Bylaws
Article 1 - Membership
Article 2 - Board of Director
Article 3 - Officers
Article 4 - Committees
Article 5 - Meetings
Article 6 - Fiscal Year
Article 7 - Amendments
Article I - Membership
Bylaws Table of Content
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Section 1.
Qualifications and Dues
Membership may be obtained by individuals, members of higher education institutions and businesses involved in telecommunication sciences and related areas upon payment of annual dues for the designated membership year in the amounts set forth in the Bylaws.
Initial dues, until modified by the board, shall be:
Membership may be obtained by individuals, members of higher education institutions and businesses involved in telecommunication sciences and related areas upon payment of annual dues for the designated membership year in the amounts set forth in the Bylaws.
Initial dues, until modified by the board, shall be:
| Individual Membership | $95 |
| Institutional Membership (includes 5 individual memberships) (1 voting member and 4 associate members) | $395 |
| Pioneers Membership (1 voting member and 7 associate memberships) | $1000 |
| Bronze Membership (1 voting member and 10 associate + bronze benefits package) | $2000 |
| Student Member (non voting) | $35 |
Section 2.
Prerequisite to Participation
Participation as an officer, committee member, or voting member in ITERA shall be contingent upon valid membership, except in the case of special committee members so designated by the President or his or her designee.
Participation as an officer, committee member, or voting member in ITERA shall be contingent upon valid membership, except in the case of special committee members so designated by the President or his or her designee.
Article II - Board of Directors
Bylaws Table of Content
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Section 1.
Function and Authority
The affairs of this association shall be managed by a Board of Directors of no less than 9 and no more than 17 which shall be the governing body of the association with power to formulate policies of the association consistent with its purposes and subject to any specific directions of the membership as adopted at any duly held membership meeting. The Board of Directors shall have authority to conduct all business pertaining to the association between official meetings of the membership. The Board of Directors shall be the custodian of the property of the Association and shall assume responsibility for the management of its finances. The Board of Directors may appoint an Executive to serve at the pleasure of the Board of Directors. The duties and stipend of such Executive shall be determined by the Board of Directors.
The affairs of this association shall be managed by a Board of Directors of no less than 9 and no more than 17 which shall be the governing body of the association with power to formulate policies of the association consistent with its purposes and subject to any specific directions of the membership as adopted at any duly held membership meeting. The Board of Directors shall have authority to conduct all business pertaining to the association between official meetings of the membership. The Board of Directors shall be the custodian of the property of the Association and shall assume responsibility for the management of its finances. The Board of Directors may appoint an Executive to serve at the pleasure of the Board of Directors. The duties and stipend of such Executive shall be determined by the Board of Directors.
Section 2.
Number, Tenure, and Qualifications
The Board of Directors shall consist of the Chair, the President, Vice President/President-Elect, the Secretary, the Treasurer, the immediate Past President, and 3-11 Directors, all of whom shall be elected in accordance with the provisions of the Bylaws.
All Directors shall be elected for a term of three (3) years after the founding board terms expire. Newly elected Directors shall take office immediately following the close of the Annual Meeting of the Association following their election and serve until their successors are elected and qualified. The one exception to the above is that one board member position shall be a one-year Presidential appointee. His or her appointment shall run concurrent with the President's term in office.
Ex officio Board Member
The President, with concurrence of the Executive Committee, may add a non-voting ex officio member to the board for a specified period of time, to provide a specific service.
The Board of Directors shall consist of the Chair, the President, Vice President/President-Elect, the Secretary, the Treasurer, the immediate Past President, and 3-11 Directors, all of whom shall be elected in accordance with the provisions of the Bylaws.
All Directors shall be elected for a term of three (3) years after the founding board terms expire. Newly elected Directors shall take office immediately following the close of the Annual Meeting of the Association following their election and serve until their successors are elected and qualified. The one exception to the above is that one board member position shall be a one-year Presidential appointee. His or her appointment shall run concurrent with the President's term in office.
Ex officio Board Member
The President, with concurrence of the Executive Committee, may add a non-voting ex officio member to the board for a specified period of time, to provide a specific service.
Article III - Officers
Bylaws Table of Content
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Section 1.
Officers
The officers of this Association shall be the Chairman of the Board, President/President-Elect, a Vice President, a Secretary-Treasurer, and the Past President; each of whom shall be nominated and elected as hereinafter provided. (Board membership shall run at least as long as the term of office for each.)
