by Laws
| CONSTITUTION AND BY-LAWS | | Print | |
|
CONSTITUTION AND BY-LAWS
Section 1. NAME.
This organization shall be known as the COTTONDALE VOLUNTEER FIRE DEPARTMENT, INC. Section 2. OBJECTIVE. The objective of this organization shall be the preservation and protection of property from and during such fires as may occur in Cottondale, Texas, and surrounding areas, and any other disaster or emergency situation in which this department may be of assistance in protecting or promoting the safety and welfare of the public. Section 3. LIMITATION OF METHODS. This organization in its activities shall take no part in, nor lend its influence to, the election or appointment of any candidate to public office.
ARTICLE II. ORGANIZATION Section 1. COMPANY. The Department shall be composed of one (1) company. Section 2. FIREFIGHTERS. The Department shall be composed of at least ten (10) members at least eighteen years of age, who shall be known as firefighters. Section 3. CHANGES. The number of members and companies may be revised as needs dictate in accordance with Article XVIII.
ARTICLE III. MEETINGS Section 1. REGULAR MEETINGS. The regular business meetings of this Department shall be held in the station house, or other place designated, on the second (2nd) Tuesday of each month. No notice other than these By-Laws shall be required for regular meeting of the members. The meeting time will be 7:00 p.m. Section 2. QUORUM. At all meetings, five (5) members in good standing, plus two (2) officers shall constitute a quorum. If a quorum is not present at any meeting of the members, a majority of the members present may adjourn the meeting without further notice.
ARTICLE IV. ELECTION OF OFFICERS Section 1. ELECTION. All officers, except those of committees, shall be elective. The officers and directors shall be elected by ballot at the first regular business meeting in April of each year. Section 2. NOMINATIONS. Nominations for office shall be from the floor and shall be called for three (3) times by the President prior to close of nominations. Section 3. MAJORITY VOTE. A member shall be deemed elected to office after a tally of votes cast indicates a majority of at least one (1) vote. Section 4. TERM. All officers and directors may run for the same office as many times as they wish to run or be re-elected. Section 5. QUALIFICATIONS. All offices must be filled by members in good standing, who have been with the Department for one (1) full year. Section 6. VACANCIES. Any vacancy occurring among the officers and/or directors shall be filled by ballot at the first monthly meeting thereafter.
ARTICLE V. OFFICERS Section 1. OFFICERS. The Department shall have the following Administrative Officers for term of one (1) year: President Vice-President Secretary/Treasurer Parliamentarian Chaplain Directors, Six (6) [term of two (2) years] Three (3) Directors shall be elected each odd year. Three (3) Directors shall be elected each even year. Section 2. TACTICAL OFFICERS. The Department shall have the following Tactical Officers: Chief Assistant Chief Two (2) Captains Two (2) Lieutenants Section 3. DUPLICATE OFFICERS. Officers may hold more than one office at the same time, [One (1) Tactical and One (1) Administrative]
ARTICLE VI. BOARD OF DIRECTORS Section 1. POWERS AND DUTIES. The affairs of the Department shall be managed by its Board of Directors. Section 2. REGULAR ANNUAL MEETINGS. A regular annual meeting of the Board of Directors shall be held without other notice than this By-Law, immediately after, and at the same place as, the annual meeting of the members. The Board of Directors may provide by resolution the time and place for the meeting of the Board without other notice than such resolution. Section 3. SPECIAL MEETING. Special meetings of the Board of Directors may be called by or at the request of the President or any one of the Directors. The person or persons authorized to call special meetings of the Board may fix any place as the place for holding any special meetings of the Board called by them. Section 4. NOTICES. Notice of any special meeting of the Board of Directors shall be given at least two days previously thereto by written notice delivered personally or sent by mail to each Director at his address as shown by the records of the Organization, or contacted by telephone. If mailed, such notice shall be delivered when deposited in the United States mail so addressed with postage thereon prepared. Any Director may waive notice of any meeting. The attendance of a Director at any meeting shall constitute a waiver of notice of such meeting, except where a Director attends a meeting for the express purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the Board need be specified in the notice or waiver of notice of such meeting, unless specifically required by law or these By-Laws. Section 5. QUORUM. A majority of the Board of Directors shall constitute a quorum for the transaction of business at any meeting of the Board; but is less than a majority is present at said meeting, a majority of those present may adjourn the meeting without further notice. The act of a majority of those present shall be the act of the Board of Directors, unless the act of a greater number is required by law or these By-Laws. Section 6. VANCANCIES. Any vacancy occurring in the Board of Directors shall be filled by ballot at the first monthly meeting thereafter. The term shall be the remainder of the vacated term. Section 7. INFORMAL ACTION. Any action required by law to be taken at a meeting of the Directors, or any action, which may be taken at a meeting of the Directors, may be taken without a meeting if consent in writing setting forth the action so taken shall be signed by all of the Directors.
