TOWNSHIP TRUSTEES ASSOCIATION OF COOK COUNTY BYLAWS ARTICLE I - NAME ARTICLE II PURPOSES The name of this organization shall be the Township Trustees Association of Cook County, herein referred to as The Association. Section I. Purpose The purpose of this ASSOCIATION shall be to promote understanding by the public at large of Township Government and the issues that affect its powers and services. Section 2. Specific Purposes (a) To provide a basis for cooperation between Townships in the performance of good government. ARTICLE III - MEMBERSHIP (b) To provide a forum for Township Trustees to exchange ideas and information on Township Government. (c) To assist Trustees in the performance of their duties, to advocate for or against legislation affecting either Township Government or the interests of the people it represents. Section 1. There will be three classes of membership: Regular, Associate and Honorary. (a) REGULAR members shall be duly elected or appointed Township Trustees who are paid up members of the Association. (b) ASSOCIATE members shall be former Township Trustees of Cook County who have paid their current ASSOCIATE member dues. ASSOCIATE members can participate in all discussion and serve on committees, but cannot vote or hold office. 1
(c) HONORARY members shall be appointed by the President with the consent of the majority of the Board of Directors. HONORARY members have the same privileges as ASSOCIATE members. Section 2. DUES: The dues of REGULAR, ASSOCIATE and HONORARY Members shall be determined by the Board of Directors From time to time and approved by a majority of REGULAR members in attendance at the next regular meeting after the Board of Directors action, provided that written notice (US mail or electronic mail) shall have been sent to the REGULAR members at least twenty (20) days before the meeting at which the REGULAR members are to vote on the proposed dues. Dues shall be payable May 1st, at the beginning of each fiscal year. Section 3. -FISCAL YEAR: The fiscal year of the Association shall be from May 1 through April 30 of the next year. ARTICLE IV - BOARD OF DIRECTORS The Board of Directors shall have general charge of the affairs of the Association and shall make such rules for the action of the Board of Directors as are proper and necessary. Section 1. Directors The Board of Directors shall be the President, Vice-President, Secretary and Treasurer and four (4) Directors to be elected at the annual meeting on a biennial basis in odd years commencing 2019 to serve for two (2) year terms. Section 2. DUTIES OF THE BOARD OF DIRECTORS: The President, or any three (3) members of the Board of Directors, may call a Special meeting by giving notice to all members of the Board of Directors. 2
There shall be a minimum of 4 Regularly scheduled meetings of the Board of Directors each year with no less than fourteen (14) days notice to be given to all Board Members. A majority of the Board of Directors shall constitute a quorum. The President, with the approval of the Board of Directors, may fill any vacancy on the Board of Directors. If two (2) consecutive Regularly scheduled board meetings are missed by any officer or director, that office shall be declared vacant at the discretion of the Board of Directors, and an appointment may be made by the President, with the concurrence by a majority of the remaining members of the Board of Directors. ARTICLE V -OFFICERS There shall be a President, Vice-President, Secretary and Treasurer who shall be elected at the annual meeting on a biennial basis in odd years commencing in 2019 to serve for two (2) year terms. Section 1. President and Vice-President The President shall preside at all meetings of the Association, shall appoint all committees with the approval of the Board of Directors and shall serve as exofficio members of all committees with the exception of the Nominating Committee. In the case of the Treasurer being unable to act, the President shall have the authority to sign checks singularly. In the absence of, or upon the request of the President, the Vice-President shall perform the duties of the President. Section 2. Secretary The Secretary shall be the keeper of the records, take care of all correspondence, including written and mailed notice of Member Meetings, write and keep the minutes of all meetings and distribute copies to each officer after each meeting. 3
