Constitution and Bylaws of the New Jersey Chapter of the
Eastern Regional Association of Higher Education Facilities Officers
Chartered: November 20, 1987
Revised: April 27, 2001, April 7, 2006, May 2, 2008, and October 31, 2014
Article I– NAME
The name of this organization shall be New Jersey Chapter of the Eastern Region Association of Higher Education Facilities Officers (“NJAPPA”), hereinafter referred to as the “Chapter”.
Article II – PURPOSES
The Chapter is organized and operated exclusively for charitable and educational purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (or the corresponding provisions of any future United States Internal Revenue law) including, but not limited to, developing and maintaining high standards in the administration, care, operation, planning, and development of facilities used by educational institutions; to promote professional ideals and standards to better serve the objectives of education; to engage in such other activities as may be desirable or required to fulfill the purposes and objectives of the Chapter; and aiding and supplementing the work of APPA: the Association of Higher Education Facilities Officers, hereafter referred to as “APPA” or the “Association.”
Article III – MEMBERSHIP
Section A – Eligibility for Membership
1. Member institutions of the Chapter shall be institutions of higher learning eligible to hold membership in APPA, including:
a. Institutions of Higher Education in the State of New Jersey, which require at least two years of academic credit for graduation and which have been legally granted the authority to award degrees, and that are accredited, or in the process of being accredited, by one or more nationally recognized accrediting agencies.
b. Two-year institutions at which academic credits granted by the institution are acceptable toward the earning of a baccalaureate degree by transfer into institutions which require four years of academic credit for graduation and a degree.
2. There shall be no limitation on the number of participants from a member institution. Guests are welcome.
3. Attendance at a regular meeting and payment of the registration fee constitutes membership in the Chapter. Institutional membership shall be retained as long as an institution is represented at one meeting every year. Individual membership shall be retained as long as an individual attends one meeting every two years.
Section B – Classification of Membership
1. Member – A member is an institution of Higher Education that meets the requirements of Article III, Section A.
2. Associate Member – An associate member is an institution that meets the requirements of Article III, Section A, except that the institution is not a member of APPA.
3. Affiliate Member – Persons outside the Chapter or the Association who are professional personnel, who have rendered exceptional meritorious service to the Chapter or the Association may be elected to Affiliate Membership upon the recommendation of the Board of Directors and a majority vote of the members present and voting at any regular meeting.
4. Honorary Member – Honorary Member status may be granted by the Board of Directors to representatives who, upon retirement or change of employment, have had a minimum of five years of service in the Chapter and/or Association or is a charter member of the Chapter.
5. Business Partner – A business partner shall be a non-voting individual, organization, manufacturer or supplier of goods and services operating for profit and ascribing to the policies and purposes of the Chapter and subject to approval by the Board of Directors. Election to this category of membership shall not be construed as endorsement actual or implied by the Chapter. The Chapter reserves the right to limit this class of membership.
Section C – Rights and Privileges
1. Members and Associate Members – Members and Associate members are entitled to the following privileges:
a. May vote on all questions concerning the Chapter, may hold office, may receive copies of minutes, reports, and publications.
b. Attend regular and special meetings of APPA.
c. Bring guests to the Chapter meetings.
d. Vote on motions presented at the business meetings of the Chapter.
e. Be elected to and hold office in the Chapter.
f. Engage in discussions and presentations during technical sessions at the annual Chapter meetings.
2. Affiliate Members – An Affiliate Member is entitled to all of the privileges given to Members and Associate Members.
3. Emeritus Members – An Emeritus Member is entitled to the following privileges:
a. Meeting registration fee is waived.
b. Vote on all questions concerning the Chapter, may receive copies of minutes, reports, and publications.
c. Attend regular and special meetings of APPA.
d. Bring guests to the Chapter meetings.
e. Engage in discussions and presentations during technical sessions at the annual meetings.
f. Shall be entitled to hold committee appointed office but is not entitled to hold any elected office.
4. Business Partner – A Business Partner is entitled to the following privileges:
a. Receive copies of minutes, reports, and publications.
b. Attend regular and special meetings of APPA.
c. Bring guests to the Chapter meetings.
d. The Board of Directors can appoint up to three Business Partner representatives who will assist the Chapter in fulfilling its purposes and objectives. Business Partner representatives shall be members in good standing for a minimum of three years in order to be eligible. The Business Partner representatives shall be elected by majority vote of the Board of Directors. Business Partner representatives shall be elected utilizing staggering terms. In year one, (1) Business Partner will be elected for a one year term, (1) Business Partners will be elected for a two year term and (1) Business Partner will be elected for a three year term. After year one, all Business Partner terms will be for three years. The terms may be extended annually, up to one consecutive term, if determined by the Board. In the event the Business Partner does not complete their full term, the Board of Directors will select another Business Partner to complete the balance of the term. The Business Partner representative appointment lies with the individual and not the company or firm.
