Bylaws

WESTPORT EDUCATION ASSOCIATION, INC.
By-Laws revised 2006

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Sec. 1. ANNUAL MEETING.  The annual meeting of the members shall be held at the principal office of the Corporation (hereinafter referred to as the “WEA”), in the State of Connecticut, on the fifteenth of May or at such other time or location as the Board of Directions (hereinafter referred to as “the Executive Board”) may designate at a designated time of that day.  The Secretary shall serve personally, or by mail, a written notice thereof, addressed to each member at his/her address as it appears on the membership list or distribute said notice through the Westport School mail system but at any meeting at which all members shall be present, or of which all members not present have waived notice in writing, the giving of notice as above required may be dispensed with.

Sec. 2. QUORUM.

  1. A quorum for all membership meetings shall be 20% of members enrolled on January 1.  This figure shall continue until the next January 1.
  2. A quorum of all committees shall be 50% of the membership of the committees.

Sec. 3. SPECIAL MEETINGS.  Special meetings of the members other than those regulated by statute may be called at any time by the Executive Board.  Notice of such meeting stating the purpose of which it is called shall be served personally or by mail or through the Westport School mail system not less than 4 days before the date set for such meeting.  If mailed, it shall be directed to a member at his/her address as it appears on the membership list; but any meeting at which all members shall be present, or of which members not present have waived notice in writing, the giving of notice as above described may be dispensed with.  The Executive Board shall also, in like manner, call a special meeting of members whenever so requested in writing by members representing not less than 40% of the total membership.  No business other than that specified in the call for the meeting, shall be transacted at any meeting of the members.

Sec. 4. EMERGENCY MEETINGS.  Emergency meetings may be called by the President with the approval of the Executive Board subject to such notice as they shall determine.

Sec. 5. VOTING.

Section 1.  The will of the majority will be recognized.

Section 2.

  1. Voting shall take place in the presence of members and associate members only but voting privileges shall be limited to members only.
  2. Upon recommendation of the Executive Board, or by affirmative vote of 10% of the members present written ballots shall be used for voting on questions put before the membership.

Sec. 6. ORDER OF BUSINESS.  The order of business at all meetings of the members shall be as follows:

  1. Roll Call
  2. Proof of Notice of Meeting or waive of notice
  3. Reading of minutes of preceding meeting
  4. Reports of Officers
  5. Reports of Committees
  6. Election of Inspectors of Election
  7. Election of Directors
  8. Unfinished Business
  9. New Business

ARTICLE II:  BOARD OF DIRECTORS

Sec. 1. DIRECTORS.  The affairs and business of the WEA between meetings of the General membership shall be managed by the Board of Directors hereinafter referred to as the Executive Board which board shall consist of all officers and Building Representatives.

Sec. 2. HOW ELECTED.  Each unit of the WEA (as defined under Article IX, Sec. 1) shall elect a representative subject to the provisions of Article IX, Sec. 2.

Sec. 3. DUTIES OF DIRECTORS.  The Executive Board shall be responsible for the duties and the conduct of the WEA in all matters not herein specifically mentioned provided that they refer any matter of policy to the entire membership for consideration.  The Executive Board shall appoint a Supervisory Committee of members to audit the Treasurer’s books at the close of each fiscal year.  The Executive Board shall examine a budget as drawn up by the Treasurer by May 1.  The Executive Board shall present its approved budget to the membership at the annual meeting for discussion and action.  The Executive Board shall have the responsibility of determining negotiating procedures with the approval of the general membership.  The Executive Board shall receive any amendments in writing either directly to it or indirectly through a membership meeting and shall present such proposals along with its recommendations and all other pertinent material to the membership as prescribed in the By-Laws.  The Executive Board shall have the power to constitute new committees as the need arises.  The Executive Board shall have the power to suspend from membership or expel any member who shall have committed a substantiated violation of the CEA-NEA Ethics Code or shall be convicted on a law of crime involving moral turpitude.  Such action shall require an affirmative vote of ¾ of the total membership of the Executive Board.  The Executive Board shall have the power to re-instate any member who has previously been suspended or expelled from membership.  Such action shall require an affirmative vote by a majority of the total membership of the Executive Board.  The meetings of the Executive Board shall be held prior to general meetings and at any other time at the call of the President or of a majority of the Executive Board.  A Building Representative by reason of three consecutive absences from the Executive Board without just cause shall forfeit membership on the Board.  In such an instance, the Secretary shall notify the President and ask that a replacement shall be elected from the same unit as the delinquent Board member.

