Liberty City Chamber of Commerce

LIBERTY CITY
CHAMBER OF COMMERCE
By Laws

ARTICLE I - OBJECT

This Association is organized for the purpose of advancing the economic, educational, professional, cultural, industrial, and civic welfare of the Liberty City area. To encourage the growth of existing industries and businesses while giving all proper assistance to any new firms or individuals seeking to locate in the Liberty City area. To support all those activities believed to be beneficial to the community and area; to oppose those which might be detrimental; and, in general, to promote the welfare of all area citizens, following always those policies intended to accomplish the greatest good for the greatest number.

ARTICLE II - LIMITATION OF ACTIVITIES

The Liberty City Chamber of Commerce, as a non-profit organization, shall not engage in any business or furnish any goods or services in competition with its members.

ARTICLE III - MEMBERSHIP

Section 1: Eligibility

Any reputable adult person, association, corporation, partnership, estate or other type of business entity, sympathetic with the objectives of this organization, shall be eligible for membership in the Liberty City Chamber of Commerce.

Section 2: Application

Application for membership shall be submitted in writing to the Board of Directors, and the application shall constitute an agreement to invest annually in the Liberty City Chamber of Commerce an amount in accordance with the applicable dues rate structure adopted by the Board of Directors and a pledge of adherence to all by-laws, rules and regulations of the organization.

Election to membership shall require two-thirds affirmative vote of the directors present at any meeting at which a quorum is present.

Section 3: Dues

Membership Dues are due at the time of application and are effective from January 1st through December 31st of each year. Annual dues for businesses are $50.00 and individuals $25.00. If an applicant owns more than one business, the dues for the first business are $50.00 and the dues for the remaining businesses are $25.00 each.

For "first time" members only - Any "first time" member joining the Chamber of Commerce after July 1st will only pay $25.00 for a business membership and $12.50 for an individual membership, but full membership dues will go into effect on January 1st of the next year.

Section 4: Miscellaneous

A. Resignation: Any member may resign from the chamber upon written request to the Board of Directors;

B. Delinquency: Any member shall be expelled by the Board of Directors by a two-thirds vote for non-payment of dues after ninety (90) days from the due date, unless otherwise extended for good cause;

C. Termination: Any member may be terminated by a two-thirds vote of the Board of Directors at a regularly scheduled meeting, or at any meeting at which a quorum is present, thereof for conduct unbecoming a member or prejudicial to the aims or repute of the Association, after notice and opportunity for a hearing are afforded the member complained against.

ARTICLE IV - MEETINGS

Section 1: Regular and Special

The Board of Directors may provide for holding membership meetings whenever it may be considered necessary or desirable.

Section 2: Annual Meeting

The annual meeting of the Liberty City Chamber of Commerce shall be held during the month of January, date to be determined by the Board of Directors at least thirty days in advance of such meeting.

Section 3: Quorum

One-third of Board Members present at any duly called regular or special membership meeting shall constitute a quorum.

Section 4: Notice

Notice of both regular and special meetings shall be given each member at least five (5) days in advance of the date of the meeting and shall be posted on the Chamber's web site when applicable.

Section 5: Voting By Phone

There may be special occasion whereby the Board will need to vote by telephone. All Board members should be contacted, if possible, under these circumstances. Two-thirds vote of the Board of Directors will constitute a quorum.

ARTICLE V - BOARD OF DIRECTORS

Section 1: Composition of the Board

The government of the Liberty City Chamber of Commerce, the direction of its work and the control of its property, shall be vested in a Board of Directors consisting of 9 elected members, 3 to be elected annually to serve for three (3) years, or until their successors are elected and have qualified and other ex-officio directors as follows: The immediate past president shall be a voting member of the Board of Directors. In the event the Treasurer is not selected from the members of the Board of Directors, as provided herein, he shall become a member of the Board with full voting privileges. The Chairman of the Membership committee shall serve as an ex-officio member of the Board of Directors without voting privileges.

Any member of the Liberty City Chamber of Commerce entitled to vote for Board Members shall be eligible to serve as an elected director. No member of the Board of Directors who has served a full three (3) year term shall be eligible for re-election until after the lapse of one (1) year from the expiration of such term, excepting if any director is elected to the office of President during the term for which he or she has either been elected or is appointed, he or she shall continue to be a member of the Board of Directors during the year in which he or she will serve in the office of President.

The Board of Directors may adopt rules not in conflict with the By Laws for conducting the business of the Liberty City Chamber of Commerce. It shall submit in writing, at the annual meeting, a full report of the work of the organization and the Chamber shall submit those changes to Gregg County.

Section 2: Election Procedure

The Secretary shall mail, or email, to all members of the Chamber, ten (10) days prior to the election, a list of the nominees recommended by Chamber members. All voting shall be done at any meeting at which a quorum is present.

