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HUMBLE POLICE ASSOCIATION BYLAWS ARTICLE I OFFICES The
principal office of the Association shall be located in Humble, Harris County,
Texas. The Association may have such other offices as the Board of Directors may
determine or as the affairs of the Association may require from time to time. 1.2
Registered Office and Registered Agent The Association shall
have and continuously maintain in the State of
ARTICLE II MISSION
, GOALS, AND PURPOSE 2.1
The Humble Police
Association will strive to promote positive relations between the members of the
association, the citizens of Humble, and all persons within our community.
The association exists to achieve three main goals that have been
established by the membership. Goal
one is to provide a voice for the membership in the community
and business related matters that are regarded as worthy of being involved with.
Goal two is to create a support system for members and their families by
affording opportunities to receive needed equipment to perform daily job
functions, a network of people to assist them in times of need, and to spearhead
fundraising events to contribute financial aid when needed.
Goal three is to support local high school students and children of our
membership by furnishing scholarship funds gained from benefit events that are
held specifically for this cause so the students can further their education. 2.2
True Purpose and Intent The Membership and the
Board of Directors, individually and collectively, shall assure that the
association remains sincere to the principles on which it was founded.
The true purpose and intent of the association can be related back to the
three main goals listed in the Mission Statement.
The underlying purpose
for the association is to give the members a unified voice in matters that are
work related, that involve community support, and to bring employees of the
Humble Police Department together for a common reason.
The association is not a union and shall not be involved in political
matters. A large part of the
support that can be provided by the association to the members can be divided
into two separate categories. The
first is to afford the members needed equipment, supplies, and everyday items
that will enhance their work environment and augment safety gear.
The second is the ability of the association to support events that will
raise funds that can be directly contributed to the members and their family in
times of financial hardship due to unexpected injury, illness, or other
catastrophic episodes. The remaining goal is
a high priority within the association and is a principal reason for existence.
Presenting scholarship funds to area high school students and children of
the membership so that they can afford to continue their educational training at
a college level is of the utmost importance.
The true purpose and
intent of any fundraising activities that are organized by this association will
always be out front and visible to any person that is willing to contribute.
Any event that is specifically held to fund scholarships will be labeled
as such and 100% of those funds will be used for that purpose only.
All other events that are backed by the association and contributions
made will go directly to the specific benefit that is named, and if no specific
reason is given then the funds will go directly to the association membership to
use as seen fit within the guidelines of these Bylaws.
ARTICLE III 3.1
MEMBERSHIP Active
Membership: Only Humble Police
Department personnel (paid and under the direction of the Chief of Police) shall
be eligible for Active membership in the Association. Active members in good
standing are eligible to vote and hold office. Life
Membership: A Life Membership may be
granted by the Board of Directors to an active member of the Association for
devotion of their time and efforts for the betterment of this association.
This individual will not be required to pay dues, but will have an active
vote and enjoy the same benefits as an active member for life, Honorary
Membership: A Honorary Membership may be
granted by the Board of Directors to any person who the board feels has made a
valuable contribution to the betterment of the City of Humble Police Department
or the Humble Police Association. This
individual will not be required to pay dues, or have an active vote, or enjoy
the benefits of an active member. Retired
Membership: A member
in good standing of the Humble Police Association who has devoted their full or
part time duty to the betterment of policing in Humble and who retires shall be
eligible for "retired membership".
This member will not be required to pay dues, will not have an active
vote, and may not hold an office. Decisions
on benefits extended to this member shall be decided by the sitting members of
the Board
of Directors.
