Association of Public Data Users
Bylaws of the Association of Public Data Users
BYLAW I. NAME, PURPOSE AND MEMBERSHIP
Section 1. Name:
The name of the Association is The Association of Public Data Users (hereinafter referred to as "Association").
Section 2. Purpose:
The purpose of the Association is to serve the users, producers and disseminators of government statistical data by: assisting users in the identification and application of public data; establishing communication linkages between data producers and users; and bringing the perspectives and concerns of public data users to bear on issues of government information and statistical policy.
Section 3. Membership:
A. Candidates for Membership.
Membership shall be open to organizations and individuals who support the Association's purpose and share an interest in the collection, distribution, preservation and interpretation of public data and the policies affecting such. Any academic, governmental, for-profit or non-profit organization which applies for membership must designate a person or persons associated with the organization through employment, position or appointment to represent the organization in the Association. Individuals who apply for membership shall represent themselves in the Association.
B. Privileges of Membership. (top)
The representatives of organizations which are members of the Association and the individual members of the Association shall have the privilege of holding any elective or appointive office in the Association, shall be entitled to serve on committees of the Association, and shall be entitled to vote on questions of official Association business, including amendments to these Bylaws, resolutions of the Association, and elections for Association offices. Membership services, benefits and fee structures shall be as defined in the Policies and Procedures of the Association of Public Data Users.
C. Enrollment in Association. (top)
The enrollment of a member occurs upon the receipt of a properly completed application form, as specified in the Policies and Procedures of the Association of Public Data Users, and the payment of annual dues. Membership in the Association becomes suspended on the anniversary date of the member's inauguration to be reactivated upon payment of the annual dues.
D. Termination of Membership. (top)
Termination of membership in the Association may occur under the following circumstances:
1. Non-payment of annual dues. (top)
Non-payment of annual dues after a period of three months from the anniversary date, provided notice thereof shall have been mailed to the member, shall constitute forfeiture of the rights and privileges of membership. Reinstatement of membership, and its rights and privileges, shall occur upon the receipt of a properly completed application form, as specified in the Policies and Procedures of the Association of Public Data Users, and the payment of annual dues.
2. Voluntary withdrawal. (top)
A member may at any time withdraw from membership in the Association by filing a letter of withdrawal with the Chief Administrator of the Association and it shall be effective as of the date it is filed. The withdrawing member shall not be entitled to a rebate of the annual dues, but shall be entitled to reinstatement of membership at a later date upon the receipt of a properly completed application form, as outlined in the Policies and Procedures of the Association of Public Data Users, and the payment of annual dues for the renewed enrollment.
3. Suspension and expulsion. (top)
If, in a written and signed communication addressed to the Board of Directors, any member of the Association, as defined in subsection A of this Section 3, shall be charged with conduct detrimental to the objects or interests of the Association or in violation of the Association's Articles of Incorporation, bylaws, code of ethics or other rules and regulations, the Board of Directors shall consider the matter. If the Board determines further action is necessary, the Board Secretary shall send a copy of the charges to the accused. The accused shall be given adequate time to reply to the Board of Directors as defined in the Policies and Procedures of the Association, and the Board of Directors shall take further action as it may deem necessary and proper. If two thirds (b) of the members of the Board of Directors, after a fair and impartial hearing, shall be satisfied of the truth of the charge, the Board of Directors may request the offending member to resign or may suspend or expel such member.
BYLAW II. FUNCTIONS (top)
The Association shall include among its functions: the communication of information pertinent to public data users, producers and disseminators; the apprisal and education of users on public data sources, acquisitions and their applications, and technologies and their applications; and the facilitation of dialogue among and between data users, producers and disseminators.
