PREAMBLE
To promote quality programs in health, physical education, recreation and dance throughout the State of Colorado, and particularly in the schools (from kindergarten through college), the Colorado Association for Health, Physical Education, Recreation and Dance has been organized, and the following By-Laws are adopted.
ARTICLE I. -- NAME
The organization shall be called the Colorado Association for Health, Physical Education, Recreation and Dance (hereinafter referred to as COAHPERD).
ARTICLE II. -- ORGANIZATION
COAHPERD shall be organized into divisions and committees with appropriate substructures as provided in the By-Laws.
ARTICLE III. -- PURPOSES
The purposes of COAHPERD shall be to:
1. Support, encourage and provide assistance to professionals throughout the State of Colorado as they seek to develop and conduct quality programs in Health, Physical Education, Recreation and Dance (hereinafter referred to as HPERD).
2. Provide leadership and growth opportunities essential to the continued development of quality programs in HPERD.
3. Educate and inform the people of Colorado regarding the benefits of HPERD.
4. Encourage dissemination of research in each of the HPERD fields.
5. Promote the continued use and evaluation of professional standards for HPERD programs.
6. Communicate and collaborate with other organizations and governing bodies relevant to the mission of COAHPERD.
7. Provide representation for Colorado members in regional and national HPERD associations.
8. Facilitate cooperation among state, regional and national HPERD associations to further the attainment of mutually desirable goals.
9. Advocate for school children, parents/guardians, and teachers regarding legislation which affects the quality of students’ physical health and well-being.
10. Produce and distribute publications to assist professionals in the improvement of HPERD programs.
11. Maintain efficient and effective management and operation of COAHPERD.
ARTICLE IV. -- GOVERNANCE Section 1.
COAHPERD shall be governed by an Executive Board. The Executive Board shall be governed by an Executive Committee. Together, the Executive Board, as guided by the Executive Committee, shall conduct the business of COAHPERD as provided in these By-Laws.
Section 2.
The Executive Board shall formulate policies concerning COAHPERD and the general nature and scope of its activities as provided in these By-Laws and by the actions of the membership at the annual COAHPERD business meeting.
Section 3.
The Executive Committee shall be responsible for the day-to-day management of COAHPERD.
ARTICLE V. -- MEETINGS
COAHPERD shall conduct regular and special meetings as provided in these By-Laws.
ARTICLE VI. -- PUBLICATIONS
COAHPERD shall publish and distribute publications as provided in these By-Laws.
ARTICLE VII. -- AMENDMENTS TO THESE BY-LAWS
Section 1.
Any member of the COAHPERD may propose amendments to these By-Laws by submitting the proposed amendment in writing to the Secretary 60 days before the next annual business meeting. The writing (which may be submitted electronically) shall contain the following: (a) the current language of the provision to be amended; (b) a concise statement of the proposed change to that language; and (c) a statement of the provision in question as amended. The Secretary will then forward the proposed amendment to all members of the Executive Committee at least 55 days before the next annual business meeting for their review. The Executive Committee may work with the person who proposed the amendment to modify or clarify the proposal.
Section 2.
After review by the Executive Committee, the Secretary shall then submit the proposed amendment to the membership at least 30 days before the next annual business meeting. Once the proposed amendment has been so submitted to the membership, the language of the proposed amendment may not be changed.
Section 3.
Proposed amendments shall be voted upon by the membership at the annual business meeting. All members should strive to attend the annual business meeting in person. Nonetheless, members may cast their vote on a proposed amendment by regular or electronic mail, directed to the Secretary. When a member is not voting in person, his or her vote must be received by the Secretary at least 7 days before the annual business meeting to be valid.
Section 4.
An amendment passes if it receives a simple majority of the votes cast (including those votes submitted by regular mail and electronic mail).
Section 5.
Proposed amendments to these By-Laws shall be considered adopted immediately after the majority vote of the membership has been obtained.
Section 6.
