CONSTITUTION OF THE NATIONAL BLACK STAFF NETWORK

MISSION STATEMENT

To develop and maintain a national network of similarly employed individuals to service some of the needs of America's youth and the professional needs of the members of the Network as they provide services to the youth.

The NBSN exists to improve educational opportunities for black children by encouraging development of effective instructional programs, providing scholarship funds, and providing grants to educational institutions concerned with improving educational opportunities for black children.

The NBSN exists to provide a vehicle for communication, retention, and recruitment of and among African American staff in local, state, and national affiliates of the National Education Association (NEA).

The NBSN exists as a vehicle for the mutual support, professional, personal, and spiritual development of its members, as they work to enhance development of the African American communities in which they work and live.

ARTICLE I - NAME

Section 1  The name of the organization is, and shall be, National Black Staff Network, Incorporated, hereinafter referred to as NBSN or the Network.

Section 2  The Principle Office shall be any place as the Annual Meeting may, on an annual basis, designate for the transaction of corporate business.

ARTICLE II - MEMBERSHIP

Membership shall consist of African American staff employees of the National Education Association, its affiliates and any other individual belonging to a class of individuals determined to be eligible for membership by the membership.

ARTICLE III - NON-PROFIT ORGANIZATION

The National Black Staff Network shall operate as a non-profit organization.

ARTICLE IV - GOVERNANCE BODIES

Section 1  The National Black Staff Network will be governed by its Annual Meeting.  The Annual Meeting shall be the legislative and policy making body of the NBSN.

Section 2  The Board of Directors shall consist of the officers and directors elected from the membership of the NBSN.  It shall be the management body of the NBSN.

Section 3  The Board of Directors shall act upon matters whose decisions must be made between Annual Meetings as specified in this document.

Section 4  The elected officers of the NBSN shall consist of the President, Vice-President, Secretary, and Treasurer.

ARTICLE V - ANNUAL MEETING

The Annual Meeting shall set the time, place, and date of the regular Annual Meeting.

ARTICLE VI - AMENDMENTS

The Constitution may be amended or revised annually, subject to the following conditions and procedures:

1.   During the first four (4) years following the adoption of the original Constitution:

Proposed amendments and/or changes, along with an explanation, must be submitted in writing to the Annual Meeting during the first Business Session.  Proposed amendments/changes will be discussed during the subsequent business session of the Annual Meeting. The amendment/changes may then be voted on, unless a majority of members vote to continue discussion to the final business session. If this occurs, then discussions may continue and the issue may be put to a vote during the final business session of the Annual Meeting.  A proposed amendment must receive a 66% majority vote of the members in good standing, present and voting to be accepted.  Changes so accepted shall become effective at the close of the Annual Meeting.

2.   Subsequent to the first four (4) years following the adoption of the original Constitution:

Proposed amendments and/or changes must be submitted in writing and explained during the first business session of the Annual Meeting.  Once submitted, they may be discussed and debated during any business session of said Annual Meeting.  Changes proposed during one Annual Meeting will be voted upon at the succeeding Annual Meeting.  State Contact persons will disseminate copies of proposed amendments/ changes during the interim between the Annual Meetings.  A proposed amendment/change must receive 66% majority vote of the members in good standing, present and voting to be accepted.  Changes so accepted shall become effective at the close of the Annual Meeting in which the vote was taken.

BYLAWS OF THE NATIONAL BLACK STAFF NETWORK

ARTICLE I - NAME, PURPOSE

Section 1 The name of the organization shall be the National Black Staff Network. Herein also called NBSN.

Section 2  The National Black Staff Network (NBSN) is organized to promote networking among African American staff, and  provide a vehicle for sharing of ideas, goals, as well as  promote continued learning and opportunities for its members.  Most importantly, the National Black Staff Network shall provide a forum to meet, share African-American culture and provide an avenue for mentorship.

ARTICLE II - MEMBERSHIP

Regular Membership:  An individual employed by the National Education Association (NEA) and its affiliates in an associate or professional position that is of African American descent, may upon payment of annual dues, enroll as a regular member of the NBSN.

Emeritus Retired Membership:  Emeritus Retired membership shall be open to any regular member upon retirement, provided annual retired membership dues are made.

