PREAMBLE: WHEREAS, We, members of Epsilon Sigma Alpha International, desire to closer coordinate the social, cultural, and philanthropic services with Epsilon Sigma Alpha International and ESA Headquarters, the TN Council of Epsilon Sigma Alpha International is hereby formed; and RESOLVED, that the TN Council of Epsilon Sigma Alpha International shall function andadminister its operation under its bylaws and established international policies; and RESOLVED, That it shall be the responsibility of each member chapter within the TN Council, as well as chapters uniting in the future, to support to the limit of their abilities the purpose and work of the Council; and RESOLVED, That it shall be the responsibility of each member to do generally any and all things as may be necessary in the fulfillment of the purposes of the TN Council of Epsilon Sigma Alpha International. ARTICLE I - NAME This organization shall be knows as the Tennessee Council of Epsilon Sigma Alpha International. ARTICLE II - PURPOSE Section 1: To promote philanthropic and service endeavors. Section 2: To promote educational and leadership development among the members. Section 3: To encourage cultural development, friendship, fellowship, closer relations and fuller cooperation among local chapters, district and/or city councils, state officers, Southeastern Regional Council officers, International Council officers, and ESA Headquarters. Section 4: To promote interest and assist in growth of Epsilon Sigma Alpha International throughout TN. Section 5: To become better acquainted with members over the State through district and state meetings, and to encourage friendship through member and chapter association. ARTICLE III - MEMBERSHIP AND DUES Section 1: The membership of the Organization shall consist of Jewel Pin Members and Pledges of Epsilon Sigma Alpha International in good standing with ESA Headquarters and with the Tennessee Council of Epsilon Sigma Alpha International. Section 2: Annual dues (buffer fees) of forty dollars ($40.00) per chapter shall be due and payable into the State Treasury on June 1 of each year and shall become delinquent on July 1. Section 3: State dues of fifteen dollars ($15.00) per member shall be due and payable into the State Treasury on June 1 of each year and shall become delinquent on July 1. Dues shall be paid to the State Treasurer along with a list of active members as of the June 1 date. In addition, each chapter treasurer shall send to the State Treasurer by April 1 of the following year dues for members taken in after the June 1 date and a list of active members in her chapter as of the April 1 date in order to have voting privileges at Convention. Active members include pledges. Section 4: Only members and chapters in good standing with the International Council, ESA Headquarters, and State Council shall be eligible to enter contests or submit materials for awards given in conjunction with the State Convention, be entitled to chapter voting power (by President or alternate), propose amendments to State Bylaws, submit bids for Council Meetings, State Convention, or nominate a candidate for State Council office. Section 5: These funds shall be disbursed as directed in the approved budget and by the State Executive Board. ARTICLE IV - MEETINGS Section 1: The annual meeting of the Organization shall be held at a time and place chosen by the hostess city and the State Executive Board, and such meeting shall be known as the State Convention of the Tennessee Council of Epsilon Sigma Alpha International. Section 2: The city of said annual meeting shall be selected by the vote of the assembly at the last general assembly of the preceding annual meeting. Section 3: Tennessee State Council meetings shall be called by the President with a maximum of two meetings each year. These meetings are to be held in opposite ends of the state to which the forthcoming Convention is to be held; i.e., if the Convention is in mid-Tennessee, one Council meeting shall be held in west Tennessee and one in east Tennessee. If chapters from the respective sections of the State do not bid on the Convention and Council meetings, then bids will be accepted from any section of the State with no chapter being allowed to host more than one meeting per year. Council meeting hostess chapter shall send to each General Board member the following information: date, place of meeting, specific time, cost of each activity (luncheon and night activity broken down by member or couple). If night activity cannot be kept nominal, it shall be foregone since this is an optional and extra activity. ARTICLE V -STATE EXECUTIVE & GENERAL BOARDS Section 1: The State Executive Board, consisting of eight (8) voting members, shall include the six (6) elected officers (President, First Vice President, Second Vice President, Recording Secretary, Treasurer, and Parliamentarian) and the Corresponding Secretary and Junior Past President. Section 2: The General Board shall consist of all Executive Board Members and all appointed officers, chairmen, co-chairmen, committee members, chapter presidents, district/area presidents, and the President of the Past Presidents’ Auxiliary, all of whom shall be voting members on any matters coming before the General