Bluffs Business Association, Inc.

Established 2003
“Empowering Local Businesses”
Updated and Approved: May 2026

Table of Contents
1. Mission & Purpose
2. Association Address & Legal Information
3. Membership
4. Officers & Board of Directors
5. Committees
6. Meetings & Voting
7. Financial Policies
8. Digital Operations & Communications
9. Accessibility & ADA Compliance
10. Code of Conduct & Ethics
11. Amendments
12. Parliamentary Authority
13. Legal Counsel on Retainer
14. Insurance & Indemnification
15. Approval & Signatures

Article 1 – Mission & Purpose

The Bluffs Business Association (BBA) exists to empower local businesses through education, leadership, and networking.
The mission of the Association is to foster collaboration, innovation, economic growth, and community engagement among business owners throughout Belleair Bluffs, Largo, Seminole, Clearwater, and the Gulf Beaches.
The Association is committed to supporting and promoting local businesses while strengthening relationships between the business community, residents, nonprofits, and municipal leadership.

Article 2 – Association Address & Legal Information

Principal Address:
13801 Walsingham Road, Suite 186
Largo, FL 33774
Corporate Information
Registered as a Florida Not-For-Profit Corporation
EIN: 20-0379947
State Document Number: N17000005741

Article 3 – Membership

Membership is open to businesses, organizations, nonprofits, and professionals located within Pinellas County and surrounding communities.
Membership Levels

• Basic Membership
• Elite Membership
• Community Partner Membership (Nonprofit/Charity)

Membership dues and benefits shall be established by the Board of Directors and may be modified as needed.
Members are expected to uphold the mission, integrity, and code of conduct of the Association.
The Board of Directors reserves the right to revoke or deny membership for conduct deemed harmful to the Association, its reputation, members, or mission.
Membership dues are non-refundable unless otherwise approved by the Board.

Article 4 – Officers & Board of Directors

Section 4.1 – Board of Directors

The Board of Directors shall consist of four (4) elected Officers:

• President 
• Vice President
• Secretary
• Treasurer

These Officers shall serve as the governing body of the Association and oversee its operations, administration, financial management, strategic planning, and organizational direction.

Section 4.2 – Standing Committee Chairs

The Association shall maintain the following Standing Committee Chair positions:

• Events Chair
• Membership Development Chair
• Community Outreach Chair
• Member Engagement & Retention Chair

Committee Chairs support the mission and operational initiatives of the Association and report directly to the Board of Directors.
Committee Chairs may participate in Board discussions but shall not possess voting authority unless separately elected to the Board of Directors.

Section 4.3 – Advisory Council

The President may appoint an Advisory Council composed of past presidents, former Board Members, community leaders, or individuals with expertise beneficial to the Association.
The Advisory Council serves in a non-voting advisory capacity.
Members of the Advisory Council serve at the discretion of the President.

Section 4.4 – Eligibility for Office

Any Member in good standing is eligible to be elected or appointed to a Board or Committee Chair position within the Association.

Section 4.6 – Duties of Officers

The duties of Officers shall follow Robert’s Rules of Order and any Board-approved governance procedures or Board Member Responsibility documents adopted by the Association.

Section 4.7 – Removal from Office

Any Officer or Committee Chair may be removed for cause by a two-thirds (2/3) vote of the Board of Directors, excluding the individual subject to removal.
Removal procedures shall follow fair and transparent practices established by the Association.

Section 4.8 – Vacancies

Vacancy of President
If the Office of President becomes vacant, the Vice President shall automatically assume the Office of President.
All Other Vacancies
Any vacancy in an unexpired term may be filled by Presidential appointment subject to approval by a two-thirds (2/3) vote of the Board of Directors.
Appointments should be completed within thirty (30) days whenever reasonably possible.

Section 4.9 – Board Authority

The Board of Directors consists solely of the elected Officers listed in Section 4.1.
The Board shall have full administrative authority over the affairs, funds, policies, and property of the Association between membership meetings.
The Board may not overturn actions previously approved by the membership unless legally or financially necessary to protect the Association.
Committee Chairs serve in an advisory and operational capacity unless separately elected to the Board.

