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HomeMy WebLinkAboutMinutes - City Council - Special - 12/8/19650410 DEC 8 1965 65-24-528-1301 (1) December 8, 1965 SPECIAL CALLED MEETING: The City Council of the City of Lubbock met at 9:30 o'clock a.m. in the regular meeting place in the City Hall, the following members thereof being present to -wit: Mayor Max Tidmore and Councilmen W. E. Alderson, Jack Kastman, Rolan Simpson, and W. E. Medlock, City Attorney Fred 0. Senter, Jr., City Manager William J. Pitstick, Jr., City Secretary -Treasur- er Lavenia Lowe. Motion by Councilman Alderson, seconded by Councilman Medlock, motion carried, Mayor Tidmore and Councilmen Alderson, Kastman, Simpson, and Medlock voting Yea, none voting Nay, that the following Resolution be passed. RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the By -Laws of the Community Action Board in Lubbock County, Inc., a copy of which is attached herewith, be and the same is hereby approved which shall be spread upon the minutes of the Council and as spread upon the minutes of this Council shall constitute ratification thereof and be a part of this Resolution as if fully copied herein in detail. Passed by the City Council this,8th day of December, 1965. r2o"')a . MAX TIDMORE, Mayor ATTEST: X��o l/!d - LAVENIA L E, City Secretary -treasurer APPROVED: /s/_Fred 0._Senter. Jr. FRED 0. SENTER, JR., City Attorney BY-LAWS OF COMMUNITY ACTION BOARD IN LUBBOCK COUNTY, INC. Article 1. Name -Section 1. Name. The name of the -Corporation is Community Action Board in Lubbock County, Inc. Article 11. Purposes Section 1. Pub. The purposes for which the Corporation is orgainized are: Charitable, patriotic, civic, and educational and especially the implementation and carrying out in Lubbock County of the provisions and intentions of the Economic Opportunity Act of 1964, as it may be from time to time amended; the Corporation is organized for the exclusive purpose of promoting the public interest in an area within the State of Texas. Article III. Membership Section 1. Membership. The Corporation shall have no members. Article IV. Board of Directors Section 1. General Powers. The affairs of the Corporation shall be managed and administered by its Board of. Directors. Section 2. Composition. Members of the Board of Directors shall be appointed and composed as follows: one City of Lubbock Councilman or his alternate as selected by the City Council of the City of Lubbock, one Lubbock County Commissioner or his alternate, as selected by the Commis- sioner's Court of Lubbock County, one member of the School Board, as selectedby the School Board of the Lubbock Independent School District, onemember of the Community Planning Council, as sel_ected_b_y_the Community Planning Council, one member of the United Fund Board as selected by the United Fund Board, one member of the Ministerial Alliance of Lubbock as chosen dy zne Ministerial Alliance, four citizens living outside the city limits of Lubbock, appointed by the Lubbock County Commissioner's Court, five citizens living inside the city limits of Lubbock, appointed by the City Council of theCity of Lubbock, three persons representing census tracts 8, 11, and 12 recommended by the Community Planning Council and appointed jointly by the Lubbock City. Council and the Lubbock County Commnissioner"s Court, three persons at large appointed jointly by the Lubbock City Council and the Lubbock County Commissioner's Court, and such additional members as those directors appointed in the foregoing manner shall determine from time to time to be required to represent various elements of the community, or to meet specific requirements of the Economic Opportunity Act and/or regulations of the Office of Economic Opportunity, such additional members to be selected by the other members of the Board of Directors and ratification oftheir appointments may take place at any time. Section 3. Terms of Office. Eachmember shall serve for a term of three years and until his successor is duly appointed and qualified, except within the case of those firstappointed the term shall be determined by lots so that the term of one-third (1/3) of the members shall expire on January 31, 1967, the term of one-third (1/3) of the members shall expire on January 31, 1968, and the term of one third (1/3) of the members shall expire onJanuary 31, 1969. The replacements of the representatives and appointees of the Lubbock City Council whose terms are about to expire shall be selected annually at the first meeting of the Lubbock City Council of each year hereafter. The replacements of the representatives and the appointees of the Lubbock County Commissioner's Court whose terms are about to expire shall be selected annually at the first meeting of the DEC 8 1965 Lubbock County Commissioner's Court of each year hereafter. Members selected jointly may be selected at a joint meeting of the Lubbock City Council and the Lubbock County Commissioner's Court or by any other method agreed to by both bodies. The names of the members selected by bodies other than the Lubbock County Commissioner's Court or the Lubbock City Council