By-Laws

Wake County Association

Of Electrical Contractors

BY-LAWS

ARTICLE I

TITLE

The name of this Association shall be Wake County Association of Electrical Contractors. The Association office shall be located in Raleigh, North Carolina or other suitable location determined by the Board of Directors.

ARTICLE II

OBJECTS

  1. The objects for which this Association is formed are as follows:
  1. To promote the recognized safety standards as they apply to public safety and to encourage education and continuing education of and for electrical contractors.
  2. To promote the welfare of electrical contractors and to bring about more friendly relationships between electrical contractors and others engaged in the electrical industry.
  3. To collect and diffuse legislative information helpful to membership and the electrical industry.
  4. To provide the membership with programs, services, workshops, and an insurance program that will benefit the electrical contractor and associate members.

ARTICLE II

MEMBERSHIP

  1. The membership of this Association shall consist of four (4) classes: Membership, Associate, Life, and Honorary.
  1. MEMBER
    1. Any person, firm, or corporation licensed by the State Board of Examiners of Electrical Contractors shall be eligible to apply for this classification of membership.
    2. When an electrical contractor applies for membership or renewal of membership, the application shall be signed by an officer, partner, member of a limited liability, or owner. The applicant shall designate in writing the person who shall be the official delegate and alternate delegate of that electrical contractor at all general membership meetings of the Association; such delegate shall be affiliated with the member firm. Only those persons who are designated delegates or the alternate delegate shall be eligible to vote. The delegates may be changed at any time by written notice to the board of Directors.
    3. Firms having more than one place of business shall apply for membership, pay dues, and select a delegate for the firm as a single entity.
  2. ASSOCIATE
    1. Associate membership may be extended by the Board to those person or businesses not eligible for active membership but who shall be actively engaged in, or associated with, the electrical industry. Associate members shall enjoy all the privileges of Active members, but shall not be eligible to hold the elected office of President or President-Elect/Vice-President.
    2. Firms having more than one place business shall apply for membership and pay dues for each place of business desiring membership but the entire firm shall have only one vote.
    3. When an Association, company, or person applies for membership or renewal of membership, an officer, partner, member of a limited liability company or owner shall sign the application. The applicant shall designate in writing the person who shall be the official delegate and alternate delegate of that applicant at all general membership meetings of the Association; such delegate shall be affiliated with the member firm. Only those persons, who are designated as a delegate, or the delegate, or the alternate delegate, shall be eligible to vote. The delegates may be changed at any time by written notice to the Board of Directors.
  1. LIFE
    1. Life membership may be conferred upon those natural persons chosen by the Board of Directors for their outstanding contributions to the Association. Any Member or Associate may submit recommendations to the Board of Directors. Life members shall have all privileges of Members but shall not be required to pay dues.
  1. HONORARY

Honorary membership may be extended to those natural  persons who have made a significant contribution to the industry. Honorary members are to be elected by the  Board of Directors of this Association upon recommendations of at least three (3) Life or Active members. Honorary members shall enjoy all the privileges of Active members, except voting, and Honorary members shall not be required to pay dues.

  1. Applications for membership in this Association may be on forms prescribed by the Board of Directors and the applicant shall submit the completed form, if forms are required, to the President. Upon receipt of application and dues plus review for compliance with Section 2 or 3, an applicant may become a member of the Association.
  1. A member in good standing of this Association may resign at any time, provided written notice is filed with the President, and such resignation shall be acknowledged by the President in writing.

ARTICLE IV

DUES

  1. The dues for each year, July 1 to June 30, shall be determined by the Board of Directors. All members and associate members will be advised by the Board of Directors of the dues structure for the next fiscal year.
  1. Dues shall be remitted on a fiscal year basis, and if not paid on or before August 30, of each year, the members shall be dropped from membership in this Association. Such members can be reinstated immediately upon payment of the current dues. Any member who has failed to pay dues for that year is dropped from membership and must reapply for membership in this Association and dues shall be prorated for the year of reapplication plus previously owed dues shall be due unless waived by the Board of Directors. The August 30 deadline is to enable the Association to prepare and distribute a membership directory. The Board shall approve the distribution of the directory.

