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LCOC By-Laws - Article V

Article Index


Article V


Section 1: Selection and Election of Officers and/or Directors

A. Nominating Committee.

chairman of the board shall appoint, subject to approval by the governing body, a

nominating committee of 5 members of the chamber. The president or chairman

of the board shall designate the president/chairman of the committee. Prior to

September 1st, the nominating committee shall present to the president a slate of

5 candidates to serve a 1-year term to replace the directors whose regular terms

are expiring. Each candidate must be an active member in good standing and

must have agreed to accept the responsibility of a directorship. No board

member who has served two consecutive terms is eligible for election for a third

term. A period of 1 year must elapse before eligibility is restored.

At the regular July board meeting, the president orB. Publicity of Nominations.

committee, the president shall immediately notify the membership by mail of the

names of persons nominated as candidates for directors and the right of petition.

Upon receipt of the report of the nominatingC. Nominations by Petition.

nominated by petition bearing the genuine signatures of at least (number)

qualified members of the chamber. Such petition shall be filed with the

nominating committee with 10 days after notice has been given of the names of

those nominated. The determination of the nominating committee as to the

legality of the petition(s) shall be final.

Additional names of candidates for directors can beD. Determination.

nominations shall be closed and the nominated slate of (number of vacancies)

candidates shall be declared elected by the governing body at their regular

September board meeting. If a legal petition shall present additional candidates,

the names of all candidates shall be arranged on a ballot in alphabetical order.

Instructions will be to vote for (number of vacancies) candidates only. The

president shall mail this ballot to all active members at least 15 days before the

regular October board meeting. The ballots shall be marked in accordance with

instructions printed on the ballot and returned to the chamber office within 10

days. The governing body shall at its regular November board meeting declare

the (number) candidates with the greatest number of votes elected.

If no petition is filed within the designated period, theE. Judges.

approval of the governing body, at least 3, but not more than 5, judges who are

not members of the governing body or candidates for election. One will be

designated president/chairman. Such judges shall have complete supervision of

the election, including the auditing of the ballots. They shall report the results of

the election to the governing body.

The president or chairman of the board shall appoint, subject to theSection 2: Seating of New Directors

All newly elected and appointed members of the governing body shall be seated at the

regular December board meeting and shall be participating members thereafter. Retiring

directors shall continue to serve until the end of the program year.

Section 3: Vacancies

A member of the governing body who shall be absent from 3 consecutive regular

meetings of the governing body shall automatically be dropped from membership on the

board unless confined by illness or other absence approved by a majority vote of those

voting at any meeting thereof. Vacancies in the governing body shall be filled by the

governing body by a majority vote.

Section 4: Policy (statements of position on issues)

The governing body is responsible for establishing procedure and formulating policy for

the organization. It is also responsible for adopting all policies of the organization. These

policies shall be maintained in a policy manual, to be reviewed annually and revised as


Section 5: Management

The governing body may employ a president and shall fix the salary and other

considerations of employment if the budget allows. If the budget does not provide for a

salaried position, the president may opt to perform the duties of the position voluntarily.

Section 6: Indemnification

The chamber may, by resolution of the governing body, provide for indemnification by

the chamber of any and all current or former officers, directors, and employees against

expenses actually and necessarily incurred by them in connection with the defense of

any action, suit, or proceeding in which any of them are made parties, or a party, by

reason of having been officers, directors, or employees of the chamber, except in

relation to matters as to which such individuals shall be adjudged in such action, suit, or

proceeding to be liable for negligence or misconduct in the performance of duty and to

such matters as shall be settled by agreement predicated on the existence of such

liability for negligence or misconduct