3.2
Termination of Membership. The Board of
Directors, by the affirmative vote of two-thirds (2/3) of the full Board of
Directors, may terminate the membership of any member who becomes ineligible for
membership, or suspend or expel any member who is in default in the payment of
dues. Whenever any membership shall terminate in any manner, the person whose
membership has terminated and all persons claiming there under, by or through
such person, shall not be entitled to any refund for dues paid into or
contributions or donations made to the Association, nor shall they have any
claim whatsoever upon any of the funds, benefits or property of the Association. 3.3
Resignation. Any member may resign
by filing a written resignation with the Secretary of the Association, but such
resignation shall not relieve the member so resigning of the obligation to pay
any accrued but unpaid dues, assessment, or other charges. 3.4
Reinstatement. Upon written request
signed by a former member and filed with the Secretary of the Association, the
Board of Directors may, by the affirmative vote of two-thirds (2/3) of
the full Board of Directors,
reinstate the former member to membership upon such terns as the Board of
Directors may deem appropriate. 3.5
Transfer of Membership. Membership in this
Association is not transferable or assignable. 3.6
Personal Liability of Members. The members of the
Association shall not be personally liable for the debts, liabilities, or
obligations of the Association. 3.7
Legal Remedies. The Association
retains no counsel for the benefit of its individual members to adjudicate
differences arising through infractions of the rules of the Police Department
nor differences arising between officers of the Police Department. Counsel for
such purpose shall be retained by the individual members at the cost of the
individual members. Counsel, however, may be retained by the Association to
represent the interests of the members of the Association as a whole. 3.8
Military Leave. An active member of
the Association in good standing who enters the military service during a
national emergency, or otherwise leaves his employment with the Police
Department on account of compulsory service in any capacity in connection with
the national defense in time of war or other national emergency, shall be deemed
a non-dues paying Active member until his return to employment in the Police
Department. 3.9
Voluntary Leave. Whenever and for so
long as an Active member of the Association in good standing is on an official
leave of absence from the Police Department for any cause or reason, such member
shall pay his dues for the time period in which he will be on leave in advance
to the Treasurer. 3.10
Suspension from the Police Department. An Active member of
the Association will remain an Active member while suspended from the Police
Department until final disposition of his suspension is obtained. Dues will be
suspended during the member's suspension and until his reinstatement to active
duty with the Police Department or termination from the Police Department. 3.11
Fined or Suspended by the Association. Any member of the
Association may be fined or suspended by the Association for violating the
Bylaws of the Association or for engaging in conduct unbecoming of a police
officer. Such violation would include divulging the business of the Association
to non-members. Members aware of violations or of unbecoming conduct who fail to
report such shall also be considered as committing a violation or engaging in
unbecoming conduct. Allegations of such violation or conduct by a member shall
be made in writing and presented to the Secretary of the Association. No member,
however, shall be fined or suspended until the member has been afforded
impartial trial and found guilty of the allegations made against him. When
allegations have been made against a member that the member has violated the
Bylaws or engaged in conduct unbecoming of an officer, the member shall be
notified in writing of such allegations by the Secretary and be given two weeks
to prepare and make his defense. The member against whom allegations were made
shall be a preliminary trial by the Board of Directors. The member, however, may
appeal any trial decision made by the Board of Directors to the membership
whereby a trial before the membership shall be held. Any such decision then made
by the membership shall be final and conclusive. Any member fine or punished by
the Association shall be suspended from all rights and any privileges of
membership until the member has paid such fine and/or complied with the
requirements of his punishment. 3.12 Powers of Membership The powers of the
Association are vested in its Membership. Each Member is entitled to voice his
or her opinion at a General Meeting and full time employees are entitled to have
one vote on any matter brought to a referendum before the Association. Reserve,
Honorary Retired, and Part Time employees are not entitled to a vote under any
conditions or circumstances. 3.13 Compensation Members shall not
receive any salaries or remuneration for services;
however, by resolution the board of directors may provide reimbursement of any
expenses incurred by a member as a result of such service.
Article IVDues
4.1 Payment of Dues
The
dues of the Association shall be $5.00 per month payable through payroll
deduction. 4.2 Increasing dues The
dues of this organization shall not be increased nor any assessments levied
unless by a two-thirds vote of the members voting of the entire
membership of the organization; notice of such increase of dues or such levy
of assessments having been sent to members at least thirty (30) days before
casting such vote. Such votes shall
be sent to the Secretary with the voters' names attached for tabulating and
counting by such committee the President my designate within thirty (30) days of
receiving such notice. If the vote
is taken at a duly called meeting of the association, the vote shall be voice,
or by secret ballot if the majority present so desires. 4.3 Unpaid dues
Any member with unpaid dues will be considered not in good standing. 4.4 Special considerations The dues of any member who is sick or in distress may be remitted by a majority vote at a regular meeting.
(Amended 02/10) ARTICLE V BOARD
OF DIRECTORS 4.1
General Powers The affairs of the
Association shall be managed by its Board of Directors whose principal duties
are listed below. The Board shall have power to manage and oversee the entire
Association which may include but is not limited to: 1.
Act on behalf of the Membership
as approved by vote or affirmation. 2.
Manage, govern, execute and
administer all of the Associations funds and property. 3.
Supervise members, agents and
employees of the Association at Association sponsored events, activities and
operations approved by the Membership. 4.2
Number and Qualifications The Board of Directors
shall be no more than five in number and shall consist of members as qualified
in Article III of these Bylaws. All five of the Board of directors shall be
elected by the Membership. The five officers shall be: President, Vice
President, Secretary, Treasurer and Sergeant of Arms. 4.3
Board of Directors Meetings Meetings of the Board
of Directors may be called by or at the request of the President. The purpose of
a Board of directors meeting shall be to plan and collect items to be brought
before the Membership at a General Meeting. The person authorized to call a
Board of Directors meeting may determine the location of the meeting. The Board
reserves the right to hold a closed session during the course of any Board of
Directors meeting.
