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Bylaws
INTERNATIONAL MODAPTS ASSOCIATION
BY-LAWS
Effective Date – October 17, 2006
(Revised October 17, 2006)
Article 1 – Name & Identification
The name of this organization is The International MODAPTS
Association. It is a 501-(c)(3) not-for-profit organization
founded in 1989 under an agreement with Heyde Dynamics Pty,
Ltd., an Australian Corporation, and Western Michigan
University, Kalamazoo, Michigan.
C. G. Heyde developed a predetermined time standard system for
work measurement that was called MODAPTS Plus. Heyde Dynamics
Pty, Ltd., was started as a research and marketing company to
promote MODAPTS Plus. Under the agreement, Heyde Dynamics Pty,
Ltd., transferred all rights to certify, license, teach, publish
and otherwise promote the use of MODAPTS in North & South
America to the International MODAPTS Association.
The original agreement with Western Michigan University was
officially terminated November 1999. The Association continues
it’s not-for-profit status in the state of Michigan, per the
arrangements of the United States Corporation Company. The IMA
Administrative Office was transferred to Southern Shores, North
Carolina, and continues in that location.
ARTICLE 2 – MISSION STATEMENT
The mission of the International MODAPTS Association is to have
research performed to improve and expand MODAPTS, to extend the
use of MODAPTS, both geographically and functionally, to
establish standards for teaching MODAPTS, to certify teachers
who meet these standards, to create practitioner certification
standards, to create an institution that will evaluate and
approve modifications to MODAPTS and the equipment and
literature concerning MODAPTS, and to license others to use,
teach, publish, or otherwise use MODAPTS.
ARTICLE 3 – MEMBERSHIP
3.1 CLASSES OF MEMBERSHIP
3.1.1 Individual Membership – Participating members shall
consist of individuals who meet the qualifications for
membership in section 3.2.
3.1.2 Corporate Membership – Businesses and organizations that
have many MODAPTS practitioners that meet the qualifications for
membership in section 3.2 may obtain Corporate Membership for
their practitioners.
3.1.3 Honorary Membership – This is the highest grade of
membership in the Association, which recognizes outstanding
leadership and contributions to the Association. This category
includes the “Founders” and “Directors Emeritus”.
3.2 QUALIFICATIONS FOR MEMBERSHIP
3.2.1 Each member shall express an interest in the Association
through gaining certification as a practitioner, or as a minimum
paying the annual membership dues of the Association.
3.2.2 Members shall comply with the code of ethics or other
rules that apply to the use of MODAPTS by the Association.
3.2.3 Members shall conform to the standards of quality
established by the Association for the application or teaching
of MODAPTS.
3.2.4 Members shall promptly pay all dues or assessments owing
to the Association.
ARTICLE 4 – EXECUTIVE COMMITTEE
4.1 OFFICERS – The International MODAPTS Association shall be
governed by an Executive Committee composed of the following
officers:
4.1.1 President – The President shall be responsible for the
overall direction of the Officers. The President shall organize
and direct two meetings per year, chair an annual conference and
make appointments to committees as necessary. With the
assistance of the Executive Director, the President will prepare
and distribute quarterly financial and status reports to the
Officers and Directors.
4.1.2 Secretary / Treasurer – The Secretary / Treasurer shall
keep minutes of all meetings of the IMA and maintain other
records as required. He / She shall serve as President in the
absence of the President, or in the case of a vacancy in the
Presidency, until a new President is elected. With the
assistance of the Executive Director, the Secretary / Treasurer
shall prepare and submit for approval an annual budget.
4.1.3. Vice-President of Certification – The Vice President of
Certification is responsible for the maintenance of the training
manuals, for the practitioner certification exams, for the
establishment of standards for the certification of instructors,
and for the supervision of any research in MODAPTS for the
Association.
4.1.4. Vice-President of Communication – The Vice-President of
Communication shall edit and publish a newsletter, “The MODAPTS
News”, several times a year and other publications of the
Association. The Vice-President shall be responsible for the
establishment and maintenance of the Association’s web-site and
other avenues of communication with individuals and
organizations.
4.1.5. Vice-President of Marketing – The Vice-President of
Marketing shall develop a marketing plan and materials for
MODAPTS and the Association, shall promote MODAPTS and the IMA
at technical conferences, in collaboration with the Executive
Committee.
4.1.6. Vice-President of Promotions – The Vice-President of
Promotions shall make the arrangements for the Annual Spring
Conference and assist the Vice-President of Marketing on the
promotion of MODAPTS and Association.
4.1.7. Vice-President at Large – The Vice-President at Large
shall work on special projects on behalf of the Executive
Committee and is only appointed under special circumstances.
