Association By Laws

Texoma Builders Association By Laws

ARTICLE I -1.00- MISSION STATEMENT
The Home Builders Association of  (GFC) Grayson, Fannin, and Cooke Counties, chartered in 1965, is an organization  representing all segments of the residential building industry in the Grayson, Fannin, and Cooke counties .  Its mission is to enhance its members' ability to provide safe, affordable, quality housing to the citizens of the local communities.


The association does this by:
•    Promoting positive public policy tln•ough Builder pm1icipation in the legislative and regulatmy process.
•    Providing industry information and education to the members and the public.
•    Enhancing the positive image of the induslty and the members through training and encouraging ethical behavior and professional standards.
•    Forging partnerships with the public, and govermnents to achieve resolution of mutual community issues.
•    Making membership in the association an essential element of a successful residential building industry company.

ARTICLE II- 2.00- MEMBERSHIP
Membership in the Association shall be classified into six (5) primmy classifications:

  1. Builder
  2. Associate
  3. Life
  4. Honorary e.Affiliate Member


2.100: The Board of Directors may, in its discretion, increase, decrease or modify the classifications and sub-classifications of the membership of the Association, as consistent with the By-Laws of the National Association of Home Builders.
2.100.1:  The qualifications,  requirements  and standards  of  membership  shall  be uniform and  fairly applied within each classification and sub-classification of membership.
2.100.2:   The Board of Directors shall have the responsibility to accept or reject all applications  for membership  in the Association, and its authority with respects to this responsibility shall be absolute and final.
2.100.3: Companies or Partnerships that are Association Members shall appoint their representative to the Association for purposes of exercising the responsibilities and privileges of membership.
2.101: Qualifications for Membership Generally and In the Classifications and Sub-Classifications. The Association shall take such steps and establish such policies and procedures as may from time to time be deemed advisable or necessary by its Board of Directors, and in setting fmih without limitation the qualifications, criteria and standards of its members with regard to the application for, maintenance, suspension and termination of the privilege of membership in the Association.
2.102:  The primmy classification of Builder Members shall include the sub-classifications of Builder;
and Life Member, if elected from within the sub-classification of Builder.
2.102.1:  An applicant for a Builder membership shall be an individual or a company whose owner, or at least one principal thereof is actively and personally participating  in the development of land, or the construction  of single family residences, multi-family housing or connnercial  structures, or engaged as general or primary contractor in the rebuilding, remodeling or rehabilitation  of residential housing  or commercial structures.
2.102.2:   Such  applicant  shall  have  an  acceptable  credit  report  from  at  least  tlu•ee suppliers/subcontractors  and one lending institution approved by the Board of Directors and applicant's qualifications  shall be reviewed and approved  by the Executive  Committee of the Association  before presentation  to the Board of Directors. Financial stability of the applicant shall be a primary factor of qualification.
2.103: Associate membership shall be open to any person or entity engaged in any allied trade, industry or profession who shall meet the approval of the Executive Committee and the Board of Directors.
2.104:  Life Member.
2.104.1: The Board of Directors of the Association may bestow life membership  upon an individual within  the  Builder  or  Associate  membership  of  the  Association  or  a  deserving  employee  of  the association  if  the  Board  of  Directors  deems  fit  to  recognize  and  to  reward  for  exceptional  and outstanding service to the Association..
2.104.2: Election to Life Membership shall be by a two-thirds (2/3) affirmative vote of a quorum of the Board of Directors.
2.105:  Honorary Member-The Board of Directors may confirm Honorary Membership on such persons who have rendered exceptional and distinguished service to the home and apmiment building indusliy, or invaluable aid to the Association in achieving extremely significant goals. The Honormy Membership shall be reserved for persons otherwise ineligible for membership because they are in public or governmental positions. Such Honorary Members shall be exempt from the payment of any and all initial fees and dues, and shall have no interest in m1y prope1iy of the Association and shall not be entitled to a vote on any matter pe1iaining to the Association.  The Association shall maintain the National and State Association dues for such Honorary Members. Election to Honormy Membership shall require a two-thirds (2/3) affitmative vote of a quorum of the Board of Directors.
2.106:  Affiliate  Member-Affiliate members shall be principals, employees and affiliates of companies that are either Builder members or Associate members.  An Affiliate member shall be entitled to affiliation with such other state and national associations that recognize affiliate memberships.
2.107: All applicants for membership in the Association shall agree to abide by the by-laws of the Association, and agree to subscribe to all and such other rules and regulations as may be decided and required from time to time by the Board of Directors.
2.108: All members agree to pay the financial obligations to the Association that they may incur from time to time as a result of their membership.
2.200: Suspension and Termination of Membership-The Board of Directors shall have sole authority to suspend or tetminate the membership of any member of the Association, for cause.
2.300: Renewal and Reinstatement of Membership-Renewal of membership ammally in the Association is a privilege automatically extended to all members in good standing.  The Board of Directors shall have sole authority to define and apply the meaning of "good standing".  Should an applicant for membership (either Builder or Associate) who has been a member previously have a deficit record of financial obligation to the Association, the applicant must either bring the obligation cunent  or petition the Executive Committee for dispensation from the debt.  The Executive Committee shall be empowered to rule on such matters. (7-01)
Reinstatement  of membership is a privilege specifically accorded a membership  by dete1minations of the  Board  of  Directors  in  accord  with  the  requirements  and  policies  of  the Texas  Association  of Builders and National Association of Home Builders.
2.400:Duration of Membership and Resignation-Membership in the Association may tenninate by voluntary withdrawal as herein provided, or otherwise in pursuance of these Bylaws. All rights,  privileges and interest of a member in the Association shall cease on the te1mination of membership in any mam1er or while the membership is suspended.  Any member may, by giving written notice of such intention, withdraw from membership. However, no dues or assessments may be refunded, pro rata or otherwise, and all financial obligations of the membership which may be owed to the Association shall be due and shall be immediately aud continue payable on the books of the Association until fully paid or appropriately discharged in accordance with policies of the Association.
2.500: Each Association member in good standing is entitled and authorized to use and display without alteration  and as appropriate  to his categ01y of membership  such emblems,  logo types, insignia  and materials as are approved  by the Board of Directors. Each member is required, and by submission  of his application for membership does hereby agree to discontinue such usage immediately upon ending, suspension or termination of his membership, in ceasing to be a member in good standing of the Association, or as required by policies established by the Board of Directors.

