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BY-LAWS OF NH CHIEFS OF POLICE SECRETARIES ASSOCIATION ARTICLE I – MEMBERSHIP Section 1 Any secretary or other administrative support personnel to a chief law enforcement official within the State of New Hampshire shall be eligible for membership in one of the following designated categories: CHARTER MEMBER Any secretary or other administrative support personnel to a chief law enforcement official within the State of New Hampshire who joins the association during 1993, it year of organization. ACTIVE MEMBER Any secretary or other administrative support personnel to a chief law enforcement official within the State of New Hampshire who joins the association in years subsequent to 1993. ASSOCIATE MEMBER Any retired secretary or other administrative support personnel to a chief law enforcement official within the State of New Hampshire not already a member in good standing, and any secretary or other administrative support personnel in a law enforcement community (i.e., detective, prosecutorial, etc.), may become an associate member by a 2/3 vote of attending members. Associate members shall have voting privileges. Associate members shall have all other rights as other members except for serving on the Executive Board. LIFETIME MEMBER Any association member retiring from his/her secretarial or other administrative support personnel position in good standing will be awarded a lifetime membership and receive all benefits of the NH Chiefs of Police Secretaries Association. Lifetime members shall be exempt from paying dues and will have no vote nor be eligible to hold office. To be considered an "active" lifetime member, dues must be paid on a yearly basis in order to have all the rights and privileges of an active member. Section 2 Any newly employed secretary or other administrative support personnel to a chief law enforcement official within the State of New Hampshire is eligible to become a candidate for membership in the association, but is under no obligation to become a member. Section 3 Any member of the association may terminate said membership at any time, upon written notice to the President. Any dues paid into the association by the terminating member shall remain the property of the association. Upon terminating membership, a period of six (6) months will be required before reinstatement can take place. Section 4 Any charter or active member of this association shall be entitled to vote and hold office subject to the provisions of Article VII, Dues. Section 5 To amend the By-Laws, a quorum shall consist of the representation in person of 20 members at any meeting. To vote on other matters, a quorum shall consist of the majority of the responses received. ARTICLE II – OFFICERS AND DUTIES Section 1 The officers of the association shall be President, Vice President, Secretary, Treasurer, Deputy Treasurer and the past President (if the past president is no longer a member it shall be the prior president to the past president.) PRESIDENT The President shall preside over all meetings of the association. She/he shall, with the assistance of the other officers, be responsible for all press releases or any other dealings with the news media. She/he will make sure that, in cases of special meetings, all members are notified in advance of same. She/he shall prepare and make available an agenda of business to be conducted at the meetings at least two (2) weeks prior to the meeting. She/he shall prepare and sign, with the assistance of other association officers, all correspondence related to the association. She/he shall have the authority to nominate committee members for special duties and projects as required. The president shall, upon assuming office, appoint the following named Officers of the Association to the Executive Board in this order: President, Vice President, Secretary, Treasurer, Deputy Treasurer and the immediate past President. Any President shall be an Active Member of the Executive Board for a period of at least three (3) months immediately following her/his termination of office as President, and may participate up to two (2) years, with the right to vote at said meetings, provided she/he is a Charter or Active Member as defined in Article I, Section 1 of the By-Laws of this Association. VICE PRESIDENT The Vice President shall, in the absence of the President or her/his inability to act, assume her/his duties as necessary. She/he shall assist the President as the need arises. The chain-of-command will be followed in cases of absences. The Vice President shall act as the Parliamentarian. The Vice President shall act as a contact person for matters concerning Friendship duties which shall be to notify members of any special occasion, illness or distress among members and to send cards, etc., on behalf of the association. PARLIAMENTARIAN The Parliamentarian shall serve as advisor to the President on correct parliamentary procedures according to Robert’s Rules of Order. SECRETARY The Secretary shall give notice of meetings to the regular members. She/he shall take minutes of all meetings and preserve all papers, communications and transactions for the association. The Secretary, at the request of the President, will be responsible for sending notices relative to the association. She/he shall be empowered to seek additional assistance whenever necessary. She/he shall conduct the business of the association when the President and Vice President are not available. TREASURER The Treasurer shall collect all funds due the association and shall have the care and custody of these funds and shall deposit same