UNSCC Bylaws

 

ARTICLE V: Board of Directors

Section 1. Composition.

  1. The Board of Directors shall be composed of the four UNSC Officers and six additional Board Members. Each Board Member either previously shall have served as a UNSC Board Member or shall have served as a General Representative on the Advisory Council for at least twelve consecutive month: before becoming eligible to be elected to the UNSCC Board. Each Board member shall have represented a different Member organization on the Advisory Council. The Board Chair shall have served on the Board of Directors for at least one of the two prior years.
  2. Up to two Board Members may come from community groups or businesses without government affiliations. If it is unclear whether a candidate's affiliations conflict with UNSCC, the Executive Commitee shall determine if conflict exists. These Community Board Member candidates must keep the interest of County neighborhoods foremost, not merely the interests of a single neighborhood or city.
    These two Community Board Members may not be from the same organization or busines, nor reside within the same neighborhood association's boundaries. They may not be replaced by alternatives from their organizations when absent. These Community Board Members possess the same voting privileges as other Board Members, however, they may not serve as officers of the Board. They may serve up to three years on the board.

Section 2. Function.

The function of the Board of Directors shall be to perform all functions required of directors of a nonprofit corporation - including (but not limited to) approving contracts and experiditures, approving the admission of new members. hiring and firing employees, and adopting public positions.

Section 3. Meetings.

  1. The Board of Directors shall meet at least six times annually. The meeting time and location shall be determined by the Board of Directors.
  2. Special meetings for any purpose may be called by the Executive Committee, the Chair, or by written request of twenty (20) percent of the Board of Directors.
  3. Writen notice of all Board of Directors meetings, including agendas, shall be delivered to all Board members and all Advisory Council members not less than seven (7) nor more than thirty (30) days prior to a meeting Notice is the responsibility of the Corresponding Secretary.
  4. In the absence of amajority vote of the Board. UNSCC Board meetings shall be open to attendance by Advisory Council members.

Section 4. Removed.

 

Section 5. Quorum.

A quorum of the Board of Directors shall be one more than half of the current elected Board seats.

Section 6. Responsibilities of Board Members.

  1. Attend UNSCC Board and Advisory Council meetings regularly.
  2. Serve on at least one UNSCC committee.
  3. Represent UNSCC in the general community.
  4. Become familiar with and adhere to the intent of the UNSCC Bylaws.
  5. Actively participate ni UNSCC fundraising efforts.

Section 7. Issue/Position Statement Procedure.

  1. Introduction of a proposed issue statement shall be made at the meeting prior to the one at which the vote is to be taken.
  2. An issue statement can only be voted on if it has ben included in the notice for that meeting.
  3. When the Directors present declare by a two-thirds (2/3) vote that an emergency exists, an isue may be voted on at the meeting at which it is introduced.

Section 8. Prohibitions.

  1. Each member of the Board of Directors is to avoid conflict of interest or the appearance thereof between their political, personal, and financial interests and the stated purpose of the UNSCC.
  2. No officer, member of the Board, or committee member shall receive any compensation of services from UNSCC. Reimbursement for properly authorized expenditures made on behalf of UNSCC is allowed.
  3. No member of UNSCC appearing to act in the name of UNSCC shall support or oppose any political party or candidate for public office, or use any asset of UNSCC for such purpose.

Section 9. Removal.

A member of the Board of Directors may be removed by a two-thirds (2/3) vote of the Board present at a regular meeting provided that:

  1. Director has not adhered to UNSCC Bylaws.
  2. Removal is in the best interest of UNSCC.
  3. A request has been submitted in writing to the Recording Secretary by at least five (5) members of the Board of Directors.
  4. At least fourteen (14) days written notice has been given to the Board of Directors.