ARTICLE III- 3.00  -DUES AND ASSESSMENTS
The Board of Directors shall by its own action or through its Executive Committee  or through such other  specifically  designated  committee provide the necessary and proper fimding and establish  the dues and assessments for this Association. The Board of Directors shall approve by not later than at its second regular meeting of the fiscal year, a budget of expenditures balanced with appropriate income to supp01i  the  activities   of  the  Association  and  to  balance  with  appropriate   reserves  the   budget requirements of the ensuing year.

ARTICLE- IV- 4.00  -BOARD OF DIRECTORS
A Board of Directors shall be the governing body of the Association.  The Board of Directors shall be composed of:
a)   Eight (8) Builder members elected in the ammal election of Association, and
b)   Seven (7) Associate Members elected in the annual election of the Association, and
c)   One  (1) Builder Members who shall be nominated  by the President and elected by a majority vote of the members of the Board of Directors, and
d)   One (1) Associate Members nominated by the President and elected by a majority vote of the
members of the Board of Directors, and
e)   One At Large Volume Builders, selected from the Builder Member classification and elected in the aruma!election of the Association and
f)         One At Large Land Developer, selected from the Builder Member classification  and elected in the annual election of Association, and
g)  One At Large Remodeler, selected from the Builder Member classification and elected in the annual election of the Association, and (07)
h)   One At Large Multifamily Builder, selected from the Builder Member classification and elected in the annual election of the Association (07)
i)     Life Members of the Board of Directors.
j)     The following persons shall be ex-officio of the Board and entitled to vote:


