Bylaws of the Colorado Fire Chaplains Association ("CFCA")
Section 1. Principal Office. The principal office of the CFCA is located at 2746 Fifth St. Castle Rock, CO. The mailing address is: 4833 Front Street, Unit B – 160, Castle Rock, CO. 80104. The principal office location and mailing address may be changed by the Officers (Article 5) of the CFCA (the "Officers"). The CFCA may also have offices at other places within or outside of Colorado.
Section 1. Classes of Membership. The CFCA shall have two classes of Members: (1) Chaplain Members and (2) Associate Members. "CFCA Members" shall mean all members of both classes.
Section 2. Qualifications for Membership.
(A). A Chaplain Member shall be a person officially designated as a chaplain by a fire department or recognized by a religious denomination for a particular ministry.
(B). An Associate Member is a non-chaplain person interested in the fire service and the role of chaplains therein.
Section 3. Removal from Membership. If a CFCA Member engages in illegal, unethical or immoral conduct thereby actually or potentially damaging the Chaplain's or the CFCA's reputation, or if a Chaplain Member's beliefs and practices do not conform in a broad general sense to historic Judeo-Christian traditions, or their particular faith beliefs and practices he or she may be removed from membership by a vote of the Chaplain Members if he or she does not resign.
Dues and Assessments
Section 1. Payment of Dues and Assessments. CFCA Members shall pay dues and assessments in the amounts and by the times determined by the Officers. Dues and assessments are intended to cover reasonable and proper expenses.
Section 2. Nonpayment of Dues and Assessments. The failure to pay dues and assessments in the amounts and by the times determined by the Officers may cause a CFCA member's membership and privileges to be suspended or terminated, as determined by the Officers.
Section 3. Amount of Dues and Assessments will be determined by the CFCA Board during their November Meeting and will take effect on January 1st of the next fiscal year.
The fiscal year shall be the calendar year.
Officers and their Duties
Section 1. Officers. The Officers shall consist of a President, 1st Vice-President, 2nd Vice President, Secretary, and Treasurer. Any two or more offices may be held by the same person, except for the offices of President and Secretary and the offices of President and 1st Vice-President. The President and Treasurer shall have check signing authority. The Officers may appoint others to a non-elected position such as a Regional Representative, Webmaster, Training Director, Director of Membership or an Executive Assistant. The Officers may appoint an Advisory Board (Article 6).
Section 2. Election of Officers. An election of Officers by CFCA Members shall be held at the annual meeting (Article 7) of CFCA every two years. Officers are elected to serve for a term of two consecutive fiscal years (ending at the next election of officers). The President and 1st Vice-President shall not serve more than two consecutive terms, without a lapse of at least one fiscal year. A vacancy in any office may be filled at any time by the Officers electing a Chaplain Member to serve until the expiration of the term vacated.
Section 3. President. The President shall be the Chief Executive Officer of the CFCA and shall have general and active control of its ordinary affairs and business in pursuit of the mission statement of the CFCA.. The President shall preside at meetings except for Advisory Board meetings. The President shall have the authority to sign all contracts and other instruments on behalf of the CFCA except as the authority may be restricted by resolutions of the members adopted from time to time. The President reserves the right to call for a closed executive meeting for the good of the CFCA.
Section 4. Vice-President. In the absence of the President, or the inability of the President to act, the duties and powers of the office shall be performed and exercised by the 1st Vice-President. A 2nd Vice President assists the President in the governance of the CFCA with duties assigned by the President and Board.
Section 5. Secretary. The Secretary shall have the responsibility for the preparation and maintenance of the minutes of the meetings and other records and information required to be kept by the Officers and for authenticating records of the CFCA. The Secretary shall perform all duties usually incident to the office of the Secretary.
Section 6. Treasurer. The Treasurer shall have general supervision over the care and custody of the funds and securities of the CFCA and shall deposit the same or cause the same to be deposited in the name of the CFCA in the financial institution or institutions that the Officers may designate. The Treasurer shall keep or cause to be kept full and accurate accounts of all receipts and disbursements of the CFCA and shall render or cause to be rendered financial statements of CFCA.
Advisory Board (If appointed by the Officers)
Section 1. An Advisory Board (the "Board") of the CFCA may be appointed by Officers of the Board of Directors for the purpose of some specific task deemed necessary by the Officers of the Board of Directors. It shall consist of not fewer than three members and not more than seven members. The number of members may be fixed or changed from time to time by a vote of CFCA Members at a meeting of CFCA Members. If and when the CFCA Members establish an Advisory Board, the time and other details of Board elections will be established.
Section 2. Officers of the Advisory Board. From among the Board Members, the Board shall elect a Chairperson, a Vice-Chairperson and a Secretary. The Chairperson shall preside at meetings of the Advisory Board. The Vice-Chairperson shall assume the role of the Chairperson in the absence or inability of the Chairperson. The Secretary shall take minutes and maintain a record of meetings.
Section 3. Duties of the Advisory Board. The Board shall prayerfully seek God's guidance and invest time in thinking, in order to provide wise advice and counsel to the CFCA Members. This includes providing insight on the most effective ways chaplains can be a resource for responding, relating, and ministering to the fire service personnel and those they serve.
Meetings of CFCA Members
Section 1. Annual Meetings. An annual meeting of the CFCA Members shall be held during the Month of January unless a different time and date is set by a resolution of the Officers.
Section 2. Officer Meetings. Officer Meetings will be called by the President on a regular basis. These meetings are open to all CFCA Members to attend. The President reserves the right to call closed Executive Meetings as defined in article 5.
Section 3. Regular Meetings. Regular Membership meetings shall be held at regular and consistent intervals and times set by the officers.
Section 4. Special Meetings. A special meeting of the CFCA Members may be called by the President.
Section 5. Notice of Meetings. Notice of a meeting, whether annual, regular or special, shall include the place, date and time of the meeting and shall be sent via email. Notice of an annual or regular meeting shall include a description of any matter or matters (known at the time) that must be approved by the members or for which membership approval is sought. Notice of a special meeting shall include a description of the purpose or purposes for which the meeting is called. In the event of an emergency requiring immediate action a meeting may be convened by the Officers or the Board as soon as reasonably practical.
Section 6. Quorum. CFCA Members attending an Annual, Regular, or Special meeting shall constitute a quorum at the respective meeting. Officers are responsible for the day to day operations of the CFCA.
Section 7. Voting by Members. All acts and resolutions of the CFCA Members shall be deemed adopted upon favorable vote of a majority of the votes cast by CFCA Members and must include 2/3 of the Officers of the CFCA. In order to hear any deliberation prior to a vote, voting members must be present to vote unless the Officers approve voting by proxy for an issue.
Section 8. Meetings by Telecommunication. Any or all of the members may participate in an annual, regular, or special meeting of the members, or the meeting may be conducted through the use of any means of communicating by which all persons participating in the meeting may hear each other during the meeting. A person participating in a meeting by this means is deemed to be present in person at the meeting.
Section 9. Written Ballots. Any action that may be taken at any annual, regular, or special meeting may be taken without a meeting if the CFCA delivers a written ballot to the members.
Section 10. Action Without Meeting. Any action required or permitted to be taken at a meeting may be taken without a meeting if members have been notified and no member objects via email within ten days of the notification.
Amendment of the Bylaws
The CFCA Members may amend the bylaws at a meeting following a thirty day written notice to add, change, or delete a provision. Revisions or corrections (such as grammatical) may be made to the Bylaws by an Officer without a vote of CFCA Members and without being considered amendments so long as they do not change, add, or delete any intended meaning, process or procedure in the Bylaws.