Historical Bangor Business Association (HBBA) Bylaws
June 7th, 2016
Name:
The name of the organization shall be the Historical Bangor Business Association Corporation, a Pennsylvania Non-Profit organization, doing business as (D.B.A.) the Historical Bangor Business Association (HBBA). Our web site is (HBBAPA).
Mission:
The Historical Bangor Business Association's mission is to promote the great pride in our Culture and History while exposing visitors to our historical landmarks, extraordinary shops and eateries, thriving arts and cultural events and vibrant festivals.
Purpose:
The purpose of this organization shall be to encourage and support retail, professional and non-profit businesses in the Bangor Borough limits and local surrounding area by promoting activities and events that build a strong local economy, showcase our hometown values and historical traditions, and encourage community members to shop locally.
This will be accomplished by:
The Officers of the Board shall consist of 1 or 2 Presidents, a Vice President, a Secretary and a Treasurer
Duties of Officers shall be:
President:
A 1st and/or 2nd President shall preside at all HBBA meetings, sign as President all notes, deeds, contracts, conveyances, agreements, and other instruments requiring such signatures, call special meetings of the Association and of the Board, and perform all acts and duties usually required of an executive and presiding officer. The president(s) oversees all aspects of the HBBA.
Vice President:
The Vice President shall assume all the duties of the President(s) in case of their absence and shall serve as Chair of the Board Development Committee and other assigned committee requested by the President(s).
Secretary:
The Secretary shall keep a complete record of all meetings of the Association and of the Board; serve all notices required by law and by these By-laws; shall keep a complete record of all business of the Association, keep all approved minutes in a minute book, and send out copies of minutes, and make a full report of all matters and business pertaining to his/hers office to the members at the annual meeting They shall make all reports required by law and perform such other duties as may be required of him/her by the Association or by the Board.
Treasurer:
The Treasurer shall be the custodian of the permanent funds and securities of the Association; shall keep or cause to be kept a full and complete record of all receipts and disbursements; shall pay out money upon the approval of the Board and with the joint signature of the President(s); shall deposit all moneys and other valuable effects in the name and to the credit of the Historical Bangor Business Association in such depositories as may be designated by the Board of Directors; shall present a report of receipts and disbursements at each meeting of the Board; and shall present a yearly financial summary at each annual meeting.
Financial Matters:
Contracts: Except as otherwise provided in these By-laws, the Board may authorize any officer or officers, agent or agents, to enter into any contract or execute and deliver any instrument in the name and on behalf of the Historical Bangor Bossiness Association and such authority may be general or confined to specific business. No debts shall be contracted against the Association except by order of the Board or persons specifically authorized by the Board.
Checks, Drafts, Etc: All checks, drafts or other orders for the payment of money and all notes, bonds or other evidence of indebtedness issued in the name of the Historical Bangor Business Association shall be jointly signed in the name of the Association by the President(s), Vice President or Treasurer of the Association.
Deposits: All funds of the Association shall be deposited from time to time to the credit of the Corporation in such bank or banks as the Board may select.
Fiscal Year: The fiscal year of the Association shall be determined by a majority vote of the Board of Directors.
Elections:
The Association shall consist of membership, without stock, and shall be operated on a non-profit basis. All income of the Association shall be devoted to a before stated purpose.
Membership is available to any individual who lives in, or owns or operates a brick & mortar business in the Bangor Borough limits defined by the Board of Directors. Though our heart is in Downtown Historical Bangor, businesses throughout the region, a home based business or organizations are invited to participate in the HBBA. If a business is just outside the defined area, a home based business or organization and they are interested in joining the association they will need to make a formal request in writing. All requests are sent via e-mail to [email protected] and the Board will present this request at the next meeting.
Outside membership, home base businesses and Organization votes will be done online via a Google Form and have a set deadline for response. The HBBA Board of Directors will have final say in approving or not approving any new members not in the Bangor Borough limits or being considered a business.
Membership is based on the calendar year running January 1st through December 31st.
Dues:
Fiscal Year:
Any member of the board who has a financial, personal, or official interest in, or conflict (or appearance of a conflict) with any matter pending before the Board, of such nature that it prevents or may prevent that member from acting on the matter in an impartial manner, will offer to the Board to voluntarily excuse him/herself and refrain from discussion and voting on said item.
Amendments:
These by-laws may be amended by a two-third vote of Board members present at any meeting, provided a quorum is present and a copy of the proposed amendment(s) are provided to each Board member at least one week prior to said meeting.
