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ARTICLE V - Officers and Directors at Large A. All Officers, Directors at Large and Associate Directors shall be members in good standing of the Minnesota Fraud Investigator’s Association. B. Election and Terms of Office: The offices shall be President, Vice President, and Secretary/Treasurer. The President and Vice-President shall be elected by the association membership for a one (1) year term or, in the case of unexpired terms, by a majority of the board members. The Vice-President will automatically move to the President position each year. The outgoing president will automatically become a voting director for one (1) year. The Secretary/Treasurer shall be elected by the association membership for a two (2) year term or, in the case of unexpired terms, by a majority of the board members. C. Directors at Large: There shall be seven (7) Directors – At- Large elected by and from the association membership; one (1) from Hennepin County, one (1) from Ramsey County, one (1) from the suburban metro area, three (3) from the non-metro area, one (1) from a federal agency. The representative from the Federal agency shall be referred to as “A Federal Liaison Person.” Term of Director – At – Large shall be for a two (2) year term. D. Associate Directors: 1. Associate directors may be appointed by the president, with the agreement
by the involved organization, subject to the approval by a majority of
the Directors as follows: E. Nominating Committee: As set forth in Article VI, the Nominating
Committee shall submit in writing to the membership present at the Annual
Meeting, a proposed slate of officers for the following year and terms
up for the election. Said list shall be submitted at least 48 hours prior
to the Board of Directors scheduled election or by registration time
of the Spring Conference. Thereafter, any member may nominate other persons
for offices open for election. These nominations are to be submitted
by the general membership to any member of the nominating committee.
Nominations may also be accepted from the floor at the time of the election.
A nominee shall provide to the membership biographical information, either
verbal of in writing. G. Duties of the Vice-President: The Vice-President shall, in the absence of the President, perform all duties and assume all responsibilities of the President. He/she will chair special committees and overall chairperson of the Spring Training conference. H. Duties of the Secretary/Treasurer: The Secretary/Treasurer shall be the historian of the Association. He/she shall keep minutes of the meetings of the Association, the Board of Directors and perform all duties incidental to the office of Secretary. He/she shall supervise the financial affairs of the Association and cause a complete record to be kept of all receipts and disbursements and shall make regular reports to the Board of Directors and an annual report to the Association. I. Duties of Directors-at-Large: The Directors-At-Large shall, in addition to the duties specified in these By-laws, assist the President, Vice-President, Secretary/Treasurer, in generally governing the affairs of the Association, including but not limited to, making policy decisions for the Association, establishing rules and procedures for the Board of Directors and the Association, and approving, modifying, or disapproving reports, resolution and/or actions of officers or committees of the Association. J. Removal of Directors and Officers: Based on a recommendation from the other Board members, an officer may be removed from office the remainder of his/her term, by the majority vote of the regular members, for failing to discharge the duties of his/her office. Should any Officer's or Director's conduct be considered by the Association membership to be detrimental to the best interest of the Association, or a violation of the Association's By-laws, rules and regulations, a recommendation for removal from the other directors is not necessary for removal by the Association's regular membership. Each Director will be allowed three (3) unexcused absences. A Director with more than three (3) unexcused absences shall be removed from office. K. Vacancies: A vacancy in any office shall be filled by the affirmative
votes of the majority of the then members of the Board of Directors.
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