Sec. 4. NOTICE OF MEETINGS.  Notice of Meetings other than the regular annual meetings shall be given by service upon each Director in person, or by mailing to the Director’s last known post office address, at least two days before the date herein designated for such meeting, including the day of mailing, of a written printed notice thereof specifying the time and place of such meeting, and the business to be brought before the meeting and no business other than that specified in such notice shall be transacted at any special meeting.  At any meeting at which every member of the Executive Board shall be present, although held without notice, any business may be transacted which might have been transacted if the meeting had been duly called.

Sec. 5 QUORUM.  At any meeting of the Executive Board, a majority of the Board shall constitute a quorum for the transaction of business; but in the event of a quorum not being present, a lesser number may adjourn the meeting to some future time, not more than 14 days later.

Sec. 6. VOTING.  At all meetings of the Executive Board, each Director is to have one vote.

Sec. 7. VACANCIES.  Vacancies in the Board occurring between annual meetings shall be filled for the unexpired portion of the term by a majority of the remaining directors.

ARTICLE III:  OFFICERS

Sec. 1. NUMBER.  The officers of this WEA shall be:

1.  President              2.  Vice-President              3.  Secretary              4.  Treasurer

Sec. 2. NOMINATION AND ELECTION.

  1. Nominations:  WEA members who want to run for one of the WEA officers must be nominated no later than the annual meeting in May.  Nominations will be accepted from the floor at the annual meeting.  Every candidate will be permitted to make a presentation at the annual meeting.
  2. Voting:  When there is more than one nominee for the WEA office, voting for that officer shall be by written ballot and shall take place at each school after the official close of the school day in the building.  During voting the ballot box shall remain secure.  The ballots shall be counted at one location in the presence of members of the Elections Committee.  The Election Committee shall determine procedures in accordance with this article.  All officers of the WEA shall be elected by the membership at is annual meeting or at a special meeting called for that purpose and shall hold office for the term of four years until their successors are duly elected.

Sec. 3. DUTIES OF OFFICERS

PRESIDENT

  1. Shall preside at all meetings of the Executive Board
  2. Shall make all appointments not otherwise provided for, subject to the approval of the Executive Board
  3. Shall be an ex-officio member of all committees and shall have the right to serve as a representative to the P.T.A. Council or to appoint a delegate to serve in his/her place and he/she shall serve as a member of the Fairfield County Presidents Association.
  4. Shall be responsible for representing the WEA in person or through appointees at meetings of the Board of Education, at civic functions, and at meetings of educational import where such representation shall be deemed advisable by the Executive Board.

VICE PRESIDENT

  1. Shall assist the President in the discharge of his/her duties
  2. Shall assume all duties of the President in case of his/her absence or resignation, or inability to complete term of office.
  3. Shall be responsible for and shall serve as members of all of committees as recommended by the President and approved by the Executive Board.
  4. May be called upon to attend meetings of the Board of Education, Board of Finance or the Representative Town Meeting.

TREASURER

  1. Responsible for maintaining all expense and income accounts of the WEA.
  2. Responsible for assisting the WEA accountant in issuing financial reports.  The account will maintain proper federal and state tax forms and reports.
  3. Responsible for regular reporting of the Corporation’s financial status to the Executive Board.
  4. Responsible for keeping up-to-date and accurate membership roster.
  5. Responsible for communicating with Connecticut Education Association regarding membership status.
  6. May be called upon to attend meetings of the Board of Education, the Board of Finance or the Representative Town Meeting.
  7. Expected to be able to use WEA computer.
  8. Serves as Membership Chairperson; works closely with Secretary on maintenance of membership rolls.

