Pursuant to the authority granted to the Commissioners of the Tennessee Human Rights Commission by Tennessee Code Annotated, Title 4, Chapter 21, the previous Bylaws for this Commission are amended, and the Bylaws, as amended, set forth below are adopted by the Commission as of this date, November 17, 2006.
The Commission is an independent state agency charged with preventing and eradicating discrimination based on race, color, religion, national origin, sex (gender), disability, age (over 40) or familial status in employment, public accommodations, and housing.
SECTION 1. OFFICERS, COMMITTEE AND DUTIES
The officers of the Commission shall be a Chairperson, one (1) Vice Chairperson from each grand division of the state for a total of three Vice Chairpersons and a Secretary. There shall be standing committee appointed by the Chair.
Election of Officers
The Commission shall elect its officers to serve for a period of one (1) year at the meeting in July, or at such time as the Commission deems feasible. No member may serve in a particular office for more than three (3) consecutive, one (1) year terms.
Duties of Officers
The Chairperson, in consultation with the Executive Director, is responsible for calling special meetings, presiding at all meetings, developing the agenda for each meeting, appointing committees, serving as principle spokesperson for the Commission on policy matters, serving as an ex-officio capacity on all committees except nominations. No officer shall serve more than three (3) consecutive one (1) year terms.
A Vice Chairperson will act for the Chairperson when the Chairperson is absent. The Chairperson shall designate which Vice Chairperson is to preside. The Vice Chairperson may sign all documents in the absence of the Chairperson, and shall perform such duties as from time to time may be assigned by the Chairperson or the Commission
The Secretary shall work closely with a designated staff person to (1) ensure accuracy of minutes (2) see that all notices are duly given in accordance with the provisions of the bylaws and (3) ensure that written copies are maintained in the Commissioner's notebooks. The Secretary shall act as parliamentarian for the Commission and act as Chairperson in the absence of the Chairperson and all Vice Chairpersons.
There shall be Standing Committees and Special Committees. Each committee must have representation from each of the Grand Divisions. All committees are empowered to meet telephonically provided that: public notice is given 48 hours prior to the meeting, the location is accessible to the public, a speaker phone or similar device is used to enable the public to hear, and an audio tape recording of the meeting is made. The Executive Director, in consultation with the Chairperson, shall appoint a staff member as liaison to each committee.
This committee shall consist of the Chairperson, the three (3) Vice Chairpersons and the Secretary. This committee shall meet at the call of the Chairperson, not to conflict with the regular Commission meetings and shall exercise all of the powers of the Commission that may lawfully be delegated or such lesser powers as may be specified from time to time by vote of the Commission. This committee shall conduct the performance evaluation of the Executive Director and make a recommendation to the full Commission in accordance with Tennessee Code Annotated § 4-21-202. A majority of the members of the Executive Committee shall constitute a quorum. All actions of the Executive Committee shall be subject to review by the Commission and the Executive Committee shall report all its actions to the Commission.
Budget and Audit Committee
The Budget and Audit Committee and its chair shall be nominated by the Chairperson and confirmed by the Commission and shall consist of at least three (3) Commissioners who are knowledgeable in financial, management and auditing matters. The Committee is responsible, with staff assistance, for oversight and development of the budget which is submitted to the full Commission for approval. In addition, the Budget and Audit Committee will assist the Commission in fulfilling its oversight responsibilities in preventing fraudulent financial reporting and misappropriation of assets. Its authority and responsibilities are delineated in the THRC Audit Charter.
Strategic Planning and Issues Committee
This committee is charged with the responsibility of determining, through research and study, the needs of the Commission, within its legislatively mandated jurisdiction, and recommending policies to the Commission on meeting these responsibilities. The committee will review, on a continuing basis, Commission goals, plans and objectives, and recommend to the Commission appropriate means through which to accomplish its mission. This committee shall also review the overall Commission program and determine if functions and duties are being discharged in an efficient manner with regard to the appropriations and resources of the agency. In addition, this committee shall receive, review and recommend proposed issue resolutions to be considered by the Commission. These proposals may originate with members of the Commission, the general public or this committee acting on its own initiative.