1)  The two immediate Past Presidents of the Association.
2)  The President of each Division and Chailman of each Council created by the Board of
Directors.
3)  An At Large Director elected from each Division and Council.
4) The President, First Vice President, Vice President-Secretmy and Treasurer of the Association, each of who shall be Director ex-officio of the Board next succeeding the Board from which he was elected, and

5) The Chairperson or Co-Chairpersons of the Membership Committee, Membership Retention Committee, Membership Benefits Committee, Education Co1m11ittee, Communications Committee, Parade of Homes Committee, , Website Committee, HomePAC Committee, ,  shall be appointed by the President if such person or persons are not qualified already as a Director under other provisions of these bylaws.
4.101.1: A quorum of the Board of Directors shall consist of not less than one-half of its membership. A vote of the majority of those present at any meeting of the Board of Directors at which a quorum is present shall detennine the passage of any measure, unless otherwise provided in these By-Laws.
4.101.2: To fill a vacancy created by the death or resignation of a Director, the President shall nominate a candidate from the same classification of membership as the vacancy occmTed.  The Board shall ratifY by a two-thirds (2/3) vote of the members present a successor who shall succeed to the term of the resigning or deceased Director.
4.101.3: The Directors of the Association shall elect, on recommendation of the President, one Builder member of the Association to represent the appropriate number of Builder members of this Association of the Board of Directors of the National Association of Home Builders as is required and authorized by the By-Laws of the National Association.
4.101.4:  One Builder Member of this Association shall be elected by the Directors to represent the appropriate number of Builder Members of this Association on the Board of Directors of the Texas Association of Builders as is required and authorized by the By-Laws of the State Association.
4.102: Powers As The Governing Body.
The Board of Directors shall have authority, as governing body of the Association, to supervise, control and direct the affairs of the Association. It shall dete1mine its policies or changes therein, shall actively prosecute its purposes and shall have discretion in the disbursement of its funds.  It may adopt such rules and regulations for the conduct of its business as shall be deemed advisable, and may, in the execution of the powers granted, appoint such agents as it may consider necessary, and authorize the employment of adequate staff officers and persolll1el.
4.102.1:  The powers and authority of the Board of Directors are limited only as may be specifically stated and reserved elsewhere in these By-Laws, the adoption and amendment of which constitute the exclusive prerogative and powers reserved to the Builder Membership.
4.102.2: The Board of Directors shall be the final authority as to the interpretation of the By-Laws, or any part thereof, which may be in conflict or have an unclear or doubtful meaning.
4.102.3:  The Board of Directors shall meet upon the call of the Nominating Committee immediately following the completion of the annual election of the Association for the purpose of electing Officers, and such other matters as may properly come before such meeting.
4.103.1:  The Board of Directors shall meet regularly each month, the schedule of which shall be adopted by the Board at the first regular meeting each year.
4.104: The Board of Directors elects all National (NAHB) Directors and Alternate National (NAHB) Directors, State (TAB) Association Directors and Altemate State (TAB) Directors for a period of service of one year. Said dates of service shall coincide with the dates as established by the respective organization.
4.105:  Special meetings of the Board of Directors may be called by the President or upon the request of the Executive Committee, or upon the formal requests in writing of at least five members of the Board of Directors.
4.106:  Notice of the date, hour and location of regular meetings shall be given to the Directors at least two days in advance thereof.
4.107:  Absence from three consecutive regular monthly meetings of the Board without an excused absence may be constructed as a resignation to be accepted on two-third (2/3) vote of all the Directors  present at any subsequent regular meeting.  Should a Director be absent from as many as four regular monthly  meetings  of  the  Board  of  Directors  during  a  year  the  Director  shall  not  be  eligible  for nomination as a candidate to serve as Director for the following year.

