ADARA By-Laws
Current By-Laws as accepted by the membership of ADARA.
Article I - Name
Section 1:
The name of the Association shall be the "ADARA: Professionals Networking for Excellence in Service Delivery with Individuals who are Deaf or Hard of Hearing."
Article II - Purposes
Section 1:
The purpose of this Association shall be: (1) To promote the development and expansion of professional rehabilitation services to adult deaf individuals; (2) To provide a form and a common meeting ground so that the Association may be instrumental in bringing about a better understanding of deaf individuals as a whole by encouraging students, professional persons, and laymen to develop more than a superficial understanding of the needs and problems of this group - especially the problems related to communication techniques needed to work effectively with adult deaf individuals in a rehabilitation setting; (3) To promote and encourage scientific research of the needs and problems engendered by deafness which inhibit in more important ways the successful overall functioning of a deaf individual; (4) To promote and develop recruitment and training of professionals working with deaf individuals; (5) To sponsor a professional publication for the promotion of inter- and intra-disciplinary communication among professional persons primarily concerned with deaf adults and other s interested in such activities; and (6) To cooperate with other organizations concerned with deafness and rehabilitation of deaf individuals and with allied services in promoting and encouraging legislation pertinent to the development of professional services and facilities to adult deaf individuals.
Section 2:
The word "Professional" is herein construed to mean any person who devotes a substantial part of his time providing rehabilitation-oriented services, administration, research, or training in behalf of deaf adults. The disciplines of rehabilitation, education, psychology, social work, audiology, speech therapy, and allied fields are specifically included in this definition.
Section 3:
The phrase "adult Deaf individual" is herein construed to mean any person whose hearing (with or without amplification) is non-functional for everyday use, who has attained the age of 16, and who is no longer a full-time pupil in any private or public school for the deaf; however, full-time attendance in a vocational or other training program in such a school is included in this definition.
Section 4:
This Association shall be nonprofit. No activities shall be undertaken for the individual profit of any of its officers and members; and no alliance, financial or otherwise, shall be made with any political party or any candidate of political office.
Article III - Membership
Section 1:
Membership in this Association may be Regular, Honorary, Student, Retired, or Organizational.
Section 2a:
Regular membership shall be available to any person who has an interest in and who supports the general aims and purposes of ADARA and who is engaged in activities that contribute to the rehabilitation of deaf individuals.
Section 2b:
Regular members shall be eligible to make motions and vote, to serve on Committees, to be eligible to apply for ADARA certification/licensing, when and if such procedures are established.
Section 3a:
The creation of sections composed of ADARA members who have common interest shall be authorized by the Executive Board on recognition of need by the Board or in response to an application to the Board from members desiring to establish a Section. Areas of special interest that would justify a Section are (for example): Audiology and Speech Pathology, Community Work, Education of Deaf People, Interpreting, Law, Medicine, Parentage, Personnel Training, Prosthetics, Psychology, Rehabilitation Counseling, Religion, and Social Work.
Section 3b:
The purposes of such Sections are: To facilitate the interchange of specialized ideas and concerns, to establish standards for Section membership, to recommend guidelines for delivery of services, to aid in ADARA membership recruitment, to establish certification/licensing fees schedules (when and if established) subject to approval of the Executive Board, to administer the certification/licensing procedures (when and if established), and to disseminate information on matters of mutual concern.
Section 3c:
The members of each Section shall elect their own Chairperson and any other officers that may be necessary. The Section Chairperson, in addition to having the usual duties of such an office, shall also serve as official liaison representative to the Board and to the membership as a whole. Subject to Board approval, any Section may access special dues to meet Section expenses. Board approval is not necessary for the calling of meetings, the establishment of criteria for Section membership, or other similar intra-Section activities. However, the Board shall be kept informed of all such actions. The President shall be notified of the requirements for membership once such criteria are established, and shall be informed of any subsequent additions, deletions, or alterations thereto. Each Section shall have free use of the ADARA Newsletter for the circulation of information to Section members. A committee, so appointed, of the members of each Section must approve or reject the application of ADARA members for Section membership. No action of any Section may be in conflict with the current Bylaws of the Association.
Section 3d:
Any Section may dissolve through a majority vote of Section members, and acceptance of the vote by the Executive Board. Any funds belonging to the Section will be used to pay outstanding expenses of the Section with the balance of such funds reverting to ADARA.
