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Bylaws of the

Government Finance Officers Association

of Missouri

 

 

 

Adopted/Original Printing

April 19, 1983

Original Printing

Revised Printing

March 1, 1991

- As Amended -

September 10, 1984

July 18, 1986

March 11, 1988

October 13, 1989

April 5, 2001

 

 BYLAWS

 

ARTICLE I

 

Membership Eligibility

 

               Section 1.   Membership in the Association shall be available to any person duly elected or appointed to the position of finance officer, treasurer or officer of the State of Missouri or its local governments charged with the performance or supervision of one or more of the following principal responsibilities: collection, receipt, tabulation, custody, deposit, investment, disburse-ment or budgeting of public funds.

 

               Section 2.   The Board of Directors in its discretion may establish as many different types of membership as it deems desirable, having qualifications and characteristics as are set by the Directors. Membership shall be secured in the manner provided by the Board of Directors.

 

               Section 3.   The annual dues and special assessments, if any, shall be established by the Board.

 

               Section 4.   No dues shall be refunded to any member whose membership terminates for any reason, nor any membership be transferred from one person to another during a period for which dues have been paid.

 

 

ARTICLE II

 

Admission to Membership

 

               Section 1.   The Board of Directors shall establish procedures for the processing of membership applications and the evaluation of the applicant’s qualifications to a given class of membership. The Board of Directors shall have the power to prescribe rules and regulations pertaining to membership, the issuing of certificates and all other matters necessary to the proper administration of membership.

 

               Section 2.   The Board of Directors shall set procedures for appeals for rejection of membership applications.

 

               Section 3.   The actions of the Board of Directors concerning member-ship shall be final.


ARTICLE III

 

Chapters

 

               Section 1.   The Board of Directors shall have full power for the issuance of Chapter charters.

 

               Section 2.   The Board of Directors shall set forth requirements for applying and maintaining a Chapter charter.

 

               Section 3.   The Board of Directors shall set forth procedures for the granting and issuance of Chapter charters.

 

               Section 4.   The Chapter Bylaws shall not be in conflict with the State Association Bylaws.

 

               Section 5.   Chapter charters may be revoked by a majority vote of active members in good standing and in attendance at any duly constituted convention.

 

 

ARTICLE IV

 

Committees

 

               Section 1.   The Association shall have the following Standing Committees:

 

               A.           Programs

               B.           Memberships

               C.           Legislative

               D.           Bylaws

               E.            Budget and Finance

               F.            Convention

 

               Section 2.   It shall be the duty of the President of the Association, within 30 days following the close of the Annual Convention or in the event of a vacancy, to appoint one active member to the Standing Committees of Programs, Memberships, Bylaws, and Budget and Finance.  Rev./Amnd. 4-5-01

 

               Section 3.   The chairperson of each Standing Committee shall be an active member in the Association.  Standing committees shall be composed of members of the Association in good standing appointed by the chairperson of each of the respective committees, unless otherwise provided by the Bylaws.


            Section 4.   The President also may appoint any additional committees, subcommittees or special committees needed to carry out the objectives of the Association.

 

               Section 5.   It shall be the duty of the President to issue specific instructions to the chairperson of each committee as to the scope and limitations of the activities of the committee.

 

               Section 6.   Programs Committee.   The Programs Committee shall be responsible for the planning and development of the educational program at the Annual Meeting, and such other educational and developmental programs as are approved by the Board of Directors. The chairperson of the Programs Committee shall be the First Vice President.

 

               Section 7.   Memberships Committee.   The Memberships Committee shall be responsible for the recruiting of members and shall carry out decisions of the Board of Directors relative to the recruitment, maintenance and eligibility of members in the Association.  The chairperson of the Memberships Committee shall be the Second Vice President.

 

               Section 8.  Bylaws Committee.  The Bylaws Committee shall be responsible for the review of the Bylaws of the Association as to their practicality and application. The Committee shall review all proposed amendments to the Bylaws, and the needs of the Association for amending or adding to the Bylaws. It shall make a report of its findings to the Board of Directors. The chairperson of the Bylaws Committee shall be the Secretary of the Board and shall act as parliamentarian of the Association in the absence of a duly appointed parliamentarian.

