By-Laws

BY-LAWS OF THE

TEXAS ASSOCIATION OF TELECOMMUNICATIONS

OFFICERS AND ADVISORS

 

Article 1. Name

The formal name of the organization shall be the Texas Association of Telecommunications Officers and Advisors hereinafter referred to as “TATOA.”

 

Article 2. Mission Statement

The mission of TATOA is to support, inform and serve the telecommunications interests and needs of governments.  We are a professional association made up individuals and organizations responsible for, or advising those responsible for, telecommunications policies, services and video programming in local governments throughout Texas.

 

Article 3. Purpose

The Texas Association of Telecommunications Officers and Advisors is a professional organization of individuals and organizations serving citizens in the development and administration of telecommunications systems.

The purposes of this organization are:

  1. To establish and administer a system for the sharing of information about telecommunications issues and activities that impact our membership.
  2. To enhance the capacity of members to deal with internet and telecommunications issues.
  3. To help improve the administration of telecommunications systems and local government.
  4. To provide technical assistance to the membership.
  5. To provide a forum for open and balanced discussion and debate of communications issues.
  6. To communicate with other professional organizations for the overall improvement of communications services available to the public.
  7. To perform an active role in the monitoring and education of telecommunications policy at the State and Federal level.
  8. To provide a forum for dynamic and diverse programming.
  9. To provide a platform for the development and supports of access programmers and to encourage a professional environment.
  10. To provide other services as may be determined by the membership.

Article 4. Membership

SECTION I.  Categories.

There shall be five categories of membership:

  1. Individual: Open to any individual who is elected, appointed, employed , or retained by a municipal, county, or state government, or by a regional authority engaged in the regulation, administration, or planning of cable and/or telecommunications system or programming for government or education access channels. Individual memberships shall continue for the length of the current period regardless of changes in employment that may affect membership eligibility, unless the individual member takes employment with a cable television company or other private telecommunications provider, in which case the individual shall be considered an Associate Member for the remainder of the year.
  2. Agency: Open to any municipality, county, state, or regional authority, or a board, commission, or consortium sanctioned by a government authority engaged in the regulation, administration, or planning of cable and/or telecommunications systems or programming for government or education access channels. Agency membership entitles the member Agency to designate a primary member plus five additional members.  The primary member shall be the designated spokesperson for the Agency and as such shall be the voting member on all issues that require votes.  Each Agency shall submit a proxy statement in the event the designated member is unable to be present at a voting session.
  3. Associate: Open to any individual from a non-profit or for-profit organization involved in the planning, development, programming, provision, or research of cable and other telecommunications systems who does not qualify for Individual or Agency membership. This category shall include individuals employed by or affiliated with telecommunications companies, telecommunication vendors, or public access organizations.
  4. Student/Intern: Open to any high school or college student and any individual participating in an internship with a government or educational access channel developing video or multimedia programming.
  5. Life: Open to individuals nominated by the Board of Directors, upon approval by the full membership at a general meeting. Nominations shall also be accepted from the floor.  Candidates for Life Membership shall be individuals who are currently, or have been, full members of TATOA and who have made significant contributions toward furthering the goals of TATOA.
  6. Honorary: The TATOA Board of Directors shall have the authority to extend an Honorary Membership to individuals for special contributions to furthering the goals of TATOA.

 

SECTION II. Membership Privileges

Individual and Agency Members shall have voting rights in all TATOA business.  In the case of Agency memberships, the Agency shall designate one individual from the organization as a single voting delegate for all TATOA business.  Associate and Student/Intern Members are precluded from voting and serving on the Board of Directors. Individual, Associate, and Agency Members shall receive a complete TATOA membership list and any regular or special TATOA correspondence. Life Members shall be exempt from paying dues and shall have the same voting rights and privileges as Individual Members.

 

SECTION III. Dispute

Any dispute over membership qualifications shall be resolved by a majority vote of the Board of Directors.

 

SECTION IV. Meetings

Regular meetings of the membership of TATOA shall be held at times and locations designated by the President.  These meetings shall be held for the purposes and objectives of TATOA and are set forth in these By-Laws for the conducting of elections and for other business that may arise.  At least one regular meeting shall be held each fiscal year.

The President of TATOA or a vote of the Board of Directors may call a special meeting(s) at any time.  A special meeting will be held at a reasonable time fixed by the President, but no less than three (3) or more than fourteen (14) days after receipt of a notice for said meeting by the members.

A simple majority of voting members in attendance at any meeting of TATOA shall constitute a quorum for the transaction of business at that meeting.

 

Article 5. Financial

SECTION I.  Fiscal Year

The Fiscal Year for TATOA shall commence on October 1 and end on September 30.

 

SECTION II. Expenditures

All expenditures of TATOA shall be in compliance with the purposes, as described in Article 2 herein. The Board of Directors shall regularly review the expenditures to ensure such compliance.

