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corporate bylaws
| Question | Answer |
|---|---|
| Article I topic | name and organization |
| Article I, section 1 | organization is future business leaders of america |
| Article I, section 2 | FBLA is under the laws of the district of columbia, governed by these bylaws, amended as needed and dont conflict with the articles of incorporation |
| Article I, section 3 | corporate seal includes organization name and corporate seal washington dc, board of directors may change seal |
| Article II topic | purpose and objective of fbla |
| Article II s.1 | purpose - support students interested in business by providing programs that enhance business education |
| Article II s.2 | must operate only as educational and charitable organization accordance with section 501(c)(3) IRS code |
| Article III topic | membership |
| Article III s.1 | membership open to people who meet their division's bylaws and belong to HS, MDS, or collegiate fbla chapter |
| Article III s.2 | board of directors can create new types of membership if appropriate |
| Article III s.3 | only board of directors and corporate officers can bind fbla (members, division, or chapters cannot) |
| Article III s.4 | members can vote on their division issues (allowed by that division's bylaw) law requires a member vote only board of directors is considered |
| Article III s.5 | fiscal year and membership year run from aug 1 to july 31 |
| Article IV topic | board of directors |
| Article IV s.1 | board directors have 16 voting members and 1 non voting ex officio member (pres and CEO) voting members-division pres, the current and past board chairs, 4 buss/indust repres, & 8 buss education profess from specific adviser |
| Article IV s.2 | HS & collegiate pres serve 1 yr term while other directors serve 3yrs with 1/3 elected/yr direct max of 2 consecutive terms, wait 3yrs, serve 2 consec or closely spaced non consec terms |
| Article IV s.3 | board responsible for managing, overseeing, and ultimate authority over all division and chapters |
| Article IV s.4 | board can be removed ny 2/3 votes and resign anytime by written notice, does not require acceptance |
| Article IV s.5 | if board became vacant, fill by majority vote and new direc serves for remainder of original term |
| Article V topic | nomination and election of directors |
| Article V s.1 | division pres join board for 1 term, running aug 1-july 31 following their election |
| Article V s.2 | board sets categories, qualifications, and rotation schedule for board position open nomination |
| Article V s.3 | board govern committee identifies candidates for business education profess position and board rec them to local chap |
| Article V s.4 | govern committee identifies candidates for business/indust position and board must approve |
| Article V s.5 | distributes ballots with nominees for buss educat profess position to each chapter, chapter conduct membership vote and return ballots back by may 15, gov commit chair certifies results before NLC |
| Article VI topic | chair of the board |
| Article VI s.1 | chair elect is elected by secret ballot from voting direct with 1 yr left in their term, serve as chair elect performing duties delegated by chair if chair cannot serve chair elect becomes chair |
| Article VI s.2 | chair leads all corporate and board meeting, appoint committees, and sets agenda for board meeting |
| Article VII topic | officers |
| Article VII s.1 | pres&CEO, chair, chair elect, past chair, secretary, & reasurer, board selects pres&CEO (full time salaried) chair appoints board as secretary and treasurer |
| Article VII s,2 | officers serv until next annual board meeting or successor is chosen, board can remove any officer by majority vote |
| Article VII s.3 | pres&CEO is chief executive, responsible manage fbla and implement board decisions |
| Article VII s.4 | pre&CEO manages all fbla books and rec but if cant designee assumes all power and duties |
| Article VII s.5 | secretary rec min of board meetings and maintain official corporate rec approved by board |
| Article VII s.6 | treasurer help pres&ceo with fiances and approves corporation financial reports |
| Article VIII topic | meetings |
| Article VIII s.1 | annual board meetings during NLC, additional meetings can be called by chair or majority with 30 day notice |
| Article VIII s.2 | quorum is reached when more than half of board are present |
| Article VIII s.3 | board meeting can be held by phone or video if all direct can, min must note attendance and meeting held virtually |
| Article VIII s.4 | board can act without meeting if all direct agree in writing |
| Article IX topic | committees |
| Article IX s.1 | executive committee include chair, chair elect, past chair, secre, treaurer, pres&ceo, they act of behalf of fbla |
| Article IX s.2 | besides govern committee, board can create other committee to support goal as long as they comply with laws for charitable, education, nd scientific organization |
| Article IX s.3 | board decides purpose, duties, membership, duration of all committee and chair appoints all committee |
| Article X topic | division |
| Article X s.1 | 3 divisions: MDS, HS, collegiate; grade level eligibility policies |
| Article X s.2 | must align fbla article of incorporation and bylaw, approved by board, remain consistant tax ecempt, 501(c)(3) status |
| Article X s.3 | board set membership dues, pres&ceo manages collection and disbursement of funds |
| Article X s.4 | each divis must sub budget, financial state, and active report; board reviews to ensure align w/ division and fbla purpose and must follow fbla article of incorporation restrict |
| Article X s.5 | officer election and appointment follow board policies while other affairs manage their own policies and bylaws |
| Article X s.6 | board create administrative regions for any division anf the number of regions and chap assignment are govern by board approve policies |
| Article XI topic | state and local chapters |
| Article XI s.1 | fbla accept state and local chapter as affiliate following rules in articles of incorporation, bylaws, and any conditions set by the board |
| Article XI s.2 | affiliate state and local chap are subordinate to fbla, must work, follow board authority, and submit required reports |
| Article XI s.3 | board may apply tax exempt status for state and local chap as group and require chap to follow reg and adopt uniform govern doc to maintain stat |
| Article XI s.4 | chap collect unified dues including nat which sent to pres&ceo and state dues sent to respective state |
| Article XII topic | relationship w/ other organization |
| Article XII s.1 | board approv and condition: affiliate, accept, join |
| Article XIII topic | amendments |
| Article XIII s.1 | bylaws amended w/ 30day notice, 2/3 vote |
| Article XIV topic | indemnification |
| Article XIV s.1 | will protect n reimburse former officers, direct, employ, and volunteers for reasonable costs while acting in good faith |
| Article XV topic | dissolution |
| Article XV s.1 | if dissolved board will remain assets to other 501(c)(3) nonprofit organization chosen by board |
Created by:
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