4.107.1  Excused  Absences  shall  be granted  by request  by a member of the Board of Directors  by application to the Vice President/Secretary one time each year with no reason.  If the Director requests subsequent  excused  absences,  the criteria for such excused  absence shall be based on the following criteria:


•    Sickness of self or personal family and/or to attend funeral of personal family member.
•    Representation ofHBA at TAB, NAHB, or civic events
•    Builder duty of the United States of America (military, judicial, or similar)
•    Unscheduled special meetings of religious group (church, temple, etc.)


The Board shall hear and may approve such requests at each meeting of the Board of Directors when the Vice President/Secretary presents such requests.  (7/01)

4.108:  Life Directors.
4.108.1 Honored Life Directors: The Board of Directors may elect as a honored life member of the Board of Directors any member who shall have served as a Director for seven years or more and who shall have been nominated for the position of Honored Life Director by the Nominating Committee. Such nomination shall be based upon a review of contributions made as a member of the Board of Directors to the betterment of the Association.
4.108.2 Past President Life Directors:  All Builder Members of the Association who have served as President shall be elected a Life Directors of the Board of Directors at the successful completion of their term of office.
4.108.3 Life Directors shall be voting members of the Board of Directors as long as they remain members in good standing of the Association.
4.108.4 Attendance at regular meetings of the Board of Directors shall not be necessary for the establishment of a quorum as provided for in Article 4.101.1 or the personal attendance requirements of Article 4.107.
4.109:  Life Directors shall be required to attend four Board of Directors meetings each year to retain voting privileges.  Voting privileges may be reinstated by attending four meetings in any twelve-month period.

ARTICLE V- 5.00- OFFICERS
The candidates for the offices of President, First Vice President, and Vice President Secretary shall be chosen from the Builder classifications of membership.  The candidates for the office of Treasurer may be chosen from either Builder Member or Associate Member classifications of membership. (07)
5.101: A PRESIDENT who shall be the Chief Elected Officer of the Association shall preside at all of its meetings and those of the Board of Directors and of the Executive Committee. He/she shall be the official spokesman of the Association in all matters of public policy and shall perfmm all such other duties  usual  and  customarily  performed  by such  office.    He/she  shall  nominate  One  (1)  Builder Members and One (1) Associate Members to serve on the Board of Directors, who shall be certified by election through a majority vote of the Board of Directors.
5.101.1:  Except  as may  be provided  otherwise  in these  By-Laws, the President  shall  establish  and appoint  Committees.  He/she  shall  appoint  all  Committee  Chairmen  and  may  appoint  any  or  all members of Committees. He/she shall be a member, ex-officio, with right to vote of all Committees.

He/she  shall  be responsible  for  having  proposed  agendas  prepared  for  meetings  of the  Executive
Conm1ittee and Board of Directors.
5.101.2:  In matters that are of immediacy, urgency or an emergency, the President may act in what he believes to be the interest of the Association until he is reasonably able to inform and/or call a meeting of the Execntive Committee and/or Board of Directors.
5.102:  A FIRST VICE  PRESIDENT, who shall, in the absence  of the President  or upon  his/her direction,  perfmms  all  the  duties  of  the  President.    The  First  Vice  President  shall  serve  on  the Executive Committee.  He/she will assume such duties as spelled out in the Association Strategic Plan and as set fmih in the Association Policy Manual.
5.103: A VICE  PRESIDENT-SECRETARY, who shall be responsible for keeping a record of all the official  proceedings  and  Minutes  of  the  meetings  of  the  Association  and  its  Board  of  Directors, including the reports of the Special Cmmittees. He/she shall serve on the Executive Committee and shall  assume  such  duties  as  spelled  out  in  the  Association  Strategic  Plan  and  as  set  forth  in  the Association Policy Manual.
5.104: A ASSOCIATE VICE  PRESIDENT, The Associate Vice President shall have the duty and responsibility for  recommending policy  to  the  Board   of  Directors and  for  providing  general direction to  the staff  and  association members in the  bt•oad area  of associate  member support and  activities, and  enhance the  exchange of ideas  between  associates and  builder members - a two year   term.
5.105: A TREASURER, who shall be responsible to the Association for an accounting of all moneys
collected  and distributed  by the Association  and shall render a monthly  statement  in writing  to the Board of Directors.   The Treasurer  shall serve on the Executive  Committee. The Treasurer  shall be elected from the membership and shall serve a one (I)  year term. Tltis individual is not eligible to be elevated to another officer position in the Association until the conclusion of the one (I) year term.
5.106 An  EXECUTIVE VICE  PRESIDENT, employed by the Board of Directors  upon recommendation   of  the  Executive  Committee,  shall  serve  as  the  Chief  Executive  Officer  of  the Association.    It shall  be  the  duty  of  the  Executive  Vice  President  to  supervise  the  staff  of  the Association, to prepare and maintain an annual record of Association organization and operations, and to perform such duties as may be delegated to him by the Board of Directors, the Executive Committee or the President, and all other duties usually and customarily performed by such office. The Executive Vice President shall be empowered to employ adequate staff to carry on the business of the Association as authorized by the Board of Directors.

