ALABAMA BAIL BOND ASSOCIATION
1.01. Name. The corporation shall transact business in the name of Alabama Bail Bond Association, Inc. It is herein called the “Association” or “Corporation”.
1.02. Corporate Offices. The address of the principal office of the corporation shall be 150 Palmetto Street, Mobile, AL 36603. The Corporation shall maintain offices at 150 Palmetto Street, Mobile, 36603
1.03. The Board of Directors shall provide for a corporate seal, which shall be circular in form and shall be inscribed thereon, the name of the corporation, the state of incorporation, and the words “Corporate Seal.”
1.04. Fiscal Year. The fiscal year of the Corporation shall begin on the 1st day of January and shall end on the 31st day of December.
1.05. Object: The object of the Association shall be to effectively organize, advance, and improve in every way possible the professional bondsmen industry, conforming to professional and ethical standards of the industry through the united efforts of the individual members of the association and in Corporation with the commission of Insurance and those responsible for issuing bail bonds in each jurisdiction of the state and through a continuing education program for professional bondsmen harmonious and in consonant with the constitution of the United States and the state of Alabama. It is further the intent and purpose of this association to provide a method and procedure for financing for education programs and related activities of the professional bondsmen industry.
2.01. Membership Eligibility. Members shall consist only of professional bondsmen licensed and authorized to do business in the state of Alabama in good standing which have been elected to membership by membership contained herein including the following:
(1) Agree with the aim and purpose of the Alabama Bail Bond Association, Inc.
(2) The records of the Professional Bondsmen licensed and authorized to do business in the state of Alabama, including the books of those seeking membership in the association shall at all times be subject to the audit by a duly authorized representative of the state.
2.02. Application for Membership. Professional Bondsmen licensed and authorized to do business in the state of Alabama applying for membership in this association shall present written application, accepting and agreeing to abide by the bylaws of the Alabama Bail Bond Association, Inc., now existing or subsequently enacted or adopted and any amendments thereto.
2.03. Election of Membership. Application for membership shall be acted upon by the Board of Directors of the Association at the first meeting of said Board. A majority vote of the Board present and voting shall be necessary to elect.
2.04. Each professional surety company or professional bail company who is a member of the Association in good standing licensed and authorized to do business in the state of Alabama shall be entitled to one vote and only one vote for or on behalf of a professional surety company or a professional bail company. For the purpose of this section, any individual or agent who is employed by a professional surety company or a professional bail company are not entitled to a vote. An individual member’s right to vote may not be transferred to another person.
The Board of Directors of the Corporation shall have the authority to examine and verify the eligibility of each constituent unit or member of the Corporation, the right to vote at any special or regular meeting of the Corporation.
2.05. Withdrawals. Any member may withdraw from the association by submitting to the secretary-treasurer a written resignation.
2.06. Names and Mark. Members acknowledge by their membership that the name Alabama Bail Bond Association, Inc., and the emblem and markings of the Alabama Bail Bond Association, Inc., and any use thereof by the members shall be only with the consent and control of the Alabama Bail Bond Association, Inc.
3.01. Dues. The cost of the 12-hour course and test shall not exceed five hundred dollars ($500.00) and the cost of the animal eight-hour continuing education course shall not exceed five hundred dollars ($500.00).
3.02. Expenses of Officers and Directors. Officers and Directors when ordered out on special work by the Board of Directors, President, or the Secretary-Treasurer, in addition to such expenses or the employment of the Secretary-Treasurer, clerical help, printing, postage, telephone, and other expenses duly authorized by the Board of Directors.
4.01. Annual Meetings. The annual meeting of the Alabama Bail Bond Association shall be at such place and at such time as may be fixed by the Board of Directors. Notice of the time and place of each annual meeting shall be mailed to each member at least twenty (20) days in advance thereof.
4.02. Special Meetings. Special meetings may be called by the President or by a majority vote of the Board of Directors. Reasonable notice of all special meetings shall be sent by the Secretary-Treasurer to each member of the Association in advance of such meeting. In the case of a special meeting, such notice shall state the object of the meeting and subject to be considered.
4.03. In an annual or special meeting of the membership, the quorum is a majority of the members who have been registered.
5.01. Election and Duties. The Board of Directors shall elect initial officers of the Corporation, comprised of a President, a First Vice President, a Second Vice President, and a Secretary-Treasurer whose terms shall end following the election and qualification of their successors at the annual meeting of the members in 2015.
Thereafter, the constituent members of the corporation from each of the seven (7) Alabama Congressional Districts as constituted on 1 January 2015, shall meet and caucus at the annual meeting of the Corporation to make or present names or nominations to the voting membership for the election of the different officers of the Corporation.
Provided, however, no more than one Vice President and Secretary-Treasurer then shall serve for a term of three (3) years or until their successors have been elected.
5.02. After the area Vice Presidents have been elected, the First Vice President shall the role of the President or perform the duties of the President due to death or disability or a vacancy in the office of the President. In the event the First Vice President is unable to perform, then the second Vice Presidents to perform such duties.
5.03. President. The President shall preside at all meetings of the Association. He or she shall be chairman ex officio of all regular and special meetings of the Board of Directors and the Executive Committee, subject to the control of the Board of Directors, the President shall have general management and control of the affairs and business of the Association and shall perform all other duties and exercise all other powers as are issued or commonly incident to his or her office or to which he or she may at any time be authorized or required by the law.