Board. Section 3: All Past State Presidents are encouraged to attend the General Board meetings, acting in an advisory capacity only. Section 4: Special meetings of the State Executive Board may be held at the call of the President at any time deemed necessary. Meetings of the State General Board may be held at the call of the President immediately preceding the time of regular meetings of the State Convention and at any time deemed necessary during the fiscal year. A joint meeting of the new and retiring officers of the State General Board shall be held on the last day of the Convention at which time the outgoing Board Members shall present a statement of their duties to the new President and to the new First Vice President/President Elect and shall pass on their files and a statement of duties to their successors. Section 5: An officer not fulfilling her duties may be asked to resign by a two-thirds vote of the Executive Board. Section 6: The quorum of the Tennessee Council Executive Board and the General Board shall consist of a majority of the voting members. ARTICLE VI - PAST PRESIDENTS’ AUXILIARY Section 1: There shall be a State Past Presidents’ Auxiliary composed of all past presidents of the State Council. Section 2: This auxiliary shall have life membership in the State Council. Section 3: All Past State Presidents are encouraged to attend the State General Board meetings acting in an advisory capacity only. Section 4: The Past Presidents shall assist the Junior Past President in an advisory capacity with chapter retention. ARTICLE VII - QUALIFICATIONS OF OFFICERS Section 1: A candidate for office in the Tennessee Council of Epsilon Sigma Alpha International must at the time of candidacy be a member of any active chapter. Candidate’s state member dues must be current and her sponsoring chapter’s buffer fee must be paid. Candidate and sponsoring chapter must also be in good standing with the International Council and with ESA Headquarters. Candidates for the office of President, First and Second Vice-President must have served as chapter President. Section 2: The First Vice President, known as President-Elect, will automatically succeed to the office of President. She must have served at least two (2) years as an elected officer on the State Executive Board. Section 3: A candidate for Recording Secretary shall be able to record accurate notes at a meeting and publish minutes at a nominal cost. Section 4: A candidate must indicate in writing her willingness to accept office by signing the nomination form and must have sponsorship of her chapter. ARTICLE VIII - DUTIES OF OFFICERS Section 1: The President shall call all State Meetings and preside over same. She shall keep in close contact with the State Executive Board and the State General Board, organizing them into functionary bodies. She shall appoint officers, chairmen, and standing and special committees as deemed necessary for the smooth functioning of state business. The President shall instruct all state officers to prepare permanent files to be passed on to each successor in respective offices, and she shall require regular reports of each committee and officer at General Board Meetings and the Annual Meeting of the State Council. The President shall appoint a Nominating Committee, consisting of at least two (2) members besides the Chairman, four (4) months prior to the Convention. She shall be an ex-officio member of all committees except the Nominating Committee. At the end of the year, she shall be required to prepare a complete report of her year’s activities and submit a copy to the State First Vice President, and State Recording Secretary, retaining a copy for her files. Section 2: The First Vice President, by virtue of her office, shall be known as President-Elect. She shall preside in the absence of the President. The First Vice President shall be Chairman of the Nominating Committee and she shall prepare and have at Convention the ballot for the election of the State Council officers. She shall ascertain whether or not all dues (International, Headquarters, State) have been paid for any candidate and the sponsoring chapter. The First Vice President shall serve as State Membership Director. She shall provide the Yearbook Chairman with rosters of incoming state officers for preparation of the State Directory. At the end of the year, she shall be required to prepare a complete report of her year’s activities and submit a copy to the State President and State Recording Secretary, retaining a copy for her files. Section 3: The Second Vice President shall, by virtue of her office, be the Official Hostess for the Tennessee Council, working with hostess chapters and the State President in planning all state meetings, seminars and annual convention. She shall preside in the absence of the President and First Vice President. She shall serve as State Co-Membership Director, assisting the State Membership Director with the International and State membership programs. She shall receive the “What ESA Means to Me” essay contest entries and act as chairman of the judging committee for selecting the winners in the contest. She shall select the members of the judging committee, which may be composed of persons within and/or outside of ESA. She