TEXAS STATE FARM AGENTS POLITICAL ACTION COMMITTEE BYLAWS
ARTICLE I: CREATION OF PAC
There is hereby established in the State of Texas the Texas State Farm Agents Political Action Committee, also referred to as “the Committee” or “TXSFA PAC”.
ARTICLE II: PRINCIPAL OFFICE AND ADDRESS
The principal office of the Committee shall be located at 1005 Congress, Austin, TX 78701, and its address shall always be located at Austin, Texas. The principal depository of the Committee records shall be at the same address.
ARTICLE III: ORGANIZATION
The Committee shall be a voluntary nonprofit corporation and shall be independent of any political party, candidate, or organization.
ARTICLE IV: PURPOSE
The purpose of the Committee is to accept contributions and make expenditures as a political committee pursuant to section 251.001(14), Texas Election Code. It is organized and operated on a nonpartisan basis to solicit and accept voluntary contributions from persons eligible for membership in the Committee under these Articles.
The Committee shall not engage in lobbying activities or retain a contract lobbyist in order to protect its tax-exempt status.
ARTICLE V: POWERS
The Committee is empowered to receive contributions, to make contributions and otherwise expend monies received in conformity with the policy of the organization and applicable laws and regulations of the state of Texas, to further the candidacies of selected individuals for elective offices, and for political purposes necessary or desirable for the attainment of the above purposes. No action may be taken that is inconsistent with the Texas Election Code, as it may be amended from time to time or any successor statute thereto.
ARTICLE VI: MEMBERSHIP
Membership shall be open to State Farm agents and State Farm employees, as well as retired State Farm agents or retired State Farm employees. In addition, the Board of Directors of the TXSFA PAC can authorize participation of other individuals. The members of the Committee at any time shall be those eligible persons who have made a minimum contribution to the Committee during the preceding twelve calendar months. Contributions constituting a minimum contribution shall be determined by the Board of Directors and made known to contributors and potential contributors.
Members shall consist of those persons approved by the Board of Directors who:
(a) pay all appropriate dues to the PAC, and
(b) are (i) agents licensed to sell insurance and other financial products offered by State Farm Ins. Texas, (ii) persons training to become Agents in Texas, (iii) persons who are retired from State Farm, (iv) employees of Agents, (v) employees of State Farm Insurance Companies, and (vi) spouses and children of any of the aforementioned.
ARTICLE VII: SOLICITATIONS
No solicitation for a contribution shall be made by any member of the Committee other than by individuals duly authorized by the Chairperson and consistent with the laws and regulations of the state of Texas.
All solicitations shall state that the solicitation is for contributions to be used for the purpose of influencing an election of candidates to elective office. Members of Agents Political Action Network or any associates of State Farm, current or retired, are free to refuse to contribute without reprisal of any kind; and that all contributions are voluntary and will be treated as confidential, except as required by law to be disclosed.
ARTICLE VIII: CONTRIBUTIONS
All contributions to the Committee shall be made by check, payroll deduction, credit card and/or Electronic Funds Transfer.
All contribution checks shall be made payable to TXSFA PAC and shall be mailed or delivered to the Office of the TXSFA PAC, attention Treasurer, unless directly deposited through payroll deduction or electronic funds transfer into an account of the TXSFA PAC.
No contributions payable to any candidate(s) or political committee(s) shall be accepted.
Any individual making a lawful minimum contribution to the Committee shall become a member of the Committee. Contributions constituting a minimum contribution shall be determined by the Board of Directors and will be made known to contributors and potential contributors.
Anonymous contributions shall not be accepted and shall be disposed of in accordance with applicable provisions of the Texas Election Code.
ARTICLE IX: SEPARATE SEGREGATED FUND
All contributions to the Committee shall be maintained by the Committee as a separate, segregated fund, and all expenditures by the Committee in support of any candidate or political committee shall be made from the fund and from no other sources.
All contributions received by the Committee shall be deposited in accounts established in the name of the Committee.
All contributions to candidates or committees by the Committee shall be made by the means described below and drawn on the account of the Committee.
Any surplus funds remaining after an election shall be carried over for use in connection with the next election.
ARTICLE X: RECEIPT AND DISBURSEMENT OF MONIES
All disbursement of Funds shall be by check drawn on Funds of the TXSFA PAC.
No business of the Committee shall be conducted when the office of the Chairman or Treasurer is vacant except to elect a new Chairman or Treasurer.
Receipt of all Funds shall be deposited into and Funds of the TXSFA PAC.
The Committee shall make available records of the receipt and disbursement of funds to a third-party administrator for the purpose of campaign finance reporting.
ARTICLE XI: CHECK DISBURSAL PROCEDURE
The TXSFA PAC Board of Directors shall review and approve all contributions of the Committee.
Contribution checks shall be issued from the Treasurer, Committee Chairperson or their designee and transmitted to the Committee Chairperson or designee for delivery. Committee members should be, in every instance when practical, requested to assist in delivery of contribution checks.
In an extraordinary circumstances, the TXSFA PAC Board Chairperson has the discretion to authorize the issuance of checks signed by the PAC Administrator to candidates not to exceed $2,000.00 without the board’s prior approval.