Section 3e:
No Section may enter into any agreement that obligates ADARA financially otherwise without the approval of the Executive Board.
Section 4:
Dues for Regular Membership shall be set by the Executive Board. Dues may not be increased by more than 20% during any biennium. Membership begins with the month of initial membership; dues payment and rights and benefits are not retroactive. Dues shall include a subscription to the Association's publications.
Section 5:
Honorary membership may be awarded to any Regular Member who has made an outstanding and lasting contribution to the development and/or extension of professional rehabilitation services to adult Deaf individuals. Such membership shall continue for the lifetime of the recipient, and may be awarded only by two-thirds vote of all members registered at a regular conference. The award shall be commemorated by a suitable certificate. Not more than one honorary membership may be awarded at any single conference. Honorary members shall have all the privileges of Regular Members outlined in Section 2b of the Article, except that no dues or registration fees shall be assessed.
Section 6:
Retired persons and students in graduate or undergraduate college programs shall be entitled to membership upon payment of one-half the dues of regular membership. Student and retired members shall be entitled to all publications provided regular members, full voting privileges, and shall be entitled to serve on committees.
Section 7a:
Regular Membership may be awarded to family members upon payment of the full Regular Memberships dues plus an addition 40% of Regular Membership dues for each additional family member. Such memberships must run concurrently.
Section 7b:
Such membership shall entitle each to be eligible for all the rights and benefits of Regular Membership as outlined under Section 2b of this Article.
Section 7c:
Such memberships shall include a single mailing of all materials made available to Regular Members.
Section 8a:
The creation of chapters composed of ADARA members residing in a specific geographical area shall be authorized by the Executive Board upon the arrival of the proposed chapter bylaws. Said chapters will have at least 15 members. ADARA supports for formation of local chapters through policies adopted under Article 111, Section 3a-3e.
Section 8b:
The purpose of a local chapter is to further the goals and objectives of ADARA and to form the basis for a communication network that assists ADARA and ADARA members in keeping abreast of local and national priorities in the field of deafness.
Section 8c:
The members of each chapter shall elect their own officers. The chapter president shall serve as the official liaison representative to the ADARA Board.
Section 9:
Organizational membership shall be available for organizations with a number of employees who wish to become ADARA members. Each organization will be granted one vote, one mailing of all ADARA publications (JADARA, ADARA Update, etc.), and three reduced conference registration fees for designated members.
Article IV - Officers
Section 1:
The officers of this Association shall be a President, President-Elect, Vice President, Secretary, and Treasurer.
Section 2:
The duties of the President shall be to preside over the general conferences of the Association and over meetings of the Executive Board; to appoint chairpersons and members of special and standing committees as set forth elsewhere in these Bylaws; to issue calls to conference through the Association's official publication and/or by any other means he/she may deem advisable; and to generally administer and enforce these Bylaws. Upon completion of his/her term as President, he/she will continue as a member of the Executive Board for two years as the immediate Past-President. The President shall be an ex-officio member of all committees except the Nominating and Elections Committees.
Section 2a:
Signature Authority: Within fiscal limits specified by the Executive Board, the President will be empowered to sign all communications, fiscal and official papers which, in his/her judgment, do not conflict with Board policies, ADARA objectives, and grant obligations.
Section 2b:
Obligation Authority: The President will have authority to obligate ADARA or grant funds for purchase of equipment, supplies, personal and non-personal services, travel, utilities, and facilities. Any limits imposed are set by Board approved budgets.
Section 3:
The President-Elect shall assume the duties of the President in the latter's absence. In the event the Presidency is vacated, he/she shall assume the office. The President-Elect shall also act as a member of the Bylaws Committee. After serving one term of office as President-Elect, he/she shall serve as President for one term of office.
Section 4:
The Vice President shall submit copies of the proposed agenda to the Executive Board for its review at least 120 days prior to the date of the Conference, and subsequently notify the membership of the approved agenda at least 90 days prior to the Conference.
Section 5:
The Secretary shall be responsible for the transcription of minutes of the business meetings of the Executive Board, at Conferences, and carry on general correspondence of the Association. The Secretary shall also serve as a non-voting member of the Nominations and Elections Committee.
