Constitution

THE AKRON BOARDS OF TRADE COUNCIL CONSTITUTION (The Constitution & By-Laws are separated so constitution remains constant and future changes may be made in the By-Laws as amendments as stated in the original document and also in accordance with Roberts Rules of Order)

ARTICLE I

Section 1. NAME: The name of this organization shall be THE AKRON BOARDS OF TRADE COUNCIL.

Section 2. PURPOSE: The purpose of The Akron Boards of Trade shall be to promote cooperation among the various Boards of Trade of Akron, Ohio, to promote the Civic Benefit of the various Communities, to foster economy in Government, to assist and support the Akron Area Public Safety Forces and to advance the Doctrine of Free Enterprise.

Section 3. AUTHORITY: The Akron Boards of Trade Council, having been organized by authority of all the participating Boards of Trade and Chambers of Commerce of Akron, Ohio, shall be continued without renewal of Authority from the various Boards of Trade, unless objections shall be received from any one of the participating Boards of Trade and Chambers of Commerce, in which case, the Constitution shall be referred back to the individual Boards of Trade and Chambers of Commerce for renewal of Authority.

Section 4. COUNCIL OFFICE: The Office of The Akron Boards of Trade Council shall be at such location as the majority of the members shall designate.

ARTICLE II

Section 1. CONSTITUTION AND BY-LAWS: The Constitution or By-Laws of the Akron Boards of Trade Council may be amended at any meeting by a Majority Vote of the Council provided that the Amendment shall have been presented in writing at two (2) previous meetings. Such Amendments must be approved by a Majority of the Participating Boards of Trade and Chambers of Commerce.

THE AKRON BOARDS OF TRADE COUNCIL BY-LAWS

ARTICLE I

Section 1. MEMBERSHIP: Membership in The Akron Boards of Trade Council shall consist of:

Participating Boards of Trade and Chambers of Commerce. Four Representatives from each Participating Board and Chamber. These Representatives should include the President, Vice President, two additional Representatives and four alternates. Each Representative shall be selected in accordance with the Constitution and By-Laws of the Participating Board of Trade or Chamber of Commerce. They shall be certified as such Representative to the Council Secretary by the Secretary of each Participating Board or Chamber at the time of the First Annual Meeting of the Council each year. Said Representatives shall not include any members elected to an office of the Council.

Section 2. TERM: The Annual Term for The Akron Boards of Trade Council shall begin on January 1st of each Calendar Year.

ARTICLE II

Section 1. ELECTION OF OFFICERS: The Annual Election of Officers shall be held at the October Business Meeting of the Akron Boards of Trade Council. The Members shall elect from the Membership of the Participating Boards of Trade and Chambers of Commerce the following Officers: President, 1st Vice President, 2nd Vice President. All Officers shall serve for a period of one year or until their successors are elected. The Secretary and Treasurer are to be appointed by the incoming President with approval of the Council.

Section 2. NOMINATING COMMITTEE: A Nominating Committee shall be appointed by the President of Council prior to the September Business Meeting and submit recommendations for the offices of President, 1st Vice President and 2nd Vice President for the ensuing year. The immediate Past President shall chair this Committee. Additional Nominations may be made from the floor. Each Participating Board’s and Chamber’s President moves to 2nd Vice President in Alphabetical rotation order by Board. This rotation may be temporarily changed by request of one of the Boards or Chambers to miss its regular place in the rotation or to change the order of rotation of offices. Such a request to change the order of rotation must be approved by the Executive Board of the Council. Such temporary change of rotation shall not thereafter change the aforesaid original order of rotation.

ARTICLE III

Section 1. EXECUTIVE BOARD: The Executive Board shall meet prior the Business Meeting each month. They shall have Full charge of the Property and Business of the Organization with Full Power and Authority to manage and conduct the same within the confines of the Budget. They shall make a Full Report of the Executive Board Meeting at the next Council Business Meeting. The Date, Time and Place of such meetings may be as determined by the Executive Board. The purpose of these meetings shall be as stated in Article I, Section 2 of the Constitution.

Section 1a. EXECUTIVE BOARD MEMBERS: The Executive Board shall consist of:

All Officers of the Akron Boards of Trade Council Immediate Past President of Council Presidents of each of the Participating Boards of Trade and Chambers of Commerce. If the President cannot attend, he/she may send one of their Authorized Voting Representatives. All others attending do not have voting privileges.

