North American Canine Pest Inspectors By-Laws

Transcription

1 North American Canine Pest Inspectors By-Laws ARTICLE 1: North American Canine Pest Inspectors (NACPI) This Association shall be known as the North American Canine Pest Inspectors (NACPI) Principal Office: The principal office of the corporation shall be its known place of business in Arizona. Other Offices: The corporation also may maintain offices at such other place or places, either within or without the State of Arizona, as may be designated from time to time by the board of directors, and the business of the corporation may be transacted at such other offices with the same effect as that conducted at the principal office. Corporate Seal A corporate seal shall not be requisite to the validity of any instrument executed by or on behalf of the corporation, but one may be used if the officers or the board of directors so decide. ARTICLE 2: Business League The corporation shall be operated as a non-profit corporation under the laws of the State of Arizona, as a business league within the meaning of section 501(c)(6) of the Internal Revenue Code of 1986, as amended, including the improvement of business conditions only within the pest control industry.

2 Dividends Prohibited: The corporation is not formed for pecuniary or financial gain, and no part of the assets, income, or profit of the corporation is distributable to, or will inure to the benefit of, its directors or officers or other private individuals; provided, however, that nothing contained herein shall be construed to prevent the payment of reasonable compensation for services actually rendered by employees, officers or directors of the corporation and reimbursement of expenses incurred in connection therewith. ARTICLE 3: NACPI MEMBERSHIP Section A: The activities and affairs of the corporation shall be conducted by the Executive Board and such officers as it shall appoint. Regular Members Full membership in NACPI shall be open to any person(s) actively involved in the pest control industry, any Entomology Scent Detection Handler, and or Trainer, and any employee of a state or federal pest control governing authority with working Entomology Scent Detection Teams. If a company or agency pays for the member s membership dues, the company or agency has the right to reassign that membership to another person anytime during that dues period. (This shall not include said member or team certification). The change in membership by the company or agency must be in writing to the Secretary as soon as feasible. The written change will include the current member s complete information and the new replacement person s information on a NACPI membership application. Please note dues are current and a change of member is being made. ARTICLE 4: DUTIES OF DIRECTORS The Executive Board shall consist of at least three (3) persons or such other number of persons as may be designated from time to time by resolution of a majority of the entire board of directors. The directors shall be elected at the annual meeting of the directors by the current board of directors. No one shall receive any salary or compensation for services rendered to the Association. However, out of pocket expenses incurred reasonably and necessarily may be reimbursed while conducting the affairs of the Association. Compensation shall be approved by at least 2 board members prior to payment from association treasurer.

3 EXECUTIVE BOARD The Executive Board consists of the elected NACPI Executive Board and appointees. Term Limits: The membership shall vote on executive board positions every two years; however, there are no set term limits for continued reinstatement should the membership vote unanimously to extend a member s position. PRESIDENT It shall be the duty of the President to preside at all regular and special meetings. He/she shall see that the Bylaws and all Rules and Regulations are respected and obeyed. He/she shall cast the deciding vote in case of a tie. He/she shall appoint committees and may designate their Chairperson. He/she shall perform such other duties as are usual and incidental to the office of President. He/she is a member ex-officio of all committees except the Election Committee. VICE PRESIDENT The Vice President shall actively assist and support the President in his/her duties, and shall be the President pro-tempore in the absence of the President, during which time the Vice President shall assume all the duties and responsibilities of that office. He/she shall be required to attend, with the President, all hearings, committee meetings, conferences, etc., to which the President is required or expected, in the interest of and or on behalf of the membership of this Association in order that he/she may be as informed of all matters concerning the association as is the President. SECRETARY It shall be the duty of the Secretary to accurately record the proceeding at meetings. He/she shall call the roll of Officers and note absentees. He/she shall communicate and correspond with all persons and organizations both within and outside the association relative to Executive Board business. He/she shall receive all monies in the absence of the Treasurer. He/she shall be responsible to maintain all certification records for each certified or re-certified Entomology Scent Detection Canine Team(s). (It shall be at the President or Vice President s discretion whether or not to provide the Secretary with necessary materials needed to perform such duties). The secretary is responsible for maintaining an active member list of all certified teams. Records should be made available/accessible to the board and or provided upon request by an acting board member. At any time, a member in good standing can ask the Secretary to provide/make available, either by , US Postal Service mail or by audio recording any previous meeting minutes.

