BYLAWS
BY-LAWS of the Carnival Association of Long Beach, Inc.
ARTICLE I - NAME
Section 1: The name of this organization shall be the Carnival Association of Long Beach, Inc.* Hereinafter referred to as the Carnival Association of Long Beach in reference to business matters.
*Chartered by the State of Mississippi, 28 March 1977.
A. The business organization is located at 712 E. Beach Blvd., Long Beach, MS (known as St. Thomas Parish).
B. The mailing address of this Organization is P.O. Box 120, Long Beach, MS 39560.
Section 1: As set forth in Article II of the Constitution of this Organization.
Section 2: To operate and follow procedures for carrying out our
Program Services as defined by Section 501(c)(3) of the IRS
Code and to abide by the laws of the land in so doing.
Section 3: This Organization shall at no time endorse or recommend any candidate for political office, nor shall political candidates and/or issues be discussed at any meeting of this organization.
Section 1: Shall be the raising of funds solely for the support of St. Vincent de Paul Catholic School and other charities through fundraising activities by team or teams of workers composed of this organization, and Royal Candidates for King and Queen.
Section 2: Expenses to be withheld from funds raised by the Team(s)
shall be as follows:
A. Amount stipulated in The Standing Rules of these By-Laws to be used as operating capital by the Association.
B. Expense of publishing ads solicited by the Team(s).
C. Any other funds as stipulated by the Standing Rules and By-Laws.
Section 3: Eighty Percent (80%) of the remaining funds raised by the team or teams in a fiscal year, after team expenses, shall be donated to St. Vincent DePaul Catholic School, fifteen (15%) to other charities, the remaining five (5%) shall be given to a CALB endowment fund. Any organization requesting funds from the 15% must submit a request in writing by March 1 to be considered and the request must include the organization's tax exempt letter stating their 501(c)(3) classification.
Section 1: All funds generated by activities sponsored by the Association (as opposed to funds generated by Team activities) shall be deposited in the general account of the Association to be used solely for general operating expenses.
Section 2: There shall be no salaried employees of this Organization.
Section 1: Membership in this organization shall be open to any persons twenty one (21) years of age or older, of good moral character and of good standing in the community upon submitting an application for membership accompanied by proper dues.
Section 2: Membership dues shall be set forth in the Standing Rules.
Section 3: Types of Membership shall be:
A. Regular Active: All persons joining or renewing May 1st through January 1st shall be considered Regular Active Members for as long as their membership is renewed each year. Regular Active Members shall be eligible to vote on all matters to come before the General Assembly at the Annual Meeting, the Business Meeting, and the Fall Membership Meeting; they may hold office, serve on committees, serve as Royal Candidates and Team Captains and serve as Court Members.
B. Honorary: Upon the written recommendation of one Regular Active Member, seconded by another Regular Active Member, and approved by a 2/3 vote by ballot at the Annual Meeting; Honorary Membership may be conferred upon anyone who shall have rendered notable service to the organization and who holds no other type of membership. An Honorary Member shall have none of the privileges of any other type of membership and shall pay no dues.
C. Life Membership: Upon written recommendation of any Regular Active Member, any other active member may be considered for Life Membership; said recommendation to be submitted to the Executive Board prior to the Annual Meeting.
1. The Executive Board shall be the sole judge of Life Membership recipients, based on the records and the written recommendation.
2. No more than one (1) Life Membership shall be awarded in a given year.
3. Life Members shall pay no dues and shall enjoy all privileges and obligations of Active Membership.
Section 4: Any membership may be revoked or suspended upon presentation in writing of just cause to the Board and requires a 2/3 vote. Upon revocation or suspension of any membership, a request for reinstatement must be filed in writing with the Secretary and presented to a meeting of the entire membership, requiring a 2/3 vote in the affirmative to pass.
Section 5: Only Regular Active Members whose dues are current shall be eligible to vote on any matter to come before the Assembly, and no proxy votes will be allowed. Dues shall be as outlined in the Standing Rules.
Section 6: No Officer or member of this organization shall use such membership as a means of furthering any personal, political, or other aspirations; nor shall the organization as a whole take part in any movement not in keeping with the true purpose of this organization.
