BY-LAWS OF ROANOKE REBOS, INC.

Original January17, 1988 Bi-Laws Revised and Revisions approved at the Annual Meetings  of 1-28-2007, 1-12-2020, 1-9-2022 and 1-8-2023.

ARTICLE I

The name of this non-stock corporation is Roanoke REBOS, Inc. hereinafter referred to   as “REBOS”  

The office of   REBOS shall be located at 4231 Garst Mill Road, Roanoke, Virginia.

 ARTICLE II

The Corporation shall operate exclusively for charitable and educational purposes , including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under Section 501 © (3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law).  In connection with the purpose outlined above, the Corporation shall serve as a benevolent institution for the promotion of sobriety in individuals afflicted with the disease of alcoholism and for the study and dissemination of information about said disease; to acquire and maintain a facility, residence or residences for meeting and fellowship purposes and dissemination of information; to do all things and acts necessary to the accomplishment of these objectives; and to have all the rights, privileges, powers and immunities by law for similar corporations in the State of Virginia. 

ARTICLE III

MEMBERSHIP

Any recovering alcoholic or addict who evidences good faith and intent relative to our purpose and is approved by the Board of Directors (or membership committee appointed by the Board of Directors) shall be considered a voting member in good standing as long as his or her dues are current and all rules are adhered to.

The Board of Directors is authorized to prescribe the entrance requirements of a prospective Member and to further prescribe the qualifications which constitute a member in good standing.  Such requirements shall be made known to the members as here in after described.  However, no application for Membership shall be considered until applicant has been continually clean and sober for thirty (30) days.  Such applicants may enter facilities of REBOS as guests of members.

ARTICLE IV

OFFICERS AND DIRECTORS

The Officers of REBOS shall be the President, Vice President, Secretary and Treasurer, and shall be elected by the Board of Directors.  Newly elected directors shall take office immediately following the annual meeting.

The Board of Directors shall consist of not less than four (4) and not more than 10 (Ten) members.  of REBOS.  The term of office for the directors elected to serve shall be three (3) years.  Should a vacancy occur such vacancy may be filled by appointment via a majority vote of the remaining Board of Directors meeting in open session.  No director may be elected and/or approved for more than two (2) consecutive three (3) year terms.

Any member of the Board of Directors who is absent from three (3) consecutive meetings of the Board may be removed from the Board by a two-thirds (2/3) majority vote of the remaining Board present and meeting in open session.

ARTICLE V

DUTIES OF THE OFFICERS

The President shall:

  1. Preside at all meetings of the members of REBOS.
  1. Act as Chairman of the Board of Directors and all committees except those specifically   designated to another officer or committee chairperson.
  1. Have power, with approval of the Board of Directors, to appoint all special committees.
  1. Be eligible to serve no more than two (2) consecutive terms as President.
  1. The immediate past President shall serve as a member of the Board of Directors for the year immediately following his said term as President.
  1. With the approval of the Board, sign all contracts or agreements on behalf of REBOS.
  1. Perform any-and all other duties as may be directed by the Board of Directors. 

 The Vice President shall:

A.  In the absence of the President, perform all duties of the office of President.

B. In the event of resignation, disqualification or death of the President, shall   immediately call a meeting of the Board for the election of a successor.

C. Perform such other duties as the Board of Directors may determine.

The Secretary shall:

  1.  Keep all records and minutes of meetings of the members of the Board of Directors, and shall perform all other duties as assigned by the Board.

The Treasurer shall:

  1.  Keep the accounts and collect and disperse the funds relative to the operation of REBOS.
  1.  Deposit and maintain all funds of REBOS at such banks as directed by the Board of Directors and preserve vouchers for all deposits and payments.
  1.  Make no payments except by the check signed by the officers duly authorized by the Board of Directors.
  1. Prepare a full financial report monthly.
  1. At the annual meeting, or when requested at a special meeting, submit a detailed report of the financial transactions of REBOS, INC. for the preceding year.

ARTICLE VI

DUTIES OF THE BOARD OF DIRECTORS

The Board of Directors shall:

  1. Appraise and approve all contracts and/or agreements prior to the President signing same.

B. Review the Treasurer’s duties as needed.

C Establish and enforce the rules of conduct for attendance at REBOS

D. Meet at least once a month.

  1. Shall be responsible for the conduct of the business and affairs of REBOS.

ARTICLE VII

ELIGIBILITY AND NOMINATIONS AND REMOVAL

  1. .The officers and directors shall be full members in good standing and must have a minimum of two (2) years of continuous sobriety. 
  1. The nomination committee for naming candidates for serving on the Board of Directors shall consist of not less than three (3) Full Members in good standing with the President acting as Chair Person.  The President shall appoint the nominating committee with the approval of the Board of Directors.
  1. Any Director may be removed from the Board in one of two ways: 
  1. Members may recall a member of the board upon a petition for a special meeting, presented to the President (or the Vice President if the President is the one facing recall) and signed by not less than one third (1/3) of the full membership in good standing. Upon an affirmative vote of two-thirds (2/3) of the eligible voting members present at the meeting.
  2. Any member of the Board of Directors may be removed from the Board by a two thirds (2/3) majority vote of the remaining Board present and meeting in opensession.

ARTICLE VIII

ANNUAL AND BUSINESS MEETINGS

  1. The first annual meeting of the members and the Board of Directors will be held on January 17, 1988.  The ensuing regular annual meetings of the members and the Board of Directors of REBOS will be held in the month of January each year.
  1. Regular business meetings of the Board of Directors will be held monthly.
  1. Special meetings of the members may be called by the President with concurrence of the Board of Directors.
  1. A special meeting may be called by the membership via a written petition directed to the Board of Directors and signed by not less than thirty-three (33) percent of the Full Members in good standing.
  1. At all annual and regular meetings a majority of the voting membership present shall constitute a quorum.