AIR FORCE SECURITY FORCES ASSOCIATION
(Formerly the Air Force Security Police Association)
(A Texas Non-Profit Corporation)
Revised 10 Dec 2010
ARTICLE I - OFFICES
1.01 Principal Office
The principal office of the Air Force Security Forces Association (hereafter the “Association”) shall be fixed within the State of Texas, or from time to time at such location as the Board of Directors (hereafter the “Board”) shall determine. The Association may have such other offices, in or out of the State of Texas, as the Board may determine or as the affairs of the Association may require.
1.02 Registered Office and Registered Agent
The Association shall have and continuously maintain in the State of Texas a registered office and a registered agent whose office is identical with the registered office, as required by the Texas Non-profit Corporation Act. The registered office may be, but need not be, identical with the principal office of the Association in the State of Texas, and the Board may change the address of the registered office from time to time as necessary.
ARTICLE II - MEMBERS
2.01 Classes of members
The Association shall have eight (8) classes of members: Founding Members, Charter Members, Regular Members, Defender Members, Life Members, Associate Members, Honorary Members, and Corporate Members.
2.01a. Founding Member. Founding membership is reserved for those members in attendance at the first USAF Security Police Reunion held in Las Vegas, NV, during August 8-11 of 1986.
2.01b. Charter Member. Charter membership is reserved for those members who joined the Association prior to December 31, 1988.
2.01c. Regular Member. Regular membership shall include those who are individuals and who have served or are serving in either a military or civilian capacity as a member of any U.S. Armed Forces Military Police, Air Police, Security Police, Air Force Security Forces, Shore Patrol, or associated Combat Arms Training and Maintenance (CATM) units, including active duty, national
AFSFA Bylaws – page 2
guard, and reserve components, or any civilian police officer, security officer, law enforcement officer or agent, or CATM official of the U.S. Government or any state or local government agency.
2.01d. Defender Member. Defender membership shall be open to active duty members (including Guard and Reserve members on extended active duty) only, who would otherwise meet any of the membership class requirements as set forth in this section. The purpose of this class of members is to encourage and make easily available to active duty members, the ability to join and participate in the Association. Defender members will not be eligible to hold National Office, but may join local chapters, hold local chapter office, and will be eligible to vote in all elections. Defender membership may be upgraded at any time to another membership class, but is not available to anyone who currently or previously held membership in the Association-under any class other than a Defender member. The Board shall define and modify from time to time, at their discretion, the availability of this class of membership, including what, if any, membership fee and benefit(s) will be accorded to this class of members.
2.01e. Life Member. Any of the above memberships (Section 2.01a-d) may be converted to life membership status by application and payment of the designated amount.
2.01f. Associate Member. Associate members are those who have served or are serving in a friendly foreign government of the United States in a military or civilian capacity corresponding to those identified in paragraph 2.01a. or a surviving spouse of a regular member, or an honorary member. Associate members have all the rights and obligations of regular members except they cannot vote or hold positions as directors or officers.
2.01g. Honorary Member. Certain individuals may be selected to be honorary members. Selection is based on the contribution the individual made to the security career field. This honor cannot be given to someone who is otherwise eligible for membership. Any member may recommend an individual to the Board for consideration. The final decision rests with the Board. Honorary members may not vote or hold office in the Association.
2.01h. Corporate Member. Corporate membership may be granted in furtherance of the goals of the Association. Membership is open to corporations or unincorporated organizations. Corporate membership will be granted on an annual basis. The Board, as part of the membership approval process, shall establish dues for such membership.
AFSFA Bylaws – page 3
2.02 Eligibility for Membership
In the absence of contrary evidence, the membership application shall be assumed to be correct and to prove eligibility for the class of membership requested unless it is insufficient on its face.
2.03 Voting Rights
Only Founding, Charter, Regular, and Life Members are entitled to cast one vote on each matter submitted to a vote of the membership.
2.04 Termination of Membership
The Board, by affirmative vote of two-thirds of all the members of the Board, may suspend or expel a member for causes after an appropriate hearing. The Board may also, by a majority vote of those present at any regularly constituted meeting, terminate the membership of any member who becomes ineligible for membership.
Any member may resign by tendering a written resignation to the executive director or any officer, but such resignation shall not relieve the member so resigning of the obligation to pay any dues, assessments, or other charges therefore accrued and unpaid. An individual, who has previously resigned, may submit a membership application with required dues, to reinstate the membership.
2.06 Transfer of Membership
Membership in this Association is not transferable or assignable.