Section 1: The Elected Officers of this organization shall be as follows:
A. President B. Vice-President
C. Secretary D. Treasurer
Section 2: The Appointed Members of the Board shall be:
A. Parliamentarian B. Historian
C. Publicist D. Immediate Past President
Section 3: Ex-Officio Members of the Board shall be:
A. Pastor, St. Thomas Church
B. Principal, St. Vincent de Paul School
C. Reigning Royalty
Section 4: The Assembly shall elect at the Business Meeting in March, a nominating committee of four members, two from the general membership and two from the Board of Directors. The Parliamentarian shall serve as Chairman and fifth member of this Committee.
Section 5: Officers shall be elected by ballot to serve for one year until their successors are elected and their term of office shall begin at the close of the annual meeting at which they are elected.
Section 6: No Officer shall hold more than one position at one time, and may serve no more than three consecutive terms.
Section 7: Members of the Executive Board shall be installed at the first meeting after their election.
Section 8: No two (2) members of the following family groups shall be authorized to sign checks/drafts on accounts in the name of this organization:
A. Husband/Wife
B. Siblings
C. Parents/Children
Section 1: The affairs of this Organization shall be managed by the Board of Directors, which shall have general supervision of the administration of the Organization. The Board or Directors shall make recommendations regarding policy to the General Membership and shall perform other duties as specified herein.
Section 2: The Board of Directors shall consist of the following:
A. The Elected Officers as stipulated in Article VI, Section 1 (4).
B. The Appointed Officers as stipulated in Article VI, Section 2 (4).
C. The Ex-Officio Officers as stipulated in Article VI, Section 3 (6).
Section 3: Any elected position on the Board, which becomes vacant shall be filled by a majority vote of the remaining Board Members present at the next meeting after which the vacancy becomes known. Any appointed position on the Board, which becomes vacant shall be filled by Presidential appointment.
Section 4: Absence by any Director from two (2) consecutive Board meetings shall constitute cause for dismissal from the Board. Member in question shall be notified in writing by the Secretary that failure to appear at the next Board Meeting will result in that Board seat being declared vacant.
Section 5: Any elected or appointed Officer or Director must have served for a period of six (6) months plus one (1) day to be considered as having served the full term.
Section 1: The duties of the Officers shall be as follows:
A. President:
1. Shall, by virtue of his office, be the Chief Executive Officer of this organization and Chairman of the Board of Directors. He shall serve as Chairman of the Candidate Selection Committee.
2. Shall cause himself to become knowledgeable of the By-Laws and Standing Rules of this Organization and shall preside at all Board and General Membership meetings.
3. Shall be authorized to sign drafts of this organization in co-signature with the Treasurer.
4. Shall appoint a Parliamentarian, Historian and Publicist to the Board of Directors no later than the June Board meeting.
5. Shall appoint all Committee Chairpersons unless otherwise stated herein; shall insure that all books, records and reports as required by law are properly kept and filed; shall authenticate, by his signature, when necessary, all acts, orders, and proceedings of the organization, and shall serve as Ex-Officio member of all committees with the exception of the Nominating Committee.
6. Shall have such powers and responsibilities as may be reasonably construed belonging to the Chief Executive of any organization of this type and structure, and shall maintain at all times a copy of the By-Laws and Standing Rules, showing all revisions and amendments, to be handed on to each succeeding President.
B. Vice President:
1. Shall take the Chair and preside at any meeting at which the Chair is Vacant.
2. Shall cause himself to become knowledgeable of the By-Laws and Standing Rules of this Organization and shall have such powers and responsibilities as may be reasonably construed as belonging to this office.
3. Shall be authorized to co-sign with the Treasurer any drafts or checks drawn on the accounts of this organization, when necessary.
4. Shall serve as Liaison to the Events Chairperson and shall be responsible for instructing the Events Chairperson as to duties, responsibilities, and general rules of activities and for advising Events Chairperson of the names of persons who may be ineligible to participate in activities, and for enforcing these rules.
5. Shall serve on the Candidate Selection Committee and shall serve as assistant to the Treasurer.
6. Shall prepare and submit a suitable budget to the Board for approval as soon as possible after the close of the fiscal year, based on an analysis of the previous years' expenditures and income for the coming year.