in a safe depository. She/he shall keep proper book accounts, showing the funds received and disposition of such funds. She/he shall be responsible for paying all bills. She/he shall make a report at each meeting or whenever requested to do so by the President. She/he shall conduct the business of the association when the President, Vice President and Secretary are not available. She/he is empowered to seek assistance within the association as needed. DEPUTY TREASURER The Deputy Treasurer shall, in the absence of the Treasurer or her/his inability to act, assume her/his duties as necessary. She/he shall assist the Treasurer as the need arises. The chain-of-command will be followed in cases of absences. PAST PRESIDENT The Past President shall act as a traditional advisor to the Executive Board until the next president is elected. If the Past President is no longer in the association the Prior Past President will act as the traditional advisor. In the absence of the Secretary and/or Treasurer, Deputy Treasurer, the President shall assume their responsibilities. EXECUTIVE BOARD There shall be an Executive Board in the association consisting of six members who shall be appointed by the President of this association as provided by these By-Laws. All vacancies shall be filled by the President. The duties of the Executive Board shall be designated to them by the By-Laws of this association and they shall have full power and authority to conduct the business of this association during the intervals between meetings, but shall not have the power to change the By-Laws or Constitution of this association. The Executive Board shall review the By-Laws annually and shall make recommendations for any changes as required. ARTICLE III – COMMITTEES Section 1 The following standing committees shall consist of three (3) or more association members: Membership/Nominating, Training, Positive Promotions/Fundraising, Handbook and Banquet. ARTICLE IV – DUTIES OF STANDING COMMITTEES Section 1 Membership/Nominating: The duties of the Membership/Nominating Committee shall be to increase the membership of the association and to present its slate of officers to the members of the association at the annual fall meeting and shall be dismissed of its duties upon the election of officers at the winter meeting. Challenging nominations may be made from the floor. Section 2 Training: The duties of the Training Committee shall be to provide interesting programs for each regular meeting and to handle arrangements for NHCOPSA – sponsored workshops and seminars. Section 3 Positive Promotions/Fundraising: The duties of the Positive Promotions/Fundraising Committee shall be to furnish data to the newspapers, with the President’s approval, so that functions of the association shall be properly publicized; to arrange NHCOPSA participation in charitable activities; and to furnish association members with opportunities to purchase various items bearing the NHCOPSA logo. **See Positive Promotions/Fundraising Policy** Section 4 Handbook: The duties of the Handbook Committee shall be to compile a handbook for all members to have. The handbook may contain By-Laws, statement of purpose, professional ethics, as well as directory of membership and a form for membership application. Section 5 Banquet: The duties of the Banquet Committee shall be to plan and coordinate the annual banquet. Section 6 The president shall appoint such additional committees as the membership chooses. ARTICLE V – ELECTION PROCEDURES Section 1 Nominations for the association officers of President and Vice President shall be heard at the fall meeting and elected at the winter meeting. The President shall receive all nominations from the Nominating Committee and the floor. Only active or active lifetime members of the association shall be nominated. However, if during her/his term of office, a member retires on ordinary or disability pension, she/he shall be eligible to complete the term of office to which she/he was duly elected. Nominations for the association officers of Secretary and Treasurer, Deputy Treasurer shall be accepted at the following meeting upon resignation of the current incumbents. The President may activate the Membership/Nominating Committee when the position of Secretary or Treasurer, Deputy Treasurer becomes vacant. Nominations shall be made from the roster of Charter, Active, and Active Lifetime members in good standing. Section 2 The President and Vice President shall be elected for a term not to exceed two (2) years. The Secretary and Treasurer, Deputy Treasurer shall be elected for an indefinite term. Section 3 The President and Vice President shall not run for more than two (2) consecutive terms for the same office. The Secretary and Treasurer, Deputy Treasurer shall serve indefinite consecutive terms until their resignations from their positions. Section 4 The President and Vice President will be elected at the winter meeting and shall be installed at the following meeting. The President and Vice President shall serve for two (2) years or until their successors are elected. The Secretary and Treasurer, Deputy Treasurer shall serve until their successors are elected. Section 5 All officers must have worked as a Secretary to a Chief Law Enforcement Official within the State of New Hampshire for at least one (1) year to be eligible to hold an elected office. Section 6 Any voting activity involving personalities shall be done by secret ballot. The President and the Secretary shall count the ballots and report the election results to the association members present immediately. Section 7 Upon the resignation of an officer