BY-LAWS OF THE CLARKSVILLE-MONTGOMERY COUNTY TENNESSEE CRIME STOPPERS BOARD

Article I:  Name, Description & Mission.

Section 1. Name.  The name of the corporation is Clarksville-Montgomery County Crime Stoppers, Inc.  It shall also be referred to as Crime Stoppers with the principal governmental support office being located at the Clarksville Police Department Headquarters.  Meetings of the organization may be held at public locations approved by the Governing Board.

Section 2. Description.  The first Crime Stoppers program in the United States began on September 8, 1976.  The organization is a community-based crime-solving program that assists local law enforcement.  The Clarksville-Montgomery County Crime Stoppers program was approved as a non-profit entity, 501(c)(3) on March 11, 1985.  This local governing entity of the Crime Stoppers, hereafter known as the Board, is a member of the national Crime Stoppers organization and abides by its rules and regulations.  The Board’s leadership is vested in the positions of the Executive Committee.  The Board will be made up of local volunteer citizens, who will elect an Executive Committee to conduct and operate any day-to-day needs of the Crime Stoppers program or Board.  

Section 3.  Mission.  The Crime Stoppers program is based on the principle that someone other than the criminal has information that can solve the crime.  To gain that information, via the media and other forms of publicity, the Crime Stopper program works to counter the fear of reprisal, attitudes of apathy, and a reluctance to get involved, which may be encountered in the course of criminal investigations.  By offering anonymity to those who can provide information about crimes and paying rewards for information that leads to arrests, Crime Stoppers can enhance the ability of law enforcement to resolve crimes.

The Board and/or Executive Committee will meet monthly, or more frequently as necessary, at a location open to the public with the goal being to work with the community, local law enforcement, and media to prevent and/or assist in solving crimes.  The process of resolving crimes will be through a means of publicity, the generation of anonymous tips for law enforcement use, and offering rewards for tips that are validated by law enforcement agencies as assisting in solving felony crimes.

The Board is charged with raising funds to carry out the operations and mission of Crime Stoppers.  These funds may be provided by donations/payments of local governments, fundraisers, and/or direct tax-deductible contributions of businesses, corporations, service organizations, and citizens.

Article II:  Board Membership. Size, Criteria for Selection, Removal, Terms, and Enumerated Powers.

Section 1.  Size.  The Board shall have a voting membership of 12 members.  The positions of leadership for the Board are defined in Article III: Executive Committee.  A quorum of seven (7) members will be required to conduct the official business of the Crime Stoppers Board. The Board will also have members that represent the Clarksville Police Department, Austin Peay State University Campus Police, and The Housing Authority. These law enforcement agencies will appoint a primary and alternate representative to the Board.  Their mission is to present, answer, or research issues/questions pertaining to crimes/TIPs that may come before the Board for action.  They may provide input on how to provide information to the public on crimes, law enforcement issues, and the methodology used.  They are not voting Board members in order to avoid any conflict of interest issues due to their law enforcement mission and the Crime Stoppers mission.

Section 2.  Criteria for Selection.  Board members will be a minimum of 18 years old, be residents of Clarksville-Montgomery County, and have maintained a residence within the county for a minimum of one year prior to application.  Potential Board members will complete an application for Board members that will include a background check. Specific written and approved policies on application processes and recruiting new Board members may be developed.  Potential members that complete the application and have a clean background check will be submitted to the Board for approval.  An approval vote, which equates to the majority of the full Board (seven (7) votes), is required.  No political appointments will be accepted.  No members of the Board or any sub-committee will receive any form of compensation/payment for serving on Crime Stoppers.

Section 3.  Removal. 

(A) Missed Meetings.  Board members may miss four (4) total meetings within a 12-month period and remain in good standing as Board member.  The 12-month period begins with their first board meeting as a member of the Board.  If a Board member misses the maximum number of meetings allowed, the Secretary (in coordination with the Chairman) will send a written notice to the Board member notifying that another missed meeting will result in automatic dismissal from the Board.  There could be exceptions to this attendance requirement if the missing member contacted the Chairperson or Secretary ahead of time and explained that there were extenuating circumstances such as health, work-related travel, etc.  A Board member dismissed by this method may reapply for Board membership after one (1) year after the date of dismissal.  

(B)(1) For Cause - Criminal.  The Board will remove board members who are arrested during their term on issues related to felony charges, or on charges that result in jail time, from membership immediately upon receipt and validation of such information from a law enforcement agency.  Removal due to this action will be concurred by a two-thirds vote (eight (8) affirmative votes) of the full Board membership.

