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DRAFT Changes 2017 NeAEYC By-laws
NEBRASKA ASSOCIATION FOR THE EDUCATION OF YOUNG CHILDREN, Inc.
Bylaws
ARTICLE I NAME
The name of this organization shall be Nebraska Association for the Education of Young Children, Inc. (NeAEYC, Inc.). The organization shall be an affiliate of the National Association for the Education of Young Children (NAEYC).
ARTICLE II PURPOSE
NeAEYC, Inc. is exclusively organized to serve and act on behalf of the needs and rights of all young children, with primary focus on the provision of educational services and resources.
ARTICLE III MEMBERSHIPS
Section 3.1 Eligibility. Anyone interested in promoting the purposes of this Association may become a member upon payment of annual dues.
Section 3.2 Levels of Membership. All members of the NeAEYC, Inc. are also members of the Midwest Regional AEYC, and the National Association for the Education of Young Children (NAEYC), and are entitled to the rights and privileges of membership consistent with the membership categories of those respective associations.
Section 3.3 Classes of Members. The classes of members shall be Premium, Standard, Entry and Family Comprehensive Affiliate, Regular Affiliate, and Student Affiliate. The Board of Directors NAEYC shall have the authority to establish additional classes of members.
Section 3.4 Dues. Membership dues shall be determined by NAEYC the Board of Directors. The membership year is defined as a rolling 12 month period of time. Any member who fails to pay his or her dues for the current membership year three (3) months after the expiration date shall automatically be expelled as a member of the Association. Nebraska AEYC Board of Directors will determine the portion of dues to be distributed to each Chapter.
ARTICLE IV LOCAL ORGANIZATIONAL UNITS
Section 4.1 Affiliate Groups Chapters. Affiliate groups shall maintain a minimum of fifty members, all of whom will be NeAEYC, Inc. members. Local groups organized to provide membership activities shall be called Chapters. Chapters will be classified by county.
Section 4.2 Chapter Advisory Committee Other Local Organizational Units. Chapters operating through membership in the state affiliate may be formed in areas unable to support the minimum number of members required to achieve affiliate status. A Chapter Advisory Committee will consist of all current Chapter leadership and shall meet at least one time per year.
ARTICLE V GOVERNING BODY
Section 5.1 Name. The principal governing body of the association shall be called the Board of Directors.
Section 5.2 Powers and Duties. The Board of Directors shall supervise, control, and direct the affairs of the Association, shall determine its policies or changes therein within the limits of the bylaws, shall actively promote its purposes, and shall have discretion in the disbursement of its funds. It may adopt such rules and regulations for the conduct of its business as shall be deemed advisable, and may, in the execution of its powers granted, appoint such committees or agents as it may consider necessary.
Section 5.3 Composition.
A. The Board of Directors shall consist of at least 10-15 people who make up the Board of Directors for NeAEYC, Inc. The Board of Directors shall include the elected officers of the organization which may include: President, President-Elect, Past President, Vice-President, Secretary and Treasurer Finance Chair and the remaining board of directors. The Executive Director(s) shall participate in Board meetings as an ex officio. All board positions will be held by members of NAEYC/NeAEYC, Inc. At least two members of the Board of Directors will be elected by the Chapter Advisory Committee. One of these members must hold an Executive Committee position.
B. The Board of Directors will not have more than one representative from any one
organization in the state in order to ensure NeAEYC, Inc. has a diverse and inclusive representation on the Board.
Section 5.4 Terms of the Board. Board members will serve staggered three year terms and may serve up to two consecutive terms on the board of directors. Anyone who serves on the board for six years must take at least a two year hiatus from the Board of Directors prior to being reappointed to the board.
Section 5.5 Selection of Board Members. The Board Development Committee will serve as the nominating committee for NeAEYC, Inc.