5. Voting – One representative shall cast all votes for each member institution present at a meeting. Where more than one representative is present, they shall select one of their members to be spokesperson. Each individual voting member not associated with an institution may cast one vote.
6. Dues – Dues or assessments shall be proposed by the Board of Directors and approved by a two-thirds vote of the Board of Directors present at any regular meeting of the Board.
7. Registration Fee – There shall be a registration fee established by the Board of Directors for each person attending a meeting, except as otherwise provided in these Bylaws.
8. Guests – Representatives of an institution that is not a member or not eligible for membership in the Chapter, and representatives of institutions that are members but who are personally not eligible, may attend as guests. Guests are required to pay the registration fee.
Section D – Termination of Membership
1. Any member not in good standing may have its membership revoked or terminated by the affirmative majority vote of the Board of Directors. A member may be considered to not be in good standing for the following reasons: (1) failure to pay dues;(2) loss of eligibility; or (3) illegal business practices. Members shall be given thirty days written notice of the Board’s intent to revoke or terminate membership and the opportunity to respond and to be heard by the Board.
Article IV– MEETINGS OF MEMBERS
Section A – Timing of Meetings
1. The Members meet two times in each year, in spring and fall, at a member institution selected by the Board from those tendering invitations. Each meeting during the year shall be at a different location. The spring meeting shall be designed as the “Business Meeting.” Members shall receive written notice of meetings at least thirty (30) days before the meeting. Such notice shall include the time and place of the meeting, and when so specified by the Board of Directors, a question or motion before the Board to be discussed and voted upon at the meeting may be included within the notice.
2. Special meetings of the Members may be called by the President or the Board of Directors upon not less than ten (10) nor more than sixty (60) days written notice to the members. Such notice shall include the time, place and purposes of the special meeting.
Section B – Voting at Meetings
1. Quorum. A quorum shall consist of twenty-five percent (25%) of the members, represented in person or by proxy, for transaction of business of the Chapter at any regular meeting.
2. Voting. Each member institution shall be entitled to one vote regardless of the number of members representing the institution. A majority vote of the members where a quorum is present shall be considered the action of the members. Proxy voting is permitted.
Article V – OFFICERS
Section A – Titles
1. The Officers will hold the titles of President, President-Elect, Secretary, and Treasurer.
Section B – Election and Term of Officers
1. The Officers shall be elected by the voting members present at an annual meeting of the members with the plurality of votes cast determining the election, as provided in Article VII. All Officers shall serve a two year term and may not serve subsequent terms in the same position. Officers may, however, be considered for a different office and hold that office for one two year term. After one term, in which no elected office is held, an individual may be considered for any office.
Section C- Duties
The Officers shall have the following duties:
1. President: The President shall: preside over all meetings of the Chapter and of the Board of Directors; have the authority to act, upon the prior approval of a majority of the Board of Directors, if an event occurs between Board meetings that is not covered by the Constitution or Bylaws; serve as Chapter representative to the ERAPPA Chapter Affairs committee and keep Regional Association Officers informed of Chapter activities; and such other duties as directed by the Board of Directors.
2. President Elect: The President Elect shall: assume the duties of the President when President is absent or if the post becomes vacant; serve as an ex-officio member of all standing committees and Vice President of Board of Directors; and such other duties as assigned by the President or Board of Directors.
3. Immediate Past President: The Immediate Past President shall: be responsible for presiding over the nominating committee and election of the Board of Directors and the Board of Trustees; oversee the implementation and modification, as necessary, of the Constitution and By-laws of the chapter; assume the duties of the President when both the President and President Elect are absent or unavailable.
4. Secretary: The Secretary shall: be responsible for minutes of all meetings of membership; handle all official correspondence; and such other duties as assigned by the President or Board of Directors.
5. Treasurer: The Treasurer shall: be responsible for receiving, dispensing and safekeeping all funds of the chapter; make recommendations as to the disposition of excess funds; the Treasurer shall procure and oversee an audit of the Chapter finances annually; and such other duties as assigned by the President or Board of Directors.
6. Director for Professional Development: The Director for Professional Development shall serve as the Chapter representative to the ERAPPA Professional Development committee; solicit and bring to the Board of Directors for approval all educational presentations for spring and fall meetings; serve as Chair of the NJAPPA Professional Development committee.
7. Director for Technology: The Director for Technology shall: serve as Chapter representative to the ERAPPA Technology committee; be responsible for management of all electronic communication and records including the Chapter website and electronic mail system; provide assistance to the other members of the Board as they relate to technological issues.