(B)(2) For Cause – Other.  Board members that do not abide by the by-laws and operating procedures or policies of Crime Stoppers; cause continuous disruptions to board proceedings; act in a threatening manner to other board members, or use their Board membership in other venues in an unethical manner that reflects poorly upon the image and/or purpose of Board and/or Crime Stoppers may be removed from Board membership by a two-thirds vote (eight (8) affirmative votes) of the full Board membership.  The removal vote will be taken only after the accused Board member is notified in writing and allowed the opportunity to come before the board to answer questions/charges and show why the member should not be dismissed.  If the accused Board member refuses to come before the Board and/or answer or reply to questions related to the accusations, the Board shall proceed with the removal vote.  The Board vote is final and the removed member will not be reconsidered for any future Board vacancies.

Section 4. Terms.  Voting Board members may serve a term of four years, with no more than two (2) consecutive terms. A second term will require a majority vote of the full Board.  Members completing two terms may reapply for a board vacancy after sitting out for one (1) year.  

(A) By-Laws/Policies. Adopt/Approve any changes to operating procedures, policies, or by-laws of Crime Stoppers by a two-thirds majority vote (8 affirmative votes) of the full Board membership.

(B) Fill Vacancies. Vote to fill any vacancies of the Executive Committee. Requires a majority approval vote (7 affirmative votes) of the full Board.

(C) Remove Board Members.  Vote to remove any member of the Executive Committee or Board in accordance with procedures outlined in the by-laws.

(D) Vote on TIPS payouts.  A simple majority vote of the Board required provided a quorum is present.

(E) Special Activities.  Vote on performing any special activities, contracts, obligations or functions to be conducted by the local Crime Stoppers organization.  A simple majority vote of the Board required provided a quorum is present.

(F) Operational actions and/or Reports Approval.  Vote on recorded minutes of Board meetings, financial/treasurer’s reports. 

(G) Budget, Finances, Contracts. Vote on issues related to the organization’s yearly budget, organizational budget changes/amendments, finance/banking, insurance, contacts, or other actions that are required to keep the Board/Crime Stoppers operating within the requirements of legal needs and good management practices.  A simple majority vote of the Board required provided a quorum is present.

Article III:  Executive Committee.  Composition, Criteria for Selection, Removal, Terms, Enumerated Powers, Officer Duties.

Section 1. Composition.   In accordance with the article of incorporation, an Executive Committee will be established and officer positions consisting of four (4) Board members will fill the following positions: Chairperson, Vice-Chairperson, Secretary, and Treasurer.  These positions are full members of the Board and serve as the leadership of the full Board.  The positions of Chairperson, Vice-Chairperson, and Treasurer shall not be filled by Board members who are related to each other through marriage, family, or business connections. 

Section 2.  Criteria for Selection.  The current chairperson will gather a listing of interested candidates for any vacant or term-limited Executive Committee positions as detailed in Article III, Section 1.  The chairperson will prepare a paper ballot (if two or more members compete for a position), by position, for voting by the Board.  Executive Committee nominees will be Board members in good standing and be available for the full term of office. Any elections conducted by paper ballot will require a simple majority required for selection.  

If there is only one candidate for the position being filled, a floor nomination made by the chairperson, with a second from a Board member will suffice, with a simple majority vote to follow for approval. 

The person being nominated/voted for a position will abstain from voting on their own position.

Section 3.  Removal.  An Executive Committee member may be removed, with cause, by a majority vote (seven (7) votes) of the full Board membership.  The Executive Committee member that is the focus of the removal action will abstain from voting on the action.

Section 4. Terms.  Executive Committee members shall be elected by the Board membership to fill a listed position and will hold that office for a one-year term, with a maximum of two (2) consecutive terms.  The exception to this requirement is Secretary.  This position may fill multiple/consecutive one-year terms with the election/approval of the Board membership.   Elections will take place during the December Board meeting and elected officers will assume their elected position on January 1.  Any vacancies that occur within a term will be filled within 60 days of vacancy notification.   The newly elected members filling vacancies will assume their new position immediately after the vote and will serve the remainder of that term.  If the remainder of the term is less than six (6) months, the member may run for two (2) more full consecutive terms.  Anything more than six (6) months will be considered a full term and the member may be elected to only one more term.

Section 5: Enumerated Powers.  

(A) Enter into business contracts, as approved by the Board, to conduct Crime Stopper business.

(B) Pay expenditures/debts, as approved by the Board, related to contracts.

(C) Procure and maintain liability and/or any other insurance needs to protect the Board members and/or Crime Stopper property. Changes in coverages or carriers will require a recommendation of approval/disapproval to the full Board.