 

               Section 9.  Budget and Finance Committee.   The Budget and Finance Committee shall prepare an annual budget, advise on expenditure of funds and report on the financial affairs of the Association to the Board of Directors. The Treasurer shall be the chairperson of the Budget and Finance Committee.

 

               Section 10.  Convention Committee.   The First Vice President of the Association shall serve as the Convention Chairman and may appoint a committee to assist with convention organization. The Convention Committee shall be responsible for the selection of meeting facilities, housing accommo-dations and planning of the social activities program for the Annual Convention of  the Association, subject to approval by the Board of Directors. The Chairman of the Convention Committee is not authorized to commit the Association to any expense in excess of the portion of the Annual Convention budget set by the Board of Directors. Rev./Amnd.  4-5-01

 

ARTICLE V

 

Election of Officers

 

               Section  1.   The elected officers of the Association shall be a President, a First Vice President, a Second Vice President, a Treasurer and a Secretary. The terms of the President, the First Vice President, and the Second Vice President shall be one year. The terms of the Treasurer and the Secretary shall be two years. The Treasurer shall be elected to a one-year term in 1986, and thereafter to two-year terms in odd-numbered years. The Secretary shall be elected in even-numbered years.  Rev./Amnd. 7-18-86.

 

               Section 2.   At least sixty (60) days prior to the Annual Convention, the President shall appoint a nominating committee and chairperson comprised of at least one member from each local chapter, but in no case less than three members. All members of the Nominating Committee shall be active members in good standing of the State Association. Said committee shall nominate at least one active member in good standing for each of the elected offices of the Board of Directors.   Rev. /Amnd.   4-5-01

 

               Section 3.   Upon being informed of the committee appointment, the committee shall convene in private and consider possible nominations and may interview any active member they so choose.

 

               Section 4.   Said committee shall make the nominating report to the Board of Directors and the active membership of the Association at least thirty (30) days prior to the Annual Convention.

 

               Section 5.   The President shall appoint an independent party, with the consent and approval of a simple majority of the Officers and Directors of the Board, who shall have the responsibility to receive and tabulate the results of the election of Officers, and to report the results of said election to the Board of Directors and members of the Association at the Annual Meeting.

 

               Section 6.  All active members of this Association in good standing may vote. Each office shall be voted on separately and shall be filled by any qualified candidate receiving a majority vote of those members voting.

 

               Section 7.   With the exception of the President, all officers shall be eligible for re-election and may succeed themselves in office. The President shall not be able to succeed himself, but may be re-elected to the office of President so long as he does not succeed himself.

 

 

ARTICLE VI

 

Vacancy of Officers

 

               Section 1.   If the Presidency shall become vacant, the First Vice President shall fill the unexpired term. The Second Vice President shall move to First Vice President. A two-thirds majority of the Board of Directors present shall elect from its own ranks a new Second Vice President to fill the unexpired term. If the First Vice President shall become vacant, the Second Vice President shall fill that position for the unexpired term and two-thirds majority of the Board of Directors present shall elect from its own ranks a Second Vice President for the unexpired term. If a vacancy occurs in either the Second Vice President, Treasurer or Secretary, two-thirds of the Board of Directors present shall elect from its own ranks a member to fill the unexpired term.

 

 

ARTICLE VII

 

Duties of Officers

 

               Section 1.   President.   The President shall be the Chief Executive Officer of the Association. He shall be responsible for the coordination and management of the operations of the Association, subject, however, to the control of the Board of Directors. The President shall preside at all meetings of the Board of Directors and at the Annual Convention. He shall be an ex officio member of all committees. He shall do any and all things that, with the approval of the Board of Directors, he may deem necessary to carry out the provisions of the Bylaws, to protect the rights and interests of the Association, and to discharge all the duties incumbent upon a presiding officer. He shall plan the agenda for the Annual Convention and for all Board meetings called by his order. The President shall make an annual report to the members assembled in convention on the progress of the Association.