After such amendments are passed, aall amendments shall be published on the COAHPERD website and/or an e-mail blast will be sent to the membership.
ARTICLE VIII -- AMENDMENTS TO THE ARTICLES OF INCORPORATION
Section 1.
The COAHPERD Articles of Incorporation may be amended by majority vote of the elected members of the Executive Board at any regular meeting.
Section 2.
Any member of the Executive Board may submit to the Secretary a proposal to amend the Articles of Incorporation. The proposal should be submitted in writing at least 45 days before the meeting at which the proposal will be considered. The proposal should include the following: (a) the current language of the provision of the Articles of Incorporation which the person proposes to amend; (b) a concise statement of how that language would be changed; and (c) the language of the provision in question as amended. The Secretary will then forward the proposed amendment to the Executive Committee at least 40 days before the meeting at which the proposal is to be considered. After working with the person who submitted the proposal to clarify or modify the language of the proposed amendment, the Executive Committee shall submit the proposed amendment to the Executive Board at least 30 days before the meeting at which it will be considered.
Section 3.
Proper notice having been given, the elected members of the Executive Board shall vote on any provision to amend the Articles of Incorporation at a regular meeting. Members should strive to attend all meetings in person and should vote in person. Nonetheless, members may vote on a proposed amendment to the Articles of Incorporation by submitting their vote to the Secretary, either by regular mail or by electronic mail. To be valid, such vote must be received by the Secretary at least 7 days before the meeting at which the proposed amendment is to be considered.
Section 4.
If a majority of the elected members of the Executive Board vote in favor of a proposal to amend the Articles of Incorporation, the proposed amendment passes. In that event, the Executive Committee shall instruct the Executive Director to file an appropriate amendment to the Articles of Incorporation with the Colorado Secretary of State as soon as practical.
ARTICLE IX. -- FISCAL YEAR
The fiscal year of COAHPERD shall extend from June 1st to May 31st, to align with the fiscal year of the American Alliance for Health, Physical Education, Recreation and Dance (hereinafter referred to as AAHPERD).
ARTICLE X. -- MEMBERSHIP
Membership in COAHPERD shall be designated as professional (regular) members, emeritus (retired) members, student members, honorary members, associate members and life members.
Section 1.
Professional Members. Professional members shall consist of persons professionally engaged in one or more of the areas of COAHPERD. Professional members have voting privilege and may hold office.
Section 2.
Emeritus Members. Emeritus membership shall be granted, upon written application, to a person who has met the following qualifications:
1. Has been a professional COAHPERD member in good standing for 5 continuous years prior to retirement or disability, and
2. Has reached age 55, and
3. Has retired from full-time professional employment, and/or
4. Has been a professional member of COAHPERD for 5 years before retiring because of disability, regardless of age.
Emeritus members shall receive all the privileges of membership, without dues, including the right to vote and hold office.
Section 3.
Student Members. Student members shall consist of full-time undergraduate students attending institutions of higher education preparing for a degree in the various areas of HPERD. Professionals who have returned to school to seek an advanced degree do not qualify as student members. Student members shall have voting privileges and be allowed to hold office.
Section 4.
Honorary Members. Honorary members shall be persons elected to this membership upon the basis of interest and/or meritorious service in HPERD. Candidates for honorary membership shall be nominated by the Awards Committee and approved by the Executive Board. Honorary members may not vote or hold elected office.
Section 5.
Associate Members. Associate members shall be persons not professionally engaged in the areas of HPERD, but interested in the support of these programs. Associate members may not vote or hold elected office.
Section 6.
Life Members. Life members shall consist of Past-Presidents of COAHPERD. Life
Membership shall be awarded to Past-Presidents upon completion of the last day of their term. Life members shall receive all the privileges of membership, without dues, including the right to vote and hold office.
Section 7.
Annual Dues. The Executive Board shall approve dues for members.
ARTICLE XI. -- EXECUTIVE BOARD
Section 1.
Executive Board. The Executive Board shall consist of two kinds of members: elected members and appointed members.