ARTICLE V

OFFICERS      

  1. The Officers of this Association shall consist of President, President-Elect/Vice-President, and Secretary/Treasurer.
  1. Each officer must be a person designated as a delegate of a member electrical contractor in accordance with Article III, 2(b).
  1. The Officers of the Association shall perform the duties usually performed by such officers, together with such duties as shall be prescribed by the bylaws of the Association or by the Board of Directors.
  1. Officers shall be elected from a slate of nominees presented to the Board of Directors, by the nominating committee, no later than thirty (30) days prior to the March meeting. Officers shall be elected from this slate of nominees or by a nomination from the floor. The Board of Directors shall appoint the nominating committee. Officers shall be elected during the April meeting. The term of office of all officers so elected shall commence on July 1. Term of office is from July 1 to June 30.
  1. All officers, except the President-Elect/Vice President, shall be elected for a term of one (1) year and shall continue until their successors are elected and assume office.

ARTICLE VI

DUTIES OF OFFICERS

  1. The President shall be Chairman of the Board of Directors, and an ex-officio member of all committees. The President shall preside at all meetings of the Wake County Association of Electrical Contractors, and the Board of Directors of this Association, but shall have no vote therein except in the event of a tie. The President shall have the power to call special meetings of this Association. The President shall appoint all standing and special committees of this Association. In addition, he/she shall perform all such duties as established customs and procedures require.
  1. The President-Elect/Vice President shall succeed the office of the President in the event that the President’s office becomes vacant. He/she shall perform such other duties as are assigned to him/her by the President, by these by-laws, or at the direction of the Board of Directors of the Association. In the event that the office of President/Elect Vice President becomes vacant, the Board of Directors will so direct the membership in the election of a new President-Elect Vice President.
  1. In the absence of the President, the President-Elect/Vice President shall assume the duties of the President. He/she shall also assume such other duties as are assigned to him/her by the Board of Directors. In the event of a vacancy occurring in the office of the President, the President-Elect/Vice-President shall serve as President.
  1. The Secretary shall keep the minutes of all meetings of the Association and the Board of Directors. He/she shall preserve, at the Association office, all papers, letters, and transactions of the Association. The retiring Secretary shall, within one (1) month, deliver the newly elected or appointed Secretary all papers, letters, and transactions of the Association in his/her possession.
  1. The Treasurer shall direct the Board of Directors to collect, receive, and have charge of all funds of the Association; deposit such funds in a financial institution; and shall provide for the expenditure of such funds. The Treasurer shall report to the Board of Directors the financial standing of the Association whenever requested to do so, and make a full report to the Board of Directors and to the Association quarterly. The retiring treasurer shall within one (1) month deliver to the newly elected Treasurer all money, vouchers, books, and papers of the Association in the retiring Treasurer’s custody and/or at the Association office with a supplemental report covering all transactions from July 1 to June 30.

ARTICLE VII

BOARD OF DIRECTORS

  1. There shall be a Board of Directors of the Association. The Board shall consist of President, President-Elect/Vice-President, Secretary/Treasurer, the immediate past President, and his/her past President Designee. The officers and Past President shall select one (1) member to fill one (1) position of the Board of Directors from the membership at large.
  1. Regular meetings of the Board of Directors shall be held on a quarterly basis. Meetings of the Board also shall be held at such times and places, as may, from time to time, be determined by the President.
  1. Special meetings of the Board of Directors may be called by the President on five (5) days notice to each director, either personally or by mail of fax, and shall be called by the President in like manner on like notice on the written request of not less than five (5) members of the Board. Special meetings shall be held in such time and place as may be specified in the notice thereof.
  1. In the interval between meetings of the Board of Directors, the President of the Association may refer and submit, by mail or fax, to the members of the Board of Directors definite questions relating to the affairs of the Association which, in the opinion of the President,    require immediate action on the part of the Board of   Directors. The result of such a referendum shall control   the action of the Association, and of its Board of Directors, officers, committees, agents, and employees.

ARTICLE VIII

DUTIES OF THE BOARD OF DIRECTORS

  1. The Board of Directors shall:
  1. Establish major administrative policies governing the affairs of the Association and devise and mature measures for the Association’s growth and development.
  2. Provide for the proper care of materials, equipment, and funds of the Association, for the payment of legitimate expenses, an account by a certified public accountant and an annual audit of all books of account by a Certified Public Accountant if requested by the President of the Board of Directors.
  3. Have the power to call a special election to fill any vacancy among the officers. Such vacancy shall be filled within thirty (30) days after such vacancy occurs. This individual shall hold the vacant office until the next scheduled election of officers.
  4. Transact the general business of the Association.
  5. Verify referendum votes of the Board of Directors.
  6. The Association shall indemnify and defund any claims against any officer and/or director for actions made on behalf of the Association to the extent allowed by law.

