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Article VI - Chapter Board of Directors
Section 1: Role. The Board of Directors shall be responsible for the overall governance and direction of the local Chapter.
Section 2: Composition. The Board of Directors shall be comprised of Officers, Committee Chairs, appointed Board Members, and Legal Counsel.
Section 3: Executive Board. The Executive Board shall consist of all Officers and Legal Counsel.
Section 4: Legal Counsel. Legal Counsel shall be appointed by the Chair and approved by a simple majority of the Board of Directors. Legal Counsel is a non-voting Board Member.
Section 5: Election Procedures. At the October Board of Directors' Meeting, an Election Committee Chair shall be appointed to oversee and facilitate the election process of Officers and Chairs. This election shall be held at the November Board of Directors' Meeting. Voting shall be done by secret ballot.
Election Committee Chair. An Election Committee Chair shall be appointed by the Chair and approved by a simple majority of the Board of Directors. The Election Committee Chair shall not be a candidate for Executive Board or a candidate for Committee Chair. The Election Chair shall be responsible for making the election fair for all candidates participating; shall notify all members of the Chapter of the upcoming election at least thirty (30) days prior to the election; shall hold elections by secret ballot. The Election Chair shall not vote unless there is a tie.
Candidates. Any member in good standing at least thirty (30) prior to the election can be a candidate for any Office or Chairmanship. Candidates may only run for one position.
Officers. Only the Board of Directors shall vote for new Officers. Each person serving on the Board of Directors may cast one vote and must be present to vote. The candidate receiving a simple majority of the votes for a particular Office shall fulfill the duties set forth for that Office beginning January 1 of the following year.
Committee Chairs. Committee Chairs for all Standing Committees shall be voted by the membership. All members may cast one vote and must be present to vote. The candidate receiving a simple majority of the votes for a particular Committee Chairmanship shall fulfill the duties set forth for that position beginning January 1.
Runoff Election. If a candidate does not have a simple majority of the votes due to multiple candidates running for the same position, a runoff election shall be facilitated. Only the two (2) candidates with the most votes shall participate in the run-off election.
Section 6: Terms. All members of the Board of Directors shall serve a one-year term and are eligible to serve three (3) consecutive terms in the same position. If a member fills a vacancy on the Board of Directors, this person shall only be eligible to run two (2) additional years for that position upon completion of the current term.
Section 7: Appointed Board of Directors Members. Appointed Board of Directors Members shall be appointed by the Chair and approved by a simple majority of the Board of Directors. Appointed Board Members shall have the same voting rights as all other Board Members.
Section 8: Vacancies. If a vacancy exists on the Board of Directors, the Chair shall appoint a replacement. A simple majority of the Board of Directors must approve this appointment. If a member fills a vacancy on the Board of Directors, this person shall only be eligible to run two (2) additional years for that position upon completion of the current year.
Section 9: Resignation. Resignation from the Board of Directors must be in writing and received by the Secretary. The process to fill this resignation shall be governed by the vacancies clause.
Section 10: Absenteeism. Any person of the Board of Directors absent from more than three (3) monthly Board of Directors' Meetings during their term shall be removed from the Board regardless of the reasons for absences.
Section 11: Removal. Any person serving on the Board of Directors may be removed for unethical behavior and/or not representing the organization appropriately, not acting in the best interest of the organization or not performing duties as are specified in these bylaws. This person shall be relieved of their duties with a two-thirds vote of the Board of Directors or by the National Board of Directors.
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