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OUR BY-LAWS (Revised April 9, 2005) ARTICLE I The name of this organization shall be Southwest Industrial Fabrics Association ARTICLE II Section 1. The mission of the Southwest Industrial Fabrics Association is to improve the knowledge, skill level and profitability of its member companies by providing education, resources, information and professionalism made possible through group membership. Section
2. The
objectives of the Association are: ARTICLE
III Section 1. The membership of this Association shall consist of Fabricator, Supplier, Honorary, and Honored Life members. Membership dues and benefits for each classification are determined by the Board of Directors unless otherwise specified in the by-laws. Section 2. The Fabricator membership of this Association consists of individuals, firms and corporations engaged in the manufacture, sales and rentals of industrial fabric products. Each Fabricator member shall be entitled to ONE VOTE in all meetings of the Association which said vote may be cast by any principal or employee of said member when properly accredited and whose annual dues are current. Fabricator members are entitled to be elected or appointed to office within the Association Membership in the name of the company or organization. Section 3. Supplier members shall consist of all firms, sales agents, or individuals who are suppliers of materials, equipment or services used in this industry. Each Supplier member shall be entitled to one vote in all meetings of the Association which said vote may be cast by any principal or employee of said member when properly accredited and whose annual dues are current. Supplier members are entitled to be elected or appointed to office within the Association Membership in the name of the company or organization. Section 4. Honorary members shall be any individual who has rendered some distinguished service in public life or in business affairs and shall be elected by the unanimous recommendation of the Board of Directors or unanimous vote of the members of the Association present at any regular meeting. Honorary members shall not be required to pay dues, nor shall they be entitled to vote or hold office. They shall have access to all meetings and may be granted the floor for the purpose of speech at the discretion of the Chairperson. Section
5. Honored Life Member shall be any individual, by approval of the
Board of Directors, can be granted the designation of "Honored Life
Member" in the Association. The honor is bestowed on the
individual for meeting one or more of the following qualifications: Section 6. To be a member of this Association, the firm or individual DOES NOT have to be a member of INDUSTRIAL FABRICS ASSOCIATION INTERNATIONAL (IFAI). Section 7. There shall be no limit on the number of members of any classification the Association may admit. Section 8. A member of the Association shall not, solely because of such membership, be personally liable for debts, obligations or liabilities of the Association. ARTICLE
IV The annual dues for Fabricator and Supplier members shall be set by the Board of Directors. ARTICLE
V Section 1. The officers of this Association shall consist of the president, president elect, vice president, secretary, treasurer, and four directors. The officers together with the directors shall constitute the Board of Directors. To qualify as an officer or director of the Association, a member must be a principal or duly authorized employee of the firm he/she represents. Section 2. The officers shall perform the duties normally performed by such officers with the following specific duties: President President
Elect Vice
President First
Director - Communications Director Second
Director - Suppliers Liaison Director Third
Director - Photo Contest Director Fourth
Director - Hospitality Director Secretary Treasurer Immediate
Past President President and President Elect meet with Treasurer to approve report before submitting to membership. Section 3. Vacancies occurring in any seat on the Board shall be filled by vote of the Board of Directors until the next meeting of the Association, when, if necessary to fill an unexpired term, such office shall be filled by an election by the general membership at the Annual Business meeting of the Association Section 4. The Board of Directors shall be elected at the Annual meeting of the Association except the President. Upon the expiration of the President Elects term he will automatically move up to be President. A new President Elect will be elected, who must have served a minimum of one year as active director to be eligible to hold this office, except where vacancies occur and must be filled per Section 3. Officers and Directors shall serve a term of two years or until their successors are elected and qualified. Section 5. The Immediate Past President, upon completion of office, shall serve as a member ex-officer of the Board of Directors and shall serve until his/her successor has been retired from office. Section 6. Should any member of the Board of Directors be absent from two (2) consecutive meetings of the board without sending a communication, to the President of Secretary, the reason for the absence and if the reason is not acceptable to the Board of Directors, his/her seat on the Board may be declared vacant and the Board of Directors my proceed to fill the vacancy. Section 7. The President shall preside at all meetings of the Association and shall be a member ex-officer of all committees. In the event the President is absent or incapacitated, the President Elect shall act in his/her stead. Section 8. The President shall be entitled to vote only in case of a tie vote. ARTICLE VI Section 1. The government, management and control of the Association and its affairs shall be vested in the Board of Directors. Section 2. Five (5) Board members shall constitute a quorum at all meetings of the Board of Directors, of which at least three shall be regularly elected members. ARTICLE
VII Section 1. There shall be a membership committee, appointed by the President, with the Vice President as Chairperson, whose duty shall be to disseminate knowledge and obtain new members. Section 2. There shall be a nominating committee, chaired by the Immediate Past President, and with at least two other members appointed by the President. This committee shall be responsible for the timely choice of good candidates from the membership to fill any necessary openings. Section 3. There shall be appointed from time to time, such other committees as shall be deemed necessary by the President. ARTICLE
VIII For cause, any membership may be suspended or terminated. Sufficient cause for such suspension or termination of membership shall be violation of the by-laws or any agreement, rule or practice properly adopted by the Association or any such conduct prejudicial to the interest of the Association. Such suspension or expulsion shall be by two thirds vote of the membership of the Association; PROVIDED that a statement of the charges shall have been mailed by registered post to the last recorded address of the member at least fifteen (15) days before final action is taken thereon. This statement shall be accompanied by a notice of the time and place of the meeting at which the charges shall be considered and the member shall have the opportunity of appeal and present any defense to such charges before action is taken thereon. ARTICLE
IX Section 1. There shall be at least one annual business meeting of the Association to be held between February and April of leach year as determined by the Board of Directors. All members shall have at least thirty (30) days written notice. Section 2. Nine (9) members of the Association shall constitute a quorum for the transaction of business and Five (5) must be Board members. Section 3. The Board of Directors may be called together by seven (7) days notice by mail. Section 4. Proxies SHALL NOT be recognized at meetings of the Association or meetings of the Board of Directors. ARTICLE
X In the absence of rules in the by-laws of this Association, the proceedings of the Association shall be conducted in accordance with Robert's Rules of Order. ARTICLE XI These by-laws may be amended at any business meeting by two thirds vote of all members present and voting, provided that any proposed amendment shall first have been submitted by mail to each member at least ten (10) days before the date of such meeting. End |
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