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MEMA CONSTITUTION & BY-LAWS


Updated for 2008
(MS Word Download)

 

Michigan Emergency Management Association, Inc.

CONSTITUTION & BY-LAWS “Progress thru Unity”

MICHIGAN EMERGENCY MANAGEMENT ASSOCIATION, INC.

CONSTITUTION (Revision Oct. 3, 2005)

ARTICLE I

NAME OF THE ORGANIZATION AND DEFINITION OF AREAS

Section 1. The name of the organization shall be the Michigan Emergency Management Association, Inc., a non-profit organization.

Section 2. Definition of Areas

Areas as used in the Constitution and By-Laws shall be defined as the districts established by the Michigan State Police.

ARTICLE II

PURPOSES OF THE ASSOCIATION

Section 1. Broad Objectives

a. To support and enhance emergency management in the State of Michigan by representing emergency management at the local, state and federal level;

b. To promote emergency management program standards;

c. To encourage sound legislation supporting mitigation, preparedness, response and recovery issues; and

d. To develop unity among emergency management professionals.

Section 2. Specific Purposes

Within these broad objectives, the Michigan Emergency Management Association has as its purposes:

a. To maintain an effective and coordinated liaison between local emergency management programs and the State and Federal Governments.

b. To assemble information from local emergency management programs concerning their common experience and, in order to improve the professional stature of all emergency management programs, to disseminate such information to the members and to the State and Federal Governments.

c. To act as a representative to express legislative concerns of individuals and entities with emergency management responsibilities.

d. To develop and build productive working relationships with industrial, commercial, and educational organizations and local emergency management programs.

e. To provide educational opportunities for emergency management professionals.

ARTICLE III

MEMBERSHIP (Deleted Section 2 & 3 & 5. Deleted Corporate Membership.)

Section 1. Active Membership

Any person responsible for or assisting in, directing, planning, administrating or coordinating the activities of emergency preparedness for the federal, state, county, city, township, or village government in the State of Michigan or any other jurisdiction in the United States, or employee(s) of any firm, business, corporation or utility company with an interest in or responsibility for emergency preparedness shall be eligible for Active Membership.

The rights and duties of membership shall be exercised by an Active Member or only through a representative designated for this purpose by the active member, provided that the person designated as the representative of an Active Member shall be a planner, director, administrator coordinator or other official responsible for emergency preparedness within the Active Member’s purview.

Section 2. Life Membership

a. All past presidents, after serving their term of office, shall by virtue of their accomplishments be accorded Life Membership in the Association.

b. Life Membership in the Association shall be accorded to each Emergency Management Director/Coordinator/Administrator who has been continuously, for fifteen (15) years, the designated representative of the member political subdivision as set forth in Article III, Section 1, and providing further that the Director/(Coordinator/ or Administrator) is no longer associated with the political subdivision in that capacity or any other capacity which would make him/her eligible for Active Membership.

Section 3. Voting

Active members and Life members shall be entitled to vote at regular and special membership meetings. ARTICLE IV

OFFICERS, THEIR ELECTION AND THEIR DUTIES

Section 1. Officers and their Election

Officers shall be elected from the active membership.

The Officers of this Association shall be President, First Vice-President, Second Vice-President, Third Vice-President, Treasurer, and Legislative Liaison. Officers, with the exception of the Treasurer and the Legislative Liaison, shall be elected by absentee ballot at the Annual Meeting and they shall serve until January 1 of the following year . The Treasurer shall be elected bi-annually at the annual meeting and shall serve until January 1 of the second year following his/her election. The Legislative Liaison shall be elected every third year at the annual meeting and shall serve until January 1 of the third year following his/her election.

Section 2. Duties of the President.

The duties of the President shall be: To conduct the affairs of the Association; to preside at all Board of Directors and general membership meetings; and to perform such other duties as may be required in the Constitution or by the Board of Directors.

Section 3. Duties of the First Vice-President

The First Vice-President shall perform the duties of the President in the absence of the President and perform such other duties as are designated by the President.

Section 4. Duties of the Second Vice-President

The Second Vice-President shall perform the duties of the First Vice President in the absence of the First Vice-President and perform such other duties as are designated by the President.