shall submit the winning entries to Headquarters for International competition. At the end of the year, she shall be required to prepare a complete report of her year’s activities and submit a copy to the State President, State First Vice President, and State Recording Secretary, retaining a copy for her files. Section 4: The Recording Secretary shall keep in permanent form an accurate record of all meetings of the Tennessee Council of Epsilon Sigma Alpha International. She shall record and mail copies of the minutes of the Executive Board Meetings to the Executive Board Members within thirty (30) days following the meeting. She shall mail copies of the General Board Meetings to all General Board Members, active Past State Presidents, and ESA Headquarters within thirty (30) days following the meeting. The Recording Secretary shall forward minutes of all general council meetings and all assemblies of the Annual Meeting to the State President and appointed committee for approval within thirty (30) days following the meeting. The approved minutes shall be furnished within sixty (60) days following the meeting to all Executive Board Members, President of the Past Presidents’ Auxiliary, City and/or District Council Presidents and Chapter Presidents. In the absence of the President, First Vice President, and Second Vice President, she shall call the meeting to order and preside until the immediate election of a chairman pro tem is effected. At the end of the year, she shall be required to prepare a complete report of her year’s activities and submit a copy to the State President, and State First Vice President, retaining a copy for her files. Section 5: The Treasurer shall handle all money of the Tennessee Council of Epsilon Sigma Alpha International. She shall submit all accounts for audit at the close of her term or upon call of the President. The Treasurer shall bill each chapter for chapter annual dues (buffer fee) and state member dues no later than June 1 of each year. She shall render an annual financial statement of monies collected, disbursed, and on hand in said treasury. The Treasurer shall secure a position bond in the amount of $3,000, turning certificate of such bond over to the State President. At the Annual Meeting of the Council, State Treasurer shall furnish the First Vice President with a slip for each chapter showing number of voting members as of April 1 and whether or not the chapter buffer fee has been paid. She shall notify the First Vice President of state member dues paid by candidates for office. She shall turn over all books and files to her successor no later than thirty (30) days following the close of the Annual Meeting. At the end of the year, she shall be required to prepare a complete report of her year’s activities and submit a copy to the State President, State First Vice President, and State Recording Secretary, retaining a copy for her files. Section 6: The Parliamentarian shall, by virtue of her office, be Chairman of the Bylaws Committee. She shall review the minutes of the Annual Meeting for amendments to the Bylaws and shall furnish revised copies of the Bylaws to each member of the Executive Board and the Yearbook Chairman within thirty (30) days following the annual meeting. The Parliamentarian shall see that meetings are conducted according to Robert’s Rules of Order Newly Revised, settling all controversial motions. The Parliamentarian shall be responsible for preparing the Teller’s Report for the annual election of state officers. At the end of the year, she shall be required to prepare a complete report of her year’s activities and submit a copy to the State President, State First Vice President, and State Recording Secretary, retaining a copy for her files. Section 7: The Junior Past President shall act as Chairman of the State Disaster Fund, give reports at the state meetings on said fund, and maintain a continuing permanent record of each chapter’s donation by year to be handed on to her successor. The Junior Past President, assisted by the Past Presidents’ Auxiliary, shall be responsible for chapter retention. At the end of the year, she shall be required to prepare a complete report of her year’s activities and submit a copy to the State President, State First Vice President, and State Recording Secretary, retaining a copy for her files. Section 8: The Corresponding Secretary shall be from the same area as the President and shall assist the President with all correspondence and other duties as requested. She shall notify all chapters of important information and announcements. At the end of the year, she shall be required to prepare a complete report of her year’s activities and submit a copy to the State President, State First Vice President, and State Recording Secretary, retaining a copy for her files. Section 9: The State Chaplain shall give the invocation at all Tennessee Council functions. She shall send letters of condolence to families of deceased members of the State Council and notes of cheer to members suffering long and serious illnesses. The State Chaplain shall inform the SERC Chaplain and the IC Chaplain of all serious illnesses and deaths in the state. At the end of the year, she shall be required to prepare a complete report of