2011-2012 VSBA Bylaws
ARTICLE I. NAME
The name of this corporation shall be the Vermont
School Boards Association, Inc.
ARTICLE II.
OBJECTIVES AND PURPOSES
A. To assist school board members in providing better
educational opportunities for the children of Vermont.
B. To promote and stimulate interest in education.
C. To enhance the cause of public education in Vermont.
D. To provide other services to local school districts as
appropriate.
ARTICLE III.
MEMBERSHIP
A. Regular
Membership. Any Board of Education, Board of School Directors for
a union, unified union, or joint contract school or Board of Trustees of a
city, town, incorporated, comprehensive school district, or private school in
the State of Vermont may become a member by notifying the Executive Director of
its intentions and by paying the annual dues as provided in Article IV.
B. Associate
Membership. A nonprofit association, which has as its
primary purpose providing educational programs or services in Vermont may
become an associate member by notifying the executive director of its
intentions and by paying the annual dues as provided in Article IV. An associate member may attend the
Annual Meeting of the Association; shall not have the right, but may be
extended the privilege, of discussion at the Annual Meeting; shall not have the
right to vote at the Annual Meeting; shall receive at no additional cost the
newsletter; may serve on committees if requested to do so by the Board of
Directors or Executive Director; and may contribute to the newsletter if
requested to do so by the Board of Directors or Executive Director. If service to a VSBA Associate member
requires mailings outside of the United States, the Associate member shall be
responsible for such foreign postage.
C. VSBA
Affiliate. Any association,
corporation or company interested in education in Vermont may become an
affiliate by applying to the VSBA board for membership and, if accepted, by paying
an annual fee determined by the Association
membership.[1] An affiliate may attend the Annual
Meeting of the Association; shall not have the right, but may be extended the
privilege, of discussion at the Annual Meeting; shall not have the right to
vote at the Annual Meeting; shall receive at no additional cost the newsletter;
may serve on committees if requested to do so by the Board of Directors or
Executive Director; and may contribute to the newsletter if requested to do so
by the Board of Directors or Executive Director. If service to a VSBA Affiliate member
requires mailings outside of the United States, the Affiliate member shall be
responsible for such foreign postage.
D. Individual
Membership. Any individual interested in education in Vermont may
become an Individual member by paying an annual fee
determined by the Association membership.[2] An
Individual member may attend the Annual Meeting of the Association; shall not
have the right, but may be extended the privilege, of discussion at the Annual
Meeting; shall not have the right to vote at the Annual Meeting; shall be
eligible to serve in advisory capacity on any committee if appointed by the
Board of Directors or Executive Director; and shall receive at no additional
cost the newsletter or other informational material which is mailed to the
active members by the Executive Director.
If service to a VSBA Individual member requires mailings outside of the
United States, the individual member shall be responsible for the cost of such
foreign mailings.
E. Honorary
Membership. Any individual who has rendered significant service as
a school board member or educator or who merits recognition for contributions
made to public education may become an Honorary member of the Association. An honorary member may be nominated by any
member of the Association or the Board of Directors and so designated by a vote
of the membership at an Annual Meeting.
Honorary members shall have the same rights and privileges as an
Individual member.
ARTICLE IV.
DUES
Membership dues shall be assessed annually according
to the following scale figured on the district's net expenses of the second
preceding year:
|
Expenses |
Dues |
||
|
0 |
to |
249,999 |
$500 |
|
250,000 |
to |
499,999 |
$500 |
|
500,000 |
to |
749,999 |
$600 |
|
750,000 |
to |
999,999 |
$700 |
|
1,000,000 |
to |
1,249,999 |
$800 |
|
1,250,000 |
to |
1,499,999 |
$900 |
|
1,500,000 |
to |
1,749,999 |
$1,000 |
|
1,750,000 |
to |
1,999,999 |
$1,100 |
|
2,000,000 |
to |
2,249,999 |
$1,200 |
|
2,250,000 |
to |
2,499,999 |
$1,300 |
|
2,500,000 |
to |
2,999,999 |
$1,400 |
|
3,000,000 |
to |
3,499,999 |
$1,500 |
|
3,500,000 |
to |
3,999,999 |
$1,600 |
|
4,000,000 |
to |
4,499,999 |
$1,700 |
|
4,500,000 |
to |
4,999,999 |
$1,800 |
|
5,000,000 |
to |
5,499,999 |
$1,875 |
|
5,500,000 |
to |
5,999,999 |
$1,950 |
|
6,000,000 |
to |
6,499,999 |
$2,025 |
|
6,500,000 |
to |
6,999,999 |
$2,100 |
|
7,000,000 |
to |
7,499,999 |
$2,175 |
|
7,500,000 |
to |
7,999,999 |
$2,250 |
|
8,000,000 |
to |
8,999,999 |
$2,325 |
|
9,000,000 |