(D) Initiate, review, and provide a committee approval/disapproval recommendation to the full Board any changes to the by-laws or operating procedures of the local Crime Stoppers.

(E) Serve as the focal point for actions involving Crime Stoppers with the general public, law enforcement, or other groups of agencies that may have an interest or conduct business with the organization.

(F) Formulate and provide a committee approval/disapproval recommendation of the yearly budget to the full December Board meeting for approval.

(G) Any actions associated with powers listed in Section 5(C), 5(D), and 5(F) of these Enumerated Powers, will require a majority vote of the committee.  Quorum rules apply.

Section 6. Officers Duties.  

(A) Chairperson.  

• The principal officer of the local Crime Stopper organization.
• Presides at all meetings of the Board and Executive Committee and prepares agenda items to be reviewed and /or voted on.
• Shall co-sign all financial instruments, business contracts, and any other item that infers a legal obligation involving the Crime Stoppers organization.
•  Prepare/formulate a yearly budget with the Treasurer for approval and submission to the December Board meeting.  
•  An ex-officio member to any other standing/special committee, except the nominating committee. 
• Will vote on all issues that come before the Board or Executive Committee, unless a conflict of interest is announced to the Board or Executive Committee before a vote is taken.
• Shall represent Crime Stoppers in all efforts and venues to gain support, financial assistance, and publicity with business, corporate, governmental, and other entities to carry out the organization’s mission.
• Prepare or assist in the payout preparation of TIP funds as prescribed in the operating procedures of the Crime Stoppers organization.
• May call on other Executive Committee (or Board) members to assist on projects or issues as needed.
• Will initiate research and reviews on any changes to by-laws or operating procedures.  Will garner a recommendation on the suggested changes from the Executive Committee for submission to the full Board for approval.
• Will assist/provide the Historian with any data research, information, or copies that are needed for the historical report.

(B) Vice-Chairperson.  Will assist the chairperson as needed/directed and/or carry out and uphold the duties and responsibilities of the chairperson in the event of their absence.  Will attend all Board or Executive Committee meetings. Fills in as secretary, if the secretary is absent.

• Establish special committees and appoint a chairperson to any standing or special committee. 

• Will assist the chairperson as needed/directed and/or carry out and uphold the duties and responsibilities of the chairperson in the event of their absence. 

• Will attend all Board or Executive Committee meetings. 

• Fills in as secretary, if the secretary is absent.

• The Board Recruiter. The Vice-chair will be responsible for gathering potential board members, inviting them to the monthly meeting, introducing them at the meetings, and being the follow-up after the meeting. The process then becomes the Vice- Chairs responsibility to gather the application and gather the background check and then present it to the board for a vote. 

• Will develop and maintain a Board membership list that contains the name, address, email, phone number, and established membership start/end date of each member’s term.  If a Board member is also an Executive Committee member information the start/end date of the officer position held will be noted.  Will email an initial copy to Board and ex officio members and as updates occur. 

(C) Secretary. 

• Will attend all Board or Executive Committee meetings.
• Will conduct and record roll call for all Board and Executive Committee meetings. Absences (to include ex officio) will be noted in Board and/or Executive Committee meeting minutes.  Will notify/mail, by letter, to those Board members who are about to be removed for violation of by-law attendance policies.  This will be coordinated with the Chairperson, who will sign the letter of notice prepared by the secretary.
• Will record the full minutes of the Board and/or Executive Committee meetings by electronic means.  An electronic copy will be maintained for 90 days.  A transcribed copy highlighting attendance, main items and points of discussions, names of those who make motions, and provide a second for voting purposes will be noted and outcomes of Board and/or Executive votes.
• Assists chairperson, or any other executive committee or Board member, with items to be placed on agendas and their publication.
• Provide Board and/or Executive members with the transcript minutes of the previous meetings.  The minutes and agenda will be submitted to members via email 48 hours before the regularly established monthly meetings.  Members that may not have email will be provided a paper copy at the beginning of the regular meeting. As part of the submission, a reminder will be included about the Board meeting time, date, and location.
• A file/folder/notebook will be maintained with the meeting minutes and any other information/handouts subdivided by month and year.
• Will assist/provide the Historian with any data research, information, or copies that are needed for the historical report.

(D) Treasurer.

