SBCA New Member Handbook

SBCA members will gain the knowledge and power to run successful, growing, profitable companies offering a compelling competitive advantage in the marketplace for their customers and professional growth for employees. 

SBCA has adopted by-laws that govern the actions and procedures of the Board of Directors and the general membership.  The by-laws are regularly reviewed by the Governance Committee and any changes to the by-laws are recommended to the Board and membership as necessary. 

The SBCA Board of Directors is responsible for management and control of the Association. The Board is charged with providing direction and support to staff to ensure the association provides exceptional value to the membership, protects the industry’s best interests, and contributes to its mission. All meetings of the Board of Directors, Officers, or Standing Committees shall adhere to SBCA’s Antitrust and Conflict of Interest policies (see Appendices A and B). 

SBCA has the following officers: President, President-Elect/Treasurer, Secretary and immediate Past President. All officers are recommended by the Nominating Committee and elected by the Board of Directors and serve for two years or until their successors have been elected and qualified. 

The Executive Committee consists of the President, the President-Elect/Treasurer, Secretary, immediate Past President, and up to four Member Representatives employed by Regular Members (component manufacturers) selected to serve by the Board of Directors or the Members. The Executive Committee has full power and authority, to the extent permitted by law, in the government, management and control of the Association and its affairs during the intervals between the Regular Meetings of the Board of Directors. 

On a regular basis, SBCA will conduct a review of its strategic plan and update goals, priorities, and focus as guided by the membership.  The strategic plan shall serve as the guiding document to the SBCA Board of Directors and staff as they prioritize goals and tasks to undertake on behalf of the membership.  SBCA’s first strategic plan was completed in 2019, and an updated strategic plan will be implemented in 2023. 

SBCA Open Quarterly Meetings (OQMs) 

The goal of each OQM is to bring component manufacturers (CMs) and suppliers together to discuss the latest issues facing the components industry. Besides BCMC, OQMs are one of the most valuable investments CMs can make both from the perspective of return on that investment and industry-specific best practice development. Given their focus on open dialogue and social interaction, the relationship building opportunities at each OQM are unparalleled. 

The OQM Schedule is typically finalized and posted soon after BCMC concludes each year. 

BCMC | FS 

The Building Component Manufacturers Conference (BCMC) has become a trusted venue for structural building component manufacturers to learn about the latest ideas, products and trends throughout their entire supply chain. The annual tradeshow includes a dynamic exhibit floor with machinery demonstrations, educational opportunities and the chance to enjoy the camaraderie of an industry that spans generations. 

Held concurrently with SBCA’s BCMC trade show, the Framer Summit, hosted by the National Framers Council (NFC), brings framers and their component manufacturer partners together to build relationships and explore the latest developments their supply chain has to offer to make the framing process more efficient and profitable.  

Virtual Meetings 

The SBCA Board of Directors, Executive Committee, and other Standing Committees will hold virtual meetings as needed throughout the year, between regularly scheduled OQMs.  These virtual meetings are open to all members, unless otherwise indicated. 

SBCA employs a distributed workforce, meaning its staff are dispersed across the United States instead of working together in a single geographic location. This model offers several benefits, the primary one being it enables the organization to find the right people for each staff role regardless of where they live. It also allows SBCA to attract a wider range of talented professionals by offering a more flexible work environment. In addition, having a remote workforce reduces the association’s capital expenditures on traditional office expenses like rent, utilities, janitor services and more. 

You can learn more about SBCA staff members and their areas of expertise online. 

SBCA has developed a wide range of support resources for component manufacturers.  SBCA’s published technical and guidance documents can be purchased through the SBCA online store.  SBCA members receive significant discounts on all the items in the store, providing a significant financial benefit to membership.  

SBCA also offers a variety of online training courses aimed at providing industry-specific knowledge and best practices to everyone from accountants and front office personnel to production workers, truss designers, and truck drivers. 

The SBCA Foundation's mission is, “giving back to our community through philanthropic avenues to improve housing-related opportunities for the disadvantaged.” The SBCA Foundation enables SBCA Chapters, companies, and individuals to give back to the industry. It is a standalone 501(c)(3) organization that is wholly owned by SBCA, which means financial resources donated to the SBCA Foundation are considered charitable for federal income tax purposes and are tax deductible for both companies and individuals. You may donate to the foundation by filling out the SBCA Foundation & Endowment Pledge Form. 

The association gains strength, knowledge, and influence through its growing and engaged body of members. If there is a component manufacturer or supplier you know that isn’t currently a member, let SBCA staff know by filling out this form and we will contact them.

Antitrust Law Policy

Throughout its history, SBCA has complied with the antitrust laws and is not subject to any consent decree, cease and desist order, or any other mandate or prohibition of any agency of government or any court with respect to the antitrust laws. 

In order to assure continued compliance with both the letter and the spirit of the antitrust laws, participants in SBCA and the local chapters are reminded of the following important policy: 

Although the antitrust laws do not preclude members of the SBCA from lawfully engaging in a great variety of collective activities, the antitrust laws do encompass certain conduct which is prohibited because it is unreasonable per se. The prime example is, of course, agreement with regard to price. Any conduct by competitors which has the purpose or effect of either raising, depressing, fixing, pegging, or stabilizing the price of a product or service is unlawful. Also, concerted action which may affect a price, including matters relating to production, terms and conditions of sale, the distribution of a product or the division of markets, is likewise prohibited by the antitrust laws. 

