Constitution and Bylaws of the NEW YORK ASSOCIATION OF LOCAL GOVERNMENT RECORDS OFFICERS
ARTICLE I - NAME AND PURPOSE
The name of this association shall be the "New York Association of Local Government Records Officers (NYALGRO)".
The purpose of this association shall be to:
Increase public and government awareness of the need for sound management of local government records; and
Develop a unified position on issues concerning local government records and information; and
Exchange information and ideas on problems and their solutions unique to local government records and information; and
Assist local governments in the development and implementation of sound records and information management practices.
ARTICLE II - MEMBERS
Classes of membership and qualifications - There shall be four classes of membership in NYALGRO:
Regular membership - any individual holding or occupying a position involving local government records and information management in New York State
Student membership - any individual enrolled as a full-time student in a program involving records or information management
Corporate membership - any business or representative of a business providing products or services for use in records and information management
Honorary membership - any individual, selected by the Board of Directors, including past presidents, contributing to the realization of the goals of NYALGRO. These members shall receive the NYALGRO newsletter “Network”. This individual pays no membership dues.
Emeriti membership - appointed by the President of NYALGRO as an advisor to the Board of Directors. No voting privileges or membership dues.
Any individual meeting the appropriate qualifications for membership may not be excluded from or denied membership in NYALGRO.
All members shall be eligible to attend meetings of NYALGRO. Only regular members and the Immediate Past President shall be eligible to vote and hold office.
A member shall be in good standing so long as dues have been paid to NYALGRO.
ARTICLE III - FINANCES
Fiscal year - The fiscal year for NYALGRO shall be January 1 to December 31.
Association dues -
Regular Membership - $30
Student Membership - $15
Corporate Membership - $250
Honorary Membership - $0
Emeriti Membership - $0
Receipt of monies - Monies shall be received by the Treasurer for deposit into the proper account.
Disbursements - Disbursements shall be made by the Treasurer as approved by the Board of Directors. The President may disburse funds in the absence of the Treasurer.
An external audit of funds will be carried out on a yearly basis, by an independent contractor.
ARTICLE IV - BOARD OF
DIRECTORS AND OFFICERS
The governing body of NYALGRO shall be known as the Board of Directors. It shall consist of the four (4) elected officers, up to nine (9) elected directors and the immediate past president. Each director shall be at least nineteen years of age.
The elected officers of the association shall be the President, Vice President, Secretary and Treasurer.
Officers and Directors shall be elected for a two (2) year term commencing on January 1 and ending on December 31 of the following year. Expiration of terms for the Board of Directors shall be staggered so that the terms of the President, Secretary and four (4) Directors shall expire in one year and the terms of the Vice President, Treasurer and five (5) Directors shall expire in the alternate year. Officers and directors shall take office on the first day of January following their election.
Vacancies occurring in any office or among the directors shall be filled by appointment for the unexpired term by a majority vote of the Board of Directors.
Any officer or director may be removed by majority vote of the Board with or without cause. Officers or directors may resign at any time by giving written notice to the board. Unless otherwise specified in the notice, the resignation shall take effect upon receipt and the acceptance of the resignation shall not be necessary to make it effective.
A board member must attend a minimum of three board meetings in a calendar year to stay in good standing as a board member.
Duties of the Board of Directors
The Board of Directors shall plan and oversee the Association's activities. The Board shall report yearly to the membership and include an account of funds received and disbursed.
The President shall preside at all meeting of the organization and of the Board of Directors. He/she shall also represent the organization to other agencies and institutions, with the advice and consent of the Board of Directors, and shall undertake other tasks as necessary, subject to the approval by the Board of Directors.
The Vice President shall act and assume, in the absence or incapacity of the President, the duties of the President. He/She also works closely with the President and helps chair committees
The Secretary shall record the proceedings of all meetings; be the official custodian of all records of NYALGRO during their term of office and shall perform other duties as directed by the President or the Board of Directors.
The Treasurer shall develop fiscal policies, submit a budget for the year to the President for inclusion in the notice of the first regular meeting of the Board, conduct a yearly audit, and be responsible for receiving, disbursing and accounting for all organizational funds and shall submit a written report on all receipts, disbursements, and account balances at the four regular meetings of the Board of Directors and shall undertake other such tasks as directed by the President or Board of Directors.
ARTICLE V - NOMINATIONS
A Nominations and Elections Committee shall be created by the Board of Directors, to be made up of the immediate past president and two other regular members. The Board shall select a chair from among the Nominations and Elections Committee members.
The Committee shall solicit the membership for nominees and then prepare a slate of at least one nominee for each elective office to be filled. The Committee shall consider the diversity of the members both geographically and functionally when preparing the slate. The slate shall not include the chair of the Nominations and Elections Committee.
