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RIRPA Bylaws


RHODE ISLAND RECREATION AND PARKS ASSOCIATION BY-LAWS
Amended version 1/18/17
ARTICLE I – MANAGEMENT
Section I.  The management of this Association shall be vested with the Board of Directors.
Section II.  Any vacancies in any office occurring during the year shall be filled by a vote of the Active membership as provided for in the by-laws.
Section III.  All General Membership Business Meetings of the Association shall follow Roberts Rules of Order providing they are in keeping with the by-laws, the sequence of business being:
  1. Roll Call
  2. Reading of the Minutes
  3. Introduction of New members and Guests
  4. Reports of Officers
  5. Reports of Committees
  6. Unfinished Business
  7. New Business
  8. Adjournment


Section IV.  Voting on Association business matters will be the responsibility of the Board of Directors except on matters of election and constitution change, etc., and as specified in the constitution and by-laws.


Section V.  The annual budget shall coincide with the calendar year beginning January 1, ending December 31 of that year.  An annual budget draft shall be presented to the general membership at the November meeting for discussion.  A final draft shall be voted on by the general membership to be adopted at the December general membership meeting.


ARTICLE II – NOMINATION & ELECTIONS


Section I.  The Nominating Committee will notify the Active Membership those nominations for officers by February 1 of an election year.  Nominations are due to the committee by April 1.  The Nominating Committee will prepare a slate of candidates for consideration by the general membership at the April meeting.  Floor nominations for open seats will be accepted at the April meeting.


Section II.  The Nominating Committee shall prepare a list of candidates for the offices of the President, vice President, Secretary, and Treasurer, and two At-Large members will be mailed to the Active membership prior to the April meeting.


Section III.  The elections shall be conducted by secret ballot of the Active Membership at the April meeting.  Absentee ballots may be obtained from the Nominating Committee Chair prior to the April general membership meeting, and must be returned for tabulation prior to the April meeting.


Section IV.  In the event of a tie vote for any office, a special vote shall be conducted by secret ballot at the April meeting.


ARTICLE III – OFFICERS


Section I.  Qualifications for the office of President, Vice President, Secretary, Treasurer, two  At-Large Members, Past President, and Vendor are Active Members in good standing. Vendors and employees in a field related to parks and recreation shall not be excluded from serving as a nonvoting member on the board of directors but shall not be considered for an officer position.   


Section II.  Should any officer become unemployed during his or her tenure, he or she shall be permitted to complete his or her tenure.


Section III.  The officers shall be elected by the Active membership as provided for in Article II of the by-laws, and shall hold office for two years or until their successors are elected as provided for in Article II of the by-laws.


Section IV.  The President and the Vice President shall hold membership in the National Recreation and Parks Association.
Section V.  The duties of the officers of the Association shall be those common to the respective office:
  1. THE PRESIDENT – Shall preside at all general membership business meetings and special meetings; appoint standing and special ad hoc committees with the approval of the Board of Directors; cooperate fully with all appointed committees; and represent the Association at State and National Meetings on matters of interest to the Recreation and Park profession.
  2. THE VICE-PRESIDENT – Shall assist the President in his duties when called upon; act as parliamentarian; preside at meetings in absence of the President; and shall coordinate the active function of all committees.  The Vice-President shall also chair the fundraising committee.
  3. SECRETARY – Shall be responsible for the records of all official business of the Association; notices of all meetings of the Association membership and General Membership.
  4. TREASURER – Shall receive and disburse upon proper authorization all monies of the Association and Special Interest Sections in accordance with the adopted budget and with directives from the Board of Directors; shall make periodic accountings of receipts and disbursements by the Associations; and shall have the financial records of the Associations audited and present said audit for approval at the annual meeting.
  5. AT-LARGE MEMBERS – Shall be responsible to provide input and guidance to the board of Directors and may be assigned special projects by the Board of Directors.   There shall be two At-Large Members.
  6. PAST PRESIDENT -  Shall be responsible to provide input and guidance to the Board of Directors and may be assigned special projects by the Board of Directors.
  7. VENDOR- There shall be one vendor who will be responsible to provide input and guidance to the Board of Directors but shall not have voting rights related to Association business.


