Constitution and Bylaws
ARTICLE
II: MISSION AND OBJECTIVES
MISSION
OBJECTIVES
Section A: Definitions
Charter Member
Regular Member
Associate Member
Affiliate MemberSection B: Termination of Membership
Section C: Rights of Members
Section D: Responsibilities of Members
ARTICLE
IV: BOARD OF DIRECTORS
Section A: Authority and Responsibilities
Section B: Composition
Section C: Term of Office
Section D: Vacancies
Section E: Voting and Quorum
Section F: Meetings
Section H: Removal
Section I: Delegates to the American Academy of Certified Public Managers
ARTICLE
V: EXECUTIVE OFFICERS
Section A: Officers
Section B: Term of Office
Section C: Duties
President
Vice President
Secretary
Treasurer
Section D: Elections
ARTICLE VI: STANDING COMMITTEES
Section A: Committees
Section B: Duties of the Committees
Section C: Permanent Committees
Section D: Responsibilities of Permanent Committees
1. Nominations and
Elections
2. Ethical Practices
3. Membership
4. Program
5. Finance
6. Marketing and Publications
7. Curriculum
Section E: Special Committees
ARTICLE
VII: FINANCES
Section A: Fiscal
Year
Section B: Membership
Dues
Section C: Budget
Section D: Financial
Reviews
Section E: Compensation
Section F: Disbursements
Section G: Prohibitions
ARTICLE VIII: MEETINGS
Section A: Purpose
Section B: Meeting Schedule
Section C: Meeting Notice
Section D: Voting
Section E: Quorum
Section F: Rules
ARTICLE
IX: GENERAL PROVISIONS
Section A: Liability and Indemnification
Section B: Notices
Section C: Dissolution
ARTICLE
X: AMENDMENTS
Section
A: Proposals
Section B: Voting
Section C: Corrections
DISTRICT OF COLUMBIA
SOCIETY OF CERTIFIED PUBLIC MANAGERS
The name of this organization shall be the District of Columbia Society of Certified Public Managers.
ARTICLE II: MISSION AND OBJECTIVES
To promote excellence in public management in the District of Columbia.
- To demonstrate leadership and vision as public managers;
- To promote management in government as a profession;
- To facilitate positive changes that improve the delivery of public service and services.
- To uphold the public trust;
- To provide services consistent with quality management practices;
- To establish and exhibit exemplary standards of performance for managers in public service;
- To encourage fellowship and cooperation in public service;
- To conduct research and investigate public management issues;
- To provide opportunities for professional growth and development for all employees;
- To promote the use of professional managers as resources and
- To serve the interests of the memberships.
Section
A: Definitions:
The Society shall consist of Charter, Regular, Associate, Affiliate, and any other classifications of
memberships as may be established by the Board of Directors.
Charter Member: Any person having a valid certification as a public manager, issued by any program accredited by the National Certified Public Manager Consortium shall have all the privileges of active membership as well as special benefits as determined by the Board of Directors. Eligibility for this status ends December 31, 1999.
Regular Member: Any person having a valid certification as a public manager, issued by any program accredited by the National Certified Public Manager Consortium shall have all privileges of active membership.
Associate Member: Any person currently enrolled in any accredited Public Manager program, including the Center for Excellence in Municipal Management, shall have all the privileges of active membership, except holding executive office.
Affiliate Member: Any faculty member or administrator in Public Management or related fields, shall have all the privileges of active membership, except holding executive office.
Section
B: Termination of Membership:
Membership in the Society shall terminate upon failure to meet membership requirements as
stipulated. No termination action shall take place without 30 days prior written notice of proposed
termination to the member
Section
C: Rights of Members:
All members of the Society, in good standing, shall be entitled to attend and participate in all
activities of the Society, including serving on committees. Only charter and regular members shall
be eligible to hold executive offices. All members of the Society who qualify shall become members
of the American Academy of Certified Public Managers.
Section
D: Responsibilities of Members:
Members shall conduct all Society business in a professional and ethical manner, upholding the
principles and bylaws of the Society at all times. Members shall serve on committees and perform
other duties as charged by the Executive Officers or Board of Directors. Members shall actively
support the Society by attending meetings, voicing opinions and promptly paying membership fees
when due.
ARTICLE IV: BOARD OF DIRECTORS
Section A: Authority and Responsibilities
The Board of Directors shall:
1. Be the governing body of the Society;
2. Exercise powers vested by the membership to manage the property, affairs, and activities of the Society;
3. Be responsible for reviewing and proposing plans of action and economical operations of the Society
4. Propose policies, rules, and regulations to ensure efficient and economical operation of the Society;
5. Publish minutes of all meetings;
6. Require that all meetings are open to the membership.
Section B: Composition:
The Board of Directors shall consist of ten members to include the immediate Past President, current
officers, and the chairs of the permanent committees.