Section 4: Vacancies

At any time that the number of directors shall be for any reason be less than the required number, the Board of Directors shall fill all such vacancies by appointment and shall designate the term to be served by each director appointed.

ARTICLE VI - OFFICERS

Section 1: Election

Within thirty (30) days after the annual election results are certified to the then officers, the members of the Board of Directors elected by the membership shall meet and elect for the ensuing year; a President, a Vice President, a Secretary and a Treasurer. All of said officers must be elected members of the Board of Directors except the Treasurer, who may or may not be a member of the Board of Directors.

Section 2: Duties of the Officers

The President shall preside at meetings of the Chamber, Executive committee and perform all duties incident to this office. He shall, subject to the provision of these By-Laws and the approval of the Board of Directors, appoint all committees. He shall at the annual meeting of the Chamber and at such other times as he may deem proper, commend to the membership of the Board of Directors such matters and make such suggestions as may tend to promote the prosperity and increase the usefulness of the Chamber. The President cannot serve more than 3 consecutive years.

The President is responsible for the following:
1) conducting monthly meeting
2) representative to Gregg County
a. preparing yearly financial statements required when applying for county funding
b. organizing and reporting quarterly financial reports to the Gregg County Judge
3) responding to all correspondence received pertaining to the Chamber
4) estimating the yearly budget for the upcoming year
5) coordinate yearly summer meetings w/guest speaker; if applicable
6) assign task of current member to contact new business and/or new owners

The President Elect is responsible for the following:
The President Elect will work alongside the President throughout the year, in order to prepare the President
Elect to fulfill the Presidential duties in the upcoming year.

The Vice President is responsible for the following:
1) conducting the monthly meeting in the absence of the President
2) filling in for the President as needed
3) hold the President's position for the remaining year due to any circumstances whereby the current President resigns
4) coordinate "theme" for the yearly Christmas parade
5) coordinate judges for the float entries
6) coordinate gifts for the judges

The Vice President cannot serve more than 3 consecutive years.

The Treasurer is responsible for the following:
1) to prepare a monthly financial statement of expenses and income
2) to prepare the quarterly financial reports for Gregg County
3) to issue checks for all expenses
4) make all deposits

The Secretary is responsible for the following:
1) to perform reminder calls to members who do not have an email address and have requested to be notified by phone about the monthly meeting
2) to take minutes at the monthly meetings
3) to type and mail minutes to members who do not have an email address
4) to send the "raw text" of the minutes to the web designer to post on the web
5) mailing membership information each year in November
6) mailing float registration forms each year in November
7) keep records of membership renewals
follow-up with non-renewing members in March

ARTICLE VII - COMMITTEES

Section 1: Appointment and Authority

The President, by and with the approval of the Board, shall appoint all committees and chairmen of these committees. Committees appointed shall be at the will and the pleasure of the President and in no event shall exceed the term of the appointing President.

Section 2: Limitations of Authority

No action by any member, committee, division, employee, director or officer shall be binding upon or constitute an expression of the policy of the Chamber until it has been approved and ratified by the Board. Committees shall be discharged by the President when their work has been completed.

Section 3: Executive Committee

An Executive Committee shall be comprised of the elected officers and shall have responsibility for business in the interim between meetings of the Board of Directors. It may refer matters to a proper committee or to the Board of Directors. Two-thirds of the Board shall constitute a quorum. The President shall serve as chairman.

Section 4: Budget and Finance

A Budget and Finance Committee comprised of the Vice President, Treasurer, and one additional member shall attend to and supervise the fiscal operation of the Chamber.

Section 5: Ex-Officio Members

The President shall be an ex-officio member of all committees, except the executive committee.

ARTICLE VIII - FINANCES

Section 1: Fiscal Year

The fiscal year of the Chamber begins on January 1st and ends on December 31st of each year.

Section 2: Funds

All money paid to the Chamber of Commerce shall be placed in a general operating fund.

Section 3: Disbursements

No obligations or expenses shall be incurred and no money shall be appropriated or paid except with regulation adopted by the Board.

The Chamber shall operate on a budget, approved by the Board, and set into action January 1 of each year. The budget can be amended at any regular or special meeting of the Board of Directors as needed to meet unexpected expenses or unrealized income.

ARTICLE IX - AMENDMENTS

Section 1: Approval

All proposed amendments to the By Laws shall first be received and approved by the Board of Directors.

Section 2: Revisions

These By Laws may be amended or altered by a three-quarters vote of the Board. Notice has been given to the entire Board.

ARTICLE X - PARLIAMENTARY PROCEDURE

The proceedings of Chamber meetings shall be governed by and conducted in accordance with the latest edition of Robert's Manual of Parliamentary Procedure.

ARTICLE XI - DISSOLUTION

Upon the final dissolution of the Chamber of Commerce for any reason, all assets and cash funds owned by or held by the Liberty City Chamber of Commerce shall be disbursed by the existing Board to a local non-profit organization.

Updated September 16, 2009