Either an explicit or tacit understanding between competitors that could affect the price of products or operate to impede free and open competition is forbidden. In order to prove any such unlawful activity, it is not necessary that there be evidence of a formal agreement or understanding more often than not, such proof is circumstantial and a violation of the antitrust laws may be found because of a course of dealing between competitors or between members and their customers. 

With regard to any SBCA meeting, there must never be any discussion among those attending or any formal or informal agreement of any sort, with respect to the following: 

• Any price to be charged with respect to a product or service. 
• Any allocation of markets or customers. 
• Any coordination or cooperation with respect to bids or requests for bids. 
• Terms or conditions of sale, including credit or discount terms. 
• Distribution of products or services. 
• Control of the production of any product or the level of production. 
• Profit levels or profit margins. 
• The basis for arriving at any price. 
• The exchange of price information with respect to any specific customer. 
• Any action which would unreasonably restrain trade. 

The SBCA staff is regularly advised and reminded of principles of antitrust law as they have evolved and may affect the truss industry. The staff is alert to any discussion or topic which might result in a potential restraint of trade, and should any discussion arise at a meeting which might be construed as inappropriate, the staff has been instructed to alert those present that the particular topic under discussion should not be pursued further. 

Conflict of Interest and Conflict of Interest Policy

Conflict of Interest

• “A situation in which a person has a duty to more than one person or organization, but cannot do justice to the actual or potentially adverse interests of both parties. This includes when an individual's personal interests or concerns are inconsistent with the best interests of a customer, or when a public official's personal interests are contrary to his/her loyalty to public business.”  
• SBCA members are obligated to advise, in advance of any situation that might involve or appear to involve a conflict of interest, that they may be participating in activities where their duty to their company is in conflict with the policies of SBCA and the best interests of the Structural Building Component industry. By way of two examples;  
• A conflict of interest could existing if an engineer or company performing engineering services used truss design software (that was licensed to them through or by a component manufacturer) directly on behalf of a builder or general contractor to design trusses (for component manufacturers to then bid on) for a project or projects being constructed by such builder or general contractor—all of which would be in violation of the connector plate company’s software license agreement and in contravention with SBCA’s long standing truss design software policy.  
• A conflict of interest could exist if a company, working within industry committees, industry ANSI standards, task groups, etc., advocates for changes in policy, procedures, standards, engineering equations, testing, etc., where those changes lead to greater use of the products or services that said company provides.  

Actions of a Committee Requiring a Motion

POLICIES AND RESOLUTIONS 

Questions that come up are: (1) what is a policy; (2) what is a resolution; (3) how are policies and resolutions different, and (4) what committee action requires a motion (which is a motion of the committee and if approved, is then submitted to the Board). 

Policies:  

The term “Policies” are not intended to be tightly defined, but instead to be highly flexible. They are usually a course or method of action selected by one of the committees and then approved by the Board. They help guide present and future decisions which in turn help to carry out a particular course of action. The goal through adopting policies is to establish a coherent set of decisions with a common long term objective affecting or relevant to the structural building component manufacturing industry.  

Resolutions:

“Resolutions,” as compared to policies, are a formal expression of opinion or will of a committee or the Board agreed to by a vote of such committee or Board. A resolution usually settles or resolves an issue. A resolution is a decision to do or not do something. 

1. All new policies or any policy modifications should be approved by a committee by motion and submitted to the Board for consideration. 
2. Any resolution should be approved by a committee by motion and submitted to the Board for consideration. Remember that resolutions are substantive-they usually resolve some issue and involve a decision to do something.  
3. Resolutions are not to be confused with tasks, which are essentially a piece of work assigned to someone such as SBCA staff to undertake, and are a method to achieve the existing priorities that have been defined by the Committee. Certainly any activity of a committee which has SBCA budget or financial implications should be viewed as a resolution.  

SBCA Bylaws

12.  DUTIES, RESPONSIBILITIES, AND ACCOUNTABILITY OF ALL DIRECTORS.

All Directors shall meet certain standards of conduct and attention to his/her responsibilities to the Association including: 

(a) Exercising due care in all dealings with the Association and its interests. This includes careful oversight of financial matters and reading of minutes and Association Policies, attention to issues that are of concern to the Association and raising questions whenever there is something that seems unclear or questionable; 

(b) Avoiding conflicts of interest, including the appearance of conflicts of interest. This includes personal conflicts of interest or conflicts with other organizations with which a Director is a member. The Association recognizes however that Directors employed by Associate Members may find themselves at times in a position where their interests are not perfectly aligned with Directors employed by Regular Members and in those instances such Directors employed by Associate Members shall clearly identify areas of potential conflict of interest prior to taking action with respect to the Association in their positions as Directors; and 

(c) Obedience to the Association’s central purposes must guide all decisions. Directors must also ensure that the Association functions within all legal requirements and its own Bylaws and Association Policies.  

Additionally, all Directors employed by Regular Members shall (i) Use reasonable efforts to implement Association Policies; (ii) Contribute to future Association policy formation process by offering opinions, discussion and drafts of new policies or policy modifications; (iii) Use reasonable efforts to develop and strengthen, through the Association Policies, practices, products and services, the structural building components industry; (iv) Assist in the mentoring of Association staff through providing industry knowledge; (v) Communicate with and seek the assistance and expertise of the Association and its staff regarding issues and activities locally and regionally concerning industry matters pertaining to legislation and regulation, building codes, engineering practices and requirements, education/training opportunities, industry risk issues, insurance, or the quality or fire performance of structural building components; and (vi) Report to the Association on Chapter and Chapter Incorporated  Associations activities, policies, meetings and undertakings.