Section 6:
The Treasurer shall be responsible for the preparation of financial statements of all liabilities and assets for the Association prior to each Executive Board meeting. The Treasurer shall also serve as a permanent member of the ADARA Finance Committee.
Section 7:
The term of all officers shall be for two years, beginning in July of the Biennium and ending June 30 of the Biennium.
Section 8:
In the event of a vacancy in any office except the Presidency or President-Elect, a successor shall be elected to serve the remainder of the term by majority vote of the Executive Board within sixty (60) days the vacancy occurs. Election may be by mail ballot and shall be conducted by the Secretary or, should the office of the Secretary be vacant, by the President.
Section 8a:
The ADARA Board shall by majority vote have the authority to declare vacant the office of any officer who fails to discharge the duties of this office. Before initiating such an action, the Board must notify the person involved in such impending action and offer him/her the opportunity to present his/her reaction to the proposal. Lack of reply within 30 days to this offer shall be tantamount to acceptance of the vacancy declaration should it be approved. In the event of a vacancy of President-Elect, an election shall be held in accordance with Article VI, Section 1.
Article V - Executive Board
Section 1:
There shall be an Executive Board consisting of all officers plus four (4) Board members and the immediate Past-president. The Editors of the Journal for Professionals Networking for Excellence in Service Delivery with Individuals who are Deaf or Hard of Hearing (JADARA), the ADARA Update newsletter, and monographs and the ADARA representatives to other organizations shall be non-voting members of the Executive Board.
Section 2:
All voting Board members shall be elected to four-year terms, such terms to begin July 1 of the biennial year.
Section 3:
It shall be the responsibility of the Executive Board to determine the date and site of regular conferences; to determine policy matters of the Association between conferences; and, in general, to act for the membership between conferences. None of its actions, however, shall overrule, contradict, or render ineffective any action taken by any regular conference as a whole. The Association will have a conference at least once during the biennium.
Section 4:
It is desirable for the Executive Board to meet at six-month intervals between conferences. Until such time as this is feasible, the Board shall meet on the call of the President, who shall convene such meetings at his/her discretion or upon written request of three Executive Board members.
Section 5:
Five voting members of the Executive Board shall constitute a quorum at Board meetings.
Section 6:
It is desirable, if the financial status of the Association permits, that all officers and members of the Executive Board be reimbursed for all necessary expenses incurred at conferences or at meetings of the Board including travel expenses.
Section 7:
For purposes of efficiency, economy, and convenience of communication, the Board has the authority to appoint any Regular member to be ADARA's official representative to another organization.
Article VI - Elections
Section 1:
The election of officers and Board Members of the Association shall be carried out in the following manner: (1) From four to six months prior to the beginning of the new term, the Nominating and Elections Committee shall distribute a ballot. The ballot shall include provision of a write-in vote for each office and whenever possible, at least two nominees for each office; (2) The membership shall mark and return its ballots within thirty (30) days to the Home Office; (3) Ballots may be in paper form, or via e-mail, or web based, fax transmission, or other electronic format; and (4) If no nominee for a vacancy obtains a majority of the votes so cast, the Nominating and Elections Committee shall conduct a run-off election between the two nominees polling the most votes for the vacancy.
Section 2:
The President and the President-Elect shall not be eligible for a second consecutive term in the same office. Other officers may be eligible for no more than two consecutive terms in the same office.
Article VII - Standing Committees
Section 1:
There shall be a standing Bylaws Committee consisting of three members of the Association appointed by the new President at the close of each Conference to serve until the next Conference. The President-Elect shall be a member of this committee. The committee shall elect its own chairperson. All amendments to these Bylaws shall be submitted to the Chairperson in accordance with Article X, Section
1. During the conference, the committee shall report upon all amendments properly submitted. The
Regular members present shall then act upon the reports. None of the members of the committee, with the exception of the President-Elect and the President, who is an ex-officio member, shall be members of the Executive Board.
Section 2:
There shall be a Nominating and Elections Committee consisting of five members elected by the Executive Board. The Secretary/Treasurer of the Association shall serve as a nonvoting Secretary of the Committee. The Committee shall be responsible for conducting the elections as set forth in Article VI, Section 1 of the Bylaws. The Committee shall elect its own chairperson.