Dissolution:
In the event of dissolution of the HBBA, all of its assets, after satisfying any creditors, shall be distributed to a 501(c)3 Corporation aligned with the HBBA mission located within the HBBA target area and as voted on by the Board (e.g. local Chamber of Commerce).
June 7th, 2016
Name:
The name of the organization shall be the Historical Bangor Business Association Corporation, a Pennsylvania Non-Profit organization, doing business as (D.B.A.) the Historical Bangor Business Association (HBBA). Our web site is (HBBAPA).
Mission:
The Historical Bangor Business Association's mission is to promote the great pride in our Culture and History while exposing visitors to our historical landmarks, extraordinary shops and eateries, thriving arts and cultural events and vibrant festivals.
Purpose:
The purpose of this organization shall be to encourage and support retail, professional and non-profit businesses in the Bangor Borough limits and local surrounding area by promoting activities and events that build a strong local economy, showcase our hometown values and historical traditions, and encourage community members to shop locally.
This will be accomplished by:
- Promoting a community climate conducive to healthy economic growth;
- Encouraging the creation and expansion of local businesses;
- Promoting local businesses through various shop local programs;
- Cultivating a spirit of cooperative community effort;
- Encouraging students and business owners to expand their knowledge in a local business environment;
- The Board of Directors shall serve without pay and consist of at least four (4). The Board will consist of Officers (defined below), and one or two Members-at-Large and/or one immediately previous Past Chairperson, at the Board’s discretion.
- All Board members must be a HBBA member in good standing.
- Board members shall serve 2-year concurrent term.
- Immediate vacancies shall be filled by the Board, with the recommendation of the President(s) or Vice President as quickly as possible.
- Yearly vacancies shall be filled by the Board, with the recommendation of the President(s) or Vice President. Members will be asked if they are interested applying for consideration. General elections will proceed as described below.
- Board members must attend a minimum of 50% of scheduled Board meetings. Board members who do not meet this requirement may be voted out for removal by Board members in good standing, and a new Board member may be solicited, as described above.
- Members-at-Large will serve as Chairs of Standing Committees.
- The Past Chair will facilitate the transition between previous Board members and new, as needed.
- Any member of the Board may resign their position in writing to the Board.
- Compensation. No officers or director shall receive any salary or payment for his/her services.
The Officers of the Board shall consist of 1 or 2 Presidents, a Vice President, a Secretary and a Treasurer
Duties of Officers shall be:
President:
A 1st and/or 2nd President shall preside at all HBBA meetings, sign as President all notes, deeds, contracts, conveyances, agreements, and other instruments requiring such signatures, call special meetings of the Association and of the Board, and perform all acts and duties usually required of an executive and presiding officer. The president(s) oversees all aspects of the HBBA.
Vice President:
The Vice President shall assume all the duties of the President(s) in case of their absence and shall serve as Chair of the Board Development Committee and other assigned committee requested by the President(s).
Secretary:
The Secretary shall keep a complete record of all meetings of the Association and of the Board; serve all notices required by law and by these By-laws; shall keep a complete record of all business of the Association, keep all approved minutes in a minute book, and send out copies of minutes, and make a full report of all matters and business pertaining to his/hers office to the members at the annual meeting They shall make all reports required by law and perform such other duties as may be required of him/her by the Association or by the Board.
Treasurer:
The Treasurer shall be the custodian of the permanent funds and securities of the Association; shall keep or cause to be kept a full and complete record of all receipts and disbursements; shall pay out money upon the approval of the Board and with the joint signature of the President(s); shall deposit all moneys and other valuable effects in the name and to the credit of the Historical Bangor Business Association in such depositories as may be designated by the Board of Directors; shall present a report of receipts and disbursements at each meeting of the Board; and shall present a yearly financial summary at each annual meeting.
Financial Matters:
Contracts: Except as otherwise provided in these By-laws, the Board may authorize any officer or officers, agent or agents, to enter into any contract or execute and deliver any instrument in the name and on behalf of the Historical Bangor Bossiness Association and such authority may be general or confined to specific business. No debts shall be contracted against the Association except by order of the Board or persons specifically authorized by the Board.
Checks, Drafts, Etc: All checks, drafts or other orders for the payment of money and all notes, bonds or other evidence of indebtedness issued in the name of the Historical Bangor Business Association shall be jointly signed in the name of the Association by the President(s), Vice President or Treasurer of the Association.
