Article IV -
Executive Committee, Officers, Administrator, and Chief Executive
Section 1 Duties
The Executive Committee shall manage the business and affairs of the Association and shall exercise all powers of the Association and Officers not expressly reserved to the members.
Section 2 Executive Committee
The Executive Committee shall comprise 10 to 15 elected Authorised Representatives (including the Officers), all of whom shall be voting members of the Executive Committee, with one individual member representing the Personal Members and the Honorary Life Members, and one individual member representing the Affiliate Members (both of whom shall be voting in this instance), and the Immediate Past Chairman, by agreement. In addition, the Chairman may co-opt additional individuals for one year at a time who shall be non-voting.
Section 3 Officers
The Officers of the Association, who shall be the Directors of the Association, and who shall be drawn from the Member Organisations and Associate Member Organisations, shall be the Chairman, Chairman-Elect, Immediate Past Chairman, and Treasurer, and shall be voting members of the Executive Committee.
Section 4 Chairman-Elect
The Chairman-Elect shall have had at least one year of service on the Executive Committee prior to assuming the position of Chairman-Elect. After one year as Chairman-Elect he shall succeed to the position of Chairman.
Section 5 Chairman
The Chairman shall serve for two years, taking up office and handing over office at an Annual General Meeting. The Chairman may, by agreement, continue to serve the Executive Committee for a future year as Immediate Past Chairman.
Section 6 Duties of Officers, Administrator, and Chief Executive
The Chairman shall chair meetings of the Executive Committee and the general meetings. The Chairman shall appoint a chairman and also for sub-committee, subject to ratification by the Executive Committee.
The Chairman-Elect shall have the duties as assigned by the Chairman.
(3) Immediate Past Chairman
The Immediate Past Chairman shall have the duties as assigned by the Chairman.
The Treasurer shall be appointed from one of the voting members on the Executive Committee; and shall have charge of the financial affairs of the Association. The financial procedures shall be as follows:
(a) Bank accounts shall be at a bank agreed by the Treasurer.
(b) The Executive Committee shall agree the limit above which cheques shall require two signatures and any other conditions applicable to the operation of the bank accounts.
(c) The Treasurer shall be responsible for the submission of returns to the appropriate authorities.
(d) The Treasurer shall maintain the financial records of the Association, and seek the professional advice of the accountant auditor.
The Treasurer may be bonded in sufficient amount to cover the liquid assets of the Association.
(a) The Administrator shall be the Association Secretary.
(b) The Administrator shall be appointed by the voting members of the Executive Committee; shall be responsible for the minutes of the Executive Committee, Annual General Meeting, and other general meetings; shall maintain a current list of members and official administrative records of the Association, including Executive Committee activities; and shall be responsible for distributing notices, as agreed.
Section 7 Nominations and Elections
Candidates for election as members of the Executive Committee shall be:
(a) Authorised Representatives.
or (b) Individuals representing Affiliate Members and Personal Members and Honorary Life Members.
Nominations on an approved form shall be received by the Administrator not later than 30 days before the Annual General Meeting.
(2) Ability to Serve
Persons nominated must confirm their agreement at the time the nomination is submitted.
A list of nominations together with proposer(s) shall be distributed to the membership along with the notice of the Annual General Meeting.
The nominees receiving the greater number of votes shall be declared elected. In the event of a tie, this shall be voted upon.
(5) Appointment of Chairman-Elect
The Chairman-Elect shall be appointed every year (by vote of the Executive Committee) from the elected members of the Executive Committee at the meeting prior to the Annual General Meeting.
Section 8 Term in Office
Newly elected Executive Committee members shall take office at the conclusion of the Annual General Meeting, following their election. Unless appointed to the position of Chairman-Elect, all those elected to office shall continue to serve for a period of two years.
The Chairman will serve for two years followed by two years as Immediate Past Chairman, by agreement.
Section 9 Relinquishment of Position
Any Executive Committee member may resign by forwarding written notice to the Chairman or Administrator.
Any Executive Committee membership shall be declared vacant, when the person holding such position for any reason does not or cannot perform his duties. Such declaration of vacancy shall be made and approved by a two-thirds majority vote of the remaining voting members of the Executive Committee.
Section 10 Vacancies/Filling a Vacated Position
A vacancy shall be filled in the manner hereinafter defined if the Executive Committee feels that such vacancy will be detrimental to its functioning. If, for reason of time remaining before the annual elections, or for any other reason, the Executive Committee feels it unnecessary to fill a vacated position, the duties associated with the vacated position shall be re-assigned by the Executive Committee to one or more of the remaining Executive Committee members.
A vacated position shall be filled by an eligible Authorised Representative or individual appointed by the Executive Committee, providing such appointee is approved by affirmative vote of at least two-thirds of the remaining voting members of the Executive Committee, except:
The Chairman-Elect shall automatically assume the vacated office of the Chairman, and the office of Chairman-Elect shall remain vacant until a successor to that office is appointed at the meeting prior to the next Annual General Meeting. The Chairman-Elect who succeeds to the office of Chairman due to a vacancy shall continue to serve as Chairman for the remainder of the Association year during which the vacancy occurred and for the following Association year.
(2) Immediate Past Chairman
The vacated office of Immediate Past Chairman may be filled only by a Past Chairman of the Association.
Section 11 Meetings
The Executive Committee shall meet at least four times per year at periods separated by at least 60 days upon the call of the Chairman, provided notice of such meetings is communicated to all members of the Executive Committee at least 15 days prior to the date of the meeting. A special meeting of the Executive Committee may be called by any three members of the Executive Committee acting in concert and communicating to the members of the Executive Committee, no less than 15 days prior to the meeting, notice of such a meeting and the specific items to be discussed.
Section 12 Voting
Except as otherwise noted, all resolutions and actions of the Executive Committee shall be by majority vote. The Chairman will vote as a member of the Executive Committee only in the event of a tie, whereupon his vote will be decisive.
Section 13 Quorum
A quorum shall be five voting members of the Executive Committee (including at least one Officer) representing a minimum of three Member Organisations/Associate Member Organisations.
Section 14 Proxy
Any member of the Executive Committee may empower another member to cast votes for it by transmitting a written authorisation to the member who shall be present.
Section 15 Overrule
At any regular or Special General Meeting of the Association, a decision of the Executive Committee may be overruled upon a vote of a least two-thirds of the Authorised Representatives voting in person or by proxy.