ARTICLE IV – MEMBERSHIP


Section I.  General membership in the Association shall be designated as Active, Associate, Student, Contributory, Affiliate, and Honorary.


Section II.  Regulations governing eligibility for specific membership shall be as follows:
  1. ACTIVE MEMBER – Shall be persons principally employed full time in the profession of recreation or park service under public, private or voluntary sponsorship.  Persons whose recreation or park employment service amounts to twenty-five (25) hours or more per week shall qualify for full-time status.  They shall be entitled to all privileges of the Association.  It is recommended that members pursue CEUs and other educational opportunities as a means of maintaining a high level of professionalism.
  2. ASSOCIATE MEMBER – Shall be persons not principally engaged in recreation or park service who may be members of recreation, and/or park boards, commissions, committees, municipal officials, part-time recreation employees or others interested  in the advancement of the Recreation and Park movement.
  3. STUDENT MEMBER – Shall be those persons preparing for any phase of the recreation and park service profession while attending an institution of higher education on a full-time basis.
  4. CONTRIBUTORY MEMBER – Shall apply to those commercial firms or establishments, private individuals, or organizations who seek to support the programs of the Association.
  5. HONORY MEMBER – Shall be those persons who have made outstanding contributions to the recreation and park movement.  Membership in these categories shall be voted on by the Active membership, and no dues shall be charged the candidates.


Section III.  A member in good standing is defined as one who has paid his or her membership dues, and who regularly participates in Association activities.


Section IV.  All applications for membership and dues shall be submitted in proper order to the Membership Committees, who shall screen and determine approval.  Upon acceptance of the application, the applicant’s membership dues shall be forwarded to the Association Treasurer for proper financial action.


ARTICLE V – MEETINGS


Section I.  The Annual General Business Meeting of this Association shall take place during the month of November.


Section II.  A minimum of six (6) Board of Director meetings will be held from September through June of the respective year.  At least ten (10) days notice must be given in writing to all members by the Secretary.


Section III.  Special meetings may be called by the President or by five (5) members of the Board of Directors.  At least ten (10) days notice shall be given.


Section IV.  A quorum for all Board of Director Meetings will be  five (5)members.




ARTICLE VI – COMMITTEES


Section I.  The Chairperson of the Standing Committee shall be chosen from among the Active membership.


Section II.  It shall be the duty of each Standing Committee to report in writing or orally as required by the President.


Section IV.  The duties of the Standing Committee are:


  1. EDUCATION/CERTIFICATION COMMITTEE – Shall prepare, coordinate, and conduct seminars, conferences, and CEU programs for the general membership. – Shall implement and supervise the voluntary certification plan of the Association.  It shall develop standards for the various classifications and compensation of recreation and park personnel, and make recommendations as needs arise.


  1. PROGRAM COMMITTEE – Shall be responsible for coordinating all programs sponsored by the Association.  The programs include, but are not limited to, Pitch, Hit, and Run,and the Block Booking meeting.


  1. LEGISLATION/PUBLIC RELATIONS COMMITTEE – Shall analyze all legislation concerning recreation and parks in the State of Rhode Island and act in the interest of the Association in relation to new legislation affecting the recreation and park movement.  The committee shall consider matters pertaining to interpreting and amending the by-laws at the direction of the Board of Directors.  The committee shall study the needs of the profession and prepare bills for the Legislature with the advice and consent of the Association. Shall promote the Association in particular, and recreation and parks in Rhode Island in general through various publicity media, in order to create public interest and support of recreation and park opportunities and services.


