Bylaws of the North Carolina School Counselor Association
Article I: Name and Mission
Article I, Section 1. The name of the Association shall be the North Carolina School Counselor Association (NCSCA). NCSCA is a division of the American School Counselor Association (ASCA) and is organized in accordance with the North Carolina Articles of Incorporation and the bylaws of ASCA.
Article I, Section 2. NCSCA promotes professionalism and ethical practices in school counseling while providing resources, knowledge and linkages to promote student success in the school, the home, and the community. NCSCA’s mission is to promote excellence in the profession of school counseling and the development of all students.
Article II: Membership
Article II, Section 1. Types of membership – This Association shall include four types of membership: Professional, Retired, Student, and Affiliate.
Article II, Section 2. Requirements of Membership - In order to qualify for one of the four types of membership, the following requirements must be met for each category of membership being sought.
II-2a. Professional Membership - School counseling professionals who hold a masters degree or higher in counseling or the substantial equivalent and meet the requirements set forth in NCSCA policies that address membership are eligible for Professional membership and shall receive all the rights and privileges set forth in NCSCA policies.
II-2b. Retired Membership - School counseling professionals in retirement who meet the requirements set forth in NCSCA policies that address membership are eligible for Retired membership and shall maintain all the rights and privileges of Professional membership as set forth in NCSCA policies.
II-2c. Student Membership - Students who meet the requirements set forth in NCSCA policies that address membership are eligible for Student membership and shall receive all the rights and privileges as set forth in NCSCA policies.
II-2d. Affiliate Membership - Individuals, corporations, or businesses interested in counseling, not eligible for any other type of membership, may become Affiliate members as set forth in NCSCA policies that address membership and shall receive all rights and privileges as set forth in NCSCA policies.
Article II, Section 3. Dues – Dues for all categories of membership shall be established in accordance with NCSCA policies that address membership.
Article II, Section 4. Rights and Privileges - All members shall receive the rights and privileges accorded their membership categories. Professional and retired members may vote on all matters coming before the Association and shall be eligible for election to the NCSCA board.
Article II, Section 5. Severance of Membership – Association members may be dropped from membership for nonpayment of dues or revocation of license or credential, following procedures described in NCSCA policies that address membership.
Article II, Section 6. Nondiscrimination – The North Carolina 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: Local/Regional Chapters
Article III, Section 1. Organization of Local/Regional Chapters – Any group of Association members residing or working with a particular locale or region may apply for a Local/Regional charter, provided that the group consists of at least 25 NCSCA members.
Article III, Section 2. Formation of Local/Regional Chapters
III-2a. Groups that desire to form a local/regional chapter must submit a Local/Regional Charter application to the Governing Board for consideration.
III-2b.The NCSCA Governing Board must approve the applicant’s bylaws or similar governance documents. Such bylaws or other similar documents must not conflict with the bylaws of this Association.
III-2c. Local/Regional Charters are granted to Local/Regional Chapters and NCSCA will charter one Local/Regional Chapter per Local Education Agency (LEA).
Article III, Section 3. Revocation of Charter – Local/Regional charters may be reviewed and revoked following due process as set forth in NCSCA policies that address local/regional chapters.
Article IV: NCSCA Officers and Governing Board
Article IV, Section 1. Officers – The officers of NCSCA shall be the President, Immediate Past President, President-Elect, Treasurer, Elementary Vice President, Middle School Vice President, Secondary Vice President, and Post-Secondary/Supervisor Vice President.
Article IV, Section 2. Governing Board – The Governing Board is composed of officers, committee chairs, liaisons, a parliamentarian, and an Executive Director.
Article IV, Section 3. Powers and Functions – The Governing Board has the authority to create policies to carry out the mission of NCSCA, but shall not take any action contrary to NCSCA bylaws.
Article IV, Section 4. Governing Board Members and Terms of Office
IV-4a. Terms of Office – The President, President-Elect, and the Immediate Past President shall each serve a one-year term of office. The Treasurer shall serve a three-year term and the four Vice Presidents shall each serve a two-year term. Appointed committee chairs serve one-year terms each.