Section 5. Duties of the Third Vice-President

The Third Vice-President shall perform the duties of the Second Vice-President in the absence of the Second Vice-President and perform such other duties as are designated by the President.

Section 6. Duties of the Treasurer

The duties of the Treasurer shall be to receive, collect, safely keep and disburse, under the direction of the Board of Directors, all funds of the Association and maintain record of receipts and disbursements as required. The Treasurer shall obtain and maintain a security bond, at the expense of the Association, in such amount as may be required by the Board of Directors. The Treasurer shall maintain a current and accurate list of all Association memberships.

Section 7. Duties of Legislative Liaison

The duties of the Legislative Liaison shall be to gather information on proposed and/or existing legislation impacting emergency management. A legislative activities report shall be provided at each meeting of the Board of Directors.

Section 8. Voting Privileges (Changed wording to “or any other purpose that the board deems necessary).

Each Active Member and Life Member shall have the privilege of electing the Officers of this Association at the Annual Meeting, or any Special Meeting called by the Board of Directors for that purpose or any other purpose that the Board deems necessary.

Section 9. Filling Vacancies

In the event any Officer of the Association ceases to be an Active Member, as defined in Article III, or otherwise is deemed unable or unavailable to perform the duties of his/her office, the Board of Directors shall declare that office vacant. If any vacancy occurs in the office of President, the First Vice-President, or Second Vice-President, that vacancy shall be filled by succession. When a vacancy occurs in the office of Third Vice-President, Treasurer, District Liaison, or Legislative Liaison the President, with the approval of the Board of Directors, shall fill such vacancy by appointment from the eligible Active Membership of the Association. Such appointments shall be effective only for the balance of the current term of office.

ARTICLE V

BOARD OF DIRECTORS (Changed Sec. 2 to have secretary elected and member of board of directors).

Section 1. There shall be a Board of Directors composed of the President, three Vice- Presidents, Treasurer, Secretary, Legislative Liaison, and a M.E.M.A. member (District Liaison) elected from each of the constituted emergency management areas of the state. A representative, elected by his/her district at the annual election, shall serve as the Board Member of the area to which she/he belongs. When an area’s elected representative is unable to attend a meeting of the Board of Directors, she/he shall appoint an alternate to represent his/her area.

Section 2. Secretary (Elected)

a. A Secretary shall be elected from the eligible membership.

b. A Vice-Secretary may be appointed by the President.

c. The duties of the Secretary shall be to keep the minutes of the meetings of the regular membership and of the Board of Directors; have care and custody of the books of record of the Association; countersign all necessary papers and legal documents pertaining to this Association; and perform such other duties as may be required by the Board of Directors. The Vice-Secretary, if appointed, shall assist the Secretary and perform other duties as assigned by the President.

Section 3. A Deputy Treasurer shall be appointed by the President, and in the absence of the Treasurer, assume all duties of the Treasurer.

Section 4. Board of Directors Authority (Paragraph 2 added “or allow voting at annual meeting”).

The Board of Directors shall be the governing body of the Association and shall have authority to take the appropriate measures required to accomplish the goals and objectives of the Association. The Board of Directors shall, by issuing rules, establish a formal procedure for the conduct of the affairs of the Association in accordance with the provisions of the Constitution and By-Laws. Such rules shall include membership procedure; regulations governing the budgeting, receipt, custody, disbursement of, and accounting of Association funds; order of business and conduct of the Annual Meeting and meetings of the Board of Directors; and adoption and use of the official seal and insignia of the Association.

If, in the Board’s opinion, a question must have the approval of the Active Members, the Board of Directors may call a special meeting of the Active Membership of the Association or allow voting at the annual meeting.

The Board of Directors shall appoint a Registered Agent, who need not be a member of the Association, whose principle duty will be to file the Association’s annual corporate report with the Department of Commerce of the State of Michigan. The appointment shall be for a minimum of five (5) years. In the event a vacancy occurs, it shall be filled by the Board of Directors within sixty (60) days after the vacancy occurs..

