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Adopted:
Amended: July 14, 1998
Amended: July 26, 2000
Amended: June 8, 2002
Amended: July 16, 2008
TEXAS STATE CHAPTER Of the
AMERICAN ASSOCIATION ON INTELLECTUAL AND DEVELOPMENTAL DISABILITIES
BYLAWS
ARTICLE I: Purpose and Membership
SECTION 1: The Texas State Chapter, AAIDD, is established pursuant to the purposes outlined in Articles V "Assembly" and VII "Organization" in the Bylaws of the American Association on Intellectual and Developmental Disabilities. The Chapter shall function in conformity with the Constitution and Bylaws of the Association.
SECTION 2: The purpose of the Chapter shall be to further the purpose of the Association within Texas.
SECTION 3: All members of the Association residing in Texas shall be members of the Chapter without additional assessment of membership dues or fees for the exercise of voting privileges. Membership shall be limited to members of the Association. Special membership is extended to Self-Advocates without voting privileges.
SECTION 4: The Chapter maintains the interdisciplinary character of the Association, (shall be organized according to professional divisions as defined by the Association) and shall extend the right to hold office only to members who are either members or Fellows of the Association.
ARTICLE II: Officers and Elections
SECTION 1: Board of Directors
1. The Board of Directors shall be comprised of the President, the President-elect, the Immediate Past-President, the Secretary, the Treasurer , the Direct Support Professional, the Self-Advocate, and the six Members-at-Large.
2. Each member shall have one vote.
SECTION 2: Election to the Board of Directors
1. Elections to office shall be made at annual meetings.
2. Voting for elections to office may be made by mail or in person. However, proxy voting is prohibited.
SECTION 3: Appointment of the Texas State Membership Chairman
The Texas State Membership Chairman shall be appointed by the President from the Membership and approved by the Board of Directors. The Membership Chair does not hold Board voting privileges unless he or she has been elected to the Board of Directors.
SECTION 4: Terms of office
1. Terms of office shall begin on January 1st following the annual membership meeting in which the Directors were elected or appointed. A year in office shall be the interim between January 1st and December 31st for purposes of tenure.
2. A President-elect shall be elected annually. The President, the President-elect, and the Immediate Past-President serve for a period of one year.
3. The Secretary , The Direct Support Professional and three Members-at-Large shall be elected in even numbered years, and the Treasurer, the Self-Advocate, and three Members -at-Large in odd numbered years and serve for a period of two years.
4. Board of Directors shall serve one term and are eligible for re-election to a second consecutive term for the same position. After two consecutive terms, an individual is ineligible to serve on the Board in the same position until the passage of one year.
5. An individual is eligible to serve on the Board for an indefinite time as long as no more than two consecutive terms are served in the same position.
SECTION 5: Succession of office
1. Upon completion of a one-year term, the President-elect shall succeed to the office of the President.
2. In a like manner, the President shall succeed to the office of the Immediate Past-President.
SECTION 6: Quorum
1. A quorum of the Board shall consist of at least 50% of the Board's membership.
2. In the event of a Board vacancy, a quorum shall consist of at least 50% of the individuals presently serving on the Board.
SECTION 7: Board Vacancies
1. Vacancy in the office of the Immediate Past-President ñ The un-expired term shall not be filled.
2. Vacancy in the office of the President ñ It shall be filled by the President-elect, who shall continue as President until the time the President would have normally succeeded to the office of the Immediate Past-President. If there is no President-elect, the Board shall appoint an Acting-President to serve until the next business meeting.
3. Vacancy in the Office of Secretary, Treasurer, Direct Support Professional, Self-Advocate or Member-at-Large ñ The Board shall appoint a member to finish out the remainder of the term of office.
ARTICLE III: Duties of Officers
SECTION 1: The President conducts the business of the Chapter in accordance with the Bylaws.
SECTION 2: The President and President-elect coordinate the development of the annual Chapter Convention. The President-elect serves as the President in the absence of the President.
SECTION 3: The Immediate Past-President serves as a Board member and serves as President in the absence of the President and President-elect. The Immediate Past-President shall coordinate the publication of the Forum and other Chapter publications in accordance with the terms of the contracts related to these services. The Immediate Past President shall chair the Nomination and Elections Committee.
SECTION 4: The Secretary shall take minutes of all meetings and make them available to the membership.
SECTION 5: The Treasurer handles the fiscal affairs of the Chapter and must make reports to the Board and/or general membership as requested, at least quarterly and end of the year. The Treasurer insures that an independent audit is made of the accounts at the end of the Treasurer's term in office.
SECTION 6: The duties of the Board shall be those customary to their respective offices and as further defined by these by-laws.
SECTION 7. The Direct Support Professional will help promote the interests of front line workers in the activities of the Association.
