IATP Bylaws

IDAHO ASSOCIATION OF TRIO PROFESSIONALS BYLAWS
Adopted December 8, 2003
Updated September 1, 2009
Updated February 4, 2010
Updated April 24, 2015

PREAMBLE

Vision: Every TRIO participant and program in the state of Idaho has the resources and tools needed to achieve their full potential.

Mission: To be a catalyst in the state of Idaho for progressive initiatives that promote educational equity, access, and opportunity for traditionally marginalized student populations.

Goals/Objectives: Inherent in the vision and mission of the Idaho Association of TRIO Professionals (IATP) is the recognition of the contribution to our state and nation that low-income, first-generation, underrepresented students and students with disabilities may make if they become well educated.

This Association is organized to provide educational services and activities to further its goals of:

    1. Advocacy: To improve access to education for low-income, first-generation students, underrepresented students, and students with disabilities, encouraging their enrollment and retention in, and completion and/or graduation from post-secondary education. To support local, state, and federal educational initiatives that raise student achievement and opportunity.
    2. Leadership and Professional Development: To provide best practices training and mentoring for Idaho TRIO staff and programs. Providing development through meetings and conferences, research and evaluation, scholarly publications, and other educational and charitable activities dealing with issues related to educational opportunity programs.
    3. Public Relations and Partnership Development: To build coalitions of community partners that have similar purposes relative to ethnic, minority, and/or disadvantaged groups, and utilize local and statewide resources that enhance program operations.

ARTICLE I. Name

Section I. The name of the organization shall be Idaho Association of TRIO Professionals, (IATP), hereinafter referred to as the Association.

ARTICLE II. Purposes
The Idaho Association of TRiO Professionals (IATP) is organized exclusively for charitable purposes including, for such purposes, the making of distributions to organizations that qualify as exempt organization under section 501 (c) (3) of the Internal Revenue Code, or corresponding section of any future federal tax code.

The Association is organized to:

Section I: Provide a leadership body that promotes program development, which includes the collection and dissemination of quantitative and qualitative data on program performance and specific education needs.

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: Promote technological innovation and competency for Association members and organizational partners.

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

      • Sponsoring professional conferences/meetings, leadership opportunities, and other educational forums for TRIO staff, students, and programs with the state of Idaho.
      • 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 Local, State and/or Federal legislation which might affect Association members.
      • Providing other information as specified herein.

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

Section VI: Serve as one of four member states with Oregon, Washington, and Alaska in the Region X TRIO Association called the Northwest Association of Educational Opportunity Programs (NAEOP).

Section VII: Said organization is organized exclusively for charitable and educational purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under section 501(c)(3) of the Internal Revenue code, or corresponding section of any future federal tax code.

ARTICLE III. Members

Section I. The members of the Association shall be those persons who are deemed project staff members of TRIO programs in Idaho.

Section II. Each member of the Association shall have (1) vote.

Section III. Non-voting honorary membership may be awarded from time to time by the Board of Directors, who shall determine the criteria for such awards.

ARTICLE IV. Meetings

Section I. Meetings of the Association shall occur at least twice annually (spring and fall).

Section II. Meetings may be held jointly with Northwest Association of Educational Opportunity Programs (NAEOP).

Section III. One-third (1/3) of the members in attendance at the NAEOP or IATP conference constitutes a quorum for official action by the Idaho Association of TRIO Professionals.

ARTICLE V. Board of Directors

Section I. The Board of Directors shall consist of the President-Elect, President, Past President, Secretary, and Treasurer.

Section II. In accordance with the provisions of the by-laws of the Association, the Board of Directors shall have full authority to conduct the business.

Section III. Any member whose TRIO project(s) have a paid membership for NAEOP shall be eligible to hold office.

Section IV. The IATP President-Elect of the Association shall serve a three year term (President-Elect, President, and Past President) commencing at the completion of the annual fall NAEOP conference at which the individual was elected or assumed the office.

The Secretary and Treasurer shall serve two-year terms commencing at the completion of the annual NAEOP conference. Each may be re-elected at the pleasure of the membership. The Secretary shall be voted on in odd years, and the Treasurer shall be voted on in the even years.

Both the outgoing and incoming Secretary and Treasurer shall ensure effective transfer of duties and responsibilities.

Section V. The quorum shall consist of a majority of the Board of Directors and their alternates. The quorum must be present to conduct official business.

Section VI. In their absence, or when deemed appropriate, a board member must appoint an alternate to represent them at all board meetings for the purpose of conducting official Association business. This temporary appointment should be given to the board members in writing prior to the starting time of the meeting in question.

