Iowa School Counselor Association By-Laws


ARTICLE I
NAME AND PURPOSES

SECTION 1.  NAME:  The name of this Association shall be the IOWA SCHOOL COUNSELOR ASSOCIATION (ISCA), a duly chartered branch of the AMERICAN SCHOOL COUNSELOR ASSOCIATION (ASCA).

SECTION 2.  USE OF NAME:  The name of the Association shall be employed in connection with all official business and activities of the Association.

SECTION 3.  PURPOSES:  The mission of the Iowa School Counselor Association is to advance the academic, career and personal/social development of all students through excellence in professional school counseling.


ARTICLE II
MEMBERSHIP

SECTION 1.  TYPES OF MEMBERSHIP:  Membership shall include two types of membership:  Regular and Affiliate. 

SECTION 2.  REQUIREMENTS FOR MEMBERSHIP:  In order to qualify for the two types of membership, the following requirements must be met for each category of membership being sought:
(a)    REGULAR MEMBER: Any member employed as a school counselor, school counseling consultant, counselor educator, coordinator in elementary, middle, senior high, and post high school setting, or retired from one of the aforementioned positions, shall become a REGULAR MEMBER of the Association upon payment of dues and shall be eligible to vote.
(b)    Any individual who does not meet the above qualifications shall become an 
      ASSOCIATE MEMBER.
 
SECTION 3.  DUES:
Dues for all categories of membership shall be established in accordance with ISCA policies and procedures that address Membership.
(a)      Dues shall be collected by the Iowa School Counselor Association Central  Treasury.

SECTION 4. RIGHTS AND PRIVILEGES. All members shall receive the rights and privileges accorded their membership categories as set forth in ISCA policies and procedures that address Membership.

SECTION 5. SEVERANCE OF MEMBERSHIP. Association members who do not renew their membership before their membership expiration date will no longer be considered members of ISCA. Membership may be revoked for revocation of license or credential or for violation of ASCA Ethical Standards, following procedures described in ASCA policies and procedures that address Membership.

SECTION 6. NONDISCRIMINATION.  The American School Counselor Association does not knowingly engage in or support activities that discriminate on any basis as addressed in ASCA’s Ethical Standards for School Counselors.


ARTICLE III
OFFICERS OF THE ASSOCIATION

SECTION 1.  PRESIDENTS, OFFICERS AND TERMS OF OFFICE:
 
(a)    The officers of the Association shall be the President, President-Elect, President Elect-Elect, Immediate Past-President, Secretary and Treasurer.
In order to hold the office of Past President, President, President Elect or President Elect-Elect in the Association, a REGULAR MEMBER must be a member of the American School Counselor Association. 
(b)    All officers of the Association, except the Secretary and Treasurer, shall be elected at large from among the eligible members of the Association.
(c)    The President-Elect shall automatically become President of the Association one year after the commencement of the term of office as President-Elect, or upon the death or resignation of the President.  In the event a President-Elect should resign or be unable to complete the term, or the President’s unexpired term, the immediate Past President shall assume the position of Chairperson of the Executive Committee until the Executive Committee appoints a qualified member to fill any such vacancy.
(d)    The President-Elect-Elect shall automatically become President-Elect of the Association one year after the commencement of the term of office as President-Elect-Elect, or upon the death or resignation of the President-Elect.  In the event a President-Elect-Elect should resign or be unable to complete the term, or the President-Elect’s unexpired term, the immediate Past President shall assume the duties of this position until the Executive Committee can hold a special election.
(e)    The immediate Past-President shall serve one year following the expiration of the term of President.  The immediate past president shall not run for the term of President-elect-elect until one year following the expiration of the term of past president. In the event an immediate past president should resign or be unable to complete the term, the President shall assume these duties until the end of the term.

(f)    The Secretary and Treasurer shall be appointed by the Executive Committee and shall serve at its pleasure for a three (3) year term.  No Treasurer shall serve more than one three (3) year term. 

SECTION 2.  VICE PRESIDENTS AND TERMS OF OFFICE
(a)    There shall be six (6) level Vice-Presidents (elementary, middle school/junior high, secondary, K-12, counseling director/coordinator and counselor educator).  A person elected to a position of Vice-President shall be employed as a counselor in, or retired from, the work setting being represented. 
(b)    Vice-Presidents shall be elected for a three year term. In the event a vice president should resign or be unable to complete the term, the Executive Committee shall appoint a qualified member to complete the term.


