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Northwest Bottled Water Association Bylaws
restated 5/01 |
Article I - Name
The name of the association shall be the Northwest Bottled
Water Association. The letters NWBWA may serve in lieu of
the full name.
Article II - Objective
The purpose and objectives of the Association shall be:
1. To promote legislative and regulatory action to ensure quality and purity
standards for bottled water.
2. To pursue and cooperate with all government agencies for the advancement
of standards which affect the bottled water industry.
3. To establish and promote educational programs for the membership.
4. To encourage communication between all industry members with regard to
programs, projects and regulation affecting the bottled water industry.
Article III - Membership
Section 1.
Membership in the Association shall be in the categories of
active and associate.
Section 2.
Active membership shall be any firm or corporation engaged
in the bottling, packaging, delivery, or distribution of
bottled or vended water.
Section 3.
Associate membership shall be any firm or corporation
engaged in the sale of equipment, supplies, or service to
the bottled water industry or anyone interested in but not
actively engaged in the bottled water industry.
Article IV - Officers
Section 1.
The officers of the Association shall be: President, Vice
President, Secretary
and Treasurer.
Section 2.
The officers shall be elected every two years by the active
membership and each elected officer shall be a member of the
active membership.
The officers term of two years will commence the Monday
following the spring meeting of the association during odd
years. All officers may serve additional terms in the same
office. The directors may, by a majority vote, create other
offices as they deem necessary. Any officer may be removed
by a two-thirds vote of the Board of Directors. All officers
shall serve without remuneration except for expenses
incurred for association work approved by the Board of
Directors.
Section 4.
The officers shall be nominated and elected by the active
membership. Nomination and election may be by mail ballot
and/or at an announced membership meeting.
Section 5.
The election process, by mail ballot and/or at an announced
meeting, will have been completed by the last business day
of the spring meeting of the association.
Section 6.
The above officers shall constitute the Executive Committee
and act and conduct the business of the association in
accordance with the bylaws and in conjunction with the Board
of Directors.
Section 7.
The duties of the officers of the Association are as follows:
President:
The President shall preside over all the meetings of the
Executive Committee, Board of Directors, and membership,
appoint such committees as deemed necessary and serve as an
ex officio member of all the committees. The President shall
be the chief executive officer of the organization. He/she
shall be a member of the International Bottled Water
Association and maintain a liaison with the IBWA. He/she
shall be responsible for the public relations activities of
the Association.
Vice President:
Will serve in the absence of the President. Succeed the
President should he/she not be able to complete the therm
of office. He/she will serve as chairperson of the annual
meeting and act as technical liaison to the IBWA and the
Association. He/she VdI develop membership in the
Association and lead in developing all seminar and technical
programs. The Vice President will be in charge of NWBWA
meeting arrangements, including speakers and programs.
Secretary:
Shall be responsible for all official correspondence of the
Association. Keep minutes of meetings of the Association and
the Executive Committee.
Treasurer:
Shall maintain such financial records as necessary of
required by law and shall send notices of dues and/or
assessments. He/she shall give an annual report to the
membership on the financial status of the organization.
He/she shall maintain a separate checking/ savings account
in the name of the Northwest Bottled Water Association and
pay all bills as directed by the President and/or Executive
Committee.
Article V - Board of Directors
Section 1.
a. The Board of Directors of the Association shall have supervision, control, and direction of the affairs of the Association, shall determine its policies or changes within the limits of the Bylaws, shall actively pursue its purposes and have discretion in the disbursements of its funds. It may adopt such rules and regulations for the conducting of business as shall deemed advisable and appoint or retain such agents as it may consider necessary.
b. The Board of Directors may hire consultants, advisors, or an executive director to help conduct the business and pursuits of the Association as deemed necessary and in the best interest of the association.
Section 2.
