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BY-LAWS OF THE COOL SPRINGS VOLUNTEER FIRE DEPARTMENT, INC. ADOPTED February 1, 1965, BY THE BOARD OF DIRECTORS
Amended December 3, 2015
ARTICLE I – NAME
The Name of this Corporation as Incorporated in the Charter is Cool Springs Volunteer Fire Department, Inc.
ARTICLE II – OFFICES
The principal office of this Corporation is in Iredell County, State of North Carolina, and shall be located at 641Mocksville Hwy.
ARTICLE III – MEMBERSHIP
Section I
Membership shall be composed of those persons over the age of eighteen years living in the Cool Springs Volunteer Fire Department district or those persons over the age of eighteen years who own property in the Cool Springs Volunteer Fire Department district who participate in the affairs of the Corporation. Any individual as above set forth who desires to attend and participate in the affairs of the Corporation, shall be deemed a member and have the right to participate in its affairs.
Any individual who joins the Cool Springs Volunteer Fire Department, Inc. living in the six mile service district or in a bordering fire district, and living no more than eight road miles away from any Cool Springs fire station shall be granted the right to vote after one year of active membership as long as they remain on the active roster. Any fireman living more than eight road miles away from any Cool Springs fire station, shall become ineligible to continue to serve as a fireman, except as follows:
Any fireman that temporarily relocates their place of residence due to unforeseen circumstances, causing them to no longer meet the residency requirements of the Cool Springs Volunteer Fire Department Inc. shall be allowed a thirteen month grace period before becoming ineligible to serve as a fireman, subject to continuing to meet the minimum training requirements currently enacted by the Fire Chief.
Section II
The Cool Springs Volunteer Fire Department, Inc. is a non-profit organization and no member shall have any proprietary interest in the Corporation or in the property of the Corporation.
The buildings or grounds may be used for community or civic functions if a request is made to and approved by the Board of Directors.
ARTICLE IV – MEETING OF THE MEMBERSHIP
Section I
Annual Meeting. The annual meeting of the membership of the Corporation shall be held on the same day in the Month of August as the regularly scheduled meetings, in each year at 7:00 O’clock P.M. for the purpose of electing members to the Board of Directors and for such other business as shall properly come before the meeting. If at said meeting, or at any adjournment thereof, it shall appear that there is an insufficient number of members present and participating, upon motion duly made and seconded, and upon a vote of three-fourths of the members present and participating, the election of Directors and any other business which might properly come before the membership meeting may be adjourned to the most appropriate subsequent meeting.
Section II
Special Meetings.
(a) Special meetings of the membership for any purpose or purposes, unless otherwise prescribed by statute, may be called by the Chairman or by the Board of Directors and the Notice of such Special Meeting shall be published at least once a week for two consecutive weeks in some newspaper having general circulation in the area served by the Cool Springs Volunteer Fire Department, which Notice shall set forth the purpose of the called meeting.
(b) Any member of the Corporation who desires that a special meeting of the membership be called, shall appear before the Board of Directors at its regular meeting and request the Board to call such Special Meeting, and thereafter if the special meeting is not called within fifteen days, any member who desires that a Special Meeting be called, shall present to the Chairman of the Corporation a Petition setting forth the reason for calling the special meeting, the business which shall come before the said special meeting, and which Petition shall be signed by at least twenty-five members, no two of whom shall be from the same household, and thereafter, the Chairman shall cause a special meeting of the membership to be called in not less than fifteen nor more than twenty days after the said Petition is presented to him, and shall have given Notice in some newspaper having general circulation in the area served by the Cool Springs Volunteer fire Department of the time and place of the said special meeting.
(c) At any special meeting of the membership called as above set forth, the only business which may properly come before the said special meeting shall be that set forth in the Notice as specified in Sub-Section A or that contained in the Petition as specified in Sub-Section B.
Section III
Place of Meeting. The annual meeting or any special meeting of the membership may be at any place within the area served by the Cool Springs Volunteer Fire Department, but the place of meeting shall be contained in the Notice of the Meeting, and shall be set by the Board of Directors or by the Chairman when he calls a special meeting.
Section IV
Nominating Committee: Each year the Board shall appoint one member to serve as the Chairman of the Nominating Committee at the regular scheduled meeting for the month of June. The Chairman shall select two community members who are not Board members or currently serving as firemen. The responsibility of the committee is to present nominations for board members for those positions expiring at the annual meeting.