C. Secretary:
1. Shall keep the minutes and records of this organization in appropriate books; shall file any certificates required by any federal, state or municipal statutes; and shall give and serve all notices regarding meetings.
2. Shall provide a copy of the minutes of each Board Meeting to each member of the Board no later than one (1) week prior to the next Board Meeting.
3. Shall prepare an order of business for use of the presiding officer; show their exact order, all pertinent matters from previous meetings that need to be brought before the assembly.
4. Shall furnish to the By-Laws Chairman all pertinent information relating to proposed changes to the By-Laws and Standing Rules.
5. Shall call the roll at each meeting and keep and accurate and up-to-date record of attendance. At any time a Board Member is remiss in attendance in accordance with Article VII, Section 4, she shall so notify the President.
6. Shall become knowledgeable of the By-Laws and Standing Rules of CALB, and in the absence of the President and Vice-President shall take the Chair and preside until a Chairman pro-tem is elected.
7. Shall perform any other duties, as may be normally construed as belonging to this office.
8. Shall serve as a member of the Candidate Selection Committee.
9. Shall cause to be written all correspondence of the organization as necessary and as directed by the President and Board of Directors, including notices of meetings.
10. Shall keep an orderly file of all incoming and outgoing correspondence relative to this office.
D. Treasurer:
1. Shall check the post office box at timely intervals and shall, without delay, route all correspondence received to the proper recipient, and is hereby authorized to open any mail if necessary to determine to whom it should be directed.
2. Shall have care and custody of all monies belonging to the organization and shall be responsible for said funds.
3. Shall co-sign all checks/drafts of the account of this organization with any one of the other officers who are authorized to sign same.
4. Shall keep an accurate accounting of all transactions in the form of double-entry bookkeeping on requirements as set forth by the IRS for tax-exempt organizations, and shall file Form 940 with the IRS no later than September 15 each year, retaining a copy of same in the files.
5. Shall make the accounts and records available for review upon reasonable demand; shall present an annual report at the June Meeting and a monthly report at each Board Meeting.
6. Shall serve as a member of the Candidate Selection Committee and shall perform any and all duties relevant to this office.
E. Parliamentarian:
1. Shall become knowledgeable with the By-Laws and Standing Rules of the organization and with the accepted form of Parliamentary Procedure as set forth in the Constitution.
2. Shall attend all meetings of the Board and of the General Membership and shall advise the President on all matters of Parliamentary Procedure and the interpretation of these By-Laws and Standing Rules.
3. It shall be the responsibility of this Officer to direct the attention of the Chair to any error in the proceedings that may affect the substantive rights of any member or may be otherwise harmful to the Organization.
4. Shall serve as Chairman of the Nominating Committee and By-Laws Committee and as a member of the Candidate Selection Committee.
5. Shall maintain at all times a current set of By-Laws and Standing Rules, showing all amendments thereto, to be permanent property of this Office and kept current by each succeeding Parliamentarian.
F. Historian:
1. Shall maintain a narrative account of the organizations chronological history and activities, which will become a permanent record of the official history of the Organization, in scrapbook form, and shall display the history books at any and all occasions, deemed necessary.
2. Shall become familiar with the By-Laws and Standing Rules of the organization.
3. Shall serve as a member of the Candidate Selection Committee, and shall perform any and all other duties considered pertinent to this office.
G. Immediate Past President:
1. Shall be a regular voting member of the Board and shall act in an advisory capacity on all matters pertaining to operational policy, when required.
2. Shall serve as Chairman of the Audit Committee and as a member of the Candidate Selection Committee, and shall serve as Chairman of the Installation of Officers Committee.
H. Publicist:
1. Shall be responsible for conducting continuous promotion of the Association, including publicizing and promoting all aspects of Association sponsored events.
2. Shall assist the Historian by providing that person with publicity items and photos as published in the media.
3. Shall establish liaison with local media personnel and make all arrangements for publicity photos and news coverage of association-related events, including, but not limited to: Election of Officers, Candidate Announcement, Coronation Ball, Parade, New Year's Dance, etc., and any and all other publicity deemed necessary by the organization.