ARTICLE IX

STANDING COMMITEES

  1. Standing committees shall assume duties as are specified by these by-laws and such other duties as may be assigned by the Board of Directors.
  1. The President shall appoint the following Standing Committees, immediately following the acceptance of his position:
  1. Legislative Committee
  2. Membership Committee
  3. Executive Committee which is composed of the President, President-Elect/Vice-President, and Secretary/Treasurer and the immediate past President
  4. Education and Training Committee
  1. A Special Committee may be appointed during any  regular scheduled Board of Directors meeting to handle any affairs as it may be related to the electrical industry. The term of any Special Committee shall be one year or until the specified task is accomplished, whichever occurs first. The term for any Special Committee may be extended from one year to the next as the need may dictate by the majority vote of the Board of Directors. The Special Committee shall report to the Board of Directors quarterly.
  1. Subcommittees shall be created as necessary and Approved by the Executive Committee or the StandingCommittee.

ARTICLE X

QUORUM

  1. Ten percent (10%) of active members in good standing of the Association shall constitute a quorum at any meeting of the members of the Association.
  1. Two-thirds of the Board of Directors, including the President, President-Elect/Vice-President, shall constitute a quorum at any meeting of the Board of Directors, and the President or President-Elect/Vice-President shall be present at such meeting.
  1. A majority of the members of any Committee shall constitute a quorum.

ARTICLE XI

FISCAL YEAR

The fiscal year of this Association shall be from July 1 to June 30. Regular meetings to be held on the second Tuesday of each month.

ARTICLE XII

PARLIAMENTARY AUTHORITY

The rules contained in the ROBERTS’ RULES OF ORDER REVISED shall govern meetings of the Association in all cases to which they are applicable, and in which they are not inconsistent with these by-laws.

ARTICLE XIII

SUSPENSION OF EXPULSION

  1. The provision of the North Carolina General Statutes Chapter 87, Article 4, and any amendments thereto and, the rules of the State Board of Examiners of Electrical Contractors, and any amendments thereto, are hereby made a part of these by-laws and are incorporated herein by reference.
  1. If any member, however classified under Article III of these by-laws, shall violate any statute or rule referred to in Paragraph 1 of this Article or if any such member shall be convinced of a felony or any crime involving fraud or other moral turpitude, such member may be subject to reprimand, suspension or expulsion from this Association.
  1. A violation described in Paragraph 2 of this Article shall be reported in writing to the Membership Committee. After investigation, the Membership Committee shall report to the Board of Directors for a hearing and determination on the merits of the charge. The Board of Directors may accept or reject such recommendations in whole or in part.
  1. A hearing, if called by the Board of Directors, shall be by at least quorum of the full Board except for any member thereof who, as a member of the Membership Committee, made an investigation or recommendation as described in Paragraph 3 of this Article. The accused shall be accorded due process of law, including at least 15 days written notice of the charge, date, time, and place of the hearing, the right to legal counsel, the right to examine evidence and cross examine witnesses, the opportunity to refute the charge, the right to present evidence and the right to make legal and factual arguments. After the hearing the Board of Directors shall make written findings of fact, conclusions of law and final decision, all of which shall be given to the accused.
  1. By a two-thirds majority vote of the Board members hearing the evidence, the Board of Directors may issue a written reprimand to the accused, may suspend the accused from membership for such period of time as the Board may determine, or may expel the member from the Association. Reinstatement, if any, shall require a new application for membership. Upon suspension or expulsion, all rights of membership and all dues paid are fortified.

ARTICLE XIV

DISSOLUTION

If this Association shall be dissolved, the assets of the Association are to be used: (1) to pay out of current or accumulated income and then out of other assets (a) all indebtedness of the Association and (b) all expenses of liquidation: (2) all remaining assets shall be distributed for one or more tax exempt purposes within the meaning of the Internal Revenue code or shall be distributed to a governmental unit for a public purpose as directed by the Board of Directors, and no part shall inure to the benefit of any officer, director, or member.

ARTICLE XV

AMENDMENTS

  1. These by-laws may be amended at any August meeting or special meeting if the proposed amendment shall receive at least two-thirds of the vote entitled to be cast by members present or represented by proxy at such meeting.
  1. Any proposed amendment to the by-laws shall be submitted in writing to the Secretary of the Association at least thirty (30) days before any August meeting or special meeting. The Secretary shall transmit the proposed amendment to the Board of Directors and the said Board shall make a recommendation on the amendment to the members to the Association.