BY-LAWS
ARTICLE I NAME AND PURPOSE
SECTION 1. This organization shall be known as Kansas Self Storage Owners Association.
SECTION 2. The purpose of this organization shall be to promote, preserve and improve the self storage industry and to encourage its use by the general public; to encourage among its members sound business practices and methods of marketing and servicing their customers; inform its members of changes in the state of the art, in laws and in pending legislation affecting the self storage industry; to sponsor educational meetings for the discussion of self storage issues; to cooperate with the public and private agencies in the establishment of sound self storage industry practices and such other matters as from time to time may be approved by the Board of Directors.
ARTICLE II MEMBERSHIP
SECTION 1. Membership with the right to vote in the Association shall be open to any individual or firm or corporation owning and engaged in the business of furnishing self storage rental spaces to the public within the State of Kansas and to those companies and individuals who provide goods and services to the self storage industry in this state. Nonself storage owners will be considered nonvoting associate members.
SECTION 2. Applications for admission to membership shall be made in writing addressed to the Chairperson/President on such forms as the Board of Directors may from time to time prescribe. The election to membership shall be by vote of the majority of the Board of Directors, unless the Board of Directors shall otherwise determine. All applicants approved for membership must subscribe to and agree to abide by the industry’s highest ethical standards.
SECTION 3. The Board of Directors may in its discretion, create a Membership Committee and delegate to such committee the power to receive and pass all applications for membership and the authority from time to time to change, alter or amend such rules.
SECTION 4. The Board of Directors shall also establish a special class of membership to be known as associate members. Said associate members shall be owners or employees of businesses or corporations that supply services, material, and/or commodities to the self storage industry.
SECTION 5. Membership fees and dues for members and associate members shall be set by the Board of Directors and reviewed annually for increase or decrease.
ARTICLE III OFFICERS, EXECUTIVE COMMITTEE AND DIRECTORS
SECTION 1. The officers of the Association shall be Chairperson/President, Vice President, Secretary, Treasurer and five (5) Members of the Board of Directors. The Chairperson/President, Vice President, Secretary and Treasurer shall, in addition to the normal and routine duties of their offices, serve as members of the Board of Directors. In addition to the members of the Board of Directors listed above, there shall be elected to the Board of Directors in the same manner as other Board members, three (3) nonvoting associate members. They shall not be required to be residents of Kansas. The Chairperson/President of the Association will also be the Chairperson of the Board of Directors.
SECTION 2. The Officers and Board of Directors shall be referred to as the KSSOA Executive Committee.
SECTION 3. GENERAL POWERS. The assets and business of the Association shall be controlled and managed by the Officers and the Board of Directors.
EXECUTIVE DIRECTOR. The Board of Directors shall have the authority to appoint an Executive Director, and prescribe the duties as required. The Executive Director shall manage the affairs of the Association.
OTHER DUTIES. The Board of Directors shall have the authority to also name and appoint such counsel, assistants, agents and employees, or to transfer this duty to the Executive Director as they may deem necessary or useful to the Association, and of removing them if they think fit, and shall prescribe their respective duties.
VACANCIES. In case of death, resignation or disqualification of one or more of the Officers or Executive Committee members, a majority of the remaining members may fill the vacancy or vacancies for the remainder of that person’s term of office.
SECTION 4. REMOVAL. At a meeting called expressly for that purpose, the Executive Committee, by a 2/3 majority, may remove any Officer or Executive Committee member with or without cause. Failure to attend three (3) consecutive meetings without excuse shall be considered voluntary forfeiture of a board member’s seat.
SECTION 5. ACTIONS WITHOUT A MEETING. If all Executive Committee members severally or collectively consent in writing or by telephone to any action to be taken by the Executive Committee, such consent shall have the same force and effect as a vote of the Committee at a meeting duly held. The Secretary shall file such consents with the minutes of the meetings of the Executive Committee.
SECTION 6. QUORUM. Three (3) members present at a meeting of the Executive Committee shall constitute a quorum.
1. CHAIRPERSON/PRESIDENT. The Chairperson/President shall be the principal executive officer of the Association and shall, in general, control and manage the property and business of the Association. He/she shall preside at all meetings of the membership and of the Board of Directors, and shall perform such other duties as may be prescribed by the Board of Directors from time to time. He/she shall execute all conveyances and documents on behalf of the Association as authorized by the Board of Directors. He/she shall appoint all committee members and designate a chairperson, whose terms shall run concurrently with the Chairperson/President.
2. VICE PRESIDENT. In the absence of the Chairperson/President or in the event of his/her inability or refusal to act, the Vice President shall have all powers of and be subject to all the restrictions upon the Chairperson/President, and shall perform such other duties as from time to time may be assigned by the Chairperson/President or by the Board of Directors.