Section 2.
Elected Members. Elected members of the Executive Board shall consist of the President, President-Elect, the immediate Past-President, Secretary, Secretary-Elect, Treasurer, Jump Rope/Hoops for Heart Coordinator, the Division Chairs and Chair-Elects (American Association for Health Education, American Association for Physical Activity and Recreation, National Association for Girls and Women in Sport, National Association for Sport and Physical Education, National Dance Association, and Research Consortium, [hereinafter referred to as AAHE, AAPAR, NAGWS, NASPE, NDA, and Research Consortium respectfully]), and Division Members. Elected members serve as voting members of the Executive Board.
Section 3.
Appointed Members. Appointed members of the Executive Board are appointed by the incoming President. The following list of persons (neither inclusive nor exclusive) may be appointed to be members of the Executive Board: Executive Director (ex officio), Colorado Department of Education representative, Committee Chairs (Advocacy, Convention, Oversight and Professional Development), Lobbyist, Parliamentarian, American Heart Association Representative, Webmaster, Student representatives from each of the colleges/universities with PETE programs, and Journal Editor. Appointed members serve as non-voting members of the Executive Board.
Section 4.
Duties. The day-to-day business of COAHPERD shall be conducted by the Executive Committee. The overall operation of COAHPERD shall be managed by the Executive Board.
Section 5.
Meetings. The Executive Board shall meet a minimum of 5 times each year. Special meetings may be called by the President or by written request of a majority of the Executive Board.
Section 6.
Quorum. A simple majority of the elected Executive Board will constitute a quorum for transacting business.
Section 7.
Participation by Members. Members of COAHPERD may attend Executive Board meetings without voice or vote. By request of a member and majority vote of the Executive Board, a visitor may briefly address the meeting upon a specific topic.
Section 8.
Proxy. Members of the Executive Board may be represented by proxy if the proxy is an elected member.
Section 9.
Absences. A Board Member missing more than one of the regularly scheduled meetings in any given year without “sufficient cause” will be automatically released from the Executive Board. Decisions concerning “sufficient cause” will be made by the Executive Committee.
ARTICLE XII. -- OFFICERS
Officers of the Association shall consist of the members of the Executive Committee, the Secretary, Secretary-Elect, Treasurer, Parliamentarian, and Division Chairs.
Section 1.
Executive Committee. The Committee shall consist of Executive Director, President, President-Elect, and the Immediate Past-President.
Section 2.
Division Chairs. The Division Chairs shall consist of those elected members of the Executive Board serving in each Division (AAHE, AAPAR, NAGWS, NASPE, NDA, and Research Consortium), elected by the members of that Division.
Section 3.
Responsibilities. Officers shall perform duties as outlined in the Operating Code and perform other duties needed by that office.
Section 4.
President Vacancy. If the office of President becomes vacant, the President-Elect shall assume this office. In that event, the office of the President-Elect shall be filled by a nomination from the Executive Committee and must be approved by a majority vote of the Executive Board.
Section 5.
Officer Vacancy. If the office of President-Elect, Immediate Past-President, Secretary, Secretary-Elect or Treasurer becomes vacant, the office shall be filled by a nomination from the Executive Committee and must be approved by a majority vote of the Executive Board.
Section 6.
Division Vacancy. If the office of Division Chair or Chair-Elect becomes vacant, a qualified candidate shall fill it by a majority vote of the members of that Division. A qualified candidate is any elected member of the Executive Board serving in that Division.
Section 7.
Executive Director. The Executive Director shall perform duties as outlined in the Contract and Operating Code. He/she is an ex officio (non-voting) member of the Executive Board and Executive Committee.
Section 8.
Qualifications for Presidency. The COAHPERD President must have been a member of AAHPERD and COAHPERD for three consecutive years prior to election and must also have served as President-Elect.
ARTICLE XIII. -- ELECTION OF OFFICERS
Section 1.
