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Bylaws of the National Black Council of School Board Members

Article I: Name and Purpose

Section 1.  Name

The name of this organization shall be the National Black Council of School Board Members, hereafter the “Black Council.”  Pursuant to Article XVI of the Constitution and Bylaws of the National School Boards Association, hereafter “NSBA,” the Black Council has been established as a Council, effective July 1, 2006.

Section 2.  Mission

The mission of the Black Council is to promote the goals and vision of the National School Boards Association (NSBA) and to provide leadership and a foundation to school board members for student educational opportunities through collaboration with key stakeholders to foster excellence and equity in public education.

The primary purposes of this organization are to:

(a)  Promote and advance equitable educational access and opportunities for African-American children through the active engagement of Council members in national dialogue on educational problems, issues and concerns in conjunction with the National School Boards Association and other national organizations committed to the continued growth and development of children of color.

(b)  Provide education and information to members and/or interested parties on unique challenges and opportunities faced by African-American school board members throughout the country.

(c)  Provide leadership by encouraging the most desirable and effective communication between school board members, their local school board, communities, national and state boards associations relating to African-American students;

(d)  Study the development, academic achievement of African-American youth within public schools.

Article II: Membership

Section 1.  Regular Membership

(a)  Regular membership shall be open to any public elected or appointed member of any local school district Board of Trustees, Board of Education or State  Board of Education within the fifty states, the District of Columbia, the U.S. Virgin Islands and any other United States territory who is a member of his/her state association.

(b)  Regular members in good standing shall have the right to:

i.  vote on all matters before the Black Council as provided for in these bylaws;

ii. hold any office or committee position upon due election or appointment.

Section 2. Associate Membership

(a)  Associate membership shall be open to any educator, school administrator, or other individual interested in and supportive of the purposes and goals of the Black Council. 

(b)  Associate members shall:

i. not have the right to vote or hold any office in the Black Council;

ii. have the right to serve on Black Council committees as provided in these bylaws.

Section 3. Honorary Membership

(a)  The Board of Directors of the Black Council may award honorary membership in the Council as it deems appropriate. Honorary membership shall also be open, upon request, to any Past Chair of the Black Council who no longer holds office on a local school board.

(b)  Honorary members shall:

i. pay no dues;

ii. not be entitled to vote or hold an office in the Council;

iii. have the right to serve on Black Council committees as provided in these bylaws.

Section 4. Corporate Membership

a. Corporate Members shall:

i. Consist of a corporation, organization, association, firm, business, school district and/or entity that is interested in promoting the purposes of the Council;

ii. Beginning  Fiscal Year 2007 pay annual dues of $1000.00, or as may otherwise be set at the Annual Business Meeting;

iii. Not be entitled to vote, hold an office in the Council, but may serve on committees at the discretion of the chair.

Section 5. Revocation of Membership

a. Membership in the Black Council, for any category of membership except regular voting membership, may be revoked for good cause by a majority vote of the Board of Directors of the Black Council.

b. Regular voting membership may be revoked for good cause only by a majority vote of the general membership present, with due notice and opportunity to be heard being given to the affected member at the Annual Business Meeting.

c. Dues shall be forfeited upon removal from membership.

Section 6. Dues Payment

a. Beginning  Fiscal Year 2012 Regular Membership Dues shall be seventy-five dollars ($75.00) per fiscal year, and may be set annually at the Annual Business Meeting.

b. Beginning Fiscal Year 2012 Associate Membership Dues shall be fifty dollars ($50.00) per fiscal year, and may be set annually at the Annual Business Meeting.

c. Dues are payable no later than the first day of the fiscal year. 

d. In order to be in good standing, a member’s dues must be paid in full. 

e. No member whose dues are delinquent shall be entitled to vote.

f. Members submitting purchase orders as dues payment at the Annual Conference will not be allowed to vote until payment is received by the Black Council.

Section 7. Fiscal Year

The fiscal year of the Black Council shall be from July 1 of each year through June 30 of the following year. 

Section 8. Meetings and Elections

a. The Annual Business Meeting of the Black Council general membership shall be convened at the annual conference of the National School Boards Association. 

b. The date and time of the Annual Business Meeting shall be determined by the Board of Directors of the Black Council.

c. Voting by proxy or absentee voting shall not be permitted at any Black Council meeting.

d. National officers and regional directors shall be elected by the general membership at the annual business meeting of the Black Council. Officers shall take office immediately upon election.

e. The Board of Directors shall hold meetings, including teleconferences, as necessary to conduct the business of the Black Council.

f. Any director or officer who fails to attend two meetings in a fiscal year may be subject to removal from office upon majority vote of the Board of Directors.

Article III: Governance

Section 1. Board of Directors

a. The Board of Directors of the Black Council shall consist of four (4) officers and five (5) regional directors. 

i. The term of office for each director and officer shall be two (2) years except for the initial terms of the founding directors as provided for in these bylaws.

ii. Each officer and director shall serve until the selection and installation of his or her successor is fulfilled during the annual business meeting, or until removal.

iii. The NSBA Executive Director and NSBA President shall serve as ex-officio, non-voting members of the Board.