No member of the Network shall receive compensation for services rendered to the Network, but shall be entitled to reimbursement for verifiable expenses actually incurred in connection with the performance of Network related activities.  Said reimbursements shall be in the manner and to the extent that the Annual Meeting shall determine to be reasonable.

ARTICLE III - ANNUAL MEETING

Section 1 Composition, Authority and Responsibility

1.   The NBSN shall hold the annual meeting of the membership, the last weekend in February, unless either there has been 1) a majority vote at the Annual Meeting the preceding year, or  2)   the Board of Directors decides that it is prudent and reasonable to change the meeting date prior to the scheduled meeting, but in no instance, less than four (4) months prior to the annual meeting

2.  The Body shall establish annual membership dues at each annual meeting for the next fiscal year.

3.  The NBSN’s fiscal year shall be March 1 – February 28 (29).

4.   Notice.  Notice of the Annual Meeting shall be given to each eligible voting member not less than 60 days before the meeting.

A.                 The general organization, programs and operations of NBSN shall be under the authority, management and control of its Annual Meeting. All individuals eligible for membership in the Network who 1) pay the Annual Membership Dues, 2) properly registers for and 3) attends the Annual Meeting shall comprise that year’s' Annual Meeting of the Body.

B.                 Logistical details and arrangements related to the program and business session(s) of the Annual Meeting shall be within the purview of the Board of Directors.

Section 2  Specific Duties, Roles, and Accountabilities of the Board of Directors:

1.   Plan and implement arrangements to host the Annual Meeting.

2.   Recommend a youth-oriented organization/program within the Annual Meeting’s  host for its consideration as that year’s recipient of the “NBSN's Supporting Youth Annual Donation”.

1.      Recommend policy additions and/or changes to the Annual Meeting during the year of its term of office.

2.      elect committee and committee chairpersons necessary to plan, operate and oversee the Annual Meeting during the year of its term of office.

Section 3  Annual Meeting, Quorum and Actions Without A Meeting

1.   Annual Meeting:  This meeting shall take place the last weekend of February, unless pre-determined differently by a majority vote of the Annual Meeting or the Board of Directors in absence of the Annual Meeting.  At said annual meeting, a final report of the previous year's Host Network Committee and a complete financial report of the National Treasurer shall be presented.

2.   Quorum:  A quorum shall consist of a majority of the members present and voting at an Annual Meeting.

3.   Action Without an Annual Meeting:  Any action which may be taken at the Annual Meeting may be taken in between Annual Meetings by the Board of Directors.  A majority vote of the Board of Directors shall be required.  Such action so taken along with an explanation of reasons must be communicated in writing as soon as possible to those members in attendance at the most recently held Annual Meeting.  A copy of this communication shall become an amendment to the record of the most recently held Annual Meeting and that of the upcoming Annual Meeting.

ARTICLE IV - OFFICERS AND BOARD OF DIRECTORS

Section 1 Board Role and Compensation. 

1.The Board is responsible for overall policy and direction of the Network with the President serving as Chief Executive Officer.

2.         The Board shall approve the President’s appointments for committee chairs and committee members.

3.    The Board must approve the budget, and all expenditures must be within the budget.  The Board of Directors must approve any major change in the budget.  The fiscal year shall be March 1 through February 28 (29) of the ensuing year.  Annual reports must be submitted to the membership and the Board showing income, expenditures and pending income.  The financial records of the organization shall be made available to the membership.

The Board receives no compensation other than reasonable expenses.

Section 2 Meetings.  The Board shall determine the mode and frequency of internal communications and/or meetings.

Section 3  Composition/Size:  There shall be seven members of the Board consisting of the four (4) elected officers and three (3) elected members at large.  The officers of NBSN shall be President, Vice President, Secretary, and Treasurer.

Section 4  Elections.  Nominations of officers and directors will occur as an item at the first business session of the annual meeting of the NBSN in odd numbered years.  Officers and directors will be elected by a plurality vote at the annual meeting.

Section 5  Terms.  All duly elected officers and board members shall serve two-year terms, but are eligible for re-election. No officer or board member shall serve more than two consecutive terms in the same position.

Section 6  Quorum.  A Quorum shall be a majority of the board members.