ARTICLE III - MEETING OF MEMBERS
3.01 Annual Meeting
An annual meeting of the members shall be held to transact Association business and to verify the election results to vacant officer/director positions. The president and the executive director will develop and submit a preliminary agenda (via e-mail, FAX, U.S. mail, or other appropriate means) to the Board 30 days prior to the scheduled annual meeting. A final agenda will be distributed to the membership upon arrival at the meeting.
3.02 Special Meetings
Special meetings of the members may be called by the president, a majority of the Board, or at the request of not less than ten percent (10%) of the regular members.
AFSFA Bylaws – page 4
3.03 Place of Meeting
The Board will designate a place, either within or outside the State of Texas, as the place for any annual or special meeting. The Board will determine site selection with input from the membership.
3.04 Notice of Meetings
Written or printed notice stating the place, day, and hour of any meeting of members shall be delivered, either personally, by mail or by e-mail, to each member not less than 30 days before the date of such meetings. In the case of a special meeting or when required by statute or these bylaws, the purpose or purposes for which the meeting is called shall be stated in the notice. If mailed, the notice of a meeting shall be deemed to be delivered when deposited in the United States mail with proper postage affixed; or if e-mailed, addressed to the member at his address as it appears on the records of the Association, and not returned undelivered. It is each member’s responsibility to advise the executive director of changes of residence and/or e-mail addresses.
The presence at a meeting of one percent (1%) of the members eligible to cast a vote shall constitute a quorum. If a quorum is not present at any meeting of members, a majority of the members present may adjourn the meeting from time to time without further notice. The sergeant-at-arms will verify that a quorum is present and maintained.
ARTICLE IV - BOARD OF DIRECTORS
4.01 General Powers
The property, business, and affairs of the Association shall be managed and controlled by its Board of Directors (hereafter, the “Board”). The Board shall have the power to remove directors and officers for cause; to elect a replacement officer or director to serve unexpired terms; to create or abolish such offices as the Board may from time to time deem appropriate; to employ or to terminate, fix and provide for the salary of any employees necessary to carry out the Association’s business; and in general to exercise all powers of the Association which are not reserved to the members by statute, these bylaws, or the Articles of Incorporation.
4.02 Number, Tenure, Qualifications
The Board shall consist of at least nine (9) elected directors and the elected officers of the Association (see Article V). The number of directors may from time to time be fixed by resolution of the Board
AFSFA Bylaws – page 5
4.02a. Candidacy: To become an eligible candidate for election to the Board, each aspirant shall be a regular member of the Association and have maintained paid membership in the Association for the two years preceding candidacy. The Board will appoint a nominating committee to select and vet potential candidates for the Board and present a slate of nominees to the membership for election. Candidates may offer themselves in nomination to the committee, or be nominated by the committee. Challenges to the qualifications of a given candidate shall be made to the sergeant-at-arms and will be decided by the Board.
4.02b. Election: The Board shall provide for election by appropriate means so long as all regular members have reasonable access to information about the candidates and a reasonable opportunity to vote for the candidates of the member’s choice. Members are expected to follow the voting instructions published in Tiger Flight (the Association’s journal) or on the Association’s Web site (www.afsfaonline.org), and to use the mail-in or e-mail ballot published therein.
4.02c. Tenure: The Board shall be divided into three groups of three directors each. Each year one group of directors shall be elected to a term of three (3) years by the membership as prescribed herein. In the event of an increase or decrease in the numbers of elected directors, the new or remaining directors shall be divided so that there will be the same number of directors in each group. Each elected director shall hold office until the expiration of the term; until a successor has been elected; or the director resigns, is removed or dies. A director may, if reelected, succeed himself or herself for a subsequent three-year term.
4.02d. Non-voting members of the Board: Incumbents in the following positions are non-voting members of the Board: chapter chairs (or their designees), the AFSFA historian, the editor of Tiger Flight, and the parliamentarian. The chairs of Board- approved standing committees (e.g., Membership, Publicity, etc.) are also invited to attend Board. These non-voting members of the Board are invited to attend Board meetings, participate in discussions and make motions; but they do not have voting rights. Non-voting members are not counted in determining quorum counts.
4.02e Legal Advisor: The Board may from time to time appoint a regular member, an associate member, or if necessary a non-member to serve as legal advisor to the Board. This person shall serve at the pleasure of the Board and provide the Board with such legal advice and opinions and perform such other duties, both legal and otherwise, as may be required of him or her. If possible this person should be an attorney. This person may participate in Board activities, but may not vote on Board matters.
