| Adopted: August 18, 2003 |
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| ARTICLE
I |
| Name
and Objectives |
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A. |
The
name of this organization shall be the Surety Association of Georgia,
hereinafter referred to as “SAOG.” |
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B.
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The
objectives of this organization, hereinafter referred to as the
“Association”, shall be: |
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1.
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To
improve the service rendered to the community by underwriters of
corporate suretyship, by promoting among its members and associate
members, the study and discussion of local surety issues and matters
relating thereto. |
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2.
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To
provide a central facility for correspondence with other organizations
with public bodies. |
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3.
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To
disseminate useful and interesting information and perform other
such functions as may be incidental to the forgoing. |
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ARTICLE
II
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| Membership |
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A. |
Types. The Association
shall recognize two classes of membership: voting members and associate
members. |
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B. |
Eligibility
for voting membership. To qualify for voting membership, a person
must be an employee vested with authority as a representative of
an insurance or surety company licensed to transact any class of
fidelity, forgery or surety business in the State of Georgia; provided
that two or more members representing the same company shall be
entitled collectively to one vote. Any member representing more than one company
shall have only one vote. Each
member, subject to the aforementioned qualifications, shall have
implied power to designate any other employee of his company as
his proxy with the full privilege of exercising his/her voting rights. |
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C. |
Eligibility
for associate membership. To qualify for associate membership, a person
must be a licensed insurance agent, vested with authority as a representative
of any bond producing agency or brokerage licensed to transact business
in the state of Georgia. The
Association, at the discretion of its Officers, may also grant associate
member status to persons employed in industries that serve the surety
industry (such as CPA’s, attorneys, escrow/collateral agents, independent
claim services, etc.). Associate members shall enjoy all rights and
privileges afforded to voting members, except they will not be eligible
to serve as President or Vice President, nor will they be allowed
to vote on any administrative question or election. |
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D. |
Revocation. Subject to
appeal, any member may be expelled from membership in the Association
for just cause by a two-thirds (2/3) vote of the Officers. Before any member is expelled, however, written notice of the Officers
meeting, at which the same is to be considered, shall be mailed
to such member at their last known address at least ten (10) days
prior to the meeting of the Officers.
Notification via e-mail, at the last known e-mail address
of a voting member, shall be considered written notice, for the
purposes of this and any other article of the Constitution and By-Laws.
Such member shall be given the opportunity to defend himself
against the charges, and shall have the right to appeal the decision
of the Officers to the voting membership.
A majority vote of the voting members present and voting
at a regular or special meeting shall be required to reverse such
order of expulsion of the Officers. |
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| ARTICLE
III |
| Officers |
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A. |
Types. The officers
of the Association shall be a President, Vice President, Secretary,
and Treasurer. All officers
shall be elected by the Association. |
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B. |
Qualifications. To serve as
President or Vice President, a member must be a voting member of
the Association, in good standing at the time the member takes office. The Secretary and Treasurer must be voting
or associate members, in good standing.
In addition, any nominee for President must have served as
an officer of the Association, or must have been a member at least
six months immediately prior to the date of the election. |
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C. |
Powers
and duties of officers. The powers and duties of officers shall be as follows: |
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1. |
President. The President
is the Chief Executive Officer of the Association; shall preside
at all meetings of the Association and Officers; shall perform all
duties usually incident to the office, and such other duties as
shall be assigned by the Association or Officers; and shall appoint
such committees as may be required, and shall be a voting member
of each. The President shall
be responsible for the program at regularly scheduled Association
meetings. |
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2. |
Vice
President. The Vice President
shall perform all the duties of the President in the case of the
absence, disability, recall or resignation of the President. The Vice President shall be in charge of the
orientation of all new members of the Association. In addition, the Vice President shall perform all other reasonable
duties as may be assigned by the President or Officers. |
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3. |
Secretary. The Secretary
shall keep full and accurate minutes of all proceedings of the Association
and Officers. The Secretary
shall conduct all correspondence of the Association, retaining a
complete record of all documents and correspondence, which shall
be available for inspection by any member of the Association, including
the Association’s membership list.
