Toledo Bend
Bi-State
Alliance

Bylaws / Constitution

Updated as of January 2007 Vote

STATE OF LOUISIANA:

PARISH OF SABINE:

TOLEDO BEND BI-STATE ALLIANCE

CONSTITUTION & BY-LAWS

ARTICLE I

NAME

The name of this alliance shall be “Toledo Bend Bi-State Alliance”.

The purpose and objective of this Alliance shall be to enhance tourism, economic development, operation, maintenance and safety of Toledo Bend Reservoir as a recreational resource of the states of Louisiana and Texas. To assist local and state governments, including The Sabine River Authorities of Louisiana and Texas, in areas, which may effect the development of Toledo Bend Reservoir as a recreational resource.

The principal office shall be located at 210 Hillcrest Drive, Anacoco, La. 71403. Other offices for the transaction of business shall be at such places as the Board of Directors may from time to time determine.

ARTICLE II

MEMBERS

Member: After charter, membership must be approved by a three-quarters majority of the Board of Directors in attendance. Any non-governmental entity, organization or individual in the state of Louisiana or Texas, having a declared interest in meeting the purpose and objectives of this Alliance may become members. Members are not and will not be subordinate to the Alliance.

Advisor to the Board: As approved by three-quarters of the Board of Directors present, an individual, preferably a member of an Alliance organization may be appointed as advisor to the board to provide expert knowledge of the Sabine River Authorities of Louisiana and Texas and/or the Sabine River Compact or other areas of expertise deemed necessary by the Board.

Dues: Membership dues shall be payable in advance annually on January 1. Each organization shall pay $25.00, family $15.00 and individual $10.00 annually.

Charter Members: All members as of the February 23, 1998, Charter Meeting shall be certified as Charter Members.

Member in Good Standing: One whose dues are current. Failure to pay assessment shall be cause for removal from the roster.

ARTICLE III

BOARD MEMBERS AND OFFICERS

A Board of Directors will administer the affairs of the Alliance. Each member organization will designate in writing a member and an alternate to represent that organization on the Board of Directors. Either designee may represent their organization at Board meetings. In addition there shall be 5 Board Members elected from the general membership. The election shall take place at the January membership meeting of the year the term of office expires. The term of office shall be two years. The first election of the 5 at large board members shall be January 2006. Each member organization & each at large Board Member shall have only one vote on each issue. Each family shall on have one vote. The Board of Directors will elect one Chairman from each state (Co-Chairmen), a Secretary and Treasurer.

TERMS OF OFFICE:

The Co-Chairman: will serve a two-year term and may succeed themselves.

Board Members and Alternates: must be appointed a minimum of every two years; however, there is no limit to the number of terms an individual may be re-appointed by his/her respective organization . Any necessary changes in appointments must be made in writing to the secretary.

Officer Duties:

Co-Chairman : Shall chair all meetings. They shall publish an agenda; have a set of Constitution and by-laws and a book such as Robert’s Rules of Order. The Co-Chairman shall set the time and date for all meetings. It shall be their duty to appoint all committees. It shall be the duty of the Co-Chairman to select a replacement for any of the 5 at large Board Members positions in the event one becomes vacant. The appointment shall be for the unexpired portion of the term.

Treasurer: Maintains an orderly set of records and so inform the membership of the financial status of the Alliance. He/She shall present all invoices, or obligations, or proposed disbursements to the Board for approval, before payment. He/She will be responsible for having two signatures on any check before it is deemed valid. The signatures shall be those documented on the bank signature card, as per approval of the board.

Secretary: Shall be responsible for the recording of the minutes and other records of the meetings and safekeeping of all records, including correspondence entrusted to his/her guardianship. He/She will handle all communications in a timely manner. The Secretary’s report shall be read at the Board Meeting, the approved meeting notes will be authenticated by the Co-Chairman and copies furnished each Board member for delivery to the member organization. Such action will be noted in the Secretary’s minutes.

Advisor(s) to the Board: Will have demonstrated an in-depth knowledge of the operation of the Sabine River Authorities, The Sabine River Compact and Toledo Bend Reservoir or other areas of expertise deemed necessary by the Board. Will provide information on issues on which the board may base an action or program to be undertaken by the Alliance. Advisor(s) will not have voting privilege and will be selected from a member organization if possible. More than one Advisor may be appointed.

All officers and members of the Board shall serve on the Board of Directors for their respective terms and they shall receive no remuneration in any form for their services.

ARTICLE IV

MEETINGS

Meetings will be held at an announced location on the 4th Monday of the month with the exception that no meeting will be held in December. Said monthly meetings shall adjourn in two hours. Special meetings may be called when deemed appropriate by the Co-Chairman, due to pressing business requiring the Boards attention.

ARTICLE V

OPERATING GUIDELINES

The following guidelines shall be followed to ensure the will of the members be known and all proposed actions/programs have the approval of a three quarter majority of the Alliance.

1. Any member may recommend a proposed action or project for consideration by the Board. Sufficient information must accompany the recommendation to enable the Board to make a decision on the matter.

2. If the Board approves the recommendation, it will be taken back to the members for discussion and approval, with or without modification, or rejection.

3. The approval or rejection will be transmitted back to the Board and a final vote made.

4. If an action is approved, the Board will make work assignments to appropriate individuals or organizations. Work may include research of information necessary for a presentation to a government agency or body or preparation and dissemination of petition material, signature collection, etc.

5. The Board will also approve funds to cover necessary expenses associated with the work assignment.

6. The Co-Chairman of the Board of Directors or other designated individual(s)/member Organizations will make any required presentations to government or other operating entities.

7. The Board, through the Co-Chairman or others designated by the Board, will coordinate press releases and coverage with appropriate news media. Only information approved by these persons should be released to the media.

8. The Board will appoint a representative to monitor the actions of the operating entity or entities. This/these individual(s) will report all information on the project to the Board for dissemination to the Alliance membership.

ARTICLE VI

AMENDMENTS

The by-laws may be amended or revised by an affirmative vote of two-thirds of all members present at a meeting designed for that purpose. Proposed amendments shall be presented and discussed two months prior to voting.

For complete information about Toledo Bend Reservoir and the surrounding areas of Louisiana and Texas, always go to toledo-bend.com