4.4
Notice of Board of Directors Meeting Notice of any meeting
of the Board of Directors shall be given at least 24 hours previously thereto by
written correspondence, telephone communication, electronic mail and or
facsimile notice delivered to each director. The notice shall include the date,
time and location where the meeting is to be held. The attendance of a director
at any meeting shall constitute a waiver of notice of such meeting. Neither the
business to be transacted, nor the purpose of the meeting of the Board need be
specified in the notice of such a meeting, unless specifically required by law
or these Bylaws. 4.5
Quorum of Board of Directors Meeting A majority of the
Board of Directors shall constitute a quorum for the transaction of business at
any meeting of the Board. If less than a majority of the directors are present
at said meeting, a majority of the directors present may adjourn the meeting
without further notice. Further, subject to the unanimous approval of those
board members in attendance, absent members may be polled to secure their vote
on matters raised at the meeting until a quorum number have been contacted. 4.6
Manner of Board of Directors Meeting The act of the
majority of the directors present at a meeting at which the quorum is present
shall be the act of the Board of Directors, unless the act of a greater number
is required by law or by these Bylaws. 4.7
Informal Action by Directors Any action required by
law to be taken at a meeting of directors, or any action which may be taken at a
meeting of directors, may be taken without a meeting if a consent in writing
setting forth the action so taken shall be signed by all of the directors. 4.8
Compensation Directors shall not
receive any salaries or remuneration for their services;
however, but by resolution, the Board of Directors may provide for the
reimbursement of any expenses incurred by a director as a result of such
service. 4.9
Election of Directors Directors of the
Association shall be annually elected at a meeting in December. Directors shall
serve a one year term, or until their successors have been duly elected.
Vacancies on the Board may be filled by the Membership at any time through
referendum. 4.10
Removal Any officer or member
of the Board of Directors may be recommended for removal from office by a
majority of the Board of Directors when, in their judgment, the best interests
of the Association would be served thereby. Confirmation of this action would
require a referendum totaling a two-thirds majority of the entire Membership. OFFICERS 5.1
Officers The officers of the
Association shall be a President, a
Vice-President, a Secretary, a Treasurer, a Sergeant of arms, and such officers
as may be elected in accordance with the provisions of this Article. No Officer
other than Sergeant of Arms can be elected or appointed to the Board of
Directors if they hold any type of supervisory position within the Police
Department or City of 5.2
President The President of the
Association acts as the principal executive officer of the Association and shall
in general supervise and control all of the business and affairs of the
Association. The President shall be a member of the Board of Directors and shall
preside at all meetings there of. The
President may sign, along with the Secretary or any other proper officer of the
Association authorized by the Board of Directors, any contracts or other
instruments which the Board of Directors has authorized to be executed, except
in cases where the signing and execution thereof shall be expressly delegated by
the Board of Directors or by these Bylaws or by statute to some other officer
or agent of the Association; and in general the President shall perform all
duties incident to the office of President and such other duties as may be
prescribed by the Board of Directors from time to time. 5.3
Vice President The Vice President of
the Association shall be a member of the Board of Directors and in the absence
of the President or in the event of the President’s ability or refusal to act,
the Vice President shall perform the duties of President, and when so acting,
shall have all the powers of, and be subject to, all the restrictions placed
upon the President. 5.4
Secretary The Secretary of the
Association shall be a member of the Board of Directors and keep minutes of the
meetings of the Board of Directors; give all notices in accordance with the
provisions of these Bylaws or as required by law; be custodian of the corporate
records; and perform all duties incident to the office of Secretary and such
other duties as from time to time may be assigned by the President or by the
Board of Directors. 5.5
Treasurer The Treasurer of the
Association shall be a member of the Board of Directors and shall have charge
and custody of and be responsible for all funds and securities of the
Association; receive and give receipts for monies due and payable to the
Association from any source whatsoever; and deposit all such monies in the name
of the Association in such banks, trust companies, or other depositories as
shall be selected in accordance with the provisions of Article VIII of these
Bylaws; and, in general, perform all the duties incident to the office of
Treasurer and such other duties as from time to time that may be assigned by the
President or by the Board of Directors. 5.6
Sergeant of Arms The Sergeant of arms
of the Association shall be a member of the Board of Directors and is charged
with the responsibility of ensuring that meetings and actions are conducted in
full accordance with these Bylaws and follow regulations of Robert’s Rules of
Order, Revised. 5.7
Representatives There shall be five
Representatives who shall not be a member of the Board of Directors but will
serve as Officers within the Association. Each
Patrol shift (Days, Evening, and Nights) shall have one person who will
represent those who are on the respective shifts and want to vote by proxy.
