Bylaws of the Brownsville Business Association

Brownsville Business Association
Brownsville, Tennessee

Article I – Name

Brownsville Business Association (BBA)

Article II – Mission/Purpose

Section 1 – Mission Statement:

Joining together, the Brownsville Business Association will strive to promote our products and services to the citizens of Brownsville/Haywood County and surrounding areas. We accomplish this by unifying as a group. Through sharing ideas and experiences, we will enhance the overall business atmosphere and attitude of our community.

Section 2 – Purpose

To increase the profitability and/or visibility of the member organizations.
To advocate for a positive business environment within Brownsville and Haywood County, Tennessee
To participate in community activities as member citizens.
To facilitate the flow of information among the membership.
To facilitate communication between BBA and the City of Brownsville and Haywood County.

Article III – Organization, Property and Financing

BBA is a non-profit, non-stock organization. There is no physical property or association financing.

Article IV - Meetings

Section 1 - Regular Monthly Meetings:

The Brownsville Business Association shall meet once a month at least ten times per calendar year at a time and place designated by the Board of Directors. The January meeting shall be for the purpose of electing directors and any other business that might arise.

Section 2 -Quorum

The quorum shall be at least twenty percent (20%) of members.

Article V – Membership

Section 1 - Membership

There is one level of membership – general membership.

Section 2 - Eligibility and Acceptance

Any reputable person, professional services organization, merchant, or business located in Brownsville and Haywood County in good standing, whose application for membership is approved by a quorum of the Board. For the purpose of membership eligibility, "Good standing" is defined as a person or business of good reputation, who adheres to the principles and mission of the Brownsville Business Association.

Section 3 - Dues & Assessments

Annual membership dues are $20. The board shall annually review, determine and adjust annual membership dues if needed. All association members shall promptly pay annual membership dues. From time to time, special assessments may be levied by the Board to promote specific association events. Participation in the event-related assessment will be optional; however, failure to participate may impact member’s level of benefit received from the event.

Dues are payable upon attaining membership. Thereafter, dues are payable annually. A member who is in arrears with respect to payment of dues or assessments for a period of 45 days shall cease to be a member in good standing. Dues must be paid and current for member to be eligible to vote in association business meetings or in the general election.

Section 4 - Termination

A member may be suspended or expelled for conduct or practices contrary to the association’s best interests by a majority vote of a quorum of the membership, provided that the member has received a statement of the reasons for expulsion at least 15 days prior to the members’ vote. The member must be given the opportunity to speak at the members’ meeting prior to the vote.

Article VI – Affiliation with other Brownsville/Haywood County Associations

The Brownsville Business Association is a self-governing, autonomous organization, which will maintain affiliations with local associations to the degree to which the relationship provides benefit to the BBA membership and supports the overall objectives of BBA.

Article VII - Board of Directors

Section 1 - Officers:

The officers of this organization shall be: President, Vice President, Secretary, and Treasurer. They shall be appointed yearly by the Board of Directors and shall serve until their successors have been installed.

Section 2 - Board of Directors:

The Board of Directors shall consist of seven members. The Directors shall be elected annually by ballot and shall serve until their successors are elected and installed. These officers shall perform the duties prescribed by these Bylaws and by the Parliamentary Authority adopted by the organization.

The Board of Directors shall have supervision of the affairs of the organization between the general meetings, fix the hour and place of meetings, make recommendations to the organization, and perform such other duties as are specified in these Bylaws. The Board shall be subject to the orders of the organization, and none of its acts shall conflict with action taken by the organization.

The Board shall hold regular monthly meetings. Special meetings of the Board of Trustees can be called by the President or upon request of three members of the Board.

A majority of the Board shall constitute a quorum.

Resignation from any office shall be made in writing submitted to the Board of Directors. Vacancies shall be filled by appointment of the majority vote of the Board.

Article VIII - Duties of Officers

Section I - President

Shall preside over all meetings and serve Ex-Officio on all Committees except the Nominating Committee, Shall appoint Committee Chairpersons with the approval of the Board of Directors, and shall generally perform duties as are customarily performed by the President, and such other duties as may be assigned by the Board of Directors.

Section 2 - Vice President

Shall perform the duties of the President in his/her absence, and any other duties as may be assigned by the Board of Directors.

Section 3 - Secretary

Shall record and keep the minutes of all meetings of the organization, regular and Board of Directors, and maintain accurate records, and shall perform other duties as may be assigned by the Board of Directors.

Section 4 - Treasurer

Shall be responsible for and have custody of all funds authorized by the organization; shall pay all bills as directed by the Board of Directors, and shall maintain accurate records; shall receive and deposit the funds of the organization to its credit in such banks and depositories as the Board of Directors may designate. All checks must be signed by any two elected officers. Bank statements shall be mailed to both Treasurer and President. The Treasurer shall record full and accurate accounts of all monies received and paid by the Treasurer for account of the organization. The Treasurer shall prepare and submit a monthly report to the Board of Directors and the general membership at their meetings with copies made available to members upon request; and shall perform such duties as may be assigned by the Board of Directors. The Treasurer shall make the financial records of the organization available for audit on a yearly basis.

Article IX - Special Meetings

Special meetings may be called by the President or the Board of Directors. The purpose of the meeting shall be so stated in the call, and no other business shall be conducted. Ten days notice shall be given.

At least 20% of members shall be present to constitute a Quorum. The majority vote rules.

Article X - Committees

Committee Chairpersons of this organization, both standing and ad hoc, shall be designated by the Board of Directors, and shall be appointed by the President with the approval of the Board of Directors.

Section 1 – Nominating Committee

A Nominating Committee of three members shall be appointed by the President with the approval of the Board of Directors two months prior to the election in January. It shall be the duty of this Committee to nominate candidates in good standing for the positions to be filled.

For the purpose of director nomination eligibility, "good standing" is defined as:

a member who has a minimum of one full year of paid membership in the BBA,
a member who has attended at least one-half of the BBA general meetings during the prior year,
a member who has actively participated in the BBA sponsored events during the prior year, and
a member whose business has been successfully operational in Brownsville/Haywood County for at least one year.

The nominating committee shall contact each of its nominees and shall obtain his /her consent to the placing of his/her name in nomination prior to presentation of slate of nominees to the general membership.

The slate of candidates shall be mailed to all organization members at least fourteen days prior to the election meeting. Nominations shall also be accepted from the floor with the consent of the nominee having been previously obtained.

Article XI - Elections

The January meeting shall be for the purpose of electing directors and any other business that might arise. Members must be present to vote. The ballots shall be counted prior to the adjournment of the election meeting and the results shall be announced at that meeting.

Article XII - Parliamentary Authority

Roberts Rules of Order, Newly Revised, shall govern the organization in all cases to which they are applicable, and in which they are not inconsistent with these Bylaws and any special rules of order that the organization might adopt.

Article XIII - Amendment of Bylaws

These Bylaws can be amended at any regular meeting of the organization by a majority vote, provided that the Amendment has been submitted at the previous regular meeting.