ARTICLE I – NAME, PURPOSE
Section 1: The name of the organization shall be Lone Star Irrigation Association.
Section 2: The Lone Star Irrigation Association is organized exclusively for charitable, scientific and educational purposes, more specifically to serve as a resource for the professional irrigator, backflow tester, water purveyor, water regulator and citizens of Texas.
ARTICLE II – MEMBERSHIP
Membership shall be open to any person representing any agency, entity, association or corporation interested in promoting water conservation and professional irrigation in Texas.
ARTICLE III – BOARD OF DIRECTORS
Section 1: Board Role, Size, Compensation. The Board is responsible for the overall policy and direction of the Lone Star Irrigation Association and shall delegate responsibility for day-to-day operations to the Executive Council. The Board shall consist of up to seven and not fewer than five members. The board receives no compensation other than reimbursement of reasonable expenses.
Section 2: Board Nominations. A Nominating Committee shall be selected each year at a time designated by the Board. The Nominating Committee shall present to the Board a list of qualified persons willing to serve as Directors. Upon Board approval these nominees shall be added to the Lone Star Irrigation Association’s Officer/Director ballot.
Section 3: Board Elections. Election of new Directors or election of current Directors to an additional term will occur as an item of business at the EXPO. Directors will be elected by a majority vote of the Lone Star Irrigation Association’s current members.
Section 4: Terms. All Board members shall serve three-year terms and are eligible for re-election.
Section 5: Chairman. At the first meeting after the EXPO, the Board shall select a Chairman from among the Directors. This Chairman shall represent the Board on the Executive Council and perform other duties as may be directed by the Board.
Section 6: Resignation, Termination, and Absences. Resignation from the Board must be in writing and received by the Secretary. A Board member may be removed for excessive absences or other reasons by a three-fourths vote of the remaining directors.
Section 7: Vacancies. When a vacancy on the Board exists, nominations for a new Director may be received from present Board members by the Secretary two weeks in advance of a Board meeting. These nominations shall be sent to Board members with the regular Board meeting announcement to be voted upon at the next Board meeting. These vacancies will be filled only to the end of the particular Board member’s term.
Section 8: Meetings. The Board shall meet at least quarterly.
Section 9: Notice. An official Board meeting requires that each Board member be given notice not less than seven days before the meeting.
Section 10: Special Meetings. Special meetings of the Board shall be called upon the request of the President or one-third of the Board. Notices of special meetings shall be sent by the Secretary to each Board member at least three days in advance.
ARTICLE IV – OFFICERS
Section 1: Officers and Duties. There shall be four officers of the Lone Star Irrigation Association, consisting of a President, Vice President, Secretary, and Treasurer. Their duties are as follows:
- The officers serve as the members of the Executive Council.
- The President shall convene General Meetings, Executive Council meetings, scheduled and special Board meetings, EXPOs and special events. If the President is unable to attend, he shall arrange for another member of the Executive Council to preside in the following order: Vice-President, Secretary, Treasurer and Board Chairman.
- The Vice-President will chair committees on special subjects as designated by the Board.
- The Secretary shall be responsible for keeping records of Board actions, including overseeing the taking of minutes at all General Meetings and Board meetings, sending out meeting announcements, distributing copies of minutes and the agenda to each Board member and Officers, maintaining both incoming and outgoing correspondence, and assuring that Association records are maintained.
- The Treasurer shall make a Treasurer’s report at each Board meeting. The Treasurer shall chair the finance committee, assist in the preparation of the budget, help develop fundraising plans, and make financial information available to Board members and Officers. The Treasurer shall reconcile the Association’s banking accounts monthly and file all tax forms and reports as required by the regulating authorities. The Treasurer shall ensure all Association’s approved bills and debits are paid on time, (including but limited to: Insurance Premiums, Post Office box rental, Scholarships, Community Service Projects, Benevolent Contributions, Website, Monthly Meetings and EXPO.) The Treasurer shall provide Association checks or Gift Cards for all Association meeting “Door Prize” and “Jackpot” winners.