Additionally, the Detective Division and the Communications Division will
have one representative each to perform the same function.
If a member works one of the shifts or divisions listed and is present at
a meeting they will represent themselves. Representatives
will ensure that everyone that falls under their jurisdiction will have the
opportunity to have a voice even if they are not able to attend a general
session meeting. 5.7
Election of Officers Officers for the
subsequent year shall be elected at the December meeting of the Association by a
vote of the Membership. The process of voting shall be as determined appropriate
by the directors. 5.8
Vacancies A vacancy in any
office because of death, resignation, disqualification, or otherwise, shall be
filled by the Board of Directors from among its members for the remaining
portion of the term. ARTICLE VII GENERAL
MEETINGS 6.1
General Meetings General Meetings of
the Association shall be scheduled by the President or any member of the Board
of Directors who is authorized to do so in accordance with the provisions of
these Bylaws. General meetings should be scheduled on a once monthly basis
however the Board of Directors reserves to schedule meetings as frequently as
deemed necessary to address matters before the Association. 6.2
Notice of General Meeting Notice of a General
Meeting of the Association shall be posted in the station of the Humble Police
Department in a designated place assigned to the Association. Notice shall be
posted no later than 48 hours before the date and time the meeting is to be
held. The notice shall include the date, time and location for the meeting.
Notice shall be made previously thereto by written correspondence, telephone
communication, electronic mail and or facsimile notice delivered to each
director. The notice shall include the date, time and location where the meeting
is to be held. The attendance of a director at any meeting shall constitute a
waiver of notice of such meeting. Neither the business to be transacted, nor the
purpose of the meeting be specified in the notice of such a meeting, unless
specifically required by law or these Bylaws. 6.3
Quorum of General Meeting A majority of the
Board of Directors present at a General Meeting shall constitute a quorum for
the transaction of business at any General Meeting. If less than a majority of
the directors are present at said meeting, a majority of the directors present
may adjourn the meeting without further notice. Further, subject to the
unanimous approval of those board members in attendance, absent Members may be
polled to secure their vote on matters raised at the meeting until a quorum
number have been contacted. 6.4
Manner of General Meeting The act(s) and or
decisions made of the majority of the Membership present at a General Meeting by
which a quorum was established as noted in Article VI section 6.3 of these
Bylaws, shall be the acts and decisions of the Association, unless the item(s)
in question requires a majority of the entire Membership, as stated in these
Bylaws. In the event an item requires a 2/3 majority of the entire Membership,
the Board of Directors shall call for a referendum by which the verbal
affirmation at a General Meeting, written ballots, polled telephone ballots,
electronic mail ballots, and or facsimile ballots may be utilized to determine
the outcome. ARTICLE VIII COMMITTEES 7.1
Committees The President may
create committees as established by resolution adopted by a majority of
directors present at a meeting at which a quorum is present. The purpose of the
committee shall be outlined and expressed at the time of creation. The President
shall appoint the members and chairman thereof and at least one board member
shall be on each committee. The President shall be an ex-officio member of each
committee. 7.2
Term of Office Each member of a
committee shall continue as such until the committee is terminated or unless
such a member be removed from such a committee, or unless such member shall
cease to qualify as a member thereof. 7.3
Vacancies Vacancies in the
membership of any committee may be filled by appointment made in the same manner
as provided in the case of the original appointment. 7.4
Quorum Unless otherwise
provided in the resolution of the Board of Directors designating a committee, a
majority of the whole committee shall constitute a quorum and the act of the
majority of the members present at a meeting at which a quorum is present shall
be the act of the committee. 7.5
Compensation Committee members
shall serve without pay or remuneration. 7.6
Scholarship Committee A committee of at
least 3 members should be formed each July to handle all business related to
planning and forming ideas for the distribution of scholarship funds to local
high school students and for children of the membership.
The committee will be responsible for presenting plans and ideas to the
general membership at every regular monthly meeting.
The committee will only make recommendations and all final actions
regarding the way scholarships are paid, who they are paid to, the selection of
recipients, etc, will be based on final approval of the Board of Directors and
through proper procedures at regular monthly meetings.