ARTICLE VI

AMENDMENTS

The Constitution may be altered or amended by two-thirds vote of the eligible voting members present at any regular meeting or a special meeting called for that purpose, and/or by absentee ballot received by and counted at said annual or special meeting, provided that before a vote shall be taken on any amendment, such amendment shall be presented at a Board of Directors meeting prior to submission to the members.

ARTICLE VII

RULES OF ORDER

Whenever any question comes before any meeting of the Association not specifically provided for by the Constitution and By-Laws, or rules adopted by the Board of Directors, the presiding officers shall be governed in their decision by he rules laid down in the current edition of Robert’s Rules of Order; as revised.

MICHIGAN EMERGENCY MANAGEMENT ASSOCIATION, INC.

BY-LAWS (Proposed Revision Oct. 3, 2005)

ARTICLE I

DUES (Added section 1)

The annual dues for Active Members of the Association shall be Thirty Dollars ($30.00) in U.S. currency. The Annual Dues for Corporate Members shall be Three Hundred Dollars ($300) in U.S. currency. Annual dues shall become payable January 1 of each year and shall be considered delinquent after May 1 of each year. Dues paid at the annual meeting shall be applied to the next membership year.

Section 1. Dues can be changed upon vote of the Board.

ARTICLE II

MEETINGS

Section 1. All members are welcome to attend all meetings of the Board of Directors. The board of directors are defined in the constitution, Article V, Section1, and shall establish meetings for the year)

Section 2. All members, regardless of membership type, are encouraged to attend regularly Scheduled, (board meetings,) and special membership meetings (as published in the newsletter).

ARTICLE III

COMMITTEES

The President, with the consent of the Board of Directors, shall establish such committees as deemed necessary to efficiently conduct the affairs of the Association. The President shall appoint the members of each committee so established. Each member appointed to a committee shall serve until replaced by the President.

The President, with the approval of the Board of Directors, may appoint members from business, industry, public and private sectors and various organizations and individuals who are not active members, interested in furthering emergency management, as ex-officio members of the Board of Directors and/or of any committees established by the President.

ARTICLE IV

OFFICER TERMS OF OFFICE

Section 1. Terms of Office

The terms of office for Officers of the Association and members of the Board of Directors shall be one (1) year, with the exception of the office of Treasurer and the Legislative Liaison. The office of Treasurer shall be a two-year term. The office of the Legislative Liaison shall be a three-year term. Section 2. Nominating Committee

A Nominating Committee shall consist of a MEMA representative from each of the eight areas. The President, with the approval of the Board of Directors, will appoint one of the representatives as Chairman of the Nominating Committee. The Nominating Committee will mail to each member, to the address on record ith the Association’s Treasurer, a nomination form not later than July 1st of each year soliciting nominations for each office for which an election will be held that year. The nomination form will be due back to the Nominating Committee not later than August 1st.

The Nominating Committee will then prepare numbered election ballots based on hose nominations to be distributed to Active Members and Life Members prior to the Annual Meeting, and present those ballots to the President not less than twenty (20) days prior to the Annual Meeting. ctive Members and Life Members will receive election ballots via mail not less than fifteen days prior to the annual meeting. Members receiving election ballots may then vote and drop their ballots in ballot boxes placed in (an) appropriate location(s) at the annual meeting or may mail their ballots to the Nomination Committee such that the ballot is received not less than five days prior to the annual meeting. The Nominating Committee will then collect the ballots and tally the results of the election. The Association’s Secretary and Treasurer will be present when the votes are counted to verify the results.

The President will then announce, prior to the end of the annual meeting, the results of the election, at which time those new Officers and District Liaisons will be duly sworn to their positions.

ARTICLE IV

BOARD OF DIRECTORS

Section 1. Voting Privileges

Members of the Board of Directors may vote on all matters under consideration by the Board.

Section 2. Quorum

A simple majority of the seated members of the Board of Directors shall constitute a quorum for the transaction of business at any meeting of the Board of Directors. A majority shall be defined as one more than half of the currently filled Officer and District Liaison positions on the Board of Directors.

Section 3. Officers and District Liaisons are encouraged to attend all regularly scheduled Board meetings. District Liaisons are expected to appoint an alternate from the active membership to represent them in the event they cannot make a meeting.