The following activities shall be undertaken in accordance with their relative importance as deemed by the board from time to time and to the extent that resources permit:
- creating and distributing a newsletter and other forms and formats of regular communication on public data sources, acquisitions and uses, on technologies affecting same, and on policy and other programmatic issues and developments of concern to the public data user community;
- holding meetings to share and present opinions and technical discussions of public data sources, acquisitions, uses and technologies, and other policy and programmatic issues regarding public data;
- organizing and offering training sessions on problems of use and access to public data;
- identifying and developing projects and publications of interest to the membership and the broader data user community;
- fostering timely, cost-effective internal communications among the Association membership and external communications with the broader data user community;
- interacting with key stakeholders in the statistical policy arena and serving as an expert resource on matters of data and statistical policy;
- such other activities consistent with the Association's purpose and as are developed by action of the membership and approved by the Board of Directors.
BYLAW III. GOVERNANCE (top)
Section 1. Board of Directors:
A. Board of Directors as Governing Body. (top)
The Association shall be governed by a Board of Directors which shall act in trusteeship to the members of the Association, formulate the policies of the Association and generally supervise their execution by the Officers of the Association as defined in Section 2 of this Bylaw. The Board shall develop and maintain the Policies and Procedures of the Association of Public Data Users to guide the activities of the Association as defined by the Association's members.
B. Composition. (top)
The Board of Directors shall consist of the Officers, defined in Section 2 of this Bylaw as the President, Vice President, Secretary, Treasurer and the Immediate Past President, and four (4) additional at-large members who shall reflect a cross-section of the public data user community. The Board of Directors shall be comprised solely of persons who are eligible to hold Association offices under the terms of Bylaw I, Section 3, subsection B of these Bylaws.
C. Tenure of Office. (top)
The terms of office for the Officers are as defined in Section 2 of this Bylaw. The terms of office for at-large Board members shall be staggered and shall be three (3) years each, commencing on January 1 of the year following the elections for these offices, as set forth in Bylaw IV, Section 2, subsection B. Termination of the tenure shall occur when a successor is elected and inaugurated.
A vacancy in an at-large Board seat shall be filled by a person nominated by the Board President and confirmed by an affirmative vote of a plurality of the remaining Board members. The person appointed to fill the vacancy shall be inaugurated upon such approval of the Board and shall serve until the next scheduled general election. The balance of the term, if any remains, shall be filled at that election.
Any member of the Board of Directors may be removed or suspended for conduct detrimental to the objects or interests of the Association or in violation of the Association's Articles of Incorporation, bylaws, code of ethics or other rules and regulations. Removal or suspension of a member of the Board of Directors shall be in accordance with the procedural provision of Bylaw I, Section 3, subsection D, paragraph 3, except that such a member of the Board of Directors shall not be permitted to participate in the decision concerning removal or suspension.
Any member of the Board of Directors may resign at any time by giving written notice thereof to the Board President. Any resignation shall be effective immediately unless a certain date is specified for it to take effect. Acceptance of any resignation shall not be necessary to make it effective.
D. Powers and Duties. (top)
The Board of Directors is obligated to fulfill the legal, fiduciary and ethical responsibilities defined in these Bylaws, determine the Association's program priorities, and generally direct the Association's activities. In addition to any duties stated elsewhere in these Bylaws, and as further defined in the Policies and Procedures of the Association of Public Data Users, the Board of Directors shall:
- Set policies on the fiscal, programmatic and administrative affairs of the Association and authorize their execution;
- Determine and evaluate the Association's mission and purpose;
- Ensure the availability of fiscal and human resources for operating and maintaining the Association;
- Determine and evaluate the direction and content of programs, products and services sponsored by the Association;
- Define the authority and responsibilities of the Chief Administrator of the Association as defined in Section 5 of this Bylaw;
- Promote the Association's interests and image;
- Adjudicate grievances brought forth by staff and members of the Association.
E. Meetings of the Board of Directors. (top)
The Board of Directors shall meet as a plenary at least two (2) times a year, one of those times in conjunction with the annual conference of the Association, and may meet additional times subject to the call of the President or upon request of any three (3) members of the Board of Directors according to the provisions of paragraph 4 of this subsection E.
