Bylaws

BYLAWS OF

LEADERSHIP FRANKLIN COUNTY 

 

ARTICLE I

PURPOSE

SECTION 1. Purpose. The purpose of Leadership Franklin County is to provide a program that will build a competent leadership pool for the Franklin County region, motivate emerging and existing leaders, and develop the participants for community leadership and decision-making by exposing them to the realities, opportunities and problems in our regional area. 

SECTION 2. Goals. The goals of the program are:

 

ARTICLE II

PRINCIPAL OFFICE

 SECTION 1. Office. The offices of Leadership Franklin County will be located on the campus of the Arkansas Tech University-Ozark Campus.

 

ARTICLE III

RESPONSIBILITIES 

SECTION 1. Responsibilities of the Board. It shall be the duty and responsibility of the Board of Advisers of the Leadership Franklin County program to advise and to aid in planning a series of seminars, which will develop leadership skills, identify community issues and familiarize participants with the workings of government and other areas of community decision-making.

SECTION 2. Maintenance of Records. All records of the board shall be maintained by the director of Leadership Franklin County and stored at the principal office.

 

ARTICLE IV 

MEMBERSHIP

SECTION 1. Composition of the Board. Leadership Franklin County shall be comprised of not more than twenty-five (25) at-large members and at least four (4) ex-officio members who shall constitute the Board of Advisers and governing body of Leadership Franklin County. At each annual meeting, up to eight (8) at-large members shall be elected to serve a term of three years.

SECTION 2. Terms of Office. Members of the board shall serve terms of office as follows:

  1. At-Large Members. At-large members shall serve a term of office for three (3) years, or until their successors are duly elected and installed. These terms shall be on a staggered basis with terms of up to eight (8) at-large members completing each year. After an absence of one year, an at-large member is eligible to serve another term on the Board of Advisers.
  2. Ex-Officio Members. Ex-officio members shall remain on the board for such period of time as they hold their qualifying office.

SECTION 3. Election of At-Large Members. The nomination and election of at-large members shall be conducted as set forth in Article VI, with the Nominating Committee presenting a slate of proposed at-large members to fill expiring terms no later than May of each year, and the election taking place no later than June.

SECTION 4. Ex-Officio Members. The Board of Advisers will include, but not be limited to, the Chancellor of the Arkansas Tech University-Ozark Campus (or designee), president of the Ozark Area Chamber of Commerce, administrator of the City/County Judge (or designee) and president of the Leadership Franklin County Alumni Association.

SECTION 5. Assuming Office. Newly elected members shall assume office at the first meeting of each fiscal year. 

SECTION 6. At-Large Member Attendance Requirements. Unless extreme circumstance is determined, a vacancy shall exist on the board whenever an at-large member fails to attend three (3) consecutive regularly-scheduled meetings of the board.

SECTION 7. Removal of Members. A member may be removed with or without cause by the vote of a majority of the members present at a meeting, which is called for the purpose of removing a member and for which the meeting notice states the purpose, or one of the purposes, of the meeting is removal of said member.

SECTION 8. Vacancies on the Board.   In the event of a mid-term vacancy in an at-large member position, that vacancy shall be filled immediately by an election conducted as set forth in Article VI.

SECTION 9. No Individual Authority. No member shall hold him/herself out as a representative of the board or present positions as being those of the board unless specifically authorized by the full board to do so.

 

ARTICLE V

OFFICERS

SECTION 1. Board Officers. The Officers of the Board of Advisors shall be a chair and a vice chair, who shall hold office for one (1) year, or until their successors are duly elected and installed. Their terms of office shall begin on the first day of the next fiscal year following their election. Ex-officio members may not serve as officers.

SECTION 2. Annual Election of Officers. The nomination and election of officers shall take place after the annual election of at-large members and shall be conducted as set forth in Article VI. The Nominating Committee shall present a slate of proposed officers no later than May of each year, and the election shall take place no later than June.

SECTION 3. Chair. The chair shall give overall direction to the board and preside at its meetings. The chair shall appoint committees and designate the chair of each committee.

SECTION 4. Vice Chair. The vice chair shall assist the chair in the fulfillments of the chair’s duties and preside in the absence of the chair.

SECTION 5. Removal of Officers. An officer may be removed with or without cause by the vote of a majority of the members present at a meeting, which is called for the purpose of removing an officer and for which the meeting notice states that the purpose, or one of the purposes, of the meeting is removal of said officer.

SECTION 6. Filling of Vacancies.   In the event of a mid-term vacancy in any officer position, said vacancy shall be filled immediately by an election conducted as set forth in

 

ARTICLE VI

ELECTIONS

SECTION 1. Nominations. The Nominating Committee shall be responsible for preparing a proposed slate of candidates for any and all vacant or expiring at-large member and/or officer positions. Any member of the board may recommend a candidate for any position to the Nominating Committee.

SECTION 2. Manner of Election. Election of any nominee for an at-large member or officer proposed by the Nominating Committee requires a simple majority of the members present at a meeting which is called for the purpose of electing at-large members and/or officers and for which the meeting notice states that the purpose, or one of the purposes, is to elect at-large members and/or officers.            

SECTION 3. Incomplete Elections. If vacancies remain following the election process, the Nominating Committee shall convene as quickly as possible and develop a slate of nominees for those vacancies and the board shall conduct another election for those vacant positions.

 

ARTICLE VII

MEETINGS

SECTION 1. Regular Meetings of the Board. The board shall meet no less than quarterly, or upon the call of the chair. Notice of meetings shall be sent to the board at least one (1) week prior to the time of the meeting. The chair may cancel a regular meeting if no official business is pending before the board.