Section 2.  Executive Committee

a. The officers of the Black Council shall be the Chair, Chair-Elect, Secretary- Treasurer, Immediate Past Chair, and a director elected by the Board of Directors from its members for a one-year term, who shall comprise the Executive Committee of the Board of Directors.

b. The Chair-Elect will automatically ascend to the position of Chair at the conclusion of the annual meeting of the Black Council at the NSBA Annual Conference.

c. The NSBA Executive Director and NSBA President shall serve as ex-officio, non-voting members of the Executive Committee.

d. The Immediate Past President of the National Council of Black School Board Members, Inc. may serve a single term as the founding Immediate Past Chair of the  Council. Thereafter all Immediate Past Chairs shall have served as Chair of the Council.

Section 3.  Regional Directors

      1. The five (5) Regional Directors of the Black Council shall be representative of the five NSBA geographical regions as follows:

i. Central Region: Illinois, Indiana, Iowa, Kentucky, Michigan, Minnesota, Missouri, Ohio, and Wisconsin.

ii. Northeast Region: Connecticut, Delaware, District of Columbia, Maine, Maryland, Massachusetts, New Hampshire, New Jersey, New York, Pennsylvania, Rhode Island, Vermont, and Virgin Islands.

iii. Pacific Region: Alaska, Arizona, California, Hawaii, Idaho, Oregon, Utah, and Washington.

iv. Southern Region: Alabama, Arkansas, Florida, Georgia, Louisiana, Mississippi, North Carolina, South Carolina, Tennessee, Texas, and Virginia.

v. Western Region: Colorado, Kansas, Montana, Nebraska, New Mexico, North Dakota, South Dakota, Oklahoma, and Wyoming.

  1. Following an initial term of three and two years, respectively, beginning in Fiscal Year 2007 as set forth below, Regional Directors shall serve a two-year term and their regular election cycle shall be staggered as follows:

i. Central, Northeast, Western – even numbered years – Initial Term: 3 Years

ii. Pacific and Southern – odd numbered years – Initial Term: 2 Years.

  1. Regional Directors shall:

i. participate in matters before the Black Council Board of Directors;

ii. promote and encourage participation in the activities and annual conference of the Black Council, and in activities of the National School Boards Association;

iii. act as spokespersons of the Black Council in their region when requested to do so by the Chair or the Executive Committee;

iv. serve as members of the Membership Committee;

v. perform such other additional duties as determined and assigned by the Black Council Chair.

Section 4.  Eligibility

Each officer and Regional Director with the exception of the Immediate Past Chair shall be a duly elected or appointed member of a school district Board of Trustees, Board of Education, or State Board of Education within the fifty states, the District of Columbia, the U.S. Virgin Islands and any other United States territory who is a member of his/her state association, and a regular member of the Council.

Section 5.  Term Limits

a. A Regional Director shall be elected to serve no more than two consecutive terms.

b. An elected officer shall be elected to serve no more than one 2-year term in the same office.

Section 6.  Duties and Powers

Where appropriate the duties of the Officers shall be carried out by, or with the assistance of, NSBA Staff. The duties and powers of the Officers shall be as follows:

Chair

a. The Chair shall preside at all meetings of the Black Council. The Chair shall appoint all members of any standing or special committees of the Black Council and shall be            deemed a member of all such committees, except that the Chair shall not be a member of the Nominating Committee.

b. The Chair shall perform any other duties as may be prescribed by the general membership.

c. The Chair shall be the chief spokesperson for the Black Council.

Chair-Elect

The Chair-Elect shall perform the duties of the Chair in the event the Chair is disabled and unable to act, is removed, or abandons the office. The Chair-Elect shall have primary responsibility for the organization and implementation of the Black Council Annual Seminar/Clinic at the NSBA Annual Conference. The Chair-Elect shall act as the Chair of the Black Council Scholarship Committee. Additional duties shall be determined and assigned by the Chair.

Secretary-Treasurer

a. The Secretary-Treasurer shall:

i.have charge and custody of and be responsible for all funds and securities and financial records of the Council;

ii.keep the minutes of meetings of the Council;

iii.see that all notices are duly given in accordance with the provisions of these Bylaws;

iv.be the custodian of the records of the Council;

v.in general perform all duties incident to the office of Secretary-Treasurer; and

vi.carry out such other duties as may be assigned by the Chair or the Board of Directors.

Immediate Past Chair

a. The Immediate Past Chair shall:

i. serve as the chair of the Nominating Committee;

ii. serve as a member of the Policies and Resolutions Committee;

iii. serve as Parliamentarian; and

iv. perform such additional duties as shall be determined and assigned by the   Chair.

Section 7. Duties of the Executive Committee

a.The Executive Committee shall act on behalf of the Black Council between meetings of the Board of Directors.

b.The Executive Committee shall meet upon the call of the Chair, or upon the call in writing of any three (3) members of the Executive Committee.

