By-Laws
Posted by admin on December 17, 2008 under Uncategorized | 
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Bryan-College Station Sister Cities Association
Greifswald , Germany Kazan , Russia Zuazua , Mexico
P.O. Box 4733 Bryan , TX 77805
www.bcssistercities.org
BY-LAWS Revised 1.12.09
I. NAME: Bryan-College Station Sister Cities Association
II. PURPOSE: The Association is organized for charitable and educational purposes, consistent with section 501(c) (3) of the U.S. Internal Revenue Code. No part of the net earnings of the Association shall accrue to the benefit of its members, directors or officers. The Bryan-College Station Sister Cities Association does not discriminate on the basis of race, creed, religion, color or national origin.
III. BOARD OF DIRECTORS:A. The Board of Directors (“Board”) may have as few as nine and as many as twenty members, and the term of office shall be three years. The members of the Board of Directors shall be qualified for their positions by reason of their interest in encouraging, establishing, and causing to flourish sister city relationships between Bryan and College Station, Texas and cities in foreign countries.
B. The Board shall elect its successors yearly at its annual meeting, with one-third of the Directors being elected each year. Directors may serve consecutive terms.
C. Absence from three or more consecutive Board meetings shall constitute resignation from the Board unless otherwise determined by the Board.
D. Vacancies on the Board may be filled for the remainder of the unexpired term by vote at any meeting of the Board.
E. The Board shall meet monthly. Meetings shall be open to members of the Association.
F. A majority of the Directors present at a duly called meeting, but not less than five, shall constitute a quorum for the purpose of transacting business of the Association.
G. Members of the Board agree to serve on committees of the Board as described below:
IV. EXECUTIVE COMMITTEE:
A. The Executive Committee shall consist of the Officers of the Association. The Executive Committee shall set the agenda for monthly meetings and make recommendations for specific actions of the Board.
B. The Executive Committee shall present an annual plan of activities and an annual budget for approval by the Board of Directors the month following election of officers at the annual meeting.
C. The Executive Committee may be empowered to act on behalf of the Board in negotiation of contracts and agreements.
V. OFFICERS:
A. Officers of the Association must also be Directors. The Officers shall consist of President, Vice-President, Secretary, and Treasurer. The Officers shall be elected by the Board at its annual meeting or when vacancies arise.
B. The President shall serve as chief officer of the Association. The President shall preside officially at all meetings of the Executive Committee and Board. The president may serve continuously for no more than two years.
C. The Vice-President is the second officer of the Association and may carry out the duties of the President when she/he is unable to participate in Association activities.
D. The Treasurer shall collect and disburse funds as authorized by the Executive Committee, keep full and accurate accounts, prepare a yearly financial report, and comply with reasonable requests for financial information by the Board. The Treasurer shall file yearly tax returns to both Federal and State governments. The Treasurer shall also serve on the Finance Committee.
E. The Secretary shall keep the minutes of the Executive Committee and Board and report the activities of the Association. The Secretary shall also keep current records of the names and addresses of the Board and notify them of annual meeting and other official meetings.
VI. COMMITTEES:
Each of the following committees shall be chaired by a Director of the Association appointed by the President of the Association.
A. The Finance Committee shall be responsible for fund raising and preparation of an annual budget in conjunction with the Executive Committee.
B. The Membership Committee shall develop membership programs and recruit new members. The Membership Committee shall coordinate its activities with the other committees.
C. The Educational Exchange Committee shall function in two areas:
Citizen Exchange – Plans exchanges of official delegations between Bryan/College Station and its designated sister cities.
Educational Exchange – Coordinates high school educational exchange programs between Bryan/College Station and its designated sister cities.
D. A Publicity Committee shall publicize and help plan activities and events of the Association. Additionally, this committee shall prepare and distribute a regular newsletter for members and interested individuals in the community at large.
E. Membership in the committees is not limited to members of the Board.
F. The Board may appoint ad hoc committees as needed.
VII. ANNUAL MEETING:A. An annual meeting shall be held between August 15 and October 15 of each year.
B. A nominating committee, appointed by the President of the Association, shall nominate both Officers and new members of the Board. These nominations shall be distributed to the Board at least two weeks before the annual meeting. Nominations may also be accepted from the floor. Nominations must be made with the consent of the person nominated. Voting shall be by acclamation, or, if requested by any Director present, by secret ballot.
VIII. GENERAL PROVISIONS:
A. The fiscal year shall be October 1 September 30 for purposes of state and federal reporting.
B. The Treasurer, President, and Vice-President are authorized to sign checks. Two signatures are required on all checks. Prior approval is needed for checks greater than $500.
C. The Board is authorized to accept both restricted and unrestricted gifts.
D. Directors may be removed for just cause by a two-thirds vote of the full Board.
X. AMENDMENT PROCEDURES:
The power to amend the by-laws is vested in the Board. A majority of the full Board is required. Such vote may be by proxy.