ARTICLE   I

 Name

The name of this organization shall be the South Carolina Forage and Grazing Lands Coalition (SCFGLC), hereinafter referred to as the Coalition.This organization partners with American Forage and Grasslands Council (AFGC) and National Grazing Lands Coalition (NatGLC).

ARTICLE II

Objectives

1. Promote and expand the efficient utilization of forages to improve the economic and social well-being of all citizens of South Carolina and enhance the beauty of the State.
2. Promote the value of forage crops for soil and water conservation and the abatement of air and water pollution.
3. Give encouragement to research, educational and service efforts that will improve forage production, utilization, and marketing.
4. Provide a forum for the identification of problems and the exchange of ideas, opportunities and solutions required for the complex business of forage-animal agriculture.
5. Increase the use of forages and forage systems as a desirable and efficient means of utilizing land resources for food and fiber production.
6. Provide a means for combining the efforts of service, supply and production functions for a more efficient and profitable forage-animal agriculture.
7. Provide a means to educate consumers on the benefits derived from an efficient and profitable forage-animal agriculture.
8. Encourage outstanding achievements in the forage industry through recognition programs.
9. Develop vigorous leadership in forage activities beneficial to South Carolina agriculture.

ARTICLE III
Membership and Eligibility

The Board of Directors may create additional classes of members, prescribe the rules of eligibility and define privileges thereof.

SECTION 1: Members
A member shall be considered in good standing providing current fiscal-year dues have been paid as set by action of the Board of Directors.

SECTION 2: Member rights
A member of good standing may hold office, serve on the Board of Directors, be a member of one or more committees, attend, and vote at business meetings. 

SECTION 3: Dues
The Coalition has authority to collect from its members annual dues for purposes of financing the activities of the Coalition. A schedule of such dues shall be set by the Board of Directors. Any changes in the annual dues schedule shall be announced by the Board of Directors at least four (4) months prior to the start of the fiscal year in which they are to become effective.

ARTICLE IV
Organization

SECTION 1: Directors
The Board of Directors will be composed of a broad representation of the membership. The Board will consist of a minimum of 9 members elected for a term of three years from three general categories:

1. Agribusiness examples: public media, livestock marketing, stored feeding, chemicals, fertilizers, equipment, bankers, milk companies, farm consultants etc.
2. Producer – examples: livestock and dairy farmers, forage and hay producers, farm managers, etc
3. Public sector – examples: extension specialists, extension and research workers at university, NRCS, FSA, etc.

Elected board members may serve no more than two consecutive terms.  After the initial board of directors is seated, the board will attempt to create staggered terms in the process of filling vacancies. A maximum of six non-elected, non-voting board members representing public agencies or organizations with concerns and responsibilities for South Carolina grasslands and immediate past president may also serve on the Board at the request of the elected Directors. These Directors may come from the University of South Carolina, Clemson, NRCS, SCDNR, SCACD, SC Department of Agriculture, South Carolina State University, SCDHEC or other agencies. Each organization must be a member in good standing and may provide no more than one of these non-elected Directors.

SECTION 2: Officers
The officers shall hold office for two years, and shall consist of the President, President-elect, and Secretary/Treasurer. Officers will be elected from the Board of Directors at the time of the annual business meeting. Officers may serve no more than two consecutive terms.

SECTION 3: Executive Committee
The Executive Committee shall be comprised of the President, immediate Past-President, President-elect, and Secretary/Treasurer.

SECTION 4: Committees
There shall be the following standing committees whose purpose is to maintain continuity of action in pursuing Coalition objectives:

1. Membership: The membership committee will actively work toward the establishment of members from a broad spectrum of areas interested in the objectives of the coalition.  The Membership Committee shall be chaired by the President-Elect.
2. Education & Public Relations: This committee shall make recommendations to state and local institutions for programs fostering grassland education, shall organize and sponsor educational programs for the membership, cooperate with other organizations furthering the dissemination of forage and grassland information, prepare and distribute newsletters and brochures as directed by the Executive Committee.
3. Nominating: The nominating committee will consist of three members representing each of the categories of members (Producer, Public and Business) and will develop a slate of nominees for Directors and officers as required.
4. Task Forces: Task forces may be established from time to time to study specific problems or carry out certain action phases of the Coalition’s programs.  Such task forces would be disbanded by the Board of Directors once their assignment is complete.

SECTION 5: Elections: The Nominating Committee shall annually prepare a slate of nominees for Directors. The election of Directors shall be accomplished by electronic or mail ballot sent to all eligible members at least thirty (30) days prior to the date of the annual business meeting. Ballots to be counted must be received in the state office no later than fourteen (14) days prior to the date of the annual business meeting. Voting by proxy is not allowed.

SECTION 6: Vacancy
In the case of the retirement, death, or resignation of an officer or a member of the Board of Directors, the vacancy shall be filled by appointment by the President of the Coalition subject to confirmation by the Board of Directors. If the President is unable to act, the vacancy shall be filled by a vote of the Board of Directors. Failure to attend two consecutive Board meetings for inadequate reason will constitute resignation from the Board.

