National Rural Education Association

BYLAWS

BYLAWS
OF THE
NATIONAL RURAL EDUCATION ASSOCIATION
PROPOSED ADMENDMENTS
OCTOBER 24, 2006

ARTICLE I

Name

Section 1 The corporation (hereafter referred to as the Association) shall be known as the National Rural Education Association.

ARTICLE II

Organization

Section 1 The Association shall establish and maintain a registered office at the University of Oklahoma. Other offices may be established as deemed necessary by the Association.

Section 2 The Association shall be incorporated under the laws of the State of Oklahoma pursuant to Articles of Incorporation originally filed in Washington, D.C., on February 7, 1969 and the State of Colorado on May 5, 1988.

Section 3 The Association shall be governed by Association Bylaws adopted by the Delegate Assembly and by administrative procedures and policies adopted by the Executive Committee. Bylaws and policies shall not conflict with the Articles of Incorporation.

Section 4 The Association shall have a corporate seal upon which shall appear the name of the Association, the words “Corporate Seal”, the date of incorporation, and the name of the state wherein the Association is incorporated.

Section 5 The Association shall consist of Non-voting Members and Voting Members and such divisions as may be established to serve the specialized interests of member groups. Policies, programs, and funds for such divisions shall be controlled by the Executive Committee of the Association.

Section 6 The fiscal year of the Association shall begin July 1 of each year and end June 30 of the following year.

Section 7 The membership year of the Association shall begin July 1 of each year and end June 30 of the following year.

Section 8 Individual, School District, and Institutional Members may join at anytime during the year. The membership will be valid for one full year from the month in which that Individual Membership, School District Membership, or Institutional Membership is paid.

ARTICLE III

Purposes

Section 1 The purpose of the Association shall be the improvement and the expansion of educational opportunities for children in rural communities throughout the United States and the world.

Section 2 The Association shall not engage in any activity which would be inconsistent with the status of an educational and charitable organization as defined in Section 501(c)(3) of the Internal Revenue Code of 1954 or with any subsequent provision thereof.

ARTICLE IV

Membership Section 1 Membership in the Association shall be open to persons and organizations interested in advancing the purposes of the Association.Section 2 Types of memberships shall be established by the Delegate Assembly, which shall allow both individuals and organizations access to the benefits of membership. Memberships shall be: Individual, School District, Affiliate, Institutional, Library, Retired, and Teacher. Affiliate, School District, and Institutional Memberships shall be comprised of Individual and/or Teacher Members.

A School District Membership shall entitle the School District up to seven Voting Members, including one Teacher, to be designated by name by the School District. All other officials and employees of the school district shall be non-voting members for the purpose of counting members and for receiving NREA benefits and services.

Section 3 Individual, Retired, and Teacher Memberships shall be Voting Members.

Section 4 Library and Student Memberships shall be Non-voting Members.

Section 5 Membership dues for all memberships shall be recommended by the Executive Committee and approved by the Delegate Assembly.

Section 6 Memberships may have different benefits as approved by the Delegate Assembly.

Section 7 Students are welcomed to attend all NREA events.

ARTICLE V

Meetings

Section 1 The Association may hold a Membership Meeting at such time and place as may be determined by the Executive Committee.

Section 2 Written notice of the Membership Meeting stating the location, date, time, and purpose shall be delivered by mail to the Voting Members not less than thirty (30) days before the date of such meeting.
Section 3 Notice printed in an official publication of the Association shall constitute printed notice of the Membership Meeting provided the publication is sent to all Voting Members.

Section 4 The Executive Committee shall meet at least once a year and as often as necessary to conduct the business of the Association.

Section 5 Any Voting Member in attendance at an official Membership Meeting may vote.

Section 6 Robert’s Rules of Order, Revised, shall govern the conduct of a Membership Meeting, the Annual Membership Meeting/Delegate Assembly, the Executive Committee, and all other committees and sub-committees established by the Association.

ARTICLE VI

Officers

Section 1 The officers of the Association shall be President, President-Elect, and Immediate Past President, all of whom shall be Voting Members of the Association.