Section 3:
The Executive Board shall appoint the editors of any and all ADARA publications and Editorial Advisory Committees. A majority vote shall be required for the selection of such appointees, and two-thirds majority vote be required for revocation of such an appointment.
Article VIII - Conferences
Section 1:
The Association shall meet at least once during each biennium after July 1, 1967, on such dates and at such a place as may be determined by the Executive Board.
Section 2:
The purpose of such conferences shall be to stimulate the membership towards the objectives of the Association as set forth in Article II, Section 1 of these Bylaws, to promote professional growth among the members, and to conduct the business of the Association as a whole.
Section 3:
A simple majority of the Regular Members registered for the conference shall constitute a quorum of the business sessions of the conference.
Article IX - Rules of Order
Section 1:
The rules contained in Robert's Rules of Order, Revised shall govern the Association in all cases to which they are applicable, and in which they are not inconsistent with these Bylaws.
Article X - Amendments
Section 1:
These Bylaws may be amended upon vote of two-thirds of the membership present in any business session of the Association during conferences, a quorum being present and voting. Amendments must be submitted by Regular Members to the Chairperson of the Bylaws Committee ninety (90) days prior to the next conference. He/she, in turn, shall cause these amendments to be published and mailed to all Regular members at least thirty (30) days prior to the next conference.
Section 1a:
A second procedure for amending the Association's Bylaws is through mail ballot. Specifically, amendments must be submitted by Regular Members to the Chairperson of the Bylaws Committee. He/she, in turn, shall cause these amendments to be published and mailed to all Regular members. The Bylaws may be amended upon a two-thirds vote of all returned ballots.
Article XI - Dissolution
Section 1:
Upon the dissolution of the corporation, the Executive Board shall, after paying or making provisions for the payment of all the liabilities of the corporation, dispose of all the assets of the corporation exclusively for the purposes of the corporation in such manner, or to such organization or organizations organized and operated exclusively for charitable, educational, religious, or scientific purposes as shall at the time qualify as an exempt organization or organizations under section 501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Law), as the Executive Board shall determine. Any such assets not so disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal office of the corporation is then located, exclusively for such purposes or to such organization or organizations, as said court shall determine, which are organized and operated exclusively for such purposes.
Current By-Laws as accepted by the membership of ADARA.
Article I - Name
Section 1:
The name of the Association shall be the "ADARA: Professionals Networking for Excellence in Service Delivery with Individuals who are Deaf or Hard of Hearing."
Article II - Purposes
Section 1:
The purpose of this Association shall be: (1) To promote the development and expansion of professional rehabilitation services to adult deaf individuals; (2) To provide a form and a common meeting ground so that the Association may be instrumental in bringing about a better understanding of deaf individuals as a whole by encouraging students, professional persons, and laymen to develop more than a superficial understanding of the needs and problems of this group - especially the problems related to communication techniques needed to work effectively with adult deaf individuals in a rehabilitation setting; (3) To promote and encourage scientific research of the needs and problems engendered by deafness which inhibit in more important ways the successful overall functioning of a deaf individual; (4) To promote and develop recruitment and training of professionals working with deaf individuals; (5) To sponsor a professional publication for the promotion of inter- and intra-disciplinary communication among professional persons primarily concerned with deaf adults and other s interested in such activities; and (6) To cooperate with other organizations concerned with deafness and rehabilitation of deaf individuals and with allied services in promoting and encouraging legislation pertinent to the development of professional services and facilities to adult deaf individuals.
Section 2:
The word "Professional" is herein construed to mean any person who devotes a substantial part of his time providing rehabilitation-oriented services, administration, research, or training in behalf of deaf adults. The disciplines of rehabilitation, education, psychology, social work, audiology, speech therapy, and allied fields are specifically included in this definition.
Section 3:
The phrase "adult Deaf individual" is herein construed to mean any person whose hearing (with or without amplification) is non-functional for everyday use, who has attained the age of 16, and who is no longer a full-time pupil in any private or public school for the deaf; however, full-time attendance in a vocational or other training program in such a school is included in this definition.
Section 4:
This Association shall be nonprofit. No activities shall be undertaken for the individual profit of any of its officers and members; and no alliance, financial or otherwise, shall be made with any political party or any candidate of political office.
Article III - Membership
Section 1:
Membership in this Association may be Regular, Honorary, Student, Retired, or Organizational.