Section 7  Resignation.  Resignation from the Board must be in writing and received by the Secretary

Section 8 Vacancies.  Upon the resignation or vacancy of a Board position, the Board of Director’s shall have the authority to appoint an interim Board member to fill the vacancy until the next Annual Meeting.

Section 9 Elections Committee.  The President shall appoint an Elections Committee as needed.

ARTICLE V - DUTIES OF OFFICERS

Section 1 President.  The Duties of the President shall be to:

1.   Preside at all business sessions of the Annual Meeting;

2.   Establish committees as needed

3.   Appoint all committees chairpersons and committee members;

4.   Direct and oversee the work of committee chairpersons;

5.   Preside over meetings of the Board of Directors;

6.   Ensure the preparation and presentation of the Annual Report; and

7.   Ensure the accurate recording and preservation of proceedings at all business sessions of the Annual Meeting.

8.  Appoint a Parliamentarian.

 Section 2  Vice-President.  The Duties of the Vice-President shall be to:

1.   Preside, in the absence of the President at all business sessions of the Annual Meeting.

2.   Assist the President in carrying out the duties of that position;

3.   Succeed the President if the President is unable to fulfill the terms of that office; and

4.      Oversee the development, coordination and implementation of an on-going membership plan as approved by the Board.

 Section 3 Treasurer.  The duties of the Treasurer shall be to:

1.   Receive funds, including contributions and donations, and issue receipts;

2.   Make disbursements as authorized by the Board of Directors and as authorized by the Annual Meeting;

3.     Keep an accurate record of all funds and financial transactions;

4.     Present a financial report of revenues and disbursements at each Annual Meeting or as directed by a majority vote of the Annual Meeting; and

5.   Provide financial information as needed for the preparation of the annual report or at other times as requested by the Board of Directors.

6.      File all necessary financial reports to the designated agencies in a timely manner. 

Section 4  Secretary.  The Duties of the Secretary shall be to:

1.   Keep an accurate, official record of the proceedings of the Annual Meeting;

2.   Maintain an accurate backup file of official documents and essential correspondence generated during the term of office;

3.   Assist the President in preparing the annual report;

4.     Perform other such duties as may be assigned or required by the Board of Directors and/or the Annual Meeting;

5.     Compile a list of Black Staff throughout the United States to be supplied to the host committee by September 1 of each year and

6.   Facilitate communications about the NBSN to members and non-members via state contacts a newsletter, written correspondence, website, and e-mail and any other effective mode of communication. 

ARTICLE VI - COMMITTEES

Section 1 The Board approves committees as needed.  The President appoints all committee chairs and committee members, subject to Board approval.

Section 2  Finance Committee. 

The Treasurer is chair of the Finance Committee, which includes two other Board members plus at least one non-Board member. 

1.   The Finance Committee is responsible for the annual budget, for developing and reviewing fiscal procedures, a fundraising plan, and financing arrangements for the Annual Meeting. 

2.         The Finance Committee shall establish financial operating procedures.

3.         The budget will be presented for approval to the BOD and the Annual Meeting. 

Section 3  National Conference Planning Committee.  The annual site shall be approved by the Annual Meeting prior to the said annual conference. 

1.   The President shall appoint four (4) of the members to the committee and two members shall be elected at large, at the annual meeting.

1.      The National Conference Planning Committee shall operate under policies and procedures as established.

3.   The National Conference Planning Committee shall submit a report on proposed activities and a tentative conference budget for review and approval to the President no later than September 15.The BOD shall have final approval.

7.      The National Conference Planning Committee shall recommend to the Board of Directors recipient's for the network's annual award(s).

5.   The National Conference Planning Committee of the previous year shall present a final financial report during the first business session of the subsequent Annual Meeting.

ARTICLE VII - AMENDMENTS

These Bylaws may be amended when necessary by 66% majority of the members present and voting at the Annual Meeting. Proposed amendments must be submitted to the Secretary to be sent out with Network Conference announcements or if by mailing to the membership a least 30 (thirty) days in advance of the scheduled vote or submitted at the first business session of the Annual Meeting prior to the vote. 

Original Bylaws were approved at the Annual Meeting of the National Black Staff Network on February 23, 2002. 

Amended February 29, 2004

Amended February 27, 2005

NBSN C&Bylaws 29Feb05