Section 1b. IMMEDIATE PAST PRESIDENT: The Immediate Past President of the Council shall serve on the Executive Board for a period of one year or for the term of office of the current President. If the Past President is unable to serve or declines to serve, the position will remain vacant.

Section 2. SPECIAL MEETINGS: Special Meetings of The Akron Boards of Trade Council shall be held at the request of the President or at the request of any five (5) Members of the Council, as stated in Article I Section 1, upon Direct Notice to all Voting Members of Council in advance of the Special Meeting. Only the stated reason for calling the Special Meeting is to be considered at said meeting.

Section 3. QUORUM: Attendance of at least five (5) Voting Members shall constitute a Quorum for the Transaction of Business at the Executive Board Meeting of The Akron Boards of Trade Council and attendance of at least seven (7) Voting Members shall constitute a Quorum for the Transaction of Business at the Business Meeting of the Council.

Section 3a. ABSENCE: Absence without excuse from four (4) consecutive meetings may be grounds for automatic suspension from the Council.

Section 4. VOTING POWER: Any question before the Council must be decided by a Roll Call of the Authorized Representatives of the Participating Boards of Trade and Chambers of Commerce. Each Board present shall have one (1) Vote. Each Representative shall be selected in accordance with the Constitution and By-Laws of the individual Participating Board of Trade or Chamber of commerce and shall be certified as a Representative to the Council Secretary by January 1st of each year as stated in Article I Section 1. The Council Secretary shall be notified of any changes of Representatives during the year prior to casting a Vote on any issue. Each of the Officers of The Akron Boards of Trade Council shall have one (1) vote with the exception of the President who will only vote to break a Tie. An Officer or Representative serving in a Dual Capacity cannot cast more than one (1) Vote on any issue.

Section 5. DUES: The Annual Dues for each Member Board of Trade and Chambers of Commerce shall consist of a base of $300.00 plus $1.00 for each Member of that participating Board of Trade or Chamber of Commerce.

Section 6. RULES: All Meetings of The Akron Boards of Trade Council shall be conducted according to Roberts Rules of Order.

ARTICLE IV

Section 1. PRESIDENT: The President shall be the Chief Executive Officer of The Akron Boards of Trade Council, shall preside at all meetings, shall perform such duties as may be appropriate to his/her office and any other duties as may be assigned by the Council. The President shall also attend at least one of the Regular Meetings of each of the Participating Boards of Trade or Chambers of Commerce during his/her Term of Office. The President may be compensated with the approval of Council.

Section 2. 1st VICE PRESIDENT: In the absence of the President, the Vice President shall exercise the duties of the President at any and all Council Functions. The 1st Vice President shall be the Chair of the Membership and Future Planning Committee. The 1st Vice President shall also attend at least one of the Regular Meetings of each of the Participating Boards of Trade or Chambers of Commerce during his/her Term of Office. The Vice President may be compensated with the approval of Council.

Section 3. 2nd VICE PRESIDENT: In the absence of the President and/or the 1st Vice President, the 2nd Vice President shall exercise the duties thereof as necessary. The 2nd Vice President shall be the Chair of the Programs and Awards Committee. The 2nd Vice President shall also attend at least one of the Regular Meetings of each of the Participating Boards of Trade or Chambers of Commerce during his/her Term of Office. The 2nd Vice President may be compensated with the approval of council.

Section 4. SECRETARY: The duties of the Secretary will be per a Job Description as outlined by the Executive Board each year with the approval of Council. The Secretary may be compensated with the approval of Council.

Section 5. TREASURER: The Treasurer shall have charge of all funds of the Council and shall deposit all monies to its credit in such bank as may be designated by the Council. The Treasurer shall disburse the funds of Council by Check only. All expenditures must be authorized by the Council. Any one of the following Officers shall have check signing authority: Treasurer, President, 1st Vice President and Secretary and must be listed as signatories with the financial institution.

The Treasurer shall provide an itemized Report showing Receipts and Disbursements to the council at each Business Meeting. The Treasurer and the Officers-Elect of the Council will be responsible for setting up an Annual Budget which is to be approved at the January Business Meeting of Council.

The Treasurer may be compensated with the approval of Council.

The Treasurer shall be bonded for the faithful performance of the Duties of his/her Office in a sum as may be required by the Council. The Premium for such Bond will be paid by Council.

