Economic Development Council Revised By-laws

1. NAME:

Economic Development Council of the St. Johns County Chamber of Commerce.

2. OBJECT:

To promote the industrial and economic growth and development of St. Johns County; To promote a continuing good industrial climate among citizens of said area; To assist, counsel and work toward expansion of existing industry; To develop and catalog industrial sites; To develop and concentrate the area's efforts toward attracting targeted industry; And to promote the industrial and economic advantages of St. Johns County.

3. RESTRICTIONS:

All programs and activities of the Council shall be carried out within the written framework of the by-laws, policies and procedures of the chamber, and shall be limited to the objects identified above.

4. MEMBERSHIP:

A. Eligibility: Any member of the Chamber shall be eligible for membership in the Economic Development Council.

B. Admission: Membership shall be granted upon receipt of one year's dues, paid in advance.

C. Terminations: Membership in the Council may be terminated in any one of the following ways:

     (1) By resignation in writing to the executive committee of the Economic Development Council;

     (2) By a resignation in writing to the board of directors of the St. Johns County Chamber of Commerce;

     (3) By non-payment of dues to the St. Johns County Chamber of Commerce;

     (4) By non-payment of dues to the Economic Development Council.

D. DUES: Each member shall subscribe to pay annual dues to the Economic Development Council in addition to his or her regular dues to the St. Johns County Chamber of Commerce in amounts as determined by the Executive Committee of the Economic Development Council.

E. NUMBER OF MEMBERSHIPS: Any member of the Chamber of Commerce shall be entitled to have more than one membership per firm in the Economic Development Council upon payment of multiples of the minimum dues rate per membership.

F. DELINQUENCY: If any member shall fail to pay their dues or assessments within six months of the start of a new membership year, their membership shall be forfeited.

5. EXECUTIVE COMMITTEE:

A. COMPOSITION AND RESPONSIBILITY: The supervision of the activities of the Economic Development Council shall be in the hands of the Executive Committee, elected by the members of the Economic Development Council each year. The Executive Committee shall be composed of seven elected members, two or three of whom, depending on available seats, shall be elected annually for a three-year term. No member of the Executive Committee shall be eligible for re-election until after the lapse of one year from his or her last elected term as a member of the Executive Committee. The Executive Director of the Economic Development Council, the immediate past Chairman of the Executive Committee serving on his or her fourth year, and current Chairman of the Chamber of Commerce, or his or her designee, shall also be ex-officio, non-voting members of the Executive Committee. NOTE: The term Executive Committee as used in these rules of procedure under the section relating to the Economic Development Council, unless otherwise designated, refers to the Executive Committee of the Economic Development Council.

B. SUB-COMMITTEES:

     1. COMPOSITION: Standing sub-committees of the Economic Development Council may be formed at the discretion of
     the Chairman and Executive Committee of the Economic Development Council. Sub-committees may be involved in areas
     pertinent to the object of the Economic Development Council and cover such areas as Membership, Legislative, Business
     Recruitment and Business Retention.

     2. AUTHORITY: It shall be the function of all sub-committees to investigate and make recommendations to carry out such
     functions as may be assigned by the Executive Committee. No standing or special committee shall represent the
     Economic Development Council in advocacy or opposition to any project without the specific confirmation of the Executive
     Committee, whose action shall, in turn, be subject to review and confirmation by the Board of Directors of the St. Johns
     County Chamber of Commerce.

C. MEETINGS: Meetings of the Executive Committee shall be held monthly or at such times and places as the Executive Committee shall determine, or upon call of its Chairman with appropriate notification.

D. QUORUM: Four members of the Executive Committee shall constitute a quorum for the transaction of business at any regular or special meeting of the Executive Committee. Any action required to be taken at a meeting of the Executive Committee or any action which may be taken by the Executive Committee, may be taken without a meeting if the consent is in writing, setting forth the action so to be taken, signed by all the Executive Committee members, as the case may be, and is filed in the minutes of the Executive Committee. Such consent shall have the same effect as a unanimous vote. For the purposes of this section only, written consent may be validly communicated by any usually accepted form expressly including, without limitation, faxed correspondence or e-mail.

