By law summary

Information Technology Thought Leaders

By-Law Chart Summary

of

Current By-Laws and

1997 Proposed By-Law Changes

Chart Summary of Current and Proposed By-Laws

Format of Document:

· Italicized words and phrases highlight changes between current and proposed By-Laws.

· Each proposed By-Law change is denoted with a Change Number (Change #). This number is for reference purposes only, and not part of proposed By-Law change.

· Shaded areas, as shown below, contain notes on current or proposed By-Laws. The comments in these areas are for clarity purposes only, and are not part of the proposed By-Law changes.

******Notes******

Index of Proposed By-Law Submissions:

Proposed By-Laws Submission Dates

Proposed By-Laws’ Change #s

Proposed By-Laws Submitted By:

April 01, 1997 1 - 38 Rudy Duke

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Change #

CurrentBy-Law #

Current By-Law ProposedBy-Law

#

Proposed By-Law

ARTICLE 2. OBJECTIVE ARTICLE 2. OBJECTIVE AND BUSINESS AREAS1. Article 2 (Current By-Laws do not have sections in Article 2)

The objective of the Association is to accumulate a pool of data processing knowledge and business expertise with the intention of utilizing these resources to:1. Strengthen the expertise of minority members of the

data processing community;2. Offer this expertise to those minorities evaluating data

processing for future career/business potential;3. Broaden the data processing knowledge of the

minority community as a whole; 4. Participate in all activities directly related thereto.

Article 2Section 1

SECTION 1. OBJECTIVEThe objective of the Association is to accumulate a pool of Information Technology knowledge and business expertise with the intention of utilizing these resources to:

1. Strengthen the expertise of minority members of the Information Technology community;

2. Offer this expertise to those minorities evaluating Information Technology for future career/business potential;

3. Broaden the Information Technology knowledge of the minority community as a whole;

4. Participate in all activities directly related thereto.

2. ********************Notes******************

Does not exist in current By-Laws.

Article 2Section 2

SECTION 2. BUSINESS AREASThe objective of the Association will be carried out through five (5) business areas:

5. Business Management6. Membership Management7. Finance8. Member Services9. Strategy & Planning

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CurrentBy-Law #

Current By-Law ProposedBy-Law #

Proposed By-Law

ARTICLE 3. MEMBERSHIP ARTICLE 3. MEMBERSHIP3. Article 3

Section 1Shall be comprised of individuals and officially chartered local chapters within the United States or in other countries which have accepted the By-Laws as set forth in this document.

Article 3Section 1

Shall be comprised of individuals and officially chartered local chapters within the United States or in other countries which have accepted the By-Laws as set forth in this document and are financially current. Individual membership classifications are:1. Full Member - Information Technology professional or a

person who has and interest in the profession that has paid full membership dues and is affiliated with a local chapter of the Association.

2. Student Member - Full time registered student at an accredited educational institution who paid the student membership dues rate, which is less than the full membership dues.

4. Article 3Section 3.2

Application for a Local Chapter Charter shall be submitted by the prospective Local Chapter to the Membership Director according to policy determined by the Executive Committee and approved by the Board of Directors

Article 3Section 3.2

Application for a Local Chapter Charter shall be submitted by the prospective Local Chapter to the National Office according to policy determined by the Executive Committee and approved by the Board of Directors.


Shall occur as a result of dues delinquency or conduct deemed by The Board to be detrimental to the best interests of the Association.


Shall occur as a result of dues delinquency or conduct deemed by the Board of Directors to be detrimental to the best interests of the Association

ARTICLE 4. OFFICERS OF THE ASSOCIATION ARTICLE 4. OFFICERS OF THE ASSOCIATION6. Article 4 SECTION 1. EXECUTIVE OFFICERS Article 4 SECTION 1 EXECUTIVE OFFICERS - ELECTED

AND APPOINTED

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Proposed By-Law

7. Article 4Section 1

1. Shall consist of the President, Vice President, Recording Secretary, Corresponding Secretary, Treasurer, Executive Director and Founder(s).

2. Shall except for the Executive Director and Founder(s), be elected in accordance with provisions of Article 7, Section 3.

3. All Executive Officers, except the Founder(s), must be bonded.

Article 4Section 1

1. Shall consist of the elected officers President, President Elect, Vice President of Finance, and be elected in accordance with provisions of Article 7, Section 3.

2. Shall consist of the appointed officers Vice President of Membership Management, Vice President of Member Services, Vice President of Strategy and Planning and be appointed in accordance with provisions of Article 8, Section 3.

3. Shall consist of the Founder.4. Shall consist of the Immediate Past President.5. All Executive Officers, except the Founder(s), must

be bonded.