AFSFA Bylaws – page 6
4.03 Annual Meetings of the Board
There will be at least one meeting of the Board each year. It will be held at the annual membership meeting, which shall be held without further notice other than the annual meeting notice, during the same time period and at the same location as the annual meeting. The Board may provide by resolution or in Board official meeting minutes the times and places either within or outside the State of Texas, for the holding of a mid-year meeting and additional meetings, as needed, and without any other notices. The Association president shall serve as chair of the Board. In the absence of the president and the vice president/president-elect, at an otherwise duly called meeting of the Board, the Board will select a chair, by a simple majority vote, to preside and, there being a quorum, carry on the business of the Association. Directors and officers are required to attend all Board meetings unless specifically excused.
4.04 Special Meetings
Any officer or director may request special meetings of the Board. The person requesting the meeting will poll the Board members and, with the approval of the majority, call a special meeting of the Board at an agreed upon time and place. If the majority of the Board indicates that action can be taken without a face-to-face special meeting, the Board may conduct such business and vote on such matters as deemed appropriate, provided a quorum of the Board participates. Methods of participation may include, but are not limited to, personal presence, telephone, videoconference, Internet chat-rooms and e-mail. The secretary will document all motions and associated votes.
Notices for the annual and mid-year meetings are outlined in Section 4.03. Notice for special meetings will be by the methods outlined in Section 4.04. Any director may waive notice of any meeting. The attendance of a director at any meeting shall constitute a waiver of notice of such meeting except where a director attends a meeting for the sole purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the Board need be specified in the notice or waiver of notice of such meeting, unless specifically required by law or by these bylaws.
At all meetings of the Board (except as otherwise provided by law, these bylaws or the Articles of Incorporation), the presence of at least 50% of elected Board members (to include the elected officers) shall constitute a quorum and an act of a majority of those voting at any meeting at which there is a quorum shall constitute an act of the Board. If a quorum exists at the beginning of a meeting, the subsequent withdrawal or absence of a director shall not operate to defeat the existence of that quorum. If at any meeting of the Board there is less than a quorum present, a majority of those present may adjourn
AFSFA Bylaws – page 7
the meeting without further notice.
Any director vacancy occurring on the Board and any directorship to be filled by reason of an increase in the number of directors shall be filled through election by the Board. A director elected to fill a vacancy shall be elected to serve out the remainder of the vacated term. Persons elected to serve in new directorships shall serve until the next duly constituted election by the Association membership.
Directors shall not receive any stated salaries for their services, but by resolution of the Board a fixed sum for expenses of attendance may be allowed for attendance at any regular or special meeting of the Board. Nothing herein shall be construed to preclude any director from serving the Association in any other capacity and receiving compensation therefore.
4.09 Informal Action by Directors
Any action required by law to be taken at a meeting of the Board or any action that may be taken at a meeting of the Board may be taken without a meeting if consent in writing, setting forth the action so taken, shall be signed by all of the directors. This written consent may be received by facsimile transmission, letter, or e-mail, sent to the executive director or president, and shall be kept in the official meeting records for that meeting.
The Board shall have complete authority to declare vacant the directorship of any director who fails to attend three consecutive meetings of the Board without excuse by the Board itself, as reflected by resolution entered in the official minutes of the meeting of the Board. Additionally any member of the Board may be removed by a petition signed by a majority of the voting members of the Association. The president upon receipt of such petition shall suspend the director, without prejudice, until the next Board meeting. At the next Board meeting the case will be placed before the members for determination and upon two-thirds vote of the Board members present, the director may be removed from the Board. All such herein referenced removals will be without prejudice to the contract rights, if any, of the director so removed.
Any director may resign at any time by giving written notice to the president or the secretary of the Association; such a resignation shall take effect at the time specified therein, or immediately if no effective date stated; acceptance of such resignation shall AFSFA Bylaws – page 8
not be necessary to make it effective. A replacement will be selected in accordance with Article 4.07, herein.
ARTICLE V - OFFICERS
The officers of the Association shall be a president, a vice president/president-elect (one or more vice presidents if decided by the Board), a secretary, and a sergeant-at-arms, each elected to serve a four-year term in accordance with the provisions of this article. Officers of the Association are voting members of the Association Board; they are required to attend all Board meetings. The same person may hold more than one office, except that of president and secretary. The Board may create new officer positions as appropriate.