A. Vacancies or term expirations of Board members representing Affiliate Chapters or NeAEYC Chapters shall be filled by Chapter elections of the Chapter Advisory Committee. Biographical information will be submitted to the NeAEYC office for inclusion in the next newsletter, and approval by the general membership.
B. Vacancies or term expirations for other Board positions will be filled by the Board of Directors, through recommendations from the Executive Committee and Board Development Committee. The Board Development Committee shall request suggestions for Board Member candidates from the general membership as vacancies occur or when terms expire. Biographical information will be submitted to the Office for inclusion in the next newsletter, and approval by the general membership.
C. The slate shall be presented to the Board of Directors for approval at the fall Board of Directors meeting, or as vacancies occur.
DC. Elections shall be accomplished by December 1 of each year or as vacancies
occur by a mail and/or electronic vote and determined by a majority of the members voting. Election results shall be published in the first issue of the Association newsletter following the completion of the election.
F. Terms for newly elected officers shall become effective January 1.
FD. In cases where a board member resigns prior to the completion of his/her term, the newly appointed board member will be eligible to serve a full term, and eligible to renew the board membership for a second complete term for a maximum of six years.
GE. If the President is unable to fulfill his/her duties, then the President-Elect shall assume the position. In the event that there is no President-Elect, then the Past- President shall assume the duties until an election takes place.
Section 5.6 Board Meetings. The Board of Directors meetings shall be held as follows:
A. The Board of Directors shall meet at least quarterly. Meetings shall be held on the call of the president, or at the written request of at least five members of the Board of Directors, or at the written request of 20 members at large, at such a place as the president shall designate. At least 14 days notice of the time and place of a Board of Directors meeting shall be provided.
B. Notice of any meeting of the Board shall be deemed duly given to a Board member if mailed or faxed electronically notified to the Board member at least seven (7) days before the day on which such meeting is to be held, or is provided by telephone or other means of electronic communication not later than two days before the day on which such meeting is to be held. Each such notice shall state the time and place of the meeting and the general purpose of the meeting.
Section 5.7 Attendance at Board of Directors Meetings. Attendance at Board of Directors meetings is expected. Board members may serve in an active capacity by contributing in other ways, including committee work and participating in conference calls. Any elected or appointed member not attending two consecutive Board of Directors meetings may be asked to vacate his or her Board position.
Section 5.8 Quorum and Voting. At least fifty percent of the voting members of the Board of Directors must be present to constitute a quorum for the transaction of business on behalf of the organization.
Section 5.9 Resignation or Removal.
A. An officer or board member may resign at any time. The resignation shall be made in writing and shall take effect at the time specified therein. The acceptance of a resignation shall not be necessary to make it effective.
B. An officer or Board member may be removed, with or without cause, by mailed or emailed ballot in which members representing twenty-five percent (25%) of the total number of members participate (based on membership figures as of the end of the immediately preceding membership year) or at any regular or special majority of the voting members, voting either in person, or by proxy, or as otherwise permitted by law. No officer or Board member shall be removed at a meeting of members entitled to vote, unless written notice of such meeting is delivered to all members entitled to vote, and the notice explains that a purpose of the meeting is to vote upon removal of one or more directors who are named in the notice.
Section 5.10 Executive Committee.
A. The Executive Committee shall be charged with carrying out the functions of the Board between meetings of the Board, and the actions of the Executive Committee shall be acts of the Board.
B. The Executive Committee shall consist of the Past President (when this position is occupied), President, President-Elect (when this position is occupied), Vice-President, Secretary, Treasurer Finance Chair, the Public Policy Chair, and ex officio the Executive Director(s) of the organization, if any.
C. The Executive Committee shall meet at the call of the President, or, at the written request of three members of the Executive Committee, in the interim between meetings of the Board to consider and take action upon any business presented. Minutes of each meeting of the Executive Committee, including the Treasurer’s Finance Chair’s report, shall be made to the Board as soon as practicable after any meeting. A majority of the Executive Committee shall constitute a quorum. A vote of the majority of Executive Committee members present at a meeting at which a quorum is present shall be required by the Executive Committee.
