Constitution and By-Laws South Carolina Association of Fairs
Revised April 2006

ARTICLE I – NAME

Section 1. The Name of this Association shall be known as the “SOUTH CAROLINA ASSOCIATION OF FAIRS.”

ARTICLE II – PURPOSE

Section 1. The general purpose of the Corporation is:
A. To further the interest in education, agriculture and industry in the State of South Carolina.
B. To encourage and assist the maximum educational development and improvement of Fairs, livestock shows and exhibitions.
C. To encourage and foster a spirit of cooperation among its members.
D. To exchange ideas on publicity and details of management as well as problems local to each activity and event, but which might become problems of general interest.
E. To coordinate efforts in setting dates of the various activities so that there may be a minimum of conflict.
F. To serve as a public relations medium.
G. To hold annual and special meetings.
H. To maintain beneficial international, national and interstate contacts offered by annual membership in the International Association of Fairs and Expositions.

ARTICLE III – MEMBERSHIP

Section 1. MEMBERSHIP COMMITTEE – A membership committee of not less than three shall be appointed annually by the President and approved by the Board of Directors, to which committee, all membership applications shall be referred and no member may become eligible for membership in this Association until approved by a majority of the membership committee and the Board of Directors.

Section 2. ACTIVE MEMBERSHIP – Any County, District, community or any other agricultural or industrial association organized to conduct agricultural fairs, festivals providing rides, livestock shows, industrial shows and home shows in the State of South Carolina, that wishes to become a member of this Association, upon written application to the Secretary, approved by the membership committee and subject to the majority vote of the approval of the Board of Directors and a payment of dues for one year, as provided in the By-laws of this Association may become a member. Each member of this Association shall be entitled to two voting delegates at all meetings of the Association, but may send as many representatives as it desires.

Section 3. ASSOCIATE MEMBERS – Individuals who are actively engaged in the public entertainment field, such as owners of midways, carnivals and sideshows and Allied Enterprises that wish to become members of this Association, upon written application to the Secretary, approved by the membership committee and subject to a majority vote of the approval of the Board of Directors and a payment of dues for one year, as provided for in the By-laws of this Association may become a member. An Associate Member shall be a non-voting member. This, however, shall not preclude the wise use of an Associate Member in an advisory capacity to any regular or special committee.

Section 4. HONORARY MEMBERSHIP – Honorary membership in this Association may be awarded to an individual at any annual meeting. It is contemplated that Honorary Membership may be awarded to members of the Agricultural Extension Service, the Experiment Station Staff, State Department of Agriculture, State Department of Education, Retired Fair Personnel and to any other individual who is considered by a majority vote of the Board of Directors to have rendered conspicuous and outstanding valuable service to the Association. Nominations for Honorary Membership shall be made by the Board of Directors, or at least 5 Active Members. Such Honorary Members shall be elected by the General Membership and not obligated to pay membership dues. Honorary Members shall be non-voting members.

Section 5. OTHER CLASSES – Other classes of membership may be provided from time to time by majority of the Directors voting.

Section 6. RECORDATION OF MEMBERSHIP – Membership shall be recorded in the name of the Association, corporation, partnership, or firm. Membership shall not be transferable. Each active member shall designate the voting delegates in writing.

Section 7. TERMINATION OF MEMBERSHIP – Any member may voluntarily resign or withdraw from membership in this Association at any time upon giving 30 days notice to the Secretary of the Association. Upon such withdrawal, he shall cease to enjoy any privileges of membership. The resigning member shall not only forfeit his dues for the current year, but may not voluntarily withdraw in good standing if any indebtedness is still owing to the Association.

Section 8. SUSPENSION OR EXPULSION – It shall be within the powers of the Board to summon before it any member whose conduct shall appear to the Board of Directors to be prejudicial to the character or welfare of the Association, or contrary to or in violation of its articles and rules. The Secretary shall notify such members of such hearing at which he shall be accorded all rights to defend himself of the charges. At such hearings, the members may be censored, suspended or expelled, by a majority vote of the Board of Directors at the meeting.

