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Article I - Name
Article II - Purposes
Article III - Affiliation
Article IV - Membership
Article V - Membership Meeting
Article VI - Board of Directors
Article VII - Board of Directors
Meetings
Article VIII - Officers
Article IX - Finances
Article X - Committees
Article XI - Amendments
Article XII - Rules of Procedure
BY-LAWS
THE NORTHEASTERN REGIONAL ASSOCIATION OF ASSESSING OFFICERS, INC.
(As Amended to May 2004)
ARTICLE I
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NAME
The name of the corporation shall be “The Northeastern Regional Association
of Assessing Officers, Inc.”.
ARTICLE II
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PURPOSES
The purposes of this corporation are as follows:
A. To provide training and educational opportunities for assessing officials:
B. To organize an annual conference on assessment administration for the
benefit of assessing officers in the Northeastern United States and Canadian
Provinces:
C. To improve the standards of assessment practices in the Northeastern
United States and Canadian provinces:
D. To better acquaint assessing officials of the Northeastern United States
and Canadian provinces with more efficient and uniform administration of tax
laws; and
E. To furnish an opportunity for discussion upon subjects relating to general
property taxation.
ARTICLE III
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AFFILIATION
The corporation shall be affiliated with the International Association of
Assessing Officers.
ARTICLE IV
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MEMBERSHIP
Section 1. There shall be three classes of membership in the
corporation; active, associate and subscribing.
Active members shall be persons actually employed as public assessing
officials or in some governmental position related to the assessing field who
are desirous of being periodically informed of the activities of the
corporation and who pay such dues as may be established by the Board of
Directors from time to time. All past presidents of the corporation who pay
dues as so established shall be active members without regard to the
corporation who pay dues as so established shall be active members without
regard to the status of their employment. Only active members of the
corporation shall be entitled to vote on matters coming before the general
conference meeting of the corporation.
Associate members shall be persons who have retired as governmental
assessing officers or from a governmental position related to the assessing
field and who are not otherwise engaged in the field of property taxation or
persons who are engaged in the study or teaching of property taxation and
assessing, and who pay such dues as may be established by the Board of
Directors from time to time.
Subscribing members shall be corporation, partnerships or other legal
entities or persons not assessing officers or officials who are interested in
the activities of the corporation and who shall pay such dues as the Board of
Directors may establish from time to time.
Section 2. The assessing associations of the following United States
and Canadian provinces are recognized as members of the corporation:
Connecticut, Delaware, District of Columbia, Maine, Maryland, Massachusetts, New
Brunswick, Newfoundland, New Hampshire, New Jersey, New York, Nova Scotia,
Ontario, Pennsylvania, Prince Edward Island, Quebec, Rhode Island and Vermont.
A. Jurisdictional Presidents of the assessing associations shall be deemed to
be members in good standing upon their election or appointment to their
position, provided that such jurisdictional President shall pay their required
membership dues on or before the next meeting following their election or
appointment to that office.
ARTICLE V
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MEMBERSHIP MEETING
Section 1. There shall be an annual meeting of the members of the
corporation held during and at the place of the annual conference.
Section 2. No separate notice of the annual membership meeting shall
be given to the membership, but the notice of the annual conference shall act as
notice of the annual meeting.
ARTICLE VI
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BOARD OF DIRECTORS
Section 1. The business and affairs of the corporation, except as may
otherwise be provided in these By-Laws, shall be managed and controlled by a
Board of Directors which shall consist of the following:
a. Three Directors from each State or province who shall be:
(i) a person elected or appointed by each member state or provincial
Association as a director to the Northeastern Regional Association of
Assessing Officers, Inc.:
(ii) the current president of each member state or provincial
association;
(iii) a current state or provincial International Association of
Assessing Officers (IAAO) representative, provided he or she is a member of
the association and an IAAO member who is elected or appointed by a state or
provincial association.
b. All past presidents of the corporation.
c. All current officers of the corporation.
Section 2. Any director in good standing may appoint a proxy from his
or her jurisdiction in writing if unable to attend any meetings, which proxy
shall have the same powers and responsibilities as the director. Any Past
President of the corporation, in good standing, may appoint another member as
his or her proxy from his or her jurisdiction, in writing, if unable to attend
any meetings, provided that the Past President has attended at least one meeting
of the Board held during the previous two years, which proxy shall have the same
powers and responsibilities as the Past President.
Section 3. The Board of Directors shall be comprised only of active
members of this corporation, and any person otherwise qualifying under the
provisions of Sections 1 and 2 of this Article shall not hold office until such
person becomes an active member.
ARTICLE VII
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BOARD OF DIRECTORS MEETINGS
Section 1. There shall be two regular meetings of the Board of
Directors. An autumn meeting shall be held no earlier than October 1st nor no
later than November 15th of each year within a 100 mile radius of the City of
Boston, Massachusetts. The other regular meeting shall be held during each
annual conference prior to the annual membership meeting.