Section
C: Term of Office:
Each member of the Board shall serve concurrently with their elective or appointed term.
Section
D: Vacancies:
If any office becomes vacant during the term of office for any reason, the office may be filled by a
majority vote of the Board of Directors. The appointed officer shall serve the remaining term of that
office until the next regularly scheduled election for that office. However, the Vice President shall
fill a vacancy in the office of President for the remainder of that term.
Section
E: Voting and Quorum:
Each director shall have one vote. A
quorum shall consist of six of the Directors of the Board. When a
quorum is present, a majority of the Board at the meeting shall prevail
on all issues.
Section
F: Meetings:
The President shall be the chairperson of the
Board and shall preside at all Board meetings. The Vice President
shall at all times be familiar with the business of the Board and
shall preside at meetings in the absence of the President. Special
meetings may be held upon the request of the chairperson or upon
written request of five members of the Board.
Section
H: Removal:
A Board member may be removed from office for unethical or illegal conduct by a majority vote of
the membership. Absence from three consecutive duly called meetings of the Board will constitute
forfeiture of that office.
Section I: Delegates to the American Academy of Certified Public Managers
1. The President, Vice President, and one member elected by the membership at the annual meeting will serve as the delegates from the D.C. Society.
2. If one or more of these delegates cannot attend a particular meeting of the American Academy, the Board will elect alternates, either from the Board or the general membership to represent the Society.
3. Length of term as a DC delegate to the American Academy shall be determined by position of office for the President and Vice President and one-year for the serving member. Any rule or bylaw of the American Academy shall not preempt the terms.
Section
A: Officers:
The officers of the Society shall be President,
Vice President, Secretary, and Treasurer. Other officers may be authorized
by a majority vote of the membership of the Society. All other officers
of the Society shall be elected by a vote of the membership. All officers must
be members of the Society in good standing.
Section
B: Term of Office:
The Officers of the Society shall hold office for the fiscal year for which they are elected and until
their respective successors are selected and assume their official duties. All officers shall not serve
more than two consecutive terms in the same office. New officers shall take office at the beginning
of the calendar year.
The President shall:
A. Be the chief executive officer of the Society;
B. Be responsible for the administration of all affairs of the Society;
C. Preside over all meetings of the Society;
D. Have no vote except in the event of a tie vote when the President shall have the deciding vote;
E. Be Chairperson of the Board of Directors;
F. Be a nonvoting member of all Society committees;
G. Have the authority to call regular and special meetings of the Society;
H. Preserve order and enforce the Constitution and Bylaws
I. Appoint chairs of standing committees;
J. Direct preparation of the Society's annual budget;
K. Appoint two Board members to Finance Committee;
L. Serve as official liaison with AACPM.
M. Perform such other duties as customarily pertain to the office of President
The Vice President shall:
A. Perform such duties as the President may delegate or the Society may prescribe;
B. Perform the duties of the President in the absence of the President;
C. Assume the office of President, with all privileges and responsibilities, until the office is otherwise filled, should the president vacate that office for any reason;
D. Be the Society parliamentarian.
The Secretary shall:
A. Keep the minutes of all meetings of the Society;
B. Be the custodian of records of the Society;
C. Be the custodian of the official seal of the Society;
D. Maintain accurate and timely rosters of the members of the Society and of any permanent special committees;
E. Distribute to all new members, at the time of their enrollment, a membership card, copies of the Constitution and By-Laws, a current membership directory, and a schedule of meetings;
F. Deliver an annual report to the Board of Directors on the activities of the Society and of any permanent or special committees;
G. Deliver all records to the next elected/appointed Secretary promptly upon completion of the term of office or upon removal or forfeiture from office;
H. Perform other duties as prescribed by the President of the Society.
The Treasurer shall:
A. Collect and manage all funds of the Society;
B. Place these funds in a financial institution as directed by the Board of Directors;
C. Make the financial records available for audit upon direction of the Board of Directors;
D. Pay all required expenditures for the Society;
E. Deliver an annual financial statement to the Board of Directors at the annual meeting;
F. Deliver the records to the next elected/appointed Treasurer promptly upon completion of the term of office or upon removal from or forfeiture of office;
G. Perform other duties as prescribed by the Board of Directors.
Section
D: Elections:
Election of officers will be held at every annual meeting. The Nominations and Elections Committee
will prepare and distribute ballots. The privilege of secret ballot will be afforded all members.