Each representative shall be responsible for ensuring that their constituency is informed of significant actions taken and/or under consideration by the board.

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 as the State Representative (President) on the NAEOP Board of Directors.
      5. Serve as an advisory or consulting member to all committees.
      6. Make appointments to all standing and special committees.

The President-Elect shall:

      1. Preside at business meetings in the President’s absence.
      2. Assume the duties of the office of the President should it become vacant during the state term of office.
      3. Assist the President with the duties of the executive office.
      4. Serve as the Fair Share Coordinator for the State.

The Past President shall:

      1. Serve as the chair of the nominating committee.
      2. Provide mentorship to the President and President-Elect to ensure passing on of vital information from the years previous.
      3. Run meetings and/or take over the duties of the President, if the President and President-Elect are unable to do so.

The Secretary shall:

      1. Serve as the official recorder for the official meetings.
      2. Disseminate to Association members in a timely manner the minutes of official meetings and other pertinent information.

The Treasurer shall:

      1. Maintain accurate records regarding expenditures, fees collected, and/or provide other data as required by the Association.
      2. Provide a full and accurate financial statement for distribution at the annual business meetings.

Section VII. The Past-President shall chair the nominating committee, whose duty it is to select a slate of candidates for each constitutional office. Said slate shall be emailed to the membership at least 21 days prior to the first day of the annual NAEOP business meeting. All persons elected to serve on the Board of Directors shall be those who receive the largest number of votes cast during the annual NAEOP business meeting.

The President-Elect, Secretary, and/or Treasurer shall be elected by majority of the membership votes cast prior to the annual NAEOP business meeting each year.

Section VIII. The President shall appoint a member 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, either select or special, 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.

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

ARTICLE VII. Parliamentary Authority

Section I. Accepted parliamentary procedure shall govern the conduct of all proceedings of the Association.

ARTICLE VIII. Amendments

Section I. The bylaws may be changed and emended by 2/3 of the legal votes cast.

Section II. Proposed amendments must be presented to the Board of Directors in writing.

Section III. The Board of Directors shall present proposed amendments to the membership for a vote at the next Association state conference business meeting.

Section IV. Amendments so adopted shall specify the date upon which said amendment shall take effect.

ARTICLE IX. Finance

Section I. The fiscal year of the Association shall be January 1 through December 31.

Section II. Income shall be derived from contributions from members, non-members, businesses, and corporations.

Section III. The Treasurer shall maintain the financial records of the Association, settle outstanding accounts, and prepare financial reports for the Board of Directors and the members.

Section IV. The Association shall be limited in its annual expenditures to those things that directly serve the purposes of the Association as stated in Article II.

Section V. Within the guidelines of Article X, Section IV, the President and the Treasurer shall be authorized to make withdrawals from the Association’s account(s) for reasonable and necessary expenses; whenever possible, Board of Directors’ approval should be sought.

Section VI. No person 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 VII. Dissolution/Final Liquidation. Distribution of Assets upon dissolution or final liquidation, IATP shall pay all debts, obligations, and liabilities. Upon the dissolution of the organization, assets shall be distributed for one or more exempt purposes within the meaning of section 501 (c) (3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any such assets not disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal office of the organization is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.

Provisions shall be made to distribute all remaining assets to one or both of the following, as determined by the Board of Directors:

      1. A nonprofit organization or organizations created to secede IATP as long as such organization qualifies as exempt from federal income taxation.
      2. A nonprofit organization or organizations having similar mission as IATP as such organization qualifies as exempt from federal income taxation.

Section VIII. Conflict of Interest. A conflict of interest transaction is any transaction in which a member of the Board of Directors has a direct or indirect interest. A conflict of interest transaction may be authorized, approved, or ratified if it is fair to the association and it receives the affirmative vote of a majority of the Directors on the Board who have no direct or indirect interest in the transaction. The conflict of interest transaction shall not be authorized, approved, or ratified by a single Director. Before any vote to authorize, approve, or ratify a conflict of interest transaction can be taken, the material facts of the transaction and the Director’s interest must be disclosed and made known to the Board of Directors.

Section IX. No part of the net earnings of the organization shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the organization shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in the purpose clause hereof. No substantial part of the activities of the organization shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the organization shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of this document, the organization shall not carry on any other activities not permitted to be carried on (a) by an organization exempt from federal income tax under section 501 (c) (3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or (b) by an organization, contributions to which are deductible under section 170 (c) (2) of the Internal Revenue Code, or corresponding section of any future federal tax.

These bylaws are the governing document held by the Idaho Association of TRiO Professionals. These bylaws serve as our articles of association as well.