Issaquah Citizen Corps Council
Bylaws
(Adopted October 19, 2010 - Board of Directors Meeting)
ARTICLE 1 - NAME, PURPOSE
Section 1: The name of the organization shall be the Issaquah Citizen Corps Council also known as ICC.
Section 2: The Issaquah Citizen Corps Council provides public education, training, and volunteer opportunities to support community and family safety.
ARTICLE II - MEMBERSHIP
Section 1: The Issaquah Citizen Corps Council has no members.
ARTICLE III - MEETINGS OF BOARD
| Section 1: |
Annual Meeting. The annual meeting of the Board shall be held between January 1 and February 28. A minimum of three weeks notice will be given to the Board and volunteers of ICC of the day, time, place and business to be conducted. |
| Section 2: |
Special Meetings. Special meetings may be called by the President, the Executive Committee, or a simple majority of the Board of Directors. |
| Section 3: |
Board Meetings. The Board shall meet at least quarterly and as often as the Board deems necessary. Meetings will be at an agreed upon time and place. Board members will be notified at least five calendar days in advance. Notice will be by email unless the Board member has specifically communicated that email notice is not acceptable. |
ARTICLE IV - BOARD OF DIRECTORS
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Board Role, Size, Composition. The Board is responsible for overall policy and direction of the Council and delegates responsibility for day-to-day operations to the Council's volunteers and committees. The Board shall have no fewer than 6 members and no more than 12. |
| Section 2: |
Board Elections. The nominating committee will present recommendations in advance of the annual meeting. Voting will be undertaken by the currently seated board at the annual meeting. |
| Section 3: |
Terms. All Board members shall serve three-year terms, and are eligible for re-election. Board members terms will commence on the March 1st. |
| Section 4: |
Quorum. A Board meeting must be attended by a majority of the Board members before business can be transacted or motions made or passed. A simple majority of those in attendance is required to pass a motion. |
| Section 5: |
Officers and Duties. The officers of the Board which make up the Executive Committee are, the President, Vice-President, Secretary, and Treasurer. Their duties are as follows:
The President 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-President, Secretary and Treasurer. The President serves as the spokesperson for ICC and its official representative at community meetings. The President shall have no vote except in the case of breaking a tie.
The Vice-President will assume special assignments as designated by the Board and assist the President in their duties. The VP will assume the duties of the President if the President resigns or is incapacitated until an election can be scheduled.
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 of the last meeting and the agenda to each Board member, and assuring that corporate records are maintained.
The Treasurer shall make a report at each Board meeting. Treasurer shall prepare an annual budget, and make financial information available to Board members and the public. The Treasurer is responsible for paying all bills and tracking the expenses and income of ICC,
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| Section 6: |
Vacancies. When a vacancy on the Board occurs prior to November 1st , The Executive Committee will accept and review nominations and bring a recommendation to the Board for approval. Vacancies that occur after November 1st will be addressed by the Nominating Committee as part of the regular election cycle. All vacancies will be filled only to the end of the particular Board member's term. |
| Section 7: |
Resignation and Termination. Resignation from the Board must be in writing and received by the Secretary 30 days in advance. A board member may be terminated for cause by a 2/3 majority vote of the Board. |
| Section 8: |
Electronic Voting. Electronic voting on issues deemed of emergent nature can be called upon electronically as long a) there is a 2/3 quorum responding, b) allow board members a 24-hour opportunity to respond, c) recognize if there is a unanimous yes from quorum, then it passes and d) recognize if there is not a unanimous yes vote then we either 1) have an emergency meeting or 2) table the issue until the next board meeting.
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| Section 9: |
Remuneration. All Board members will serve without remuneration. Reimbursement of out-of-pocket expense incurred by Board Members in the performance of their duties and within the guidelines of the approved budget will be paid upon submission of a written expense report with receipts. |
ARTICLE V - COMMITTEES
| Section 1: |
The Board may create committees as needed, such as public relations, education, CERT, finance and audit. The Board appoints all committee chairs. |
| Section 2: |
Executive Committee. Except for the power to amend the Articles of Incorporation and Bylaws, the Executive Committee shall have all of the powers and authority of the Board of Directors in the intervals between meetings of the Board of Directors, subject to the direction and control of the Board of Directors. |
| Section 3: |
Nominating Committee. Prior to October 31, the Board will appoint a minimum of three people to serve on the Nominating Committee. Board members up for re-election may not serve. The committee will disband after presenting their recommendations at the Annual Meeting. The committee is charged with:
- Evaluating the Board’s composition and needs,
- Contacting, recruiting and evaluating potential candidates
- Presenting a recommendation of candidates for the Board to consider at the Annual Meeting.
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ARTICLE VI - AMENDMENTS
| Section 1: |
These Bylaws may be amended when necessary by a two-thirds majority of the Board of Directors. Proposed amendments must be submitted to the Secretary at least two weeks in advance of the date of the regular Board meeting, to be sent out with regular Board announcements. |
ARTICLE VII – ADMINISTRATIVE PROVISIONS
| Section 1: | Rules of Procedures. The rules of procedure at the meetings of the Board and all committees shall be rules contained in Roberts Rules of Order on Parliamentary Procedure. |
Section 2:
| Accounting Year. The accounting year for the corporation shall be the calendar year. |