to |
9,999,999 |
$2,400 |
|
10,000,000 |
to |
10,999,999 |
$2,475 |
|
11,000,000 |
to |
11,999,999 |
$2,550 |
|
12,000,000 |
to |
12,999,999 |
$2,625 |
|
13,000,000 |
to |
13,999,999 |
$2,700 |
|
14,000,000 |
to |
14,999,999 |
$2,775 |
|
15,000,000 |
to |
15,999,999 |
$2,850 |
|
16,000,000 |
to |
16,999,999 |
$2,925 |
|
17,000,000 |
to |
17,999,999 |
$3,000 |
|
18,000,000 |
to |
18,999,999 |
$3,075 |
|
19,000,000 |
to |
19,999,999 |
$3,150 |
|
20,000,000 |
to |
24,999,999 |
$3,250 |
|
25,000,000 |
to |
29,999,999 |
$3,350 |
|
30,000,000 |
to |
49,999,999 |
$3,450 |
|
50,000,000 |
to |
70,000,000 |
$3,550 |
|
Non-operating districts |
to |
|
$250 |
Net expenses shall be the school
district's or joint contract school’s total current expenses which are
verifiable by the Vermont Department of Education. For VSBA dues calculations purposes, net
expenses do not include the follow expenditures:
Net expenses of a nonprofit association shall be total
expenses of the association as calculated in accordance with the requirements
of IRS Form 990.
The Board of Directors may adjust the dues schedule
annually to reflect inflation as reported by the Consumer Price Index (W) by
the U.S. Department of Labor. In no case
shall the adjustment in dues by the Board of Directors be in excess of the
annual percentage increase in the CPI-W for the year immediately prior to the
adjustment. All other changes in the
dues schedule shall be approved in advance by the membership at the Annual
Meeting of the Association.
Dues are payable within 60 days of the invoice being
sent to the member. Boards whose dues are not paid for the fiscal year
preceding the date of the Annual Association Meeting shall not be eligible to
vote at the Annual Meeting. Payment
shall be made to the office of the Executive Director.
ARTICLE V.
ASSOCIATION MEETINGS
The Annual Meeting of the Association shall be each
year at a time, date, and place to be set at least 8 months
in advance by the Board of Directors.
Other meetings of the Association may be called by the President with
concurrence of the Board of Directors. Each member board shall be notified of
the date, time and place together with the agenda of the business meeting at
least 30 days prior to the meeting date. If the meeting has been duly warned,
the board representatives present, as designated under Article VI, shall constitute a quorum.
ARTICLE VI.
DELEGATES AND VOTES
Each school board in good standing shall be entitled
to one vote at the annual, special or regional Association meetings. Each local board shall designate a delegate
from its members to cast one vote on behalf of the local school board. Each local board may be represented by as
many school board members as it chooses to send, and those school board members
shall determine the method for casting its one vote. When only one member of a
board casts a vote at a meeting, the member shall be presumed to have authority
to vote for his or her board. All school board members shall have the right of
discussion.
ARTICLE VII.
OFFICERS AND THEIR DUTIES
There shall be a President, First Vice President,
Second Vice President, Treasurer, two (2) Members-at-Large, and an Immediate
Past President. Their duties shall be
the usual duties of such officers. Their
terms of office shall begin at the adjournment of the Annual Meeting at which
they are elected and shall continue until their successors are elected and
assume office. Only those persons who
are members of the school board in good standing shall be eligible to be a
candidate for the above offices. Any
vacancies occurring during the year shall be filled by the Board of
Directors. The President shall serve as
an ex-officio member of all committees. Officers will support their regional
representatives in their outreach duties.
ARTICLE VIII.
STAFF
The Board of Directors may engage such professional
staff as they find necessary to conduct the business of the Association and
shall set compensation for said staff.
ARTICLE IX. BOARD OF DIRECTORS
The Board of Directors shall consist of the President, First Vice President, Second Vice
President, Treasurer, Immediate Past President, two (2) Members-at-Large, and
Regional Presidents. The Board of
Directors shall administer the affairs of the Association in accordance with
policies approved by the Association at the Annual Meeting or by vote of the
Board of Directors in accordance with the stated objectives and purposes of the
organization. The Board of Directors
shall select the place of meetings and be responsible for the programs of all
meetings of the Association, and shall direct the payment of claims and accounts
against the Association, including necessary expenses for members of the Board
of Directors and Regional Vice Presidents attending board meetings. Eight members shall form a quorum, two of
whom are not officers. The Board shall
meet upon the call of the President or upon written request of three members of
the Board, addressed to the Executive Director.