ARTICLE VI 6.00- COMMITTEES
The Board of Directors of the Association shall authorize the following Committees, as soon after the organizational meeting of the Board following the Aruma!Election as is possible:
6.101:  An EXECUTIVE COMMITTEE, composed  of members  of the Board of Directors, which shall consist, at a minimum, of the President, the First Vice President, the Vice President Secretary, the Treasurer, the Immediate Past President, a Builder member appointed  by the President, an Associate member appointed by the President, a chainnan of a Council appointed by the President, a President of a Division appointed by the President, the Co-Chairpersons of the HOMEPAC of Grayson, Fannin, and Cooke Counties, the Chairperson of the Membership  Conm1ittee and the Chairperson of the Retention Committee.   The Committee shall not exceed a total of fourteen.  The Committee shall conduct affairs of the Association in accordance with the bylaws, policies and instructions of the Board of Directors. It shall be the policy, steering and finance committee of the Association and shall be responsible for recommending  a  budget  for  financing  the  Association,  and  for  all  matters  of  policy  and  public statement,  subject  to  the approval  of the  Board  of  Directors.    It shall  be the responsibility  of the

Executive Committee to review and approve all applications for membership and for changes in the classification category of the Association membership, prior to presentation to the Board of Directors.
6.102:  It shall be the responsibility of the Executive Committee to reconm1end such actions as may be deemed proper and necessmy to the Board of Directors.   The Executive Committee may exercise the powers of the Board of Directors when the Board of Directors is not in session, reporting to the Board of Directors no later than its next succeeding meeting any actions taken.
6.103:  The  Executive  Committee,  subject to any authority  or direction  as may be exercised  by the Board of Directors, may advise and insttuct the Executive Vice President in all matters of his/her duties and responsibility, and shall establish and approve his/her rate of compensation and of all other staff officers and persotmel, within the limitations of the annual budget.
6.104:  A meeting of the Executive  Committee may be called  by the President or by written  notice signed by four of its members.  Any five members of the Executive Corrunittee including the President, or in his/her absence, the First Vice President who shall preside, shall constitute a quorum.  In matters of immediacy or urgency, a majority of the Executive Committee by mail, telephone or other means of communication  may approve actions if such method is proposed  by the President in lieu of an actual meeting of the Committee.
6.105: The Executive Vice President shall serve as Secretmy to the Executive Committee.
6.201: A NOMINATING COMMITTEE which shall be composed of seven (7) members appointed from the Builder Membership  of the Association by the President  with the approval of the Board of Directors,  at  least  thirty  (30)  days  in  advance  of  the  Annual  Meeting  of  the  Membership.   The innnediate  Past President, the second immediate Past President, and current President, shall be three of the seven members of this Committee.  The second immediate Past President shall serve as Chairman.
6.301:  A MEMBERSHIP  COMMITTEE  that shall be composed of members in good standing and shall  meet  upon  call  of the  Chaitman.    One-half  of the  members  shall  constitute  a quorum.  This Corrunittee shall be responsible for development and retention of membership.
6.400:  OTHER COMMITTEES.   The Association shall have the number of Standing, Special Committees, and Task Forces necessary to canyon the business of the Association in an orderly, timely, adequate and efficient manner. Except as established by these Bylaws, such Committees shall be established each fiscal year by the President or the Executive Committee or the Board of Directors, and shall exist at the pleasure of or for such tetm as may be determined by the establishing authority of the Board of Directors.  Members of committees shall be composed of Builder Members, Associate Members and any designated representatives from companies that are affiliated through membership subscription with the Association.  Designated Representatives of the Association shall be gainfully employed by the member or shall maintain ownership in the member company. (07)
6.401: Standing Committees shall investigate, study and make recommendations to the Executive Committee  and Board of Directors  conceming  new, continuing  or  recurring matters  relation  to the purposes  or business of the Association  or undertake such duties as may be directed and assigned  to their respective jurisdictions.
6.402: Special Conm1ittees and/or Task Forces shall investigate, study and make recommendations  to the Executive  Committee and the Board of Directors concerning new, immediate, special problem or project  type, or  non-recurring  matters  relating  to  the  purposes  or  business  of  the  Association,  or undertake such duties as may be directed and assigned to their respective jurisdictions.
6.403 Should the President not appoint all members of Standing Conm1ittees, Special Committees, and Task Forces then the respective Chainnen shall appoint such members of their Committees, subject to the approval of the President.

