BYLAWS
Bylaws for the regulation of
NATIONAL ASSOCIATION OF INSTITUTIONS
FOR MILITARY EDUCATION SERVICES
(NAIMES)
Revised December 2004
ARTICLE 1
OFFICES
Section 1. The principal office for the transaction of the business of NAIMES shall be housed at the campus at which the President of NAIMES is employed. The President has full power and authority to change said principal office from one location to another.
ARTICLE II
THE MEMBERS
Section 1. Membership in this organization shall be by invitation. Those institutions considered for membership shall be institutions of higher learning having regional accreditation, who are interested in education for military personnel at locations other than on their respective campuses, who have entered into a Memorandum of Understanding (MOU) or contracts with one or more military installations and have been approved for membership by a majority vote of the member institutions.
Section 2. Only institutional membership shall be issued.
Types of
Membership
Full membership shall be issued to those institutions meeting all requirements set forth in Section 1.
Section 3. Each member institution’s vote shall count as one vote.
Voting An appropriate official of each institution will designate the institution’s voting representative (called the Representative). If the Representative is unable to attend a meeting, the Representative, or other appropriate official of the institution, may designate a substitute representative. Such designation must be in writing.
Section 4.
Election to An institution shall have been elected to membership by an affirmative
Membership vote of a majority of the membership. Applications must be forwarded by
letter from the CEO of the institution and will include materials fully descriptive of the programs conducted for military personnel off campus. Applications will be acted upon at regular or special meetings. Membership dues shall be due the next year following acceptance.
Section 5.
Representative Each member institution will designate a representative. All communication will be directed to the Representative.
ARTICLE III
FORFEITURE OF MEMBERSHIP
Section 1. An institution may have its membership forfeited if its dues are not paid
Nonpayment each year by June 30.
of dues
.
Section 2 Any institution may be removed from membership by a two-thirds vote
Removal for conduct, policies, or procedures deemed detrimental to this
For conduct organization, or to the maintenance or furtherance of military education. Such institution shall first have been served with a written notice of the complaint against the member at least 30 days prior to a proposal for removal, thus providing the institution an opportunity to produce witnesses and evidence, if any and to be heard by the Representatives taking the vote. A complaint may be submitted to the President by any member. A ballot to remove from membership may be mailed to the membership.
ARTICLE IV
FISCAL YEAR
The fiscal year of this organization shall be the same as the calendar year.
ARTICLE V
DUES
Section 1. The annual dues for each member institution shall be set by the membership.
Section 2. Statements for dues for the year shall be mailed by the Treasurer during
Billing the month of January. Those members who have not paid their dues by
Procedure April 30th shall be notified of the delinquency by the Treasurer.
Section 3.
Assessments Increases in membership dues shall be made at the discretion of the general membership.
ARTICLE VI
MEETINGS OF MEMBERSHIP
Section 1. The regular meetings of the membership of this organization shall be held
Regular Meetings at times and places designated by the membership. Special meetings may be called by the President. Regular meetings may be attended by individuals invited by the membership.
Section 2. Executive sessions may be called by the presiding officer in connection
Executive with regular or special meetings. Only the Representatives, (one per
Sessions institution) will attend these meetings.
Section 3. Special meetings of the membership of NAIMES may be called by the
Special Meetings President provided that the Representatives are notified as to the date and place and reason for call of such special meetings.
Section 4. At special meetings no business may be transacted other than that for
Limitation on which the special meeting was called.
Special meetings
Section 5. A quorum is a simple majority of the membership.
Quorum At all meetings of the membership of this organization a simple majority vote of the quorum present and voting shall decide all issues except amendments to the Bylaws.
Section 6. The President or the Vice President shall preside at all regular or Special
Chairman meetings. In the absence of the President or Vice President, the Secretary will preside and when the President, Vice President and Secretary are absent, the duty falls to the Treasurer. Should all officers be absent at a given meeting, the remaining membership present shall elect a chairman pro temp to conduct the business of the meeting.
ARTICLE VII
OFFICERS
Section 1. The officers of this organization shall be a President, Vice President,
Officers Secretary and Treasurer.
Section 2. The membership of this organization is as stated in these Bylaws.
Membership
ARTICLE VIII
DUTIES AND POWERS
Section 1. Subject to limitation of Bylaws and to the duties of the elected officials, all
General powers shall be exercised by or under the authority of, and the affairs of the organization shall be controlled by the membership.
Section 2. Without prejudice to such general power, but subject to the same
Expressed limitations, it is hereby expressly declared that the membership shall have the following powers, to wit:
FIRST: To select and remove all agents and employees of the organization, prescribe such powers and duties for them as may not be inconsistent with the law and with these Bylaws, fix their compensation and require from them security for faithful service.
SECOND: To conduct, manage and control the affairs of the organization, and to make such rules and regulations therefore not inconsistent with law, with these Bylaws, as they deem best.
Section 3. When any member has been absent from any meetings an entry in the
Entry of Notice minutes to the effect that a notice has been duly given shall be conclusive and incontrovertible evidence that due notice of such meeting was given as required by the Bylaws of the organization.
ARTICLE IX
DUTIES OF OFFICERS
Section 1. The President shall be the executive head of the organization and, when
President present shall preside at all meetings of the membership. The president may appoint committees, and by virtue of the office, shall be a member ex-officio of all committees. By the first day of August each year the President shall have appointed the Chairman and members of the Nominations and Elections Committee. The President shall keep the membership fully informed of the affairs of the organization and shall consult with the membership when necessary, concerning the business of the organization and its activities.
