CEA Bylaws

(PDF Version)

May 2006

ARTICLE I: NAME

The name of this corporation is the Chicagoland Evaluation Association, hereafter referred to as the Association.

ARTICLE II: PURPOSES

Section 1. Purposes. The purposes of the Association are to:

(a) Promote scientific and educational purposes, in connection with the science and practice of evaluation in both the public and private sectors of society; and

(b) Provide a forum for professional evaluators in the Chicago area to network, exchange ideas and knowledge, and participate in professional development activities that promote excellence in the field of evaluation.

Section 2. Non-Profit Character. The Association is an affiliate of the American Evaluation Association, which is a not for profit organization organized exclusively for charitable and educational purposes.

Section 3. Distribution of Assets. Upon the dissolution of this Association, its assets remaining after payment, or provision for payment, of all debts and liabilities of this Association shall be distributed to the American Evaluation Association or one of it’s affiliates.

Section 4. Grants and Gifts. The Association, through the Executive Committee, may accept gifts and grants of a general nature or for specific purposes; however, such acceptance shall be free of any restriction that would either limit the Association in carrying out its functions and objective or change its non-profit character.

ARTICLE III: MEMBERSHIP

Section 1. Eligibility. Any individuals interested in the purposes of the Association shall be eligible for membership. Members are defined as those who have completed aregistration form, received acknowledgment of membership from the Association and have paid the currently stipulated membership dues.

Section 2. Rights. All members shall have the right to vote for officers and on other official matters of the Association defined in the By-Laws, to hold office if duly elected, to receive all notifications pertaining to the official business of the Association and to receive membership publications.

Section 3: Voting. Each member shall have one vote. Membership votes will be taken and recorded in person at Association meetings and/or via Internet. Outcomes of membership votes will be determined by a simple majority (with the exception of changes to the by-laws, which requires a 2/3 majority) of all votes cast. In the event of a tie vote, the matter will be forwarded to the Executive Committee for final resolution.

ARTICLE IV: ANNUAL MEETING

Section 1. Place and Time. Annual Meetings of the membership shall be held at a time and place designated by the Executive Committee. At least one annual business meeting shall be held within each calendar year.

Section 2. Notice of Meetings. At least thirty (30) days in advance thereof the Association shall notify each member of the annual meeting.

Section 3. Annual Meeting Format. The annual meeting shall be a business meeting. The activities shall include but are not limited to: A report of the status of the Association by the President, a membership report by the Secretary, and a financial report by the Treasurer or duly-authorized Board-appointed agents, and status reports from committees.

ARTICLE V: GOVERNANCE STRUCTURE

Section 1. Diversity. It is the policy of the Chicagoland Evaluation Association to actively seek diversity on the Board and all committees through attention to the following areas: gender, ethnicity, discipline and geography, with a balance among practitioners/academics and areas of application (e.g. government, schools, non-profits).

Section 2. Board of Directors. The Association shall be governed by a three member Board of Directors consisting of the Officers of the Association and shall be known as the Executive Committee.

Section 3. Executive Committee. The President, Secretary, and Treasurer shall be elected by the entire membership and shall constitute the Executive Committee to govern the business of the Association.

Section 4. Governing Powers and Duties. The Executive Committee shall have all the powers and duties necessary or appropriate for the administration of the affairs of this Association and may perform all such acts and things as are not directed to be exercised and done by members by law or by these By-Laws. The duties of the Executive Committee shall include: (a) Setting dues and approving a budget for each year (b) Establishing and overseeing the operation of committees of the Association. (c) Authorizing any matters to be submitted to a vote of the general membership of the Association including election of Officers. The Executive Committee shall receive and consider petitions from the membership for matters to be submitted to a vote of the general membership of the Association.

Section 5. Election, Appointment and Terms of Office. All elected officers shall serve a two-year term. Terms of office shall begin January 1 after election and end December 31 the following year. To ensure continuity the President and Treasurer will be elected for terms beginning in even numbered years and the Secretary will be elected for a term beginning in an odd numbered year. The outgoing Treasurer shall be responsible for training the incoming Treasurer and providing her/him with all relevant financial books and documentation.

Section 6. Vacancies. Vacancies in the Executive Committee caused by any reason shall be filled by a unanimous decision by the remaining two members.