ARTICLE VII-7.00 DIVISIONS AND COUNCILS OF THE ASSOCIATION
The Board of Directors, in order to meet the needs of and to serve the members of the Association, is empowered to authorize the creation of Divisions and Councils within the jurisdiction of the Association, as follows:


•  Divisions that represent the Association and the interest of its members within the bounds of one or more local govermnental areas, such as a municipality or related municipalities.
•  Councils that serve members' particular business interests.


7.100: The President of each Division shall serve on the Board of Directors of the Association as an ex-officio member at an official meeting or to participate and vote in an official action of the Board. Additionally, each Division shall be represented by an additional At- Large Director elected from the respective Division.
7.200:   The President of each Division shall advise the Board of Directors of matters affecting the welfare of  the residential building industJy, which arise within the jurisdiction of  his respective Division, and shall be prepared to report to the Board of the status of his Division, and current conditions of organization and membership.
7.300:  The  Board  of  Directors  may,  in  its  discretion,  establish  Com1cils, subsidiaries  or  other components of the Association, which shall be organized from among the membership to serve relatively, nanow and specialized business interests of members or to achieve special purposes within the authorized objectives of the Association. Such Councils or other components shall be organized in accord with the direction, or instruction and by approval of the Board of Directors, and shall exist at the pleasure of, and for such term as may be determined by the Board of Directors.
7.300.1 The Chaitman of each recognized Council shall serve on the Board of Directors of the Association as an ex-officio member at an official meeting or to participate and vote in an official action of the Board.
7.300.2:  The Chainnan of each Council shall advise the Board of Directors of matters affecting the welfare of the residential building industJy, which arise within the jurisdiction of his/her respective Council, and shall be prepared to report to the Board of the status of his/her Council, and current conditions of organization and membership.
7. 300.1: The Chief Officers or Chaitmen of such other subsidiaries or components shall be prepared to make regular or occasional reports to the Board of the status and affairs of their organizations and upon invitation of the Board may participate in discussions of the Board of matters relating to their organizations or actions.
7. 400: Divisions, Councils, Committees and all other organizational or official components of the Association shall observe the rules, principles and policies of the Association and may reasonably act in behalf of the members whose interests they serve or in behalf of the purposes for which they are established. Their existence and scope of authority and actions shall be within and subject to the By­ Laws and official actions of the Board of Directors of the Association, and in accord with the principles, policies and By-Laws of the Texas Association of Builders and the National Association of Home Builders.