The Board of Directors shall consist of the Executive
Committee plus five (5) directors elected from the
membership, however, no more than two (2) Associated
member directors, and no more than two (2) directors from
any one corporate member firm shall serve on the Board at
any given time. No more than one (1) corporate member
director shall serve on the executive committee at any given
time. If a director terminates his/her election or said firm
leaves the association, the director may serve out his term
with the Board approval or the directorship shall be
terminated and the vacancy shall be filled by the President
with the majority approval of the Executive Committee. The
immediate past President shall serve as a director for two
(2) years upon completion of his or her term as President.
Members of the Board shall serve without compensation.
Section 3.
All directors (except those chosen to fill vacancies on the
Board) shall be elected to serve two year terms commencing
the Monday after the spring meeting of the association.
The directors shall be nominated and elected by the active
membership. Nomination and election may be by mail ballot
and/or at an announced membership meeting. Any director
shall be eligible for reelection.
Section 4.
The election process, by mail ballot and/or at an announced
membership meeting, will have been completed by the last
business day of the spring meeting of the association
corresponding to the end of his/her term.
Section 5.
A director may be removed from office by the affirmative
vote of two-third of the voting members of the Association.
Section 6.
The Board shall meet at the time and place of the Annual
Meeting and at least one additional time during the year.
Special meetings shall be held the call of the President
or upon demand of a majority of the directors. Notice of
all regular meetings of the Board shall be made at least
fifteen days in advance. Special and regular meetings shall
be open to all members of the Association.
Section 7.
A majority of the Board shall constitute a quorum at any
meeting of the Board.
Section 8.
An officer or director who misses more than one Board of
Directors meeting or General Meeting shall be subject to
removal from the Board. Removal may be subject to appeal.
The Board shall appoint a replacement to fill any vacant
positions.
Article VI - Committees
Section 1.
The President may appoint such committees as may be
necessary or required for the operation and conducting of
business.
Section 2.
Each committee of the NWBWA will be chaired by an officer or
member of the Board of Directors.
Section 3.
The Executive Committee shall be composed of the President, Vice President, Secretary and Treasurer. The immediate past President shall serve as an advisor to the Executive Committee for two years immediately after his/her term of office.
Article VII - Dues
Section 1.
The annual dues for the Association shall be determined by
the Board of Directors and shall be payable on January 1st
each year. Dues shall be of two categories:
a.Active membership will pay 100% annual
dues.
b.Associate membership will be based on
80% of active membership dues.
Section 2.
The financial year of the Association shall begin January 1st and terminate December 31st.
Section 3.
Assessments may be levied against members of the Association
by a majority vote of the active membership by mail ballot
or by a two-thirds vote of the Board of Directors.
Article VIII - Meetings
Section 1.
The Annual meeting of the membership of the Association
shall be held at a time and place to be determined by the
Board of Directors. Written notice of the meeting shall be
given to the members at least thirty (30) days prior to such
meeting.
Section 2.
Special meetings of the Association may be called by the
President with the majority consent of the Board of
Directors or by written request of thirty (30) percent of
the active membership. Such meetings shall be called within
thirty (30) days after receipt of such a request or vote.
Written notification shall be at least fifteen (15) days
prior to the meeting.
Section 3.
At any meeting of the membership a simple majority shall
be considered a quorum.
Article IX - Dissolution
Section 1.
The Association shall use its funds only to accomplish the
objectives and purposes specified in the Bylaws, and no part
of said funds shall inure, or be distributed to members of
the Association except for approved expenditures. On
dissolution of the Association, any funds remaining shall
be distributed to one or more qualified charitable,
educational, scientific or philanthropic organizations to be
selected by the Board of Directors.
Article X – Amendments
Section 1.
Upon proposal of the Board of directors, these Bylaws may be
amended, Repealed or altered, in whole or in part, (a) by a
two-thirds vote at any meeting of the Association, provided
that a copy of any amendments proposed for consideration
shall be mailed to each member at least thirty (30) days
prior to the date of the meeting; or (b) by approval of
two-thirds of the members through mail votes as provided
elsewhere within.
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