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By Laws of the Southlake Economic Development Council BYLAWS (7 OF THE SOUTHLAKE- ECONOMIC DEVELOPMENT COUNCIL, INC. A NONPROFIT CORPORATION 1101 EAST NORTHWEST PARKWAY SOUTHLAKE, TEXAS 76092 ARTICLE I OFFICES Principal Office 1 . 01 . The principal office of the corporation in the State of Texas shall be located in the City of Southiake County of Tarrant. The corporation may have such other offices , either within or without the State of Texas , as the Board of Trustees may determine or as the affairs of the corporation may require from time to time. Registered Office and Registered Agent 1 . 02 . The corporation shall have and continuously maintain in the State of Texas a registered office , and a registered agent whose office is identical with such registered office, as required by the Texas Nonprofit Corporation Act. The registered office may be , but need not be, identical with the principal office of the corporation in the State of Texas, and the address of the registered office may be changed from time to time by the Board of Trustees . ARTICLE 2 BOARD OF TRUSTEES General Powers 2. 01 . The affairs of the corporation shall be managed by its Board of Trustees. Number, Tenure, and Qualifications 2. 02 . The number of Trustees shall be Nine (9) . The trustees shall consist of the following persons : Voting Board Members a . ) One ( ] ) member of the City Council of the City of Southlake to be appointed by the City Council on an annual basis . b. ) One ( 1 ) member of the Carroll Independent School District Staff (CISD) to be appointed by the Superintendent of Schools of the Carroll Independent School District on an annual basis. c. ) Four (4) members of the Southlake Chamber of Commerce ( "Chamber") who shall be the President, President-Elect and Immediate Past President of the Chamber and one (1) member of the Chamber appointed by its Board of Directors on an annual basis . d. ) Three (3) citizens of the City of Southlake to be appointed by the Southlake City Council on an annual basis. Regular Meetings 2 . 03 . A regular meeting of the Board of Trustees shall be held on a monthly basis at a time and place designated by the President or Vice President. The Board of Trustees may provide by resolution the time and place , either within or without the State of Texas , for the holding of additional regular meetings of the Board without other notice than such resolution. Special Meetings 2 . 04 . Special meetings of the Board of Trustees may be called by or at the request of the President or any Trustee . The person or persons authorized to call special meetings of the Board may fix any place , either within or without the State of Texas , as the place for holding any special meetings of the Board called by them. Notice 2 . 05 . Notice of any special meeting of the Board of Trustees shall be given at least two days previously thereto by written notice delivered personally or sent by mail or telegram to each Trustee at his address as shown by the records of the corporation. If mailed, such notice shall be deemed to be delivered when deposited in the United States mail so addressed with postage thereon prepaid. If notice be given by telegram, such notice shall be deemed to be delivered when the telegram is delivered to the telegraph company. Any Trustee may waive notice of any meeting. The attendance of a Trustee at any meeting shall constitute a waiver of notice of such meeting, except where a Trustee attends a meeting for the express purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened. neither the business to be transacted at, nor the purpose of, any regular or special meeting of the Board need be specified in the notice or waiver of notice of such meeting, unless specifically required by law or by these bylaws. C - 2-