SECRETARY

  1. Responsible for taking and word processing minutes of all Executive Board and General Membership meetings.
  2. Responsible for maintaining the Corporation’s yearbook of minutes, correspondence, activities, communications material, etc.
  3. Responsible for maintaining an annual clippings file of education related news from the Westport News and the Minuteman newspapers.
  4. May be called upon to attend meetings of the Board of Education, the Board of Finance, or the Representative Town Meeting.
  5. Expected to be able to use WEA computer.

BUIDING REPRESENTATIVES

  1. Shall be responsible for WEA business meetings within the units and shall act as liaison between the Board and their units.
  2. Shall conduct elections for representatives to elections and legislative-political action committee and contract preparation committee, and for the succeeding Building Representatives.
  3. Shall be responsible for attending to the needs, interests, and welfare of members in his/her unit in all matters relevant to the WEA.
  4. Shall be responsible for membership drive and enrollment in his/her unit under the membership chairman.

Sec. 4 BOND.  The Treasurer shall, if required by the Executive Board, give to the Company such security for the faithful discharge of his/her duties as the Board may direct.

Sec. 5. VACANCIES, HOW FILLED.  All vacancies, including leave of absence, in any office, shall be filled by the Executive Board without undue delay, at its regular meeting, or at a meeting especially called for that purpose.

Sec. 6. COMPENSTATION OF OFFICERS AND BUILDING REPRESENTATIVES.  The officers shall receive such salary or compensation as may be determined by the General Membership.

Sec. 7. REMOVAL OF OFFICERS.  The Executive Board may remove any other officer by a majority vote, at any time for reasonable cause.

ARTICLE IV:  CORPORATE SEAL

Sec. 1. SEAL.  The Seal of the Corporation shall be as follows:

ARTICLE V:  FISCAL YEAR

Sec. 1.  FISCAL YEAR.  The fiscal year of the WEA, shall begin with the first day of July in each year and shall end on the last day of June next following, unless otherwise determined by the Executive Board.

ARTICLE VI:  BILLS, ARTICLE NOTES, ETC.

Sec. 1. HOW MADE.  All bills payable, notes, checks or other negotiable instruments of the WEA shall be made in the name of the WEA, and shall be signed by the President and the Treasurer and checks drawn on the Corporate bank account may be signed by either President or the Treasurer.  No officer or agent of the WEA, either singly or jointly with others, shall have the power to make any bill payable, note, check, draft, or warrant or other negotiable instrument, or endorse the same in the name of the WEA, or contract or cause to be contracted any debt or liability in the name or in behalf of the WEA, except as herein expressly prescribed and provided.

ARTICLE VII:  AMENDMENTS

Sec. 1. HOW AMENDED. These BY-LAWS may be altered, amended, repealed, or added to by an affirmative majority vote of the members, at an annual meeting or at a special meeting called for that purpose, provided that a written notice shall have been sent to each member of record, which notice shall state the alterations, amendments or changes which are proposed to be made in such BY-LAWS.  Only such changes have been specified in the notice shall be made.  If, however, all the members shall be present at any regular or special meeting, these BY-LAWS may be amended by a majority vote, without any previous notice.

ARTICLE VIII:  RULES OF ORDER

Sec. 1.  Robert’s Rules of Order (revised) shall be the authority on all questions of procedures not specifically stated in these By-Laws.

Sec. 2.  A copy of the above book shall be available at all meetings of the WEA and of the Executive Board.

Sec. 3.  The President shall appoint with the approval of the Board, a parliamentarian who is not an officer of the WEA and one who is familiar with the By-Laws, and Robert’s Rules of Order.

