CHAPTER PRESIDENTS HANDBOOK

TABLE OF CONTENTS

Chapter 1 organization

History / Mission2

By-Laws4

Board of Directors - Officers5

Directors6

Nomination of Officers

Chapter Presidents8

Regional Coordinators13

Chapter 2- committees

Committee members16

By Laws

Communications18

Legislative Issues & Public Policy

National Conference Planning

Energy Entrepreneurs

Technology Development

Personnel & Administration

Scholarship

Membership & Chapter Development

Finance

CHAPTER 3 - PROGRAMS

Trademark19

Scholarship21

Newsletter22

Meetings23

Frequently Asked Questions27

1

Chapter

1

History

t

he American Association of Blacks in Energy (AABE) was organized in the spring of 1977 by 12 individuals, including AABE's first chairman, Clarke Watson, who conceived the idea. Membership was open to professionals whose training or experience in energy-related fields could make significant contributions to resolving energy problems and create a better understanding of energy issues. Members were managerial and professional persons in energy businesses, owners of energy-related businesses, energy consultants, educators in energy-related disciplines, government officials with energy-related responsibilities, and students.

AABE, a non-profit organization, required that membership be held on an individual basis. Persons who joined the organization were individually responsible for their dues and participation. Other times dues could be paid by the individual's employer. In November 1977, shortly after the formation of AABE, NAACP Board Chairman Margaret Bush Wilson requested the participation of AABE in a conference in Washington, D.C. to examine the "energy crisis" and its implications for Black Americans. As a result of this conference, AABE was invited to work with Chairman Wilson and her policy advisors to develop and issue a formal statement about national energy policies. The policy statement was adopted by the NAACP Board at its annual meeting on January 9, 1978. It addressed the potential adverse consequences to Black Americans by the Administration's proposals.

The growth of AABE as a viable energy policy organization continued with the formation of the AABE scholarship program, and outreach to energy professionals throughout the country through regional coordinators. In 1980, the Bylaws were amended to provide for the establishment of local chapters. Today, there are 35 chapters in six geographic regions in the United States.

AABE is an energy policy and educational organization whose members participate in every segment of the energy industry throughout the United States. Several local chapters have instituted various mentorship programs for college students majoring in energy-related disciplines, including a scholarship program for mathematics and science majors. AABE participates in issues through policy papers, alliance meetings, regional and national conferences, and its quarterly newsletter to the national membership.

Mission

The American Association of Blacks in Energy (AABE) is a national association of energy professionals founded and dedicated to ensure the input of African Americans and other minorities into the discussion and development of energy policies, regulations, R&D technologies, and environmental issues.

AABE’s mission is carried out through programs and activities in four major areas: Energy Policy Development; Career and Professional Development; Information Dissemination; and Scholarships & Awards.

The purposes of AABE are the following:

  • To serve as a resource for policy discussion of the economic, social and political impact of environmental and energy policies on African Americans and other minorities.
  • To ensure involvement of African Americans in governmental energy policymaking by recommending capable, sensitive and informed personnel to appropriate officials.
  • To encourage both, the public and private sectors, to be responsive to the problems, goals and aspirations of African Americans working in energy-related fields.
  • To encourage African American students to pursue careers in energy-related fields and to provide scholarships and other financial aid for such students.

By Laws

April 2005 Revision

ARTICLE ONE

Purposes

The purposes of the American Association of Blacks in Energy, hereinafter

"the Association," are set forth in the Articles of Incorporation.

ARTICLE TWO

Offices

The principal office of the Association shall be in the District of Columbia,

United States. The Association may have such other offices and may carry on its

purposes at such other places either within or outside the District of Columbia as the

Board of Directors may from time to time determine.

ARTICLE THREE

Members

Section 1. Membership is open on an individual basis to the following:

1.Managerial and professional employees and owners of energy-related businesses, i.e., a business engaged in research and development, exploration, refining and marketing of primary energy resources such as oil, metal, gas, coal, hydroelectric, nuclear, solar;

2.Consultants who offer expertise primarily in energy-related disciplines

serving the energy industry, or serving national governmental agencies;

3.Managerial and professional employees of industry-related trade

associations;

4.Educators in the disciplines related to the above categories and limited

honorary memberships granted on the approval of the Board of Directors;

5.Federal, state and local government officials having energy-related

responsibilities;

6.Students who desire to actively support the purposes of the Association.

Section 2.Types of Membership: The Association shall have three types of

membership as classified by dues paid. Regular annual membership dues

will be $100 There shall be a $200 yearly Gold Star Sustaining

Membership and a $20 annual student membership fee. Those who pay

regular annual membership dues and/or Gold Star fees shall constitute the

General Membership of the Association. Only Sustaining Members may

be Board Members or officers of the Association.

Section 3.Term of Membership: The term of membership is based on the calendar

year, and dues are payable on an annual basis.

Section 4.Withdrawal from membership may be accomplished by letter to the

Secretary:

Section 5.Voting Rights: wherever a vote of the general membership is required,

each general member in good standing shall be entitled to a single vote.