Section 7. Compensation. Compensation shall not be paid to Executive Committee members for their services in their capacity as Executive Committee members, nor pursuant to any other contractual arrangements. However, Executive Committee members shall be allowed reasonable advancement or reimbursement for actual expenses incurred by them in the performance of their duties, as approved by a majority of the Executive Committee.

Section 8. Meetings. Meetings of the Executive Committee may be called by the President or by two Committee members, stating the time, place, and purpose of the meeting.

Section 9. Quorum. At all meetings of the Executive Committee, two members shall constitute a quorum for the transaction of business.

Section 10. Documentation. A summary from each Executive Committee Meeting will be distributed to the membership.

Section 11. Parliamentary Procedure. Meetings of the Executive Committee and the membership will normally be conducted using informal, but businesslike procedures. At any time a procedural conflict arises, the provisions of the most recent edition of Robert's Rules of Order shall be used to resolve the conflict.

ARTICLE VI: OFFICERS

Section 1. Elections.

(a) The election of the Association’s officers will be held the for a five day period during the second full business week of December.

(b) Annually, a Nominating Committee of three people, one of whom is a current officer, shall be appointed by the President to secure at least one nomination for each vacancy and shall, with the authorization of the Executive Committee, submit the slate of nominees for the appropriate office(s) to the membership for vote. The Secretary distributes the ballots to the membership.

(c) The Nominating Committee will solicit nominations from the members, and choose candidates that reflect the diversity and characteristics of the Association's membership. Additional nominations may be submitted to the nominating committee by any member until five days prior to the distribution of the ballot, provided that the nominee has agreed to serve.

(d) Fifteen days prior to the start of the election week, members will receive their ballots via email with directions on how to vote at a secure online site.

(e) Members can only vote once for each candidate.

(f) The candidate for each office receiving the largest number of votes shall be considered elected. In the case of a tie, the Executive Committee shall select the officer from the tied candidates by majority vote, in the case of a tie on the Executive Committee, by lot.

(g) Elected officers will be announced via e-mail by December 31.

Section 2. Removal and Vacancies. The removal of an officer shall require a unanimous vote of the remaining Executive Committee members. The filling of vacancies shall be in the manner as prescribed in Article V, Section 5.

Section 3. President. The President shall be the chief executive officer of the Association and shall preside at all business meetings, and have general responsibility for the conduct of the affairs of the Association. The President will also serve as liaison for all business related to the American Evaluation Association and represents the affiliate to the public. The President is responsible for securing meeting space for the annual meeting. S/he appoints committee chairs and serves as ex-officio member of all committees. S/he is also responsible for any special operations (“other duties as assigned by the membership”).

Section 4. Treasurer. The Treasurer shall hold the Association's funds, collect the annual dues from the members, provide an annual financial report, balance the books, receive all monies for the affiliate, develop protocols for the collection of any dues or fees, consult with the Executive Committee and prepare the yearly budget for consideration, and train the incoming treasurer.

Section 5. Secretary. The Secretary shall keep the master calendar for the organization, keep the membership list, take minutes at the annual meeting and distribute them to the membership, maintain key association documents, verify voting ballots, verify the security of ballots and website for voting, handle correspondence for the association.

ARTICLE VII: FISCAL MANAGEMENT

Section 1. Fiscal Year. Unless otherwise specified, the fiscal year of the Association shall begin on the first day of January of every year.

Section 2. Books and Accounts. Books and accounts of the Association shall be kept under the direction of the Treasurer of the Association.

Section 3. Execution of Association Documents. With the prior authorization of the Executive Committee, all notes and contracts shall be executed on behalf of the Association by either the President or the Treasurer.

Section 4. Financial Signatories. For all bank accounts established for the Association, there must be at least two signatories, the Treasurer and at least one other elected Executive Committee member.

ARTICLE IX: AMENDMENTS

These By-Laws may be amended by a two-thirds (2/3) majority of the members voting on the proposed change. Amendments may be proposed by the Executive Committee or by petition to the Executive Committee by members of the Association numbering fifteen percent (15%) of the members included in the official membership count of March 31 of the previous year and they shall be submitted to the entire membership for vote no later than the next Annual Meeting. Such amendments, following affirmation, shall become effective the next January 1st.