Nominating Committee. The Nominating Committee shall consist of the Executive Board and shall be co-chaired by the President-Elect and Immediate Past-President. The Nominating Committee shall submit a slate of candidates to the President-Elect and Immediate Past-President at least 30 days prior to the business meeting at the Annual State Convention. Any COAHPERD member may submit nominations to the Nominating Committee at least 45 days before the business meeting at the Annual State Convention.
Section 2.
Election. Each member of the Executive Board specified in Article XI of these By-Laws (Section 3.1) shall be elected at the business meeting held at the Annual State Convention by a voice/standing vote. Members must be present in person to vote for members of the Executive Board.
Section 3.
Terms. The President-Elect shall serve one year as President-Elect. At the end of that year, the President-Elect automatically shall become President, and at the end of this second year the President shall automatically become the Immediate Past-President. All other elected members of the Executive Board (except the Treasurer) shall be elected to terms of two years, but may serve multiple terms. The Treasurer shall be elected to an indefinite term. Appointed members of the Executive Board serve at the discretion of the President.
Section 4.
Termination. Officers of COAHPERD may be removed for “sufficient cause” by a simple majority vote of the elected members of the Executive Board.
ARTICLE XIV. -- ASSOCIATION STRUCTURE
Section 1.
Executive Committee. The Executive Committee shall consist of the President, President-Elect, Immediate Past-President and Executive Director (ex officio).
Section 2.
Officers. COAHPERD officers shall consist of the following: the members of the Executive Committee; the Secretary, Treasurer, Parliamentarian and the Division Chairs.
Section 3.
Divisions. COAHPERD divisions shall consist of the following: AAHE, AAPAR, NAGWS, NASPE, NDA, and Research Consortium. Each division shall have a chair and chair-elect selected from those elected members of the Executive Board serving in that division, by the members of that division. (Appointed members of the Executive Board cannot fill chair or chair- elect positions and cannot vote due to possible conflict of interest.)
Section 4.
Division Members. COAHPERD Division Members shall consist of those members of the Executive Board serving in each branch of the COAHPERD divisions. The COAHPERD divisions include, but are not limited to: Adapted, Adventure Education, American Heart Association Representative, Aquatics, Athletics, Colorado Department of Education Representative, Coordinated School Health, Dance, Early Childhood, Elementary School, Future Professional, Health, Higher Education, Jump Rope/Hoops for Heart Coordinator, Journal Editor, Lobbyist, Middle School, Nutrition, Physical Activity, Recreation, Secondary School, Student representatives from each of the colleges/universities with PETE programs, Webmaster, and Wellness.
Section 5.
Committees. The committees of COAHPERD shall consist of: Advocacy, Executive, Convention, Recognition, Oversight and Professional Development. The incoming president shall appoint chairs of each committee.
Section 6.
Responsibilities. Each division shall function to promote the goals and strategic plan of COAHPERD within their specific division interest.
ARTICLE XV. -- SPECIAL COMMITTEES
Section 1.
Purpose. The functions, organization and methods of procedure of the various committees shall be set forth in the operating codes.
Section 2.
Special Committees. The President, with the approval of a majority of the Executive Board, shall appoint special committees as needed.
Section 3.
Termination of Special Committees. The President shall direct the termination of Special Committees when the special project or task assigned to such committees has been completed.
ARTICLE XVI. -- AWARDS
Section 1.
Awards. Awards may be given annually to individuals who have made outstanding contributions to the areas of COAHPERD.
Section 2.
Nominations. COAHPERD members or related professional agencies may submit nominees for various awards to the Executive Committee for approval.
Section 3.
Approval of Awards. The Executive Board shall approve honors and awards criteria.
ARTICLE XVII. -- RULES OF ORDER
Rules of Order. Question of procedure not covered in these By-Laws shall be decided in accordance with the latest edition of Sturgis Standard Code of Parliamentary Procedures.
ARTICLE XVIII. -- DISSOLUTION OF THE ASSOCIATION
Section 1.