 

SECTION III. Membership Dues

Membership dues are payable annually for a period coinciding with the fiscal year of TATOA.  The levels of membership dues shall be set and may be changed at an annual meeting by a vote of the membership.  The annual dues schedule, as approved by the membership, shall be attached to all copies of these by-laws.  The dues for TATOA membership categories shall not exceed dues for similar categories in the national organization NATOA.

All proposals to change membership dues must be approved by a majority of the voting members in order to be effective.  Prior notice of not less than fourteen (14) days shall be given of any election affecting membership dues.

 

Article 6.  Governance

SECTION I. Board of Directors

The governance of TATOA shall be by majority vote of the Board of Directors, elected by the membership as provided in Section II.   The Board of Directors shall be composed of a President, Vice-President, Secretary, Treasurer, two Member Representatives, two Government Access Programming Representatives, and one Policy & Legal Representative.  All Directors shall be full voting members.

The most recent former President, while still qualified for membership in TATOA and not employed by a for-profit telecommunications provider, shall be considered an ex-officio member of the Board of Directors and shall be eligible to serve on any standing or special and/or ad hoc committees in accordance with the provisions of Article 7 herein.  However, the ex officio Board Member shall be non-voting.

 

SECTION II. Election

Board members shall be elected by a majority of the voting members by electronic ballot in January of every other year.

 

SECTION III. Terms

All Board Members shall serve for two (2) year terms, unless sooner removed or vacated.

 

SECTION IV. Removal

Whenever a majority of the Board of Directors determines that the best interests of TATOA would be served by the removal of a Board Member, the Board of Directors shall call an election of the full TATOA membership on the issue of whether the Board Member should be removed.  If two-thirds of the full membership votes in favor of removal, the Board Member shall immediately vacate his/her office.

 

SECTION V. Vacancies

A vacancy in any position on the Board of Directors because of death, resignation, removal, or otherwise, may be filled by the Board for the unexpired portion of the term.

SECTION VI.  Duties and Responsibilities of Board Members

President - The President shall be the principal executive officer of TATOA, and shall preside at all meetings of the Board and the membership. The President shall be an Individual, Agency, or Life Member.  Associate and Student/Intern members are ineligible to serve as President.  The President shall have primary responsibility for external relationships and serve as chief spokesperson of TATOA.

Vice-President - The Vice President shall have primary responsibility for coordinating the internal activities of TATOA.  The Vice President shall serve in the absence of the President.

Secretary -The Secretary shall keep the minutes of meetings, see that notices are given according to the By-Laws, and be custodian of the official records of TATOA. The Secretary shall promote the association and its goals through social media, web-based interfaces, electronic messaging, and any other appropriate means of communication.

Treasurer - The Treasurer shall oversee the financial record-keeping and reporting, and shall provide regular reports to the Board of Directors and annual financial reports to the membership.

Member Representatives - In order to ensure diversity of member representation, Member Representatives shall assist in membership recruitment and communications. The two Member Representatives shall divide responsibilities according to the annual budget amount of an organization, divided between large and small budget. The Board will establish the annual budget threshold as necessary from time to time. Member Representatives shall also assist TATOA members in  a wide variety of PEG programming matters and other government access channel issues..  To be eligible for this position, the member must be currently serving as a staff member of a government access channel.

Government Access Programming Representatives - The Programming Representatives are responsible for the annual TATOA Government Programming Awards Video Contest and corresponding awards show, as well as scheduling the programming block of sessions for the annual TATOA conference. Duties shall include coordinating award entry submission, judging, placing award order, creating the awards presentation and scheduling an emcee, and determining topics and presenters for conference sessions related to programming. To be eligible for this position, the member must be currently serving as a staff member of a government access channel.

Policy & Legal Representative - The Policy & Legal Representative shall provide the organization leadership on policy and legal matters that affect local governments in areas related to telecommunications, cable television, municipal access channel administration, information technology, franchising, fees and taxes, right-of-way management, legislative analysis, and other relevant areas, as appropriate. This Representative will be responsible for educating the Board of Directors on policy and legal issues. To be eligible for this position, the member must be a staff attorney, manager, analyst, or administrator for a local government, or a private attorney representing local governments.

SECTION VI. Meetings

The Board of Directors shall meet, in person and/or by telephone conference prior to any regular meeting of TATOA. The President may call a Board Meeting at any other time to transact regular or special business.

 

Article 7. Committees

SECTION I. Designation of Committees

The Board of Directors may establish committees from time to time. The Board of Directors shall appoint the members and chairs of such committees for such terms as they may deem appropriate.

 

SECTION II.  Standing Committees.

The Legislative, Membership, Publications, Conference, Creative Development, and Interactive Media Committees are hereby designated as standing committees.

 

Article 8. Amendment of By-Laws

SECTION I.

These By-Laws may be amended by the affirmative vote of two-thirds (2/3) of the voting members if by ballot, or two-thirds (2/3) of the voting members in attendance at Regular or Special Meetings of TATOA. Reasonable notice of all amendments shall be provided to the Membership prior to consideration of such amendments.

 

SECTION II.

The Board of Directors shall establish procedures for the notification, voting method, and tabulation of all proposed amendments to the By-Laws.