8. Article 4 Section 2

4. Shall be defined as two years running concurrently with the fiscal year which begins at least two (2) months after the date of the National Meeting.

5. Shall be limited to two (2) consecutive elective terms of office as President.

6. Shall be limited to two (2) consecutive elective terms as Vice President.

7. The term of office for the Founder(s) shall be the natural life of the Founder(s).

8. The term of office for the Executive Director shall be terminated by resignation of the current Executive Director or majority vote by the Board of Directors.

Article 4 Section 2

6. Shall be defined as two years running concurrently with the fiscal year which begins at least two (2) months after the date of the National Meeting.

7. The President shall serve for one term. 8. The President Elect will serve as President in the

term of office following the completion of their full term of office as President Elect.

9. The President will serve as Immediate Past President in the term of office following the completion of their full term of office as President.

10. The term of office for the Founder(s) shall be the natural life of the Founder(s).

9. ******************Notes*******************


Article 4Section 3.1Item vii

Ensure National strategic plan is updated and followed as approved by the Board of Directors.

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Change #

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Proposed By-Law


The Vice President shall:

1. Serve as President in the absence of the President.2. Fulfill the duties of Assistant Treasurer of the

Association.3. Coordinate the activities of the Association's ADHOC

Committees.


The President Elect shall:i. Serve as the Vice President of Business Management. ii. Serve as President in the absence of the President.iii. Fulfill the duties of Assistant Vice President of Finance of the Association. iv. Coordinate the activities of the Association's ADHOC Committees. v. Be responsible for determining when a quorum has been reached at all meetings of the Association.

11. Article 4 Section 3.3

The Recording Secretary shall:4. Be responsible for maintenance and reporting

accurate minutes of meetings of the Executive Committee and the Association.

5. Be responsible for determining when a quorum has been reached at all meetings of the Association.

6. Keep an official file of all correspondence and documents of the Association.

7. Sign official documents of the Association when requested to do so by the President.

**********************Notes***************

Position does not exist in proposed By-Laws. Administrative responsibilities are to be completed by the National Office staff. The proposed position of President Elect will assume the responsibilities for determining a quorum, sign official documents, and over see the completion of administrative tasks.


The Corresponding Secretary shall:8. Maintain a list of all officers and member chapters of

the Association.9. Notify all member chapters of scheduled meetings of

the Association.10. Conduct correspondence as directed by the President

or Executive Committee.11. Read significant correspondence of the Association at

meetings as directed by the President or the Executive Committee.

**********************Notes***************

Position does not exist in proposed By-Laws. Administrative responsibilities are to be completed by the National Office staff. The proposed position of President Elect will assume the responsibilities to over see the completion of administrative tasks.

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Change #

CurrentBy-Law #


Proposed By-Law


The Treasurer shall:1. Be responsible for maintaining complete financial

records of all monies received and distributed by the Association.

2. Issue periodic financial reports in writing as required by the Board of Directors and at National Meetings.

3. Determine which member chapters of the Association are financially current.

4. Oversee the collection of fees and dues. 5. Disburse funds as directed by the Executive

Committee.

Article 4 Section 3.3

3. The Vice President of Finance shall: i. Manage all activities of the Finance Business Area.ii. Be responsible for maintaining complete financial records of all monies received and distributed by the Association.iii. Issue periodic financial reports in writing as required by the Board of Directors and at National Meetings.iv. Determine which member chapters of the Association are financially current.v. Oversee the collection of fees and dues.vi. Disburse funds as directed by the Executive Committee.


The Executive Director shall:6. Be appointed by the President with the approval of

the Board of Directors.7. Be a non-voting member of the Executive

Committee and the Board of Directors.8. Be responsible for the administrative operation of the

Association as determined by the Board of Directors

**********************Notes***************Position does not exist in proposed By-Laws. The Executive Director’s responsibilities are part of the responsibilities of the President Elect in the proposed By-Laws. The President Elect manages all activities in the Business Management Area which contains administrative operations.


The Founder(s) shall at the discretion of the President:9. Advise the National President.10. Be an official spokesperson for the Association.11. Provide continuity of BDPA objectives and goals.


The Founder shall at the discretion of the President: i. Advise the National President.ii. Be an official spokesperson for the Association.

16. *********************Notes*****************Position does not exist in current By-Laws.


The Vice President of Membership Management shall manage all activities of the Membership Management Business Area.