Section 2a:
Regular membership shall be available to any person who has an interest in and who supports the general aims and purposes of ADARA and who is engaged in activities that contribute to the rehabilitation of deaf individuals.
Section 2b:
Regular members shall be eligible to make motions and vote, to serve on Committees, to be eligible to apply for ADARA certification/licensing, when and if such procedures are established.
Section 3a:
The creation of sections composed of ADARA members who have common interest shall be authorized by the Executive Board on recognition of need by the Board or in response to an application to the Board from members desiring to establish a Section. Areas of special interest that would justify a Section are (for example): Audiology and Speech Pathology, Community Work, Education of Deaf People, Interpreting, Law, Medicine, Parentage, Personnel Training, Prosthetics, Psychology, Rehabilitation Counseling, Religion, and Social Work.
Section 3b:
The purposes of such Sections are: To facilitate the interchange of specialized ideas and concerns, to establish standards for Section membership, to recommend guidelines for delivery of services, to aid in ADARA membership recruitment, to establish certification/licensing fees schedules (when and if established) subject to approval of the Executive Board, to administer the certification/licensing procedures (when and if established), and to disseminate information on matters of mutual concern.
Section 3c:
The members of each Section shall elect their own Chairperson and any other officers that may be necessary. The Section Chairperson, in addition to having the usual duties of such an office, shall also serve as official liaison representative to the Board and to the membership as a whole. Subject to Board approval, any Section may access special dues to meet Section expenses. Board approval is not necessary for the calling of meetings, the establishment of criteria for Section membership, or other similar intra-Section activities. However, the Board shall be kept informed of all such actions. The President shall be notified of the requirements for membership once such criteria are established, and shall be informed of any subsequent additions, deletions, or alterations thereto. Each Section shall have free use of the ADARA Newsletter for the circulation of information to Section members. A committee, so appointed, of the members of each Section must approve or reject the application of ADARA members for Section membership. No action of any Section may be in conflict with the current Bylaws of the Association.
Section 3d:
Any Section may dissolve through a majority vote of Section members, and acceptance of the vote by the Executive Board. Any funds belonging to the Section will be used to pay outstanding expenses of the Section with the balance of such funds reverting to ADARA.
Section 3e:
No Section may enter into any agreement that obligates ADARA financially otherwise without the approval of the Executive Board.
Section 4:
Dues for Regular Membership shall be set by the Executive Board. Dues may not be increased by more than 20% during any biennium. Membership begins with the month of initial membership; dues payment and rights and benefits are not retroactive. Dues shall include a subscription to the Association's publications.
Section 5:
Honorary membership may be awarded to any Regular Member who has made an outstanding and lasting contribution to the development and/or extension of professional rehabilitation services to adult Deaf individuals. Such membership shall continue for the lifetime of the recipient, and may be awarded only by two-thirds vote of all members registered at a regular conference. The award shall be commemorated by a suitable certificate. Not more than one honorary membership may be awarded at any single conference. Honorary members shall have all the privileges of Regular Members outlined in Section 2b of the Article, except that no dues or registration fees shall be assessed.
Section 6:
Retired persons and students in graduate or undergraduate college programs shall be entitled to membership upon payment of one-half the dues of regular membership. Student and retired members shall be entitled to all publications provided regular members, full voting privileges, and shall be entitled to serve on committees.
Section 7a:
Regular Membership may be awarded to family members upon payment of the full Regular Memberships dues plus an addition 40% of Regular Membership dues for each additional family member. Such memberships must run concurrently.
Section 7b:
Such membership shall entitle each to be eligible for all the rights and benefits of Regular Membership as outlined under Section 2b of this Article.
Section 7c:
Such memberships shall include a single mailing of all materials made available to Regular Members.
Section 8a:
The creation of chapters composed of ADARA members residing in a specific geographical area shall be authorized by the Executive Board upon the arrival of the proposed chapter bylaws. Said chapters will have at least 15 members. ADARA supports for formation of local chapters through policies adopted under Article 111, Section 3a-3e.
Section 8b:
The purpose of a local chapter is to further the goals and objectives of ADARA and to form the basis for a communication network that assists ADARA and ADARA members in keeping abreast of local and national priorities in the field of deafness.