ARTICLE VIII- 8.00 FISCAL YEAR
The fiscal year and administrative year of this Association shall begin each Januaty 1 of each calendar year and shall continue through the following December 31.

ARTICLE IX- 9.00 -FINANCE
All dues and other monies received by this Association shall be placed in a bank depositoty designated by the Board of Directors of the Association and payments therefrom shall be made only upon the  signature of any two (2) of the following: President, First Vice President, Vice President-Secretmy, Treasurer or the Executive Vice President.


9.101:  The Board of Directors  shall  adopt a budget for each fiscal year, and this Association  shall
function within the totals of such budget.
9.101.1:  Any  expenditure  in  excess  of  the  total  expenditures  authorized  in  such  budget  must  be authorized by the Board of Directors and approved as an amendment to the budget.
9.101.2: Any expenditures not in excess of the total expenditures authorized in the budget, but greater than  the expenditures  authorized  in one or more  of the specific  categories  of the budget, must  be approved by the Executive Committee and may be approved by the Board of Directors.
9.1013:  The  Executive  Vice President  shall  be charged  with  responsibility  for  recommending  and initiating  timely  payment  of  all  obligations  and  expenditures  within  the  approved  budget  of  the Association  that are due and payable; except that the Executive Committee or the Board of Directors may at any time direct and instruct as to the methods of approval, and payment of such expenditures.
9.102:  The members  of the staff handling  the funds of the Association  shall furnish a bond  at the expense of the Association in such amount as the Board of Directors may determine.
9.103: Monthly written reports must be made by the Treasurer of the receipts and disbursements of the Association  for  such  calendar  month  immediately  completed  and  such  monthly  report  shall  be delivered  to  the  next  regular  meeting  of  the  Board  of Directors,  together  with  a working  capital position of the Association. Both such repmis shall be made by an accounting firm designated  by the Board of Directors. A copy of such monthly reports shall be provided currently to all members of the Board of Directors. An audit or audits of the finance and other records of the Association and other the monthly accountant's records may be perfmmed by resolution of the Board of Directors, providing such resolution also authorizes funds necessary for such audit or audits.
9.104: The Treasurer shall keep or cause to be kept books of account of the Association in a manner
and form  prescribed  by the accounting  fitm  designated  by the Board of Directors.   Such  books  of account shall be kept at the office of the Association or at such other place as the majority of the Board of Directors may from time to time determine. Such books of account shall be open at all times to any member of the Board of Directors and to such persons as the Board of Directors may designate.

