A society has a representative form of government when:

(1) It has a supreme governing body constituted in one (1) of the following ways:

Terms Used In Tennessee Code 56-25-103

  • Laws: means the society's articles of incorporation, charter, constitution and bylaws, however designated. See Tennessee Code 56-25-104
  • Person: means any association, aggregate of individuals, business, company, corporation, individual, joint-stock company, Lloyds-type organization, organization, partnership, receiver, reciprocal or interinsurance exchange, trustee or society. See Tennessee Code 56-16-102
  • Representative: when applied to those who represent a decedent, includes executors and administrators, unless the context implies heirs and distributees. See Tennessee Code 1-3-105
  • Society: means fraternal benefit society, unless otherwise indicated. See Tennessee Code 56-25-104
(A)Assembly. The supreme governing body is an assembly composed of delegates elected directly by the members or at intermediate assemblies or conventions of members or their representatives, together with other delegates as may be prescribed in the society’s laws. A society may provide for election of delegates by mail. The elected delegates shall constitute a majority in number and shall not have less than two thirds (2/3) of the votes and not less than the number of votes required to amend the society’s laws. The assembly shall be elected and shall meet at least every four (4) years and shall elect a board of directors to conduct the business of the society between meetings of the assembly. Vacancies on the board of directors between elections may be filled in the manner prescribed by the society’s laws; or
(B)Direct Election. The supreme governing body is a board composed of persons elected by the members, either directly or by their representatives in intermediate assemblies, and any other persons prescribed in the society’s laws. A society may provide for election of the board by mail. Each term of a board member may not exceed four (4) years. Vacancies on the board between elections may be filled in the manner prescribed by the society’s laws. Those persons elected to the board shall constitute a majority in number and be not less than the number of votes required to amend the society’s laws. A person filling the unexpired term of an elected board member shall be considered to be an elected member. The board shall meet at least quarterly to conduct the business of the society;
(2) The officers of the society are elected either by the supreme governing body or by the board of directors;
(3) Only benefit members are eligible for election to the supreme governing body, the board of directors or any intermediate assembly; and
(4) Each voting member has one (1) vote; no vote may be cast by proxy.
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