Section 2. All decisions of the Board of Directors shall require a
simple majority vote. A quorum shall consist of ten Directors or Proxies. Any
director present at a meeting of the Board of Directors who has not paid his or
her annual dues at least seven days prior to the annual conference shall not be
counted for the purpose of constituting a quorum and shall not be permitted to
vote at either the annual meeting or the autumn meeting. Further, such director
shall not be reimbursed for travel expenses for attendance at the autumn
meeting. The proxy given by any director whose dues have not been so paid shall
not be recognized at either the annual or autumn meeting of the Board of
Directors.
Section 3. All members of the Board of Directors shall be notified by
first class mail, at least fifteen days prior to any Board of Directors Meeting.
Section 4. Special meetings of the Board of Directors may be called by
the President or by any ten Directors upon notice in writing as provided in
Section 3 above.
Section 5. Whenever the President or any ten Directors certify in
writing to the Secretary that a decision of the Board of Directors is necessary
for the furtherance of the purposes of the corporation and that time does not
permit the calling of a meeting of said Board and/or that the circumstances
surrounding the necessity of making such decision do not warrant the expense of
having a meeting of the Board, the Secretary shall poll the membership of the
Board by mail concerning the decision to be made. Such poll shall be conducted
by a notice in writing mailed to each member of the Board by the Secretary,
which notice shall state the question to be determined by mail and the names of
the person or persons certifying to the need of a mail determination. The notice
shall be accompanied by a postcard upon which the Director shall indicate his
vote on the question presented, which postcard shall be returned to the
Secretary and postmarked not more than fourteen (14) days after the date of the
notice sent by the Secretary in order to qualify as a vote on said question. The
decision shall be determined pursuant to the provisions of Section 2 of this
Article.
Section 6. Each Director and each person holding a proxy from a
Director who attends an autumn meeting of the Board of Directors shall be
reimbursed their travel expenses for attendance at such meeting. If travel is by
motor vehicle, reimbursement shall be at a mileage rate to be established
annually by the Board of Directors. If travel is by public transportation,
reimbursement shall be for the actual cost incurred.
ARTICLE VIII
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OFFICERS
Section 1. The officers of the corporation shall be a president, a
president-elect, a vice president, a secretary and a treasurer and such other
officers as the Board of Directors may from time to time appoint.
Section 2. The president shall be a public assessing official and
member of the host state or provincial association for the next scheduled annual
conference and shall be the president-elect of the prior year unless, by reason
of his death, inability or refusal to act, he is incapable of assuming the
duties of president.
The vice-president shall be a public assessing official and member of the
host state or provincial association for the next scheduled annual conference.
The president-elect shall be a public assessing official and member of the
host state or provincial association for the next scheduled annual conference.
The secretary and treasurer shall be public assessing officials and members
of member state or provincial associations or former public assessing
officials who are not employed in any capacity whatsoever related to property
taxation and assessing.
Section 3. All officers shall be active members of the corporation.
Section 4. All officers shall be elected by the Board of Directors at
each annual conference and shall serve for a term beginning at the close of such
annual conference and ending at the close of the next annual conference.
Section 5. The president shall be the chief executive officer of the
corporation. Subject only to the authority of the Board of Directors, he shall
have general charge and supervision over, and responsibility for, the business
and affairs of the corporation. Unless otherwise directed by the Board, all
other officers shall be subject to the authority and supervision of the
president. The president may enter into and execute in the name of the
corporation, contracts or other instruments in the regular course of business or
contracts or other instruments not in the regular course of business which are
authorized either generally or specifically by the Board. He shall have the
general power and duties of management usually vested in the office of president
of a corporation.
Section 6. The vice-president shall perform such duties and have such
authority as from time to time may be delegated to him by the president or by
the Board. In the absence of the president or in the event of the president’s
death, inability or refusal to act, the vice-president shall perform the duties
and be vested with the authority of president.
Section 7. The president-elect shall assist and consult with the
president to the end that the president-elect shall familiarize himself with the
duties and responsibilities of the office of president.
Section 8. The treasurer shall have custody of the funds and
securities of the corporation and shall keep or cause to be kept regular books
of account for the corporation. The treasurer shall perform such other duties
and possess such other powers as are incident to the office or as shall be
assigned by the president or the Board.
Section 9. The secretary shall cause notices of all meetings to be
served as described in these By-Laws and shall keep or cause to be kept the
Minutes of all meetings of the members and the Board. The secretary shall have
charge of the seal of the corporation and shall perform such other duties and
posses such other powers as are incident to that office or as are assigned by
the president or the Board.
ARTICLE IX
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FINANCES
Section 1. All monies of the corporation shall be deposited in
accounts maintained in the corporation’s name in federal or state chartered
banks.
Section 2. The corporation shall maintain the following accounts:
A. Membership Dues Account;
B. Operating Checking Account;
C. Educational Endowment Fund Account; and
D. Such other accounts as the Treasurer, in his or her discretion, may deem
proper and necessary.
