ARTICLE I. NAME AND PURPOSE
The name of the organization shall be Columbia Electrical Council. It shall be a nonprofit organization incorporated under the laws of the State of South Carolina.
Columbia Electrical Council is organized exclusively for charitable, scientific and education purposes within the meaning of 501(c)(3) of the Internal Revenue Code.
The purpose of this corporation includes but is not limited to the education and training of electricians.
ARTICLE II. MEMBERSHIP
To qualify to become a member of the Columbia Electrical Council, the applicant must be a licensed electrical or specialty contractor in the state of South Carolina with a permanent office in the Greater Columbia area which consists of Richland, Lexington, Fairfield, Calhoun, Kershaw, Saluda and Newberry counties for a minimum of 5 years, and be approved of by a majority vote of the current active members.
2.1 Membership Fee.
The initial membership fee is $1,000.00.
2.2 Active Membership Requirements.
To maintain an active membership, the member/company must participate in our yearly fundraising event. Any member not doing so will be considered inactive and removed from the roster. The inactive member can rejoin the Columbia Electrical Council by meeting the requirements of 2.0 and 2.1 above. Any outstanding balances must be paid before the start of the current school year.
ARTICLE III. BOARD OF DIRECTORS
3.1 Board Role, Size, and Compensation.
The board is responsible for overall policy and direction of the association, and delegates responsibility of day-to-day operations to the staff and committees. The board shall have up to five (5), but not fewer than three (3) members. The board receives no compensation other than reasonable expenses.
All board members shall serve two (2) year terms, but are eligible for re-election for up to five (5) consecutive terms.
3.3 Meetings and Notice.
The board shall meet at least annually at an agreed upon time and place. An official board meeting requires that each board member have written notice at least two weeks in advance.
3.4 Board Elections.
During the last quarter of each fiscal year of the corporation, the board of directors shall elect Directors to replace those whose terms will expire at the end of the fiscal year. This election shall take place during a regular meeting of the directors, called in accordance with the provisions of these by-laws.
3.5 Election Procedures.
New directors shall be elected by a majority of directors present at such a meeting, provided there is a quorum present. Directors so elected shall serve a term beginning on the first day of the next fiscal year.
A quorum must be attended by at least fifty percent of board members for business transactions to take place and motions to pass.
3.7 Officers and Duties.
There shall be four (4) officers of the board, consisting of a chair, vice-chair, secretary and treasurer. Their duties are as follows.
3.7 (a) The chair shall convene regularly scheduled board meetings, shall preside or arrange for other members of the Executive Committee to preside at each meeting in the following order: Vice-chair, Secretary and Treasurer.
3.7 (b) The vice-chair shall chair committees on special subjects as designated by the board.
3.7 (c) The secretary shall be responsible for keeping records of board actions, including overseeing the taking of minutes at all board meetings, sending out meeting announcements, distributing copies of minutes and the agenda to each board member and assuring that corporate records are maintained.
3.7 (d) The treasurer shall make a report at each budget board meeting. The treasured shall chair the finance committee, assist in the preparation of the budget, help develop fund-raising plans, and make financial information available to board members and the public.
When a vacancy on the board exists mid-term, the secretary must receive nominations for new members from present board members two weeks in advance of a board meeting. These nominations shall be sent out to board members with the regular board meeting announcement, to be voted upon at the next board meeting. These vacancies will be filled only to the end of the particular board member’s term.
3.9 Resignation, Terminations and Absences.
Resignation from the board must be in writing and received by the secretary. A board member shall be terminated from the board due to excess absences, more than two unexcused absences from board meetings in a year. A board member may be removed for other reasons by a two-thirds vote of the remaining directors.
3.10 Special Meetings.
Special meetings of the board shall be called upon the request of the chair, or one-third of the board. Notices of special meetings shall be sent out by the secretary to each board member at least two weeks in advance.
ARTICLE IV. COMMITTEES
4.1 Committee Formation.
The board may create committees as needed, such as fundraising, public relations, data collection, etc. The board Chair appoints all committee chairs.
4.2 Executive Committee.
The four (4) officers serve as the members of the Executive Committee. Except for the power to amend the articles of incorporation and bylaws, the Executive Committee shall have all the powers and authority of the board of directors in the intervals between meetings of the board of directors, and is subject to the direction and control of the full board.
4.3 Finance Committee.
The treasurer is the chair of the Finance Committee, which includes two other board members. The Finance Committee is responsible for developing and reviewing fiscal procedures, fundraising plan, and annual budget with staff and other board members. The board must approve the budget and all expenditures must be within budget. Any major change in the budget must be approved by the board of the Executive Committee. The fiscal year shall be the calendar year. Annual reports are required to be submitted to the board showing income, expenditures, and pending income. The financial records of the organization are public information and shall be made available to board members and the public.
ARTICLE V. DIRECTOR AND STAFF
5.1 Executive Director.
The executive director is hired by the board. The executive director has day-to-day responsibilities for the organization, including carrying out the organization’s goals and policies. The executive director will attend all board meetings, report on the progress of the organization, answer questions of the board members and carry out the duties described in the job description. The board can designate other duties as necessary.
ARTICLE VI. AMENDMENTS
These bylaws may be amended when necessary by two-thirds majority of the board of directors. Proposed amendments must be submitted to the secretary to be sent out with regular board announcements.
These bylaws were approved at a meeting of the board of directors by unanimous vote on October 2, 2007.
G. E. Seastrunk, Secretary
October 2, 2007