Notice: The nominations shall be posted in a conspicuous place at Station I by the first day of July.
Nominating Report: The Chairman of the Nominating Committee shall report the nominations at the Annual Meeting.
Nominations From The Floor: The presiding officer of the Annual Meeting shall ask for nominations from the floor and accept duly qualified candidates into consideration for election.
ARTICLE V – BOARD OF DIRECTORS
Section I
General Powers. The Board of Directors shall exercise all of the powers of the Corporation given it by Statute or invested in the Corporation by these By-Laws, and the general business and affairs of the Corporation shall be conducted by its Board of Directors.
Section II
Number, Tenure, and Qualifications. The number of the members of the Board of Directors of the Cool Springs Volunteer Fire Department, Inc. shall be nine, each of whom shall serve a term of three years. In the event that a vacancy occurs on the Board of Directors, the remaining members of the Board of Directors shall at its next regular meeting at which a Quorum is present, appoint some member to serve the unexpired portion of the term for which the vacancy exists. Any member of the Corporation over the age of eighteen years and owns property in the Cool Springs Volunteer Fire Department district shall be eligible to serve on the Board of Directors. The Chief of the Cool Springs Volunteer Fire Department shall not be eligible to serve as a voting member of the Board of Directors, but shall meet regularly with the Board.
No more than 2 (two) active Cool Springs Volunteer Fire Department fireman can serve on the Board of Directors in any given elective 3 year term. Firemen serving on the Board of Directors cannot serve as an officer of the Board.
Any member of the Board of Directors that temporarily relocates their place of residence due to unforeseen circumstances, causing them to no longer meet the residency requirements of the Cool Springs Volunteer Fire Department Inc. shall be allowed a thirteen month grace period or complete the elected term whichever occurs first, before becoming ineligible to serve as a member of the Board of Directors.
If any board member misses three consecutive meetings without informing the Chairman or the Secretary, he would be subject to termination by the vote of the board.
Section III
Officers. The Board of Directors shall elect from among its membership, a Chairman and a Vice-Chairman, and shall elect from either the Board of Directors or from the membership in general, a person to serve as Secretary -Treasurer of the Corporation, which officers shall be elected at the first meeting of the Board of Directors immediately following the annual meeting of the membership.
Section IV
Duties of the Officers.
(a) Chairman. The Chairman shall be the principal executive officer of the Corporation and, subject to the control of the Board of Directors, shall in general supervise and control all of the business and affairs of the Corporation. He shall, when present, preside at all meetings of the membership and of the Board of Directors. He may sign, with the Secretary or any other proper officer of the Corporation thereunto authorized by the Board of Directors any deeds, mortgages, bond, contracts or other instruments which the Board of Directors has authorized to be executed, except in cases where the signing and execution thereof shall be expressly delegated by the Board of Directors or by these By-Laws to some other officer or agent of the Corporation, or shall be required by law to be otherwise signed or executed; and in general shall perform all duties incident to the office of Chairman and such other duties as may be prescribed by the Board of Directors from time to time.
(b) Vice-Chairman. In the absence of the Chairman or in the event of his death, or inability or refusal to act, the Vice-Chairman (or in the event there be more than one Vice-Chairman, the Vice-Chairmen in the order designated at the time of their election, or in the absence of any designation, then in the order of their election) shall perform the duties of the Chairman, and when so acting, shall have all the powers of and be subject to all the restrictions upon the Chairman. He shall perform such other duties as from time to time may be assigned to him by the Chairman or by the Board of Directors.
(c) Secretary. The Secretary shall keep the minutes of the membership meetings and of the Board of Directors meetings in one or more books provided for that purpose; see that all notices are duly given in accordance with the provisions of these By-Laws as required by law; be custodian of the Corporate Records and of the Seal of the Corporation and see that the execution of which on behalf of the Corporation under its Seal, is duly authorized, keep a Register of the Post Office Address of each member which shall be furnished to the Secretary by the member; in general perform all duties incident to the Office of Secretary and such other duties as from time to time may be assigned to him by the Chairman or by the Board of Directors.