Dissolution. COAHPERD may be dissolved at the yearly business meeting at the State Convention by a two-thirds vote of the professional members present provided that the dissolution proposal was sent to members 10 business days in advance of the meeting. Also, a majority of votes cast in a mail or electronic vote may dissolve COAHPERD provided that one-half of the professional members respond.
Section 2.
In the event of dissolution of COAHPERD, all financial records shall be forwarded to the American Alliance for Health, Physical Education, Recreation and Dance.
ARTICLE XIX. -- MISCELLANEOUS PROVISIONS
Section 1.
Legal Consideration. These By-Laws shall be construed in accordance with the laws of the State of Colorado. All references in these By-Laws to statutes, regulations, and other sources of legal authority shall include their successors as they may be amended from time to time. If any By-Law provision is held to be invalid, illegal or unenforceable in any respect, the invalidity, illegality, or inability to enforce shall not effect any other provision, and these By-Laws shall be construed as if the invalid, illegal, and unenforceable provision had not been included in these By-Laws.
Section 2.
Headings. The headings in these By-Laws are used for convenience only and should not be considered in construing the meaning of these By-Laws.
Section 3.
Power of Attorney. An officer or agent of COAHPERD may execute any instrument, document, or agreement on behalf of COAHPERD by means of a power of attorney if an original executed copy of the power of attorney is provided to the Executive Director prior to the use of such power of attorney. Such powers of attorney shall be kept with the other records of COAHPERD.
ARTICLE XX. -- RESTRICTION ON ACTIVITIES
No part of the net earnings of COAHPERD shall inure to the benefit of any member, sponsor, donor, creator, director, officer, employee, or without limitation, any other private individual or to the benefit of any corporation or organization; provided, this shall not prevent payment of reasonable compensation for services actually rendered to or for COAHPERD and in the furtherance of its purposes.
COAHPERD shall not divert any part of its income or corpus to any member, sponsor, donor, creator, director, officer, or employee. COAHPERD shall not do this either directly or indirectly by lending any part of its income or corpus without receipt of adequate security and a reasonable rate of interest; by paying any compensation in excess of reasonable allowance for salaries, or other compensation for personal services actually rendered; by making any purchase of security or other property for more than adequate consideration for money or money’s worth; by selling any substantial part of its property for less than adequate consideration for money or money’s worth; or by engaging in any other transaction which results, either directly or indirectly, in such diversion of its income or corpus. COAHPERD shall not make any accumulation of its income, unreasonable in amount or duration, or use any income for purposes other than the objectives herein set forth or invest any income in any manner as to jeopardize the fulfillment or carrying out of its objectives. COAHPERD shall not devote a substantial portion of its activities to carrying on propaganda or otherwise attempting to influence legislation, and in no event shall COAHPERD engage in any legislative activities other than those in direct furtherance of COAHPERD’s stated objectives. COAHPERD shall not participate in or intervene in any political campaign on behalf of any candidate for public office. In general, COAHPERD shall not act in any way or engage in any activity which might affect its right to full tax exemption or the right of donors to COAHPERD to full tax deduction for their contributions to COAHPERD, and COAHPERD shall be so operated as to be entitled to receive all tax exemptions, federal or local, which may from time to time be granted to charitable, scientific, or educational associations or foundations.
No part of the net earnings of COAHPERD shall be used for the benefit of, or to the advantage of, any member, sponsor, donor, creator, trustee, officer, employee, or without limitation, any other private individual. No part of the net earnings of COAHPERD shall be used for the benefit of any corporation or organization in which any private individual might benefit, or in which a substantial part of the activities of such corporation or organization is the carrying on of propaganda or otherwise attempting to influence legislation, provided that this restriction shall not prevent payment of reasonable compensation for services actually rendered to or for COAHPERD in the furtherance of its purposes.
ARTICLE XXI. -- NO DISCRIMINATION
COAHPERD does not discriminate on the basis of race, color, religion, sex, national origin, citizenship status, age, disability, sexual orientation or veteran status.