  1. AWARDS COMMITTEES – Shall have the duty of presenting the membership for recognition and/or award any member or person who has made a contribution to the growth of the Association which contribution, in its opinion, is outstanding and worthy of such individual recognition.  It shall be recommended to the Board of Directors the type of award or scholarship to be bestowed or such other type of recognition as may be appropriate.  The committee shall encourage members to make suggestions regarding those who have made outstanding contributions to the recreation and park profession.  It shall determine and recommend to the board of Directors all awards pertaining to student’s scholarship grants.  It shall screen and present to the membership Board of Directors for voting all candidates eligible for selection to the Hall of Fame.


  1. NOMINATING/MEMBERSHIP COMMITTEE – Shall present to the membership a proposed slate of candidates for its consideration in accordance with the nomination procedures as set down in Article II of these by-laws and announce the results of the election to the membership at the annual meeting.
Shall solicit persons in the recreation, parks, and allied fields to become members of the Association in accordance with the membership policy as set down in the by-laws.


  1. FINANCE/FUNDRAISING COMMITTEE – Shall see that all finances of the Association are handled properly; shall direct ways and means of obtaining funds for the Association; and shall prepare a fiscal Association budget and audit in cooperation with the Treasurer to be adopted at the December meeting of the general membership.Shall develop fundraising initiatives to help RIRPA meet budgetary requirements.  The committee shall be chaired by RIRPA Vice-President.


ARTICLE VII- CONFLICT OF INTEREST


Section I.  Where a Director, Officer or employee of RIRPA may have a conflict of interest because he or a member of his family has an interest in any contract or transaction with RIRPA either directly or indirectly through interest in or employment by any entity which has an interest in such contract or transaction, or otherwise, then such Director, Officer or employee shall promptly disclose such conflict of interest and refrain from taking any action to authorize, approve or ratify such transaction or contract; provided, however, that the ownership of a non-controlling minority interest in a publicly held entity shall not be deemed to be an interest requiring such disclosure shall be made, in the case of an employee, to the Officer to whom such employee reports and in the case of a Director or Officer, to the Board prior to its acting on such contract or transaction. Such disclosure shall include any relevant and material facts, known to such person, about the contract or the transaction which might reasonably be construed to be adverse to RIRPA interest.
Section II.  Such person may be counted in determining the existence of a quorum at any meeting where the contract or transaction is under discussion or is being voted upon and may participate in the discussions with respect thereto, but shall not vote on the matter. The minutes of the meeting shall reflect the disclosure made, the vote thereon and the abstention from voting. 
Section III. Nothing contained herein shall preclude RIRPA from entering into such transaction or contract provided such disclosure is made and the Director, Officer or employee of RIRPA involved abstains from voting on the action taken to authorize, approve or ratify the transaction or contract.
ARTICLE VIII - EXECUTION OF DOCUMENTS


Section I.   Contracts, etc.; How Executed. The Board may authorize two or more Officers to enter in to any contract or execute and deliver any contract or other instrument in the name and on behalf of RIRPA, and such authority may be general or confined to specific instances. Unless authorized to do so by these Bylaws or by the Board, no Officer, agent or employee shall have any power or authority to bind RIRPA by any contract or engagement, or to pledge its credit, or to render it liable for any purpose on any amount.
Section II.  Checks, Drafts, etc. all checks, drafts, bills of exchange or other orders for the payment money , obligations, notes or other evidence of indebtedness and insurance certificates of the Association, shall be signed or endorsed by the President, Vice President, Secretary or Treasurer acting pursuant to the Boards authorization. Checks in excess of $5,000 shall be signed or endorsed by any two of the President, vice President, Secretary or Treasurer acting pursuant to the Board’s authorization.


ARTICLE IX – AMENDMENTS
The by-laws may be amended by two-thirds (2/3) vote of the general members present, and voting, at, any meeting of the Association, provided written notice of such amendment, and copy thereof, shall have been submitted to the members entitled to the vote at least ten (10) days prior to such meeting.