Section 9. VOTING PRIVILEGE – Only active members and officers shall have a right to vote. Each active member (i.e. as per article III, Sec. 2) shall have two votes and said member must designate its voting delegates who are each authorized to cast one vote. One Associate member elected by associate members has the privilege to vote. Honorary Members have no voting right. Active members and officers who are not current with their dues shall not be entitled to vote. When a designated delegate of an active member is absent from the meeting, for any reason whatsoever, he may designate in writing, witnessed by a third party, another person who shall have all rights and privileges as a designated voting delegate. All officers have the right to vote because of the office they hold. An officer cannot designate someone else to vote for him. An officer cannot vote as an officer and designated delegate. An individual can only vote once.

ARTICLE IV – DUES

Section 1. DUES – Annual dues shall be provided for in the By-laws of this Association.

ARTICLE V – OFFICERS AND DIRECTORS

Section 1. OFFICERS – The officers of the Association shall be a President, Immediate Past President, a Vice President, as established by this Association. A Secretary-Treasurer and Executive Director is to be designated by the Board of Directors. Section

Section 2. DUTIES OF OFFICERS –
A. Board of Directors – A governing body of this Association shall be the Board of Directors, to be constituted as the By-laws of this Association may provide. The Board of Directors shall have the authority to pass upon all matters not in opposition to action taken by the membership at its regular or special meetings. Board members will keep in contact with all Fairs in their respective districts and assist the organization in its operation.
B. Executive Committee – The Executive Committee is composed of the President, Immediate Past President, the Vice President, and the Secretary-Treasurer. Two thirds of the Executive Committee is required for any action and constitutes a quorum.
C. President – The President shall preside at all general meetings of the Association and at the meetings of the Board of Directors. With the Secretary, he shall sign all certificates of membership and obligations of the Association. He shall perform other duties as may be assigned to him by the Board of Directors and the usual duties pertaining to his office.
D. Immediate Past-President – In the absence of the President, the Immediate Past-President shall perform such duties as usually pertaining to the President.
E. Vice-President – In the absence of the President and the Immediate Past-President, the Vice-President shall perform the duties of the President.
F. Secretary-Treasurer – The Secretary-Treasurer shall give due and proper notice of all meetings, take the minutes of such meetings, keep correspondence in all records of the members and perform such other duties as the Directors may from time to time assign him.
G. Executive Director – The Executive Director shall collect all money due the Association, have the care and custody of the responsibility of the funds of the Association, which shall be deposited in the name of the Association in such bank or place of deposit as the Board of Directors designates and have the custody of all securities of the Association. The Executive Director shall keep proper books of account showing deposits of all funds that may pass through the office and make a full report in writing covering the financial condition of the Association at each Annual Meeting of the Association and at other times as requested by the Board of Directors. The Executive Director shall have his/her books ready for audit at least once a year and more often if determined by the Board of Directors.

ARTICLE VI – AMENDMENTS

Section 1. These Articles and By-laws may be amended as provided by the By-laws of the Association.

BY-LAWS

ARTICLE 1 – ELECTION OF OFFICERS AND DIRECTORS

Section 1. Board of Directors – At each Annual Meeting of the Association the Board of Directors shall be chosen by a vote of the active membership. The Board of Directors shall consist of the Officers whose term of office shall be for one year and eight directors elected from the State at large whose term of office shall be for two years. Four directors shall be elected each year so that there will be a continuing membership on the Board. To accomplish this, the first year that these by-laws are adopted, four Directors shall be elected for one year and four Directors shall be elected for two years. No person may serve in any office more than two consecutive terms. This does not prevent him from being elected to the same office for a third term, provided a period of time of one year has elapsed since he served in that office. The limitation of time does not apply to the Secretary-Treasurer or Executive Director, who may serve as long as the Board of Directors desires. The Immediate Past President shall serve as “ex-officio” member of the board for a two year term.

ARTICLE II – DUES

Section 1. ACTIVE – The Annual Dues for active members shall be $150.00 for Fairs with paid Gate Admissions over $100,000, $100.00 for Fairs with paid Gate Admissions between $50,000 – $100,000; and $50.00 for Fairs with paid Gate Admission under $50,000. $50.00 for Festivals.