Section 6. Transfer of Membership: Membership in the Association is not

transferable or assignable. Upon the death or resignation of a member, the

membership wholly cease and expire.

ARTICLE FOUR

Meetings of General Membership

Section 1.Annual Meetings: A meeting of the General Membership shall be held

annually at a place and time designated by the Board of Directors for the

transaction of such business as may come before the meeting.

Section 2. Special Meetings: Special meetings of the General Membership may be

called by (i) the Chairman, (ii) a majority vote of the Board of Directors,

(iii) or not less tan 25% of the General Membership entitled to vote and

who represent at least six (6) or more chapters of the Association.

Section 3.Place of Meetings: The Board of Directors may designate any place, as a

place for the Annual Meeting, Regular Meeting or Special Meeting of the

General Membership.

Section 4. Notice of Meetings: Notice of time and place of Regular Meetings and of

the purpose of all Special Meetings shall be given in the manner provided

by the applicable statutes of the District of Columbia.

Section 5.Informal Action by General Members: Any action required by law to be

taken at a meeting of the General Membership or any action which may

be taken at such meeting, may be taken without a meeting if a consent-in-

writing setting forth the action taken is signed by the requisite percentage

of the General Members in good standing-

Section 6.Quorum: One-fifth (20%) of the General Members in good standing who

are registered as of .5:00p.rn. of the second day of the Annual Meeting

representing at least six (6) or more chapters of the Association shall

constitute a quorum at the General Membership Meeting.

Section 7. Manner of Acting: A majority of the General Members entitled to vote

and present or represented by proxy at a meeting shall decide any

question brought before the meeting unless a greater number of votes is

required by law, by the Articles of incorporation, or by these By-Laws.

Section 8. Proxies: At any meeting of the General Membership any General

Member entitled to vote may vote by proxy executed in-writing by the

member or by the member's duly authorized attorney-in-fact. Such

proxy shall be filed with the Secretary At least ten (10) working days

prior to the first day of the Annual Meeting in a form approved by the

Board of Directors.

ARTICLE FIVE

Board of Directors

Section 1.Number, Tenure and Vacancies: The property, business and affairs of

the Association shall be managed by the Board of Directors, who need

not to be residents of die District of Columbia. The Directors of the

Association shall be:

  1. The officers of the Association elected by the General

Membership;

2. Thirteen (13) additional members elected by the General

Membership;

3.Former AABE chairmen for a term of four (4) years. All former

chairmen shall begin their terms in 1994. Thereafter, AABE past.

chairmen shall serve on the Board of Directors pursuant to the four

(4) years limitation of this section.

4.Regional coordinators. referred to in Article Nine, Section 2.B.

5.One person each, designated by the National Association for the

Advancement of Colored People (NAACP), the National Urban

League, and the National Bar Association.

6.The Founding Members.

The elected Directors shall be elected for a two-year term at each

Annual Meeting of the General Membership; except that at the 1994

Annual Meeting six (6) Directors shall be elected for one-year terms

and seven elected for two year terms in order to set up staggered terms

for elected Directors. Thereafter, each Director shall hold office until

the next scheduled election, at which his/her term expires, and

qualification of a successor. Any vacancy occurring in the Board of

Directors, whether through death, resignation. or removal, shall be

filled by a majority vote of the Board of Directors. A Director chosen

to fill a vacancy shall serve the unexpired term of the predecessor in

office. Nothing herein shall be interpreted to disqualify a former

Chairman from seeking any office or Board Director position in the

Association.

Section 2.Power: The Board of Directors shall have and may exercise to the

General Members, by these By-Laws, all powers of the Association other

than those reserved by the Articles of Incorporation or by law.

Section 3. Annual and Regular Meetings: The Board of Directors shall meet four

times each year at such place pr places as. the Board of Directors may

from time to time determine.

Section 4.Special Meetings: Special Meetings of the Board of Directors may be

called by the chairman or upon the request of a majority of the members

of the Board of Directors.

Section 5.Notice: Notice of the time and place of every meeting for the Board of

Directors shall be given at least fifteen (15) days before the meeting by

written notice stating the purpose for such meeting and delivered

personally or sent by mail to each Director's address as shown by the

records of the Association..

Section 6.Quorum, Majorities and Proxies: At all meetings of the Board of

Directors, ten (10) members of the Board shall constitute a quorum for

the transaction of business. In the absence of a quorum, a majority of

those present may adjourn the meeting without further notice. An

affirmative vote of at least a majority of the Directors present at a

meeting at which a quorum is present shall be required to decide any

questions brought before such meeting, and shall be the act of the Board,

except where a larger number is required by law, the Articles of

Incorporation, or by these By-Laws. At any meetings of the Board of

Directors, any member of the Board of Directors may vote by proxy

executed in-writing by the member or by the member's duly authorized

attorney-in-fact No proxy shall be voted after 30 days from its date of

execution.