ARTICLE VII. CONTRACTS, CHECKS, DEPOSITS, AND FUNDS Section 1. CONTRACTS. The Board of Directors may authorize any officer or officers, agent or agents of the Department, in addition to the officers so authorized by these By-Laws, to enter into any contracts or execute and deliver any instrument in the name of and on behalf of the Department. Such authority may be general or confined to specific instances, not to exceed $5,000.00 per instance without the consent of the membership. If deemed an emergency, the Chief or person appointed will notify membership of the emergency. The members notified of the emergency shall sign a form for consent or no consent. Section 2. CHECKS AND DRAFTS. All checks, drafts, or orders for the payment of money, notes, or other evidences of indebtedness issued in the name of the Department shall be signed by such officer or officers, agent or agents of the Department and in such manner as shall be determined by resolution of the Board of Directors. In the absence of such determination by the Board of Directors, such instruments shall be signed by the Treasurer and countersigned by the President, Vice-President, or Chief. Section 3. DEPOSITS. All funds of the Department shall be deposited as soon as possible to the credit of the Department in such banks, trust companies, or other depositories as the Board of Directors may select. Section 4. GIFTS. The Board of Directors may accept on behalf of the Department any contribution, gift, bequest, or devise for the general purposes or for any special purpose of the Department.
ARTICLE VIII. DUTIES OF ADMINSITRATIVE OFFICERS Section 1. PRESIDENT. It shall be the duty of the President to: A. Preside over and conduct all meeting in an orderly fashion according to “Roberts Rules of Order”. B. Order and sign vouchers approved by the membership, to the drawn on the Treasury; C. Appoint and oversee all committees; D. Automatically become the spokesman on any committee established for the purpose of negotiations with all other organizations; E. Assure that all members comply with the accepted rules and By-Laws of the Department. Section 2. VICE-PRESIDENT. It shall be the duty of the Vice-President to: A. Assist the President in the performance of his duties, and to act in his behalf during his absence; B. Acquaint the general public with Departmental activities, purposes, policies and accomplishments; C. To issue all news releases, and to answer queries from the press and general public. Section 3. SECRETARY/TREASURER. It shall be the duty of the Secretary/Treasurer to: A. Keep an accurate written record of all meetings; call the roll, and indicate in the minutes those officers and members present at each meeting; and preserve all records of the Department; B. Read the minutes of the last meeting at the next regular meeting; C. Make available to a member absent from a meeting the minutes of that meeting, upon request of that member; D. Act as Corresponding Secretary, receiving communications and answering same as the Department may direct; E. Automatically become the Recording Secretary of any committee established for the purpose of negotiating with other organizations; F. Draw and countersign vouchers at the direction of the President, maintain an accurate accounting of all receipts, disbursements, accounts payable and accounts receivable/ G. Collect all monies due to the Department from any and all sources; H. Give a report on the Treasury at each regular meeting, presenting outstanding bills, to whom due, and giving and account of all items purchased. I. Submit his/her records, upon demand, for audit. Section 4. PARLIAMENTARIAN. It shall be the duty of the Parliamentarian to: A. Assist all other officers in carrying out their duties; B. Assist the President in carrying on the business meeting in an orderly fashion, according to “Roberts Rules of Order”; Section 5. CHAPLAIN. It shall be the duty of the Chaplain to: A. Have charge of spiritual guidance of the Department; B. Open meetings with prayer when requested by the President C. Be responsible for ordering flowers or gifts for the Department D. In the event of a notification of “Next of Kin”, if possible, the Chaplain will notify. ARTICLE IX. DUTIES OF TACTICAL OFFICERS Section 1. CHIEF. It shall be the duty of the Chief to: A. Be in complete command of all facilities of the Department; B. Issue orders, either written or verbal, pertaining to tactical operations; C. Assign duties and details to subordinate officers; D. Have the authority during an emergency to suspend any officer or member who is derelict in the performance of their duty assignment. Such suspension shall remain in force until