ARTICLE I – NAME AND OBJECTIVES
The name and title of the Chapter shall be: The Middle Tennessee Chapter of the Employee Assistance Professionals Association.
The objectives of the Chapter are to
- foster the purposes of the Employee Assistance Professionals Association (EAPA)
- provide a vehicle by which employee assistance professionals can meet and discuss matters of mutual interest.
ARTICLE II – ADMINISTRATION
Section 1. Books and Records
a. The Chapter shall maintain a record of the names and contact information of the members entitled to vote.
b. All books and records of the Chapter may be inspected by any member having voting rights, for any proper purpose, at any reasonable time.
Section 2. Fiscal Year
The fiscal year of the Chapter shall be from January 1 through December 31.
ARTICLE III – MEMBERSHIP
Section 1. Chapter Membership
a. No person may be a member of the Chapter unless he or she is also a member in good standing of EAPA. No person who is a member in good standing of EAPA and who pays all applicable dues may be denied membership in the Chapter.
b. Chapter membership categories and voting rights shall be the same as those established in the EAPA bylaws.
1. Professional EAPA members may vote on Chapter issues and hold Chapter office- An individual currently engaged in employee assistance professional activities, including direct
delivery or management of EA services, EA consulting, teaching of EA programming or any of its specialized functions at an accredited college or university, and EA related research. Professional members may vote and hold office in EAPA at the
chapter or branch level. However, only professionals
currently active in the profession may hold office at the
international level.
2. Associate EAPA members may vote on Chapter issues and hold Chapter office except for the office of Chapter President/Vice President.- An individual who is associated with or interested in the field of employee assistance, for example, an
affiliate provider, vendor, government official, human resources professional, or other individual not directly engaged in an EA role. Associate members may vote and hold office other than president at the chapter level. Associate members may not vote or hold office at the international level.
3. Student members may not vote or hold Chapter office. An individual who is currently enrolled in a degree granting
program at a nationally or regionally accredited educational institution. Students must submit evidence of their student status annually. Student members may not vote or hold office at the
chapter, branch, or international level.
4. Organizational membership carries no voting or office-holding privileges. A company, labor union, institution, agency, or governmental unit interested in or supportive of employee assistance programs, professionals, or services. Organizational membership carries no voting or office-holding privileges at either the chapter, branch, or international levels. This membership has a limited and very different suite of benefits as compared to the membership types listed above.
5. Chapter Guest – Interested supporter of EAP services invited to the chapter meetings by an active member.- No voting or office-holding privileges.
c. Membership in the Chapter may be terminated for non-payment of Chapter dues.
Section 2. Dues and Assessments
Chapter members shall contribute such annual dues and other reasonable
assessments as the Chapter shall determine.
ARTICLE IV – OFFICERS
Section 1. Officers
a. The officers of the Chapter are:
1. President
2. Vice President (Educational Chair)
3. Secretary
4. Treasurer
5. Membership
6. Communications Director & Webmaster
7. CEAP Advisor
8. Immediate Past President
b. The term of office shall be two years or until a successor is elected and
assumes office.
c. Terms of office shall commence in January of on the odd numbered years from the election with nominations from the Nominating Committee (with the exception of the role of Immediate Past President).
d. The President, Vice- President, Secretary, Treasurer,Immediate Past President, Membership or CEAP Advisor cannot hold their specific offices for greater than two consecutive terms. There is not term limit for the Communications Director/Webmaster.
e. No member may serve simultaneously as both President and Treasurer.
Section 2. Duties
a. The President:
• Serves as the official voice and representative of the Chapter.
• Presides over Chapter meetings.
• Performs such other duties as the Chapter may require.
b. The Vice- President:
§ Presides over Chapter meetings in the absence of the president.
§ Coordinates the Educational programs for the Chapter meetings and secures the PDHs from EAPA>
§ Performs such other duties as the Chapter may require.
c. The Secretary:
§ Ensures the accurate production of minutes of all Chapter meetings.
§ Facilitates regular chapter communication.
§ Ensures that any notices required by governance documents or the Chapter are distributed properly and in a timely fashion.
§ Ensures that all official Chapter records are properly maintained.
§ Performs such other duties as the Chapter may require.
d. The Treasurer:
§ Ensures that Chapter financial transactions are timely and proper and that
§ Chapter financial accounts are properly maintained.
§ Ensures that Chapter financial records and tax forms are properly maintained and submitted.
§ Performs such other duties as the Chapter may require.
e. The Membership Outreach Coordinator:
§ Encourages EA professionals in the area (new and established) to join the Chapter.
§ Performs such other duties as the Chapter may require.
f. The Communications Director and Webmaster:
§ Maintains the Chapter website
§ Performs such other duties as the Chapter may require.
g. The LEAP/CEAP Advisor:
§ Serves as the point person for questions on CEAP or LEAP advisement and requirements
§ Encourages members to work towards professional licensure and/or certification
§ Performs such other duties as the Chapter may require.
h. The Immediate Past President
§ Act as an advisor to the President and shall be the Chairperson of the ad-hoc Ethics Committee if one needed to be convened.
§ Serves as Chair of the Nominating Committee.
§ Performs such other duties as the Chapter may require.