1. Quorum.
Five (5) Board members, including at least two Officers, shall constitute a quorum at meetings of the Board of Directors.
2. Order of Business.
Meetings of the Board of Directors shall include, at minimum, the following agenda items: roll call of attendees, approval of minutes from previous meeting, report from the Board President, and report from the Board Treasurer. The meeting also shall include the transaction of other new and unfinished business as the Board of Directors may wish to discuss.
3. Place of Meetings.
One meeting of the Board of Directors shall be conducted in conjunction with the annual conference of the Association. Other meetings of the Board of Directors shall be held at a times and places as designated by the Board President or Board of Directors.
4. Special Meetings.
Special meetings may be called by the Board President and must be called at the written request of any three (3) members of the Board of Directors and sent to both the Board President and Secretary.. At least twenty-one (21) days notice of such a meeting must be given to the members of the Board of Directors and the notice must state the purpose of the meeting and specific agenda items to be discussed. Notice may be delivered by mail, telephone, telefascimile, electronic mail, or other communication system open and accessible to all members of the Board.
5. Conducting Interim Business.
In lieu of calling special meetings, the Board of Directors may discuss issues and vote on motions in the interim between formal meetings through a communication system open and accessible to all members of the Board. Motions may be issued through this system by any member of the Board, must be clearly stated and accompanied by explanation of intent, and must specify a closure date for response. A motion shall be considered as seconded upon response to that motion by any other Board member. A record of all motions and outcomes shall be maintained by the Board Secretary.
F. Executive Committee of the Board of Directors. (top)
There shall be an Executive Committee of the Board comprised of the President (who shall act as its chairperson), Vice President, Secretary, Treasurer and Immediate Past President of the Association.
The Executive Committee shall assist the Board President in setting Board goals and establishing standards for evaluating Board performance, and shall assist the full Board in conducting performance evaluations of the Association's Chief Administrator. The Executive Committee may be granted authority by the Board to act on its behalf in situations where the advice and counsel of the full Board membership cannot be gathered or where timely deliberation cannot otherwise occur.
G. Board Development & Nominations Committee. (top)
There shall be a Board Development & Nominations Committee appointed at the beginning of each calendar year by the Board President and consisting of four persons: the Immediate Past President (who shall act as its chairperson), one Board member from among the least senior in Board tenure, one Board member from among the most senior in Board tenure and who is not an Officer, and one other person who is eligible for Committee membership under the terms of Bylaw I, Section 3, subsection B, but who is not currently a member of the Board. In the event the immediate Past President is unable to serve as chairperson of the Committee, the most senior past president willing to serve will become the chairperson of the Committee. The Chief Administrator of the Association shall serve in an advisory capacity to the Committee.
The duties of the Board Development & Nominations Committee shall include the recruitment and formal nomination of a slate of candidates for election to the at-large Board member and Officer positions as described in Bylaw IV, Section 1, subsection A; the development of a systematic and open process for nominations; and the identification of resources and activities to assist in the ongoing development of the Board of Directors.
The nomination and election process shall be as described in Bylaw IV of these Bylaws.
Section 2. Officers:
A. Officers Defined. (top)
The Officers of the Association shall be the President, Vice President, Secretary, Treasurer and the Immediate Past President. Each Officer shall be bound by the Association's Articles of Incorporation, the Bylaws, the Policies and Procedures of the Association of Public Data Users, and any other actions taken by the Board of Directors, and shall have additional authority as may be conferred by formal resolution of the Board of Directors.
B. Tenure of Office. (top)
The term of office for the President and Vice President shall be two (2) years, commencing on January 1 of the odd-numbered year immediately following the elections for these offices, which shall be held in accordance with Bylaw IV, Section 2, subsection B. Neither the President nor the Vice President shall be elected to the same office for more than two consecutive terms. Termination of their tenures shall occur when their successors are elected and inaugurated.