Section 3. Treasurer The Treasurer shall be in charge of all monies of the Association and shall deposit all funds in a bank approved by the Board of Directors. The Treasurer shall issue and sign all checks for payment of all bills of the Association. The Treasurer shall obtain a sufficient bond to cover funds received by him, the premium of said bond to be paid out of the Association funds. The Treasurer shall present written reports at all regularly scheduled Board meetings and at the Association meetings and prepare an annual report to be presented at the annual meeting. All receipts and disbursement material shall be available for review by any member of the Board of Directors of the Association. ARTICLE VI-ELECTION OF OFFICERS The election of officers and directors shall be held at the annual meeting, on a biennial basis in odd numbered years commencing with 2019. All members will be notified by US mail or electronic mail at least twenty (20) days prior to the meeting by the Secretary, stating the time, place and names of the offices to be filled together with the Nominating Committee s slate of candidates for said offices. Notice sent by electronic mail or Fax shall be deemed delivered at the time of transmission. When there is more than one candidate for any said office, the election must be conducted by ballot. Each term shall be two (2) years. If for any reason all seats on the Board of Directors are vacant, the outgoing Secretary shall notify the Board of Directors of the Township Officials of Cook County and request that they convene a meeting of this Association and hold a special election for the purpose of filling those vacancies. The new officers and directors of this Association shall take office immediately upon their election. 4
ARTICLE VII- MEETINGS Section 1. Meeting of Members The President shall call a minimum of four (4) meetings each year. Special meetings may be called by the President, or three (3) members of the Board of Directors, or ten percent (10%) of the Regular Members. Section 2. Annual Meeting Annual meetings will be held in May of each year for the purpose of, giving committee reports and any other Association business and in odd years for the biennial election of officers and directors. a) QUORUM: Ten percent (10%) of the Regular Members shall constitute a quorum. When voting by mail is authorized for a specific item, the number of returned mail votes will be utilized to calculate a quorum for that item. b) VOTING BY MAIL : (US mail or electronic mail) when approved by a majority of the Board of Directors may be considered. In such cases the full text of any proposed Bylaws amendment, slate of candidates or other action requiring a vote by the membership must be mailed by the required notice period, established in these Bylaws. Voting by mail shall not be combined with in-person voting on a specific item. To preserve fairness, in the absence of a deliberative assembly (Robert s Rules of Order) there will be no option for amendments when vote by mail is conducted on a specific item. ARTICLE VIII COMMITTEES: The Association may have Committees, whose responsibility shall be advisory and whose membership shall be appointed by the President with the approval of the Board of Directors. Committee meetings may be conducted electronically via audio or videoconferencing. The committees shall be as follows: Nominating 5
Bylaws Program The President may form ad-hoc committees as needed. ARTICLE IX AMENDMENTS: These Bylaws may be amended by a 2/3 majority vote of the general membership who are physically present at the annual meeting, or a Special meeting having been called for this purpose, providing a quorum of 10% of the general membership is present and prior notice of proposed changes have been sent to all members at least twenty (20) days prior to the annual meeting. Voting by mail may be considered with the approval of the majority of the Board as described under ARTICLE VII, Section 2 (b) ARTICLE X- General Provisions In the event of a conflict between these ByLaws and those of Township Officials of Cook County, the later shall prevail. Bylaws shall be reviewed and/or revised, as necessary, every two (2) years. Review and/or revised dates shall be added at the end of the Bylaws. Section 1. RULES: The business of the Association shall be conducted as set forth in these Bylaws. Those matters not provided for in these Bylaws and all meetings of the Association shall be governed by the most recent edition of Roberts Rules of Order, Revised. Section 2. ENDORSEMENTS: Neither the Association nor its members shall, in the name of the Association, endorse any candidates for political office or endorse any political party. 6
Section 3. Policies of the Association and any actions taken by the Association by its members, Officers or Board of Directors shall be without regard to race, nationality, creed, handicap, religion, color, sex or age. Section 4. There shall be no private inurement or commercial activities not related to exempt purposes. ARTICLE XI DISSOLUTION: After paying or adequately providing for the debts and obligations of the organization, the remaining assets shall be distributed to townships whose trustees were regular members in the year of dissolution Amended and approved this 17 th day of May, 2012 Proposed Amendments to be approved this 16 th day of May, 2019 7