ARTICLE VI: STANDING COMMITTEES
Section
A: Committees:
The Society shall have permanent and special committees as provided by the Constitution and
Bylaws. The President or the Board of Directors shall establish special committees as deemed
necessary to facilitate the operation of the Society.
Section
B: Duties of the Committees:
These Committees shall have the primary responsibility of assisting and advising the Board in
conducting the business of the Society. They shall determine the need for and, as needed, appoint
subcommittees.
Section
C: Permanent Committees:
The permanent committees of the Society shall be: Nominations and Elections, Ethical Practices,
Membership, Program, Finance, Marketing and Publications, and Curriculum. Except as otherwise
noted, the terms for committee members shall be two years with one-half of the committee
membership replaced annually. Committee members may be appointed to serve more than one term.
Section D: Responsibilities of Permanent Committees
1.
Nominations and Elections:
This committee shall consist of
three active members of the Society appointed by the chair. The Committee
shall be responsible for the following:
A. Accept nominations for the Board of Directors: President, Vice President, Secretary, Treasurer, and other elective officers as may be established;
B. Conduct elections, including preparation and distribution of ballots, receipt and protection of voted ballots, counting and certification of votes, and announcement of tabulation of the votes;
C. Provide professional profiles of all nominees;
D. Conduct other voting by ballot that may be necessary.
2.
Ethical Practices:
This committee shall consist of at least three members appointed by the chair. The committee shall:
A. Develop and promote a code of professional ethics for members;
B. Develop procedures for investigating and administering discipline in matters involving members of the Society;
C. Propose changes to the code of professional ethics;
D. Report to the Board any evidence it has concerning violations by members of the ethical practices endorsed by the Society.
3.
Membership:
This committee shall consist of at least three members appointed by the chair. The committee shall:
A. Actively solicit prospective members;
B. Review membership applications and take recommended action oneach application;
C. Monitor the qualifications of members to maintain active status for recertifying the qualifications of each member;
D. Develop and maintain orientation and promotional materials for new and prospective members;
E. Process certification of all members.
4. Program:
The Chair of the Program Committee shall be the Vice President of the Society who will appoint
three other members of this committee. The committee shall:
A. Develop programs for general membership meetings and seminars and recommend them to the Board;
B. Coordinate material and logistical support for meeting sites;
C. Arrange for appropriate speakers;
D. Provide audio/visual aids for general meetings.
5.
Finance:
The committee shall consist of the treasurer, the
Vice President and two other Board members selected by the President.
The committee shall:
A. Aid and assist the Treasurer in collecting membership fees and in raising funds for special Society programs and events;
B. Prepare information to justify the expenditure of Society funds;
C. With input from other standing committee chairs, prepare and submit a balanced budget based on anticipated revenues and expenditures no later than June 30;
D. Conduct an annual audit of the Society’s financial standing following the annual meeting prior to Jan.1;
E. Conduct any special audits as directed by the Board;
F. Establish the process for fiscal operations for Board approval.
6.
Marketing and Publications:
This committee shall consist of
at least three members appointed by the chair. The committee shall:
A. Publish a newsletter each year, as well as develop other publications as deemed appropriate;
B. Distribute Society publications;
C. Develop and manage marketing efforts to promote the Society as deemed appropriate by the Board;
D. Coordinate the mailing and publication of meetings and elections notices with respective committees:
E. Promote activities to its members and the general public;
F. Provide publicity for general meetings.
7.
Curriculum:
The committee shall consist of at least three members appointed by the chair. The committee shall:
A. Work cooperatively with the Center for Excellence in Municipal Management;
B. Submit to the Board for approval, recommendations for continuing professional education.
Section
E: Special Committees:
Special committees shall be established as required to meet the needs of the Society.
The fiscal year shall be January 1 through December 31, unless otherwise established by the Board of Directors.
1. Society dues, and any changes thereto, as recommended by the Board of Directors shall be approved by a simple majority vote of the members in good standing of the Society who are present at a duly called meeting;
2. Any change in the amount of dues shall be effective on January 1 of the following fiscal year;
3. Dues shall be paid to the Treasurer annually;
4. Dues shall be payable on application for membership in the Society and thereafter on the anniversary of the initial date of membership;
5. Membership dues will be paid to the American Academy for Certified Public Managers for each member;
6. The Treasurer shall notify the Board of Directors of each member whose dues have been delinquent for a period of more than 30 days. The membership of any member whose dues become more than 60 days delinquent shall be terminated until reinstated by payment of dues and approval of the Board of Directors.
1. The Board of Directors shall recommend the budget to the membership for approval at the annual meeting by a voice vote of the simple majority.