Section 3. All monies realized from membership fees shall be deposited
in a Membership Dues Account maintained by the Chairperson of the Membership
Committee who shall be authorized to sign checks on said account. The
Chairperson of the Membership Committee shall retain the minimum balance
required to be kept in said account by the bank in which such monies are
deposited and shall forward the remaining amount in said account to the
treasurer. The Chairperson of the Membership Committee shall be bonded in the
amount required.
Section 4. Each annual Conference Committee shall maintain an account
into which all of the gross income of said conference is deposited and from
which all of the costs and expenses of the conference are paid. The balance
remaining in said account after completion of the Annual conference and payment
of such costs and expenses shall be transmitted to the treasurer. Checks on such
account shall be signed by such persons as are authorized by the Conference
Committee to sign the same.
Section 5. The Treasurer shall be authorized to sign checks on all
other accounts maintained by the corporation, and the Treasurer shall be bonded
in an amount to be established annually by the Board of Directors at it’s autumn
meeting.
Section 6. The Treasurer shall be an alternate signer of the checks
drawn on the membership dues account and the secretary shall be an alternate
signer of checks drawn on all other accounts maintained by the corporation other
than annual conference accounts.
Section 7. There shall be a complete annual financial report made to
the Board of Directors at its autumn meeting following each annual conference.
Each annual conference committee shall submit a complete financial account of
the conference to the Treasurer of the corporation together with a check for all
of the net proceeds thereof then reasonably available on or before October 1st
following the conference.
Section 8. An audit of the books and records of the Treasurer and
Chairperson of the Membership Committee shall be conducted at each annual
conference by an audit committee consisting of not less than three (3) members.
ARTICLE X
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COMMITTEES
Section 1. All committees of this organization and their chairpersons,
except the annual conference Committee, shall be appointed by the president. The
terms of office of all committees, except the conference Advisory committee and
their chairpersons shall terminate upon expiration of the term of the president
who appointed them unless sooner replaced by the action of the president.
Section 2. The Annual Conference Committee and chairpersons shall be
appointed by the host state or provincial association.
Section 3. There shall be the following standing committees of this
organization, all of whose actions shall be subject, at all times, to the
approval of the Board of Directors:
A. Executive Committee;
B. Membership Committee;
C. Conference Advisory Committee; and
D. Education Committee.
Section 4. The Executive Committee shall consist of the officers of
the corporation. It shall manage the business and property of the corporation
between meetings of the Board of Directors and shall assume such duties and
powers as are delegated to it by the Board of Directors. It shall formulate and
present policy recommendations for present and future action of the Board of
Directors.
Section 5. The Membership Committee shall actively seek new members
for the corporation and shall devise and implement methods of increasing the
corporation’s membership.
Section 6. The Conference Advisory Committee shall review proposed
sites for the conducting of annual conferences as proposed by each annual
conference committee and shall report on the feasibility of utilizing such sites
to the Board of Directors and to the responsible annual conference committee.
Each annual conference committee shall advise the Conference Advisory Committee
of the proposed site or sites for the conference to be conducted by it not less
than two and one-half years prior to the scheduled date of such conference. Not
more than six months following receipt of such notification, the Conference
Advisory Committee shall make its feasibility report. In addition, the
conference Advisory Committee shall provide such other advice and assistance as
may be requested by annual conference committees or as may be directed by the
Board of Directors requested by an annual conference committee. The Conference
Advisory Committee shall consist of five members each appointed for a three year
term.
Section 7. The Education Committee shall conduct continuing education
programs to advance the purposes of the corporation.
Section 8. Annual Conference Committees shall conduct an annual
conference in accordance with the purposes of this corporation and shall file a
written report concerning such conference with the Board of Directors at the
Board’s meeting to be held between October 1st and November 15th of the year of
the conference.
Section 9. The president may, from time to time, appoint special
committees as need for the same may arise.
ARTICLE XI
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AMENDMENTS
Section 1. Proposed amendments to these By-Laws must be submitted by a
Director, member or member state or provincial association to the corporation’s
secretary in writing at least sixty (60) days prior to the next annual
membership meeting. The secretary shall forward such proposals to all members of
the Board of Directors at least forty-five days prior to the next annual
membership meeting.
Section 2. Any amendment so proposed shall be considered by the Board
of Directors at its regular meeting held during the annual conference, and the
Board shall recommend to the membership that it either adopt or reject such
proposed amendment or that the proposed amendment be amended and adopted in its
amended form.
Section 3. A proposed amendment may be altered or amended prior to the
taking of a vote on the question of its adoption by a majority vote of the
members present and voting at the annual membership meeting at which it is
proposed.
Section 4. To be adopted, a proposed amendment must receive the
affirmative vote of two-thirds of the members present and voting at the annual
membership meeting at which it is proposed.
ARTICLE XII
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RULES OF PROCEDURE
Except as provided in these By-Laws, the conduct of all meetings of the
membership and of the Board of Directors shall be governed by “Robert’s Rules of
Order.”
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