MASBO BY- LAWS
(as amended on 5/16/14)
Article I - NAME
The name of this Association shall be “Massachusetts Association of
School Business Officials, Inc.”
Article II - PURPOSE
The purposes for which the corporation is organized are:
To engage only in educational
scientific, and charitable activities within the provision of Chapter 180 of
the Massachusetts General Laws Annotated and Section 501( c) (3) of the
Internal Revenue Code of 1954, as amended; provided however that the
Corporation will not operate a post-secondary educational institution or a
vocational school, and further that the Corporation will not receive any child
or care or placement apart from its own parent or guardian. To accomplish the
exclusive purpose, the Association may engage in the following:
B. To unite in one State Association professional
school business officials whose primary responsibilities are in the school
business field, including the major activities of budgeting and school finance,
accounting, purchasing and supply management, maintenance and operation, school
plant planning and construction, school food service management, and any and
all other major areas of school business administration.
C. To promulgate and establish the highest standards
of ethics and efficiency in business methods and practices for schools, and to
make them available to its members and the interested public.
D. To engage in a program of professional
development and improvement of persons carrying on activities in the field of
school administration for the benefit of schools and school systems.
E. To conduct, sponsor, or join with others in
conducting or sponsoring research and services concerning school business
management and administration of schools.
F. To make the results of projects and studies
undertaken, sponsored or supported by the Massachusetts Association of School
Business Officials available to members and the interested public in a
professional and ethical manner.
To cooperate with various
educational associations, and with governmental organizations including
federal, state and instrumentality's of either, in developing and improving
school business management and administration or educational administration.
To cooperate with and to
promise membership and participation in the Association of School Business
Officials of the United States and Canada.
To establish support and maintain
such service organizations as authorized by vote of the Board of Directors to
advance educational, scientific, and charitable endeavors within the meaning of
Section 501 (c) (3) of the Internal Revenue Code of 1954 or similar section as
Article III - MEMBERSHIP
SECTION 1. CLASSES
OF MEMBERSHIP. The corporation shall have two (2) classes of
voting membership, viz, active and life, and shall also have five (5) classes
of non-voting memberships, viz, associate, student, honorary, emeritus and
honorary life. All voting members shall pay dues as determined in Article X
hereof. The designation of such classes and the qualification of the members of
such classes shall be compatible with the By-laws of the Association of School
Business Officials of the U.S. and Canada.
Voting membership shall
consist of the following classifications.
ACTIVE. Active membership shall be open to business
officials from employed or independently contracted by public schools,
non-public schools, Educational Collaboratives, Department of Education in the
State of Massachusetts, and past presidents who have retired or left the school
business field. This may also include superintendents of schools, college
professors and instructors working in the school business field. A person
qualified for membership shall become an active member upon his filing of a
membership application and payment of his membership dues for the first year.
LIFE. An active member may become a life member upon
payment of one lump sum equal to 15 times the then current annual dues.
Non voting membership shall
consist of the following classifications.
ASSOCIATE. Associate membership shall be open to other
interested persons that make application to the Board of Directors and are
approved by it.
STUDENT. Student membership shall consist of university
or college students enrolled in school business administration classes.
HONORARY. Honorary members are to be elected by the Board
EMERITUS. Any Active Member upon normal retirement or
separation in good standing from the school business profession after a
minimum of fifteen years (15) of Active Membership in the association will be
granted Emeritus membership without fee.
HONORARY LIFE. Honorary life membership will be
granted to Past Officers and Directors who leave the school business field in good
standing without fee.
Article IV - OFFICERS
Section 1. OFFICERS
The five officers of the corporation shall be the President, the
president-elect, the vice-president and the Secretary-Treasurer.
Section 2. DUTIES
AND ELECTION OF OFFICERS.
PRESIDENT. The President
shall automatically succeed to the office after having served a one-year term
as president-elect, and shall serve a one-year term commencing immediately
after being sworn in at the annual business meeting of the membership. The
President shall serve as Chairman of the Board of Directors, represent MASBO at
other meetings, and perform other duties assigned to him by the Board of
Directors. After having served one year, the President shall automatically
succeed to the office of immediate Past President. The President shall be a
member of ASBO at such time as he shall serve hereunder.
