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VIRGINIA STATE THERAPUTIC RECREATION ASSOCIATION, INC
BY-LAWS
Article I MANAGEMENT
Section I The management of this organization shall be vested in the Executive Board composed of four (4)
Officers and eight (8) Members-at-Large. Officers shall be elected by plurality vote. The President-Elect shall serve a term of two (2) years, and then automatically assume the office of President, also for a term of two (2) years. The position of President – Elect will be held in even number years. Elections for the positions of Secretary and Treasurer will be held during odd number years and both shall serve terms of two (2) years. The duties of the officers shall be described in the Manual of Procedures. Four (4) Members-at Large shall be elected during even number years and four (4) Member-at-Large shall be elected during odd number years. All members-at-large will serve a term of two (2) years. The nominees with the highest number of votes will be declared the winner.
Section II The immediate Past President shall be an invited member of the Executive Board. This is an advisory, non-voting role, except in case of a tie vote when the Past President shall be called upon to cast the deciding vote. The Past President may be appointed by the President to serve on such committees as appropriate.
Section III In the event that the President is unable to fulfill his/her term of office, the President- Elect shall fill the remainder of the President's term and the Board shall elect a new President-Elect from the remaining Board members. In the event of any other vacancy, the President may appoint a Professional Member in good standing until the next election.
Section IV All action taken by the Executive Committee for the Board between Official meeting shall require a three-fourths (3/4) majority vote of the Executive Committee members.
ARTICLE II NOMINATIONS/ELECTIONS
Section I Elections shall be conducted by the Nomination Committee.
In the event that the Chairperson and/or committee member is running for office, the ballots shall be counted by the President and/or Board appointed designee(s).
Section II Request for nominees shall be sent to all professional members in good standing at least six (6) weeks prior to the election. (March 1)
A slate of nominees shall be sent out to professional members in good standing prior to March 1st. The election will take place between April 15th and April 30th. The Election Committee shall count the ballots and report the results. Elected Officers and/or Member-at Large will assume office in May. Their installation will be at the Annual Meeting in mid May.
Section III In the event of a tie vote for the last Member-at-Large position on the Board, the Board shall vote to break the tie.
ARTICLE III Meetings
Section I At least thirty (30) days notice shall be given to all members.
Section II Regular meetings of the Executive Board shall be held at least six (6) times per year.
Section III Special meetings of the Executive Board or the entire membership may be called by the President with the concurrence of a majority of the Executive Board. At least fifteen (15) days notice shall be given.
Section IV A quorum shall be at least ten percent (10%) of the members. A quorum for the Executive Board meetings shall be one (1) more than half (1/2) of its constituted membership.
Section V All meetings shall follow Robert's Rules of Order, provided they are keeping with:
-Roll Call
-Reading of the Minutes
-Officers' Reports
-Committee Reports
-Unfinished Business
-New Business
-Adjournment
Section VI Every Executive Board Member is expected to attend all Executive Board Meetings. If an Executive Board Member is absent from two (2) meetings with in a fiscal year, their position on the Executive Board will be reviewed by the Executive Committee (Officers) of the Board and a decision as to their status on the Board will be made.
ARTICLE IV VOTING
Section I Only Professional members in good standing have voting privileges.
ARTICLE V ADMENDMENTS
Section I These by-laws may be amended by a two-third (2/3) majority vote of all members eligible to vote and voting at a meeting or special meeting called for that purpose or voting by e-mail for a two-thirds (2/3) majority of the Executive Board voting at a meeting or special meeting called for that purpose or voting by e-mail. There must be at least fourteen (14) days written notice in advance of submission of any amendment.
ARTICLE VI DISSOLUTION CLAUSE
Section I In the event of dissolution of VASTRA, the Executive Board of Directors shall, after paying and making provisions for the payment of all liabilities, distribute all the assets of the corporation over to an organization dedicated to charitable and/or educational purposes and which has been recognized as a 501(c) (3) organization by the Internal Revenue Service.