Adopted by the La Grange Chamber on August 19, 1996
 

ARTICLE I - General
Section 1. Name

This organization is incorporated as a not for profit corporation under the state laws of Missouri, and shall be known as the La Grange Chamber of Commerce, hereafter referred to as the Chamber.

Section 2. Purpose

The La Grange Chamber of Commerce is a voluntary organization of business men and women and private individuals who have joined together for the purpose of promoting the civic, commercial and industrial progress of the greater La Grange, Missouri area.

The Chamber acts as a spokesmen and translates into action the group thinking of its members.

The Chamber offers specific services of a type that can be effectively rendered by a community organization both to its members and to the community as a whole.

Section 3. Term

The fiscal year of the La Grange Chamber of commerce shall be from August 1st to July 31st.

Section 4. Anti-Trust Policy Statement

The La Grange Chamber of Commerce is organized for the purpose stated above and is not intended to, and may not play any role in the competitive decisions of its members or their employees, or in any way restrict the competition in any aspect of the business community.

The La Grange Chamber of Commerce through this statement of policy makes clear its unequivocal support for the policy of competition served by the antitrust laws and its uncompromising intent to comply strictly in all respects to those laws. It is the individual responsibility of every member of the Chamber to be guided by the antitrust laws. It shall be the special responsibility of every committee chairman and Chamber officers to assure that this policy is known and adhered to in the course of activities pursued under their leadership.

It is not the Chamber's role to act as an arbiter or judge of competitive conduct of its members. As such, this statement of antitrust policy is not a mechanism through which members should charge another member with alleged illegal action.

Section 5. Limitation of Methods

The La Grange Chamber of Commerce shall observe all local, state and federal laws which apply to a non-profit organization as defined in the Internal Revenue Code.

Any business firm, individual, association, corporation, partnership, or organization having an interest in the Chamber's objectives shall be eligible to apply for membership.

Section 2. Dues

Membership dues shall be at such rate or rates, or schedules as recommended by the Executive Committee and approved by the membership, and shall be payable in advance annually during the first month of the fiscal year as prescribed in Article I - Section 3. Notification of dues payable shall be made by the Treasurer during the first month of the fiscal year.

Section 3. Termination

Each member shall automatically continue to be a member until written resignation is received by the Treasurer.

Any member may be expelled by the Executive Committee by a majority vote for non-payment of dues after ninety (90) days from the due date.

Any member may be expelled by a two-thirds vote of the Executive Committee at a regularly scheduled meeting thereof, for conduct unbecoming a member or prejudicial to the aims or repute of the Chamber, after notice and opportunity for a hearing are afforded the member complained against.

Section 4. Classes

The Chamber shall be composed of corporate members and associate members.

A. Corporate Members. Business firms, corporations, partnerships, or organizations whose articles of incorporation are registered with the State of Missouri or any other state, who wish to have a listing included in the business directory may pay the corporate membership rate. Corporate members may vote and may hold office or chairman posts.

B. Small Business Members. Business firms and/or partnerships who not have articles of incorporation registered, and not-for-profit organizations who wish to have a listing included in the business directory may pay the small business membership rate. Small business members may vote and may hold office or chairman posts.

B. Associate Members. Individuals having an interest in the activities and objectives of the Chamber may pay the associate membership dues. Associate members may vote and may hold office or chairman posts.

Section 5. Exercise of Privilege

Any firm, association, corporation, partnership, or organization holding membership may designate an individual whom the holder desired to exercise the privileges of membership. The number of those exercising the privilege of membership will be one.

The stated meetings of the La Grange Chamber of Commerce shall be the third Monday of the month. In the event that a holiday falls on the date of a regularly stated meeting, the meeting will be held on the following Monday, unless otherwise scheduled by the Executive Committee.