her year’s activities and submit a copy to the State President, State First Vice President, and State Recording Secretary, retaining a copy for her files. Section 10: The Awards Co-Chairmen shall encourage chapter participation in the State and International Council awards programs. They shall evaluate the completed forms using an exact and approved scoring system for all state awards (Philanthropic, Educational, and Outstanding ESA Member). They are to present the awards at a time designated by the President. The Awards Co-Chairmen shall compile and forward to Chapter Presidents forms for competition in State Awards. They shall prepare a packet of forms and information for distribution to the Chapter Presidents or delegates at State Convention. Such packet shall contain the following Philanthropic, Educational, and Outstanding ESA Member form. At the end of the year, they shall be required to prepare a complete report of their year’s activities and submit a copy to the State President, State First Vice President, and State Recording Secretary, retaining a copy for their files. Section 11: The Finance Director shall be responsible for raising funds necessary to meet the annual budget. She shall serve on the Budget Committee. At the end of the year, she shall be required to prepare a complete report of her year’s activities and submit a copy to the State President, State First Vice President, and State Recording Secretary, retaining a copy for her files. Section 12: The State Co-Editors shall be responsible for the publishing of three (3) issues of the state newspaper, THE OPEN BOOK. These issues are to be published in August, December, and March and mailed no later than the first day of these months. They shall prepare the schedule, make THE OPEN BOOK assignments, and send copies of these schedules to Executive Board Members, Chapter Presidents, and others scheduled for articles. At the end of the year, they shall be required to prepare a complete report of the year’s activities and submit a copy to the State President, State First Vice President, and State Recording Secretary, retaining a copy for their files. Section 13: The Scrapbook Editor shall secure from each chapter articles and photos of their yearly projects to compile into a State Scrapbook. She shall secure clippings, pictures, and other materials pertaining to the State Convention to be placed in the State Scrapbook. The Scrapbook Editor shall present the State Scrapbook to the State President as a memento of her year of service and shall have said scrapbook on display at State Convention. The Scrapbook Editor shall pass on a file of procedure to the incoming Scrapbook Editor. The State Scrapbook Editor will check in Chapter Scrapbooks at State Convention and set up a display of these scrapbooks. She will present a certificate to each chapter displaying a scrapbook. At the discretion each year of the State Scrapbook Editor, achievement awards for outstanding scrapbook work will be given. At the end of the year, she shall be required to prepare a complete report of her year’s activities and submit a copy to the State President, State First Vice President, and State Recording Secretary, retaining a copy for her files. Section 14: The President of the Past Presidents’ Auxiliary shall serve as a voting member and as a representative of the Auxiliary at all General Board Meetings. She shall assist in all phases of Council aims and encourage nominations and candidates for office. She shall make a report at the Annual Meeting. She shall prepare and forward the standard Outstanding Pledge Award Forms to all Chapter Presidents prior to February 1. The President of the Past Presidents’ Auxiliary shall judge the Outstanding Pledge nominations and shall present the Outstanding Pledge at a time designated by the President. At the end of the year, she shall be required to prepare a complete report of her year’s activities and submit a copy to the State President, State First Vice President, and State Recording Secretary, retaining a copy for her files. Section 15: The Senior St. Jude Coordinator shall represent the Tennessee Council at the annual St. Jude Training Seminar in Memphis and shall inform all chapters of policies and procedures for fund-raising activities as outlined at said seminar. She shall encourage all chapters to sponsor projects for the benefit of St. Jude and shall assist in their activities when such assistance is requested. She shall receive all donations from chapters and shall forward said donations promptly to the Circle of Life office. At the end of the year, she shall be required to prepare a complete report of her year’s activities and submit a copy to the State President, State First Vice President, and State Recording Secretary, retaining a copy for her files. Section 16: The Junior St. Jude Coordinator shall work in close contact with the Senior St. Jude Coordinator, familiarizing herself with all the duties of the Senior Coordinator. In the event of the inability of the Senior Coordinator to attend the St. Jude Training Seminar in Memphis, she shall represent the Tennessee Council at said seminar with the approval of the Circle of Life office. She shall become the Senior St. Jude Coordinator following her term as