5.04. Officer’s Duties. The officers and members of the Executive committee shall perform such duties as may be assigned to them by the President or the Board of Directors.
5.05. Secretary-Treasurer. The Secretary-Treasurer shall be responsible for maintaining the financial records of proceedings for the Association and shall perform such other duties customary for such office. The Secretary-Treasurer shall receive all money paid to the Association and place same with depositories designated by the Board of Directors and shall disburse money only upon written order signed by the President. He or she shall carefully account for all transactions and make a full report of same at the annual meeting or at any time upon demand of the President or the Board of Directors.
5.06. Bonds. The Board of Directors shall see that the President, the Secretary-Treasurer, the Board of Directors, and other officials or employees holding responsible positions be placed under suitable bond.
Board of Directors
6.01. Members of Board of Directors; Terms; Districts. The Board of Directors shall consist of the President, the Vice President, Secretary-Treasurer, the seven district directors, and one associate director, who shall be nominated by the association members who shall all be elected from the state at large from the floor and voted upon by the membership in session at the annual meeting; Each of the seven board districts (the seven congressional districts) shall meet and caucus at the annual meeting and shall nominate a person to serve on the Board of Directors from such district. Such nomination shall then be presented to the membership and other nominations for each district director or area Vice President may be made from the floor. The person to serve as a member of the Board of Directors or (area Vice President) from each district shall be elected by the membership at the annual meeting. For the good of the order board members shall not be eligible to serve in such capacity, provided he or she has been convicted of a felony, crimes of moral turpitude, or has outstanding obligations or debt to any state, county, or municipal court. Board members shall be elected from members of the Association in good standing who are licensed and authorized to do business in the state of Alabama. The President, the Vice President, and the Secretary-Treasurer shall serve for a term of three (3) years. The Director in congressional districts 1, 4, and 7 shall be elected for one (1) year, the director in congressional districts 2 and 5 shall be elected for two (2) year terms and the director in congressional districts 3 and 6 shall be elected for three (3) years, thereafter all directors shall be elected for a staggered term of three (3) years.
6.02. Duties of the Board of Directors. The Board of Directors shall carry out the policies of the Association as outlined by the membership and shall be empowered to manage the affairs of the Association to be charged of the disbursement of funds; to act as a judge of the qualifications of all applicants for membership; and to appoint and employ such agents as may be necessary and as funds will permit. In case of a vacancy on the Board of Directors, the Board of Directors shall have power to elect or appoint a successor to serve until the next special annual meeting of the Association.
6.03. Meeting of the Board of Directors. The Board of Directors shall meet in January, April, July, and November or as near thereto as practicable or when called to meet by the President or by majority of the Board itself.
Meetings may be held at any time without notice if all the directors are present or if those not present waive notice before the meeting in writing. Board meetings (other than the annual meeting which shall be held in person) may be held in person, by telephone, or other electronic conference call or electronic online conference meeting, by email, or in such other manner as the Board may approve in corporate policies, that notice of the meeting is given to all Board members and a quorum of the Board participates in such meeting.
6.04. Quorum. A majority of the Board of Directors shall constitute a quorum.
7.01. Executive Committee. The President, the four Vice Presidents and the Security Treasurer shall constitute the Executive Committee. Such committee shall have the authority to function in the interim period between meetings of the Board of Directors in carrying out the policies of the Association as outlined by the membership of the Association. The President, Secretary Treasurer of a majority of the committee may call a meeting of the committee. The Secretary Treasurer shall keep a record of proceedings of the committee and report all proceedings of the committee to the next succeeding regular meeting of the Board of Directors for such action as may be appropriate,
7.02. Other Committees. The President shall appoint such standing, special, or other committees as may be authorized by the Board of Directors.
7.03. Meetings of Committees. These committees shall meet when called by the President or Secretary Treasurer and report to the Board of Directors,
8.01. The rules contained in the current edition of Roberts Rules of Order Newly Revised, shall govern the organization in all matters which they are applicable and in which they are not inconsistent with the bylaws and any special rules of order this organization may adopt.
9.01. To the full extent permitted by the corporation law of the State of Alabama, the Corporation shall indemnify any person who was or is a party to any civil, criminal, administrative, or investigative action, suit, or proceeding by reason of the fact that he/she is or was a Director or officer of the Corporation, or is or was serving at the request of the Corporation as a Director or officer of another corporation, against expenses (including attorneys’ fees), judgments, fines, and amounts paid in settlement actually and necessarily incurred by him/her in connection with such action, suit, or proceedings; and the Board may, at any time, approve indemnification of any other person which the Corporation has the power to indemnify under the General Corporation Law of the State of Alabama. The indemnification provided by this Article shall not be deemed exclusive of any rights to which a person may be entitled as a matter of law or by contract. The foregoing shall not apply to matters as to which any such person shall be adjudged in such action, suit, or proceeding to be liable for negligence or misconduct in the performance of a duty. The Corporation may purchase and maintain indemnification insurance for any person to the extent permitted by applicable law.
9.01. These bylaws may be amended or added to at any regular or special meetings of the Association upon the affirmative votes of two-thirds of the membership of the Association present and voting at a meeting.
The foregoing Bylaws were adopted by the Board of Directors on the 18th day of November 2013.