The officers of this Association shall be the Chairman of the Board, President/President-Elect, a Vice President, a Secretary-Treasurer, and the Past President; each of whom shall be nominated and elected as hereinafter provided. (Board membership shall run at least as long as the term of office for each.)
Section 2.
Nominating
At least four (2) months prior to the annual regular membership meeting, the Chair shall convene a Nominating Committee comprised of the Chair of the Board, the Vice President/President-Elect who will lead the committee and at least one other board member appointed by the President. It shall be the responsibility of such committee to screen and to nominate qualified members of the Association to stand for election to the Board. Each nominee shall have indicated to the Committee a willingness to stand for election and to serve if elected. The nominations of the Nominating Committee shall be submitted in writing to the Board of Directors at least 14 days prior to the annual membership meeting. Members may forward suggested nominees to the nominating committee for consideration.
At least four (2) months prior to the annual regular membership meeting, the Chair shall convene a Nominating Committee comprised of the Chair of the Board, the Vice President/President-Elect who will lead the committee and at least one other board member appointed by the President. It shall be the responsibility of such committee to screen and to nominate qualified members of the Association to stand for election to the Board. Each nominee shall have indicated to the Committee a willingness to stand for election and to serve if elected. The nominations of the Nominating Committee shall be submitted in writing to the Board of Directors at least 14 days prior to the annual membership meeting. Members may forward suggested nominees to the nominating committee for consideration.
Section 3.
Election
and Term of Office
The Vice President shall cause ballots to be prepared listing each candidate nominated by the Nominating Committee. The ballots thus prepared shall be mailed, faxed or e-mailed to each member of the Board in good standing of the Association at his/her last known address as shown by the records of the Association not later than fourteen (14) days prior to the annual membership meeting. Each member shall be entitled to one vote for each board position to be elected. The candidate receiving a plurality of the votes cast for that office shall be deemed elected.
If more than one position is open the candidates receiving the most votes in declining order, will be elected to fill the available positions (e.g. if 3 positions are open the top 3 vote getters will fill the 3 positions.) Ballots may also be cast in person at the annual meeting. Ballots must be received subsequent to the start of the annual meeting or by the established deadline to be valid. Any board member who has sent in his/her ballot by e-mail or mail may ask for a substitute ballot if they are in attendance and wish to change their vote. All ballots must be "signed" by the Board member voting in a space provided to assure only one eligible ballot has been cast.
The ballots shall be counted by the members of the nominating committee and certified to the President who shall announce the results to the membership.
The Chair of the Board shall serve for two (2) years. The President shall serve for a one year term. The Vice President/President-Elect shall be elected for a two (2)-year term, in the first year to serve as Vice President and then to move to the office of President. The Secretary and Treasurer shall be elected for two-year terms staggered such that new officers are elected in alternating years. All new officers shall assume their respective positions immediately following the close of the annual regular meeting of the membership, and shall continue in office until their successors are elected and qualified. Officers may be re-elected; however, the President may not succeed him or herself. Instead, they may become Vice President. The Past President will serve on the board for a one year period, taking on a special assignment as assigned by the board.
The Vice President shall cause ballots to be prepared listing each candidate nominated by the Nominating Committee. The ballots thus prepared shall be mailed, faxed or e-mailed to each member of the Board in good standing of the Association at his/her last known address as shown by the records of the Association not later than fourteen (14) days prior to the annual membership meeting. Each member shall be entitled to one vote for each board position to be elected. The candidate receiving a plurality of the votes cast for that office shall be deemed elected.
If more than one position is open the candidates receiving the most votes in declining order, will be elected to fill the available positions (e.g. if 3 positions are open the top 3 vote getters will fill the 3 positions.) Ballots may also be cast in person at the annual meeting. Ballots must be received subsequent to the start of the annual meeting or by the established deadline to be valid. Any board member who has sent in his/her ballot by e-mail or mail may ask for a substitute ballot if they are in attendance and wish to change their vote. All ballots must be "signed" by the Board member voting in a space provided to assure only one eligible ballot has been cast.
The ballots shall be counted by the members of the nominating committee and certified to the President who shall announce the results to the membership.
The Chair of the Board shall serve for two (2) years. The President shall serve for a one year term. The Vice President/President-Elect shall be elected for a two (2)-year term, in the first year to serve as Vice President and then to move to the office of President. The Secretary and Treasurer shall be elected for two-year terms staggered such that new officers are elected in alternating years. All new officers shall assume their respective positions immediately following the close of the annual regular meeting of the membership, and shall continue in office until their successors are elected and qualified. Officers may be re-elected; however, the President may not succeed him or herself. Instead, they may become Vice President. The Past President will serve on the board for a one year period, taking on a special assignment as assigned by the board.