Section 7.Resignation and Removal: Any Director may resign at any time by

giving written notice to the Chairman of the Board of the Directors of the

Association. Such resignation shall take effect on the date of the receipt

of such notice or at any later date specified therein and, unless otherwise

specified therein, acceptance of such resignation shall not be necessary to

make it effective. Any director may be removed at any time with or

without cause, by the affirmative vote of two-thirds of the General

Members entitled to vote.

Section 8.Informal Action by Directors: Any action required by law to be taken at

A meeting of the Directors or any action which may be taken at a meeting

of the Directors, may be taken without a meeting if a consent in writing,

setting forth the action taken, is signed by a majority of all of the

Directors.

ARTICLE SIX

Officers and Executive Committee

Section 1.General: The officers of the Association as of the Annual Meeting of

1980 shall be a Chairman, 1st Vice Chairman, 2nd Vice Chairman. Secretary, an Assistant Secretary, a Treasurer, and an Assistant

Treasurer, all of whom shall also be Directors. In each succeeding two-

year period (even-numbered years), each of the officers shall be elected

for a two-year term by an affirmative vote of the majority of the General

Members present and entitled to vote at the designated Annual Meeting

and shall hold office until their respective successors are elected and

qualified. In all cases where the duties of any officer, agent or employee

are not described by the By-Laws or by the Board of Directors, such

officer or agent shall follow the orders and instructions of the Chairman.

Section 2. Removal: Any officer may be removed by the General Membership with

or without cause by the affirmative vote of two-thirds of the General

Members entitled to vote.

Section 3. Vacancies: A vacancy in any office because of death, resignation,

removal, disqualification or otherwise, may be filled for the unexpired

portion of the term of that office by the Board of Directors.

Section 4.Chairman: The Chairman shall have the following duties and powers:

(a) The Chairman shall be the chief executive officer of the Association, and, subject to the directions of the Board of Directors shall have general charge of the business affairs and property of the Association and general supervision over its officers, employees and agents.

(b)The Chairman shall preside at all meetings of the Board of Directors and meetings of the General Membership.

(c) Subject to the directions of the Board of Directors, the Chairman

shall exercise all powers and perform all duties incident to the chief executive officer of a corporation and shall exercise such other powers and perform such other duties as from time to time may be assigned by the Board of Directors.

Section 5. Vice Chairmen: The Vice Chairmen shall serve as the role of Vice

Chairmen and shall exercise such powers and perform such duties as

from time to time may be assigned by the Board of Directors or by the

Chairman. At the request of the Chairman or in the absence or disability

of the Chairman, the. First (1) Vice Chairman shall perform all 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. The 1st Vice Chairman

shall be responsible for fundraising, planning, membership and chapter

development. The Second (2nd) Vice Chairman shall be responsible for

issues and policy, entrepreneurship and business development

Section 6.Secretary: The Secretary shall have the following powers and duties:

(a) The Secretary shall keep or cause to be kept a record of all the

proceedings of the meetings of the members and the Board of

Directors in books provided for that purpose.

(b) The Secretary shall cause all notices to be duly given in accordance with the provisions of these By-Laws or as required by Law.

(c) The Secretary shall be the custodian of the records and of the seal of the corporation and shall cause such seal (or a facsimile thereof) to be affixed to all instruments, the execution of which on behalf of the Association under its seal shall have been duly authorized inaccordance with these By-Laws, and when so affixed the Secretarymay attest the same.

(d)The Secretary shall keep at the Association's registered office or its

principal office a record containing the names and addresses of all

members of the Association.

(e)The Secretary shall sign with the Chairman membership certificates of the Association, the issuance of which shall have been authorized by resolution of the Board of Directors.

(f)The Secretary shall have charge of the membership book of the

Association. The secretary shall also be responsible for the

personnel/administration and nomination committees.

(g)The Secretary shall perform, in general all duties incident to the

office of Secretary and such other duties as may be assigned by

these By-Laws or as may be assigned from time to time by the

Board of Directors or Chairman.

(h)The Assistant Secretary shall perform the foregoing duties of the

Secretary during the absence or disability of the Secretary.

Additionally, this office shall be responsible for awards and

recognition.

Section 7. Treasurer: The Treasurer shall have the following powers and duties:

(a) The Treasurer shall have charge and supervision over and be

responsible for the monies, securities, receipts and disbursements

of the Association.

(b)The Treasurer shall cause the monies and other valuable effect of

the Association to be deposited in the names and to the credit of

the Association in such banks or trust companies or with such

bankers or other depositories as shall be selected in accordance

with these By-Laws.

(c)The Treasurer shall cause the monies of the Association to be

disbursed by checks and drafts (signed as provided by these By-

Laws) upon the authorized depositories of the Association and

cause to be taken and preserved proper vouchers for all monies

disbursed.

(d)The Treasurer shall be the principal accounting officer of the

Association, and, as such, shall keep complete books and records-

of account, prepare and file all local, state and federal tax returns

and prescribe and maintain an adequate system of internal audit

(e)The Treasurer shall render to the Board of Directors or the

Chairman, whenever requested, a statement of financial condition

of the Association and of all transactions as Treasurer, and render