should be submitted to the Lubbock City Council and to the Lubbock County Commissioner's Court in time to be ratified at the first annual meeting of each. Section 4. Reulacements. Any member of the Board other than the representatives of the Lubbock City Council and the Lubbock County Commissioner's Court who without good cause misses o fails to attend three consecutive meetings of the Board shall be deemed to have resigned or refused his membership. Members other than the representatives of the City Council or County Commissioner's Court may be removed by either the Lubbock City Council or the Lubbock County Commissioner's Court. The selection of each member of a body other than the Lubbock City Counti or the Lubbock County Commissioner's Court must be ratified by the Lubbock City Council and the Lubbock County Commissioner's Court before his membership is effective. Members who resign, move from the County, refuse membership or are removed shall be replaced by one appointed in the same manner as the replaced member, except that ratification may take place at any time. Section 5. Qualifications. A Director shall be a resident of Lubbock County, Texas. Section 6. Meetings. The Board of Directors shall meet upon call of the President or the Vice -President acting in theabsence or disability of the President or of any two Directors. A meeting may be held at any place within the County of Lubbock designated in the call of meeting. Section 7. Notice. Notice of any meeting ofthe Board of Directors shall be given not less than five (5) days previously thereto by written notice delivered personally or sent by main or telegram to each Director 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 in a sealed envelope 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 Director may waive notice of any meeting. The attendance of a Director at any meeting shall constitute a waiver of notice of such meeting except in the event that a Director attends a meeting for the express purpose of objecting to the transaction ofany business because the meet- ing is not lawfully called or convened. The business to be transacted at the meeting need not be specified in the notice or waiver of notice of such meeting unless specifically required by law or by these by-laws. Section 8. Quorum. At any meeting of the Board of Directors, a majority of the Directors shall constitute a quorum for the transaction of business and the act of a majority of the Directors present at any meeting at which there is a quorum shall be the act of the Board of Directors, except as may be otherwise provided by law,the Articles of Incorporation or the By -Laws. If a quorum shall not be present at any meeting of the Directors, the Directors presen thereat may adjourn the meeting from time to time without notice, other than announcement at the meeting, until quorum shall be present. Section 9. Compensation. Directors shall not receive any compensation for their services as such. ARTICLE V. Officers Section 1. Officers. The officers of the Corporation shall be elected by the Board of Directors at the annual meeting, and shall consist of a president, first vice-president, second vice-president, secretary and atreasurer. The offices of secretary and treasurer may, with the Board's approval, be held by one person. The Board of Directors may appoint such other officers and assistant officers and agents as it shalldeem necessary, who shall have such authority and exercise such powers and perform such duties as shall be determined from time to time by the Board by resolution not inconsistent with the by-laws. Each officer shall serve until the annua meeting of the Board of Directors next succeeding his election or appointment, or until his successor is elected or appointed and qualified, or until his death, resignation, or removal from office. Any officer may be removed at any time by the Board of Directors. Any vacancybe occurring in any office of the Corporation shall be filled by the Directors. Officers may/re- elected at the end of their reispective terms. Section 2. President. The president shall be the chief executive officer of the Corpora- tion. He shall have general and active management of the business of the Corporation and shall see that all orders and resolutions of the Boardof Directors are carried into effect. He shall preside at all meetings of the Board of Directors, and of the Executive Committee. He shall have such additional powers and duties as may be prescribed from time to time by the Board of Directors. Section 3. Vice -Presidents. The First Vice -President shall, in the absence or disability of the President, perform the duties and have the authority and exercise the powers of the President. The First and Second Vice -Presidents shall also perform such other duties and have such other authority and powers as the Board of Directors may from time to time prescribe or as the President may from time totime delegate to them. The Second Vice -President shall, in the absence or disability of the President and the First Vice -President, perform the duties and have the authority and exercise the powers of the