SECTION 3.  NOMINATION AND ELECTION OF OFFICERS AND VICE PRESIDENTS:

(a)    NOMINATIONS.  The Nomination and Election Committee shall secure nominations to be placed on the ballot.  It shall be the goal of the Nomination and Election Committee to secure at least two candidates for each position appearing on the ballot. 
(b)    ELECTIONS.  The Nomination and Election Committee shall conduct the election of officers by emailing the secret ballot to each REGULAR MEMBER by electronic voting system IN ACCORDANCE WITH ISCA POLICIES AND PROCEDURES THAT ADDRESS NOMINATIONS AND ELECTIONS. 
(c)    DEADLINE.  An annual deadline shall be established in ISCA policy and procedures for returns of marked ballots. 

SECTION 4.  DUTIES OF OFFICERS AND VICE PRESIDENTS:
(a)    During the term of office, the President shall serve as the presiding officer of the Iowa School Counselor Association.  The President, with the approval of the Executive Committee, shall appoint all committees and perform such duties as are incidental to the office, or as directed by the Executive Committee, Governing Board, or annual membership meeting.  The President shall also serve as the Association’s delegate to the ASCA Delegate Assembly. 
(b)    The President-Elect shall perform such duties as directed by the Executive Committee, Governing Board, or annual membership meeting.  The President-Elect shall serve as an Association delegate to the ASCA Delegate Assembly.
(c)    The President-Elect-Elect shall perform such duties as directed by the Executive Committee, Governing Board, or annual membership meeting.  The President-Elect-Elect may serve as an Association delegate to the ASCA Delegate Assembly as ASCA guidelines direct.
(d)    The Immediate Past-President shall perform duties as may be directed by the Executive Committee, Governing Board, or the annual membership meeting, and shall chair the Nomination and Election Committee and Bylaws revision committee. 
(e)    The Level Vice-Presidents of the Association shall be responsible specifically for generating interest and activities within their respective level settings.
(f)    The Secretary shall keep minutes of all meetings, conduct correspondence for the Association, and maintain records of the Association.
(g)    The Treasurer shall keep all financial records of the Association and submit a complete fiscal report to the Governing Board at the first Governing Board meeting after the close of the fiscal year.
(h)    If the Secretary or Treasurer resigns or by death shall not complete the term of office, the Executive Committee shall appoint someone to serve for the remainder of the three year term. 
(i)    All Governing Board position terms, both elected and appointed shall coincide with the ISCA Fiscal Year.

ARTICLE IV
GOVERNING BOARD

SECTION 1.  COMPOSITION

(a)    The Governing Board shall be composed of the President, Immediate Past President, President-Elect, President Elect-Elect, level Vice-Presidents, and appointed committee chairpersons.
(b)    Voting members of the Governing Board shall be the President, Immediate Past President, President-Elect, President Elect-Elect, level Vice-Presidents, and appointed committee chairpersons.
(c)    Governing Board members must be Regular Members of ISCA.
(d)    All Governing Board position terms, both elected and appointed, will begin on the first day of the ISCA fiscal year.

SECTION 2.  POWERS AND FUNCTIONS:
(a)    The Governing Board shall conduct the governance of ISCA but shall not take any action contrary to Bylaws adopted by the Members.
(b)    The Governing Board shall create policies and procedures to carry out the mission of ISCA.
(c)    The Governing Board shall be responsible for ensuring that all requirements of the ASCA Division Charter for Iowa are fulfilled.

SECTION 3.  MEETINGS:
(a)    The Governing Board shall meet at least once each year.  Meetings of the Governing Board may be called by the President or by a majority vote of the Board. 
ARTICLE V
EXECUTIVE COMMITTEE

SECTION 1.  COMPOSITION:
  The Executive Committee of the Governing Board shall consist of the President, President-Elect, President Elect-Elect, and Immediate Past-President. The Secretary/Treasurer shall be an ex officio member without a vote.

SECTION 2.  POWERS AND FUNCTIONS:
(a)    The Executive Committee shall be the agency through which the general administrative and executive functions of the Association are effected.  The President of the Association shall be the chairperson of the Executive Committee.
(b)    The Executive Committee shall conduct, manage, and control the business of the Association between its official meetings.
(c)    The Executive Committee shall have the power to establish regulations and application forms for determining whether applicants for membership meet the requirements for membership specified by the by-laws.

SECTION 3.  MEETINGS:

(a)    The Executive Committee may meet at the time and place of the annual conference of the Iowa School Counselor Association and at such other times as may be designated by either the President or a majority of voting members of the Executive Committee.
(b)    A majority of the members of the Executive Committee shall constitute a quorum.  In the intervals between meetings of the membership, the Executive Committee shall take such action as is necessary for the conduct of the Association ‘s affairs, except that no action shall be taken which is contrary to an action taken by the Association membership on any action taken during intervals. 
(c)    The expenses of the members of the Executive Committee in attending meetings of the Executive Committee other than those held at the annual conference of the Iowa School Counselor Association shall be paid from Association funds.