This committee will stay intact throughout the school year and each June
a final report of the previous years actions should be presented to the
membership. 7.7
Crawfish Festival Committee A committee of at
least 3 members should be formed each July to handle all business related to
planning and forming ideas for the Annual Crawfish Festival that is held each
spring. The committee will be
responsible for presenting plans and ideas to the general membership at every
regular monthly meeting. The
committee will only make recommendations and all final actions regarding the
details of the event will be based on final approval of the Board of Directors
and through proper procedures at regular monthly meetings.
The only stipulation that shall remain in place for this event is that it
shall remain as the primary fundraiser for the Scholarship Committee.
This committee will stay intact through June of the next year and shall
present a final report of their actions and results to the membership. 7.8
Nomination Committee A committee of at
least 3 members should be formed each October to assist with presenting a slate
of nominees for all Board of Director / Officer Positions each year.
This committee will collect nominees for each position that is to be
voted on in December and confirm with the nominees prior to this vote that they
are willing to be elected. The
committee will present a slate of nominees for each position at the November
meeting so that the general membership can review this information prior to the
official vote in December. If only
one person is listed as a nominee for any particular position then that shall be
accepted as the full slate of nominees for the position. ARTICLE IX CONTRACTS,
CHECKS, DEPOSITS, AND FUNDS 8.1
Contracts The Board of Directors
may authorize, if established by resolution adopted by a majority of directors
present at a meeting at which a quorum is present, any officer or officers,
agent, or agents of the Association, in addition to the officers so authorized
by these Bylaws, to enter into any contract or execute and deliver any
instrument in the name of and on behalf of the Association. Such authority may
be general or confined to specific instance. 8.2
Checks or Drafts All checks, drafts, or
orders for the payment of money, notes, or other evidences of indebtedness
issued in the name of the Association shall be signed with two signatures.
Only the President, Vice President, Secretary, or Treasurer will be
allowed as signors for any accounts. All
payments must be accompanied by invoice and or other proper documentation. 8.3
Deposits All funds of the
Association shall be deposited from time to time to the credit of the
Association in such banks, trust companies, or other depositories as the Board
of Directors may select. 8.4
Gifts The Board of Directors
may accept on behalf of the Association any contribution, gift, loan, bequest,
or device for the general purpose of the Association. 8.5
Expenses The Board of Directors
may direct that certain fees and expenses, which serve the True Purpose and
Intent as stated in Article II, 2.1 of these Bylaws, as well as for the handling
the establishment and the continuance of this Association, be paid from funds
received directly from the Membership. The Board of Directors may direct that
certain fees and expenses incurred in undertaking fund raising activities may be
paid from accumulated funds. ARTICLE X MISCELLANEOUS 9.1
Books and Records The Association shall
keep correct and complete books and records of accounts and shall also keep
minutes of the proceedings of its General Meetings, and committees having any of
the authority of the Board of Directors. All books and records of the
Association may be inspected by any Member of the Association or contributor or
his agent or attorney for any proper purpose at any reasonable time. 9.2
Fiscal Year The fiscal year of the
Association shall begin on the first day of January and end on the last day of
December in each year. 9.3
Annual Audit An annual audit of the
books and funds shall be conducted as directed by the Board of Directors, and
will coincide with the fiscal year. ARTICLE XI INDEMNIFICATION
AND INSURANCE 10.1
Indemnify The Association
retains the right to indemnify any person who was or is a party, or is
threatened to be made a party to any threatened, pending, or completed action,
suit or proceeding, whether civil, criminal, administrative, or investigative
(other than action by or in the right of the Board) by reason of the fact that
he or she is or was a Member, Director, Officer, employee, or agent of the
Association, to the full extent permitted under Texas state law, as in effect
from time to time. 10.2
Insurance The Association may
purchase and maintain insurance on behalf of any person who is or was a Member,
Director, Officer, employee, or agent of the Association, or who is or was
serving at the request of the Association as a Member, Director, Officer,
employee, or agent of another Association, Foundation, partnership, joint
venture, trust, or other enterprise, against any liability asserted against such
person and incurred by such person in any such capacity, or arising out of his
or her status as such, whether or not the Association would have the power to
indemnify such person against such liability under the provisions of paragraph
10.1 of Article X of these Bylaws. ARTICLE XII AMENDMENTS 11.1
Amendments These Bylaws may be
altered, amended, or repealed and new Bylaws may be adopted by a vote of
two-thirds majority of the Membership that are present at a General Meeting,
provided that the changes are proposed at the previous General meeting. Verbal
affirmation at a General Meeting, written ballots, polled telephone ballots,
electronic mail ballots and facsimile ballots are permitted.
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