Section 2 The President shall serve as chair of the Annual Membership Meeting/Delegate Assembly, serve as chair of the Executive Committee, appoint members to and fill vacancies on all Association committees, perform all such duties as customarily pertain to the office, and perform other duties as may be assigned or requested by the Executive Committee.

Section 3 The President-elect shall serve as Vice-President, and serve on the Ways and Means Committee.

Section 4 All officers shall serve as Voting Members of the Executive Committee.

Section 5 The term of office for all officers shall be one (1) year.

ARTICLE VII

Executive Committee

Section 1 The Executive Committee shall consist of the President, the President-Elect, the President-Elect Designate, the Immediate Past President and one (1) representative from the intermediate educational service agencies, the higher education institutions, the rural school administrators, the rural school teachers, the rural school board members, the state education agencies, the state affiliate organizations, and the members-at large.

Section 2 All members of the Executive Committee shall be Voting Members of the Association.

Section 3 The President, President-Elect and Immediate Past President shall each serve a one (1) year term of office on the Executive Committee and all other members of the Executive Committee shall be elected for terms of three (3) years as provided for in Article VIII of the Association Bylaws.

Section 4 Ex-officio members of the Executive Committee shall be appointed by and serve at the discretion of the Executive Committee. Ex-officio members shall not have the right to vote at Executive Committee meetings. Ex-officio members of the Executive Committee shall be Voting Members of the Association.

Section 5 The Executive Committee may transact Association business in the interim of official NREA meetings by e-mail or a mail ballot. Seven (7) days shall be allowed for discussion of the issue prior to an e-mail or a mail ballot. A majority vote of the Executive Committee shall be required for approval of an action proposed by e-mail or a mail ballot. The Executive Committee shall vote at the next meeting of the Executive Committee to ratify an action taken by the Executive Committee by an e-mail or a mail ballot.

Section 6 The Executive Committee shall manage the affairs of the Association through the development and supervision of administrative procedures and policies.

Section 7 The Executive Committee shall recommend Association Bylaw changes to the Delegate Assembly.

Section 8 The Executive Committee shall direct that a proposed budget be prepared annually by the Executive Director in cooperation with the NREA Ways and Means Committee. Said budget shall be submitted to the Executive Committee for adoption not less than ninety (90) days prior to the start of the next fiscal year. The Executive Committee shall adopt a budget not less than thirty (30) days prior to the start of the next fiscal year.

Section 9 The Executive Committee shall be the ad interim council for the Delegate Assembly with power to represent and act for the Delegate Assembly between sessions of that body.

ARTICLE VIII

Nominations and Elections

Section 1 Candidates for all elected Association positions shall be nominated at the Annual Membership Meeting/Delegate Assembly by a Voting Member or by the Nominations and Elections Committee.

Section 2 Any Voting Member may nominate candidates for President-Elect or positions on the NREA Executive Committee by submitting a nominations form to the Nominations and Elections Committee. The Nominations and Elections Committee shall prepare a slate of candidates to be presented to the Executive Committee, the Voting Members, and the Annual Membership Meeting/Delegate Assembly.

Section 3 The Nominations and Elections Committee shall verify all nominees have given permission to have their names submitted for election.

Section 4 All nominees shall be Voting Members.

Section 5 The Nominations and Elections Committee shall solicit, prepare, and distribute a resume of professional activities for each nominee.

Section 6 Nominations for any Association position subject to election in any given year may be made from the floor at the Annual Membership Meeting/Delegate Assembly by any Voting Member. Any Voting Member nominated from the floor at the Annual Membership Meeting/Delegate Assembly shall have given written permission to be nominated to the chair of the Nominations and Elections Committee or designee prior to being nominated from the floor.

Section 7 In the event only one (1) candidate is nominated for an Association position, that candidate shall be declared elected by acclamation effective at the close of the Annual Membership Meeting/Delegate Assembly and shall be seated at the next Executive Committee Meeting.

Section 8 The President-Elect shall be elected by the Voting Members by first class mail ballot. Ballots shall be mailed not earlier than thirty (30) days and not later than ninety (90) days after the close of the Annual Membership Meeting/Delegate Assembly. Ballots must specify the post-marked date by which ballots must be returned.

