Constitution and By-Laws

Northwest Association of Educational Opportunity Programs, Inc. Constitution and By-Laws

Preamble
Inherent in the philosophy of NAEOP is the recognition of the contribution to our nation that low income, first generation and underrepresented students may make a greater contribution to our nation if they become well educated. This Association is organized to provide educational services and activities to further its goals of:

  1. Improving the quality of education for low income, first generation and underrepresented students, encouraging their enrollment and retention in, and graduation from post-secondary education, thus enhancing their dignity and self-worth;
  2. Providing opportunities to develop the full potential of each project participant as a unique person;
  3. Providing support services and opportunities for growth and development to professional persons engaged in the operation of TRIO programs and like programs.

Article I—Name
The name of this association will be The Northwest Association of Educational Opportunity Programs, Inc. (NAEOP), hereafter referred to as the Association.

Article II—Purpose of the Association
The Association is organized to:
Section I: Provide a vehicle through which all TRIO and similar programs can aid low income, first generation and underrepresented students to obtain a quality education by promoting program development, collecting and disseminating data on specific education needs, and sponsoring research and best practices.

Section II: Provide opportunities for professional growth and development of persons engaged in the operation of TRIO and/or other programs having similar educational objectives.

Section III: Serve as a liaison for Association members by:

  1. Sponsoring professional conferences/meetings and other educational forums as specified herein (Article VII Meeting and Voting), and /or as required.
  2. Disseminating pertinent information in a timely fashion to Association members including but not limited to: minutes from meetings of Association officers, articles and other educational materials regarding pertinent Federal legislation which might affect Association members.
  3. Providing other information as specified herein.

Section IV: Ensure that the goals, objectives, duties, and responsibilities of the Association members, officers, and/or their representatives are perpetuated.

Article III—Membership
Membership within the Association shall be granted to personnel of any TRIO or similar program and to other persons upon payment of the membership fee specified in Section #3 of this Article. Membership also is granted to TRIO projects and other institutions, projects, agencies, etc., upon payment of the membership fee specified in Section #3 of this Article. All members are expected to adhere to
professional standards to remain in good standing.
Members will be categorized as follows:

  1. Active listed TRIO Project members (AT)
  2. Active listed non – TRIO Affiliate Programs (ANT)
  3. Individual Members (IM)

Section I: Categories of Membership

  1. Voting Members
    1. Active listed TRIO Project members (AT)
      Active TRIO members shall be personnel employed by projects authorized by the Title IV of the Higher Education Act of 1965 (including subsequent re-authorizations or other Acts designed to perpetuate TRIO services).
    2. Active listed non-TRIO Affiliate Programs (ANT)
      Active Non-TRIO members shall be persons whose purpose, goals, and objectives are consistent with those of the Association as specified in Article I of this Constitution.
  2. Non-Voting members
    1. Individual Members (IM) shall be persons whose goals and objectives are consistent with those of the Association as specified in Article 1 of this Constitution.

Section II: Voting Privileges

  1. Each active TRIO member and each active non-TRIO member in good standing shall be entitled to one vote.
  2. Non-members shall enjoy the privileges of participants in all phases of debate and may be recognized by the chair; however, such representatives shall not be entitled to cast a vote.

Section III: Membership Fees

  1. Membership fees shall be set by the Board of Directors. The Board of Directors will inform the Association membership of fees for any given year no later than December 1st. An individual eligible for membership according to Section I shall be considered a member in good standing upon payment of membership fee.
  2. Payment of membership fees shall be made by cash, personal check, purchase order, money order, or credit card payable to NAEOP.
  3. The term of membership shall begin on January 1st ending December 31st. Fees must be paid in full in order to exercise voting privileges.

Article IV—Finance
Section I:
The fiscal year of the Association shall be January 1 through December 31.

Section II:
Income shall be derived from membership fees as described in Article III, Section 3 as well as funds derived from other sources.

Section III:
The Treasurer shall be charged with maintaining financial records for the Association, settling accounts and preparing financial reports for the membership. Each check or draft written on behalf of the Association shall require the signature of at least two authorized persons. Authorized person shall be limited to the President, President-Elect, Treasurer, or a proxy appointed by the Board of Directors.

Section IV:
No persons may enter into or in any way commit the Association to contractual agreements without the written consent of the President and one other officer of the Association.

Section V:
A standing Finance Committee shall be created to review financial plans and supervise fiscal activities and records.

Article V—Board of Directors
Section I: Composition
The Board of Directors shall consist of the President, President-Elect, Past President, Secretary, Treasurer, Parliamentarian, State Presidents, TRIO Alumni Partner Community Partner, Government Relations, and Friends of NAEOP.

Section II: Function
In Accordance with the provisions of the By-Laws of the Association, the Board of Directors shall have full authority to conduct the business and affairs of the Association.

