- ARTICLE 1: ASSOCIATION AND NAME
Section 2: The business address of this association shall be that of the current Treasurer’s business address. The website shall be update accordingly.
- ARTICLE 2: MISSION STATEMENT
*Definition of Distribution – the management of movement, inventory control, protection and storage of raw materials and processed or finished goods to and from the production facilities with the economic focus being up on time and place utility.
- ARTICLE 3: STRUCTURE
Section 2: This organization is not formed for pecuniary gain or profit, and does not contemplate pecuniary gain or profit to members of officers thereof; and no part of the earnings of the organization shall inure to the benefit of any member or officer thereof, or any private individual, with the exception of the scholarship program.
- ARTICLE 4: MEMBERSHIP
Active, Associate and Honorary
A) Active Membership shall be granted to all persons actively engaged in the distribution of gas liquids products in the petroleum industry.
B) Application for active membership shall be submitted to the membership committee and approved by the Board of Directors.
C) Members in good standing who cease to be eligible for active membership shall be allowed to retain active membership for the remainder of the association year.
A) Honorary Membership may be granted to those whom the organization may wish to confer special distinction in recognition of outstanding service to the organization. (See Addendum 1)
B) Nomination for honorary membership shall be submitted to the Board of Directors for consideration and would need 2/3’s vote of approval by the Board; then such honorary membership shall be conferred at the next meeting of the association. Membership fees are waived.
A) All classes of membership are entitled to one vote. Membership shall be terminated when any member is delinquent in financial obligations or is otherwise ineligible. Membership of a member considered undesirable may be terminated by a 2/3’s vote of the Board of Directors only after a thorough investigation and provided such member shall have been afforded an opportunity to be heard.
- ARTICLE 5: BOARD OF DIRECTORS
Section 2: The Board of Directors shall be the administrative body of the association, shall have the authority to act in any and all matters pertaining to the association, and shall exercise general control and supervision over all association officers and committees.
Section 3: The officers of the organization shall be: President, Vice President (or more than one as the directors may elect), Recording Secretary, Corresponding Secretary and Treasurer.
Section 4: There shall be a minimum of one director for every twenty (20) members or (5%) of the prior year’s membership. (Example: 142 members equal 7 directors.)
Section 5: The officers and directors are responsible for the selection of the GLDA Scholarship recipient(s). A 2/3’s vote is needed for approved scholarship recipient. Children and relatives of Board of Directors cannot be awarded a scholarship unless; the said Board of Director vacates his/her vote for that particular applicant.
- ARTICLE 6: DUTIES OF BOARD MEMBERS
Section 2: The Vice President shall assume the duties of the President in the President’s absence. The Vice President shall succeed to the Presidency in case of vacancy in that office. The Vice President shall assist the President with fielding questions from GLDA members and providing answers, responses and information on web site.
Section 3: Recording Secretary shall keep a factual and unbiased record of the proceedings of all meetings of the Board and the association. This office shall have custody of the bylaws and all organization records not specifically assigned to another office.
Section 4: Corresponding Secretary shall, with the web master, issue all authorized notices to the membership, and shall carry on all the outside correspondence of the association by e-mail notification or posting on the website.
Section 5: Treasurer shall collect all funds of the association as directed by the Board. All signed checks/debit card purchases over $1,000.00 require two officer signatures. Also, the Treasurer shall furnish the board of Directors with statements of income and expenditure as directed.
Section 6: Directors shall serve as members to one or more committees and shall serve as liaison between such committees and the Board.
Section 7: Immediate Past President shall act as an advisor to the President and other members of the Board. Should an immediate past president leave the employ of the industry or vacates his or her position for any reason during their term, the previous past president will act as an advisor to the President and other members of the Board.
- ARTICLE 7: TERM OF OFFICE AND VACANCIES
Section 2: No member shall hold the same office for more than four (4) terms in succession, and no member shall hold more than one office concurrently.
Section 3: In the event of a vacancy in any office, other than the Presidency, such vacancy shall be filled for the remainder of the unexpired term by a person elected by a 2/3’s vote of the Board of Directors. Vacancies within the Board of Directors shall be filled only if the current membership total is in excess of twenty (20) times the number of remaining directors. New directors shall be elected by a 2/3’s vote of the Board of Directors.
Section 4: Should an officer or director leave the employ of the industry, such officer or director shall have a period of one hundred eighty (180) days in which to again secure employment within Gas Liquids Distribution section of the industry. Failure to do so shall create a vacancy which shall be filled as provided in Section 3.
- ARTICLE 8: MEETINGS
Section 2: Special meetings may be called by the President, by a majority of the Board of Directors, or upon written request of 25% of the voting members, provided all members are notified in writing of the time, place and purpose of such a meeting. No matter shall be considered at a special meeting except that stated in the call to the meeting. Except in cases of emergency, at least ten (10) days’ notice shall be given.