The terms of office for the Treasurer and Secretary shall be staggered and shall be four (4) years each, commencing on January 1 of the even-numbered year immediately following the elections for these offices, which shall be held in December. Neither the Treasurer nor the Secretary shall be elected to the same office for more than two consecutive terms. Terminations of their tenures shall occur when their successors are elected and inaugurated.
The Immediate Past President shall serve as a Board Officer and member of the Executive Committee until such time as the incumbent President completes the term for that office.
A vacancy in the position of Vice President, Treasurer or Secretary shall be filled by the Board President's nomination of a person eligible to hold Association office under the terms of Bylaw I, Section 3, subsection B, and confirmation by affirmative vote of a plurality of the remaining Board members. The person appointed to fill the vacancy shall be inaugurated upon such approval of the Board and shall serve until the next scheduled general election. The balance of the term for that office, if any remains, shall be filled at that election.
The Vice President shall assume the responsibilities of the Board President in the event of the President's resignation or removal from office and shall serve in that capacity until the next scheduled general election. The balance of the term for that office, if any remains, shall be filled at that election.
An officer of the Board of Directors may be removed or suspended for conduct detrimental to the objects or interests of the Association or in violation of the Articles of Incorporation, bylaws, code of ethics or other rules and regulations. Removal or suspension of a member of the Board of Directors shall be in accordance with the procedural provision of Bylaw I, Section 3, subsection D, paragraph 3, except that such an Officer of the Board of Directors shall not be permitted to participate in the decision concerning removal or suspension.
Any Officer may resign at any time by giving written notice thereof to the Board President, or if the resigner is the Board President, to the Board Secretary. Any resignation shall be effective immediately unless a certain date is specified for it to take effect. Acceptance of any resignation shall not be necessary to make it effective.
C. Powers and Duties. (top)
The Officers shall have such powers and duties as are defined in this subsection and elsewhere in these Bylaws, and include any additional authorities as may be conferred by formal resolution of the Board of Directors and incorporated into the Policies and Procedures of the Association of Public Data Users.
1. President.
The President shall direct the overall affairs and operations of the Board of Directors. The duties of the office shall include the following:
a) Preside over all meetings of the Association and the Board of Directors. In the President's absence, the Vice President shall preside over such meetings, and in the absence of either the President or Vice President, a temporary presiding officer shall be elected from among the Board members present.
b) Appoint the Chairs and members of the standing and ad hoc committees of the Association.
c) Appoint special committees or working groups of the Board and Association, as needed.
d) Serve as the official spokesperson of the Board, both within and outside the Association.
e) Negotiate, or designate a negotiator for, contractual arrangements into which the Association enters.
f) Perform such other duties as the Board of Directors may authorize and as may be defined in the Policies and Procedures of the Association of Public Data Users.
2. Vice President.
The Vice President shall assist the President in directing the overall affairs and operations of the Board of Directors. The duties of the office shall include the following:
a) Lead the Board's evaluation and development of the Association's programs, products and services.
b) Coordinate the activities of the Association's standing committees.
c) Preside over meetings of the Association and the Board of Directors in the President's absence.
d) Assume the responsibilities of the Board President in the event of the President's absence, resignation or removal from office.
e) Perform such other duties as the Board of Directors or President may direct or as may be defined in the Policies and Procedures of the Association of Public Data Users.
3. Secretary.
The Secretary shall certify the integrity of the records and transactions of the Association and the Board of Directors. The duties of the office shall include the following:
a) Certify the proceedings of the meetings and other official deliberations of the Board of Directors and of all business meetings of the Association.
b) Ensure the official actions and resolutions of the Board of Directors and the Association are recorded and maintained.
c) Advise the Board of Directors on the consistency of actions with existing policies and practices of the Board and the Association.
d) Perform such other duties as the Board of Directors or President may direct or as may be defined in the Policies and Procedures of the Association of Public Data Users.