Section III: Eligibility
Any AT or ANT in good standing shall be eligible to hold office.

Section IV: Tenure

  1. The President, President-Elect, Past President, TRIO Alumni Partner, and appointed officers of the Association shall  serve for one year commencing on December 1st of the year at which each was elected, assumed the office, and/or appointed.  Each respective outgoing and incoming officers will attend the fall board meeting prior to the fall conference and the extended November board meeting to ensure effective transfer of duties and responsibilities.
  2. The Secretary shall serve a two-year term commencing on December 1st of the year at which each was elected. Each may be re-elected at the pleasure of the membership. Both the outgoing and incoming secretary will attend the fall board meeting prior to the fall conference and the extended November board meeting to ensure effective transfer of duties and responsibilities.
  3. The Treasurer shall be elected to a two-year term of office on December 1st of the year at which each was elected. Both the outgoing and incoming treasurers will attend the fall board meeting prior to the fall conference and the November and December Board meetings to ensure effective transfer of duties and responsibilities.
  4. The state presidents shall be elected in accordance with their state bylaws. State presidents are sworn in at the end of the fall conference and their term on the Board of Directors commences each year on December 1st and ends November 30th of the following year.

Section V: Quorum
A quorum shall consist of a majority of the Board of Directors or their alternates. A quorum must be present to conduct official business.

Section VI: Duties of Board of Directors

  1. In his/her absence or when deemed appropriate, a member must appoint an alternate to represent him/her at all Board meetings for the purpose of conducting official association business. This will be done by a letter which will be presented at the Board meeting.
  2. Each board member shall be responsible for ensuring that his/her constituency is informed of significant actions taken and/or under consideration by the Board.
  3. The President shall:
    1. Be the chief elected officer of the Association.
    2. Preside at all business meetings.
    3. Serve as the chairperson of the Board of Directors.
    4. Serve on the Council for Opportunity in Education Board of Directors.
    5. Serve as an advisory or consulting member to all committees.
    6. Make appointments to all standing and special committees.
    7. Appoint the Association Parliamentarian.
    8. Represent or appoint a designee to represent the Association at all COE meetings.
    9. Will only serve as a voting member of the NAEOP board in the case of a tie.
  4. The President-Elect shall:
    1. Serve as the Vice Chairman of the Board of Directors.
    2. Serve on COE Board of Directors.
    3. Serve as the Regional Fair Share Coordinator.
    4. Serve as an advisory or consulting member to all committees.
    5. Assume the duties and responsibilities of the President in the event that the President is absent or becomes incapacitated or in the event of the resignation of the President. Incapacitation shall be determined by the Board of Directors or in the event of the resignation of the President.
    6. Serve as a voting member of the NAEOP board.
  5. The immediate Past President shall:
    1. Serve on COE Board of Directors.
    2. Chair the Nominations Committee.
    3. Chair the By-Laws Committee.
    4. Chair the Membership Committee.
    5. Assist the NAEOP Board as requested.
    6. Carry out duties as assigned by the President and/or President-Elect.
    7. In their absence, serve as the Association Parliamentarian.
    8. Serve as a voting member of the NAEOP board.
  6. The Secretary shall:
    1. Serve as the official recorder for all official meetings.
    2. In his/her absence, delegate record keeping duties.
    3. Disseminate to Association members in a timely manner the minutes of official meetings and other pertinent information.
    4. Serve as a voting member of the NAEOP board.
  7. The Treasurer shall:
    1. Collect membership fees and other monies as required.
    2. Maintain accurate records regarding expenditures, fees collected, and/or provide other data as required by the association.
    3. Provide a full and accurate financial statement for distribution at the annual fall conference.
    4. Chair the Finance Committee.
    5. File income tax returns with Idaho and the IRS.
    6. Serve as a voting member of the NAEOP board.
  8. The appointed Parliamentarian shall serve as a resource and interpreter of procedural rules, by way of reference to recognized sources of parliamentary authority for all proceedings of the Association. Does not serve as a voting member of the NAEOP board.
  9. The State Presidents shall:
    1. Ensure that his/her constituency is informed of all actions taken and/or under consideration by the Board of Directions.
    2. At the pleasure of the membership of his/her constituency, arrange to meet together at Association meetings for idea sharing and discussion of issues.
    3. Serve as a voting member of the NAEOP board.
  10. The TRIO Alumni Partner Board member shall:
    1. Have participated in a TRIO program at some point in their lifetime and have earned a post-secondary degree.
    2. Participate on the annual NAEOP conference planning committee for events related to alumni.
    3. Establish and maintain regional alumni network by serving as a liaison to state alumni chairs. Collaborate with the Government Relations/Communications Chair regarding policy seminar activities and local advocacy efforts.
    4. Build or amend a sustainable plan for state and regional alumni activities which align with the NAEOP strategic plan. Propose the plan to the NAEOP board for approval.
    5. Serve as a voting member of the NAEOP board.
    6. Attend all board meetings.
  11. The Government Relations Chair shall:
    1. Be appointed by the current NAEOP President for a term of 1 year and be eligible to serve multiple terms.
    2. Serve as a non-voting member of NAEOP.
    3. Disseminate relevant information/updates from NAEOP and COE.
    4. Provide support for individual State Presidents in the creation of an advocacy strategy and executing yearly benchmarks.
    5. Coordinate with COE government relations team to provide regional support for national TRIO initiatives.
    6. Additional duties may include:
      1. Providing support for state Policy Seminar delegations.
      2. Attending Policy Seminar (contingent upon funding).
      3. Attending state board meetings via phone or online.
  12. The Friends of NAEOP Committee Chair shall:
    1. Be appointed by the current President for a term of 1 year and be eligible to serve multiple terms.
    2. Be approved by the Board and is a voting member of the NAEOP Board of Directors.
    3. Serve as the chair of the NAEOP FON committee (leads meetings, recruits new members, and provides training).
    4. Oversee state and federal financial reporting requirements.
    5. Oversee operations of FON fundraising.
  13. The Technology/Communications Chair shall:
    1. Be appointed by the current NAEOP President for a term of 1 year and be eligible to serve multiple terms.
    2. Serve as a non-voting member of the NAEOP Board of Directors.
    3. Be responsible for the maintenance and upkeep of the NAEOP website, NAEOP board email accounts, NAEOP listserv, and other association technology.
    4. Consult NAEOP Board of Directors on implementing new technologies/processes.
    5. Manage the conference calling system used for NAEOP and state communications/meetings.