SECTION 2. Annual Meeting. The annual meeting of the Board of Advisers shall be held no later than June 30 of each year.

SECTION 3. Quorum and Required Vote. A majority of the voting members of the board shall be necessary to constitute a quorum for the transaction of business. The action of the majority of the members present at a meeting at which a quorum is present shall be the action of the board. Should a tie result for any vote, the rirector shall cast a vote to break the tie.

SECTION 4. Special Meetings of the Board. Special meetings of the board may be called by or at the request of at least one-third (1/3) of the members or the chair. The member or chair calling such special meeting of the board may fix the time and place for holding such special meeting of the board. Notice of such meetings shall be sent to the board at least two (2) days prior to the time of the meeting.

SECTION 5. Action Without a Meeting. Any action required or permitted to be taken at a meeting of the board may be taken without a meeting if the action is taken by a quorum of the members. The action must be evidenced by one (1) or more written consents describing the action taken by each participating member, and included in the minutes filed with the board records reflecting the action taken. Any action taken under this section shall be effective when a quorum of the members has affirmed consent. A consent delivered by facsimile transmission or electronic mail shall constitute a valid signed consent. The director shall be responsible for establishing the deadline for votes taken by electronic means and collecting and tabulating the results of any such vote.

 

ARTICLE VIII

COMMITTEES

SECTION 1. Appointment of Committees. The board chair, in consultation with the board, shall appoint all committee members, who shall be members of the board. The terms of all members of all committees shall expire on June 30 following their appointments or until their successors are appointed. The board chair shall also serve as non-voting ex-officio member of each committee.

SECTION 2. Standing Committees. The chair may appoint any committee deemed necessary for the needs of the board, and such committees may include the following:

  1. Nominating Committee
  2. Curriculum Committee
  3. Class Selection Committee
  4. Public Relations and Publicity Committee
  5. Finance Committee
  6. Alumni Affairs Committee

If appointed by the chair, these committees shall have the following responsibilities:

SECTION 3. Nominating Committee. The Nominating Committee may consist of both at-large members and ex-officio members and shall meet in April of each year to review the status of expiring terms and to prepare a list of nominees to fill those positions. The slate of nominees shall be presented to the board for consideration in June. The committee shall also meet as necessary, at the direction of the chair, to fill vacancies that may occur on the board during the year. In like fashion, the nominating committee shall be responsible for nominations for the board officers.

SECTION 4. Curriculum Committee. The Curriculum Committee shall advise the director in the areas of the curriculum, the program planning process, the program schedule and the appropriate chairs and task forces for specific sessions. The Curriculum Committee may have members outside the membership of the board. The committee is responsible for working with the director to coordinate an evaluation procedure of the seminars for the purpose of insuring the highest possible quality of content, topics, speakers and instructors. 

SECTION 5. Class Selection Committee. The Class Selection Committee shall determine in collaboration with the director the guidelines and procedures for the task of evaluation and ranking applicants for the Leadership Franklin County program. The Selection Committee shall determine criteria for participant selection which will include but not be limited to diversity of interest and broad community area representation. It shall review and approve candidates’ applications for admission to the program, and recommend a final list of candidates to the Board of Advisers for formal membership approval. Due to the support provided by the University of Arkansas-Franklin County, the university reserves the right to name up to two employees to participate in the program each year, which will reduce the number of selected candidates to 23.

SECTION 6. Public Relations and Publicity Committee. The Public Relations and Publicity Committee is responsible for assisting and developing a comprehensive promotional campaign, developing community support and overseeing publication of all promotional literature.

SECTION 7. Finance Committee. The Finance Committee shall be responsible for reviewing an annual proposed budget and fee structure as submitted by the director. In addition, the committee will assist in locating contributions and grants. 

SECTION 8. Alumni Affairs Committee. The Alumni Affairs Committee shall be composed of the Board of Directors of the Leadership Franklin County Alumni Association. The president of the Alumni Board of Directors shall be designated to serve as ex-officio member of the Board of Advisers of Leadership Franklin County. The Alumni Affairs Committee shall have the responsibility for management and control of the affairs of the alumni association.

 

ARTICLE IX

ADMINISTRATION

SECTION 1. Sponsorship. Leadership Franklin County is sponsored by a grant. In addition to the sponsorship by the grant, the program will seek financial support from corporations, businesses and other community organizations in order to successfully fund the program sessions and operating expenses.

SECTION 2. Director. The director will be appointed by the Arkansas Tech University-Ozark Campus chancellor in consultation with the Board of Advisers. The director will be responsible for overseeing the implementation and administration of the Leadership Franklin County program, as well as the policies and recommendations of the Arkansas Tech University-Ozark Campus in consultation with the Board of Advisers.   

The Director will serve as a non-voting and ex-officio member of all committees. In that capacity, the director shall have the duties normally assigned to the offices of secretary, including but not limited to keeping the minutes and records of the Board of Advisers, authorizing all organizational expenditures and ensuring that all notices for board meetings be sent out in a timely manner.

 

ARTICLE XI

FISCAL YEAR

SECTION 1. Fiscal Year.   The fiscal year of the board shall start on July 1 of each year and shall end on the following June 30.

 

ARTICLE XII

AMENDMENTS

SECTION 1. Amendments to Bylaws. These bylaws may be amended by a majority vote of the members present at a meeting, which is called for the purpose of amending the bylaws and for which the meeting notice states that the purpose, or one of the purposes, is to amend the bylaws. Any member may submit a proposed amendment to the board for its consideration.

 

ARTICLE XIII

SUBMISSION AND ADOPTION

These revised Bylaws were submitted to the Leadership Franklin County Board of Advisors and were adopted by a majority vote.

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