Section 8c:
The members of each chapter shall elect their own officers. The chapter president shall serve as the official liaison representative to the ADARA Board.
Section 9:
Organizational membership shall be available for organizations with a number of employees who wish to become ADARA members. Each organization will be granted one vote, one mailing of all ADARA publications (JADARA, ADARA Update, etc.), and three reduced conference registration fees for designated members.
Article IV - Officers
Section 1:
The officers of this Association shall be a President, President-Elect, Vice President, Secretary, and Treasurer.
Section 2:
The duties of the President shall be to preside over the general conferences of the Association and over meetings of the Executive Board; to appoint chairpersons and members of special and standing committees as set forth elsewhere in these Bylaws; to issue calls to conference through the Association's official publication and/or by any other means he/she may deem advisable; and to generally administer and enforce these Bylaws. Upon completion of his/her term as President, he/she will continue as a member of the Executive Board for two years as the immediate Past-President. The President shall be an ex-officio member of all committees except the Nominating and Elections Committees.
Section 2a:
Signature Authority: Within fiscal limits specified by the Executive Board, the President will be empowered to sign all communications, fiscal and official papers which, in his/her judgment, do not conflict with Board policies, ADARA objectives, and grant obligations.
Section 2b:
Obligation Authority: The President will have authority to obligate ADARA or grant funds for purchase of equipment, supplies, personal and non-personal services, travel, utilities, and facilities. Any limits imposed are set by Board approved budgets.
Section 3:
The President-Elect shall assume the duties of the President in the latter's absence. In the event the Presidency is vacated, he/she shall assume the office. The President-Elect shall also act as a member of the Bylaws Committee. After serving one term of office as President-Elect, he/she shall serve as President for one term of office.
Section 4:
The Vice President shall submit copies of the proposed agenda to the Executive Board for its review at least 120 days prior to the date of the Conference, and subsequently notify the membership of the approved agenda at least 90 days prior to the Conference.
Section 5:
The Secretary shall be responsible for the transcription of minutes of the business meetings of the Executive Board, at Conferences, and carry on general correspondence of the Association. The Secretary shall also serve as a non-voting member of the Nominations and Elections Committee.
Section 6:
The Treasurer shall be responsible for the preparation of financial statements of all liabilities and assets for the Association prior to each Executive Board meeting. The Treasurer shall also serve as a permanent member of the ADARA Finance Committee.
Section 7:
The term of all officers shall be for two years, beginning in July of the Biennium and ending June 30 of the Biennium.
Section 8:
In the event of a vacancy in any office except the Presidency or President-Elect, a successor shall be elected to serve the remainder of the term by majority vote of the Executive Board within sixty (60) days the vacancy occurs. Election may be by mail ballot and shall be conducted by the Secretary or, should the office of the Secretary be vacant, by the President.
Section 8a:
The ADARA Board shall by majority vote have the authority to declare vacant the office of any officer who fails to discharge the duties of this office. Before initiating such an action, the Board must notify the person involved in such impending action and offer him/her the opportunity to present his/her reaction to the proposal. Lack of reply within 30 days to this offer shall be tantamount to acceptance of the vacancy declaration should it be approved. In the event of a vacancy of President-Elect, an election shall be held in accordance with Article VI, Section 1.
Article V - Executive Board
Section 1:
There shall be an Executive Board consisting of all officers plus four (4) Board members and the immediate Past-president. The Editors of the Journal for Professionals Networking for Excellence in Service Delivery with Individuals who are Deaf or Hard of Hearing (JADARA), the ADARA Update newsletter, and monographs and the ADARA representatives to other organizations shall be non-voting members of the Executive Board.
Section 2:
All voting Board members shall be elected to four-year terms, such terms to begin July 1 of the biennial year.
Section 3:
It shall be the responsibility of the Executive Board to determine the date and site of regular conferences; to determine policy matters of the Association between conferences; and, in general, to act for the membership between conferences. None of its actions, however, shall overrule, contradict, or render ineffective any action taken by any regular conference as a whole. The Association will have a conference at least once during the biennium.
Section 4:
It is desirable for the Executive Board to meet at six-month intervals between conferences. Until such time as this is feasible, the Board shall meet on the call of the President, who shall convene such meetings at his/her discretion or upon written request of three Executive Board members.
Section 5:
Five voting members of the Executive Board shall constitute a quorum at Board meetings.