In addition, the Secretary shall perform all other reasonable
duties as may be assigned by the President or Officers.
And, the Secretary shall be responsible for all public relations
activities of the Association. |
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4. |
Treasurer. The Treasurer
shall receive and be in charge of the money of the Association,
and shall deal with the same as ordered by the President or Officers. The Treasurer shall keep an accurate record
of all the receipts and disbursements of the Association, and shall
perform all other reasonable duties assigned by the President or
Officers. At the expiration of the term of office, the
Treasurer shall submit a full accounting, in writing, of all the
money and other property received and disbursed during the term
of office. |
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D. |
Vacancies. A vacancy in
an elective office shall be filled by the President, subject to
approval of the Officers, on an interim basis.
Such vacancy shall be permanently filled through election
by the voting membership within three (3) months of said vacancy. |
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E. |
Nominations
and election of officers. The nomination and election of officers shall
be governed by the following process: |
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1. |
A
Nominating Committee composed of three (3) voting members of the
Association shall be appointed by the President and approved by
the Officers, and this Nominating Committee shall nominated at least
one candidate for the each position to be filled, except that one
person may be nominated to fill both the Secretary and Treasurer
positions. The nominations
shall be reported to the membership at the regular meeting during
which the election is to be held.
After this presentation, further nominations may be made
from the floor. |
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2. |
An
Election Committee composed of not less than three (3) voting members
shall be appointed by the President and approved by the Officers
prior to the election meeting. It shall determine, subject to the approval
of the Officers, the rules under which the election is to be held,
provided, however, that they do not conflict with procedures as
may be further outlined in the By-Laws.
The committee shall act as a Credentials Committee to determine
the status of candidates and potential voters.
The committee shall provide election materials and shall
act as tellers for the election. |
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3. |
Officers
shall be elected annually at the final regular business meeting
of the Association, and shall assume their positions on January
1st of the following year. |
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4.
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Candidates
for office shall run for specified positions. |
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5. |
In
order to become an officer, a candidate must receive a majority
vote of the voting members present and voting. |
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F. |
Terms
and conditions of service. The terms and conditions of an officer’s service
shall be subject to the following rules: |
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1. |
Officers
shall be able to succeed themselves, however, no officer shall hold
more than one office at a time, except that the Secretary and Treasurer
positions may be combined for convenience. |
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2. |
Officers
shall serve from the time of their installation until the next regular
installation of officers according to the election process outlined
in Article III, Section E. |
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3. |
Officers
shall serve no more than two (2) consecutive terms in the same office. |
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4. |
Officers
may be recalled by a petition signed by at least two-thirds (2/3)
of the members of the Officers.
However, their right to appeal shall be the same as outlined
under Article II, Section D. |
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ARTICLE
IV |
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Meetings |
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A. |
Regular
meetings. A minimum
of four (4) regular business meetings of this Association shall
be held annually. |
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B. |
Special
meetings. Special Association
meetings shall be held by written call of one-half (1/2) of the Officers, or by petition of ten
(10) percent of the voting members, provided, however, that written
notice of such meetings have been mailed at least three (3) days
prior to the meeting to the last know address of the membership. |
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C. |
Quorum. Ten (10) percent
of the voting membership shall constitute a quorum for the purpose
of conducting business at Association meetings. |
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D. |
Voting. Each voting
member in good standing shall be entitled to one vote, which shall
be cast in person, at regular or special meetings. |
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E. |
Proxies. Proxy voting
shall be allowed at regular or special Association meetings or at
any meeting of the Officers, as outlined under Article II, Section
B. |
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ARTICLE V |
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Amendments |
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A. |
Constitution. Any provision of the Constitution may be amended by a two-thirds (2/3)
vote of the voting membership present and voting at a duly called
regular or special meeting, provided however: |
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1. |
A
copy of the proposed change is submitted, in writing, to the Officers; |
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2. |
Said
proposed change shall be read at the regular business meeting prior
to the meeting at which the vote is to be taken; |
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3. |
The
proposed change shall be mailed in writing to each voting member,
prior to the regular meeting at which the vote on the proposed change
is to be taken. |