Elections shall take place by US Post mail or electronic mail. Ballots shall be mailed or e-mailed to regular members by November 1 and shall be returned to the chair of the Nominating and Elections Committee by December 1. The Committee will tally the results and notify the candidates and membership of the results.
ARTICLE VI - MEETINGS
Membership meetings of NYALGRO members shall be held at least one (1) time a year. The Secretary shall send a notice of a meeting to each member in good standing at least ten (10) days prior to the meeting. The day and time of each meeting shall be determined by the Board of Directors.
A quorum must be present to conduct business coming before the membership at its regular meeting. The quorum shall consist of five percent of the total membership.
The Board of Directors shall meet four (4) times a year and at other times as called. The Secretary shall send a notice of a Board of Directors meeting at least ten (10) days prior to the meeting.
A quorum of a Board meeting shall consist of a majority of the members of the Board.
Official business of the Board including voting may be transacted by mail.
ARTICLE VII - COMMITTEES
There shall be standing committees and ad-hoc committees to carry out the objectives of NYALGRO as deemed necessary by the Board. The chairpersons of standing and ad-hoc committees shall be appointed from the regular membership by the President with the approval of the Board. The Chairperson shall select members of the Committee from the membership. The Committee shall serve from January 1 to December 31. The President shall serve as ex-officio on all committees.
Standing committees shall include but not be limited to:
Budget and Finance Publicity Education and Training programs Scholarship and Awards Membership Standards and Technology Nominations/Elections Accommodations
A written statement of general duties and responsibilities for each standing committee shall be submitted by the chairperson for the approval of the Board. This statement shall be reviewed and revised, as necessary, annually by the Board.
ARTICLE VIII - HEADQUARTERS
The headquarters of NYALGRO shall be located at an address designated by the Board of Directors. The Corporation may also have other offices at such other places within the state as the Board may from time to time determine the business of the corporation may require.
Minutes, correspondence and other records of the Association shall be retained at the designated headquarters according to the rules and procedures established by the Board of Directors.
Officers and Directors on expiration of their term shall deposit all official NYALGRO records with the headquarters.
ARTICLE IX - AMENDMENTS
The Board of Directors shall have the power to amend the Constitution and Bylaws of NYALGRO by affirmative vote of two-thirds of the Board present at any meeting of the Board of Directors, provided that the proposed amendment is included in the notice of such meeting. All such amendments adopted by the Board of Directors may be altered, amended, or repealed by the members.
The Constitution and Bylaws may be amended by the members of NYALGRO through submission of a petition signed by twenty percent of the members of NYALGRO in good standing, such petition to be submitted to the members of NYALGRO in good standing for ratification. Affirmation by two thirds of the members in good standing is required for adoption of a proposed amendment.
ARTICLE X. PARLIAMENTARY AUTHORITY
The current edition of Robert's Rules of Order shall serve as the parliamentary authority in all cases where they do not conflict with the Constitution and Bylaws of NYALGRO.
ARTICLE XI - CONSTRUCTION
If there be any conflict between the provisions of the certificate of incorporation and these bylaws, the provisions of the certificate of incorporation shall govern.
ARTICLE XII - RESERVED
ARTICLE XIII - ENACTMENT
These bylaws shall become effective upon their adoption by a majority of those persons involved in local government records management interested in the creation of NYALGRO. The vote to adopt shall be by mail.
Elections for officers and Board of Directors shall take place as soon as possible after adoption of the bylaws, following the procedures outlined in Article V of these bylaws. Officers and Directors elected shall serve their terms in accordance with these bylaws.
ARTICLE XIV - DISSOLUTION
Any regular member may propose dissolution of NYALGRO by submitting such a proposal signed by one-tenth of the regular membership.
The Secretary shall send copies of the proposal for dissolution to regular members at least two months prior to the date of the meeting.
Dissolution of this association shall be accomplished by a two thirds vote of the regular membership. In the event that fewer than fifty percent of the membership votes on dissolution the decision shall be left to the Board of Directors.
In the event of the dissolution of NYALGRO any funds which remain after all debts and encumbrances have been discharged, and any property which the association may own shall be given over to an exempt organization of comparable goals to be chosen by the Board of Directors.
The records and papers of the association shall be given over to an archives determined by a plurality vote of the Board of Directors.
Dates of Amendments
Adopted December 11, 1987 Amended January 11, 1988 Amended January 10, 1989 Amended June 9, 1989 Amended June 1992 Amended June 1993 Amended June 1994 Amended April 8, 2008 Amended June 4, 2012 Amended June 11, 2013 Amended June 9, 2015 Amended June 6, 2017