 

               Section 2.   First Vice President.   The First Vice president shall have such powers and duties as may be prescribed by the Board or as may be delegated by the President. The First Vice President shall be chairperson of the Programs Committee. In case of the absence or disability of the President or when circumstances prevent the President from acting, the First Vice President shall perform the duties of the President. The First Vice President shall be Chairperson of the Convention Committee.   Rev./Amnd.  4-5-01

 

               Section 3.   Second Vice President.   The Second Vice President shall be chairperson of the Memberships Committee and other duties as delegated by the President or prescribed by the Board of Directors. In case of disability of the First Vice President, to the extent that he or she is unable to perform his or her duties, or in his or her absence from any meeting where attendance would be required, the Second Vice President shall perform the duties of the First Vice President during the continuance of such disability or absence.

 

               Section 4.  Treasurer.  The Treasurer shall receive and have responsibility for all money and funds, general, special and trust, of the Association and do with the same as shall be ordered by the Board of Directors. The Treasurer shall keep adequate and correct records of amounts of the properties and business transactions of the Association, including the amounts of its assets, liabilities, receipts and disbursements; and prepare monthly reconciliations and reports on these transactions. The Treasurer shall submit quarterly reports to the Board of Directors on the assets, liabilities, receipts and disbursements of the Association for the immediate preceding calendar quarter; and shall submit an annual report to the members assembled in convention. The Treasurer shall relinquish the books and records to an auditing committee appointed by the President for an annual audit. An interim audit may be requested by the President or Board of  Directors at any time. The Treasurer shall be chairperson of the Budget and Finance Committee.

 

               Section 5.   Secretary.   The Secretary shall attend and keep a record of the minutes of all meetings of the Board of Directors and of the annual and any special meetings of the members assembled in convention. The Secretary shall keep such books and records as may be required by the Board, shall have charge of the seal of the Association and shall give notices of all meetings of the Boards and Committees, provided, however, that any persons calling such meetings may, after informing the Secretary and at their option, themselves give such notice. The Secretary shall be chairperson of the Bylaws Committee, and shall have such other powers and duties as may be prescribed by the Board of Directors.

 

 

ARTICLE VIII

 

Board of Directors

 

               Section 1.  Quorum.  A majority of the Board of Directors shall constitute a quorum for the transaction of business at any meeting of the Board; but if less than a majority, the Directors present may adjourn the meeting from time to time without further notice.

 

               Section 2.   Action of Directors at a Meeting.   The act of a majority of the Directors present at a meeting at which a quorum is present shall be an act of the Board of Directors, unless the act of a greater number is required by law or by these Bylaws.

 

               Section 3.   Action of Directors Without a Meeting.   Any action required by law or these Bylaws to be taken at a meeting of Directors or any action that may be taken at a meeting of Directors, may be taken without a meeting if a consent in writing, setting forth the action so taken, shall be signed by a majority of the Directors and recorded by the Secretary in the permanent record book.

 

               Section 4.  Notice of Pending Actions.   All actions of Directors at a meeting or actions of Directors without a meeting as hereinbefore outlined, other than at the regular quarterly and annual meetings of the Board of Directors, shall be preceded by formal notice of such pending action in the U.S. mail, facsimile and/or e-mail or other mail service at least seven (7) days immediately preceding such action, to all members of the Board.   Rev./Amnd.  4-5-01

 

               Section 5.   Compensation of Officers.   All Board members as such shall not receive any compensation for their services. The Treasurer shall obtain a minimum of two Board Members’ approval (in writing, by facsimile and/or by e-mail) prior to reimbursing other Board Members for expenses incurred while in their duties in behalf of the Association.  Rev./Amnd.   4-5-01.

 

               Section 6.  Management of Business.  The management and govern-ment of the affairs of this Association shall be vested in the Board of Directors. The Board of Directors shall be charged with the responsibility of employing and supervising individuals or firms that may be needed to carry out the objectives of the organization.

 

               Section 7.   Chapter Board Members.   Chapter Board members shall be elected by each chapter before the Annual Convention and shall serve a one-year term. Chapter Board members may succeed themselves but may not serve more than four consecutive terms.