Junior Coordinator. At the end of the year, she shall be required to prepare a complete report of her year’s activities and submit a copy to the State President, State First Vice President, and State Recording Secretary, retaining a copy for her files. Section 17: The State Counselor for ESA Foundation shall encourage membership in, and donations to, the Foundation and shall keep members informed of all activities of the Foundation. She shall be an active individual member of the ESA Foundation. She shall have available all forms such as application for membership, scholarship application forms, and any other forms necessary to promote the work of the Foundation. At the end of the year, she shall be required to prepare as complete report of her year’s activities and submit a copy to the State President, State First Vice President, and State Recording Secretary, retaining a copy for her files. Section 18: The Yearbook Chairman shall print annually rosters of International Council, Southeastern Regional Council, Tennessee Council, and chapters in the Tennessee Council, which shall become a part of the State Yearbook. She shall be responsible for assuring that all sections of the Yearbook are updated as required each year. ARTICLE IX - STANDING COMMITTEES Section 1: There shall be the following standing committees appointed annually: Bylaws, Nominating, and Budget. Section 2: The Bylaws Committee shall be appointed annually with the Parliamentarian acting as Chairman. It shall be the responsibility of this committee to study and recommend to the State Executive Board, before presentation to the General Assembly, any proposed amendments to the Bylaws. Section 3: The Nominating Committee shall consist of the First Vice President and two additional members. It shall be the responsibility of this committee to present a slate of one to five names for each office, except that of President. Section 4: The Budget Committee, consisting of the Treasurer (acting as Chairman), Finance Director, President, and President-Elect, shall be responsible for the preparation of the budget for the year. This budget shall be presented to the General Board for approval before presentation to the General Assembly. ARTICLE X - ELECTIONS Section 1: Voting representation for election of officers at the Annual Meeting of the Tennessee Council of Epsilon Sigma Alpha International shall consist of qualified delegates from chapters holding membership in the State Council. Section 2: Each chapter shall be entitled to one voting delegate for each five (5) active members or fraction thereof. A receipt showing the number of delegates for each chapter shall be attached to the ballot. Section 3: Officers shall be elected by a plurality vote of delegates casting their own and proxy votes at the Annual Meeting. Proxy votes shall be assigned to the State President and shall be cast in strict accordance with instructions from the chapter assigning said proxy votes. If no instructions are given, no proxy votes shall be cast. Section 4: Voting delegates shall drop marked ballots into ballot boxes provided for this purpose at a time designated by the President. Section 5: In the event of a tie for the largest number of votes, there shall be a re-ballot for that office between the candidates receiving tie votes. Section 6: All ballots must be filed with the State Recording Secretary for a period of one (1) year. Section 7: Nominations may be from the floor at the Annual Meeting. Section 8: Tellers shall be appointed by the President and shall, when possible, consist of members of chapters not sponsoring a candidate for office. Tellers shall be required to count the votes a minimum of two (2) times using a different procedure each time. A final Tellers Report shall be completed and furnished to the President along with all ballots. Said ballots shall be sealed by the President and shall become a part of the Recording Secretary’s records for one (1) year. The Tellers Report shall be entered in full in the minutes becoming a part of the official records. Section 9: No elected officer shall succeed herself. Section 10: Installation of officers shall take place on the last day of the Annual Meeting or immediately before or after the banquet on Saturday. This shall be at the discretion of the hostess city. Section 11: In the event there is only one person for each office, the rules will be dispensed with and election shall be by acclamation. ARTICLE XI - VACANCIES A vacancy for the office of President will be filled automatically by the First Vice President. Should the First Vice President vacate her office, either to fill the office of President or in the case of death or withdrawal, then the Second Vice President will assume the office of First Vice President. Other vacancies on the State Executive Board and the State General Board may be filled for the unexpired term by appointment of the President. ARTICLE XII - FINANCE Section 1: The disposition of profits above Convention expenses shall be as follows: (a) Fifty percent (50%) of same to State Treasury and (b) Fifty percent (50%) to hostess chapter or divided equally between hostess chapters. Section 2: The treasurer will defray the expenses set forth in the approved budget, more specifically the