ARTICLE IX:  WEA UNITS

Sec. 1.  DEFINITION OF UNITS. The following are considered to be units in the By-Laws.  Each of the 5 elementary schools, each of the 2 middle schools, the senior high school, and the Teaching Administrators Group as defined by law.

Sec. 2.  BUILDING ELECTIONS.

  1. Each unit shall elect a “Building Representative”, one representative per the first 25 or fewer potential WEA members and one for each additional 25 or major portion thereof (major portion being 13 or more) except the teaching administrators who shall elect one representative.
  2. Members of elections, legislative-political action, and contract preparation committees shall be elected in the same manner as Building Representatives.
  3. In the event of a vacancy, a replacement shall be elected from the same unit as the original member, by the WEA members of that unit.
  4. Building Representatives shall be elected for a term of one year.

ARTICLE X:  COMMITTEES

Sec. 1. ELECTION COMMITTEE

a. Shall be composed of one representative from each WEA unit.

b. Shall be responsible for the management and conducting of the WEA elections; above the local unit level.

c. The committee shall determine its own rules and procedures subject to the following limitations:

1. Provisions of Article III, Section 2

2. All members in good standing who wish to seek office shall have their names placed in nomination.

3. The committee shall not endorse candidates.

4. All elections shall be conducted by secret ballot.

5. The one-person, one-vote principle shall apply for representation on all union governing bodies, except that the union shall guarantee ethnic-minority representation at least proportionate to its ethnic-minority membership.

Sec. 2. CONTRACT PREPARATION COMMITTEE

  1. Shall be appointed by the President with the approval of the Executive Board.
  2. Shall be responsible for the preparation of contract proposals and background information necessary to support such proposals at the bargaining table.

Sec. 3.  GRIEVANCE/. ETHICS COMMITTEE

a. The membership shall be the Executive Board

b. The chair shall be the either the president or the vice-president as recommended by the president and approved by the Executive Board.

c. Shall be responsible for contract maintenance and protection.

d. Shall be available to individual members for advice on questions of contract interpretation.

e. Shall process both informally and/or formally member requests for redress of grievances.

f. Shall represent and/or accompany members as requested in all official administrative conferences.

g. Represent the WEA in all legal actions as may be required in defense of the contract.

h. Shall endeavor to promote understanding of and adherence to the CEA-NEA Code of Ethics.

i. Shall act as an impartial advisory and protective board; receive complaints of unethical conduct; investigate, mediate, arbitrate, and when necessary refer cases to the county member of the CEA Ethics Commission for appropriate action.

j. Shall not be construed by its existence as implying restrictions on freedom of speech or on the right of appeal to the local Board of Education or the CEA Ethics Commission.

k. Any charge of violation of the CEA-NEA Code of Ethics shall be referred to the committee in writing over the signature of a WEA member.

l. Parties concerned are guaranteed the following rights:

1. to appear in person before the committee

2. to present witnesses and evidence in substantiation of the complaint or reply

3. to appeal a committee decision to an appropriate body

m. Upon receipt of a referral the committee will conduct a confidential inquiry

n. The Ethics Committee shall report their findings to the parties involved, in writing.

o. The CEA Ethics Commission may be called upon at any time by the committee or the parties involved for advice and counseling

p. If a person is found to have committed a substantiated violation of the CEA-NEA Code of Ethics and disciplinary action is recommended by three-fourths of the Grievance/Ethics Committee, the Board shall be the body responsible for determining and taking such action.

q. Minutes and findings involving a case of breach of ethics are confidential and shall be kept in a locked file.

Sec. 7.  ADHOC COMMITTEES

Members of all ad hoc Committees shall be appointed by the President, with the approval of the Executive Board.

ARTICLE XI:  DUES

Sec. 1.

a. The annual dues of members shall be determined by the Board and approved or amended by the members not later than the annual meeting of the WEA

b. Dues shall be payable throughout the year

c. Members who have paid dues shall be considered members until January 1 of the following year.  Failure to pay dues by this date shall result in the loss of membership.