3. TREASURER. The Treasurer shall receive and receipt for and shall have charge and custody of and be responsible for all funds and securities of the Association, and shall deposit all monies in the name of the Association in such depository as shall be selected by the Board of Directors. He/she shall perform such other duties as from time to time may be assigned to him/her by the Chairperson/President or the Board of Directors. If required by the Board of Directors, the Treasurer shall give bond for the faithful discharge of his/her duties in such sum and with such surety as the Board of Directors shall determine. The cost, if any, of the such bond shall be paid by the Association.
4. SECRETARY. The Secretary shall keep the minutes of the meetings of the membership and of the Board of Directors, shall see that all notices are duly given in accordance with the provisions of these By-Laws and be custodian of the Association’s records, have charge of the books and records of the Association, and sign such instruments with the Chairperson/President or other Officers as may be required, and shall perform such other duties as from time to time may be assigned to him/her by the Chairperson/President or by the Board of Directors.
ARTICLE IV ELECTION OF OFFICERS AND DIRECTORS
SECTION 1. TERM OF OFFICE. The Chairperson/President, Vice President, Treasurer, Secretary and five (5) Directors plus the Associate Directors, shall be elected by the active members at the annual membership meeting for one-year terms.
SECTION 2. NOMINATING COMMITTEE. The Chairperson/President, with approval of the Board of Directors, shall appoint, at least one month prior to the annual meeting, a Nominating Committee of three (3) in number to nominate candidates for Officers and Directors. The Nominating Committee shall select candidates from the active membership of the Association to serve as Officers and Directors of the Board, but they shall not nominate more than three (3) members employed by or representing the same Multiple Facility Manager. They shall attempt to nominate members representative of Kansas’ geographic regions and various sizes of companies to service in these positions. If, as a result of one company purchasing another company, it occurs that more than three (3) officers represent the same company, the Board will ask for the resignation of one of the persons involved.
SECTION 3. NOMINATIONS. The nominations for Officers and Directors from the Nominating Committee shall be decided upon by at least a majority of the Committee. Said nominations shall be reported to the annual membership meeting of the Association. Additional candidates for the offices to be filled may be placed in nomination from the floor at the annual membership meeting by those eligible to vote.
SECTION 4. PROXIES. An absent member may authorize a member attending a regular or special meeting to vote on any business coming before the meeting by proxy. Such proxy shall be in writing and signed by the managing officer of the facility and shall name the member authorized to vote on its behalf.
SECTION 5. ELECTION. Officers and members of the Board of Directors shall be elected at the annual membership meeting of the Association as herein prescribed. In case there is more than one candidate for a single office, the candidate receiving the greatest number of votes shall be declared elected, voting by either voice vote or secret ballot, and shall be conducted and supervised by the outgoing Chairperson/President.
SECTION 6. INSTALLATION OF NEW OFFICERS. All Officers and Directors shall commence their term immediately following adjournment of the meeting at which they are elected.
ARTICLE V MEETINGS
SECTION 1. ANNUAL MEETINGS. The Board of Directors shall hold an annual membership meeting at least once each year.
SECTION 2. REGULAR MEETINGS. The Board of Directors shall hold at least two (2) regular business meetings each year.
SECTION 3. SPECIAL MEETINGS. The Chairperson/President or in his/her absence, the Vice President or any five (5) members of the Board, jointly agreeing, may call Special Meetings of the Board.
SECTION 4. TIMES, LOCATION, AND NOTICES. The Chairperson/ President and/or the Board of Directors, shall set the times and locations of meetings. Written notice of the meetings shall be sent to all members, as the case may be, but the Chairperson/President may call special meetings by telephone notification.
SECTION 5. TELEPHONE/CONFERENCE CALL MEETINGS. Telephone and/or conference call meetings shall be acceptable from time to time subject to the approval of the Board of Directors.
ARTICLE VI CONTRACTS, LOANS, CHECKS AND DEPOSITS
SECTION 1. CONTRACTS. The Board of Directors may authorize any officer or officers, agent or agents, to enter into contract or execute and deliver any instrument, in the name of and on behalf of the Association, and such authority may be general or confirmed to specific instances.
SECTION 2. LOANS. No loans shall be contracted on behalf of the Association and no evidence of debt shall be issued in its name unless authorized by a resolution of the Board of Directors. Such authority may be general or confined to specific instances.
SECTION 3. CHECKS, DRAFTS, ETC. All checks, drafts, or other orders for payment of money, notes or other evidence of indebtedness issued in the name of the Association shall be signed by the Treasurer or by the Chairperson/President or by such Officer or Officers, agent or agents of the Association and in such manner as shall from time to time be determined by resolution of the Board of Directors.
SECTION 4. DEPOSITS. All funds of the Association not otherwise employed shall be deposited from time to time to the credit of the Association in such banks, trust companies or other depositories as the Board of Directors may select.
ARTICLE VII FISCAL YEAR
The fiscal year of the Association shall begin on the 1st day of January each year and end on the 31st day of December.