8. Director for Membership: The Director for Membership shall: serve as the Chapter representative to the ERAPPA Membership committee; maintain and monitor the membership list for both institutional and business partner membership; recommend new business partners to the Board of Directors for consideration; solicit new institutional members.
9. Director(s) at Large: The Director(s) at large shall: Assume duties as assigned by the President to assist in the management of the organization.
Article VI- THE BOARD OF DIRECTORS
1. Consistency of Board: The Board of Directors shall consist of the President, President Elect, Secretary, Treasurer, Director for Professional Development, Director for Technology, Director for Membership and two Directors at Large. No more than three members of the Board shall be from the same institution.
2. Election of Directors: Directors shall be elected by the voting members present at an annual meeting of the members with the plurality of votes cast determining the election, as provided in Article VII. Directors shall serve a two year term and may be reelected for one additional term.
3. Meetings: The Board of Directors shall meet a minimum of four times yearly and shall meet at such other times as the President may require. Written notice of such special meetings must be given at least ten days in advance. Such notice shall include the time and place of the meeting. Directors may participate in a meeting by means of conference telephone or any similar communications equipment through which all persons participating in the meeting can hear each other.
4. Quorum: A majority of the Board shall constitute a quorum. The act of the majority present at a meeting at which a quorum is present shall be the act of the Board, unless a greater vote is required by these bylaws or law. Directors may participate in meetings by conference call or by any other means in which all members may hear one another.
5. Disposal of Funds: Recommendations for the disposal of excess funds require approval by three-quarters of the Board of Directors.
Article VII- THE BOARD OF TRUSTEES
1. Consistency of Board: The Board of Trustees shall consist of the three past members of the Board of Directors. No more than one member shall be from any institution.
2. Appointment of Trustees: The Trustees shall be appointed by the Board of Directors. Trustees shall serve a three year term with one Trustee term expiring each year. The Trustee must vacate their position for a period of one (1) year before being reappointed.
3. Meetings: The Board of Trustees shall meet a minimum of twice yearly. Written notice of such special meetings must be given at least ten days in advance. Such notice shall include the time and place of the meeting. Trustees may participate in a meeting by means of conference telephone or any similar communications equipment through which all persons participating in the meeting can hear each other.
4. Quorum: All three Trustees shall constitute a quorum. The act of the majority present at a meeting at which a quorum is present shall be the act of the Trustees, unless a greater vote is required by these bylaws or law.
5. Purpose of the Board of Trustees: The Trustees shall preside over the review and audit of the financial records of the Board, as performed by a Certified Public Accountant, on an annual basis. The Trustees shall be consulted and approve any single expenditure of funds that exceeds $10,000. The Trustees shall confirm that appropriate insurance and bonding is being maintained by the Board. The Trustees shall ensure the By-Laws of the organization are being followed per their intent.
Article VIII – ELECTIONS
Section A – Nominations
1. In an election year, the President shall appoint a three-member Nominating Committee, none of whom shall be, at the time of their appointment, an Officer or Director.
2. The Secretary shall forward to the Nominating Committee all nominations received from Member Institutions. The Nominating Committee shall prepare a slate of officers from the nominations received from the Secretary for presentation to the membership at the election year Business Meeting. The Nominating Committee shall also report all other nominations received. Nominations may be made from the floor if accompanied by the nominee’s consent.
Section B – Voting
1. When nominations are closed, the vote shall be taken. The nominee with the plurality of votes cast for each office shall be considered to be elected.
Section C- Eligibility
1. No more than two Officers or Directors may be from the same institution except for the immediate Past-President. An Officer or Director whose term expires may not be succeeded in the same office by a member from the same institution.
2. When a vacancy occurs in any office, on the Board of Directors or on any committee, the President may, subject to the concurrence of the Board, appoint a successor for the remainder of the term, who may be from the same institution as the previous office holder or another present member of the Board of Directors.
3. Any member appointed to complete a term of another member may be elected to a regular term to that office as though he or she had not served.
Article IX – COMMITTEES
1. Standing committees may be established by the Board of Directors. The President shall select the members of standing committees and appoint the Chairperson. The membership of each standing committee expires when the term of office of the administration expires.
2. The President shall designate such additional committees as may be required. Upon presenting a final report, such committees automatically cease to exist. The committee life extends from one administration to the next. The President appoints the members and designates the Chairman.
3. Any member, or all of the members of any committee, may be from the same institution.
Article X – AMENDMENTS
1. Amendments to the Bylaws may be proposed by the Board of Directors or any member of the Chapter. The Board may review and revise such proposed amendments as long as the intent is not changed, and prepare them for presentation to the membership.
2. Amendments to the By-Laws must be presented at a meeting of the Board of Directors and shall be brought to a vote. An amendment may be adopted by a three-quarters affirmative vote by the Board.