The Vice President of Members Services shall manage all activities of the Membership Services Business Area



The Vice President of Strategy & Planning shall manage all activities of the Strategy & Planning Business Area

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Change #

CurrentBy-Law #


Proposed By-Law

19. *********************Notes*****************



The Immediate Past President shall at the discretion of the President: i. Advise the National President.ii. Maintain the articling of the Association’s history.iii. Provide continuity of BDPA strategies, objectives and goals.iiii.Serve as the Parlimentarian.

ARTICLE 5. BOARD OF DIRECTORS ARTICLE 5. BOARD OF DIRECTORS20. Article 5

Section 1.1The Executive Officers of the Association as defined in Article 6.1.1.


The Executive Officers of the Association as defined in Article 4, Section 1


The immediate past President of the Association. *******************Notes******************

Delete Article 5, Section 1.2 in current By-Laws, because item contained in proposed By-Law Article 4, Section 1.4.


The Presidents of the Chartered Chapters of the Association.


The Presidents of the Chartered Chapters of the Association


Two (2) outside Directors to be chosen by the existing Board of Directors to serve for a term of one (1) year.


Two (2) outside Directors to be chosen by the existing Board of Directors to serve for a term of one (1) year.


The Executive Director of the BDPA Education and Technology Foundation


The Executive Director of the BDPA Education and Technology Foundation

ARTICLE 6. COMMITTEES OF THE ASSOCIATION ARTICLE 6. COMMITTEES OF THE ASSOCIATION25. Article 6

Section 1.1Shall consist of the Executive Officers of the Association, as defined in Article 4, Section 1.1.


Shall consist of the Executive Officers of the Association, as defined in Article 4, Section 1.

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Change #

CurrentBy-Law #


Proposed By-Law


1. Shall consist of the following operational divisions:1. Administration2. Communication3. Conference4. Education5. Finance6. Marketing7. Membership

2. Shall operate according to the guidelines established by the Executive Committee as approved by the Board of Directors.

3. Shall have their Directors appointed by the President in accordance with Article 4, Section 3.1.4

*********************Notes****************Delete current By-Law Article 6 Section 2 because:

1. Proposed By-Laws replace operational divisions with Business Areas and they are identified in proposed By-Law Article 2 Section 2.

2. Operating guidelines/roles will be defined in Association’s Policies and Procedures.

3. Selections and appointments are in proposed By-Law Article 8.

ARTICLE 7. NOMINATIONS AND ELECTIONS ARTICLE 7. NOMINATIONS AND ELECTIONS27. Article 7

Section 1.1For the office of President and Vice President shall be restricted to full members of a chapter.

Article 7 Section 1.1

For the office of President, President Elect and Vice President of Finance shall be restricted to full members of a chapter.

*****************************Notes*************************Content of Article 8 in current By-Laws moved to Article 9 of proposed By-Laws.

ARTICLE 8. SELECTIONS AND APPOINTMENTS

28. ********************Notes******************


Article 8Section 1

SECTION 1. ELIGIBILITY1. For the office of Vice President of Membership

Management, Vice President of Member Services and Vice President of Strategy and Planning shall be restricted to full members of a chapter.

2. For all offices, shall be restricted to members who are financially solvent in a member chapter.

3. Shall be restricted to members who have the skills and qualifications for the positions

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Change #

CurrentBy-Law #


Proposed By-Law

29. ********************Notes******************


Article 8Section 2

SECTION 2 SELECTIONS1. Resumes and supporting information on qualified

candidates shall be received by the National Office at least 60 days prior to the Board of Director’s Meeting.

2. President will make recommendations to the Executive Committee for review and approval.

3. President will make recommendations to the Board of Directors for review and approval.

30. ********************Notes******************


Article 8Section 3

SECTION 3. APPOINTMENTS4. Shall be made by the Board of Directors at the Board

of Directors meeting by a two thirds (2/3) majority of the Board Members in attendance

5. ARTICLE 8. MEETINGS ARTICLE 9. MEETINGS31. Article 8

Section 1.4For all meetings:1. Shall be binding once declared2. Shall be declared by the Recording Secretary3. Shall, in absence of the Recording Secretary, be

declared by the Corresponding Secretary, President or the President’s delegate respectively.


For all meetings:1. Shall be binding once declared.2. Shall be declared by the President Elect.3. Shall, in the absence of the President Elect, be

declared by the President or the President's delegate respectively

4. ARTICLE 9. FISCAL AND FINANCIAL POLICIES

ARTICLE 10. FISCAL AND FINANCIAL POLICIES


Shall begin January 1 of each year and end December 3 1 of that year.

Article 10Section 1

Shall begin January 1 and end December 31 of each year.