4.1.8. Executive Director- The Executive Director shall be the
Administrative Officer of the Association and shall execute the
polices and directives of the Executive Committee on behalf of
the Association. The Executive Director shall maintain executive
control of the Administrative Headquarters, staff, programs and
publications, correspondence, maintain financial and other
records and maintain all inventories. The Executive Director,
under the direction of the Executive Committee, will make
recommendations, participate in the formulation of new policies
and make decisions within IMA policies, and assist the
Secretary/Treasurer with the annual budget.
4.2 TERM OF OFFICE – All Officers, except the Executive
Director, will serve for a term of two (2) years and may be
re-elected to an unlimited number of additional terms. The
Executive Director is appointed by the Executive Committee for a
contractual period of two (2) years and may serve indefinitely.
Nominations for office must be received prior to the fall
meeting that precedes the new term of office and may be
submitted by any IMA member. At the Fall meeting, the Executive
Committee and Directors will elect the new Officers, who will
take office at the following Spring meeting.
No minimum number or ‘quorum’ is required to do business, as
long as a minimum of three (3) members of the Executive
Committee are present.
4.3 OFFICER PERFORMANCE OVERSIGHT – The Directors Council and
the Executive Committee will have oversight responsibility of
the work of each Officer and Director. Any oversight issues that
arise will be included on the agenda for the following meeting
and resolved as soon as possible.
4.4 EXECUTIVE COMMITTEE VACANCIES – Should a vacancy occur in
the Executive Committee, the remaining Officers will appoint a
qualified individual to complete the current term.
ARTICLE 5 – DIRECTORS COUNCIL
5.1 MEMBERSHIP – The Executive Committee and the Directors
Council shall consider individuals from the IMA membership that
have demonstrated an interest and commitment to the goals and
mission of the Association. Directors are elected at the Fall
meeting that occurs before the new term, at the same time as the
Officers. The Directors are elected for two (2) year terms and
may be reelected for successive terms. The number of Directors
on the Council may vary.
5.2 FUNCTION – The Directors Council members are encouraged to
participate in all Association meetings. Their primary function
is to advise and assist the Executive Committee. If present at a
meeting, the Directors have a full vote on all issues of the
Association.
ARTICLE 6 – REMOVAL OF OFFICERS OR DIRECTORS
Any elected Officer, appointed Officer, or Director of the
Association may be required to resign or may be removed for
cause. Notification at least thirty (30) days in advance of such
action will be given to the Officer or Director in question.
Action will be taken at the next Fall or Spring meeting. A
majority vote of those present will pass the action.
ARTICLE 7 – COMMITTEES
All committees shall assist the Executive Committee to
accomplish the goals and mission of the Association. A list of
the current active Committees, their members, purpose, and power
will be maintained by the President and the Executive Director.
ARTICLE 8 – PARLIMENTARY PROCEDURE
Roberts Rules of Order, revised, shall govern all meetings of
the Association in which it is applicable and not in conflict
with the Corporate Charter, these By-laws, or special rules of
order adopted by the Association.
ARTICLE 9 – FINANCIAL PROCEDURES
9.1 BUDGETING, ACCOUNTING, & RECORDS – The Secretary-Treasurer
and the Executive Director shall be responsible for the
preparation and submission of the annual budget to the Executive
Committee. The Executive Director shall maintain appropriate
accounts and accepted accounting procedures for all accounts
receivable and payable. The Administrative Office shall maintain
inventories of all publications and other supplies used by the
Association. The Administrative Office will maintain all records
of membership, certification, certified instructors information
and all official documents about the Association.
9.2 REPORTS & REVIEWS – The Executive Director will prepare and
distribute quarterly financial reports to the Executive
Committee and Directors Council. The most current quarterly
financial reports will be reviewed in detail at the following
meeting and will be used as a guide for making spending
decisions.
9.3 RECORD RETENTION – The Administrative Office will store all
financial records and other documentation for a period to
satisfy all legal requirements.
9.4 FINANCIAL AUDIT – The Executive Committee shall make
arrangements to have an internal audit conducted on the
Association’s financial records every two- (2) years. The
results of the audit will be formally presented to the Executive
Committee at the following meeting. Once every five (5) years, a
CPA firm will be contracted to perform a formal audit and issue
a comprehensive report of their findings to the Executive
Committee and Directors Council.
ARTICLE 10 – AMENDMENT OF THE BY-LAWS
These By-laws may be amended at any regularly scheduled meeting
of the Executive Committee and Directors Council provided that
the following conditions are satisfied:
(1) Notice of the proposed change or changes are in writing and
distributed to each member of the Executive Committee and
Directors Council prior to a scheduled meeting.
(2) At lease three members of the Executive Committee are at the
meeting and that the change or changes are approved by a
majority or two-thirds (2/3) of those present.
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