E. ATTENDANCE: Unexcused absences from three consecutive meetings shall be construed as resignation.

6. OFFICERS:

A. CHAIRMAN: The Chairman shall be elected annually by and from the Executive Committee. He or she may preside at all meetings of the Economic Development Council and the Executive Committee. He or she shall assign the elected members of the Executive Committee to the Chairmanships of the various sub-committees and shall perform all duties incident to his or her office. The Chairman in conjunction with the Executive Committee may recommend to staff action as may be deemed by him or her necessary to increase the usefulness of the Economic Development Council and appoint new members to the Executive Committee with the approval of the Executive Committee to fill vacancies created by terminations. NOTE: If the current Chairman is in his or her third year, he or she will serve a fourth year as immediate past Chairman and will be an ex-officio, non-voting member.

B. VICE CHAIRMAN: The Vice Chairman shall be elected annually by and from the Executive Committee. He or she shall act in the absence of the Chairman. In the absence of the two officers named, a member chosen by the Executive Committee shall act as Chairman.

7. STAFF:

A. The President of the Chamber shall be authorized to employ and/or terminate employment of any staff members assigned by the Chamber to work with the Economic Development Council. They will be regular staff members of the St. Johns County Chamber of Commerce. They will work in cooperation with the President of the Chamber. One of the assigned staff members will act as secretary to the Executive Committee, conducting the official correspondence, preserve the books, documents and communications relative to the work of the Economic Development Council. He or she will keep an accurate record of the meetings of the Executive Committee and perform any other duties as may be directed by the Executive Committee. The title of this employee/staff member shall be "Executive Director of the Economic Development Council."

B. PERSONNEL PROCEDURES: The Chamber's personnel procedures shall apply to all employees of the Economic Development Council, who shall also be members of the Chamber staff.

8. MEETINGS:

A. TIME AND PLACE: Meetings of the entire Council shall be held at such times and places as the Executive Committee shall determine, no less that semi-annually.

B. QUORUM: Twenty percent (20%) of the Economic Development Council membership shall constitute a quorum.

9. ELECTIONS:

A. NOMINATING COMMITTEE: By June 15 of each year, a nominating committee consisting of the Chairman, Vice Chairman and the Chairman of the Chamber shall only nominate as many Economic Development Council members as candidates for the Executive Committee as there exists vacancies. In the event any member of the nominating committee is unable to serve, the remaining two (2) members shall elect the third (3rd) member.

B. PROCEDURE: By July 1 names of those members selected by the nominating committee will be submitted to the entire membership. Additional nominations may be made from the general membership by submitting a petition signed by at least five (5) members to the nominating committee no later than 5:00 p.m., July 15. Determination of the nominating committee as to validity of petitions shall be final.

C. BALLOTS: Names of those members selected by the nominating committee and any additional names submitted via petition will be listed in alphabetical order on a ballot and mailed to each voting member by August 1, with a self-addressed envelope for return of the ballot. Deadline for return of ballots shall be 5:00 p.m., August 15.

D. RESULTS: The first two (2) or three (3) highest votes received, depending on the number of vacancies, will be declared elected, and these two (2) or three (3) will serve for a term of three (3) years, unless they are terminated under the provisions of paragraph (4) (C) or recalled by a majority of a quorum at an Executive Committee meeting.

E. LIMITATIONS: Members shall be limited to one (1) vote each.

F. TELLERS: The Chairman of the Executive Committee will appoint three (3) tellers to canvas the results of the election, one (1) of whom will be from the Executive Committee and two (2) from the membership at large.

10. FINANCES:

A. FISCAL YEAR: The Economic Development Council's fiscal year shall coincide with the fiscal year of the Chamber.

B. BUDGET: At the beginning of the fiscal year the Executive Director of the Economic Development Council will submit to the Chairman of the Economic Development Council a revenue forecast and marketing plan for that year for approval of the Executive Committee. It shall then be submitted to the Board of Directors. It shall be the responsibility of the Executive Committee of the Economic Development Council to monitor disbursements against limits set by the budget.

C. RECEIPTS/DISBURSEMENTS: No disbursements of the funds designated for the Economic Development Council shall be made unless the same shall have been previously approved in the budget and/or by the Executive Committee. Budget amendments may be recommended by the Executive Committee for approval by the Chamber Board of Directors. All funds are deposited into and disbursed through the Chamber's general account and are subject to Article XVI in the Chamber's by-laws. No revenues other than dues may be accepted by the Economic Development Council unless approved by a majority of the Executive Committee.

11. AMENDMENT:

These rules of procedure may be amended by majority vote of the Directors present at any regular or special meeting of the Chamber's Board of Directors, upon recommendation and/or with concurrence of the Executive Committee of the Economic Development Council.

(Revised 09/19/2007)