 

               Section 8.   Board Members-at-Large.   The Board Members-at-Large shall serve a term of one year. Such Board members may succeed themselves but may not serve more than two consecutive terms.

 

               Section 9.   Security.   Any officer, Board member or employee, if required by the Board of Directors, shall provide bond in such sum and with such security as the Board may require for the faithful performance of his duties.  The Board of Directors may pay the expense for such bond in the manner prescribed in these Bylaws.


ARTICLE IX

 

Fiscal Year and Budget

 

               Section 1.   The fiscal year of the Association shall be April 1 to March 31 of each year, unless otherwise established by the Board of Directors.  Rev./Amnd.  4-5-01.

 

               Section 2.   The Finance and Budget Committee shall prepare and present to the Board of Directors not less than thirty (30) days prior to the first day of the fiscal year, a proposed budget reflecting the previous year’s estimated income and expenditures as well as the anticipated income and expenditures for the upcoming fiscal year.  Rev./Amnd.  7-18-86.

 

               Section 3.   Copies of the proposed budget shall be made available by the Board to any member of the Association upon request to the Secretary.

 

               Section 4.   The budget shall be approved and adopted upon a simple majority vote of the full membership of the Board of Directors.

 

               Section 5.   The budget may be amended by the Board of Directors, but all such proposed amendments shall be first reviewed by members of the Finance and Budget Committee for their recommendations, unless otherwise provided by these Bylaws.

 

 

ARTICLE X

 

Rules of Order

 

               Section 1.   Parliamentary authority and procedures at all meetings shall be governed by “Robert’s Rules of Order,” newly revised, unless otherwise governed by these Bylaws.

 

 

ARTICLE XI

 

Provisions in Articles of Incorporation

 

Section 1.   These regulations are at all times subject to the provisions of the Articles of Incorporation of the Association (including in such term whenever used in these regulations, amendments thereto).

 

 

ARTICLE XII

 

Amendments to the Bylaws

 

               Section 1.   A majority of the active members present (in good standing) may amend these Bylaws providing that they receive, in writing, the proposed amendment at least thirty (30) days before a constituted convention.

 

               Section 2.   If the proposed amendment has not been mailed at least thirty (30) days previous to the convention, two-thirds majority of the active members present (in good standing) may amend the Bylaws.

 

               Section 3.   The Board of Directors may, at anytime during the year, notify membership by mail of proposed amendment to the Bylaws.  The proposed amendment must be approved by a two-thirds majority of the members voting by written ballot within 30 days after notification.  Rev./Amnd.  9-10-84.

 

 

ARTICLE XIII

 

Effective Clause

 

Section 1.   These Bylaws shall be effective immediately upon adoption at a duly constituted meeting of the Board of Directors by three-fourths (3/4) of the Board members present.

 

 


ADDITIONAL INFORMATION

 

The following membership classes of the Mo-GFOA of Missouri were approved during the Board of Directors’ meeting on Friday, July 21, 1989, in Columbia.

 

The Board of Directors recognizes five classes of membership.

 

1.   Active   –   Any duly elected or appointed governmental officer charged with the performance or supervision of one or more of the following principal responsibilities:  collection, receipt, tabulation, custody, deposit, investment, disbursements or budgeting of public funds.

 

2.   Associate   –   Any firm, institution or organization that participates in activities involving the budgeting, expenditure or investment of public funds. Associate membership shall be in the name of the firm, institution or organization. Associate members may not vote, but may serve on any committee established by the Board of Directors or in the Bylaws.

 

3.   Affiliate   –   Any not-for-profit organization, association or corporation that performs services relating to the use of public funds. Affiliate membership shall be in the name of the association, and affiliate members may not vote.

 

4.   Honorary Life   –   Any former active member who has retired from public service and has made an outstanding contribution to the development of the profession. Membership must be approved by a majority vote of the Board of Directors.

 

5.   Student   –   Any individual enrolled in a college or university pursuing coursework in finance, accounting or public administration and who is not employed full-time by a governmental employer.

 

 

 

Government Finance Officers Association of Missouri
c/o Missouri Municipal League
1727 Southridge Dr
Jefferson City, MO 65109
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