Section 2. Other Meetings

The Executive Committee of the Chamber may meet in Executive Session upon such occasions and dates as called by the Chamber President or other officers of the Chamber. An Executive Committee must be attended by at least two of the Chamber Officers in order to transact business of the Chamber. Minutes of the Executive Committee meeting(s) shall be read for membership approval at the next regularly stated meeting.

Section 3. Quorums

At any duly called membership meeting of the Chamber, seven (7) members shall constitute a quorum.

At Executive Committee meetings, a majority of the officers elected and those serving as committee chairpersons shall constitute a quorum.

At committee meetings, a majority shall constitute a quorum except that when a committee consists of more than nine (9) members, then five (5) shall constitute a quorum.

Section 4. Limitation of Debate

Every member shall be entitled to speak on any subject brought before the Chamber for consideration. At the
discretion of the Chairman of the Board, debates may be limited. Robert's Rules of Order and Parliamentary
Procedure shall govern all debates as well as the holding of all meetings held under and pursuant to these Bylaws.
 

The government and policy making responsibilities of the Chamber shall be vested in the Executive Committee which shall control its property, be responsible for its finances, and direct its affairs.

Section 2. Composition of the Executive Committee

The Executive Committee shall include the following officers: President, Vice President, Secretary, Corresponding Secretary, Treasurer and such number of Committee Chairmen as considered necessary to accomplish the program of work.

Section 3. Elections

Members of the Executive Committee shall be elected for a term of one year.

At the regularly schedule meeting of the Chamber in June, the President shall appoint a Nominating Committee of not less than three nor more than five members of the Chamber representing a cross section of the membership. The President Elect shall be the Chairman of the Nominating Committee.

The Nominating Committee shall report to the membership during the regularly scheduled July meeting with a slate of officers who are willing to serve during the upcoming Chamber year.

Upon receipt of the report of the Nominating Committee, the Chamber membership in attendance shall elect each officer in turn, allowing for nominations from the floor.

No Executive Committee member may be elected to more than two consecutive one year terms in the same office. The Chamber President shall not be eligible for re-election to office for a period of one year after serving two consecutive one year terms.

Section 4. Seating of Officers

The newly elected Officers shall take office commencing on August first (1) of the Chamber year. Officer shall serve until July thirty-first (31) of the Chamber year.

Section 5. Vacancies

Any vacancy or vacancies created on the Executive Committee shall be filled by temporary appointment of the President with approval of the Executive Committee, to be approved by the members at large during the next stated meeting.
 

All monies paid to or solicited by the Chamber shall be placed in the general operating fund or such other
funds as may be approved by the membership.

Section 2. Disbursements

No obligations or expenses shall be incurred and no money shall be appropriated without prior approval of the
Executive Committee. Disbursements shall be by check. Officers authorized to sign checks will be the Treasurer, the President, and the Vice President.

Section 3. Annual Audit

If requested by the Executive Committee, the accounts of the Chamber shall be audited by an independent auditor or accountant. The audit shall be made available to members of the organization during the next regularly scheduled meeting.

The voluntary dissolution of this not for profit corporation, should it ever occur, will be governed by the Missouri Statutes applicable to the voluntary dissolution of not for profit corporations at the date of dissolution.
 

Section 1. Authority

The proceedings of the Chamber shall be governed by and according to the latest rules of Robert's Rules of Order as revised.
 
 

These bylaws may be amended or altered by a three-quarters (3/4) vote of the members of the Chamber present at any regular or special meeting, called for that purpose, provided the Executive Committee have been advised in writing of the proposed amendment not less than 10 days prior to the meeting at which the action is taken.
Section 2. Publication

Amendments made by the Chamber must be conveyed to the membership within thirty (30) days after the amendment is passed.

Section 3. Challenges

Amendments made by the Chamber may be challenged by a petition containing the signatures of twenty-five (25) active members. If a petition is received, the President must call a general membership meeting, inform the membership of the amendment and the challenge and cause a vote on the amendment to be taken at the membership meeting.