Section 3. Board of Officers/Leadership
Collectively, these eight officers of the Chapter shall make up the Board of Officers. The Board of Officers shall be the governing and policy-making body of the Chapter and shall have responsibility for supervising the activities of the Chapter. This leadership group, formerly known as the Executive Committee of the Chapter, can act in the name of and with full power of the Chapter if immediate action must be taken. Five of the eight must agree on the action in order to proceed.
Section 4. Eligibility
a. The President of the Chapter must be a Professional Member of EAPA in good standing.
b. All other Chapter officers must be either Professional or Associate
EAPA members in good standing.
Section 5. Nomination and Election
A Nominating Committee will be comprised of three voting member of the Chapter. The Immediate Past President will serve as the Chairperson for the Nominating Committee. The President will name the other two other voting members to the Committee.
Section 6. Vacancy and Removal
a) The Board of Officers shall be authorized to accept the resignation of any officer on behalf of the Board of Officers.
b) The Board of Officers/Leadership shall be authorized to select/appoint a replacement for any officer who has resigned for the remainder of the Officer’s term of office with the exception of the President whose position would be filled by the Vice President. This must be approved by five votes.
Section 7. Non-Discrimination
No person shall be denied membership on the basis of race, sex, age, handicap, religion or ethnic origin.
Section 8. Disciplinary Actions
Any member may be suspended, expelled or otherwise disciplined for unprofessional conduct, abuse of membership, or conviction of violating the EAPA code of ethics. An ad-hoc Ethics Committee will be convened, Chaired by the Immediate Past President to address this issue should it arise.
ARTICLE V – MEETINGS
Section 1. Regular Meetings
a. Chapter meetings may be held at such intervals as may be decided by the Chapter, but not less than four (4) times per year.
b. Notification of each regular meeting shall be made at least 30 days before the meeting and posted on the website.
Section 2. Special Meetings
a. Special meetings of the Chapter meetings may be called by the Chapter
officers or by written request of ten percent (10%) of the members eligible
to vote in Chapter elections.
b. Notification of such meeting shall state the purpose of the meeting and
shall be made at least 10 days before the meeting.
Section 3. Quorum
The presence of 10% of Chapter members who are eligible to vote constitutes a quorum for the transaction of business at any regular or special Chapter meeting.
Section 4. Waiver of Notice
Whenever any notice of any meeting of the members is required under
provisions of law or these bylaws, a waiver in writing, signed by those scheduled to receive notice and filed with the records of the meeting, whether before or after the holding thereof, shall be equivalent to the giving of such notice. Presence at any meeting without objection shall also constitute waiver of required notice.
ARTICLE VI – CONFLICT OF INTEREST
a. Any Chapter Officer or member who has a financial or fiduciary interest in, or the appearance of such an interest in, a matter which comes before the Chapter shall bring such genuine or apparent conflict of interest to the
attention of the Chapter and shall abstain from voting on such matter
unless it is determined that no conflict of interest exists.
b. Any person who has knowledge of such genuine or apparent conflict of
interest on the part of any Chapter Officer or member must bring such
conflict of interest to the attention of the Chapter, orally or in writing, and
the Chapter Officer or member will abstain from voting on the matter
unless it is determined by Chapter that no conflict of interest exists.
c. When any member of the Chapter, or an interested third party, brings to
the attention of the Chapter the claim that a genuine or apparent conflict
of interest exists, the Chapter will vote to determine whether an actual
conflict of interest exists.
1. If the majority of those voting determine that, in fact, a conflict does exist, the member with the conflict of interest shall abstain from voting on the matter.
2. If the majority of those voting determine that no conflict of interest exists, the member may vote on the matter.
ARTICLE VII – RELATIONSHIP WITH EAPA AND OTHER PROVISIONS
Section 1. Relationship with EAPA
The Chapter is a subsidiary unit of the Employee Assistance Professionals
Association, Inc. (EAPA). Any action taken by the Chapter without the prior written consent of EAPA’s Board of Directors shall not be binding on EAPA. EAPA does not authorize the Chapter to act as an express or implied agent for, or on behalf of, EAPA without the prior written consent of EAPA.
Section 2. Restriction on Activities
Notwithstanding any other provisions of the bylaws, the Chapter shall not carry on any activities not permitted to be carried on by an association exempt from federal income tax under section 501 (c)(3) of the U.S. Internal Revenue Code of 1986, or any successor provision.
Section 3. Logo and Name
All public uses by the Chapter of EAPA’s name, trademarks, and/or logos must be approved in advance by EAPA. Any Chapter logo must conform to EAPA guidelines and its use must be approved in advance by EAPA.
Section 4. Dissolution
In the event of Chapter dissolution, the residual assets of the Chapter shall be turned over to EAPA.
ARTICLE VIII – AMENDMENT OF THE BYLAWS
Section 1. Chapter Responsibility
The Chapter shall ensure that its bylaws are kept current in relation to EAPA’s bylaws.
Section 2. Amendment Process at the Chapter Level
The Chapter shall post its bylaws on the Chapter website and review them annually at first leadership meeting of each new set of Officers.
Section 3. Approval of Draft Amendments by EAPA.
Upon completion at the Chapter level of any amendment to the Chapter bylaws, the recommended amended bylaws must be submitted to EAPA for review and approval by the Board of Directors. Bylaws must be approved by the Board of Directors before they can take effect.
Drafted 9/17/2007 JK
Revised Draft 10/9/2007 JK
Revised Draft 11-5-2007 JK
Approved and Adopted by Vote 16:0
Reviewed 12/4/2008- approved and adopted.