acted upon by the Department; E. Have the authority to maintain an adequate supply of fuel and other operating supplies; have the authority to order a voucher drawn on the Treasury to insure operational readiness of the Department. F. Appoint a member as Training Officer and a second member as Assistant Training Officer. Section 2. ASSISTANT CHIEF. It shall be the duty of the Assistant Chief to: A. Assist the Chief in the performance of his duties; B. Act in behalf of the Chief during his absence; C. Periodically inspect Department equipment and gear, maintain inventory and serviceability of equipment. Section 3. CAPTAINS. It shall be the duty of the Captains to: A. Command the Department as instructed by the chief officer in charge at the scene of an emergency; B. Be responsible for operational readiness of equipment assigned to the Department; C. Act as Commanding Officer if senior officers are not available; D. Have the authority to call members of the Department together for details. Section 4. LIEUTENANTS. It shall be the duty of the Lieutenants to: A. Command the Department as directed by a Senior officer; B. Assist the Captain in the performance of his duties/ C. Act as Commanding Officer is Senior officers are not available. ARTICLE X. INDEMNIFICATION (To Compensate for Damage or Loss, to give Security Against) Section 1. INDEMNIFICATION. The Department shall indemnify any Director or Officer or former Director or Officer of the Department, or any person who may have served, at its request, as a Director or Officer of another corporation of which this Department owns shares of capital stock, or of which it is a creditor, against expenses actually and necessarily incurred by him in connection with the defense of any action, suit or proceeding in which he is made a party by reason of being or having been such Director, Officer, or Employee, except in relation to matters as to which he shall have been adjudged in such action, suit, or proceeding to be liable for any act of willful misfeasance, bad faith, gross negligence or reckless disregard of his duties. The Department shall also reimburse to any Director, Officer or Employee the reasonable costs of settlement of any such action, suit or proceeding, or threatened action, suit or proceeding, it shall be found by a majority of a committee composed of the Directors not involved in the matter in controversy (whether or not a quorum) that such Director, Officer or Employee was not guilty of willful misfeasance, bad faith, gross negligence or reckless disregard of duty. Section 2. OTHER RIGHTS. Such rights of indemnification and reimbursement shall not be deemed exclusive to any other rights to which such Director, Officer or Employee may be entitled under the Articles of Incorporation, By-Laws, agreement, vote of members, the Texas Business Corporation Act, or otherwise.
ARTICLE XI. DUTIES OF THE MEMBERS Section 1. ATTENDANCE. It shall be the duty of every member to avail himself/herself for all functions of the Department except in cases of personal illness, death in the family, work schedule or vacation. Members shall make at least 20% of all calls over a one (1) year period to be reviewed every six (6) months by Tactical Officers. Section 2. OBEY ORDERS. each member will obey all orders of all officers providing such orders are safe and sane. Section 3. NOTICE OF NON-ATTENDANCE. Each member shall notify an officer if he/she will not be available for functions of the department per Section 1. Section 4. BEHAVIOR. Officer in charge shall make determination of individual’s behavior. Section 5. APPEARANCE/SAFETY. All members shall maintain themselves in a neat and well-groomed appearance at all times.
ARTICLE XII. APPLICATION FOR MEMBERSHIP Section 1. ELIGIBILITY. Any person of good character and standing shall be eligible for membership in the Department, after a background check and driving abstract are satisfactorily completed. Section 2. AGE. Minimum age for membership shall be eighteen (18). Section 3. PROBATION. Any applicant desiring membership shall be on a one hundred eighty (180) day trial period and should attend all training sessions and meetings. The individual will be considered a member after majority vote has been conducted during a regular business meeting at the end of the 180-day trial period. The applicant may also start his/her probation over, one time during the 180-day period upon approval by majority vote of the membership during a regular business meeting. Probation may be waived in no less than ninety (90) days at the recommendation of tactical officers and approval by majority vote of membership during regular business meeting.