Section 9 Immediately following the deadline for the receipt of ballots for the position of President-Elect, the Nominations and Elections Committee shall meet to count the ballots and to declare the winning candidate. The candidate receiving a plurality of votes cast shall be elected President-Elect. All candidates shall be notified of the election results within twenty-four (24) hours.

Section 10 The time lapse between mailing ballots for the President-Elect position and the announcement of the election results shall not exceed forty-five (45) days.

Section 11 The President-Elect Designate shall serve as a voting member of the Executive Committee.

Section 12 The term of office for the President-Elect shall begin at the conclusion of the next annual conference following the election. The candidate elected to the position of President-Elect shall serve one (1) year as President-Elect, one (1) year as President, and one (1) year as Immediate Past President.

Section 13 Executive Committee members shall be elected by mail ballot to three (3) year terms of office. Those terms shall begin immediately upon official declaration of the election results, shall continue through three (3) successive annual conferences, and shall terminate when a successor has been elected in accordance to Association Bylaws.

Section 14 The election of Executive Committee members shall be scheduled to elect no fewer than two (2) Executive Committee members in any year. The election of Executive Committee members shall be conducted according to the following rotation.

Election 1

President-elect
Member at Large Representative
Classroom Teacher Representative
State Affiliate Representative


Election 2

President-elect
State Education Agency Representative
Higher Education Representative

Election 3

President-elect
Board of Education Representative
School Administrator Representative
Educational Service Agency Representative

Section 15 The Executive Committee members shall be elected by the Voting Members by first class mail ballot. Ballots shall be mailed not earlier than thirty (30) days and not later than ninety (90) days after the close of the Annual Membership Meeting/Delegate Assembly. Ballots must specify the post-marked date by which ballots must be returned.

Section 16 Immediately following the deadline for the receipt of ballots for the Executive Committee members, the Nominations and Elections Committee shall meet to count the ballots and to declare the winning candidates for the Executive Committee positions. The candidate receiving a plurality of votes cast shall be elected. All candidates shall be notified of the election results within twenty-four (24) hours.

Section 17 The time lapse between mailing ballots for the Executive Committee positions and the announcement of the election results shall not exceed
forty-five (45) days.

ARTICLE IX

Vacancies

Section 1 A vacancy in the office of President shall be filled by the President-Elect, whose term of office as President shall be for the unexpired term of his/her predecessor, plus one (1) year.

Section 2 If there is no President-Elect, a vacancy in the office of President shall be filled by a member of the Executive Committee who has been elected by a majority vote of the Executive Committee. Any person so elected shall serve the unexpired term of office of the predecessor in the office.

Section 3 All other vacancies on the Executive Committee shall be filled by Voting Members elected by a majority vote of the Executive Committee. Any person so elected shall serve the unexpired term of office of the person who was the predecessor in the office, unless elected to a subsequent term of office.

ARTICLE X

Executive Director

Section 1 The Association shall employ an Executive Director. The Executive Director shall be appointed by the Executive Committee according to an application, screening, and selection process developed by the Executive Committee and according to Association Bylaws and policies.

Section 2 The Executive Director shall serve as the chief executive officer of the Association, shall serve as the secretary-treasurer of the Association, and shall assume all duties and responsibilities normally associated with the position as defined by Association Bylaws and policies.

Section 3 The Executive Committee shall review the performance of the Executive Director annually and add specific duties to the Executive Director’s job description when required.

Section 4 The Executive Director shall be delegated all the powers, duties, and responsibilities of a secretary-treasurer of a corporation as defined by statutes in the state in which the Association is incorporated.

ARTICLE XI

Committees

Section 1 The Executive Committee shall establish and/or dissolve all Association committees.

Section 2 The President shall make all initial and subsequent appointments to all Association committees and shall fill vacancies as they occur.

Section 3 No committee may be authorized for purposes which are in furtherance of any activity prohibited by the laws concerning tax exemption or charitable and educational organizations.

Section 4 Association committees shall present periodic reports and recommendations as prescribed by the Executive Committee and the Delegate Assembly and at such other times as deemed appropriate and necessary by the committee.