(d) Treasurer. If required by the Board of Directors, the Treasurer shall give a bond for the faithful discharge of his duties in such sum and with such surety or sureties, as the Board of Directors shall determine. He shall:
a. Have charge and custody of and be responsible for all funds and securities of the Corporation; receive and file receipts for moneys in the name of the Corporation in such banks, trust companies, or other depositories as shall be selected in accordance with the provisions of these By-Laws; and,
b. In general perform all the duties incident to the Office of Treasurer and such other duties as from time to time may be assigned to him by the Chairman or by the Board of Directors.
The Board of Directors shall have the Corporate Books audited by a Certified Public Accountant at least once each year.
Section V
Meetings.
(a) Regular Meeting. A regular meeting of the Board of Directors shall be held without other Notice than this By-Law immediately after and at the same place as the annual meeting of the membership. The Board of Directors may provide by resolution, the time and place within the County of Iredell for the holding of additional meetings without other Notice than by this resolution.
(b) Special Meetings. Any two Directors may call special meetings of the Board of Directors at the request of the Chairman. The person or persons authorized to cause special meetings of the Board of Directors may fix any place within the County of Iredell as the place for holding any special meeting of the Board of Directors called by them.
(c) Notice. Notice of the Special meeting must be mailed at least one day prior to the date of the meeting, but the members may waive this requirement and accept personal notice. (d) Quorum. Five Directors present at any regular or special meeting shall constitute a Quorum.
Section VI
Committees. The Board of Directors may from time to time set up various committees to effectuate the business of the Corporation, and with the assent of the Chairman may appoint certain members to serve thereon from the membership and/or Board of Directors.
Section VII
Salaries: The Board of Directors shall approve and fix the compensation of any and all employees, which in their discretion may determine to be necessary for the conduct of the business of the organization.
ARTICLE VI – OFFICERS OF THE DEPARTMENT
Section I
Chief. The Board of Directors shall at their first annual regular meeting, elect a person to oversee the activities of the Volunteer Firemen, which person shall be designated as Chief of the Cool Springs Volunteer Fire Department and which person shall serve at the pleasure of the Board. The said Chief of the Cool Springs Volunteer Fire Department shall not be a member of the Board of Directors while he serves in the capacity as Chief. The Board of Directors shall, upon the recommendation of the Chief of Cool Springs Volunteer Fire Department, appoint an Assistant Chief and such other officers as they may from time to time deem proper, which Assistant Chief and Officers shall serve at the pleasure of the Board of Directors. The recommendation shall be submitted to the Board of Directors by the meeting following the appointment of the Chief or any time during the year if it is necessary to replace an officer or add an officer.
ARTICLE VII – AMENDMENTS
These By-Laws may be altered, amended, or repealed and new By-Laws may be adopted by the Board of Directors at any regular or special meeting of the Board of Directors; provided, however, that Notice of the proposed amendment has been given in writing to the Board of Directors at least two weeks prior to the meeting when the amendment is to be considered. The proposed amendment shall be set forth in full in the Notice.
Amendment #1 July 8, 1974
Article V – Section II - No more than 1 (one) fireman can serve on the Board of Directors in any given elective 3 (three) year term.
Amendment #2 November 4, 1974 **
Article V – Section IV – Paragraph D - Delete paragraph pertaining to audit of the corporate books by a Certified Public Accountant.
Add: The corporate books are to be audited by the audit committee, which shall be appointed each year by the president of the Board of Directors. One member of said audit committee will not be an active member of the Board of Directors.
** (Nullified by County Requirement)
Amendment #3 October 16, 1978
Article III- Section II - That the building be used for no other purpose than fire department business or purpose pertaining to the Cool Springs Fire Department.
Amendment #4 September 9, 1991
Article III – Section I - Any individual who joins the Cool Springs Volunteer Fire Department, Inc. living outside the fire district shall be granted the right to vote after one year of active membership and as long as they remain on the active roster.
Amendment #5 December 9, 2001
Article V – Section II - If any board member misses three consecutive meetings without informing the President or the Secretary, he would be subject to termination by the voice of the board.
Amendment #6 May 5, 2003
Article IV – Section I - August, in each year at 7:30 O’clock P.M. for the purpose of electing members to the Board of Directors and for such other business as shall properly come before the meeting. If at said meeting, or at any adjournment thereof, it shall appear that there is an insufficient number of members present and participating, upon motion duly made and seconded, and upon a vote of three-fourths of the members present and participating, the election of Directors and any other business which might properly come before the membership meeting may be adjourned to the third Monday in August. (Changed from April)
Amendment #7 October 4, 2004
Article II - Delete: with U. S. Highway 64, approximately 4 (four) miles east of the City Limits of Statesville, N.C.