Section 2. ASSOCIATE – The annual dues for Associate members shall be $150.00 for Carnivals and $75.00 for all others.

Section 3. FISCAL YEAR – The Fiscal Year of the Association shall be the calendar year.

ARTICLE III – VOTING PRIVILEGES

Section 1. ACTIVE MEMBER – Each member organization shall be entitled to two voting delegates.

Section 2. OFFICERS – Each member of the Board of Directors and Officers of this Association shall be entitled to one vote.

ARTICLE IV – AMENDMENTS

Section 1. AMENDMENTS – The constitution and by-laws may be amended at any annual meeting by a majority vote. Special Meetings: The constitution and bylaws of the association may be amended at any special meeting of the association when notice of the proposed amendment has been mailed to every voting member of record at least 30 days prior to the meeting. Any amendment presented may be modified at such meeting by a majority vote.

ARTICLE V – QUORUM

Section 1. QUORUM – At any Association Meeting, a quorum shall consist of those present, provided written notice was sent to all members prior to the meeting.

Section 2. PROXIES – Proxies are not authorized except that an absent, designated delegate may, in writing, designate his voting privileges to someone else who is not eligible to vote at the annual meeting.

Section 3. MAJORITY OF MEMBERS – At any meeting of the Board of Directors the presence of a majority of the members shall constitute a quorum for the transaction of business, which in any case, shall not be less than 8 members.

ARTICLE VI – DEPOSITORY

Section 1. DEPOSITORY – The funds of the Association shall be deposited in a Bank to be selected by the Board of Directors on the recommendation of the Treasurer.

ARTICLE VII – NOMINATIONS

Section 1. NOMINATIONS – On each election date (Annual Meeting) the nominating committee shall propose a list of nominees for the vacancies and present this list to the entire voting membership present for their consideration. However, nothing is to be construed to prevent nominations from the floor by any voting delegate.

ARTICLE VIII – COMMITTEES

Section 1. COMMITTEES – The President shall appoint the following committees:
a. Standing – Public Relations
Membership
Nominations
b. Temporary – Dates
Resolutions
Auditing
Any Others

ARTICLE IX – BOOKS AND PAPERS

Section 1. BOOKS AND PAPERS – All books, correspondence, and papers of this Association shall be in the custody of the President, Secretary-Treasurer, or Executive Director, except those records accumulated by the various committees. All records shall be turned over to the successor of the above offices and committeemen at the termination of such office.

ARTICLE X – FINANCES

Section 1. FINANCES – No funds of this Association shall be withdrawn except upon the signature of the President, the Treasurer or Executive Director.

Section 2. FINANCIAL STATEMENT – The Executive Director shall annually present a financial statement that shall have been audited by the duly appointed Auditing Committee and approved by the Board of Directors. Section 3. The Board of Directors may engage in any activity to finance the Association.

ARTICLE XI – MEETINGS

Section 1. ANNUAL MEETING – The Annual Meeting of the Association shall be held at such time and place as may be designated by the Board of Directors. Due and Proper Notice of such meetings shall be given to the membership. In conjunction with the Annual Meeting a program may be presented, which would be of interest to the general membership. The time and place of the Annual meeting shall be designated by the Board of Directors.

Section 2. SPECIAL MEETING – A Special Meeting may be called at the discretion of the President, or by a majority of the Board of Directors.

ARTICLE XII – EXPENSES

Section 1. EXPENSES TO BE COVERED BY THE ASSOCIATION – Personal vehicle – mileage at the approved Federal Rate in existence at the time of travel. Public Transportation: Tourist class: Hotel room expenses plus $25.00 per day for meals. These reimbursements will apply to Board Members, officers and committee members when they have received prior approval from the President.

ARTICLE XIII – BOND

Section 1. BOND – Officers and others responsible for finances of the Association may be bonded at the discretion of the Board of Directors. The amount of Bond, to be determined by the Board of Directors, shall be paid for by the Association.