ATICLE VI
MEETINGS OF THE MEMBERSHIP

SECTION 1.  ANNUAL MEETINGS: 
The annual membership meeting shall be held during the Iowa School Counselor Association annual conference.  Other membership meetings shall be held at the call of the Executive Committee.

SECTION 2.  PRESIDING OFFICER:
  The President of the Association shall preside at the membership meeting, or in case of the absence of the President, the President-Elect shall preside. 

SECTION 3.  QUORUM: 
A quorum shall consist of those members present at the annual meeting as long as the meeting is publicized in conference literature.


ARTICLE VII
BUSINESS AFFAIRS OF THE ASSOCIATION

SECTION 1.  FISCAL YEAR: The fiscal year shall begin July 1 and end the following June 30.

SECTION 2.  PROPERTY OF THE ASSOCIATION:
  In the event the Association should be dissolved, none of its assets shall be distributed to any of the members.  Instead, all of its assets shall be transferred to the American School Counselor Association.

ARTICLE VIII
COMMITTEES

SECTION 1.  ISCA’s committees shall be appointed to accomplish specific tasks within specific timeframes. If membership on a committee includes individuals who are not members of the Governing Board, that committee shall function only as an advisory committee and shall not conduct any function reserved for the Board.

SECTION 2: STANDING COMMITTEE: 

(a)    NOMINATION AND ELECTION COMMITTEE.  There shall be established a Nomination and Election Committee consisting of the Immediate Past-President as chairperson and at least two other members of the Association.  No member of the committee shall serve for two consecutive years.

SECTION 3.  SPECIAL COMMITTEES:
  Other committees of the Association shall consist of special committees appointed by the Executive Committee.

ARTICLE IX
ADOPTION AND AMENDMENT OF BY-LAWS

SECTION 1.  AMENDMENT AND ADOPTION:  These by-laws may be amended by majority vote of those voting after submission of the proposed amendment.   
(a)    An amendment shall be proposed in writing to the membership by the Executive Committee or over the signature of five (5) members in good standing not less than thirty (30) days prior to the annual meeting of the membership.
(b)    An amendment first proposed at any meeting of the membership shall be voted upon by mail or electronic ballot no earlier than thirty (30) days following the date of proposal.

ARTICLE X
RULES OF ORDER


SECTION 1.  The Association has adopted Robert’s Rules of Order, Revised as its Parliamentary authority, which shall govern the proceedings of all bodies of the Association.

ARTICLE IX
INDEMNIFICATION

SECTION 1. The Association shall indemnify each member of the Governing Board and each of its officers, as described in Article V for the defense of civil or criminal actions or proceedings as hereinafter provided and, notwithstanding any provision in these Bylaws, in a manner and to the extent permitted by applicable law.

SECTION 2. The Association shall indemnify each member of the Governing Board and its officers, as aforesaid, from and against any and all judgments, fines, amounts paid in settlement, and reasonable expenses, including attorney’s fees, actually and necessarily incurred or imposed as a result of such action or proceedings, or an appeal therein, imposed upon or asserted against him or her by reason of being or having been such a director or officer and acting within the scope of his or her official duties, but only when the determination shall have been made judicially or in the manner hereinafter provided that he or she acted in good faith for the purpose which he or she reasonably believed to be in ISCA’s best interests and, in the case of criminal action or proceeding, in addition, had no reasonable cause to believe that his or her conduct was unlawful. This indemnification shall be made only if the Association shall be advised by its Governing Board acting (1) by quorum consisting of Governing Board members who are not parties to such section or proceedings upon a finding that, or (2) if a quorum under (1) is not obtainable with due diligence, upon the opinion in writing of independent legal counsel that, the Governing Board or officer has met the foregoing applicable standard of conduct. If the undergoing determination is to be made by the Governing Board, it may rely as to all questions of law on the advice of independent legal counsel.

SECTION 3. Every reference herein to a member of the Governing Board or officer of the Association shall include every member and officer thereof or former member and officer thereof. This indemnification shall apply to all judgments, fines, amounts in settlement, and reasonable expenses described above whenever arising allowable as above-stated. The right of indemnification herein provided shall be in addition to any and all rights to which any ISCA member or officer might otherwise be entitled and the provisions hereof shall neither impair nor adversely affect such rights.


AMENDED OCTOBER 10, 2005
AMENDED OCTOBER 30, 2006
AMENDED FEBRUARY 2010
AMENDED NOVEMBER 2013
AMENDED N0VEMBER 2014

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