2. Officers of the Society shall not be authorized to obligate the Society for any expenditure for which adequate funds have not been approved or allocated.
3. The President may modify the budget by approval of the majority of the Board of directors.
The Board of Directors shall review the financial condition of the Society, report to the membership concerning same, and may recommend changes to the membership at the annual meeting, or at any other time it deems necessary.
1. The Society shall not be operated for pecuniary gain or profit. Income or benefits to the Society shall not be used as compensation for Society members or officers, except as compensation for official encumbered Society expenses.
2. Reimbursement of expenses by Society members or officers shall be made through a submission of a claim to the Board of Directors, which will review the claim and grant compensation when appropriate.
The Board of Directors shall approve all expenditures, and such approvals shall be reflected in the official minutes of the meetings of the Board of Directors, or of the other official meetings of the Society. All disbursements shall be signed either by both the Treasurer and the President or Vice President in the absence of the President.
Officers, Board of Directors, or members shall not be authorized to create any financial liability or obligation for the Society other than those duly approved in advance and in accordance with the Constitution and By-laws, and authorized through the official meeting of the Board of Directors and the membership of the Society.
Meetings shall be held for the purpose of receiving committee reports, electing Executive Officers and transacting other business as may properly come before the membership. The Board shall have regular meetings at least quarterly. There will be general meetings at least quarterly. There will be an annual meeting in September each year.
Section
B: Meeting Schedule:
Meetings shall be held at a time and place appointed by the President and approved by the Board of
Directors. An annual meeting shall be held each year.
Section
C: Meeting Notice:
Members of the Board shall be given at least 10 days notice of regular Board meetings. Special
Board meetings may be scheduled on five days notice. In case of emergency, a special meeting may
be called on 24-hour notice, provided personal contact is made with all Board members to the extent
practical. All members shall be notified by electronic mail, facsimile or in writing of the date and
location of each meeting at least ten calendar days before each meeting.
Section
D: Voting:
Each
voting member of the Society shall have one vote. Each voting member may
receive proxy votes from voting members unable to attend meetings, provided
the voting member brings to the meeting written authorization to vote on
their behalf, signed by the voting member unable to attend the meeting,
with specific reference to the subject matter to be voted on. “Majority vote” shall
mean a simple majority of all votes, including proxy votes, unless the
Constitution and Bylaws of the Society specify otherwise. A majority vote
of all members present at a duly called meeting and proxy votes shall approve
motions.
Section
E: Quorum:
The voting members present at a duly called meeting shall constitute a quorum.
Section
F: Rules:
Meetings shall be conducted under the rules contained in Roberts Rules of Order, New Revised,
except where the rules are in conflict with the Constitution and Bylaws of the Society, where the
Constitution and Bylaws shall govern.
ARTICLE IX: GENERAL PROVISIONS
Section
A: Liability and Indemnification:
There shall be no liability
on the part of any member of the Society for any of its debts or
obligations, either contractual or otherwise. Each current and past
member of the Board of Directors and Executive Officer of the Society
shall be indemnified by the Society against all costs and expenses
reasonably incurred by, or imposed upon, such members by reason of such member
having served as a member of the Board of Directors or as an Executive
Officer.
Section
B: Notices:
Except as otherwise specifically provided in the Constitution or Bylaws of the Society, whenever
notice is required to be given to any member, Executive Officer or member of the Board of
Directors, such notice shall be provided by electronic mail, facsimile or U.S. Postal Service to the
current address as recorded by the Society. Notice shall be deemed given at the time that the notice
is sent or mailed, and shall adhere to the time frames established in this Constitution and Bylaws.
Section C: Dissolution
In the event of dissolution of the Society, all assets of the Society shall be distributed equally among
the then eligible voting members of the Society.
Section A: Proposals
Any voting member may propose amendments to the Constitution and Bylaws of the Society. All
proposed amendments to the Constitution and Bylaws of the Society shall be submitted in writing
to the Board of Directors at least 30 days prior to the annual meeting or regular business meeting.
Proposed amendments to the Constitution and Bylaws of the Society may be considered at meetings
of the Society which are not the annual meeting, if the notification for the meeting clearly states that
a proposed amendment to the Constitution or Bylaws is scheduled for consideration and vote.
Section B: Voting
The Constitution and Bylaws of the Society may be amended by a two-thirds vote of the voting
members and proxy votes present at the annual or any regular business meeting.
Section C: Corrections
The Board of Directors may approve corrections in spelling, grammar, punctuation or format which
do not alter the meaning of the Constitution and Bylaws without a vote of the membership.