Section 2: The Executive Board shall consist of:
A. President E. Parliamentarian
B. Vice-President F. Historian
C. Secretary G. Immediate Past Pres
D. Treasurer H. Publicist
1. It shall be the duty and responsibility of the Executive Board to meet privately and consider all matters of a controversial nature, which may arise pertaining to the organization and its policy, and to make recommendation to the General Membership regarding solution of the same.
2. The Executive Board shall meet upon call of the President or any other two members of the Executive Board, within twenty-four (24) hours of the call to session.
Section 3: The Duties and Responsibilities of the Board of Directors
are:
A. To act in a timely and responsible manner on all matters to come before the Board, including, but no limited to, the following:
1. To approve the annual budget as submitted by the Vice-President no later than the July Board Meeting.
2. To approve the Ball Theme as submitted by the Ball Chairperson at the July meeting.
3. To set the price of Ball Tickets annually, as well as the time and date of sale.
4. To approve the Medallion and Program Cover at the August Meeting.
5. To approve events for the Carnival Season as submitted by the Events Chairperson no later than the August Meeting.
6. To review and consider all monetary requests and present it's recommendations for final disbursement to the General Membership at the March General Membership meeting.
a. Recipients' qualifications shall be certified by the Secretary prior to recommendation.
Section 1: All Standing Committee Chairpersons shall be appointed for a term of one year or until their successors are appointed, and may succeed indefinitely.
Section 2: All Special Committee Chairpersons shall serve until such time as their successors are appointed and may succeed indefinitely.
Section 3: When necessary and at his discretion, the President shall appoint such other Special and Ad Hoc Committee Chairpersons as many be deemed necessary for the proper conduct of the objects and purposes of the organization.
Section 4: Unless otherwise specifically directed by the President, all Committee Chairpersons may call meetings of their respective committees as needed to coordinate all aspects of their duties, and each Chairperson shall submit in writing his proposed monetary requirements to the Vice-President for inclusion in the budget.
Section 5: All vouchers and invoices for payment for committee expenses must bear the signature of the Committee Chairperson.
Section 6: Standing Committee Chairpersons shall be:
A. Membership
B. By-Laws Chairman (Automatic: Parliamentarian)
C. Nominating Committee (Automatic: Parliamentarian)
D. Audit Committee (Automatic: Immediate Past President)
E. Candidate Selection Committee (Automatic: President)
Section 7: Duties and Responsibilities of Standing Committee Chairpersons are as follows:
A. Membership:
1. Shall keep accurate records of membership, collect all dues and deposit same in the general account of the association, and forward a copy of each deposit slip to the Treasurer. All funds shall be deposited no later than fifteen (15) days after receipt by the Membership Chairperson.
2. Shall make available at all times a current typed list of all members, categorized as to type of membership, and shall provide a copy of this list and all revisions thereto to the Elected Officers, Parliamentarian, Ball Ticket Chairperson, and any other Committee Chairperson who requests same.
3. Shall issue appropriate numbered membership cards designating type of membership, signed by the President and Secretary, bearing the seal of the organization, to all Regular Active, Associate, and Life Members and shall assure that an adequate supply of membership cards is ordered and on hand at all times.
4. Shall verify that Royal Candidates, Court Members, Candidates for Office and Directorship, and Committee Chairpersons are paid members in good standing at the time of their selection.
5. Shall cause to be sent to all active and associate members an application for renewal of membership and an appropriate statement of dues no later than the first week of April.
6. Shall perform any and all other duties relative to this Chairmanship and as directed by the Board.
B. By-Laws Chairman:
1. Shall be chaired by the Parliamentarian and shall prepare any necessary revisions to the By-Laws and Standing Rules for presentation to the Membership for adoption and shall provide a copy of all changes/revisions/amendments thereto to each Officer, Director and Royal Candidate.
2. Shall upon request of any Regular Active Member, furnish said member with a copy of the Constitution, By-Laws and Standing Rules, and maintain a dated register of distribution.
C. Nominating Committee:
1. Shall be chaired by the Parliamentarian and shall present, at the Annual Meeting in April, a slate of Officers and Directors consisting of no more than one (1) person for each elected office.
