Sustainable Loudoun by-laws out for comment


Draft Bylaws of Sustainable Loudoun

These are the draft by-laws for the Sustainable Loudoun organization. If you have suggested changes, use the Sustainable Loudoun forum by-laws thread. If you have never registered yet for the forum, go to http://sustainableloudoun.forumotion.com/.

Any input we get prior to October 15th will be evaluated for incorporation into the final version that the membership will vote upon at the October 19th meeting. Formatting glitches are due to MS Word => HTML, so ignore those for now.

DRAFT BYLAWS 10-1-10

I.          Organization

The name of the organization is Sustainable Loudoun. 
Its mission is to
promote the development of a local community economy based on environmental stewardship and the sustainable use of resources.  Associate membership is open to all interested parties. 

II.          Officers

A.                 
The officers consist of a President, Vice President, Secretary, and Treasurer.

B.                
Elected officers will serve a term of two years.

C.                
The initial election
will be conducted on an expedited basis during October 2010.  For the next election, active members will be given 30 days to nominate candidates for officers (from September 1 to October 1, 2012).  Nominees will be announced October 1 and active members will be asked to vote by October 29.  New officers will assume their duties November 1, 2012.

D.                
Duties of Officers

            (1)        The President shall preside at all meetings, appoint committee members, and perform other duties as associated
with the office and as directed by the Board. 

            (2)        The Vice President shall assume the duties of the President in case of the President’s absence.   The Vice President shall also perform other duties as requested by the President.

(3)        The Secretary shall be responsible for the minutes of the meetings, and shall send out copies of the minutes to all members.  

(4)        The Treasurer shall keep record of the organization’s budget and prepare financial reports as needed.

III.         Board
of Directors

A.                
The Board of Directors shall serve without pay and shall consist of up to ten members.

B.               
The Immediate Past President shall be the first Chairman of the Board and shall be considered an officer for purposes of voting.

C.               
Initial Board members shall be appointed by the
Immediate Past President.

D.               
Board members shall serve two year terms.

E.               
Nominations to fill vacancies can be made by the Board, by the officers, or by active members. 
The nominee will fulfill the term of the vacating Board member.  Election of Board members shall be by a majority of Board members and officers.

F.                
The Board will meet two times a year, in January and June, and will advise the officers on the organization’s planned activities.

IV.        Committees

Committees, including temporary and ad hoc committees, may be created as needed by a vote of a majority of the officers.

V.        Meetings

            A.        Regular meetings shall be held on the third Thursday of the month, except for November when the Energy Summit shall be considered the monthly meeting.

            B.         Special meetings may be held at any time when called for by the President or a majority of the officers.

C.         Agendas shall be provided at least four days in advance.

 

VI.        Voting

A.                 
A majority of the officers constitutes a quorum.

B.                
In the absence of a quorum, no formal action shall be taken except to adjourn the meeting to a subsequent date.

C.                
Passage of a motion requires a simple majority (i.e., one more than half of the active members present).   All active members present are entitled to one vote.

VII.       Conflict of Interest

            Any officer or member of the board who has a financial, personal, or official interest in, or conflict (or appearance of a conflict) with any matter pending before Sustainable Loudoun, of such nature that it prevents or may prevent that member from acting on the matter in an impartial manner, will offer to voluntarily excuse him/herself and refrain from voting on said item.

VIII.      Fiscal Policies

A.                  
The fiscal year of Sustainable Loudoun shall be from January 1 to December 31.

            B.         Funds that are earmarked for special purposes (such as scholarships for the High School Science & Engineering Fair) shall not be used for general purposes.

IX.        Amendments

A.                 
These by-laws may be amended by a two-thirds majority vote of the active members.

B.                 
 A copy of the proposed amendment(s) shall be provided to the active members at least one month prior to the tabulation of the vote.

 

X.         Membership

A.         Any person that has an active Sustainable Loudoun membership shall be entitled to vote.

B.         Membership is kept active by contributing $10 per year to the Sustainable Loudoun general fund, and by keeping the member’s Sustainable Loudoun contact and profile data up-to-date.

C.                
Initial contributions are due January 1, 2011.

D.                 
Any member of the public, whether an active member or not, is welcome to attend Sustainable Loudoun meetings so long as their behavior is civil and constructive.

 

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