4. Treasurer.
The Treasurer shall oversee the financial management activities of the Association. The duties of the office shall include the following:
a) Keep the books and accounts of the Association.
b) Render budget and other financial statements of the Association to the Board of Directors at prescribed frequencies, and to the membership of the Association at its annual business meeting.
c) Recommend, for the Board of Directors' approval, proposals for the annual operating and program budgets and annual fee structures of the Association.
d) Review and advise the Board of Directors on all contractual arrangements into which the Association enters.
e) Perform such other duties as the Board of Directors or President may direct or as may be defined in the Policies and Procedures of the Association of Public Data Users.
5. Immediate Past President.
The Immediate Past President shall assist in the overall development and orientation of the Board of Directors. The duties of the office shall include the following:
a) Serve as Chairperson of the Board Development & Nominations Committee.
b) Perform such other duties as the Board of Directors or President may direct or as may be defined in the Policies and Procedures of the Association of Public Data Users.
Section 3. Standing Committees of the Association: (top)
A. Defined.
There shall be standing committees of the Association that report to and assist the Board in accomplishing the program and service objectives of the Association. The standing committees shall be comprised of persons eligible for Committee membership under the terms of Bylaw I, Section 3, subsection B. The chairpersons shall be appointed by the Board President from among the members of the Board of Directors.
The objectives, operations, procedures and tenure of standing committees shall be as described in the Policies and Procedures of the Association of Public Data Users.
B. Jurisdictions.
The following shall be among the organizational and programmatic areas addressed by the standing committees of the Association: membership, conference program planning, data/statistical policy, special projects and development, technology, and publications/information products.
Section 4. Special Committees of the Association: (top)
Special committees, including ad hoc working or special interest groups may be appointed by the Board President with the approval of a majority of the Board of Directors to consider and report on specific, time-limited issues requiring investigation. The chairpersons and members of such special committees or groups shall be appointed by the Board President.
The operations and procedures of such entities shall be as described in the Policies and Procedures of the Association of Public Data Users.
Section 5. Chief Administrator of the Association: (top)
A. Function.
There shall be a Chief Administrator of the Association for the purposes of administering the business of the Association's headquarters, implementing Association policies and procedures, and serving as chief of staff to the Board of Directors.
B. Duties.
The Chief Administrator shall have such duties as are defined in this subsection and elsewhere in these Bylaws and shall include authorities delegated by the Board of Directors and incorporated into the Policies and Procedures of the Association of Public Data Users. The duties of the position shall include the following:
1. Manage the daily operations, expenditures and staffing of the Association headquarters.
2. Assist the Board of Directors and standing committees in the planning, development and production of Association-sponsored products, projects and events.
3. Administer the Association's membership services.
4. Manage and maintain the Association's information bases and archives.
5. Provide professional, administrative and logistical support to the work and operations of the Board of Directors.
6. Promote the Association.
7. Perform such other duties as the Board of Directors may delegate and as may be defined in the Policies and Procedures of the Association of Public Data Users.
C. Evaluation.
The Executive Committee of the Board of Directors shall conduct an annual performance evaluation of the Chief Administrator and Headquarters' operation and submit the written appraisal to the full Board of Directors for its consideration and action.
Section 6. Business Meetings of the Association: (top)
The members of the Association, eligible under the terms of Bylaw I, Section 3, subsections A and B, shall meet annually to transact the general business of the Association. The meeting shall occur in conjunction with the annual conference of the Association or in the event an annual conference is not conducted, at a time and place otherwise determined and announced by the Board of Directors. Additional business meetings may be called subject to the provisions of subsection C of this Section. In the case of business meetings conducted in conjunction with the annual conference of the Association, the meetings shall be open to all conference attendees. Only persons eligible to vote under the terms defined in Bylaw I, Section 3, subsection B, shall vote on questions of official Association business.
A. Quorum.
Twenty (20) persons eligible to vote under the terms defined in Bylaw I, Section 3, subsection B, including at least two Officers, or one-quarter (3) of all persons eligible to vote under the terms defined in Bylaw I, Section 3, subsection B, whichever is less, shall constitute a quorum for the purpose of conducting business at the meeting.