Section 6:
It is desirable, if the financial status of the Association permits, that all officers and members of the Executive Board be reimbursed for all necessary expenses incurred at conferences or at meetings of the Board including travel expenses.
Section 7:
For purposes of efficiency, economy, and convenience of communication, the Board has the authority to appoint any Regular member to be ADARA's official representative to another organization.
Article VI - Elections
Section 1:
The election of officers and Board Members of the Association shall be carried out in the following manner: (1) From four to six months prior to the beginning of the new term, the Nominating and Elections Committee shall distribute a ballot. The ballot shall include provision of a write-in vote for each office and whenever possible, at least two nominees for each office; (2) The membership shall mark and return its ballots within thirty (30) days to the Home Office; (3) Ballots may be in paper form, or via e-mail, or web based, fax transmission, or other electronic format; and (4) If no nominee for a vacancy obtains a majority of the votes so cast, the Nominating and Elections Committee shall conduct a run-off election between the two nominees polling the most votes for the vacancy.
Section 2:
The President and the President-Elect shall not be eligible for a second consecutive term in the same office. Other officers may be eligible for no more than two consecutive terms in the same office.
Article VII - Standing Committees
Section 1:
There shall be a standing Bylaws Committee consisting of three members of the Association appointed by the new President at the close of each Conference to serve until the next Conference. The President-Elect shall be a member of this committee. The committee shall elect its own chairperson. All amendments to these Bylaws shall be submitted to the Chairperson in accordance with Article X, Section
1. During the conference, the committee shall report upon all amendments properly submitted. The
Regular members present shall then act upon the reports. None of the members of the committee, with the exception of the President-Elect and the President, who is an ex-officio member, shall be members of the Executive Board.
Section 2:
There shall be a Nominating and Elections Committee consisting of five members elected by the Executive Board. The Secretary/Treasurer of the Association shall serve as a nonvoting Secretary of the Committee. The Committee shall be responsible for conducting the elections as set forth in Article VI, Section 1 of the Bylaws. The Committee shall elect its own chairperson.
Section 3:
The Executive Board shall appoint the editors of any and all ADARA publications and Editorial Advisory Committees. A majority vote shall be required for the selection of such appointees, and two-thirds majority vote be required for revocation of such an appointment.
Article VIII - Conferences
Section 1:
The Association shall meet at least once during each biennium after July 1, 1967, on such dates and at such a place as may be determined by the Executive Board.
Section 2:
The purpose of such conferences shall be to stimulate the membership towards the objectives of the Association as set forth in Article II, Section 1 of these Bylaws, to promote professional growth among the members, and to conduct the business of the Association as a whole.
Section 3:
A simple majority of the Regular Members registered for the conference shall constitute a quorum of the business sessions of the conference.
Article IX - Rules of Order
Section 1:
The rules contained in Robert's Rules of Order, Revised shall govern the Association in all cases to which they are applicable, and in which they are not inconsistent with these Bylaws.
Article X - Amendments
Section 1:
These Bylaws may be amended upon vote of two-thirds of the membership present in any business session of the Association during conferences, a quorum being present and voting. Amendments must be submitted by Regular Members to the Chairperson of the Bylaws Committee ninety (90) days prior to the next conference. He/she, in turn, shall cause these amendments to be published and mailed to all Regular members at least thirty (30) days prior to the next conference.
Section 1a:
A second procedure for amending the Association's Bylaws is through mail ballot. Specifically, amendments must be submitted by Regular Members to the Chairperson of the Bylaws Committee. He/she, in turn, shall cause these amendments to be published and mailed to all Regular members. The Bylaws may be amended upon a two-thirds vote of all returned ballots.
Article XI - Dissolution
Section 1:
Upon the dissolution of the corporation, the Executive Board shall, after paying or making provisions for the payment of all the liabilities of the corporation, dispose of all the assets of the corporation exclusively for the purposes of the corporation in such manner, or to such organization or organizations organized and operated exclusively for charitable, educational, religious, or scientific purposes as shall at the time qualify as an exempt organization or organizations under section 501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Law), as the Executive Board shall determine. Any such assets not so disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal office of the corporation is then located, exclusively for such purposes or to such organization or organizations, as said court shall determine, which are organized and operated exclusively for such purposes.