4 TREASURER It shall be the duty of the Treasurer to collect all monies due, maintaining a receipt/record thereof. He/she shall keep a suitable book of record of all transactions, balances and monies owed. He/she shall deposit all monies of this association in a bank designated by the Executive Board. He/she shall draw all checks or other obligations authorized by the Executive Board, and attested to by the Secretary. The account books as well as all papers in his/her custody shall be open for inspection and examination by the Executive Board. He/she shall not lend or invest any of the funds except when duly authorized by the Executive Board. (It shall be at the President or Vice President s discretion whether or not to provide the treasurer with necessary materials needed to perform such duties). CERTIFICATION CHAIRPERSON (This position is optional, at the will and pleasure of the President) If designated, the Certification Chairperson will be an appointed by the President and shall serve as an advisor to the executive board. They should have at least 5 to 10 years of scent detection K-9 handler experience, and must also be a qualified NACPI trainer or Evaluator (determined by the NACPI executive board). The Certification Chairperson cannot evaluate while holding this position. Their duties will include, but not limited to, keeping records of applications, certifications, complaints, disputes, K-9 related standards and status of Evaluators, Trainers, Handlers, K-9 s and Facilities. Any and all issues involving the list above will be given to the Certification Chairperson who will investigate and/or settle at his or her discretion. They shall report their findings to the Executive Board along with recommendations. He/she will review all request for trainers or evaluators and approve or disprove their request. They are responsible to ensure that all standards of NACPI are adhered too. ARTICLE 5: ELECTIONS Section A: Candidates up for elections for office shall be nominated prior to the Annual General Membership/Certification meeting. Section B: A majority vote by members in good standing shall elect each position. Section C: Newly elected Officers shall take office within 30 days after date of official election. Section D: Election of Officers will be held every two (2) years; however, there are no set term limits for continued reinstatement should the membership vote by a majority to extend a member s position. Section E: The Secretary shall notify Members, not present at the time of election, of the decision in writing ( ), within 30 days.

5 Section F: Members who are/will-not be present to vote shall provide their selection(s)/vote(s) to the president, in writing ( ), prior to elections or forfeit their voting rights for that election period. The President will then provide absentee documents/votes to the Secretary. The Secretary will read absentee votes (not member names) during elections and record them into meeting minutes, so that votes can be counted accordingly. ARTICLE 6: MEETINGS The fiscal year of the corporation shall be January 1 st through December 31 st of each year. A quorum shall consist of the majority of the Executive Board present. All Executive Board members shall be notified adequately in advance as to any and all meetings. At any time, a member in good standing can ask the Secretary to provide/make available, either by , US Postal Service mail or by audio recording any previous meeting minutes. If at any time, any member in good standing wants to record the meeting, that is acceptable; however, that member should make it known at the time that the meeting is being recorded. ARTICLE 7: BYLAWS All proposed changes must be submitted in writing to the Executive Board. The Executive Board shall review and present a final proposed change to By Laws at the Executive Board meeting. A majority vote is required to affect change. Regardless, if any amendment, addition or deletion is passed unanimously, it shall be null and void if it is in direct conflict with the Articles of Incorporation. All changes shall include a Revised Date. BYLAWS should be reviewed for change, updates and or additions every two years or sooner if directed by the acting president. The corporation shall indemnify any person against expenses, including without limitation, attorneys' fees, judgments, fines and amounts paid in settlement, actually and reasonably incurred by reason of the fact that he is or was a director, officer, employee or agent of the corporation, or is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust, other enterprise, in all circumstances in which, and to the extent that, such indemnification is specifically permitted and provided for by the laws of the State of Arizona as then in effect. Any indemnification hereunder shall be made by the corporation only as authorized by the Executive Board by a majority vote of the quorum consisting of directors who were not parties to the action, suit or proceeding, or if such quorum is not obtainable, as specifically permitted and provided for by the laws of the State of Arizona as then in effect.