IV-4b. The President and President-Elect shall be employed as school counselors, supervisors of school counseling, or counselor educators in a graduate program that prepares school counselors. IV-4c. All officers shall be Professional members of NCSCA and ASCA in good standing.
IV-4d. Level Vice Presidents shall be elected by the general membership to serve a two-year term. They shall be employed in the work setting to be represented.
IV-4e. The term of office for any appointed or elected position shall coincide with the fiscal year of NCSCA.
IV-4f. The voting members of the Governing Board of NCSCA shall consist of the officers and committee chairs.
IV-4g. Liaisons, Parliamentarian, and the Executive Director shall be non-voting members of the Governing Board.
Article IV, Section 5. Nominations and Elections of Officers
IV-5a. The President-Elect and two level Vice Presidents shall be elected annually by ballot.
IV-5b. The Treasurer shall be elected every three years by ballot.
IV-5c. The Nominations and Elections Committee shall conduct elections according to NCSCA policies that address nominations and elections.
IV-5d. Nominations and Elections guidelines shall be developed by the Nominations and Elections Committee and approved by the Governing Board.
IV-5e. If any elected candidate should be unable to assume office by the beginning of NCSCA’s fiscal year the candidate with the next highest number of votes in the election shall be asked to serve in the vacant position. If none of the candidates agrees to serve the Governing Board shall fill the vacancy.
Article IV, Section 6. Duties of Governing Board Members
IV-6a. The President shall serve as the presiding officer of NCSCA in accordance with NCSCA policies that address governance.
IV-6b. The President-Elect shall serve as the presiding officer in the President’s absence in accordance with NCSCA policies that address governance.
IV-6c. The Immediate Past President, level Vice Presidents, liaisons, parliamentarian, and committee chairs shall serve in accordance with NCSCA policies that address governance.
Article IV, Section 7. Governing Board Meetings
IV-7a. The Governing Board shall meet at least three times annually. Meetings of the Governing Board may be called by the President or by majority vote of the Board.
IV-7b. Decisions of the Governing Board shall be made by a simple majority vote except in cases involving issues that require a greater majority, as defined in these bylaws and NCSCA policies that address governance.
IV-7c. A majority (51%) of the members of the Governing Board must be present to constitute a quorum.
IV-7d. Governing Board members are required to attend all Governing Board meetings and other functions in accordance with NCSCA policies that address governance.
Article IV, Section 8. Vacancies
IV-8a. In the event of a vacancy in the office of President, the President-Elect assumes the office of President.
IV-8b. In the event of a vacancy in the office of a President-Elect who is serving a President’s unexpired term, the Immediate Past President of the Governing Board shall assume the position of chairperson of the Governing Board until the Governing Board fills the vacancy by calling a special election of the general membership. In the event of a vacancy in the office of President-Elect who is not serving a President’s unexpired term, the Governing Board shall fill the vacancy by calling a special election of the general membership and the new President-Elect shall serve as President upon completion of the unexpired term.
IV-8c. In the event of a vacancy in the office of Immediate Past President, the most recent Past President may be asked to complete the unexpired term. If the Past President chooses not to complete the term or if the Governing Board chooses not to fill the vacancy, the Governing Board shall appoint a chair of the Nominations and Elections Committee and the Past President positions shall be vacant for the remainder of the unexpired term.
IV-8d. In the event of a vacancy in an office of vice president, the Governing Board may fill the vacancy.
IV-8e. The Governing Board shall have the authority to fill any vacancy for which there are no other provisions.
Article IV, Section 9. Removal from Office
IV-9a. An elected officer or member of the Governing Board may be removed from office, for cause, by a two-thirds majority vote of the Governing Board. At the discretion of the Governing Board, a due process committee may be appointed to review all charges and make recommendations. This committee shall complete its assignment and submit a final report within 30 days after appointment.
IV-9b. A member who fails to attend 75% of all board meetings in a year will be deemed to have resigned. Upon request the Governing Board may choose to reinstate the person once per term.
Article IV, Section 10. Compensation and Reimbursement of Expenses
IV-10a. Except for the Executive Director none of the Governing Board members shall receive compensation for their service on the Governing Board. However, Governing Board members’ necessary expenses shall be paid in accordance with NCSCA policies that address governance and finance
IV-10b. Compensation of the Executive Director shall be established annually in accordance with NCSCA policies that address governance and finance.
