By-Laws
ARTICLE I - NAME AND OFFICES
SECTION 1: NAME.
The name of this organization shall be the CROOKED RIVER RANCH-TERREBONNE CHAMBER OF COMMERCE.
SECTION 2: OFFICES.
The principle office of the Crooked River Ranch-Terrebonne Chamber of Commerce (The Chamber) shall be situated at a location within Crooked River Ranch, Jefferson County, Oregon and the exact address to be designated by the Board of Directors. The address of the principal office may be changed from time to time by a majority vote of the members of the Board of Directors.
ARTICLE II - PURPOSE
SECTION 1: PURPOSE.
The Chamber is organized to help Member firms develop more business in the 97760 Zip Code area by promotion and networking as well as improve and promote the public perception of Crooked River Ranch-Terrebonne and the quality of life in those communities and the surrounding 97760 Zip Code area.
SECTION 2: LIMITATION.
The Chamber shall observe all local, state and federal laws which apply to a nonprofit organization as defined in Section 501(c (6) of the Internal Revenue Code.
ARTICLE III - MEMBERS
SECTION 1: ELIGIBILITY.
All persons, firms, associations, corporations and non-profit organizations desiring to preserve and promote the objectives of The Chamber shall be eligible for membership.
SECTION 2: MEMBER CLASSIFICATIONS and ASSOCIATED DUES
BUSINESS: Business establishments of all kinds, including corporations, partnerships, proprietorships and professionals who operate a business for profit.
Dues:
- Level 1 - 1-5 employees; $70 per year
- Level 2 - 6-20 employees; $105 per year
- Level 3 - over 20 employees; $135 per year
- Level 4 - Associates-Individual Members $25 per year
- Level 5 - Non-Profits $50 per year
- Level 6 - Affiliates (Chambers, other) No charge
ASSOCIATE: Person not associated with a company who wishes to support the objectives of the community through The Chamber. Associates are eligible for election to one Director Position on The Chamber Board. They pay annual dues of $25 per year.
CROOKED RIVER RANCH-TERREBONNE AFFILIATES: Affiliates are exempt from paying annual dues are not entitled to vote in elections but can be elected to the Board, hold office and vote on Board motions.
NON-PROFITS: Non profit organizations pay reduced rate annual dues and are entitled to vote in elections.
SECTION 3: MEMBERSHIP APPLICATIONS.
Application for membership shall be in writing or electronically to The Chamber. The accepted application will constitute an agreement on the part of the applicant to adhere to all by-laws, policies and procedures adopted by the Board of Directors for the Chamber.
ARTICLE IV - DUES
SECTION 1: RATE.
The Board of Directors shall fix the amount of annual dues for each Member Classification. Such determination shall be made by the Board of Directors adopted by two-thirds vote of the members of the Board.
SECTION 2: METHOD.
Membership dues shall be billed at the beginning of each calendar year and a due date will be communicated with the notices.
SECTION 3: DELINQUENCIES.
Any member who shall fail to pay membership dues within 30 days after the due date shall be reviewed by the Board of Directors and appropriate action taken.
ARTICLE V – MEETINGS
SECTION 1: FISCAL YEAR.
The fiscal year of the Crooked River Ranch-Terrebonne Chamber shall be the calendar year.
SECTION 2: ANNUAL MEETING.
An Annual Meeting Gala of the membership shall be held each year during the month of January at a time and place to be designated by the President, and shall be for the purpose of considering a report by the President or designee, showing the condition of The Chamber at the close of the prior year, and for the transaction of such other business as may be brought before the meeting.
SECTION 3: REGULAR BOARD MEETINGS.
The Board of Directors shall meet monthly at a time, date and place to be designated by the Chair.
SECTION 4: SPECIAL MEETINGS.
Special meeting of the members of The Chamber may be called by any member of the Board of Directors. A written notice of the special meeting shall be mailed to each member at least ten (10) days prior to the meeting date. Such notice shall be deemed sufficient within the meaning of this article if deposited in the United States mail, first class postage prepaid, addressed to each member at his or her last known address, ten (10) days before the date of the meeting. Electronic notification of a special meeting may be made via e-mail or facsimile to the members latest e-mail address of record or facsimile phone number of record 5 days before the date of the meeting.
SECTION 5: QUORUM.
At all general membership meetings, thirty-four (34) percent of the members in good standing shall constitute a quorum. At all Board of Directors meetings, three (3) members of the board shall constitute a quorum.
ARTICLE VI - BOARD OF DIRECTORS
SECTION 1: GENERAL POWERS.
The business and affairs of The Chamber shall be managed by its Board of Directors. The Directors may adopt such rules and regulations for conduct of their meetings and the management of the Crooked River Ranch-Terrebonne Chamber of Commerce which are not inconsistent with these bylaws and the laws of the State of Oregon. The Board shall have the authority necessary for the guidance and transaction of the business of The Chamber of Commerce.
SECTION 2: NUMBER AND TERM.
The Board of Directors of The Chamber shall consist of the President, Vice President, (4) Directors and the Executive Director who is hired/appointed by the majority of the Board of Directors. The Board of Directors shall consist of six (6) two-year terms, the Executive Director who is appointed, by the Board, and serves at the pleasure of the Board. Three (3) vacant director positions shall be elected to two-year terms by a majority of the votes cast at an election by mailed/e-mailed/faxed ballots before the end of each fiscal year or at any special meeting of members called for that purpose and shall begin their term at the annual meeting in January of the following year. The President and the Vice President will be elected by the new Board before the Annual Meeting and serve for one year terms.
SECTION 3: NOMINATIONS.
The president shall appoint a Nominating Committee of three (3) members in September. The Nominating Committee shall present nominees for vacant board positions to the Board of Directors at the regular meeting in October.
SECTION 4: ELECTIONS.
Elections shall take place by a majority vote of the membership by mail-in ballot, electronic voting via e-mail or facsimile in November.
SECTION 5: DUTIES OF OFFICERS.
a. The President: Shall be the principle executive officer of The Chamber and in general, supervise and control all of the business affairs of The Chamber. He/she shall preside at all meetings of the Board of Directors. The President may sign with any other proper officer of The Chamber, deeds, mortgages, bonds, contracts or other instruments which the Board of Directors has authorized to be executed. The President shall authorize all disbursements over $150 in value on behalf of The Chamber before they are made and the Executive Director will maintain a record all such authorizations. The President also directs and guides activities of the Executive Director.
b. Vice President: In the absence of the President the Vice President, shall perform all the duties of the President, with all the powers and restrictions of that position. The Vice President shall perform such other duties as may be assigned to him/her by the President.
DIRECTORS: The Directors may, at the discretion of the President, chair various committees. They will, upon being appointed, assign members to their own committees and will report progress at regular Board meetings.
Executive Director: Will be hired or appointed by the Board for a term, compensation and position description to be agreed upon in writing and serve at the pleasure of the board to carry out the day to day business of The Chamber under the direction and guidance of the President to whom the Executive Director shall report.
Revised and submitted by The Chamber Board 11/05/11.