Law and Legislation Committee
This committee shall be responsible for the development of bylaws, rules and legislation affecting the procedures and authority of the Commission within the State of Tennessee to be presented to the Governor and the General Assembly after approval by the Commission. This committee shall work with Commission staff to discuss possible amendments to bylaws, rules and legislation, and the committee shall report its recommendations to the full board of the Commission for their review and approval so as to allow sufficient time to permit the Governor, the legislature, and any other appropriate governmental agency to act on such recommendations. The Committee may develop procedures and structures to alert Commission members to legislation concerning the Commission and its jurisdiction to allow them to respond so that they may provide needed information to members of the General Assembly in order to facilitate the most appropriate legislation for the citizens of the state. This committee shall also serve as the primary liaison between the Commission and the state and the federal governments.
Public Relations and Education Committee
This committee shall study and recommend ideas to the Commission relative to the conduct of an effective and continuing public relations program. Such a program shall have as its purpose to translate into understandable terms the nature of the activities and aims of the Commission. The goal of this committee is to achieve favorable public recognition for the Commission, its programs and its mission.
The Nominating Committee shall be composed of three (3) Commission members appointed by the Chairperson, and each grand division of the state shall be represented in such appointments. These appointments shall be made at the bimonthly meeting preceding the annual meeting in July. It shall be the duty of the Nominating Committee to make nominations for the Chairperson, three (3) Vice Chairpersons and the Secretary. The nominations shall be presented to the Commission at the annual meeting. Each candidate is to be elected by the Commission for a one (1) year term of office and shall take office immediately following the meeting at which they were elected.
In addition to the standing committees named above, the Chairperson may appoint other committees, as needed for the functioning of the Commission.
SECTION 2. TIME AND PLACE OF MEETINGS
The annual business meeting shall be held in July, or at such time as is designated by the Executive Committee.
The Commission shall meet bimonthly and a schedule of meeting dates shall be developed by the Chairperson in consultation with the Executive Director and distributed to the Commission members in advance. Two (2) of the six (6) meetings may be held by conference call.
The meeting place shall be determined by the Commission in consultation with the Executive Director.
In accordance with Tennessee Code Annotated § 4-21-201(i), a Commissioner who is absent from more than three (3) regularly scheduled meetings in the course of the Commission's fiscal year may be removed from the Commission by the Governor.
Special or emergency meetings may be called by the Chairperson, or by a petition of five (5) Commission members. A notice of special meeting shall be called by telephone and given through the news media, in the absence of a written notice.
Approved minutes of each regular, committee, and special meeting shall be kept and shall become a part of the official records of the Commission. A copy of approved minutes shall be available on the agency website for public viewing.
A limited time shall be set aside at Commission meetings for non-Commission members to address the Commission. A member of the public may speak on any issues at any meeting, with the length of time to speak on any issue left to the discretion of the Chairperson.
Fifty percent of the actual Commission membership at the time of a meeting shall constitute a quorum for official business.
SECTION 3. STAFF AND FUNDS
The Tennessee Human Rights Commission shall be staffed by an Executive Director employed by the Commission. Other personnel shall be employed as provided in the Act and in accordance with Department of Personnel regulations.
The Executive Director shall be responsible to the Commission for carrying out the policies, programs, and directives of the Commission.
Travel and other expenses shall be paid according to the rules and regulations of the Department of Finance and Administration and as provided by the Act. Any self initiated travel by a member for the benefit of the Commission shall require the pre-approval of the Chairperson. If an emergency arises which requires travel by a member on Commission business without time to gain pre-approval, the Chairperson may grant approval after the emergency, if he or she deems such travel necessary for the benefit of the Commission. If the Chairperson doesn't grant travel approval for member self-initiated travel, the member may appeal the denial of approval to the full Commission, which may grant approval by a majority vote.
SECTION 4. BYLAWS GOVERNANCE
These bylaws shall be governed by and shall comply with Tennessee Code Annotated, Title 4, Chapter 21, and any other statutes applicable to state boards and commissions generally.
SECTION 5. STANDING RULES
Standing Rules, as approved by the Commission, shall be considered a part of the Bylaws.
Standing Rule No. 1 - Each Commission member shall receive a copy of the agenda not later than one (1) week in advance of the meeting.
Standing Rule No. 2 - Minutes of all committee and Commission meetings shall be sent to all Commission members.
Standing Rule No. 3 - All requests for out-of-state travel must have concurrent approval of the Chairperson and the Executive Director.
Standing Rule No. 4 - Where these Bylaws are silent, Robert's Rules of Order, Newly Revised shall apply.
SECTION 6. AMENDMENTS
The Bylaws of the Tennessee Human Rights Commission may be amended by a majority of the Commission, following recommendations of a committee on bylaws and submission to each member in writing thirty (30) days prior to consideration of such changes by the Commission.