ARTICLE V
Duties of Officials

SECTION 1: Board of Directors
The business of the Coalition shall be managed by the Board of Directors.

SECTION 2: President
The President of the coalition shall preside at the meetings of the Board of Directors and perform such other duties as required in the by-laws. The President shall preside at the annual business meeting and meetings of the Executive Committee and be responsible for executive actions in carrying out the policy designated by the Board of Directors. The President may delegate such responsibilities within such limits as may be set by the Board to other officers or committees.

SECTION 3: President-elect
The President-elect shall preside at meetings of the Board of Directors and of the Executive Committee in the absence of the President and perform such other duties as may be assigned by the President or the Executive Committee and shall serve as chairman of the Membership Committee. The President-elect will succeed the President, when the office of the President becomes vacant.

SECTION 4: Secretary/Treasurer
The Secretary/Treasurer shall keep minutes of all Coalition and Executive Committee meetings, provide notice of meetings to all members, record votes taken and carry out all other duties designated by the Executive Committee. The Secretary/Treasurer will prepare and send dues notices, keep a roster of all members in good standing, will be responsible for collections, and disbursements of the coalitions and will make a full financial report annually to the Executive Committee. All checks shall be countersigned by officials designated by the Executive Committee.

SECTION 5: Immediate Past President

The Immediate Past President will serve as advisor on the Executive board to provide continuity.

SECTION 6: Executive Committee
The Executive Committee shall perform all functions specified in these by-laws and shall represent the coalition in all executive functions when the Board of Directors is not in session.

SECTION 7: Committee or Task Force
Each Committee and Task Force shall be responsible for the field of activity designated by its name by the Board of Directors and each shall formulate a program consistent with the objectives of the Coalition or as instructed by the Board of Directors. An annual written report shall be required of the Chairman of each committee or task force and this report shall be incorporated in the report of the annual business meeting.

ARTICLE VI
Meetings

SECTION 1: Business meeting
There shall be one official business meeting per fiscal year and such other meetings of members as determined by the Board of Directors. The business meeting shall include reports by officers, all committees and task forces.

SECTION 2: Time
The date, time and place of the annual business meeting or other meetings shall be set by the President.

SECTION 3: Notification
Notices of business meetings must be communicated to all members in good standing by mail or email at least thirty (30) days in advance of the meeting

SECTION 4: Executive Committee
The date, time and place of meetings of the Executive Committee shall be set by the President at the convenience of its members.

SECTION 5: All meetings shall be conducted by Parliamentary procedures by the current issue of Roberts Rules of Order unless otherwise stated in the bylaws.

SECTION 6: Emergency Meetings

Notices of emergency business meetings may be communicated to all members in good standing by mail or e-mail at least ten (10) days in advance of the meeting.

ARTICLE VII
Quorum

A quorum shall consist for the purposes of the annual business meeting and other meetings of members if 25% of the membership in good standing is present. In the case of meetings of the Board of Directors and the Executive Committee, a quorum exists if more than half of the membership of such Board or Committee is present. If approved by the Executive Committee, meetings may be conducted by means of any communication by which all participants may hear each other simultaneously during the meeting.  A participant in such a meeting is deemed to be present.

ARTICLE VIII

Funds Management

A written record of all expenditures and approval date shall be maintained by the Secretary/Treasurer.  An annual review of all accounts and funds shall be conducted by two voting members who are not signatories on any of the accounts.  Review members shall be appointed by the Executive Committee and shall make a written report to the Executive Committee.

ARTICLE IX

Amendments

The by-laws of the Coalition may be amended by the Board of Directors by a 2/3 vote of the members present at any meeting of the Board provided thirty (30) days prior notice of their consideration is given to the membership.

ARTICLE X

Dissolution

1. Upon a two-thirds vote by the members of the Coalition at a duly called meeting, the Coalition can be dissolved.
2. Dissolution shall not affect or waive any right, duty, obligation, or liability which shall have arisen or which may hereafter arise in connection with any provision of these bylaws.
3. Any monies remaining in the organization accounts upon dissolution are to be donated to a 501c3 organization selected by a majority vote of the members.

ARTICLE XI

Indemnification

The Coalition shall indemnify every voting member or former voting member against liabilities imposed upon them and expenses reasonably incurred by them in connection with any claim against them by reason of their being a member if it is determined that the member acted in good faith, reasonably believed that the action was in the best interest of the Coalition and had no reasonable cause to believe that the act was unlawful.

ARTICLE XI

Non-Discrimination

All programs and services offered through the Coalition will be offered on a nondiscrimination basis without regard to race, color, national origin, religion,    sex, marital status or handicaps.

We, the undersigned, do hereby certify that the foregoing Bylaws have been adopted under which the South Carolina Forage and Grazing Lands Coalition shall be governed:

Adopted this ______________ day of __________________, 2016.

President: ____________________________________________

President-Elect ________________________________________

Secretary/Treasurer _____________________________________