6 ARTICLE 8: DUES The annual Membership Dues for the Association will be $ for the company membership, plus $50.00 for the first team, another $50.00 for the second team, plus $10.00 for each additional team after that. If a membership fee is not renewed within 15 days after current membership has passed the members NACPI status will be listed as Certification Expired and that team may not present themselves as NACPI Certified. A $30.00 service charge will be assessed for any bad/bounced check, no matter what the reason for it being dishonored. In addition any paperwork, such as certifications, will be suspended until the check is made good. Checks and Other Instruments: All checks and other instruments made by the corporation shall be signed by the officer or officers or such other person or persons as the Executive Board may from time to time designate. Contracts: The Executive Board may authorize any officer or officers, agent or agents, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the corporation, and that authority may be general or confined to specific instances. ARTICLE 9: IMPEACHMENT Any member may be removed for any violation of the provisions of the Bylaws, for any personal conduct that may bring discredit upon the association. Requests for the impeachment of any member may be initiated by a member in good standing with NACPI or a person outside the organization deemed credible by the executive board. Complaints and or requests for impeachment(s) shall be presented in writing to the Executive Board within 90 days of learning or witnessing the alleged violation. The accused member will be given a copy of the alleged accusations. If the Executive Board ascertains that there is merit to warrant a hearing, the accused member will be notified of the meeting and location at which the hearing will be held, not less than thirty (30) days prior to the hearing date. The accused shall be given the right to present evidence in his/her behalf at this hearing. Failure to appear at the hearing or request a onetime extension of an additional 30 days (in writing), the accused automatically forfeits his/her right to provide evidence and thusly grant permission to the board the permission to rule in the accused absence. The Executive Board will then decide if the accused is innocent or guilty of the accusations and present their recommendation(s) to the acting president. If it is decided by the board that the accusations warrant action, the President can remove the accused from NACPI or enact disciplinary action to include, but not limited to, removal from any executive position, suspension from the organization for a period of time (designated by the president) or if warranted, include the filing of a criminal complaint with local law enforcement.

7 The president and or his/her designee have the sole right to enforce disciplinary action without the executive board if such action warrants immediate action to ensure the safety of the k-9 and or membership. ARTICLE 10: REPRESENTATION / USE OF NACPI s NAME (ACRONYM OR SPELLED OUT) AND LOGO s NACPI s name and logo s may be utilized by any Regular member Scent Detection Team in good standing. Anyone whose membership and/or annual re-certification has expired may not represent or advertise utilizing NACPI s name or logo s until they restore their membership to an updated and current status or pass an annual re-certification. ARTICLE 11: CODE OF ETHICS Section A: The application for membership shall provide that the applicant agrees to abide by these By Laws and all Rules adopted by the Executive Board. He/she further agrees to abide by the Code of Ethics. Section B: No member will act in a manner prejudicial to the Association or its members. No member will knowingly falsify or misrepresent any record or document in connection with the certification, sale, or representation of a dog. Section C: Any member in good standing may bring allegations against any other member for alleged conduct in violation of the Code of Ethics. Such allegations must be in writing, signed by the complainant, setting forth the facts upon which the allegations are based in a concise and summary manner, and shall be filed with the Executive Board. The complainant must agree to appear and furnish full evidence in support of the allegations if requested to do so. The Executive Board will then proceed as described in Article 9. Section D: Disciplinary action may include the temporary suspension of privileges, censure, expulsion or any other action deemed appropriate by the Executive Board. Section E: If the Executive Board finds that a member made allegations against another member and did so maliciously for reasons, out of improper motives, and if the allegations are found to be false and without proper foundation, then the Executive Board may, if it desires, take appropriate disciplinary action against the complainant. Section F: No disciplinary action shall be taken against a member, be he/she the complainant or accused, unless the member shall have been afforded the opportunity of a hearing before the Executive Board.

8 Section G: Every member shall be presumed innocent. Section H: Any member who is found guilty by the Executive Board of any violations of NACPI Bylaws and/or Rules and Regulations, shall have a maximum of thirty (30) calendar days from the date of the final decision to appeal his/her written notification. Said appeal will be forwarded to the NACPI Secretary and entered into record at the next board meeting. The president will decide if there are grounds for a change in decision and notify the accused in writing of his/her findings.