The Official By-Laws
Of the Worthy and Honorable Organization, known as the
Suwanee Business Alliance
1. MISSION and PURPOSE : The Suwanee Business Alliance exists in order to :
a. Facilitate interaction and business relations between members
b. Promote and recommend member businesses to others
c. Create a "sense of community" between member businesses
d. Support local community activities and charitable organizations
These objectives will be accomplished through monthly networking meetings of the SBA, operation of the SBA website promoting the SBA and its members, participation in community events such as Suwanee Day, organization of an annual Golf Tournament, and various other activities.
2. MEMBERSHIP and DUES
3. BOARD OF DIRECTORS
a. General Powers : The primary responsibility of the Board of Directors (BoD) is to manage and direct the affairs of the SBA. Other than normal operating expenses (e.g. networking meeting expenses, office supplies, website expenses, etc.), the BoD will have no authority to obligate the SBA for any debt.
b. Board Composition and Tenure : The BoD shall consist of eleven (11) persons, elected from the membership of the SBA. Board members shall be elected for a 2-year term, with half of the Board members being elected each year. Board members shall be elegible to serve 2 consecutive terms.
c. Organization of the Board : The Bod, at their annual meeting in December, shall elect five (5) SBA officers from the board membership. These officers will be the President, Vice President, Secretary, Treasurer, and Membership Chair. Each officer shall hold office until a successor has been elected.
d. Removal of Officers : Any officer may be removed by the BoD when, in the judgement of the majority of board members, it is in the best interest of the SBA.
e. President : The President shall be the chief executive officer of the SBA, and shall, in general, direct the business and affairs of the SBA. He/she will be an official signatory of the SBA, and may sign, along with any designated SBA officer, any instrument that the BoD has authorized for execution. The holder of the office of President shall be exempt from the annual dues during his/her tenure of office.
f. Vice President: In the absence of the President, or in the case of the President's inability or refusal to act, the Vice President shall perform the duties of the President. The Vice President shall also perform other duties that from time to time, may be assigned by the BoD. The holder of the office of Vice President shall be exempt from the annual dues during his/her tenure of office.
g. Treasurer: The Treasurer shall have custody of, and be responsible for, all funds belonging to the SBA. The Treasurer shall receive, and give receipts for, monies due and payable to the SBA, shall deposit all money in the name of the SBA in banks or depositories, as directed by the BoD. In addition, the Treasurer, in conjunction with the President, shall prepare & present an "Outline Budget" for the coming year, at the January networking meeting of the SBA, and a "Financial Summary" of the previous year's financial activity at the December networking meeting of the SBA. The holder of the office of Treasurer shall be exempt from the annual dues during his/her tenure of office.
h. Secretary : The Secretary shall keep the minutes of the BoD meetings, and, when required, the minutes of the general and special member meetings. The Secretary shall maintain the records of the minutes of board meetings, and circulate the agendas for upcoming board meetings, as provided by the President. The holder of the office of Secretary shall be exempt from the annual dues during his/her tenure of office.
i. Membership : The board member responsible for Membership shall be responsible for maintaining and growing the membership of the SBA, through activities to attract and retain new members, maintenance of records of, and communications with, guests at meetings, and general promotion of the SBA through the primary communication
channel, the SBA website. The holder of the office of Membership shall be exempt from the annual dues during his/her tenure in office.
a. The BoD may appoint or designate committees to oversee, sponsor, direct and manage any special events, projects and promotions adopted by the BoD. The committees will not assume any authority to commit funds, or actions by the SBA, without the approval of the BoD.
b. Each committee will be directed by a designated Chairperson and will report to the BoD. Committee Chairpersons may be invited to attend Board meetings at appropriate times, at the discretion of the BoD.
a. The SBA will endeavor to use products and services from members in good standing. Good business practices will prevail and competitive bids will be obtained when deemed necessary. The BoD may commit up to $500.00 without competitive activity on routine expenses, or when time is of the essence.
e. AMENDMENT OF SBA BY-LAWS
a. The By-Laws of the SBA may be amended at any board meeting of the SBA, as long as the following conditions have been met:
c. Board members have been informed, in writing by e-mail, at least 7 days before the meeting concerned, of the nature and details of the proposed bylaw change.
d. If the proposed change to the By-Laws has been proposed by a non-board member, then that member has been invited to attend the board meeting concerned in order to present & argue his/her proposed change.
e. A two-thirds majority of the board members present at the meeting agree to the proposed change, after hearing presentations for and against the proposal.
f. Voting was by show of hands, and the count was made by the President or Vice President as chair of the meeting.
g. The full membership was alerted to the by-law change by subsequent announcement on the SBA website within 7 working days.
f. DISSOLUTION OF THE SBA
a. If the general membership desires to dissolve the SBA, the procedures below shall be followed.
i. Members shall be informed, in writing by e-mail, at least 7 days before an upcoming meeting, of the nature and details of the proposed dissolution.
ii. A two-thirds majority of the members present at the meeting agree to the proposed dissolution, after hearing presentations for and against the proposal.
iii. Voting shall be by show of hands, and the count shall be made by the President or Vice President as chair of the meeting.
iv. The full membership shall be alerted to the dissolution motion by subsequent announcement on the SBA website.
v. Following dissolution, the funds remaining in the SBA bank accounts shall be distributed as follows:
1. All outstanding debts & obligations of the SBA shall be paid, or accrued for, by the Treasurer. Assuming that sufficient funds remain, each member will receive a refund of 50% of his/her annual dues for the current year.
2. Remaining funds, if any, will be donated to local Suwanee charities, as designated by the SBA Board members.
3. Trademarks, domain names, tradeshow items, furniture and any other physical or intellectual assets of the SBA shall be disposed of by auction through e-Bay or similar site, managed by the Treasurer. Members shall be made aware of this auction in order that they may bid on items if they wish. Any funds raised will be added to the funds mentioned above.