PRESIDENT-ELECT. The president-elect shall automatically
succeed to the office after having served a one-year term as vice-president,
and shall serve a one- year term commencing immediately after being
sworn in at the annual business meeting of the membership. The president-elect
shall assume the duties and responsibilities of the President in his absence,
and perform other duties assigned to him by the President and Board of
Directors. He shall be responsible for the annual institute.
VICE-PRESIDENT. The vice-president shall be elected at the
annual meeting of the association by a majority of those present and voting.
Only Active or Life Members who have served one term as a Director are eligible
to be elected to the office of vice-president. The vice-president shall serve
for one (1) year commencing immediately after being sworn in at the annual
business meeting of the membership. The vice-president shall assume the duties
and responsibilities of the president-elect in his absence, and perform other
duties assigned to him by the President and Board of Directors. He shall
coordinate the programs for the Bi-monthly meetings.
IMMEDIATE PAST PRESIDENT. After having served one year, the President shall
automatically succeed to the office of immediate Past President.
SECRETARY-TREASURER. The Secretary-Treasurer shall be elected at the
annual meeting of the association for a three (3) year term by a majority of
those active members present and voting. This term shall commence immediately
after being sworn in at the annual business meeting of the membership. The
Secretary-Treasurer shall be responsible for keeping minutes of the meetings of
the Association and the Board of Directors. 1-~ shall maintain a complete and
accurate history of the Association and a complete record of policies and
procedures adopted by the Association and shall transmit said history and
record to his successor in office. He shall be responsible for filing with
appropriate Federal, State and local agencies as required any amendments,
changes or additions to these by-laws. The Secretary-Treasurer shall be
responsible for the collection of all funds due the Association, including
membership fees and dues, and promptly deposit the same in the official
depositories, and disburse the same on order of the Board of Directors. He
shall sign all checks. His accounts and books shall at all times be open to the
inspection of the President, and the Board of
Directors, and any authorized Auditors. He shall
make a written financial report annually to the Board of Directors and at such
other times as the President or Board of Directors may require. He shall give a
surety company bond in the penal sum of not less than twenty-five thousand
dollars ($25,000) for the faithful performance of the duties of his office; the
premium for said surety company bond to be paid by the Association.
Article V - BOARD OF DIRECTORS
SECTION 1. BOARD
OF DIRECTORS. The Board of Directors shall be composed of eleven
Directors except where Section 3 prevails in which case the number shall be
twelve. The Directors shall include the President, the president-elect, the
Vice President, Secretary-Treasurer, the immediate Past President, and any
member qualifying under Section 3 hereof, all of whom shall be known as the
Directors. Six (6) other Directors shall be elected from the Active or Life
members and such Directors shall be known as the Directors At-Large. The Board
of Directors shall be the governing board of the Association and shall have the
authority to execute its duties of meeting the objectives of the Association,
of managing its finances and properties, and of establishing the necessary
policies and procedures as the needs arise. A simple majority of the members of
the Board of Directors shall constitute a quorum.
Directors At-Large are to be elected for a period of three years with two
elected each year. This term shall commence immediately after being
sworn in at the annual business meeting of the membership. Directors may not
serve consecutive terms - a minimum of one year must lapse between terms.
SECTION 3. Any
MASBO member, while serving as an elected officer in the Association of School
Business Officials of the United States and Canada would automatically serve on
the Board of Directors of MASBO.
SECTION 4. The Board of Directors shall hold regular meetings at least
four times per year. Special meetings of the Board of Directors may be called
by or at the request of the President or by a majority of the Board of
Directors upon three (3) days written notice. A majority of the Board of
Directors shall constitute a quorum for the transaction of business at any
meeting. The Board of Directors shall be responsible for the conduct of the
business of the Association, subject to the action of the Association in its
meetings, may employ an executive Secretary and provide for such other
assistants as may be necessary, for whom compensation funds are available, and
to carry out the objectives and purposes of the organization. The Board of
Directors shall also provide for the proper custody and disbursement of
available funds of the Association, shall require and secure adequate and
sufficient bonds for the protection of the funds.