SECTION 8. The Self-Advocate will help promote the interests of individuals with mental retardation in the activities of the Association.
SECTION 9: The Texas State Membership Chairperson shall pursue all matters in the interest of attracting and maintaining members for the Association.
SECTION 10: All Board members are expected to perform other duties as assigned when circumstances call for such activities.
SECTION 11: The Board of Directors shall direct the business of the Chapter between meetings and shall approve the budget of the Chapter.
ARTICLE IV: Committees
SECTION 1: The President, with the approval of the Board, shall appoint a Nomination and Elections Committee to be chaired by the Immediate Past President. The committee shall consist of at least two active members of the Chapter and shall produce a slate of candidates for positions to be filled at the subsequent annual business meeting.
SECTION 2: The Convention Program Committee shall be chaired by the President-elect. The President-elect shall select members to serve on this committee, and the committee is charged with developing the Annual Chapter Convention Program. Other Convention committees will be appointed as needed by the President-elect.
SECTION 3: Other committees will be appointed as needed by the President with the Board approving the charge to the committee and its membership.
SECTION 4: All committees become defunct when the appointing President goes out of office, but may be reappointed by the new President and Board.
SECTION 5: Committee appointments may be rescinded by a majority vote of the Board.
SECTION 6: Each committee Chairperson shall be responsible for keeping accurate records and fully reporting the activities of their committee to the Board.
SECTION 7: Each committee shall consist of a Chairperson and not less than two active Chapter members.
ARTICLE V: Meetings
SECTION 1: The President, with the advice of the Convention Committee and the consent of the Board, shall arrange for an annual business meeting to be held in each calendar year. The business meetings may be preceded by sessions of non-business nature. The annual meeting shall be held in Texas. All members shall be notified of the time and place of the annual meeting at least thirty days in advance of the meeting. Notifications, if made by mail, shall be deemed delivered when deposited in the United States mail, addressed to the member, at his latest known address. Notifications may be made by mail, fax or e-mail.
SECTION 2: Registration fees may be charged to permit attendance at any training meeting except business sessions. Non-members may attend Chapter sponsored training meetings upon payment of special registration fees.
SECTION 3: The Board shall meet at least four times per year. At least ten days before Board meetings, all Board members should receive announcement of the meeting from the President and/or Association Manager. The Board may refer and submit by mail, conference call, fax or e-mail to the Directors or to said committee, resolutions relating to affairs of the Board or Chapter which, in the opinion of the President of the Board, require prompt action on the part of the Board. The votes of said persons given by mail, conference call, fax or e-mail shall have the same force and effect as if given in person at a meeting duly called to consider and take action upon said resolution. A Board member who during his or her term misses three (3) or more Board meetings, including conference calls, will be recommended for removal from the Board. The recommendation may be waived by the Board and reviewed on a case by case basis.
ARTICLE VI: Amendments
SECTION 1: Amendments to the Bylaws may be proposed by the Board or by the petition of ten (10) or more members.
SECTION 2: Proposed amendments shall be presented at the annual business meeting and shall become effective upon approval by three-fourths vote of those Chapter members in attendance.
SECTION 3: Upon recommendation of the Board, Association business and/or proposed amendments shall be presented to Chapter members via mail, fax or e-mail and shall become effective upon approval by three-fourths vote of those Chapter members responding within the timelines approved by the Board and published in the announcement of proposed action(s) or revision(s).
ARTICLE VII: Remunerations
No part of the net earnings, contributions, funds, or other property shall inure to the benefit of any Chapter member. No Board member or member shall be remunerated for services, other than reimbursement for expenses actually incurred in the discharge of official duties. No loans shall be made by the Chapter to its members or Board members.
ARTICLE VIII: Anti-discrimination
The Chapter shall not discriminate in its practices of employment, membership, board membership, or committee membership, on the basis of race, color, national origin, religion, sex, sexual orientation, age or disability.
ARTICLE IX: Indemnification
Any person made a party to any civil or criminal action, suit, or proceeding by reason of the fact that he, his testator or intestate, is or was a director, officer, or employee of the association or of any corporation, which he served as such at the request of this association, shall be indemnified by the association against reasonable expenses. However, such officer, director, or employee is liable for gross negligence or criminal malfeasance in the performance of his duties.
ARTICLE X: Dissolution
Upon dissolution of the Texas Chapter of the American Association on Intellectual and Developmental Disabilities, assets shall be distributed of one or more exempt purposes within the meaning of section 501 (c) 3 of the Internal Revenue Code (or corresponding section of any future tax code), or shall be distributed to the federal government, or to a state or local government, for public purpose. Distribution shall be at the discretion of the Executive Board at the time of the dissolution. All records of the Chapter shall revert to the National Association.
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