Article V: Appointed Positions and Duties
Article V, Section 1. Executive Director
V-1a. The Executive Director shall serve as the Corporate Secretary of the Corporation
V-1b. The Executive Director shall be appointed by the Governing Board according to NCSCA policies and procedures.
V-1c. The Executive Director shall administer the affairs of the Association and perform such other duties as are incidental to this office, in accordance with NCSCA’s mission, subject to the provisions of its bylaws, and such policies as may be adopted by the Governing Board.
V-1d. The job description for the Executive Director is delineated in the NCSCA policies and procedures.
Article V, Section 2. Parliamentarian - The President shall appoint a Parliamentarian.
Article V, Section 3. Additional Appointments – The President shall recommend additional appointments to the Governing Board for approval as needed.
Article VI: Operational Structure
Article VI, Section 1. Committees – NCSCA’s committees shall be appointed by the President to accomplish specific tasks within specific timeframes.
Article VI, Section 2. Standing Committees – The Standing Committees shall be:
VI-2a. Bylaws - The Bylaws Committee reviews the bylaws of the Association annually and makes recommendations concerning revisions to the Governing Board.
VI-2b. Nominations and Elections – The Nominations and Elections Committee develops policies for approval by the Governing Board and conducts elections in accordance with NCSCA policies.
VI-2c. Finance - The Finance Committee ensures that the Governing Board is managing finances and assets in accordance with NCSCA policies related to governance and finance.
VI-2d. Government Relations - Promotes law and policy to support school counseling.
VI-2e. Professional Development - The Professional Development Committee coordinates professional development opportunities for members.
VI-2f. Member Services - The Member Services Committee coordinates and develops services for members.
Article VII: Business Affairs of the Association
Article VII, Section 1. Fiscal Year - The fiscal year shall begin on July 1 and end the following June 30.
Article VII, Section 2. Property of the Association - In the event the Association should be dissolved, none of its property shall be distributed to any of the members. Instead, all of its property shall be transferred to such organizations as the Governing Board shall determine to have purposes and activities most nearly consonant with those of the Association provided, however, that such organizations shall be exempt under Section 501 (c) (3) of the Internal Revenue Code or corresponding provisions of the Internal Revenue Laws.
Article VII, Section 3. Annual Meeting – The President of NCSCA shall call an annual business meeting of the Association in conjunction with the NCSCA conference. The members of the Association who are present shall constitute a quorum authorized to transact any business duly presented in the meeting.
Article VIII: Indemnification
Article VIII, Section 1. The Association shall indemnify each member of the Governing Board and each of its officers, as described in Article IV 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.
Article VIII, Section 2. The Association shall indemnify each of its directors and 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 NCSCA’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.
Article VIII, 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 NCSCA member or officer might otherwise be entitled and the provisions hereof shall neither impair nor adversely affect such rights.
Article IX: Amendment of Bylaws
Article IX, Section 1. Business Meeting Amendment Procedure – Except as provided in Section 2 below, amendments to these bylaws may be acted upon only at the business meetings of the association. If presented in writing to all members of the association at least 30 days before the annual meeting at which the proposed change is to be considered, such an amendment may be adopted by a majority vote of the members present.
Article IX, Section 2. Amendments by mail – If, in the judgment of the Governing Board, action upon a proposed amendment is desirable before the next meeting, it may be taken through a mail ballot following the presentation of the amendment in writing to all members of the Association. Thirty days after the mailing of the proposed amendment the polls shall be closed and the vote counted by the Governing Board, the Executive Director, or someone else designated by NCSCA. If a majority of returned ballots approved the amendment, the amendment shall be adopted.
Article IX, Section 3. Publication – The bylaws and the policies of NCSCA shall be published in their entirety and shall be available to any member upon request.
Article X: Rules of Order
Article X, Section 1. Parliamentary Authority – The parliamentary authority for the meetings of the Association shall be ROBERT’S RULES OF ORDER as from time to time amended.
Adopted January 2006