B. Order of Business.
Business meetings of the Association shall include, at minimum, the following agenda items: roll call of attendees, approval of minutes from previous meeting, report from the Board President, and a report from the Board Treasurer. The meeting also shall include the transaction of other business as the Board of Directors or the membership of the Association may wish to discuss.
C. Special Meetings.
Special meetings of the Association may be called by either the Board of Directors or the Board President.. At least twenty-one (21) days notice of such a meeting must be given the membership of the Association as defined in Bylaw I, Section 3, subsection A, and the notice must state the purpose of the meeting, specific agenda items to be discussed, and the time and place of the meeting. Notice may be delivered by mail, telephone, telefacsimile, electronic mail, or other communication system open and accessible to the membership.
D. Conducting Interim Business.
In the interim between formal meetings and in lieu of calling a special meeting of the Association, the Board of Directors, as a plenary, may put forth measures to be voted on by eligible voters of the Association, as defined in Bylaw I, Section 3, subsection B, through mail balloting or a combination of mail balloting and other communication and tabulation systems that are open and accessible to the membership of the Association. Such systems and procedures are subject to Board approval and shall be as described in the Policies and Procedures of the Association of Public Data Users. In no event, however, shall any procedure accommodate less than thirty (30) days between the date of issuance and the deadline for response by the persons eligible to vote on Association matters.
All measures proposed by the Board of Directors for vote shall include a discussion of the measure and issues and include any other explanatory information as may be pertinent. A measure shall pass if it receives an affirmative vote of a plurality of votes cast by persons eligible to vote under terms of Bylaw I, Section 3, subsection 6.
BYLAW IV. NOMINATIONS AND ELECTIONS
Section 1. Nominations: (top)
A. Nomination by Committee.
The Board Development & Nominations Committee shall secure the consent of at least one (1) eligible person, as defined in Bylaw I, Section 3, subsection B, to be a candidate for each open Officer and at-large Board position. Additional nominations shall be made (and consent secured) so as to ensure the Board of Directors represents a cross-section of the public data user community, including the academic, the corporate/for-profit, the non-profit/charitable, and the governmental sectors, and encompasses any other skills and experiential requirements as may be required for the achievement of Board duties and responsibilities and as may be outlined in the Policies and Procedures of the Association of Public Data Users. The slate of candidates nominated by the Committee shall be announced during the annual conference of the Association and shall appear on the official ballot distributed to eligible voters of the Association, as defined in Bylaw I, Section 3, subsection B, and under the election procedures outlined in Section 2 of this Bylaw.
B. Nomination by Petition.
Nomination petitions signed by five (5) or more persons eligible to vote under the terms of Bylaw I, Section 3, subsection B, on behalf of candidates eligible to serve as Officers and at-large members of the Board of Directors may be submitted to and must be received by the Chair of the Board Development & Nominations Committee within twenty-one (21) days of the Committee's nomination announcement. The names of eligible candidates received by this method shall be included on the official ballot distributed to eligible voters of the Association, as defined in Bylaw I, Section 3, subsection B, and under the election procedures outlined in Section 2 of this Bylaw.
Section 2. Elections: (top)
A. Date of General Election.
General elections for open at-large Board member and Officer positions shall be held each year during the month of December. The date for counting the official ballots shall be set by the Chair of the Board Development & Nominations Committee, but the date shall be no later than December 31 in the year in which the ballots were distributed.
B. Balloting.
At the direction of the Board Development & Nominations Committee and at least twenty-one (21) days prior to the date established for counting the ballots, the Chief Administrator of the Association shall send to all persons eligible to vote under the terms of Bylaw I, Section 3, subsection B, an official ballot accompanied by statements of qualification prepared by the candidates. At the close of business on the date set for counting the ballots, the Chief Administrator of the Association shall tabulate all ballots received from eligible voters of the Association and shall report the results to the Chair of the Board Development & Nominations Committee.