ARTICLE VI OFFICERS
Section 6.1 Principal Officers. The principal officers of the Nebraska AEYC, Inc. shall be:
President
President-Elect (when this position is occupied)
Past President (when this position is occupied)
Vice-President
Secretary
Treasurer Finance Chair
Section 6.2 Election of Principal Officers: Term of Office.
A. Elections of officers will be held as needed. The proposed slate of officers shall be developed by the Board of Directors and submitted to the general membership in the November newsletter or as vacancies occur.
B. Annual eElections will be held to select the specified officers of the corporation based upon the terms and election years described in these bylaws. The election of officers shall be done by mailed or electronic ballot and determined by a majority of the members voting.
C. The President-Elect shall serve one (1) year in that office, two (2) years as President, and one (1) year as Past President. The terms of the Vice-President, Secretary and Treasurer Finance Chair shall be three (3) years. The Vice-President, Secretary and Treasurer Finance Chair can serve two consecutive terms for these offices.
Section 6.3 Duties of the Officers. The duties of the officers shall be such as are usually performed by these offices.
A. PRESIDENT - The President succeeds from President-Elect and serves a two- year term. Duties of the President include:
1. Works with the Executive Director(s), Board officers, and committee chairs to
develop the agenda for the board of directors meetings, and presides at these meetings.
2. Appoints volunteers to key leadership positions, including positions as chairs of board committees and service committees.
3. Works with the Board of Directors and paid and volunteer leadership, in accordance with NeAEYC, Inc. by-laws to establish and maintain systems for:
· Planning for the organization’s human and financial resources and setting priorities for future development
· Reviewing the operational and services effectiveness and setting priorities for future development.
· Controlling Oversight of fiscal affairs
· Acquiring, maintaining and disposing of property
4. Appoint all standing and ad hoc committee chairpersons.
5. Mentor President-Elect
B. PRESIDENT-ELECT - The President-Elect is approved by the general membership and serves a one-year term as President-Elect, a two-year term as President, and a one-year term as Past-President. Duties of the President-Elect
include:
1. Presides at meetings of the board of directors in the absence of the President and Past President.
2. Fills the office of board president should that office become vacant.
3. Assists the board president in the execution of his or her duties.
4. Coordinates the liaison activities between the board and the affiliates chapters.
5. Serves on the executive committee and other committees as appropriate.
6. Provides additional leadership for the board and the organization.
C. PAST PRESIDENT - The Past President succeeds from the Presidency and serves for a one (1) year term. Duties of the Past President include:
1. Conducts Board of Director’s meetings in the absence of the President.
2. Provides historical context for past decisions.
3. Serves as an advisor to the President, as requested.
4. Serves as Board Development Committee Chair.
D. VICE-PRESIDENT – The Vice-President is approved by the general membership and serves for a three-year renewable term. Duties of the Vice President include:
1. Presides at meetings of the board of directors in the absence of the President or Past President.
2. Assists the board president in the execution of his or her duties.
3. Serves on the executive committee and other committees as appropriate.
4. Provides additional leadership for the Board and the organization.
5. Serves as Board Development Committee Chair.
ED. SECRETARY - The Secretary is elected by the general membership and serves a
three-year renewable term.. Duties of the Secretary include:
1. Prepare and provide written minutes to the board members in the specified time.
2. File approved minutes and maintains the official list of board members in accordance with procedure.
FE. TREASURER FINANCE CHAIR- The Treasurer Finance Chair is elected by the general membership and serves a three-year renewable term. Duties of the Treasurer Finance Chair include:
1. Serves as financial officer of the organization and as chair of the finance committee.
2. Manages, with the finance committee, the board’s review of and action related to the board’s financial responsibilities.
3. Works with the Executive Director in preparing the annual budget and presenting the budget to the board for approval.