Section 4.
Vacancies
Should the office of Secretary or Treasurer become vacant, the Board of Directors shall elect a member to complete such term of office. Should a vacancy occur in the Office of President, the Vice President shall assume the duties of the President and serve the un-expired term of his/her predecessor and his/her elected term. The Board shall appoint the immediate Past President to fulfill the President Elect's role until a new President Elect can be elected by the board. Should the elected Vice President resign, the Board of Directors shall elect a replacement.
Should the office of Secretary or Treasurer become vacant, the Board of Directors shall elect a member to complete such term of office. Should a vacancy occur in the Office of President, the Vice President shall assume the duties of the President and serve the un-expired term of his/her predecessor and his/her elected term. The Board shall appoint the immediate Past President to fulfill the President Elect's role until a new President Elect can be elected by the board. Should the elected Vice President resign, the Board of Directors shall elect a replacement.
Section 5.
Duties of Officers
The Chair of the Board's duties include leading all board meetings and serving on the Executive Committee. He or she serves as CEO of the Association.
The duties of the President include running the Executive Committee meetings and carrying out the instructions of the Board of Directors. He or she is the COO, the Chief Operating Officer, of the Association.
The duties of the Vice President shall be to serve as planning officer of the association. The Vice President shall serve on committees and perform such other duties as delegated by the President and/or Board of Directors. In addition the Vice President is expected to coordinate program activities, including group meetings.
The duties of the Secretary shall be to keep records of all membership and Board of Directors meetings and to maintain the official records of the association.
The duties of the Treasurer are to collect all dues and other accounts due the Association, and deposit such funds in the name of the International Telecommunications Education and Research Association in a financial institution approved by the Board of Directors. The Treasurer will keep accounts of the sources of all income and the purposes of all expenditures, manage tax filings and provide a complete financial report at the annual membership meeting of the Association.
The Chair of the Board's duties include leading all board meetings and serving on the Executive Committee. He or she serves as CEO of the Association.
The duties of the President include running the Executive Committee meetings and carrying out the instructions of the Board of Directors. He or she is the COO, the Chief Operating Officer, of the Association.
The duties of the Vice President shall be to serve as planning officer of the association. The Vice President shall serve on committees and perform such other duties as delegated by the President and/or Board of Directors. In addition the Vice President is expected to coordinate program activities, including group meetings.
The duties of the Secretary shall be to keep records of all membership and Board of Directors meetings and to maintain the official records of the association.
The duties of the Treasurer are to collect all dues and other accounts due the Association, and deposit such funds in the name of the International Telecommunications Education and Research Association in a financial institution approved by the Board of Directors. The Treasurer will keep accounts of the sources of all income and the purposes of all expenditures, manage tax filings and provide a complete financial report at the annual membership meeting of the Association.
Article IV - Committees
Bylaws Table of Content
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Section 1.
Standing Committees
There shall be Standing Committees on Membership, Conference, Awards, and Publications. Each Committee shall consist of at least three (3) members recommended by the President and approved by the Board of Directors. The Chair of a Standing Committee shall be designated by the President and approved by the Board of Directors. The Chair of each Standing Committee shall provide reports of Committee activities at each meeting of the Board of Directors, and shall submit a written report of Committee activities to the Board of Directors prior to the annual meeting of the Association. Unless otherwise specified in the Bylaws, terms of members shall be staggered over a three (3)-year period. If a vacancy occurs, it shall be filled by appointment of the President or his/her designee. The chair or co-chair of each committee shall be a board member.
There shall be Standing Committees on Membership, Conference, Awards, and Publications. Each Committee shall consist of at least three (3) members recommended by the President and approved by the Board of Directors. The Chair of a Standing Committee shall be designated by the President and approved by the Board of Directors. The Chair of each Standing Committee shall provide reports of Committee activities at each meeting of the Board of Directors, and shall submit a written report of Committee activities to the Board of Directors prior to the annual meeting of the Association. Unless otherwise specified in the Bylaws, terms of members shall be staggered over a three (3)-year period. If a vacancy occurs, it shall be filled by appointment of the President or his/her designee. The chair or co-chair of each committee shall be a board member.
Section 2.
