SECBA.
Should the President resign or be
removed, the Vice President will serve as President for
the remainder of the term. Should the Vice President be
unable or unwilling to serve, the SECBA will appoint an
interim President until the next membership election.
The general membership shall have
the power to remove any officer of the association from
office by an affirmative vote of the majority of the
general membership for such causes as the membership my
deem good and sufficient; except that any motion for the
removal of an officer shall be tabled by the membership
until at least 30 days written notice thereof,
accompanied by a written complaint given to the
individual, allowing sufficient time for a written reply
from the officer in question delivered to the Executive
Committee.
Any majority decision made by the
SECBA to proceed with further investigation of an
individual shall be followed by written notice to the
individual in question, granting the individual 30 days
in which to respond to the SECBA. The SECBA reserves
the right to suspend the individual in question at their
discretion until the Board has reached a decision.
MEETINGS
Executive Committee Meetings
Regular attendance at all Executive
Committee meetings is required. Any
board member who misses two consecutive meetings without
an acceptable excuse shall be considered to have
resigned. Reasons for absence should be noted in meeting
minutes.
Membership Meetings
A minimum of four general
membership meetings must be held each year, preferably
on a quarterly basis. Notice of the date, hour and place
of meeting shall be given to the membership at least 7
days in advance. Currently, membership meeting are held
monthly on the first Thursday of every month.
Special Meetings
Special meetings of the Executive
Committee or general membership may be called by the
President or by the majority of the members of the
Executive Committee. Notice of such meetings shall be
given to each Executive Committee member at least 24
hours in advance and shall state the purpose of the
meeting. No business other than that stated in the
notification shall be transacted at special meetings.
The President, a majority of the
Executive Committee, or 20% of the membership may call
special meetings of the general membership. Notice of
such meetings and the purpose of the meeting shall be
given to each chapter member at least 24 hours in
advance.
Special meetings may be called for
the purpose of electing officers.
VOTING, QUORUMS
Executive Committee
A quorum for all meetings of the
Executive Committee will be three quarters of the
members of the Committee, provided that the meeting was
called in accordance with these bylaws. A simple
majority vote shall decide matters before the Committee.
General Membership
A simple majority vote of the
members shall decide an issue provided a quorum is
present at membership meetings. A quorum is 50% of the
general membership present at the meeting.
ARTICLE IV
COMMITTEES
Establishing Committees
The President, with the advice and
consent of the Executive Committee, shall establish
committees as needed.
- Chairpersons of all committees
shall be appointed by the President with the advice
and consent of the Executive Committee.
- The Chairperson of each
respective committee shall select members of the
committee.
- A President may, with the
advice and consent of the Executive Committee,
remove the chair or members of any committee
appointed pursuant to this Article.
- Meetings of all committees
shall be upon the call of the committee chair.
Notice of the date, hour and place of such meetings
will be given to committee members a minimum of
seven (7) days in advance.
- A simple majority vote in the
committee shall decide an issue provided a quorum is
present. A quorum is 50% of the members of the
committee.
Article V
Membership & Sponsorships
This
association may have paid membership by annual dues
billed on a quarterly basis for a 12-month membership.
This
association may have sponsorships. Donations may be
accepted upon approval of the Executive Committee from
individuals, other organizations, or area businesses to
offset general expenses incurred by the association.
RULES OF PROCEDURE
Roberts’ Rule of Order, the latest
version present, shall govern the parliamentary
procedures of the meetings of the association provided
for in these bylaws.
ARTICLE VI
DISSOLUTION OF ASSOCIATION
Upon the
dissolution of the association, the Executive Committee
shall, after paying or making provisions for payment of
all liabilities of the Association, dispose of all the
assets of the Association where no part of the net
earning shall be distributed to its officers and/or
members or pay to influence legislation or a political
campaign, but distributed exclusively to organizations
operated for charitable purposes, or to a county or an
incorporated city or town, all as the Executive Committe
shall determine.
Article
VII
POLICIES AND PROCEDURES
All members must be members of
SECBA in good standing to
attend SECBA events/meetings. Membership dues to bring
a members in good standing will be collected prior to
the meeting.
A prospective member may
attend a maximum of two (2) meetings prior to joining
SECBA. A prospective member is
defined as a potential business person which represents
a company with a trade, occupation or profession. A
guest is defined as someone invited to attend the
meeting. No former
members may attend as a guest/prospective member. SECBA
will pick up one dinner per company for the first visit
only as a prospective member. Second–time prospective
members shall be responsible for their own meal.
Membership dues to bring them in good standing will be
collected prior to the meeting.
The
association will pay for all speaker’s meals.
Any member who fails to pay the
Association dues within sixty (60) days from the due
date shall be automatically suspended, and the treasurer
shall send written confirmation of the automatic
suspension to the member. If the issue is not corrected
within thirty (30) days thereafter, the member will be
automatically dropped from the membership rolls, unless
the Executive Committee takes contrary action.
The
by-laws may be amended by the Executive Committee and
voted on at any regular or special meeting of the
Association by a majority vote of the members present.
All such revisions will be announced in the newsletter
prior to the next regular meeting.
A business entity shall have only
one vote and must be present to vote. Example: If you
have more than two people attending from the same firm,
only one will be allowed to vote.
Accounting
Policies
Income:
When cash and/or a
check is being provided to the treasurer, a detailed
receipt should accompany the funds and be maintained on
file.
The treasurer must
report all financial transactions to the board on a
quarterly basis.
All treasury financial
records must reconcile with the sum of the financial
records, such as bank statements.
Expense:
All expense
reimbursements request require a receipt.
Expense reimbursement
request over $100 require President’s prior written
approval.
The treasurer and the
alternate signatory cannot sign any contracts or make
any financial commitments for the association.
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