Section 2. The Vice President shall have all duties assigned by the President and
Vice President acts as presiding officer in the Presidents absence. The Vice President
President Elect shall serve as President Elect and will succeed to the Presidency.
Section 3. The Secretary shall be charged with secretarial duties in connection with
Secretary the affairs of the organization, such duties to include the recording of minutes of the meetings and handling of correspondence. In addition, the Secretary shall perform such other duties as may be delegated or directed by the President provided that such duties are not in conflict with the provisions of these Bylaws.
Section 4. The Treasurer shall be charged with the custody of the funds of the
Treasurer organization and their proper disbursement under such rules as may be prescribed by the membership in conformity with these Bylaws. The Treasurer shall deposit all money received in the name of the organization in a federally insured financial institution. The Treasurer shall be the disbursing officer of the organization and shall keep all records and accounts of the finances of the organization. The Treasurer shall have the ability to receive monies for dues. No monies may be expended without the approval of the membership. The Treasurer shall produce the bank accounts and records for inspection or audit when called upon by the officers. Yearly, the Treasurer must see that a financial institution signature card contains the signature of the Treasurer plus the other three elected officers. At the termination of the Treasurer’s term of office, the Treasurer shall turn over to his/her successor, all funds, records, papers, books and documents and all other property of the organization which may have come into his/her possession or may have been compiled or created during his/her term of office. The written receipt of the incoming Treasurer of such documents and records shall constitute an audit of the previous Treasurer’s trusteeship.
ARTICLE X
NOMINATIONS AND ELECTIONS
Section 1. A Nominations and Elections Committee shall present a slate of nominees
Committee for each elected office. Any member may make nominations to the Nominations and Elections Committee. No member may be a candidate for more than one office and the nominee must consent to be a candidate.
Section 2. Officers shall be elected at the regular meeting held nearest the end of the
Elections calendar year. Nominations may be made from the floor.
Section 3. The President and Vice-President shall serve two year terms. The
Period of Service Secretary and Treasurer shall each serve a one year term.
Section 4. All officers and committee members, at the expiration of their terms of
Transfer of office or appointment shall turn over to their successors, all records and
Records properties of the organization that may be in their possession.
Section 5. Any officer may be removed by a vote of a majority of the membership of
Removal and the organization, provided that notice of intention to move for the
Resignation removal of one or more officers of the organization shall have been delivered to the Secretary, and to the officer or officers to be named in the motion, of at least thirty days prior to a regular meeting of the membership of the organization, at which meeting said motion will be made. Whereupon the Secretary will include a statement in the notice of said regular meeting, to the effect that a motion will be made for the removal of an officer or officers of the organization at said meeting. Any officer may resign at any time by giving written notice to the President or Secretary of the organization. Any such resignation shall take effect at the date of the receipt of such notice, or at any later time specified thereon. The acceptance of such resignation shall not be necessary to make it effective.
Section 6. A vacancy in any office shall be filled by appointment by the President.
Vacancies
ARTICLE XI
COMMITTEES
Section 1. The President, upon the advice of the membership, shall appoint the
Standing following Standing Committees:
Committees 1) A Nominations and Elections Committee whose duties are provided in Article X, Section 1 of these Bylaws. Said committee to be comprised of no less than three (3) members not currently seated as officers.
2) An Institutional Review Committee comprised of three (3) members, who are not current NAIMES officers, whose duties are to review credentials of institutions invited to membership, and to notify the Executive Committee of disposition.
Section 2. Membership of special or standing committees will be appointed by the
Special President as may be needed or as may be directed by the membership.
Committees
Section 3 Any member of a committee may be removed at the discretion of the Removal President except committee members appointed by the membership.
Section 4. A majority of each committee shall constitute a quorum thereof.
Quorum
Section 5. Activities of committees shall not be inconsistent in their purposes with Activities the objectives of this organization.
Section 6. Special Task Forces may be appointed by the President to augment Special Task committees.
Forces
ARTICLE XII
AFFILIATION
Section 1. This organization may affiliate with other organizations whose objectives
Affiliation shall be consistent with those of this organization, provided that two-thirds majority of the members vote to concur in the proposed affiliation and accept the conditions of affiliation with other organizations, and the President shall present such terms and conditions by written resolution to a regular meeting of the membership of this organization for final approval by the membership.
Section 2. Politics, whether national, state or local shall not be discussed at
Prohibited membership meetings as part of the planned program.
Functions
Section 3. Roberts Rules of Order, Revised, shall govern the proceedings of this
Rules of Order organization when not inconsistent with these Bylaws
ARTICLE XIII
AMENDMENTS
Section 1. These Bylaws may be amended at any regular meeting of the membership
Regular Meetings of this organization by two-thirds majority of the membership.
Section 2. All proposed amendments to these Bylaws shall be referred to the President; he/she will see that the proposed amendments are mailed to the representatives at least thirty (30) days prior to being voted on by the membership of the organization.
REVISED
BYLAWS
of the
NATIONAL ASSOCIATION OF INSTITUTIONS
FOR MILITARY EDUCATION SERVICES
(NAIMES)
Adopted by the NAIMES membership at its business meeting,