2. Shall prepare and have on hand at the election a formal ballot containing the names of all persons nominated by the Nominating Committee, providing space to accommodate names of all persons nominated from the floor, and providing sufficient copies of the ballot so that each voting member present may have a ballot.
3. Shall, along with the other four members of the Nominating Committee, collect and count the votes and submit the results to the Chair, and perform any other duties related to this Chairmanship.
D. Audit Committee:
1. Shall be chaired by the Immediate Past President. This committee shall be composed of three members appointed by the President at the April General Membership meeting, whose duty it shall be to audit the financial accounts of the association as of the close of the fiscal year and to present its findings and recommendations to the Board at the earliest possible date.
E. Candidate Selection Committee:
1. Shall be chaired by the President. Other members of this committee shall be: Vice-President, Immediate Past President, Secretary, Treasurer, Parliamentarian, Historian, Publicity, The Reigning King, and Queen.
2. Shall meet as often as necessary in order to properly perform all functions of this Committee.
3. Shall interview all prospective Candidates, informing them of the approximate cost on both time and money involved in their candidacy.
4. Shall select candidates to represent the organization during the Carnival Season.
5. Shall be responsible for the planning and arrangements for candidate announcement.
Section 6: Special Committee Chairpersons and their duties shall be as outlined in the Standing Rules.
Section 1: Fall Membership Meeting: Shall be held on the second Tuesday in October for the purpose of discussing Mardi Gras and any other pertinent business to come before the Membership.
Section 2: Annual Business Meeting: Shall be held on the second Tuesday in March for the purpose of discussion and resolving issues pertinent to the immediate past season, to distribute grants, to elect a Nominating Committee in accordance with the By-Laws, and any other business to come before the Membership.
Section 3: Annual Membership Meeting: Shall be held no later than the second Tuesday of April for the purpose of holding election of Officers and any other business to come before the Membership.
Section 4: Any Active Member in good standing who deems it necessary may request a Special Membership Meeting by presenting his request, in writing, to the Board at any Board Meeting. If the Board concludes that a special meeting of the General Membership is justified, the Secretary shall cause to be sent to the entire membership a letter notifying them of date, time, place, and nature of business to be discussed.
Section 5: Quorum Requirements:
A. Board Meeting: Four (4) Board Members, two (2) of which must be elected officers.
B. General Membership Meeting: Total number of members in attendance.
Section 6: All Regular Board Meetings shall be open to any active Member who wishes to attend. However, non-Board Members may not participate in discussion or vote on any issue to be discussed at any Board Meeting unless officially requested to do so.
Section 1: These By-Laws may be amended at any regular meeting of the General Membership or any special meeting of the General Membership called for that purpose by a 2/3 vote provided that:
A. Any proposed amendment must be submitted in writing at the meeting just preceding that meeting at which it is to be voted on.
B. Ten (10) days Notice of Intent to Amend is given to all.
C. No amendment shall be allowed which changes the sources of support; purposes, character or method of operation of the organization from that which was originally approved by the IRS at the time the tax exemption status was granted.
Section 2: The Standing Rules may be amended at any meeting at which a motion to amend is proposed and shall require a majority vote.
Section 1: Upon dissolution of the corporation, the Board of Directors shall, after paying or making provision for payment of all liabilities of the corporation, dispose of all assets of the corporation exclusively to the benefit of St. Vincent de Paul Catholic School.
Section 2: In the event that St. Vincent de Paul Catholic School is, at the time of dissolution, unqualified, not in existence, unwilling or unable to accept the assets, the Board of Directors shall dispose of the assets to such organizations of its choice which are organized and operated exclusively for charitable, educational or scientific purposes and shall at the time qualify as an exempt organization under Section 501(c)(3) of the IRS Code of 1954 (or corresponding provision of any future IRS Code)
Section 1: These By-Laws and Standing Rules shall become effective immediately upon their adoption by a majority vote at which they are adopted.
Section 2: These By-Laws and Standing Rules supersede all previous By-Laws and Standing Rules and any amendments thereto, which are hereby rendered null and void.
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