Membership
This Committee shall maintain accurate records of the membership, and shall in all appropriate ways, urge those eligible to become members of the Association. A board member shall chair this committee.
This Committee shall maintain accurate records of the membership, and shall in all appropriate ways, urge those eligible to become members of the Association. A board member shall chair this committee.
Section 3.
Conference
This Committee shall plan, organize and conduct any conferences of the Association. The Committee shall recommend to the Board for approval a date and site for a conference at least six (6) months in advance when possible. The Committee members shall be appointed for one year and are eligible for re-appointment. A board member shall chair this committee and serve at least a 2 year appointment period.
This Committee shall plan, organize and conduct any conferences of the Association. The Committee shall recommend to the Board for approval a date and site for a conference at least six (6) months in advance when possible. The Committee members shall be appointed for one year and are eligible for re-appointment. A board member shall chair this committee and serve at least a 2 year appointment period.
Section 4.
Awards
The Committee shall designate those persons who shall be honored by the Association as directed by policies set by the Board. A board member shall be chair.
The Committee shall designate those persons who shall be honored by the Association as directed by policies set by the Board. A board member shall be chair.
Section 5.
Publications
This committee shall provide leadership and advice to the board regarding appropriate publication activities (on line or otherwise) to be pursued by the Association, including financial plans and other specifics. A board member shall be chair or co-chair of this committee.
This committee shall provide leadership and advice to the board regarding appropriate publication activities (on line or otherwise) to be pursued by the Association, including financial plans and other specifics. A board member shall be chair or co-chair of this committee.
Section 6.
Other Standing Committees
When the Board of Directors creates a Standing Committee, it shall state the purposes and the responsibilities of the Committee for inclusion in the Minutes of the Association. The Board shall initiate an Amendment to revise the Bylaws, to be voted upon at the subsequent meeting, to include such a Committee. The Chair, term, and initial members of the Committee shall be recommended by the President and approved by the Board.
When the Board of Directors creates a Standing Committee, it shall state the purposes and the responsibilities of the Committee for inclusion in the Minutes of the Association. The Board shall initiate an Amendment to revise the Bylaws, to be voted upon at the subsequent meeting, to include such a Committee. The Chair, term, and initial members of the Committee shall be recommended by the President and approved by the Board.
Section 7.
Special or Ad Hoc Committees
When a special or Ad Hoc Committee is created by the Board, the President shall appoint a Chair and members of the Committee to carry out the purpose for which it was created and a termination time for the ad hoc committee.
When a special or Ad Hoc Committee is created by the Board, the President shall appoint a Chair and members of the Committee to carry out the purpose for which it was created and a termination time for the ad hoc committee.
Article V - Meetings
Bylaws Table of Content
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Section 1.
Regular Meetings
At least three regular meetings of the Board of Directors shall be held each year at such times and such places as the Board of Directors may determine. Notification of the time and place and proposed agenda shall be mailed or faxed or emailed to the members of the Board of Directors prior to each meeting. Directors may attend meetings by audio or other electronic means as long as all attending can at least hear and speak to all others attending.
At least three regular meetings of the Board of Directors shall be held each year at such times and such places as the Board of Directors may determine. Notification of the time and place and proposed agenda shall be mailed or faxed or emailed to the members of the Board of Directors prior to each meeting. Directors may attend meetings by audio or other electronic means as long as all attending can at least hear and speak to all others attending.
Section 2.
Special Meetings
Special meetings of the Board of Directors may be called by the Chair or at the request of the President, or a majority of the voting members of the Board. Notice of the time and place of any special meeting shall be given to each Director in writing or fax or email at least three (3) days prior to the date of such special meeting.
Special meetings of the Board of Directors may be called by the Chair or at the request of the President, or a majority of the voting members of the Board. Notice of the time and place of any special meeting shall be given to each Director in writing or fax or email at least three (3) days prior to the date of such special meeting.
Section 3.
Parliamentary Procedure
Meetings of the Board of Directors shall be conducted according to the latest edition of Robert’s Rules of Order.
Meetings of the Board of Directors shall be conducted according to the latest edition of Robert’s Rules of Order.
Section 4.
Quorum
A majority of the members of the voting Directors of the Board shall constitute a quorum for the transaction of business at any meeting of the Board of Directors. If less than a majority is present at a meeting, a majority of the Directors present may adjourn the meeting and refer temporary action to the Executive Committee, to be confirmed by the board later.