ARTICLE XII

Delegate Assembly

Section 1 The Delegate Assembly shall consist of delegates and alternates from each state. An alternate may be selected for each delegate in case the delegate is absent from the Delegate Assembly. States that are recognized as State Affiliates shall have three (3) to eight (8) delegates. States that are not recognized as State Affiliates shall have one (1), but no more than two (2), delegates. Delegates representing a recognized State Affiliate shall be appointed by the State Affiliate organization as prescribed by the following schedule.

Section 2 Delegates and alternates shall be Voting Members of the Association.

Section 3 A state must have a minimum of fifteen (15) Voting Members to be eligible to be recognized as a State Affiliate.

Section 4 A state with fewer than fifteen (15) Voting Members shall be entitled to one (1) delegate.

Section 5 A state, that is not a recognized State Affiliate, with more than fifteen (15) Voting Members shall be entitled to two delegates.

Section 6 The number of delegates shall be allotted to each State Affiliate according to the number of Voting Members in each State Affiliate as of June 30, of each year.

MEMEBERS DELEGATES
15 3
16-50 4
51-100 5
101-200 6
201-400 7
401+ 8

Section 7 If a state is not a recognized State Affiliate, Voting Members from that state may be selected and approved as a delegate(s) from that state by the Executive Committee at their fall meeting from delegate applications submitted by Voting Members from each state. All NREA Members shall be notified by January 15, of each year, through first-class mail, of the opportunity to serve as a delegate through the application process. Delegate applications should be received in the NREA office by March 1, of each year, but may be received by the Delegate Assembly Credentials Committee until the Delegate Assembly is called to order.

Section 8 The Executive Director shall maintain a record of state delegate memberships. A current list of all delegates and alternates shall be prepared by the Executive Director annually and submitted to the Delegate Assembly Credentials Committee, with the report being forward to the Executive Committee and the Delegate Assembly.

Section 9 All Executive Committee members shall serve as delegates to the Delegate Assembly.

Section 10 All Past Presidents of NREA shall be delegates at large to the Delegate Assembly and shall retain delegate status as long as they are Voting Members and wish to participate.

Section 11 The President shall serve as chair of the Annual Membership Meeting/Delegate Assembly. In the absence of the President, the President-Elect shall assume the chair of the Annual Membership Meeting/Delegate Assembly.

Section 12 The Delegate Assembly shall meet annually.

Section 13 A quorum for the Delegate Assembly shall consist of the registered delegates present at the opening of the Delegate Assembly. A majority of the delegates voting shall constitute an official action by the Delegate Assembly.

Section 14 The Delegate Assembly shall serve as the governing body of the Association.

Section 15 An NREA delegate to the Delegate Assembly shall be appointed to each Association committee.

ARTICLE XIII

Relationships with Other Organizations

Section 1 The Association, by action of the Executive Committee, may cooperate with other organizations or agencies in a mutual association as long as such actions do not conflict with the Articles of Incorporation, Bylaws, and/or policies of the Association.

ARTICLE XIV

Amendments

Section 1 The Articles of Incorporation may be amended by an affirmative vote of two-thirds of the Voting Members voting on the referendum.

Section 2 Written notice of any meeting or election in which proposed amendments to the Articles of Incorporation are to be considered shall be given to the Voting Members. Such notice shall state the proposed amendments, the date, time, and place of any meeting or election and shall be delivered by mail to the Voting Members not less than thirty (30) days before the date of such meeting or election called for such purpose.

Section 3 Notice printed in an official publication of the Association shall constitute printed notice of a proposed amendment change to the Articles of Incorporation, provided the publication is sent to the Voting Members.

Section 4 The Association Bylaws may be amended by the Delegate Assembly upon an affirmative vote by a majority of the delegates assembled.

Section 5 Written notice of any meeting or election in which proposed amendments to the Association Bylaws are to be considered shall be given to all Delegate Assembly delegates. Such notice shall state the proposed amendments and the date, time, and place of any meeting or election and shall be delivered by mail to each Delegate Assembly delegate not less than thirty (30) days before the date of such meeting or election called for such purpose.
Approved by the NREA Delegate Assembly on October 24, 2006, in
Kansas City, Missouri.