Article I: Articles of Agreement

The name of the corporation, the purposes for which it is established, and the location of its principal office in Massachusetts shall be as set forth in the Articles of Organization, and these Bylaws, as from time to time amended. The powers of the corporation and of its Members and Board of Directors, and all matters concerning the conduct and regulation of the business of the corporation shall be subject to such provisions in regards thereto, if any, as set forth in such Articles of Organization and these Bylaws.

Article II: Purpose

The Association of Catholic Admissions and Advancement Professionals of New England,  "ACAAP of New England”, is a voluntary association of individuals concerned with the admissions and advancement programs of their Catholic educational institutions. It is voluntary in two senses: first, in membership; and second, in the fact that all activities of the organization are carried out through the contributed services of the Board and the other committees of ACAAP of New England.

Article III: Membership

All individuals concerned with the continued progress and fiscal well-being of the Catholic educational institution they represent are welcomed as members of ACAAP.

Article IV: Board of Directors

The governance of ACAAP of New England shall be the Board of Directors, hereinafter referred to as the “Board”.

Section 1. Character of the Board: The Board shall consist of a minimum of 15 and a maximum of 30 members not including Ex-Officio members, striving for representation from each of the Dioceses in New England.

Section 2. Term of Office: Each member shall serve a three-year term with two consecutive renewals, ordinarily beginning July 1. The terms of approximately one-third of the Board shall expire each year.

a. After serving three consecutive terms, followed by at least one year as a non-Board member, a person may be re-nominated.

Section 3. Nominations: Nominations to the Board shall be made by the Nominating Committee of the Board, and new members shall be elected by a majority of those present and voting at any regularly scheduled meeting of the Board.

Section 4. Vacated Positions: In the event that a Board member resigns in mid-term a person shall be chosen in the manner indicated in Section 3 above, except the election shall be at the next scheduled Board meeting. This new member shall complete the term of the person who resigned.

Section 5. Board members must attend at least 2 meetings of the Board each year. Attendance can be through electronic medium. Unexcused absence from two consecutive Board meetings shall be considered a voluntary resignation from the Board. An absence is considered excused when the President or Secretary have been notified in advance that the member is unable to attend.

Section 6. Powers and Duties of the Board:

a. To elect the Officers/Executive Board.

b. To seek, accept, and expend State, Federal, and other funds needed to operate the ACAAP of New England. Contracts shall be signed by the President, or in his /her absence, by the Vice President, as well as by one other member of the Board. Two signatures are therefore required. The Board shall develop and approve the program's budget and shall ensure that proper auditing of these funds occurs.

c. To establish policy for ACAAP of New England, formulate and implement the development of new materials and programs.

d. To monitor the progress of the following standing committees: Finance & Budget, External Relations, Nominating, Conferences, Awards, Strategic Planning, and By-Laws.

Article V: Officers

Section 1. Composition and Election: The officers of the Board shall consist of a President, Vice President, Treasurer and Secretary and other Officers as the Board may determine and elect from time to time. This shall be referred to as the Executive Board. All Officers shall be elected by the Board at its Annual Meeting. Officers will serve a three year term, and can be re-elected for one additional term.

a. The President, upon completion of his/her term, becomes a lifetime Ex-officio non-voting member of the Board.

b. An Officer, upon completion of term, resumes his/her place on the Board.

Section 2. President: The President shall, by virtue of his or her office, be the Chief Executive Officer of the Board and shall, when present, preside at all meetings of the Executive Board and Board of Directors. The President shall serve as the spokesperson for the Board and for ACAAP of New England.

Section 3. Vice President: The Vice President shall assist the President whenever possible and act as substitute when the President is unavailable.

Section 4. Treasurer:

a. The Treasurer shall serve as the Clerk of ACAAP of New England. As such he/she must be a resident of the State of Massachusetts or appoint a resident agent.

b. As Treasurer, he/she shall be the principal fiscal officer of the ACAAP of New England. He/she shall have the care and custody of all funds, monies, and securities belonging to ACAAP of New England, and shall be solely responsible for such funds, monies, or securities. He/she shall have and exercise, under the supervision of the Board, all of the powers and duties commonly incident to the office.

c. He/she shall keep or cause to be kept accurate books of accounts of all Board transactions, which books shall be the property of the Board. He/she shall render a written account of the finances of ACAAP of New England and such report is to be physically affixed to the minutes at the Annual Meeting.

d. For the safety and security of both the Treasurer and the organization, all books and records shall be reviewed, at least annually, by the Finance/Budget Committee.

Section 5. Secretary:

a. The Secretary shall keep accurate minutes and records of ACAAP of New England in books provided for that purpose of all proceedings at the meetings of the Board.

b. Copies of all minutes shall be distributed to the members of the Board prior to the following meeting.

c. It shall be the duty of the Secretary to file any certificates required by any Statute, or Federal and State law.

d. He/she or she shall give and serve all notices required by Statute, the Articles of Organization of these Bylaws to the Board.

e. He/she shall be the official custodian of the records of ACAAP of New England.

f. He/she shall keep two archive books: the first will contain the past minutes, the second will contain all past Conference brochures.

Article VI: Meetings

The Board shall meet quarterly on a regularly designated day. The Board may be called to additional meetings at the discretion of the President, or on the written request to the President, or on the written request the by any five members of the Board.

Section 1. Annual Meeting: The Annual Meeting of the Board shall be held in the spring of each year and will be one of the quarterly meetings. The purpose of the Annual Meeting shall be to elect the Board members, receive the annual Financial Report, and to transact such other business as may come before the Annual Meeting.

Article VII: Quorum

A Quorum must be present in order to conduct business. A Quorum of the Board shall consist of a majority of the members.

Article VIII: Parliamentary Authority

Roberts Rules of Order constitute the ruling authority in all cases in which they are consistent with these Bylaws.