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CONSTITUTION AND BY-LAWS
ADOPTED:



CONSTITUTION

NAME
This organization shall be known as the Charlotte Arborists Association. This name will be designated in the abbreviation form of C.A.A. The association shall include the states of North and South Carolina.

PURPOSES
The purposes of CAA shall be carried out without purpose of gain for its members, and any profits or other accretions to the Association shall be used for promoting its purpose.

In the event of winding-up or dissolution of the Association, funds and assets of the Association remaining after the satisfaction of its depts. And liabilities shall be given or transferred to such organization or organizations promoting the same purpose as this Association. This is to be determined by the members of the Association at the time of the winding-up or dissolution.

OBJECTIVES

• To promote and improve the practice of professional arboriculture in the Carolinas.
• To concentrate on developing and sponsoring training seminars and institutions for the advancement of knowledge for professional arborists.
• To recommend and uphold a Code of Ethics established to maintain a higher standard of practice by those in the profession of arboriculture.
• To promote the conservation, preservation, and proper care of trees wherever they are to be found.
• To establish and administer standards for the practice of commercial arboriculture.
• To stimulate and support activities pursuant to the establishment and maintenance of arboreta in appropriate locations in the Carolinas.

AMENDMENTS
This Constitution and By-Laws may be amended at the Annual General Meeting or by mail ballot by a two-thirds vote of members present or responding, providing that such amendments shall have the prior approval of a two-third vote of the Executive Board, and that notice or such proposed amendments has been sent to all members by the Secretary-Treasurer at least (30) days prior to a mailing of the ballot.



BY-LAWS


MEMBERSHIP
Membership in the CAA is defined as: any individual, company, or organization interested in the support or promotion of proper arboriculture practices in the Carolinas, and who support and subscribe to the objectives set forth in these By-Laws. Membership is not limited to professional status and therefore anyone interested in urban tree care may become a member.

Termination of CAA membership shall occur upon:
• Nonpayment of Association dues; or
• Violation of the Constitution, By-Laws, Rules or Purposes of the CAA; or
• Conduct prejudicial to the purposes of the CAA.

Suspension or termination of Association membership shall be by two-thirds vote of the Executive Board of the Association after due notice and notice of hearing. There will be a written notice 30 days prior to date of hearing.

DUES
Persons or organizations that desire membership shall submit to the Treasurer an application accompanied by dues for the first year. Membership may be renewed annually by paying annual dues. Annual dues shall be determined by a two-thirds vote of the membership upon the recommendation of the Executive Board. The dues shall be payable by January 1st of each year.

VOTING Voting privileges of members shall be assessed upon receipt of dues and authorized membership application.

• Regular members shall have direct voting power (each member having one vote) on all matters coming before the Association, members must be in good standing in the Association for voting privileges.
• Associate and student members shall not have direct voting power and may not serve in an elected office.

EXECUTIVE BOARD

Composition
The Executive Board shall be composed of the President, Vice-President, Secretary, Treasurer (or Secretary-Treasurer), and four (4) Directors. Chapter Officers and Directors shall be elected by nomination at the Annual General Meeting. Member must accept or decline nomination at time of nomination. The Executive Board shall have the power to fill any vacancies that occur, including that of Vice-President.

Term of Office
The term of office for Association Officers and Executive Board Directors shall be one year.


DUTIES AND FUNCTIONS OF THE EXECUTIVE BOARD

Executive Board

The Executive Board shall be empowered to carry out the business of the Association and hold such meetings, as it deems necessary, but at least six meetings each year.

• All members of the Executive Board shall have a full vote each on all matters coming before the Executive Board.
• All members of the Executive Board shall act honestly and in good faith and in the best interests of the Association.
• All members of the Executive Board shall conduct any hearings with active officers regarding suspension or termination of Association membership.

President The President shall:
• Preside at all meetings of the Association and call special meetings of the Executive Board, as required.
• Appoint all standing committee chairmen.
• Be a member ex-officio of all committees.
• Carry out assignments and instructions given to him by vote of the Association.
• Perform such other duties as customarily pertain to the office of President.

Vice-President The Vice-President shall:
• Assist the President and, in the event of absence, or disability of the President, shall assume those duties.
• Carry out such duties as may be assigned by the President.
• Serve as chairman of any committee.

Secretary-Treasurer The Secretary-Treasurer shall:
• Act as recording secretary for all business meetings and prepare for publication of the essential minutes of the Annual General Meeting, all business meetings of the Executive Board, and annual reports of all committee chairmen.
• Present an annual report to the membership and such other reports, as the Executive Board shall direct.
• Prepare and distribute the minutes of each Executive Board meeting to the members of Board prior to the next Executive Board meeting.
• Maintain the register of members and have custody of the common Seal of the Association.
• Maintain the financial records of the Association and receive and disburse funds as directed by the Executive Board.
• Render financial statements to the Directors, members, and others when required.

Directors The Directors shall:
• Have general supervision over Association affairs and be empowered to act for the Association at and between its annual meetings.
ASSOCIATION MEETINGS

The annual General Meeting shall be held each year at such time and place as the Executive Board shall determine for the purposes of nominating and electing the officers of the Association and to transact any other business presented to it. The Executive Board is authorized to conduct mail ballots on urgent matters of policy between scheduled meetings. Interim action of the Executive Board shall be reported to the members at their annual meeting. Special meetings may be called by the President, or the Executive Board, or at the written request of ten percent (10%) of the Association members. Notice of the meetings shall be published not less than ten (10) days nor more than forty (40) days prior to the meetings. Meetings shall be conducted in accordance with “Roberts Rules of Order”. Voting privileges at all annual and special meetings shall be extended to all members in good standing. Voting is by show of hands, unless otherwise decided, and shall be determined by simple majority of voting members present.

SEAL The Directors may provide a Common Seal for the Association and shall have amend it, when necessary.