Section 4.10 – Board Meetings

Board meetings shall be held at the discretion of the President, who shall determine the frequency, format, and agenda of meetings in accordance with these bylaws and accepted governance standards.
Board meetings may be conducted in person, electronically, or through hybrid formats.

Article 5 – Committees

The Standing Committees of the Association shall support the programs, events, membership growth, community relations, and member engagement efforts of the BBA.
Each Committee Chair may recruit ambassadors, volunteers, or subcommittee members to assist with committee activities.
Committee participants who are not elected Board Members shall serve in a non-voting capacity.
The President may establish temporary committees, task forces, or special appointments as necessary to support the goals and mission of the Association.

Article 6 – Meetings & Voting

Association meetings and Board meetings may be conducted in person, electronically, or through hybrid formats.
Electronic voting shall carry the same validity as in-person voting when conducted through approved Association communication systems.
A quorum shall consist of twenty-five percent (25%) of voting members unless otherwise specified by the Board.
The Board may act on behalf of the membership when necessary to conduct the business and operations of the Association.

Article 7 – Financial Policies

Section 7.1 – Professional Accounting Oversight

The Association shall retain a certified public accounting firm to manage bookkeeping, reconciliation, financial reporting, and financial compliance.

Section 7.2 – Financial Review & Accountability

Monthly financial reports shall be shared electronically with the Board of Directors for review and transparency.
The President and Treasurer shall coordinate directly with the accounting firm regarding financial oversight and reporting.

Section 7.3 – Annual Reporting

An annual financial summary shall be prepared at the close of each fiscal year and maintained within the Association records.

Section 7.4 – Financial Controls

All disbursements require authorization from the President or designated Officer and reconciliation by the accounting firm.
Financial records shall be securely maintained and available to authorized Officers upon request.

Section 7.5 – Transparency

Financial summaries may be made available to members upon request or through approved member communication platforms.

Article 8 – Digital Operations & Communications

The Association may conduct business through secure digital platforms including email, cloud storage, video conferencing platforms, and electronic recordkeeping systems.
Electronic signatures, electronic voting, and digital communications are authorized and recognized as valid official business activities of the Association.
All Association data shall be stored securely and protected in accordance with applicable privacy and security standards.

Article 9 – Accessibility & ADA Compliance

The Association is committed to accessibility and inclusion for all members and guests.
Events, programs, websites, and digital content should reasonably comply with applicable accessibility standards, including the Americans with Disabilities Act (ADA) and WCAG guidelines where practical and applicable.
Reasonable accommodations shall be provided when requested.

Article 10 – Code of Conduct & Ethics

Members, Officers, Committee Chairs, and representatives of the Association shall conduct themselves with integrity, professionalism, and respect.
The use of the Association’s name, branding, logos, or assets must align with the mission and reputation of the Association.
Conflicts of interest shall be disclosed when applicable.
The Board reserves the right to address conduct deemed harmful to the organization or its members.

Article 11 – Amendments

These bylaws may be amended by a two-thirds (2/3) vote of voting members present at a regular meeting or through an approved electronic voting process.
Written notice of proposed amendments shall be provided at least one meeting prior to any vote.

Article 12 – Parliamentary Authority

Robert’s Rules of Order (latest edition) shall govern all proceedings not otherwise addressed within these bylaws.

Article 13 – Legal Counsel on Retainer

To protect the Association, its Board, and its members, the Association may retain legal counsel as deemed necessary by the Board of Directors.
Legal counsel may advise the Board on governance, legal compliance, contracts, dispute resolution, risk management, and operational matters affecting the Association.

Article 14 – Insurance & Indemnification

The Association shall maintain appropriate insurance coverage to protect the organization, its Board of Directors, Officers, Committee Chairs, volunteers, and authorized representatives.
Coverage may include:

• Directors & Officers (D&O) Insurance
• General Liability Insurance
• Event Insurance
• Cybersecurity or Data Protection Insurance
• Any additional policies deemed appropriate by the Board

The purpose of such coverage is to protect individuals serving the Association in good faith from personal financial liability associated with their service to the organization.
Insurance coverage shall be reviewed periodically by the Board.

Article 15 – Approval

Approved by the Bluffs Business Association Board of Directors.