Section 8.  Duties of the Board of Directors

a. The Board of Directors shall act on behalf of the Black Council between     meetings of the general membership. 

b. The Board of Directors shall meet upon the call of the Chair, or upon the call in     writing of any five (5) members of the Board of Directors.

c. The Board of Directors shall hold at least three meetings a year to include the fall   retreat and the Annual Business Meeting.

Article IV: Standing Committees

Section 1. Nominating Committee

a. The designee of the Chair, in the absence of the Immediate Past Chair, shall serve as Chairperson of this Committee. Nominations for Board of Director positions must be submitted by Council members to the Nominating Committee chair a minimum of sixty days (60) prior to the election of officers.

b. The Nominating Committee shall submit a slate of recommended candidates for each position at the annual business meeting of the Black Council. The Nominating Committee may submit one or more names for each position.

c. The Nominating Committee shall conduct itself and shall discharge its duties according to the standing rules duly adopted by the Board of Directors.

d. Nominations also may be made from the floor at the Annual Business Meeting.

Section 2. Scholarship Committee

a. The Chair-Elect, or the designee of the Chair in the absence of the Chair-Elect, shall serve as Chairperson of this Committee.

b. The Scholarship Committee shall include the five (5) regional directors and others as appointed by the Chair.

c. The Scholarship Committee shall make the selection of the recipient(s).

Section 3. Bylaws Committee

a. The designee of the Chair shall serve as Chairperson of this Committee.

b. The Bylaws Committee shall include the Secretary-Treasurer, two (2) Regional Directors, to be selected by the Chair of the Committee, and others as appointed by the Chair.

c. The Bylaws Committee shall present recommendations for approval by the Board of Directors for presentation to the general membership.

Section 4.  Policies and Resolutions Committee

a. The designee of the Chair shall serve as Chairperson of this Committee.

b. The Policies and Resolutions Committee shall include Chair, Immediate Past Chair, and others as appointed by the Chair.

c. The Policies and Resolutions Committee shall present recommendations for approval by the Board of Directors prior to submission to the NSBA Policies and Resolutions   Committee.

Section 5. Membership Committee

a. The designee of the Chair shall serve as Chairperson of this Committee

b. The Membership Committee shall include the five (5) regional directors and others as  appointed by the Chair.

c. The Membership Committee shall make recommendations on strategies for maintaining and increasing membership.

Section 6. Elections Supervisory Committee

a. The Chair shall appoint a committee to supervise the election of officers and directors.

b. The committee shall be comprised of five (5) members, one from each region, but   shall not include officers, directors or candidates for Council office.

Article V: Removal of Officers and Directors

Section 1. Removal

Any Officer or Director who has not represented the best interests of the Black Council shall be removed from office, for good cause, by majority vote of the general membership present or the NSBA Board of Directors. Such removal and vote shall be taken only at a duly convened meeting of the general membership or the NSBA Board of Directors, with due notice and opportunity to be heard being given to the affected member.

Article VI: Officer and Director Vancancies

Section 1. Vacancies

a. Vacancies occurring in any office or directorship, except for the office of Chair or   Chair-Elect, shall be filled by appointment of the Board of Directors. Such     appointment shall be only for the unexpired term of that office.

b. If there is a vacancy for any reason in the office of Chair, the Chair-Elect shall succeed to the office immediately and shall have all the powers and perform all the duties of the office. The Chair-Elect shall serve a full term as Chair upon completing the remainder of the term caused by the vacancy. 

c. If there is a vacancy for any reason in any office which cannot be filled by these    provisions for succession to office, the Board of Directors shall appoint from its own membership an officer pro tempore to perform the duties of the vacated office until the office is filled by an election by the general membership at the Annual Business Meeting of the Black Council.

d. Any director appointed to fill a director vacancy shall be eligible to serve two full terms as director upon completing the remainder of the term caused by the vacancy.

Article VII: Parlimentary Authority

Section 1.

The most recent edition of Robert's Rules of Order shall be the official parliamentary authority for the Black COUNCIL when not in conflict with these bylaws.

Article VIII: Amendments

Section 1.

These bylaws may be amended only by vote of the general membership. A two-thirds (2/3) vote of those present and voting shall be required to approve amendments to these bylaws before submitting to the NSBA Board of Directors for final approval. (Such vote may be conducted by electronic or mail ballot).

Article IX: Quorum

A quorum shall consist of:

      a.   Fifty (50) percent of the full voting membership of the Board of Directors and

            Executive Committee, or

      b.   Ten (10) percent of the full voting membership of the Black Council.

Policy History:

Approved by NSBA Board September 8-9, 2006, Clearwater, Florida
Approved by NSBA Board June 5, 2009, Alexandria, Virginia
Approved by NSBA Board September 23, 2010, Detroit, Michigan
Presented to the Board for Review and Approval June 6, 201

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