ARTICLE VI

REIMBURSEMENTS

Officers and Directors shall serve without compensation, except for reimbursement of actual expenses with prior approval from the Board of Directors.

ARTICLE VII

METHOD OF AMENDING BY-LAWS

By-Laws may be altered or amended by two-thirds vote of the eligible voting members present at any regular meeting or special meeting called for that purpose, provided that before a vote shall be taken on any amendment, such amendment shall be presented at a Board of Directors meeting prior to submission to the members.

REVISIONS
The Constitution and By-Laws, as printed in this document, are similar in nature
to the original Constitution and By-Laws of the Civil Defense Director’s
Association of Michigan, Inc., dated September 22, 1961.
This document contains revisions of:
October 26, 1967
June 15, 1973
May 21, 1980
May 23, 1984
May 21, 1985
May 20, 1986
January 20, 1988
January 26, 1989
October 17, 1995
October 28, 1999
October 7, 2002
(October 3, 2005)

PAST PRESIDENTS of the CIVIL DEFENSE DIRECTORS
ASSOCIATION OF MICHIGAN (CDDAM) and the MICHIGAN
EMERGENCY MANAGEMENT ASSOCIATION (MEMA)
YEAR SERVED 			PRESIDENT 			AFFILIATION
1960-1961 			Helen Luther 			Genesee County & Flint
1961-1962 			Helen Luther 			Genesee County & Flint
1962-1963 			Helen Luther 			Genesee County & Flint
1963-1964 			Helen Luther 			Genesee County & Flint
1964-1965 			John Flickema 			Muskegon County
1965-1966 			Frank Ward 			City of Battle Creek
1966-1967 			Robert Marshall 		Chippewa County
1967-1968 			Robert Marshall 		Chippewa County
1968-1969 			James Holcomb 			City of Lansing
1969-1970			James Holcomb 			City of Lansing
1970-1971 			Paul Schaefer 			City of Detroit
1971-1972 			Paul Schaefer 			City of Detroit
1972-1973 			Charles Frost 			Clinton County
1973-1974 			Walter Jones 			Kalamazoo County
1974-1975 			Walter Jones 			Kalamazoo County
1975-1976 			Marilyn Barclay 		Genesee County
1976-1977 			Andrew Domson 			Bay County
1977-1978 			Andrew Domson 			Bay County
1978-1979 			Glen Timmer 			Ottawa County
1979-1980 			Jack Bensley 			Grand Traverse County
1979-1980 			Robert W. Cade 			Ingham County
1979-1980 			Gerald Harderrg 		City of Dearborn
1980-1981 			Nellis Riisberg 		Mason County
1981-1982 			H.W. Thornton 			Kent County
1982-1983 			Daniel Harsh 			Washtenaw County
1983-1984 			Mike Gage 			Huron County
1984-1985 			Daniel Harsh 			Washtenaw County
1985-1986			Richard Winsett 		Livingston County
1986-1987 			Richard Winsett 		Livingston County
1987-1988 			John P. Perry 			Macomb County
1988-1989 			John H. West, Jr. 		Genesee County
1989-1990 			Joe Corden 			Grand Traverse County
1990-1991 			Norm Davis 			MichCon, Wayne County
1991-1992 			Dallas Jenks 			Osceola County
1992-1993 			Cowenda Garner 			Genesee County
1993-1994 			Jeffrey Friedland 		St. Clair County
1994-1995			Jeffrey Friedland 		St. Clair County
1995-1996 			Kathleen Simmons 		C.C.E.
1996-1997 			J. Robert Johnson 		City of Sterling Hts.
1997-1998 			J. Robert Johnson 		City of Sterling Hts.
1998-1999 			Charles Seehase 		Macomb County
1999-2000 			Steven Lehman 			Clinton County
2000-2001 			Mitch Yudasz 			Monroe County
2001-2002 			L. Charlene Reinsch 		MSP-EMD 5th District
2003 				L. Charlene Reinsch 		MSP-EMD 5th District
				Grace Ranger			Genesee County
				Sue Barthels			Kent County