5.02 Election and Term of Office
5.02a. Candidacy: To become an eligible candidate for office, each aspirant shall be a regular member of the Association and have maintained paid membership in the Association for the two years preceding candidacy. The Board will appoint a Nominating Committee to select and vet potential candidates and present a slate of nominees to the membership for election. Candidates may offer themselves in nomination to the committee or be nominated by the committee. Challenges to the qualifications of a given candidate shall be made to the sergeant-at-arms and will be decided by the Board.
5.02b. Election: The Board shall provide for election of officers by appropriate means so long as all regular members have reasonable access to information about the candidates and a reasonable opportunity to vote for the candidates of the member’s choice. Members are expected to follow the voting instructions published in Tiger Flight or on the Association’s Web site (www.afsfaonline.org), and to use the mail-in or e-mail ballot published therein. Members shall elect each officer to a four-year term, excepting the vice president, who shall, upon election to that office, serve an initial four-year term as the vice president, and then automatically ascend to the president’s position for a four-year term, without further election. Each elected officer shall hold office until the expiration of his/her term; until a successor has been elected; or resigns, or is removed. An officer may, if reelected, succeed himself or herself for a subsequent four-year term.
Any officer elected by the membership or appointed by the Board may be removed by the Board whenever in the Board’s judgment the best interests of the Association would be served, but such removal shall be without prejudice to the contract rights, if any, of the officer so removed. Any action to remove an elected Officer under this provision AFSFA Bylaws – page 9
shall require a two-thirds vote of a quorumed Board meeting.
A vacancy in any office due to death, resignation, disqualification, or otherwise shall be filled by an election conducted by the Board. The elected officer will serve the remainder of the unexpired vacant term.
The president shall be the principal executive officer of the Association and shall, in general, supervise and control all of the business and affairs of the Association. The president will monitor the actions of the executive director in the management of day-to-day Association activities. The incumbent shall preside at meetings of the members and of the Board. The president may sign, with the secretary or any other proper officer of the Association authorized by the Board, any deeds, mortgages, bonds, contracts, or other instruments which the Board has authorized to be executed, except in cases where the signing and execution thereof shall be expressly delegated by the Board or by these bylaws or by statute to some other officer or agent of the Association; and in general he or she shall perform all duties as may be prescribed by the Board.
5.06 Vice President/President-Elect
In the absence of the president or in the event of his/her inability or refusal to act, the vice president/president-elect shall perform the duties of the president and when so acting shall have all the power of and be subject to all the restrictions inherent upon the president. The vice-president/president-elect shall serve as chapter advisor and primary point of contact and shall coordinate all chapter activities with guidance from the president and the Board. Chapter secretaries shall keep the vice president/president-elect informed on all chapter activities; chapter minutes will be forwarded to the vice president/president-elect and to the editor of Tiger Flight by e-mail. The vice president/president-elect shall perform other duties as from time to time may be assigned to him or her by the president or the Board. The vice president will serve his/her normal four –year elected term and then shall ascend to the president’s position without further election, and serve in that position for a four-year term.
The secretary shall keep the minutes of the meetings of the members and of the Board and provide copies of the minutes to the members of the Board, the executive director, and to the editor of Tiger Flight by e-mail. The secretary shall report the minutes at the next meeting of the membership. The secretary will also keep minutes of Board meetings and provide copies to Board members prior to subsequent meeting of the Board. Additionally, the secretary shall assist the other officers and agents of the Association as the Board may direct and perform such other duties as from time to time may be assigned to him or her by the president or by the Board.
AFSFA Bylaws – page 10
The sergeant-at-arms shall preserve order at all times and at all meetings. He or she shall perform other duties as may be assigned by the president. The sergeant-at-arms will be responsible for posting and retiring the colors.
Any officer may resign at any time by giving written notice to the president or the secretary of the Association; such a resignation shall take effect at the time specified therein, or immediately if no date is specified; acceptance of such resignation shall not be necessary to make it effective.
ARTICLE VI - EXECUTIVE DIRECTOR
An executive director will be appointed by and be responsible to the Board to manage the day-to-day business of the Association. This person may or may not receive compensation. If salaried, the salary shall be determined by the Board. This individual may or may not be a member of the Association. If required by the Board, the executive director shall give a bond to insure the faithful discharge of his or her duties.
The executive director shall have the authority to perform the duties and functions outlined in these by-laws and other duties as may be directed by the Board. Duties include but are not limited to the following:
6.02a. Maintain a current list of members, their addresses, phone numbers and e-mail addresses. Compile and publish a membership directory as directed by the Board.