Amendment #8 October 4, 2004
Article V – Section II - The number of the members of the Board of Directors of the Cool Springs Volunteer Fire Department, Inc. shall be nine, each of whom shall serve a term of three years. (Changed from fifteen).
Amendment #9 October 4, 2004
Article V – Section II - No more than 2 (two) active firefighters can serve on the Board of Directors in any given elective 3 year term.
Amendment #10 October 4, 2004
Article V – Section V – Paragraph D - Quorum: Five Directors present at any regular or special meeting shall constitute a Quorum.
Amendment # 11 October 4, 2004
Article III – Section II - The buildings or grounds may be used for community or civic functions if a request is made to and approved by the Board of Directors.
Amendment #12 November 2, 2004
Article III – Section I - Membership shall be composed of those persons over the age of eighteen years living in the Cool Springs Volunteer Fire Department district or those persons over the age of eighteen years who own property in the Cool Springs Volunteer Fire Department district who participate in the affairs of the Corporation. (Changed from twenty-one)
Amendment # 13 August 1, 2005
Article IV – Section IV – Nominating Committee: The Board shall appoint one member to serve as the Chairman of the Nominating Committee at the regular scheduled meeting for the month of June. The Chairman shall select two community members who are not Board members or currently serving as firemen. The responsibility of the committee is to present nominations for board members for those positions expiring at the annual meeting.
Notice: The nominations shall be posted in a conspicuous place at Station I by the first day of July.
Nominating Report: The Chairman of the Nominating Committee shall report the nominations at the Annual Meeting.
Nominations From The Floor: The presiding officer of the Annual Meeting shall ask for nominations from the floor and accept duly qualified candidates into consideration for election.
Amendment #14: February 4, 2008
Article IV: Section I - Annual Meeting. The annual meeting of the membership of the Corporation shall be held on the same Monday in the Month of August as the regularly scheduled meetings, in each year at 7:30 O’clock P.M.
Article V: Section V: Meetings: (a) - Regular Meeting. A regular meeting of the Board of Directors shall be held without other Notice than this By-Law immediately after and at the same place as the annual meeting of the membership. The Board of Directors may provide by resolution, the time and place within the County of Iredell for the holding of additional meetings without other Notice than by this resolution.
Amendment # 15 May 3, 2010
ARTICLE II - OFFICES - The principal office changed to 641Mocksville Hwy.
ARTICLE III - MEMBERSHIP - Section I - Added two mile limit outside of six mile territory residency for firemen
ARTICLE IV –MEETING OF THE MEMBERSHIP - Section IV - Changed Nominating Committee from two community members to one community member and one fireman
ARTICLE V – BOARD OF DIRECTORS – Section VII- Board of Directors approves hiring and rate of employees
ARTICLE VI – OFFICERS OF THE DEPARTMENT - Section I - Board of Directors approves a list of officers each year
President changed to Chairman and Vice-president changed to Vice-chairman in all references
Amendment # 16 September 17, 2012
ARTICLE III – MEMBERSHIP – Section I- Added allowance for firemen to live within the district or in a neighboring district as long as they live within 8 road miles of a fire station. Added a hardship clause for temporary relocation due to unforeseen circumstances.
Amendment # 17 October 8, 2012
ARTICLE V – BOARD OF DIRECTORS - Section II- Added requirements for members of the Board to own property and live within the CSVFD fire district. Added a condition that the firemen serving on the Board cannot serve as an officer of the Board. Added a hardship clause for temporary relocation due to unforeseen circumstances.
Amendment # 18 July 2, 2015
ARTICLE IV MEETING OF THE MEMBERSHIP – Section I – Changed word Monday to day, changed time to 7:00 PM, changed word Monday to meeting to allow the day of the membership meeting to be changed without further by-law change.
Amendment # 19 December 3, 2015
ARTICLE V – BOARD OF DIRECTORS - Section II- Deleted requirement for members of the Board live within the CSVFD fire district.
UPDATED AUGUST 6, 2018
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