ARTICLE XIII. GRIEVANCES Section 1. WRITTEN STATEMENT. The member placed in jeopardy shall submit a written statement to the Fire Chief containing all the facts as to the nature of the grievance at the next regular business meeting. Section 2. DEFENSE. A member who, by his/her word or deed, places his/her membership in jeopardy shall have the right to defend himself/herself. Section 3. ANSWER. The member who places another in jeopardy shall be given until the meeting one (1) month hence to answer, in writing, the charges as stated in the grievance. He/she shall be relieved of all duties and responsibilities during this time. Section 4. INVESTIGATIVE COMMITTEE. When the charges are answered, the President shall appoint a three (3)person committee to investigate, within ten (10) days, both the charges and the answers thereto. Section 5. COMMITTEE’S REPORT. The committee shall make a report to the membership at the next regular meeting, stating its recommendation for action; however, a motion from the floor to the contrary may be placed before the house, and if carried by a majority vote of at least one (1) shall be included for action. Section 6. DEBATE. Debate on the floor shall be limited to five (5) minutes per member after which time a secret ballot shall be cast and counted with a majority of at least one (1) dictating action to be taken. Section 7. ACTION. The President shall report the count and advise the member in jeopardy of his/her status in the Department, that being one of the following: exonerated, permanent suspension, temporary, suspension, or probation. Section 8. TEMPORARY SUSPENSION. Temporary suspension shall be for a period of not less than thirty (30) days or more than ninety (90) days, and shall not be allowed on any emergency scene. Section 9. MEMBERSHIP STATUS. Members on temporary suspension or probation shall be required to attend all training and drill sessions as a provision of such suspension or probation to maintain the status of an active member. Section 10. VOTING RIGHTS. Members on temporary suspension or probation shall lose all voting rights during such suspension or probation. Section 11. FINES. Fines shall be levied against those members found negligent in destruction or loss of Department property. Section 12. CONFIDENTIALITY. All reports, findings and debate submitted in compliance with this article shall be deemed “CONFIDENTIAL” and will not be disseminated to anyone. Failure to comply with this provision shall be grounds for suspension by decree of the President. ARTICLE XIV. PENALTIES Section 1. ABSENT ONE MEETING. Any member absent from a regular meeting, except as stated in Article XI, Section 1, shall be warned for the first offense. Section 2. ABSENT THREE MEETINGS. Any member absent from three (3) meetings, unexcused, shall be expelled from membership in the Department. Section 3. ALCOHOL/CONTROLED SUBSTANCE. The penalty for reporting for duty while in a state of intoxication or under the influence of a controlled substance will be immediately dismissed from the Department. Section 4. SURRENDER EQUIPMENT. Any member expelled from membership in the Department, for any reason, shall immediately surrender his/her membership card along with any and/or all Department equipment and supplies in his/her possession. Any member not in compliance will be prosecuted.
ARTICLE XV. MISCELLANEOUS Section 1. FISCAL YEAR. The fiscal year for the Department shall begin on the first day of October of each year and shall end on the last day of September of the following year. Section 2. BUDGET. As soon as possible after end of fiscal year, the Finance Committee shall audit the books and present a financial statement to the Department. Section 3. SEAL. No seal shall be required for use by the corporation.
ARTICLE XVI. AMENDMENTS Section 1. REVIEW. The By-Laws may be opened for review by a motion from the floor at any regular business meeting. Section 2. WRITTEN PROPOSAL. Any amendment proposed by a member shall be submitted in writing to the Secretary after the requesting member reads such proposed amendment to the membership. Section 3. COMMITTEE. The President shall appoint a committee who shall evaluate the proposed amendment and recommend either adoption or rejection no later than the first regular meeting two months after the motion was made. Section 4. INTERIM. The By-Laws shall remain in force as written while the proposed amendment is being studied. No deviation or compromise of the By-Laws shall be permitted during this time. Cottondale Volunteer Fire Department Constitution and By-Laws were revised and accepted as hereby written on the 6th day of May 1991 at the regular meeting. * Cottondale Volunteer Fire Department Constitution and By-Laws were revised and accepted as hereby written on the 6th day of June 1994 at the regular meeting. ** Cottondale Volunteer Fire Department Constitution was corrected to correspond with the number of Board of Directors as listed in the By-Laws on the 20th day of July 1994. *** Cottondale Volunteer Fire Department Constitution and By-Laws were revised and accepted as hereby written on the 6th day of January 1997 at the regular meeting. **** Cottondale Volunteer Fire Department Constitution and By-Laws were revised and accepted as hereby written on the 10th day of October 2006 at the regular meeting. |