President. Section 4. Secretary. The secretary shall attend all meetings of the Board of Directors and the Executive Committee, record all the proceedings of such meetings in a Minute Book to be kept for that purpose, and shall perform like duties for any committee of the Board when requir- ed. He shall give, or cause to be given, notice, when required, of all meetings of the Board of Directors, and shall perform such other duties as may be prescribed by the Board of Directors or the President. He shall keep the seal, if any exists, of the Corporation in safe custody and when authorized by the Board of Directors, shall affix the same to any instrument requiring it. The Corporation shall have no corporate seal unless provided for by a change in these by-laws. Section 5. Treasurer. The treasurer shall have charge and custody of an be responsible fo all funds and securities of the corporation; perform such duties as may be delegated by the Board of Directors and as are customarily performed by the treasurer of a corporation, and shall 30 EC g 1965 furnish a bond with with approved surety for the faithful performance of his duties in such amounts as shall be fixed from time to time by the Board of Directors. Article VI. Staff Section 1. Staff. The Board of Directors may employ such staff personnel as it deems advis- able from time to time and shall define the duties and fix the salaries of staff members. The chief staff member shall be designated the Executive Director andshall generally direct the affairs of the corporation under the supervision and direction of the Board of Directors and shall perform such other duties as they may direct from time to time. Article VII. Committees Section 1. Committees. The President with the approval of the Board of Directors may appoint such general and special committees, including the nominating committee, as deemed necessary to achieve the purposes of the Corporation. Section 2. Executive Committee. The Executive Committee shall consist of the officers of the Board and three other members of the Board designated by.a resolution adopted by a majority of the Directors. The President will be the Chairman of the Executive Committee. Vacancies occurring in the Executive Committee shall be filled by a like resolution at any meeting of the Board of Directors. Except as provided by resolution of the Board of Directors, the Executive Committee, during the intervals between meetings ofthe Board, shall have and exercise the authori- ty of the Board in the management of the Corporation. The Executive Committee shall establish its own rules of procedure, but at least a majority of the Executive Committee shall be necessary to constitute a quorum. Article VIII. Contracts, Checks, Deposits, and Funds Section 1. Contracts. The Board of Directors may authorize any officer or officers, agent or agents of the Corporation, in addition to the officers authorized by these by-laws, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the Corporation, and such authority may be general or confined to specific instances. Provided, fur- ther, that no obligation,,indebtedness or contract entered into by the Board shall be binding upon the City of Lubbock or Lubbock County without the prior written consent of the City Council of the City of Lubbock and/or the Lubbock County Commissioner's Court. Section 2. Checks. Drafts. etc. All checks, drafts, or orders for the payment of money, notes, or other evidences of indebtedness issued in the nameof the corporation, shall be signed by such officer or officers, agent oragents of the Corporation and in such manner as shall from time to time be determined by resolution of the Board of Directors. In the absence of such determination by the Board of Directors, such instruments shall be signed by the Treasurer and countersigned by the President or a Vice -President of the Corporation. Section 3. Deposits. All funds of the Corporation shall be deposited from time to time to the credit of the corporation in such banks or other depositaries as the Board of Directors may select. Section 4. Gifts. The Board of Directors may accept on behalf of the Corporation any con- tribution, gift, bequest, or devise for the general purposes or for any special purpose of the Corporation. Article IX. Ratification and Amendments Section 1. Ratification and Amendments. These by-laws may be altered, amended or repealed or new by-laws may be adopted by the Board of Directors at any regular or special meeting if notice of such proposed action is given to each director at least ten days prior to such meeting. Provided, however, that the by-laws shall not become effective until ratification in writing by theCity Council of the City of Lubbock and the Lubbock County Commissioner's Court and no change in the by-laws shall be effective without the same written ratification. NO FURTHER BUSINESS COMING UP FOR CONSIDERATION, THE CITY COUNCIL ADJOURNED FROM SPECIAL MEETING, DECEMBER 8TH, 1965. , ATTEST• r LAV IA LOWE, City ecretary-Treasurer READ AND APPROVED THIS THE 6th DAY OF January , 1966. ATTEST: ow LAVENU LOWE, City ecretary-Treasurer MAX TIDMORE, Mayor