Section 2: Officer Nominations. A Nominating Committee shall be selected each year at a time designated by the Board. The Nominating Committee shall present to the Board a list of qualified persons willing to serve as Directors. Upon Board approval these nominees shall be added to the Lone Star Irrigation Association’s Officer/Director ballot.
Section 3: Officer Elections. Election of new Officers or election of current Officers to an additional term will occur as an item of business at the EXPO. Officers will be elected by a majority vote of the Lone Star Irrigation Association’s current members.
Section 4: Terms. All Officers shall serve two year terms, and are eligible for re-election.
Section 5: Resignation, Termination and Absences. Resignation as an Officer must be in writing and received by the Chairman of the Board. An Officer may be removed for excessive absences or other reasons by a three-fourths vote of the Board.
Section 6: Vacancies. When a vacancy of an officer exists, the Board shall appoint a replacement from the Board. Any vacancies will be filled only to the end of the particular Officer’s term or until a special election can be held.
ARTICLE V – EXECUTIVE COUNCIL
The Executive Council shall consist of the President, Vice-President, Secretary, Treasurer and Board Chairman, Except for the power to amend the Bylaws, the Executive Council shall have all of the powers and authority of the Board of Directors in the intervals between meetings of the Board of Directors, subject to the direction and control of the Board of Directors.
ARTICLE VI – QUORUM
A quorum of at least fifty one percent of the Board members and Officers must be present before business can be transacted or motions made or passed.
ARTICLE VII – COMMITTEES
Section 1: The Board may create committees as needed. The President shall appoint all committee chairs.
Section 2: Finance Committee. The Treasurer is chair of the Finance Committee, which includes three other Board members. The Finance Committee is responsible for developing and reviewing fiscal procedures, a fund raising plan, and the annual budget. The Board must approve the budget, and all expenditures must be within the budget. Any change in the budget must be approved by the Board or the Executive Council. The fiscal year shall be the calendar year. Annual reports are required to be submitted to the Board showing income, expenditures and pending income.
Section 3: Nominating Committee: The Nominating Committee shall consist of one Officer, one member of the Board and two general members. The Nominating Committee shall present to the Board a list of qualified persons who are willing to serve as Officers and Board Members. Upon Board approval, these people’s names shall be added to the Lone Star Irrigation Association’s Officer/Director ballot.
Section 4: EXPO Committee: The EXPO Chairman: Is required to work closely with the Association Officers and Board. Must be able to coordinate and communicate with EXPO Sub-Committee Chairmen. Must comply with TCEQ Regulatory Guidance Documents to submit and receive approval for CEU Credit. The Chairman must negotiate with facilities management regarding available dates, rental fees, and venue set-up.
Section 5: Community Service Committee – The purpose is to promote and enhance Lone Star Irrigation Association’s visibility through community outreach. The Community Service Chairman is responsible for creating an environment within the Association that fosters a commitment of benefit to others. He is responsible for promoting, planning and executing events and projects related to serving the community. It is not the purpose or intent of the Association to be in competition with Association members. The projects undertaken by the LSIA are to be projects that demonstrate a need that are not currently funded. To be considered, all projects must be submitted to the Board of Directors for approval.
Section 6: Scholarship Committee: The Scholarship Committee will promote, advertise, review and award scholarships annually. These scholarships may be awarded in the Fall and Spring. Final approval of scholarship amounts and award dates requires Board of Director approval.
ARTICLE VIII – ANNUAL CALENDAR
Annual Calendar: The Executive Council shall prepare the Lone Star Irrigation Association Annual Calendar. The President shall submit this calendar to the Board. The Board shall approve the Annual Calendar at the first board meeting after the EXPO. The Annual Calendar shall include the date, time and place of regular meetings, Board meetings, EXPO’s and special events. The Board may approve calendar revisions as necessary.
ARTICLE IX – AMENDMENTS
Amendments: These Bylaws may be amended when necessary by a two-thirds majority of Officers and the Board of Directors. Proposed amendments must be submitted to the Secretary to be sent out with regular Board announcements.These revised Bylaws were approved at a meeting of the Board of Directors of the Lone Star Irrigation Association on December 17, 2015.