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Change #

CurrentBy-Law #


Proposed By-Law


SECTION 2. FINANCIAL RESPONSIBILITIESThe Finance Committee shall be responsible for:1. Receiving and analyzing budget and revenue forecasts

from all operating committees of the Association.2. Balancing the budget and forecasting revenue through

negotiations of the Association, as necessary.3. Recommending a consolidated annual budget and

revenue forecast to the Board of Directors.4. Monitoring the receipt and disbursement of

Association funds to assure conformance with the budget approved by the Board of Directors.

5. Assisting in fund-raising activities of the Association. Providing financial reports, advice and counsel to the Association as required.

*******************Notes******************

Delete Article 9, Section 2- Defined in ETP and BAA as responsibilities of the proposed position of Vice President of Finance.

34. Article 9Section 3 6. All disbursements shall be signed on behalf of the

Association in such manner as shall from time to time be determined by the Executive Committee. In the absence of such determination by the Executive Committee all disbursements shall be signed by two of the following: President, Vice President, Treasurer or an appointed person.

7. All disbursements and financial commitments shah be made in accordance with policies established by the Board of Directors

Article 10Section 2

1. All disbursements shall be signed on behalf of the Association in such manner as shall from time to time be determined by the Executive Committee. In the absence of such determination by the Executive Committee all disbursements shall be signed by two of the following: President, President Elect, Vice President of Finance or a designated person approved by the Board of Directors.

2. All disbursements and financial commitments shall be made in accordance with polices established by the Board of Directors.

3. ARTICLE 10. AMENDMENT OF BY-LAWS ARTICLE 11. AMENDMENT OF BY-LAWS

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Change #

CurrentBy-Law #


Proposed By-Law


1. Shall be presented at a National Meeting as a resolution from the Board or by a designate.

2. Shall have been approved by a two-thirds majority of those present at a scheduled meeting of the Board, or of the membership of the presenting chapter.

3. Must be received by the Corresponding Secretary at least one hundred and twenty (120) days prior to a scheduled National Meeting in order to become an agenda item for said National Meeting.

4. Shall be adopted as an amendment to these By-Laws by a majority of the voting delegates present at a National Meeting.

Article 11 Section 1

1. Shall be presented at a National Meeting as a resolution from the Board of Directors or by a designate.

2. Shall have been approved by a two-thirds majority of those present at a scheduled meeting of the Board of Directors, or of the membership of the presenting chapter.

3. Must be received at the National Office at least one hundred and twenty (120) days prior to a scheduled National Meeting in order to become an agenda item for said National Meeting.

4. Shall be adopted as an amendment to these By-Laws by a majority of the voting delegates present at a National Meeting.

5. Must be submitted by a member of the Association.6. ARTICLE 11. PARLIAMENTARY

PROCEDURES ARTICLE 12. PARLIAMENTARY PROCEDURES

ARTICLE 12. FINANCIAL PROCEDURES ARTICLE 13. FINANCIAL PROCEDURES36. Article 12

Section 3Financial policies define the detailed nature of financial reports, record keeping and associated procedures. The Finance Committee is charged with developing and publicizing the policies. This includes defining the exact size of a reasonable period, the form and content of reports, and the development of manuals of instructions to facilitate executing the policies.

Article 13Section 3

Financial policies define the detailed nature of financial reports, record keeping and associated procedures. The Finance Business Area is charged with developing and publicizing the policies. This includes defining the exact size of a reasonable period, the form and content of reports, and the development of manuals of instructions to facilitate executing the policies.

ARTICLE 13. IDENMIFICATION ARTICLE 14. IDENMIFICATION

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Change #

CurrentBy-Law #


Proposed By-Law

37. Article 13 1. Shall allow BDPA the power to purchase and maintain insurance on behalf of any person who is or was an officer, director, employee or agent of BDPA.

2. Any such insurance shall be determined and approved by the BDPA Board.

Article 14 1. Shall allow the Association the power to purchase and maintain insurance on behalf of any person who is or was an officer, director, employee or agent of the Association.

2. Any such insurance shall be determined and approved by the Board of Directors.

3. ARTICLE 14. BDPA EDUCATION AND TECHNOLOGY FOUNDATION

ARTICLE 15. BDPA EDUCATION AND TECHNOLOGY FOUNDATION

38. Article 14 The Foundation is to integrate the fund raising activities of BDPA into a coherent whole. It shall acquire and invest funds to produce an endowment that will earn enough to provide the Association a secure financial basis for its activities.

Article 15 The Foundation is to integrate the fund raising activities of the Association into a coherent whole. It shall acquire and invest funds to produce an endowment that will earn enough to provide the Association a secure financial basis for its activities.

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