Such written request shall state the purpose of the meeting and upon
receipt the Executive Director shall issue the call for the meeting. Members of
the Board of Directors and Regional Vice Presidents shall be notified of all
meetings at least 5 days prior to any meeting. No Association member may
hold two offices which qualify for membership on the Board of Directors at the
same time.
Vacancies
A
VSBA officer's position (President, First VP, Second VP, Treasurer, Members at
Large) on the Board of Directors shall be treated as vacant if the holder of
that position:
Such
a vacancy may be filled by the Board of Directors from among the current
members of the Board.
A
Regional President’s or Vice President’s seat on the VSBA Board shall be
treated as vacant if the holder of that position
In
the event a Regional Vice Presidency is vacant, such a vacancy may be filled by
the Board of Directors after consultation with the Regional President
If a region is not represented at three consecutive
VSBA Board meetings by either the Regional President or the Vice President
without notification to the President and without concurrence of the Board of
Directors that the absence(s) are reasonable, the Board may declare both seats
vacant and appoint a regional voting representative after consultation with
member boards in that region.
ARTICLE X.
COMMITTEES OF THE BOARD OF DIRECTORS
The Board may create such committees as it
finds necessary to conduct the business of the Association. Standing committees
of the board may include, but are not limited to, the following:
A. Resolutions Committee. Consisting
of the First Vice President, who shall serve as Chair, and one member and an
alternate from each region to be elected at the regional meeting. This
Committee will solicit and recommend positions to the Board of Directors for
action by membership at the Association's Annual Meeting.
B. Finance Committee. Consisting
of the Treasurer, who shall serve as Chair, and two (2) members of the Board of
Directors appointed by the President with the advice of the Board of
Directors. The Committee shall present a
proposed budget to the Board of Directors.
It shall also review the income and expenses of the Association on a
monthly basis.
The Board of Directors shall have the authority to
approve expenditures between the beginning of a fiscal year and the approval of
the Association's budget at the Annual Meeting.
Such expenditures shall be in accord with a fiscal year budget approved
by the Board after receiving the recommendations of the Finance Committee.
C. Bylaws Committee. Consisting
of the Second Vice President, who shall serve as Chair, and four other members
of the Association, at least two of whom are members of the Board of Directors,
appointed by the President with the advice of the Board of Directors.
D. Personnel Committee. Consisting of the President, First Vice President, Second
Vice President, Treasurer, and Immediate Past President. This Committee shall meet on or before the
August meeting of the Board of Directors to conduct an annual performance
review of the Executive Director.
The
Committee will formulate a recommendation on contract renewal and conditions of
employment to the Board of Directors.
E. State Nominating Committee. Consisting
of the VSBA Immediate Past
President, who shall serve as Chair, plus the regional vice presidents and two
(2) former members of the Board of Directors, appointed by the President with
the advice of the Board of Directors.
This Committee shall nominate the officers to be elected at the Annual
Meeting prior to the notification date of the meeting. In selecting a slate of candidates, the
Committee should conform to the following: 1)
Nominees for the statewide officers of the VSBA should be existing or
prior members of the Board of Directors.
2) Nominees for statewide office
should reflect statewide geographic representation.
ARTICLE XI.
REGIONAL ORGANIZATION
For organization and administrative purposes, the
state shall be divided into regions.
Present regional areas are: Addison, Bennington/Rutland,
Caledonia/Essex/Orleans, Chittenden/Grand Isle, Franklin/Lamoille,
Washington/Orange, Windham, and Windsor.
Requests by member boards to reorganize existing regions shall be
submitted to the VSBA Board no later than 3 months prior to the Annual Meeting,
and shall be considered at the upcoming Annual Meeting.
The regional President, Vice President, member and
alternate of the Resolutions Committee, shall be elected at a regional meeting
preceding the Annual Meeting with terms of office to begin at the conclusion of
the Annual Meeting.
In the event that the position of the regional
President becomes vacant, the Vice President shall assume the duties of the
President. If other vacancies occur,
they will be filled by the Board of Directors until the next regional
meeting. Only those persons who are
members of a school board in good standing shall be eligible to serve as a
regional officer or representative on the Resolutions Committee. No person
shall serve more than five consecutive elected years in the same office.
The regional President shall be responsible for
promoting the interests of the Association within his/her region, shall preside
at all regional meetings, and shall represent his/her region as a member of the
Board of Directors. He/She shall have
the responsibility for holding at least one regional meeting each year. The regional Vice President shall be
responsible to support the regional president in promoting the interests of the
Association within his/her region, he/she shall attend meetings of the Board of
Directors and shall serve as voting representative in the absence of the
regional President.