Section VII: Election of Officers

  1. The Past-President shall chair the nominating committee, whose duty it is to select a slate of candidates for each constitutional office. All persons elected to serve on the Board of Directors shall be those who receive the largest number of legal votes cast during the elections.
  2. The President-Elect shall be elected by a majority of the legal votes cast during the elections.
  3. The Secretary, Treasurer, and State Presidents shall be elected as follows:
    1. The Treasurer shall be elected in even years.
    2. The Secretary shall be elected in odd-numbered years.
    3. All NAEOP members shall elect the President-elect, Secretary, Treasurer, and TRIO Alumni Community Partner member.
    4. State Presidents shall be elected in accordance with their state bylaws.

Section VIII: Vacancies
The President shall appoint a member in good standing to fill any vacancy that may occur. The appointment will be effective until the next regularly scheduled election for the office.

Article VI—Committees/Chairs
Section I: Committees
Committees either select or standing shall be created by the President for the purpose of carrying out specific activities on behalf of the Association. Committee chairs, except for those specified by this constitution, shall be appointed by the President. Committee appointments shall be made from among members in good standing.

Section II: Reports
Each committee shall make a written and/or oral report of its activities as requested by the Association President.

Article VII —Meetings and Voting
Section I: Meeting
The annual Association meeting shall be held in the fall of each year. Other meetings as needed may be called by the President with the approval of the Board of Directors.

Section II: Voting
All listed TRIO and Non-TRIO project members of active projects may cast a vote. All actions, excluding election of officers, which receive a majority of the votes cast, shall be considered official.

Article VIII —Amendments
Section I: Amendments

  1. A proposed amendment shall be submitted in writing to the Board of Directors at an official Board meeting, and if approved, the Board shall present it to the membership for approval at an official business meeting.
  2. Amendments shall become official upon receiving a majority of the legal votes cast and shall become effective immediately.
  3. The President in conjunction with the board is authorized to make non substantive amendments to the Bylaws and approved Board documents, as may be necessary for such purposes as name or title changes, correcting typographical errors and cross-references, and updating citations.

Article IX—Books and Records
Section I: Books and Records
The Association shall maintain correct and complete books and records of financial accounts and minutes of proceedings of official meetings. The President shall be responsible for ensuring that the official books are forwarded to new officers. All records shall be open to inspection by members in good standing.

Section II: Annual Reports
The President shall be responsible for the preparation and delivery of a written annual report to the membership of the Association.

Article X—Limitation of Liability
The officers of the Association and representatives of member associations do not undertake the personal liability for debts, obligations, and liability of the Association, duly made under color of the authority of the Association by the corporation, except where an officer of the Association or representative of a member association has operated for personal benefit under color of the
corporation.

Article XI—Implementation
This Constitution and By-Laws shall be implemented upon ratification by a majority of the members in good standing.

Article XII – Parliamentary Authority
The rules contained in the current edition of Roberts Rules of Order Newly Revised shall govern the proceedings of NAEOP when applicable and when not inconsistent with the bylaws of NAEOP.

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