A majority of the members of the voting Directors of the Board shall constitute a quorum for the transaction of business at any meeting of the Board of Directors. If less than a majority is present at a meeting, a majority of the Directors present may adjourn the meeting and refer temporary action to the Executive Committee, to be confirmed by the board later.
Section 5.
Vacancies
Any vacancy occurring in the Board of Directors shall be filled by the affirmative vote of a majority of the remaining Directors. A Director elected to fill a vacancy shall be elected for the unexpired term of his/her predecessor in office.
Any vacancy occurring in the Board of Directors shall be filled by the affirmative vote of a majority of the remaining Directors. A Director elected to fill a vacancy shall be elected for the unexpired term of his/her predecessor in office.
Section 6.
Informal Action
In the event that Board action, as opposed to Executive Committee Action, is determined to be needed by the Executive Committee, and the Board is unable to meet in appropriate time to act, the Chair may be authorized by the Executive Committee to poll the total Board. A printed record (fax or email) of votes cast shall be maintained by the Secretary.
In the event that Board action, as opposed to Executive Committee Action, is determined to be needed by the Executive Committee, and the Board is unable to meet in appropriate time to act, the Chair may be authorized by the Executive Committee to poll the total Board. A printed record (fax or email) of votes cast shall be maintained by the Secretary.
Section 7.
Removal of Board
Members
Members of the Board of Directors of the International Telecommunications Education and Research Association, all of whom serve at the pleasure of the Board on behalf of the Members and, thus, all of whom may be removed from the Board by a majority vote of a quorum of the full Board, accept a standard of participation when accepting membership on the International Telecommunications Education and Research Association Board. Therefore, any Board Member who is absent for more than two official Board meetings in one year, and who has not contacted the President or Vice-President to be excused for reason of serious conflict which prohibits attendance shall be brought before the Board for non-performance as a Board Member and a vote shall be taken to determine his/her continuation on the Board. A simple majority of a quorum is sufficient for action.
Members of the Board of Directors of the International Telecommunications Education and Research Association, all of whom serve at the pleasure of the Board on behalf of the Members and, thus, all of whom may be removed from the Board by a majority vote of a quorum of the full Board, accept a standard of participation when accepting membership on the International Telecommunications Education and Research Association Board. Therefore, any Board Member who is absent for more than two official Board meetings in one year, and who has not contacted the President or Vice-President to be excused for reason of serious conflict which prohibits attendance shall be brought before the Board for non-performance as a Board Member and a vote shall be taken to determine his/her continuation on the Board. A simple majority of a quorum is sufficient for action.
Section 8.
New Initiatives
and Financial Policy Guidelines
No new cost-based initiatives will receive consideration without a revenue plan. While initiatives may be break even, a plan must be provided to the board for consideration at least 2 weeks before the board meeting at which action is sought unless the board grants an exception. An annual report with current financials and record of appropriate tax filings for the past year will go to all board members at least one week in advance of the annual meeting.
No new cost-based initiatives will receive consideration without a revenue plan. While initiatives may be break even, a plan must be provided to the board for consideration at least 2 weeks before the board meeting at which action is sought unless the board grants an exception. An annual report with current financials and record of appropriate tax filings for the past year will go to all board members at least one week in advance of the annual meeting.
Article VI - Fiscal Year
Bylaws Table of Content
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Section 1.
The
fiscal year of the organization shall be from January 1 - December 31,
although this may be altered by the board on advice of the Treasurer.
Article VII - Amendments
Bylaws Table of Content
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Section 1.
Initiation of
Amendment
Amendments to these Bylaws may be initiated by the Board of Directors, or by a Committee authorized by the Board of Directors for the purpose of recommending Amendments to the Bylaws, or by a petition signed by ten percent (10%) of the membership directed to the Board of Directors setting forth the proposed Amendment.
Amendments to these Bylaws may be initiated by the Board of Directors, or by a Committee authorized by the Board of Directors for the purpose of recommending Amendments to the Bylaws, or by a petition signed by ten percent (10%) of the membership directed to the Board of Directors setting forth the proposed Amendment.
Section 1.
Adoption
An amendment initiated as herein provided may be adopted by a 2/3 vote of the board members present and voting at any regular or special meeting of the board, or by a simple majority of the members by mail ballot.
An amendment initiated as herein provided may be adopted by a 2/3 vote of the board members present and voting at any regular or special meeting of the board, or by a simple majority of the members by mail ballot.
© 2007 International Telecommunications Education Research Association