of the association, an election shall be held at the next regularly scheduled meeting to replace said officer for the remainder of her/his term. ARTICLE VI – MEETINGS Section 1 There shall be a minimum of six (6) regular meeting per year. Three of those meetings will be considered Work Sessions. ARTICLE VII – DUES Section 1 Dues may be assessed by the members and amount shall be determined by the membership at the spring meeting or as is necessary for the welfare of the association, provided a quorum is present when the vote takes place. Section 2 Payment of dues is essential to maintaining a status of "member in good standing." Dues will be payable within thirty (30) days of the date of assessment. In cases where members cannot comply with payment within the prescribed time, the member shall notify the Treasurer or Deputy Treasurer. Section 3 The fiscal year of this association shall run from January 1ST to December 31ST of each year. ARTICLE VIII – CODE OF CONDUCT Section 1 Every member shall conduct herself/himself in a manner which would bring credit to herself/himself, her/his respective Department or Agency, and the association at all times. Any conviction for a crime, conduct which would constitute a crime although not prosecuted, publicly making defamatory remarks about the New Hampshire Chiefs of Police Secretaries Association (NHCOPSA) , or any other conduct that may bring discredit upon the association may result in revocation or suspension of association membership or any other sanction as may be ordered by a majority vote of the Executive Board at any duly constituted association meeting. All such action of the Executive Board shall be final. ARTICLE IX – CONTRACTS, LOANS, CHECKS AND DEPOSITS (in accordance with the NH Attorney General’s Office) Section 1 Contracts: The Executive Board may authorize any agent or agents to enter into any contract or execute and deliver any instrument in the name and/or on behalf of the association, and such authority may be general or confined to specific instances. Section 2 Loans: No loans shall be contracted on behalf of the association and no evidences of indebtedness shall be issued in its name unless authorized by a resolution of the Executive Board. Such authority may be general or confined to specific instances. Section 3 Checks, Drafts, etc.: All checks, drafts or other orders for the payment of money, notes, or other evidences of indebtedness issued in the name of the association, shall be signed by such officer or officers, agent or agents of the association and in such manner as shall from time to time be determined by resolution of the Executive Board. Section 4 Deposits: All funds of the association not otherwise employed, shall be deposited from time to time to the credit of the association in such banks, trust companies, or other depositories as the Executive Board may select. ARTICLE X – AMENDMENTS Amendments or revisions to this Constitution and By-Laws may be made at any regular meeting of the association, provided there is a quorum as described in Article I, Section 5 and provided the amendment or revision was submitted in writing at the previous meeting and is included in the minutes of that meeting. However, in no event, may any amendments be made which would affect the association’s qualification as a tax-exempt organization pursuant to Section 501 (c) (3) (see attached index) of the Code or corresponding section of any future federal tax code. ARTICLE XI – LIMITATION OF LIABILITY Unless otherwise expressly authorized by the Executive Board, officers shall serve without compensation and, pursuant to Section 508:16 of NH RSA (see attached index), shall not be liable for bodily injury, personal injury and property damage if the claim for such damages arises from an act committed in good faith and without willful or wanton negligence in the course of an activity carried on to accomplish the purposes of the association. The directors and officers of the association shall not be liable to the corporation or to its shareholders for monetary damages for breach of their fiduciary duties to the full extent permitted by NH RSA Chapter 292. ARTICLE XII – INDEMNIFICATION The association shall indemnify and hold its directors and officers harmless from and against all suits, claims, injuries, or damages asserted against them, so long as the director or officer to be indemnified has acted in bad faith or engaged in intentional misconduct, knowing violation of the law or derived an improper personal benefit. Unless otherwise expressly authorized by the Board, the directors and officers shall serve without compensation and, pursuant to Section 508:16 of NH RSA (see attached index), shall not be liable for bodily injury, personal injury and property damage if the claim for such damages arises from an act committed in good faith and without willful or wanton negligence in the course of an activity carried on to accomplish the purposes of this association. ARTICLE XIII – PARLIAMENTARY PROCEDURE Robert’s Rules of Order shall govern the association in all cases to which they are applicable, and in which they are not inconsistent with the By-Laws of this association. The Parliamentarian shall be provided with a copy of Robert’s Rules of Order. ARTICLE XIV – ORDER OF BUSINESS Call to order Introduction of new members, current members Training Lunch Re-call to order Acceptance of the minutes of previous meeting and action thereon Reports of the Treasurer, Deputy Treasurer and action thereon Reports of the Standing Committees Unfinished Business New Business Adjournment
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