ARTICLE X -10 ELECTIONS
10.101: An election for the purpose of electing the Directors of the Association shall be held annually during the Seventy-Five (75) days immediately prior to the end of the administrative year.
10.102: Each Division of the Association  shall hold its election of a President prior to July 1.    The election  of  a President  and  any other  directors  needed  to serve  a Division  shall  be held  during  a scheduled  regular meeting of each respective Division.   Recommendations  for a President and other Division  Officers  shall  be  made  by a Nominating  Committee  appointed  by the Division  President whose  make-up  has been announced  in advance to the membership  of the division.   Each Division President  shall report to the Nominating  Conm1ittee of the Association the name of the member who has been elected Division President for the succeeding year.
10.103: The Nominating Committee shall plan and supervise each Ammal Election of the Association and shall take such steps for the carrying out of a fair and an impartial  election and shall take such action to assure same, including without limitation to the following:
a.   Conduct  a  canvass  of  all  the  members  for  their  recommendations   of  candidates  for  each directorship to be filled.
b.   Prepare and send each Builder Member not less than 15 days prior to the Annual Meeting of the Association an official ballot containing a list of the candidates proposed for each directorship to be filled. A return envelope market "Ballot" addressed to the Association office shall be included withthe Ballot.    Each member authorized to receive the Ballot shall be notified of the deadline for receipt of a marked Ballot in the Association office in order for his vote to be counted.
c.   Information  for  members accompanying the  official  ballot  shall  advise  the  members  of  any
requirements set by the Nominating Committee which must be met in method of voting and mailing in order for the ballot to be considered valid.
d.  The Chairman of the Nominating Committee shall instruct Association staff members regarding
safekeeping and any handling of the ballots received through the retum mails.
e.   The  Nominating  Connnittee  shall  notifY each  Director-elect  of  the  time  and  place  of  an organization meeting of the newly elected Board of Directors. Notification of this meeting shall also be made to the Presidents-elect of each Division of the Association so they may attend in their capacities as Directors ex-officio.
f.     The  Chahman  or  the presiding officer of  the  Nominating Committee shall  call  to  order the organization meeting of the Directors-elect and shall preside and make recommendations for the Nominating Committee of members to be considered for election as general Officers of the Association.  The Chairman of the Nominating Connnittee shall open the floor of the Directors organization meeting for any additional nominations. The Nominating Committee may also make recommendations and nomination of members to serve as Directors to represent the Association on the Board of Directors of the Texas Association of Builders and the National Association of Home Builders, and shall open the floor of the organizational meeting for further nominations for these positions.    Election  of  State  and  National  Association  Directors  may  be  conducted  at  this organizational meeting.
g.  Upon adjournment of the organizational meeting, the Chairman of the Nominating Committee or
his/her designee shall accompany the Directors-elect, the Officers-elect and the State and National
Directors-elect before a meeting of the membership and shall introduce them.
10.104: The Officers-elect and Directors-elect shall be formally inducted during an Annual Installation banquet to be held at a time and location determined jointly by the retiring President and the President­ elect. The installation ceremonies shall be held not later that October 1 of each calendar year, unless circumstances require that it be delayed past that date; such determination is to be made by the Executive Committee of the Association.
10.105:  All other elections or conduct of voting shall be at the call and instructions of the Board of Directors. At discretion of the Board of Directors, such voting may be conducted by mail or at a general meeting of the membership, or by a combination of mail ballots and ballots cast at a general meeting of the membership.
10.106:  A quorum at a general meeting of the membership shall consist of not less than Five (5)
percent of the Builder Members of this Association.


ARTICLE XI -11.00 SUBSIDIARY ENTITIES
The Board of Directors shall be empowered to establish such subsidiary corporations, either for profit or not for profit corporations that it shall deem to be in the furtherance of the stated purposes of this association as established in its' Articles ofincorporation.  The Board of Directors shall, likewise, be empowered  to  te1minate any  such  subsidiaty  corporations  that  they  have  created,  should  it  be determined that the furtherance of the Associations' purpose is no longer being served.

ARTICLE XII- 12.00 RULES OF PROCEEDURE
Robert's Rules of Order shall govern the parliamentary procedure of the meetings of the Association provided for in these Bylaws.

ARTICLE XIII -- 13.00 AMENDMENTS
These Bylaws may be amended by a two-thirds vote of approval of the Builder Members in good standing.  Such a vote shall be conducted by a mail ballot that will be provided to the Builder Members of the association whose members shall be in good standing.  A quorum response shall be a minimum often percent (10%).
13.100:  The Board of Directors shall review such proposed amendments.
13:200:  The Vice President Secretary shall be responsible for conducting the election.  Each Builder Member in good standing shall be provided with a ballot through the mail to his registered address.  He shall have ten days to complete the Ballot and return it to the Association Offices.
13.200.1 Electronically transmitted (Faxes, etc.) retum ballots shall be accepted with the name of the Builder Member, the Company Name and the members' signature placed in the designated places on the ballot.
13:300:  The President shall appoint a Tally Committee to function with the Vice President Secretmy. The Vice President-Secretmy shall convene the Tally Committee to count the ballots and then shall report to the Board of Directors at their next regularly scheduled Board Meeting.

 

 

 

Home Builders Association of Grayson, Fannin and Cooke Counties
P.O. Box 1421 Sherman, TX  75091-1421
Phone:  903-891-1700 | Fax:  972-294-3294

 

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