ARTICLE VI -EXECUTIVE DIRECTOR
The Board of Directors may engage the service of an Executive Director
who shall perform such duties as may be delegated by the Board of Directors or
such administrative duties as may be delegated by the Secretary/Treasurer and
approved by the Board of Directors.
ARTICLE VII –
NOMINATIONS, ELECTIONS AND
OCCURRING WITHIN A TERM
SECTION 1. Nominations
Nominations can be made in the following way:
Committee consisting of Past Presidents with the Immediate Past President as
Chairman shall verify the nominees (strike the words eligibility for the
various positions, and place their names in nomination at the Annual Meeting on
the ballot for the annual election.
SECTION 2. Elections
The Vice President, the
Secretary-Treasurer and the Directors At-Large shall be elected by a plurality
of ballots cast by the membership consistent with the Term of Office outlined
in Article IV section 2 and Article V Section 2.
SECTION 3. Vacancies
The remaining members of the Board of Directors will be empowered to fill
any vacancies that occur on the Board due to resignation or other circumstances
for the remainder of the unexpired term. In filling such vacancies, a majority
vote of the remaining members of the Board will be necessary to fill such
In the event that only one
qualified member has announced his/her Director candidacy in accordance with
election rules as prescribed by the Board of Directors, then any qualified
member may declare his/her candidacy no later than January 20 with all required
election materials submitted by the close of business on February 15th.
ARTICLE VIII - COMMITTEES
The President shall appoint standing committees on Programs, Memberships,
and such other ad hoc committees as may be necessary.
ARTICLE IX - MEETINGS
The association shall hold four professional development meetings,
an annual meeting, and such other meetings as the Board of Directors shall
ARTICLE X - DUES
The dues of this association shall be determined by the Board of
Directors and shall be announced at the annual meeting, to become effective
July 1, and payable by December 31.
ARTICLE XI - QUORUM
At any meeting of the association, 10% of the voting members shall
constitute a quorum for the transaction of business at any session of the
ARTICLE XII - FISCAL YEAR
The fiscal year of this association shall be from July 1, to June 30
ARTICLE XIII - CHANGES IN BY-LAWS
Proposed changes in the by-laws shall be submitted to the Board of
Directors in writing at least one month prior to any meeting. The Board of
Directors shall report on said proposed changes at the next meeting and shall
issue said report to all active members at least ten days prior to the meeting.
Such proposed changes as one presented to a meeting by the Board of Directors
shall be adopted by two-thirds of all active members present and voting at the
ARTICLE XIV - REMOVAL
Any officer or director of the association may be removed for cause by a
vote of eight (8) Directors.
ARTICLE XV - DISSOLUTION
Dissolution and Liquidation. In the event of the dissolution and
liquidation of the corporation and prior to the completion thereof, all of the
assets, property, income and all other funds of the corporation not owned or
held upon a condition requiring return, transfer or conveyance by reason of
dissolution shall be expended for or applied to the purchases of the
corporation, or one or more of such purposes by transferring the conveying such
assets, property, income and funds to one or more corporations or
organizations, organized and operated exclusively for charitable, scientific,
literary or educational purposes, to which exemption from income taxes has been
granted under Section 501 (c ) (3) of the Internal Revenue Code of 1954
or comparable provisions of the prior or subsequent Federal Income Tax Laws,
and no part of such remaining assets, property, income or funds, shall be
distributed to members or to any other person whatsoever.
ARTICLE XVI - ASBO AFFILIATION
The Corporation shall be an Affiliate Category “B” of ASBO, and shall
agree to comply, from time to time as may be necessary, with the by-laws of
ARTICLE XVII – RULES OF ORDER
All meetings of the Association and the Board of Directors shall run in
accordance with Robert’s Rules of Order latest edition.