following items: (a) State General Board expenses, including postage, photo copying, supplies, paper, bonding Treasurer, etc. (b) Courtesy expenses approved by the State Executive Board. (c) Expenses of State President, or in the case of her inability to attend, the next officer in line of succession, to attend the International Convention. The amount is to be set forth in the budget. (d) State Convention expense (registration fee and basic room rent) for State President. (e) State Convention expense (registration fee and basic room rent) for International Council representative. (f) State Convention expense (registration fee and basic room rent) for SERC representative. (g) SERC Conference expenses (travel expenses, registration fee and basic room rent) for State President or in the case of her inability to attend, the next officer in line of succession. (h) Cover plane fare, registration, and basic room rent for State President-Elect to attend Leadership Seminar conducted by ESA Headquarters. (i) Other necessary items which are approved by a majority vote of the State Executive Board. ARTICLE XIII - FISCAL YEAR The fiscal year of this Council shall begin on May 1 and end at the close of the 30th day of the following April. ARTICLE XIV - REPRESENTATION Representation at the Annual Meeting or Council Meetings shall be open to all members of the Council. ARTICLE XV - QUORUM Section 1: A majority of the members registered and voting shall constitute a quorum at any Annual Meeting or Council Meeting. Section 2: A majority of the membership in attendance shall be necessary for a quorum at a special meeting. Section 3: At any committee meeting, a majority is a quorum unless the assembly orders otherwise, and it must wait on a quorum before proceeding to the business. ARTICLE XVI - VOTING POWERS Section 1: Voting representation at the Annual Meeting and Council Meetings, except in the election of officers, of the Tennessee Council of Epsilon Sigma Alpha International shall consist of qualified members of the Council registered and voting. Section 2: In the case of a tie, except in the election of officers, the President votes. This is her privilege to exercise or not, as she pleases. Section 3: No proxy votes shall be allowed except in the election of officers. ARTICLE XVII - ORDER OF BUSINESS The regular order of business at each General Assembly shall be: Chapter Roll Call Reading of the Minutes Report of Standing Committees Report of Special Committees Unfinished Business New Business Adjournment ARTICLE XVIII - AMENDMENTS The Bylaws may be amended through the following process: (a) Give written notice of desired changes to Parliamentarian at least sixty days (60) prior to any state meeting for consideration by the Bylaws Committee at the next scheduled meeting. After presentation to and approval by the Bylaws Committee and the Executive Board, the Parliamentarian will submit the proposed changes to the membership for consideration at least thirty (30) days prior to the next scheduled state meeting for consideration and vote at that meeting. (b) Any proposed amendment or revision of the Bylaws requires a two-thirds vote of the qualified members registered and voting. ARTICLE XIX - PARLIAMENTARY AUTHOIRITY Robert’s Rules of Order Newly Revised, when not in conflict with the Bylaws of the Organization, shall be the parliamentary authority of this Organization. STANDING RULES 1. Tribute for deceased member in good standing with the Tennessee Council should be sent by her Chapter President, with the invoice being reimbursed by the Tennessee State Council. The type of tribute, in the amount of up to $75.00 should be decided by family request or Chapter President. The State Chaplain shall be responsible for sending a sympathy card to any member on the loss of a husband, child, mother, father, mother-in-law, father-in-law, sister, or brother. 2. Each Chapter Recording Secretary shall send a copy of the Chapter Minutes to the State President monthly. 3. Each chapter shall furnish the Yearbook Chairman with a roster of Chapter officers and members’ addresses and telephone numbers. Changes are to be submitted to the Yearbook Chairman during the year of any members having a change of address and/or telephone number. 4. The State shall subscribe to the Southeastern Regional Council publication, SERCH, which shall be retained in the President’s file. 5. At the State Convention, the State Council shall present a small gift of appreciation to the IC Representative, SERC Representative, and the Headquarters/St. Jude Representative. These gifts not to exceed $20.00, shall be purchased by the State Second Vice President. 6. At the State Convention, a gift from the Executive Board and the General Board shall be presented to the outgoing State President. The Second Vice President shall request a small contribution from each board member and shall purchase and present said gift. 7. Any Chapter desiring to bid for State Convention shall have date, place, and theme to present to membership for vote at prior year's State Convention. After vote, information shall be given to IC Representative. 8. The State President's signature shall be added to the Authorization card.

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