Deposits: All funds of the Association shall be deposited from time to time to the credit of the Corporation in such bank or banks as the Board may select.
Fiscal Year: The fiscal year of the Association shall be determined by a majority vote of the Board of Directors.
Elections:
- In October, members in good standing will be asked by the Board if they want to run for an open Officer position. Members interested in a Board position will apply to the Vice President, 1st and/or 2nd President.
- At the December Board Meeting, the Vice President, 1st and/or 2nd President will present his/her recommendations for open Officers, Members-at-Large and/or Committee Chair positions. The Board will vote on Board members and notify the membership of the Board members for the next fiscal term.
- It is recommended that open Board terms are staggered to avoid having an entirely new Board at the beginning of the fiscal year.
- Standing Committees shall be:
- Membership – Will oversee details of membership application, prospecting for new members and member-to-member benefits.
- Marketing – Will oversee the website, social media, print media and other marketing efforts on behalf of the HBBA.
- Events – Will oversee special events on behalf of the HBBA.
- Suggested Ad Hoc Committees may include:
- Scholarship – Will oversee the annual award of HBBA Scholarships to local High School students interested in pursuing business as a college major.
- Financial – Will aid and support the Treasurer in his budgetary duties, as needed.
- Board Development – Will aid and support the Vice President, 1st and/or 2nd President in his/her election duties, as needed.
- Others as deemed necessary by the Board.
The Association shall consist of membership, without stock, and shall be operated on a non-profit basis. All income of the Association shall be devoted to a before stated purpose.
Membership is available to any individual who lives in, or owns or operates a brick & mortar business in the Bangor Borough limits defined by the Board of Directors. Though our heart is in Downtown Historical Bangor, businesses throughout the region, a home based business or organizations are invited to participate in the HBBA. If a business is just outside the defined area, a home based business or organization and they are interested in joining the association they will need to make a formal request in writing. All requests are sent via e-mail to [email protected] and the Board will present this request at the next meeting.
Outside membership, home base businesses and Organization votes will be done online via a Google Form and have a set deadline for response. The HBBA Board of Directors will have final say in approving or not approving any new members not in the Bangor Borough limits or being considered a business.
Membership is based on the calendar year running January 1st through December 31st.
Dues:
- Membership dues will be set on a yearly basis no later than the November Board meeting, as decided by the Board. Dues will be communicated to the membership at the November General Meeting.
- The Treasurer shall send dues notices in December of each year.
- Yearly dues are to be paid in full by January 31st of each year.
- Any member that is delinquent in payment will be reviewed by the Board. A member that is delinquent in their dues will be considered “not in good standing.” Members delinquent in their dues may be subject to removal from membership, at the discretion of the Board.
- The Board reserves the right to provide adjusted payment plans, membership discounts and honorary memberships, as deemed necessary.
- Regular meetings shall usually be held on a monthly basis. At least 8 meetings will be held per year.
- Board Meetings shall usually be held on a monthly basis, before regular meetings. At least 6 meetings will be held per year.
- Special meetings may be held at any time when called for by the Members-at-Large and/or Committee Chair or a majority of Board members.
- Agendas for all meetings should be provided at least one day in advance.
- Notification of meetings and/or changes will be via email, website and social media.
- A majority of Board at an announced meeting shall constitute a quorum.
- In absence of a quorum, no formal action shall be taken except to adjourn the meeting to a subsequent date.
- Passage of a motion requires a simple majority (i.e., one more than half the members present).
- Voting via e-mail requires unanimous consent.
Fiscal Year:
- The fiscal year of the Board shall commence January 1st through December 31st.
- The Treasurer will submit the budget for Board approval in November.
Any member of the board who has a financial, personal, or official interest in, or conflict (or appearance of a conflict) with any matter pending before the Board, of such nature that it prevents or may prevent that member from acting on the matter in an impartial manner, will offer to the Board to voluntarily excuse him/herself and refrain from discussion and voting on said item.
Amendments:
These by-laws may be amended by a two-third vote of Board members present at any meeting, provided a quorum is present and a copy of the proposed amendment(s) are provided to each Board member at least one week prior to said meeting.
Dissolution:
In the event of dissolution of the HBBA, all of its assets, after satisfying any creditors, shall be distributed to a 501(c)3 Corporation aligned with the HBBA mission located within the HBBA target area and as voted on by the Board (e.g. local Chamber of Commerce).