6.02b. Maintain a file containing the minutes of all meetings of the Board and of the annual meetings of the general membership. The file will be maintained in the corporate record book as required by the Articles of Incorporation.
6.02c. Provide notice of all meetings of the membership and meetings of the Board, as directed by the Board.
6.02d. Act as custodian of the corporate seal. Affix the seal on appropriate documents at the direction of the Board or the president of the Association.
AFSFA Bylaws – page 11
6.02e. Maintain the financial records of the Association, which shall be available to the treasurer at any time. These records will be made available at the request of the treasurer or the Board for an annual audit and for periodic no-notice audits. The executive director and the in-coming and out-going treasurers will conduct an audit when a new treasurer is appointed.
6.02f. Provide an annual financial report, to include a balance sheet and Income statement, which accurately reflects the financial affairs of the Association, for presentation to the treasurer and the Board. This financial report will be distributed at the annual meetings to the membership.
6.02g. Periodically keep all officers and directors informed of the activities of the Association.
6.02h. Perform such other duties as may from time to time be assigned by the Board.
ARTICLE VII - TREASURER
The Board, by resolution adopted by a majority of the directors in office, may designate and appoint the Association’s treasurer. He or she will be appointed to serve at the pleasure of the president and the Board. The treasurer need not be a member of the association. If required by the Board, the treasurer shall give a bond, in such sum and with such surety or securities as the Board shall determine, to insure the faithful discharge of his or her duties.
The treasurer shall ensure that an annual financial report, to include a balance sheet and an Income statement, is prepared for presentation to the membership at the annual meeting and shall perform such other duties as from time to time may be assigned to him or her by the president or by the Board. If the Board directs any independent audit of the Association’s finances, the treasurer shall arrange for such audit by a certified public accountant approved by the Board. The treasurer will work with the executive director to ensure that the provisions of Article VI, regarding the financial affairs of the Association, are complied with.
AFSFA Bylaws – page 12
ARTICLE VIII - COMMITTEES
8.01 Committees of Directors
The Board, by resolution adopted by a majority of the directors in office, may designate and appoint one or more committees, each of which shall consist of two or more directors, which committees to the extent provided in said resolution, shall exercise the authority of the Board in the management of the Association. However, no such committee shall have the authority of the Board in reference to amending, altering, or repealing the bylaws; electing, appointing, or removing any member of any such committee or any director or officer of the Association; amending the Articles of Incorporation; adopting a plan of merger or adopting a plan of consolidation with another Association; authorizing the sale, lease, exchanging of mortgage of all or substantially all of the property and assets of the Association; authorizing the voluntary dissolution of the Association or revoking proceedings therefore; adopting a plan for the distribution of the assets of the Association; or amending, altering, or repealing any resolution of the Board. The designation and appointment of any such committee and the delegation thereto of authority shall not operate to relieve the Board or any individual director of any responsibility imposed on it or him or her by law.
8.02 Other Committees
Other committees not having and exercising the authority of the Board in the management of the Association may be designated by a Resolution adopted by a majority of the directors present at the meeting at which a quorum is present. Except as otherwise provided in such resolution, members of each such committee shall be regular members of the Association and the president shall appoint the members thereof. The president may remove any member or person authorized to appoint such member whenever in his/her judgment the best interest of the Association shall be served by such removal.
8.03 Term of Office
Each member of a committee shall continue to serve at the pleasure of the Board as long as the committee exists or unless such member decides to terminate that membership or ceases to qualify as a member thereof.
The committees’ members shall select one member of each committee as chairman.
Vacancies in the membership of any committee may be filled by appointments made in the same manner as provided in the case of the original appointments.
AFSFA Bylaws – page 13
Unless otherwise provided in the resolution of the Board designating a committee, a majority of the whole committee shall constitute a quorum and the act of a majority of the members present at a committee meeting at which a quorum is present shall be the act of the committee.
Each committee may adopt rules for its own operation not inconsistent with these bylaws or with rules adopted by the Board.
ARTICLE IX - CONTRACTS, CHECKS, DEPOSITS, AND FUNDS
The Board may authorize by resolution any officer or officers, designated agent or agents, of the Association membership, in addition to the officers otherwise so authorized by these bylaws, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the Association. Such authority may be general or confined to specific instances.