Records of all transactions shall be maintained in the TXSFA PAC offices for reconciliation, reporting, and tax compliance purposes.
ARTICLE XII: BOARD OF DIRECTORS MEMBERSHIP & REQUIREMENTS
The TXSFA PAC BOARD OF DIRECTORS shall consist of at least seven (14) members, who shall include the Chairperson of the Committee selected by the Executive Committee, six (13) Agents selected by the Agents Political Action Network Executive Committee and representing different agency field offices, and one (1) member who is a current employee of State Farm. The Board positions shall consist of a Chairperson, Vice-Chairperson, Treasurer, Secretary, and 10 General Members. The members will elect the new Board of Directors at the annual meeting and those members shall serve for a period of five years.
The duties of the Board of Directors shall be: (1) To evaluate and approve or disapprove recommendations for candidate contributions, (2) To advise the Chairperson of the Committee regarding the operation of the Committee and (3) if requested by the Chairperson, to assist the Chairperson in informing the Treasurer of the final determination of contributions to be made in order to disburse the Funds by check and or assist in the presentation of Funds.
TXSFA PAC BOARD OF DIRECTORS shall convene at least once annually at the call of the Committee Chairperson. Meetings may be held in person or via telephone conference call when necessary. The meetings of the Board of Directors may be held at a place within Texas as a majority of the directors designate. Special meetings of the Board of Directors may be called by the Chair or any two Directors on two (2) days’ notice given to each director, personally or by telephone, e-mail or fax.
QUORUM NECESSARY FOR CONDUCTING BUSINESS A majority of the current Board of Directors shall be necessary to constitute a quorum for the transaction of business. Except as otherwise provided by law, the acts of a majority of the directors present at a meeting at which a quorum is present shall be the acts of the entire Board of Directors.
ADVISORY COMMITTEE The TXSFA PAC may establish advisory committees if the Board determines it necessary and desirable for carrying out its purposes and objectives.
ARTICLE XIII: OFFICERS
The Officers shall consist of the following positions.
The Chairperson shall be elected from the memberships of the Texas State Farm Agent’s Political Action Committee and will preside at all meetings of the officers and members of the TXSFA PAC Board of Directors. The Chairperson will also have the authority to disburse checks on behalf of the Committee. Subject to approval by the Board, the Chairperson will retain the services of a third-party administrator to assist in compliance with the Texas Ethics Commission reporting requirements. The members by two-thirds vote of the total voting power at any special meeting called for the purpose, may remove from office any one (1) or more of the directors, notwithstanding that the director’s terms of office may not have expired, and may forthwith at such meeting proceed to elect a successor for the unexpired term.
The Chair or Board of Directors may call special meetings. At any time, upon the written request of the Chair or any two directors, the Secretary shall call a special meeting of members to be held at such place and at such time as the Secretary may fix, not less than fifteen (15) nor more than sixty (60) days after the receipt of said request. If the Secretary neglects or refuses to fix the time or to give notice of the meeting, the Chair or the Directors making the request may do so.
The Vice-Chairperson shall be a member of TXSFA PAC Board of Directors and shall conduct meeting and Chairperson functions when the Chairperson is absent or to fulfill his or her duties.
The Treasurer shall be a member of TXSFA PAC Board of Directors and shall disburse checks and keep records of the financial affairs of the Committee. The Treasurer shall also file such reports as may be required by law. The Treasurer shall be responsible for the protection of all books and records of the Committee. These duties may also be delegated to the third-party administrator.
The Secretary shall be a member of TXSFA PAC Board of Directors and shall maintain the minutes of all meetings of the officers and members of the Committee, and shall perform such other duties as may be assigned by the Chairperson.
If a director is unable to fulfill their term for any reason, voluntary or involuntary, or a vacancy is created, the remaining directors, even though not constituting a quorum, may by a majority vote, fill any vacancy on the Board of Directors (including any vacancy resulting from an increase in the authorized number of directors, or from failure of the appointment of the full number of authorized directors) for an unexpired term, provided that the members shall have the right, at any special meeting called for the purpose prior to such action by the Board of Directors, to fill the vacancy.
The members by a majority vote of the total members present and voting at any meeting called for the purpose, may remove from office any one (1) or more of the directors, notwithstanding that the director’s terms of office may not have expired, and may forthwith at such meeting proceed to elect a successor for the unexpired term.
ARTICLE XIV: AMENDMENTS
Amendments to these Articles may be adopted upon the majority approval of the officers indicated in Article XII, Section 1 and must be affirmed by the Board of Directors.
ARTICLE XV: DISSOLUTION
The Committee may be dissolved at any time by the majority vote of the Officers of the TXSFA PAC Board of Directors. Upon dissolution, all funds contained in the Committee's campaign depository shall be distributed in accordance with the majority approval of the officers indicated in Article Xl, Section 1, in the manner allowed and up to the limits permitted by law.
In witness whereof, the undersigned, being the Chairperson of the Agents Political Action Network Political Action Committee, has adopted these Articles of Association on ________, day of __________________________ 2007.