 IAEE By-Laws
The legal by-laws of the organization
ARTICLE I - NAME: The name of this shall be Iowa Association for
Energy Efficiency (IAEE). The geographical boundaries of this organization
shall be the boundaries of the State of Iowa.
ARTICLE II - PURPOSES: The purpose of this association shall be
to advance energy efficiency through conservation, solar and renewable
energies and related arts, sciences, and technologies with concern for the
ecological, social and economic fabric of the global community. This shall
be accomplished through exchange of ideas, information, and by other
appropriate means. The Association shall strive to inform the public,
institutions, and governments; to raise the level of public awareness and
understanding of the efficient use of energy, and to promote the formation
of local action groups.
ARTICLE III - MEMBERSHIP: Membership shall be open to any person
who shares the purpose of the Association as set forth in Article II.
Membership shall not be restricted to residents of Iowa.
ARTICLE IV - LOCAL AFFILIATES: Section 1. Local energy
efficiency organization within Iowa may be designated as Local Affiliates
upon acceptance by the board of directors of a petition that meets the
following minimum requirements:
- The petition must be singed by all members of the Affiliate, of
which at least 5 must be members in good standing of IAEE.
- The region represented by the Affiliate must be a specified
contiguous area not contained within the region of any other Local
Affiliate.
- Not more than one Local Affiliate may be approved within a single
incorporated municipality.
Section 2. Approved Local Affiliates are entitled to designate
one member to the Board of Directors. These Board members shall serve a
term of two years (or less) ending on January first. If a vacancy occurs,
the Local Affiliate shall fill the vacancy for the remainder of the
calendar year. It is the responsibility the Local Affiliate to provide a
current authenticated membership list and identification of the designated
Board member, to the Board of Directors at the beginning of each year. It
is the previously approved Local Affiliates upon evidence that the above
requirements are met.
ARTICLE V - DUES: Section 1. The fiscal year of this Association
shall be the calendar year.
Section 2. the dues of this Association shall be fixed by the
Board of Directors.
ARTICLE VI - GOVERNMENT: Section 1. The affairs of this
Association shall be governed by a body chosen from its membership which
shall be the Board of Directors.
Section 2. The Board shall consist of six (6) Directors elected
at-large, half of whom shall be elected by the membership each year, with
each Director serving a two - year term. In addition, the elected Board
may appoint up to two (2) other Directors and each Local Affiliate may
elect one member to the Board to serve a two-year term.
Section 3. The officers of this association shall be chosen by
the Board of Directors form the membership of the Board.
Section 4. The board may delegate duties and responsibilities as
may be necessary to administer the affairs of the Association.
Section 5. The board may at any time fill any at-large vacancy
on the Board with any person so named to hold office until the expiration
of the normal term of office of the person replaced.
Section 6. The board shall have control over the affairs of the
Association as determined by the membership, subject to limitations set
forth in these bylaws, and as prescribed in the Articles of Incorporation.
Section 7. An annual meeting of the Board shall be held. A
simple majority of the Directors shall constitute a quorum. Reasonable
notice of the time, place, and agenda of such meeting shall be given to
the Directors. Additional meetings of the Board shall be held as needed.
Section 8. The Board shall direct all business and financial
matters, including funding for, and on behalf of, the Association; be
responsible for all moneys and property; and provide for an annual audit
of all Association funds, records and accounting procedures.
Section 9. The Board shall call an annual meeting of the
Association for the purpose of electing members of the Board of Directors,
and to conduct any other general business of the Association.
Section 10. The Board shall prepare an annual report and make it
available to the membership. This report shall include a financial
statement and audit results.
Section 11. The rules contained in "Robert's Rules of Order"
shall be the parliamentary authority for procedure in all meetings and in
all matters not covered in the bylaws.
Section 12. Voting board members of IAEE must abstain
from voting on any issue in which they might have a financial interest.
ARTICLE VII - OFFICERS: Section 1. The Officers of this
Association shall be Chairperson, Vice Chairperson, a Secretary and a
Treasurer. Officers shall serve a term of one year or until their
successors are chosen.
Section 2. The Chairperson will normally act as Chair of the
Board. The Chairperson shall; preside at all general meetings of this
organization; represent the Association in dealing with outside agencies;
be an ex-officio member of all committees, except a nominations committee:
communicate to the Association such matters and such suggestions as may
tend to promote the welfare of the Association, and transact business on
behalf of the Association, or the Association Board, acting as the
direction of the board.
Section 3. It shall be the duty of the Vice - Chairperson to
perform such functions as may be delegated by the Chairperson and to act
in place of the chairperson in the event of his or her inability to act.
The Vice-Chairperson shall serve as Chair-Elect and assume the office of
Chairperson.
Section 4. The Secretary shall issue timely notices of Board
meetings, Executive Committee meetings, and Association meetings. A
membership roster shall be maintained. The Secretary shall keep minutes of
meetings, and report and perform other duties as required by the Board or
Executive Committee.
Section 5. The treasurer shall be responsible for the fanatical
procedures of the Association. All payments of dues, assessments,
contributions, and other income shall be recorded. An accounting shall be
made of all items received and dispersed. The Treasurer shall have custody
of the Association funds and shall be responsible for full and accurate
accounts. The Treasurer shall be paid by the Association.
ARTICLE VIII - NOMINATIONS AND ELECTIONS:
Section 1. Nominations for at-large Board members shall be
received at the annual meeting and may be offered by mail prior to the
annual meeting.
Section 2. The Secretary shall mail ballots bearing the
nominations to each member eligible to vote no later than two weeks
following the annual meeting, and such ballots shall be returned within
two weeks to be valid. Elected Board members shall assume their
responsibilities on January 1 following the electing.
Section 3. In the election of Board members at-large, the
individuals receiving the largest number of votes shall be deemed elected.
Only a single vote shall be cast by a member for any individual. The board
shall resolve tie votes.
ARTICLE IX - APPOINTMENTS: Section 1. The Officers of the
Association shall constitute the Executive Committee which shall and may
exercise such powers between meetings of the board as may be delegated by
the board.
Section 2. The Board may appoint one or more persons to perform
specific duties or special functions for the Association.
Section 3. Any notable person of preeminent professional
distinction may be elected an Honorary Member. Election of an Honorary
Member shall be by the Board of Directors. Honorary Members are exempt
from payment of annual dues to the organization.
ARTICLE X - MEETINGS: Section 1. These shall be a combined
business and election meeting of the members of this Association after the
eighth and before the twelfth months of the reports of Officers and
committees, and for any other business that may arise. notice of this
meeting shall be mailed to members at least ten days prior to meeting
date.
Section 2. General meetings of the Association may be called by
the Board. Other general meetings shall be held upon written request of
10% of the members of the Association. the purpose of each meeting shall
be stated in the call, and written notice mailed to all members at least
ten days prior to the meeting date.
Section 3. Meetings of the Board must be called upon request of
three or more Directors.
ARTICLE XI - AMENDMENTS: Amendments to these bylaws may be made
by a two-thirds vote of the membership voting. Copies of proposed
amendments and meeting notice shall be mailed thirty days prior to the
Association meeting.
ARTICLE XIII - DISSOLUTION: In the event that there is the
dissolution of the Iowa Association for Energy Efficiency, the late Board
of Directors and/or the Executive Committee shall act on its behalf to
collect the assets, pay any outstanding debts, and notify the members and
pertinent persons, organizations and government bodies of this action. Any
funds remaining would be contributed to the national organization(s) with
which the IAEE has been affiliated.
As amended November 1998 |