Section 6 . AUDIT COMMITTEE: The President Elect shall appoint annually an Auditing Committee to Audit the Books and Records of the Treasurer not later than January 1st of the ensuing year. The Auditing Committee must submit a Written Report of the Audit to Council not later than the January Business Meeting.

ARTICLE V

Section 1. EXPENDITURES: The Akron Boards of Trade Council shall make no Expenditures nor incur any Liabilities beyond The Annual Income without the approval from the Majority of the Participating Boards of Trade and Chambers of Commerce. The Council shall have the Authority to bind any Participating Board of Trade and Chamber of Commerce to any action with the Approval of the Majority of the Participating Boards and Chambers.

ARTICLE VI Section 1. STANDING COMMITTEES: The President shall appoint the following Standing Committees and any Special Committees which said President believes necessary to the interest of the Organization. All Committee Chairpersons shall submit a proposed Annual Budget for each of their Committees no later than the 1st business meeting in January.

Section 1b. MEMBERSHIP AND FUTURE PLANNING COMMITTEE: This Committee shall be chaired by the 1st Vice President of The Akron Boards of Trade Council. He/She shall set up New Member Programs and Future Planning for Council to prepare for the following year when he/she becomes President.

Section 1c. PROGRAM & AWARDS COMMITTEE: This Committee shall be chaired by the 2nd Vice President to coordinate all functions of the Organization and set up the Official Activities Calendar including the Dates of All Major Council Functions, the Participating Boards of Trade and Chambers of Commerce Functions and other Community Functions that may benefit the Members.

Section 2 . COORDINATING COMMITTEES: Each of the Participating Boards of Trade or Chambers of Commerce shall chair at least one of the following Committees as outlined in Sections 2a. through 2e. as assigned by the Council President and shall provide a Representative to serve on each of those Committees.

Section 2a . BENEFITS COMMITTEE: The Committee shall be responsible for researching, developing and implementing Benefits and Services for the Membership.

Section 2b. CONSTITUTION/BY-LAWS COMMITTEE: The Committee shall consider, investigate and advise the Council in regards to proposals concerning its Constitution and By-Laws and its Internal Organization.

Section 2c. SPECIAL PROJECTS COMMITTEE: The Committee shall recommend, foster and develop activities, such as Fund Raising, Charities to benefit from Fund Raising, Drug Awareness Campaign and other events the Council and Committee deem to be important for the benefit of the Members and the Community.

Section 2d. GOVERNMENT RELATIONS COMMITTEE: The Committee shall organize the Annual Akron Boards of Trade “Meet Your Officials” Picnic, aid, assist and advise The Akron Boards of Trade Council on all matters of Local Governments.

Section 2e. EDUCATION COMMITTEE: The Committee shall coordinate efforts to promote and/or organize Education and Training for the benefit of the Members and the Community.

Section 2f. EX-OFFICIO COMMITTEE: The Committee shall be comprised of All Past Presidents of The Boards of Trade Council. They shall have the right to attend the Business Meeting of the Council in an advisory capacity only. The current President of the Council shall appoint the Immediate Past-President as Chairperson of this Committee to direct the activities thereof. The duties of the Committee shall be to investigate, promote, foster and recommend such activities and projects that would benefit the Membership, the City and the Community in general.

Section 2g. All other committees shall be assigned by the President.

Section 3. BUCHHOLZER AWARD: This Committee shall consist of the part three (3) Recipients of this Award. In the event that one of these is not available or unable to serve, The Akron Boards of Trade Council President is instructed to appoint the next one eligible until the number is three (3) persons. The latest recipient shall serve as the chairperson and contact the following to judge the submissions received: one from the local Media, one from the City Government and one from the Local Court System.

Section 4. KINSER AWARD: This Committee shall consist of the past two (2) Akron Boards of Trade Council Presidents. In the event that one of these is not available or unable to serve, the President of Council is instructed to appoint the next one eligible until the number is two (2) persons. The latest recipient of the Award shall serve as Chairperson and contact the following to judge the submissions received: one from the local Media, one from the City Government and one from the Local Court System.

Section 5 . FUTURE AWARDS: The Rules and Regulations for these and all others made by The Akron Boards of Trade Council shall be specific in the naming of the Committees and Chairpersons from the initiation of these awards. The current President of The Akron Boards of Trade Council shall have the discretion to appoint a Consultant to these and any other Awards Committees.