• Custodian of all organizational funds.
• Prepare and maintain a financial/treasurer’s report that will be presented to the full Board for review and approval each month.
• Will assist the chairperson in preparing a yearly organizational budget. The budget year shall operate from January to December.  The new budget will be presented for Board approval at the December meeting.
• Shall co-sign all financial instruments, business contracts, and any other item that infers a legal obligation involving the Crime Stoppers organization.
• Prepare or assist in any cost analysis of proposed projects
• Prepare or assist in the payout preparations of TIP funds as prescribed in the operating procedures of the Crime Stoppers organization.
• Will assist/provide the Historian with any data research, information, or copies that are needed for the historical report.

Article IV: Meetings.  Regular, Unscheduled, Emergency 

Section 1. Regular.  A monthly meeting of the Board will be held on a standard/regularly scheduled date, time, and public location.  Due to holidays or other issues that may interfere with a regularly scheduled meeting, the chairperson may offer a different date, time or location for Board approval.  Any change in the regular meeting schedule must be done at least one (1) month prior to the meeting in question.  The Chairperson and/or Secretary will send a reminder of the Board meeting 48 hours prior, along with the upcoming meeting agenda and minutes of the prior meeting.

Section 2. Unscheduled Meetings. Unscheduled meetings should be rarely called for.  Their use should involve a topic or issue that will negatively affect the organization if delayed until the regular scheduled monthly meeting.  The Chairperson may call such meetings for either the Executive Committee or the Board.  A quorum of the Board (seven (7) members) or Executive Committee (three (3) members) may also request that a special meeting be held for that function.  Names of the quorum members and the issue/topic to be discussed must be submitted by email to the chairperson.  The chairperson will verify the names of the requesters and topics within 24 hours of receipt.  Upon verification, the chairperson will schedule a meeting.  A minimum of 72 hours’ notice is required to attend a special meeting and will be submitted through email by either the chairperson or secretary.  Time, date location, and agenda will be provided as part of that notification.  ALL BOARD AND/OR EXECUTIVE MEMBERS THAT SIGN ON REQUESTING A SPECIAL MEETING MUST BE IN ATTENDANCE AT THE STATED DATE, TIME, AND LOCATION.  FAILURE TO ATTEND WILL RESULT IN IMMEDIATE ADJOURNMENT.  If an adjournment occurs due to members’ failure to attend, the topic can be placed on the next regular meeting agenda or the chairperson may schedule another special meeting.

Section 3. Emergencies.  

(A) Meeting Cancellations. Events such as weather, civil issues, or other unexpected calamities can affect scheduled meetings.  It will be the responsibility of the chairperson to decide if a meeting must be called off due to unexpected conditions.  If a meeting must be unexpectedly canceled, the chairperson will notify Board members via email or phone.  

(B) Emergency Meeting. An emergency meeting is defined as the need for the Board to confer on a decision that requires action before the scheduled monthly meeting or an unscheduled meeting that can be properly scheduled or arranged.  Also, as seen with the COVID-19 national pandemic, national, state, and/or local government officials made the need to halt all public group gatherings for health and/or security reasons.  In these instances where NO in-person Board meeting can be arranged, the Chairperson may alert Board members that such a condition exists.  When this occurs, the Chairperson may present time-sensitive decisions to Board members for their review and vote via the capabilities of the internet/phone.  This may be in the form of email, video conferencing, conference calls, etc.  As the Board is supposed to conduct all work in an open public forum, any issues brought to the Board via an internet method should be specific and limited. Any communications, to or from any Board members, related to the issues being reviewed should be addressed to ALL members.  Examples would be the need to approve and fund validated TIPs or the paying/spending of funds that would interfere/harm with the operations of Crime Stoppers.  Other items that are normally reviewed or discussed at monthly Board meetings would be held until the next in-person Board meeting.  For any monthly meeting missed or emergency encountered the Secretary will document and highlight any actions/votes and the reason for those actions/votes as an addendum to the next normal monthly meeting minutes.  

Article V: Committees.  Recruitment/Nomination and Special

The chairman may create committees as needed and appoint the chair of the committee.  Committees will be composed of three (3) to five (5) members.  Any Board member may be appointed/volunteer. 

Article VI: Financial Operations/Examination

An annual examination of the financial accounts and activities of Crime Stoppers will be made by a certified public accountant as recommended by the chairperson and approved by the Board.  The budget year is from January to December.  By-laws specify who may be involved and how they may be involved with the financial transactions of Crime Stoppers.

Article VII: Parliamentary Authority

The latest version of Robert's Rules of Order will be used for parliamentary procedures not provided within the by-laws of Crime Stoppers.

These by-laws were reviewed, updated, and submitted for approval by the required two-thirds (2/3) approval of the Board.  They were adopted and are in effect by the Clarksville-Montgomery County Crime Stoppers Board as of the 20th day of March 2023.