Section 3: The 4th quarter meeting shall be designated the annual meeting at which time the elections for the following year shall be held and installed.
Section 4: Meeting (physical gathering or electronically) of the board shall be held quarterly at a time and place agreeable to all members.
Section 5: Where any association function or meeting requires advance reservations, each member who makes reservation for such function or meeting shall be responsible to the association for the full cost of the reservation unless canceled at least forty-eight (48) working hours before the scheduled function or meetings.
- ARTICLE 9: QUORUM
Section 2: Two-thirds (2/3’s) of the board members shall constitute a quorum at a meeting of the board.
- ARTICLE 10: NOMINATIONS & ELECTIONS
Section 2: Officers will be elected by a quorum of the newly elected directorial body.
Section 3: Members of the Board of Directors and officers shall assume their duties of the first day of the association year following their election.
- ARTICLE 11: DUES
Section 2: Annual dues shall be $40.00 and are due on the first day of the association year. Dues paid after the yearly cutoff date shall be $45.00 except in the instance of members new to the industry.
Section 3: Dues and membership status are considered the property of the members. Members leaving sponsored companies can take their membership with them for the remained of that year. Replacement employees of that sponsored company must join GLDA as a new member.
- ARTICLE 12: ASSOCIATION YEAR
- ARTICLE 13: COMMITTEES
The duties of these committees shall be as follows:
Responsible for organizing committee members to arrange for annual GLDA golf tournament(s); including management of fees paid, donations solicited, and all related disbursements.
Responsible for preparing tentative programs covering the current year and getting speakers for the regularly scheduled meetings.
Responsible for tracking the members attending paid events. Members must attend at least one paid functions in the prior year the applicant applies IF the GLDA hosts at least 5 events. The first event of the scholarship year will be the Scholarship luncheon.
- ARTICLE 14: POLICY
Section 2: No member shall use or cause to be used the name of the association for personal profit. Any use will result is in termination from the board and a lifetime ban from the organization.
Section 3: The association roster is for the exclusive use of the members.
Section 4: To assure the non-shareholding, noncommercial, nonprofit, nonpartisan, and non-bargaining provision of Article 3 of these bylaws, this association may not participate in any activity which may be interpreted as a violation of these principles, nor shall its publication reflect views contrary thereto.
Section 5: No member of this association shall ever be held liable for the contract, fault, neglect, or debts of said association in any further sum than the unpaid balance, if any, due by them or their annual dues, or due by them for dinners or other fees as they may have obligated themselves to.
Section 6: Eligibility: An applicant must be employed full-time and engaged in the gas liquids industry.
Section 7: Members are encouraged to invite prospective members to attend regularly scheduled meetings.
Section 8: All committee chairmen are responsible to the Board of Directors for money collected or spent under their direction. Each expenditure properly classed as association business must be supported by sales tickets, invoices, etc. All checks for dues, reservation, etc., shall be made payable to Gas Liquids Distribution Association.
Section 9: The Board of Directors shall have authority to approve an expenditure of $100.00 or less; however, no single expenditure exceeding $100.00 shall be made without prior approval of membership, the exception being payment of reservation of dinner, hall rental, postal box rental and/or presentation expenses.
Section 10: The activities of the association shall comply in all respects with applicable laws, including without limitation the U.S. anti-trust laws.
Section 11: A GLDA Scholarship program shall be administered yearly, providing that available funds are in the treasury. The Board of Directors shall decide the amount and the number of scholarship awards. Scholarship applications shall be sent to all members for distribution to applicants related to a GLDA member. Recipients shall be excluded from applying the following year. Member must be in good standing with paid dues and must have paid and attended at least one functions in the prior year applicant applies IF the GLDA hosts five events.
- ARTICLE 15: GLDA CREDIT CARD AND BANK ACCOUNT
Section 2: In the event of a vacancy of the President, Vice President, or Treasurer the two remaining Directors will have the bank freeze the vacated individual’s credit card and account access within 72 hours.
Section 3: Once the vacancy from Section 2 has been filled the new Director will be added to the account and given a GLDA Credit Card.
Section 4: The GLDA Account and Credit Card is you to be used for GLDA events and approved purchases. At no point are personal purchases or non-approved purchases allowed. In the event a non-approved purchase the purchaser will be immediately removed from his/her position.
Section 5: Any approved credit card purchases over $1,000.00 require two officer signatures.
Section 6: All approved GLDA credit card original purchase receipts or paid invoices should be given to the Treasurer.
- ARTICLE 16: RULES OF ORDER
- ADDENDUM I
1. Helen Johannes
2. Jack Plummer - Additionally receives invitation and gratis admittance to the Houston Golf Tournament
3. Elphine Blaschke
4. Sandi Horne
5. Ina Hermes