9.02 Checks and Drafts
All checks, drafts, or orders for the payment of money, notes, or other evidence of indebtedness issued in the name of the Association shall be signed by such Officer or Officers, designated agent or agents of the Association, and in such manner as shall from time to time be determined by the Board. In the absence of such determination, such instrument shall be signed by either the executive director or treasurer, and shall then be countersigned by the president or vice president.
All funds of the Association shall be deposited from time to time to the credit of the Association in such banks, trust companies, or other depositories as the Board may select.
The Board may accept on behalf of the Association any contributions, gifts, bequests, or devices for the general purposes or any special purposes of the Association.
AFSFA Bylaws – page 14
ARTICLE X - BOOKS AND RECORDS
10.01 Books and Records
The Association shall keep correct and complete books and records of account and shall keep minutes of the meetings of its members. The Board and shall keep at the registered or principal office of the Association a record giving the names and addresses of members eligible to vote. All books and records of the Association may be inspected by any member or by his or her agent or attorney for any proper purpose at any reasonable time.
ARTICLE XI - FISCAL YEAR
11.01 Fiscal Year
The fiscal year of the Association shall begin the first day of January and end on the last day of December in each year.
ARTICLE XII - DUES
12.01 Annual Dues
The Board may determine from time to time the amount of initiation fee, if any, and the annual dues payable to the Association by members.
12.02 Payment of Dues
Dues shall be payable in advance upon application for membership and shall become due each year thereafter on the anniversary of membership. The Board may provide for discounts for advance payment for multi-year or lifetime memberships
12.03 Default and Termination of Membership
When any member becomes in default in the payment of dues, a written reminder notice shall be sent to the member allowing them an additional 60-days to bring their dues current. If the membership is not brought current within that 60-day period, or another satisfactory arrangement made, then his or her membership may be terminated.
ARTICLE XIII - DISSOLUTION
The Board may adopt a Resolution recommending that the Association be dissolved and directing that the question of such dissolution be submitted to a vote at a meeting of members having voting rights, which may be either an annual or a special meeting. AFSFA Bylaws – page 15
Written or printed notice stating that the purpose, or one of the purposes, of such meeting is to consider the advisability of dissolving the Association shall be given to each member entitled to vote at such meeting, within the time and in the manner provided in these bylaws for the giving of notice of meetings of members. A resolution to dissolve the Association shall be adopted upon receiving at least two-thirds of the votes which members present at such meeting are entitled to cast, so long as the quorum requirement is satisfied.
ARTICLE XIV - PROHIBITED PURPOSES
14.01 Prohibited Purposes
This Association shall not be a purveyor of insurance or investment/securities solicitations and/or sales.
ARTICLE XV - SEAL
The Board may provide for an Association seal in such form and with such wording or design as the Board may determine appropriate, and in accordance with State law of where the Association is then incorporated.
ARTICLE XVI - WAIVER OF NOTICE
16.01 Waiver of Notice
Whenever any notice is required to be given under the provisions of the Texas Non-Profit Corporation Act or under the provisions of the Articles of Incorporation or the Bylaws of the Association, a waiver thereof in writing signed by the person or persons entitled to such notice, whether before or after the time stated therein, shall be deemed equivalent to giving of such notice.
ARTICLE XVII - AMENDMENTS TO BYLAWS
17.01 Amendments to Bylaws
These bylaws may be altered, amended, or repealed and new bylaws may be adopted by a majority of the directors present at any regular meeting or at any special meeting, if at least two days’ written notice is given of an intention to alter, amend, or repeal these bylaws or to adopt new bylaws at such meeting.
AFSFA Bylaws – page 16
ARTICLE XVIII - CHAPTERS
The Board may authorize the establishment of chapters within the Association at any location and as appropriate. The purpose of chapters is to bring the Association to its members on a local and personal basis and to encourage increased membership through participation in local chapter activities and to make the Association more visible and better able to serve its members and to tap local sources of potential membership. To this end, it is the obligation of the chapter leadership to ensure all chapter members are current members of the Association. Chapters are established to promote, foster and further the organizational goals and objectives of the Association as contained in the Articles of Incorporation and as promulgated by the Board. The Policies and Procedures of Chapters manual (prepared and approved by the Board) will prescribe for chapter operations and participation in the Association.
Having been duly noticed of a proposal to amend the bylaws of the Association, the board has reviewed, considered, discussed, and voted on adopting these bylaws. There being a quorum duly established, these revised bylaws are hereby adopted by a vote of _____ “yea” votes and _____ “no” votes, this _____ day of _______, 2010.
John Probst, President
Nick Keck, Secretary
Jerry Bullock, Executive Director