ARTICLE XII.
FISCAL YEAR
The fiscal year shall be from September 1
through August 31.
ARTICLE XIII.
FINANCIAL REPORTS AND BONDS
The financial report of the Association and the
auditor's report shall be presented at the Annual Meeting of the
Association. Officers shall be bonded at
an amount determined by the Board of Directors.
ARTICLE XIV.
ELECTION OF OFFICERS
Upon receipt of the Nominating Committee's report at
the Annual Meeting, a call for nominations from the floor shall be made by the
President. If there are nominations from
the floor, the vote shall be by ballot and the candidate receiving the largest
number of votes shall be declared elected.
ARTICLE XV.
ASSETS
All of the assets of this Association
shall, during its existence, be deemed to be held in trust by the Board of
Directors of the Association for the purposes set forth in the Objectives and
Purposes. In the event of a winding-up
or dissolution of the Association, after paying or adequately providing for the
debts and obligations of the Association, the Board of Directors shall dispose
of any remaining assets by distributing
them on a prorated basis, the same as used for dues
assessment, to the member school districts to be used for education purposes.
ARTICLE XVI.
RULES OF ORDER
All meetings of the Association or of any committee
shall be governed by the policies and bylaws of the Association and then by
Robert's Rules of Order.
ARTICLE XVII.
RESOLUTIONS
Resolutions are
positions taken by the Association on issues of importance to Vermont school
boards. They may include recommendations
for action by the VSBA, local school boards, the Legislature, the
Executive Branch of Vermont government, or
other decision making bodies. The
process for submitting and approving resolutions is as follows:
A. The
President shall supply ample notice to the membership requesting that proposed
resolutions be submitted to the Chair of the Resolutions Committee no later
than three (3) months before the annual
meeting.
B. The
Resolutions Committee shall meet prior to the Annual Meeting to consider all
proposed resolutions it has received.
The Committee shall make a recommendation to "Pass" or
"Do Not Pass" each resolution submitted by a member school board. In the
alternative, the Committee may submit a proposed resolution to the Annual
Meeting with the statement that it “Takes No Position” on the proposal. All
resolutions from member boards submitted to the Resolutions Committee as
prescribed in paragraph A above, regardless of the position of the Committee or
the Board, shall be placed by the Board before the membership at the Annual
Meeting The Committee may develop its own resolutions, which shall be included
in its report to the Board of Directors, and, if approved by the Board, shall
be presented to the Annual Meeting as recommendations of the Board. The
Committee shall prepare a report of resolutions and its recommendations which
shall be presented to the Board of Directors Each member board shall be
notified of the recommendations made by the Board of Directors at least 30 days
prior to the Annual Meeting.
C. Other resolutions may be presented at the Annual
Meeting, provided they are in writing with sufficient copies for voting
delegates and 60% of the voting delegates present at the beginning of the
meeting are in attendance for consideration of such resolutions. A majority of the voting delegates present
must approve a motion to allow the resolution to be introduced for discussion.
D. Amendments to resolutions must also be in writing and
if the amendment is detailed in nature, sufficient copies for voting delegates
shall be furnished.
E. When passed
by sixty percent (60%) of the voting delegates, a resolution shall become a
position or statement of the Association. Each position shall be voted as a
resolution or continuing resolution. Continuing resolutions shall be statements
of Association policy which are of an ongoing or permanent nature and shall be
in effect until amended at a subsequent Annual Meeting of the Association.
Resolutions shall be statements of specific positions on behalf of the
Association and shall be in effect until the next annual meeting when they may
be deleted, continued or amended by vote of the membership.
F. When a
position has not been taken at the Annual Meeting, the Board of Directors may
take a position on the question as a result of a vote of 60% of the members of
the Board present and voting at a regular or special meeting of the Board. Notice of the discussion of any such position
by the Board shall be placed on the agenda prior to the meeting.
ARTICLE XVIII. AMENDMENTS TO THE BYLAWS
These bylaws may be amended only at
an Annual Meeting of the Association or a special meeting duly called by the
President and Bylaws Committee, and then by two-thirds of those members present
and
voting, providing all member boards shall have been
notified of the changes at least 30 days prior to such a meeting.
ARTICLE XIX. MEMBERSHIP LISTS
A. Only regular
and associate members will be included on membership lists used to certify
eligibility for participation in programs of the Vermont School Boards Insurance
Trust or the Vermont Education Investment Trust.
B. Lists of
school board members maintained by the Association will not be released to
individuals or organizations whose stated intentions are to promote commercial
or partisan political interests.