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B. |
By-Laws. Any provision
of the By-Laws may be amended by a majority of the voting members
present and voting at a regular or special meeting. Other procedures for amending the By-Laws shall be the same as in
Article V, Section A. |
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ARTICLE VI |
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Parliamentary
Provisions |
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A. |
Parliamentary
Provisions. The latest version of Roberts Rules of Order,
Newly Revised, shall govern all proceedings except when inconsistent
with the Constitution or By-laws of the Association. |
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ARTICLE VII |
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Implementation |
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A. |
Implementation. All provisions of the Constitution and By-Laws, except
as noted, shall take effect at the close of the meeting at which
they were adopted. |
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BY-LAWS
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ARTICLE
I |
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1. |
The
fiscal year shall run from January 1 to December 31 of each year. |
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2. |
Dues
shall be payable by members annually, payable in January, in accordance
with the following schedule: |
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A. |
Voting
Members: $250.00 |
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B. |
Associate
Members: $250.00 |
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3. |
The
Officers may pro-rate the dues of members, at their discretion. |
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ARTICLE
II |
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1. |
When
any member shall be delinquent in the payment of any part of his
dues and debts, immediately after the date they are due, the member
shall be considered not in good standing and shall lose their right
to vote or hold office until such sums are fully paid.
If such member continues to be delinquent for a period of
more than thirty (30) days, such membership shall be forfeited,
and the name of the member removed from the Association’s membership
roll. |
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2. |
Any
member whose membership has been forfeited, and who desires to become
reinstated as an active member, shall proceed as in the case of
a person acquiring new membership. |
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ARTICLE
III |
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1. |
Expenditures
of up to $50.00 (fifty dollars and 00/100) must be approved by the
President. Expenditures of $50.01 (fifty dollars and 1/100)
and greater must be approved by the Officers. |
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2. |
All
Association checks under $50.00 (fifty dollars and 00/100) must
be signed by the Treasurer. All Association checks of $50.01 (fifty dollars
and 1/100) and greater must be signed by the Treasurer and any one
of the following members: President or Vice President. |
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3. |
All
checks must be signed in accordance with the regulations of the
Association’s checking account. |
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ARTICLE
IV |
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1. |
The
following oath of office shall be taken by all Association officers
upon their installation:
“I, _________________________, do solemnly swear that I will,
to the best of my ability, faithfully execute my responsibilities
and duties as an officer of the Surety Association of Georgia, abiding
by and upholding the Constitution and By-laws of the Association,
so help me God.” |
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ARTICLE
V |
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1. |
The
Association may, from time to time, adopt or repeal Standing Rules,
for the purpose of administration. |
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2. |
Standing
rules may be adopted at any regular or special Association meeting
by a majority of the voting membership present and voting and no
prior notice is required. |
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3. |
Standing
rules may be amended or rescinded at a regular or special Association
meeting by a majority vote of the voting membership present and
voting and no prior notice is required. |
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STANDING
RULES
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1. |
The
Association President shall be the primary liaison for SAOG communications
with other organizations. The
President may delegate this authority with consent from the Officers. |
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2. |
All
Officers meetings shall be open to all Association members except
when meeting in executive session, as described in Robert’s Rules
of Order. Association members, who indicate that they want to attend Officers
meetings, shall be notified by the Secretary as to where and when
the meetings will be held. |
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3. |
It
shall be a goal of the Officers to organize, at its discretion,
four social events per year, including a holiday party in December. |
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4. |
Association
members are entitled to receive a copy of the Association membership
list. Members shall have the option of having their
names removed from the public membership list by notifying the Secretary. |
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5. |
Anyone
presenting a report at an Officers’ meeting or at regular or special
Association meetings shall provide a written copy to the Secretary
and President before presenting the report.
A follow-up report shall be presented to the Officers at
the Officers’ meeting immediately following any Association event
that required Association expenditure. If applicable, the report should include a
budgeted vs. Actual income and expense statement. |
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6. |
Public
relations material bearing the Association name shall be reviewed
by the President or another Officer appointed by the President,
with consent of the Officers. |