C. Election Determination.
Election to a position shall be by a plurality of the ballots cast by persons eligible to vote under the terms of Bylaw I, Section 3, subsection B.. The Board Development & Nominations Committee shall resolve any tie or other circumstance preventing the determination of an election from a simple ballot count.
D. Notification of Election Results.
The Chair of the Board Development & Nominations Committee, or the Chair's designee, shall inform the candidates within seven (7) days of the ballot tabulation, as to the outcome of the election and shall announce the names of the winning candidates in the next scheduled newsletter of the Association and/or in any other communication system or information dissemination format as may be established for the Association.
E. Election of At-Large Board Member or Officer to Another Office.
If any incumbent of the Board of Directors is elected to another office before completing the term of the position for which they were elected, the created vacancy shall be filled by a replacement nominated by the President or President-elect from among persons eligible to hold Association office under the terms of Bylaw I, Section 3, subsection B, and confirmed by affirmative vote of a plurality of the Board or Board-elect. The person appointed to fill the vacancy shall be inaugurated upon such approval of the Board and shall serve until the next scheduled general election. The balance of the term of office, if any remains, shall be filled at that election.
BYLAW V. BUDGETS, DISBURSEMENTS, AND AUDITS
Section 1. Budgets and Fees: (top)
The Board of Directors shall have general authority over the funds and property of the Association. The Board shall authorize and fix all fees of the Association, shall adopt annual budgets governing expenditures by the Association, shall authorize the investment of Association funds, and approve all contracts, applications for grants, or other outside financial support of the activities of the Association. The annual budget and any amendments thereto approved by the Board of Directors, shall be available to any member of the Association, as defined in Bylaw I, Section 3, subsection A, upon request.
The membership dues assessed any member of the Association shall not be changed by the Association before the completion of the member's year of coverage.
Section 2. Disbursements: (top)
The Board Treasurer and at least two other Officers shall be authorized to sign checks and initiate withdrawals in payment for materials or services purchased in compliance with the approved budgets of the Association and these shall be honored on one signature alone.
Disbursements from the treasury of the Association for unbudgeted activities shall be made upon authorization of the Officers and shall be included in the Board of Directors' meeting minutes.
Section 3. Audits and Reviews of Accounts. (top)
The Board of Directors may authorize an audit or review of the accounts of the Association at regular intervals and upon a change in the individual holding the position of Board Treasurer. The accounts shall be audited or reviewed by an appropriate firm or person authorized by the Board President.
BYLAW VI. AMENDMENTS (top)
These Bylaws may be amended by: (1) the affirmative vote of a simple majority of the eligible voters of the Association present and voting at any regular or special meeting of the Association, provided notice of such amendment or amendments and the nature thereof shall be given to the eligible voters of the Association at least thirty (30) days prior to the day of the meeting at which said amendment or amendments are to be presented for consideration, or (2) the affirmative vote of the majority of the eligible voters who respond to a poll by mail or other communication system open and accessible to the eligible voters, provided notice of such amendment or amendments and the nature thereof shall have been given to the eligible voters of the Association at least thirty (30) days prior to the date of the poll.
Eligible voters shall be as defined in Bylaw I, Section 3, subsection B of these Bylaws. Any duly adopted amendments to the Bylaws shall be binding on all members of the Association, as defined in Bylaw I, Section 3, subsection A of these Bylaws.
Persons who are eligible to vote, but who will not be present at such meetings may vote by notice directed to the Board Secretary and received on or before the day and time the meeting is called to order.
BYLAW VII. DISSOLUTION (top)
This Association may be dissolved by the vote of a two-thirds (2/3) majority of its members. In the event of dissolution, the assets of the Association will be disposed of in accordance with Article the Eighth of the Articles of Incorporation.
BYLAW VIII. EFFECTIVE DATE (top)
These Bylaws shall take effect upon their approval unless otherwise stated. Provisions related to elected positions shall take effect as soon as possible but no later than the expiration of all current terms of office.
Reflects amendments adopted November 17, 2006