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By-Laws of New Mexico AHEAD ARTICLE I NAME-OFFICES Section 1: Name. The name of this organization is New Mexico AHEAD (the "Corporation"). Section 2: Offices. The principal office of the Corporation shall be at an address to be designated by the Board of Directors. The principal office may be at the residence of any officer of the Corporation. The Corporation may also maintain offices at such other places as the Board of Directors may from time to time determine.
ARTICLE II MEMBERS & MEETINGS OF MEMBERS Section 1: Membership. The Corporation shall have members. Membership in the Corporation will be open to any person(s) who meet the membership criteria as determined by the Board of Directors and approved by a majority vote of the membership. Types of Membership and Dues: Institutional – $75 - Institutional membership entitles an institution of higher education in the state of New Mexico to one active, voting participant as designated by the institution with membership paid by your institution. Annual dues must be paid by October 1 for the coming year.
Active Professional - $25 – An active professional member shall be any individual working in a New Mexico post-secondary educational institution to enhance post-secondary educational opportunities for students with disabilities. Annual dues must be paid by October 1 for the coming year.
Associate Professional - $15 – An associate professional member shall be any individual working in New Mexico in a setting other than a post-secondary educational institution to enhance educational opportunities for students with disabilities. Annual dues must be paid by October 1 for the coming year.
Section 2: Meetings
Annual Meetings: Notice of the time and place of these meetings may be given by mail, by telephone or by the list-serve.
ARTICLE III BOARD OF DIRECTORS Section 1: Number and Election. (a) The Board of Directors shall consist of no less than three and no more than five (5) members as determined by the Board of Directors. (b) The business and property of the Corporation shall be managed and controlled by a Board of Directors. (c) A Director must be an institutional or active professional member. The Directors will start their term in January after the elections. The Directors shall serve until the expiration of their term of office or until the election and qualification of their respective successors, as otherwise provided in these Bylaws for filling vacancies. The Directors, other than the initial Board of Directors, shall be elected annually at the fall meeting and shall be chosen by a majority vote of the membership present. Section 3: Special Meetings Notice. Special meetings of the Board of Directors shall be held whenever called by the President of the Corporation or any member of the Board at such time and place as may be specified in the notice. Notice of such special Board Meeting shall be given to each director at least 24 hours before the day on which the meeting is to be held. Section 4: Meetings by Telephone Conference Call. All meetings may be held by telephone conference call or other similar telecommunications equipment by means of which all persons participating in the meeting can hear each other at the same time. Section 5: Quorum and Voting. A majority of the directors shall constitute a quorum for the transaction of business, and all actions of the Board except otherwise provided in the articles of Incorporation or these Bylaws shall be taken by a majority vote. Section 6: Vacancies. Any vacancy on the Board shall be filled for the unexpired portion of the term by a majority vote of the remaining directors, at any special meeting of the board called for that purpose. Section 7: Removal of Directors. Any director may be removed by a vote of the full Board of Directors, in person, at any regular or special meeting called for that purpose, with just cause. Any such director proposed to be removed shall be entitled to at least five (5) days notice in writing by mail of the proposed removal and of the meeting and place at which such removal is to be voted upon and shall be entitled to appear and be heard at such meeting. Section 8: Chair. At all meetings of the Board of Directors, the President or in his or her absence, the Secretary, or in their absence, a chair chosen by the directors present, shall preside. Section 9: Compensation. Directors shall not receive any compensation for their services.
ARTICLE IV OFFICERS, QUALIFICATIONS, ELECTION AND TERM OF OFFICE Section 1: Number, Qualifications, Election and Term of Office. a). The officers of the Corporation shall consist of the President, the President Elect, the Secretary/Treasurer, and such other officers with such powers and duties not inconsistent with these Bylaws as determined by the Board of Directors. The office of Secretary/Treasurer shall be a combined position until activities of the Corporation are such that they need to become two separate offices as determined by the Board of Directors. Any two or more offices may be held by the same person. b.) Each officer shall hold office for one year, except as may previously be determined in a notice of his or her election, which determination shall be made by the Board of Directors or by a nominating committee at the time of nomination, and shall serve until his or her successor shall have been elected and qualified. Section 2: Vacancies. A vacancy in any office not otherwise provided for shall be filled for the unexpired portion of the term by the Board at any regular or special meeting. Section 3: President. The President shall be the chief executive office of the Corporation in its general operations, and shall do and perform such other duties as may be assigned to him or her by the Board, and shall be an ex-officio member of all committees. Section 4: President Elect. During the absence or disability of the President, the President Elect shall exercise all function of the Corporation and, when so acting, shall have all the powers of and be subject to all the restrictions upon the Corporation. If the office of the President Elect shall become vacant, the Secretary/Treasurer shall assume such office for the unexpired term. The President Elect shall have such powers and discharge such duties as may be assigned to him or her from time to time by the Board. Section 5: Secretary. The Secretary shall a.) Record all the proceedings of the meetings of members and the Board and of an Executive Committee if such a committee is appointed; b.) Cause all notices to be duly given in accordance with the provisions of the Bylaws and of the Executive Committee; and c.) In general, perform all duties incident to the office of the Secretary. Section 6: Treasurer. The Treasurer shall: a.) Have charge of and supervise over and be responsible for the funds, securities, receipts and disbursements of the Corporation; b.) Keep, or cause to be kept, all the books, of account of all the business and transactions of the Corporation; c.) Render to the President or the Board whenever requested, a statement of the financial condition of the Corporation and of all his or her transactions as Treasurer, and render a full financial report, based on the books and accounts audited annually at the annual meeting of the Board; and d.) In general, perform all duties incident to the office of the Treasurer. Section 7: Vacancies. Any vacancy in any office shall be filled by the Board at anyregular or special meeting.
ARTICLE V COMMITTEES Section l: General Appointment Committees. The Board of Directors may appoint committees and delegate to that committee any and all duties allowed by the law of the State of New Mexico. All committees must consist of at least two members. Section 2: Advisory Board. The Board of Directors may appoint from persons interested in the work of the Corporation an Advisory Board consisting of as many individuals as in their judgment will serve to benefit the Corporation, and the number may be increased or diminished from time to time as the Board of Directors shall direct. These Advisory Board members will be appointed each year by the Board of Directors and may serve an unlimited number of consecutive terms. Each year the Board of Directors shall appoint a Chair of the Advisory Board from among the Advisory Board Members to serve for a term of one year. The Board of Advisors from time to time shall consider and make recommendations concerning such questions as may be submitted to them by the chair, and the Board of Advisors, or any of its members so selected, shall be privileged to be present, and participate in the discussions arising, at the meetings of the Board of Directors to which they are invited by the Directors.
ARTICLE VI AMENDMENTS The Bylaws may be amended by the Board of Directors at any regular or special meeting. Any director shall be entitled to at least five (5) days' notice in writing, by mail, a copy of the proposed amendment, and the meeting time and place at which such amendment is to be voted upon. We certify that the above Bylaws of the Corporation were adopted by the Board of Directors on May 30, 2003. Signed Paul Smarrella, 6-11-03 Bernita Nutt, 6-23-03 We certify that the above Bylaws of the Corporation were amended by a majority vote of the membership on April 1, 2005 Terri Abraham, April 1, 2005 Daniel Thomas, April 1, 2005
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