ARTICLE I: NAME AND MAILING ADDRESS OF ORGANIZATION

Hills Center Business Park  
The Coop Co-work  
1925 Village Center Circle, Suite 150, Las Vegas, NV 89134  

 

ARTICLE II: MISSION OF BCHW

The mission of the Black Community Health & Wellness Association is to empower Black and minority communities through education, advocacy, partnerships, and support, thereby improving the quality of their health outcomes.

 

ARTICLE III: PURPOSE

The purpose of the Black Community Health & Wellness Association is to equip the Silver State community with the knowledge, support, and resources necessary to enhance health outcomes among Black and minority communities.

 

ARTICLE IV: ORGANIZATIONAL STRUCTURE AND COMPOSITION

The Black Community Health & Wellness Association shall consist of board members and executive members. The objectives of the BCHWA shall be pursued through its executive members, governing board, and standing committees between quarterly meetings.

 

ARTICLE V: MEMBERSHIP

Currently, not applicable.

 

ARTICLE VI: COMPOSITION, POWERS, AND DUTIES OF THE GOVERNING BOARD

The governing board of the BCHWA shall consist of the executive committee and the board members.

 

ARTICLE VII: COMPOSITION, POWERS, AND DUTIES OF THE EXECUTIVE COMMITTEE

 

Section I: Composition

The Finance Committee shall provide assistance and guidance to enable the Treasurer to effectively fulfill their duties and responsibilities.

 

Section II: Powers and Duties of Standing Committees

a) The Social Committee shall provide assistance and guidance to enable the Social Committee Chair to effectively fulfill their duties and responsibilities.

b) The Awards Committee is responsible for soliciting nominations for each award, arranging suitable expressions of recognition and appreciation, and making the final presentation of these awards.

 

ARTICLE VIII: ELECTED OFFICERS

 

Office of the President:
The President shall serve as the organization’s chief executive officer, overseeing all assets, business, and affairs. The President shall preside over all board meetings and, unless otherwise delegated, may sign legal documents on behalf of the organization. The President is authorized to appoint or dismiss affiliates, employees, or consultants, and determine their remuneration with advice from the board. The President shall carry out all responsibilities linked to their office, including additional duties as prescribed by the board.

 

Office of the Vice President/President-Elect:
The Vice President/President-Elect shall fulfill the roles and responsibilities in the President's absence, manage time-sensitive materials, and set board meeting agendas. The Vice President/President-Elect acts as a brand ambassador and collaborates closely with other officers, board members, committee chairs, and community partners to foster effective decision-making processes. Should the President be unable to fulfill their duties, the Vice President/President-Elect will assume the office of the President within fourteen days of notification.

 

Office of the Secretary:
The Secretary shall record proceedings of all meetings, give notice of all meetings as prescribed by the President or the board, and keep the seal/logo of the BCHWA in safe custody. The Secretary shall perform additional duties as prescribed by the board or the President.

 

Office of the Treasurer: 
The Treasurer shall manage the financial resources of the BCHWA, reporting to the board members and the public as required. The Treasurer or designated officers shall sign all financial documents as authorized by the executive committee.

 

ARTICLE IX: PARLIAMENTARY AUTHORITY

The business of the BCHWA shall be conducted in accordance with the latest edition of Robert's Rules of Order.

 

ARTICLE X: INDEMNIFICATION

The BCHWA shall indemnify its officers, directors, employees, and agents to the fullest extent permitted by law, except in instances of actions taken in bad faith. Legal fees and other costs incurred in defense of such individuals may be advanced by the board.

 

ARTICLE XI: CONFLICT OF INTEREST

All board members must annually sign the BCHWA's Conflict of Interest disclosure form within thirty days of receipt. Failure to comply will result in automatic dismissal from the board.

 

ARTICLE XII: REVISION OF BYLAWS

Proposed revisions or amendments to the bylaws must be submitted to the executive committee ninety days prior to the annual meeting. A two-thirds majority of the board members present at a meeting where a quorum is present is required to adopt any revision or amendment.

 

ARTICLE XIII: ANTI-DISCRIMINATION POLICY

The BCHWA shall not discriminate on the basis of race, ethnicity, culture, language, national origin, age, disability, gender, sexual orientation, gender expression, education, religion, socioeconomic status, or lived experience.

 

ARTICLE XIV: INDEPENDENCE OF THE ORGANIZATION

The BCHWA shall remain independent and shall not share bylaws, articles of incorporation, or boards of directors with any non-affiliated groups.

 

ARTICLE XV: ROLE OF BOARD MEMBERS & COMMITTEES

Board Members must be members in good standing and are responsible for establishing the policies of the organization.

 The term of office for board members is two years. Vacancies on the board are temporarily filled by appointment by the executive committee and are subject to a board vote within 90 days.

 

ARTICLE XVI: DISSOLUTION

Upon dissolution of the BCHWA, remaining assets after the payment of debts and liabilities shall be distributed to the Black Community Health & Wellness Association for the furtherance of its tax-exempt purposes.