BY-LAWS OF

COLORADO ATHLETIC TRAINERS' ASSOCIATION, INC.

A COLORADO NON-PROFIT CORPORATION

 

ARTICLE I

NAME AND GEOGRAPHIC AREA

The name of this corporation, in accordance with the requirements of the laws of the state of incorporation, shall be COLORADO ATHLETIC TRAINERS’ ASSOCIATION, INC. The geographic area from which the membership of the corporation shall be drawn will be within the state of Colorado. Throughout these By-Laws and in any and all official records, documents, correspondence, and publications of the corporation, the organization will be referred to as the CATA.

 

ARTICLE II

PRINCIPAL OFFICE

The principal office for the transaction of the business of the CATA will be appointed at the annual business meeting of the CATA.

 

ARTICLE III

PURPOSE AND OBJECTIVES

The purpose and objectives of the CATA shall be:

a)         The advancement, encouragement, improvement, and support of the athletic training profession in all respects throughout the state of Colorado.

b)         Promotion of an effective and supportive working relationship among athletic trainers, allied health care professionals, and all other persons interested in the health and well-being of physically active individuals.

c)         To enhance the abilities and professional opportunities of members of the athletic training profession by facilitating the free exchange of information and ideas among members of the CATA, allied health care professionals, and others interested in the well-being of physically active individuals.

 

ARTICLE IV

MEMBERSHIP

1. There shall be a minimum of four (4) classifications of membership as listed below with other non-voting classifications as adopted by the Executive Board. No individual shall be eligible for more than one (1) class of membership at any one time.

1.         Certified (NATA)

2.         Retired Certified

1. Honorary

2. Student

b)         Qualifications for each of these classes of membership and the rights, privileges, and obligations of each member are provided for in the By-Laws of the NATA.

c)         Rights and Duties.

1)         Each voting member shall have the same rights and duties as are provided for voting members of the NATA and RMATA by their By-Laws. Voting members shall also have the right to vote in all elections and other business matters of the CATA, and the duty to advance the interests and support the Bylaws of the CATA.

2)         All other members shall have such rights and duties as are established by the resolution of the Executive Board.

d)         Application for membership

1)         All persons who are members of the CATA at the time these By-Laws are adopted, are automatically deemed members of the same classification of the incorporated CATA.

1. All persons who are accepted as members in the NATA who reside within the geographic area of the Association shall be members of the Association.

3)         Members of the NATA in good standing of any classification who relocate into the geographic area encompassed by the Association shall be included on the Membership rolls of the Association.

 

ARTICLE V

IMPOSITION OF DISCIPLINARY MEASURES

The Executive Board shall establish policies and procedures for disciplining of membership, to include suspension and termination of membership and may include less stringent measures, the appeal process pertaining there to, and reinstatement of membership following suspension or termination. Such policies and procedures shall be distributed in writing to all members of the CATA, and shall incorporate and be subject to the following guidelines:

a)         For any voting member, suspension or termination of one’s Certification by the NATA shall automatically result in one's reclassification to a non-certified an associate member.

b)         For non-voting members, suspension or termination of one's membership in the NATA shall constitute grounds for consideration of the same effect upon one's membership in the Association.

c)         In suspending or terminating any membership, the CATA shall follow principles of due process and fundamental fairness.

d)         For voting members, the final decision to terminate one's membership in the CATA (except for termination of membership by the NATA), or to rescind termination upon appeal therefrom, shall rest with the voting membership of the CATA. Such issues will be voted upon only at a regularly scheduled business meeting of the CATA and shall require a two-thirds (2/3) majority role-call vote of the members present at such meetings with a quorum not necessary to conduct the vote.

e)         Upon any suspension or termination of membership, and pending decision upon appeal of such action (or other reinstatement of membership), the voting privileges of the member shall be suspended.

f)          As to non-voting members, the final decision as to suspension or termination of membership (except for suspension or termination of membership from the NATA) shall rest with the Executive Board. Such decisions shall be made only at a regularly scheduled meeting of the Board and require a three-fifths (3/5) majority vote.

 

ARTICLE VI

DUES

a)         Dues shall be paid by all members of the CATA with the exception of Honorary and Retired Certified members. 

b)         Member dues shall be determined by the Executive Board.

c)         Member dues may be paid simultaneously with RMATA dues in accordance with the By-Laws of the RMATA.

 

ARTICLE VII

VOTING PRIVILEGES

The voting members shall be Certified and Retired Certified members of CATA in good standing. Each voting member shall be entitled to one vote on each matter submitted for a vote of the membership.

 

ARTICLE VIII

EXECUTIVE BOARD

a)         Number of Executive Board members. The Executive Board shall consist of five (5) persons, namely, the President, Vice President, Secretary, and two (2) At-Large members.

b)         Election and Term of Office. The President, Vice President, Secretary, and two (2) At-Large members shall be elected and serve terms of office in accordance with the provisions of Article IX below.

c)         Powers of Executive Board. Subject to the powers of said board as provided by law and as established by the By-Laws of the CATA, all corporate powers of the CATA shall be exercised, and the business and affairs of the CATA shall be conducted and controlled by the Executive Board, which shall have the following powers:

1)         To change the principal office for the transaction of the business of the CATA from one location to another; to fix and locate additional offices for conducting the business of the CATA; to adopt, make, and use the corporate seal, and to alter the form thereof from time to time, provided such seal shall at all times comply with the provisions of law.

2)         To establish, and appoint members to, such committees as may be appropriate or necessary to fulfill the purposes and objectives of the CATA.

3)         To act as a medium of information exchange between the NATA, RMATA, and the membership of the CATA, and to provide information to the general membership of the CATA concerning actions of the Executive Board.

4)         To review meeting agendas of the Board of directors of the RMATA in order to determine how the CATA President shall represent the CATA upon that Board of Directors (NATA District 7).

5)         To establish policies and procedures for conducting the business of the Board and the CATA, which policies and procedures shall be distributed in writing to all members of the CATA.

6)         To take any other action necessary to fulfill the purpose and objectives of the CATA and serve the interests of the members.

d)         Vacancies. If at any time the President cannot continue the duties of the President, the Vice President shall succeed the President.

1)         If for any reason a vacancy shall occur on the Executive Board (other than the President), the Board shall appoint a replacement to fill the vacated position until such time as a replacement is selected by the membership through the designated electoral process.

2)         The electoral process for selecting a replacement for the offices of Vice President, Secretary, and the two (2) At-Large Board members is set forth in Article IX below.

 

e)         Advisory Members. The Executive Board shall establish policies and procedures for the appointment of advisory members to the Executive Board. These may include, but are not limited to, past Presidents. The Treasurer shall also serve as an advisory member to the Executive Board. Advisory members shall be non-voting members of the Board and may be excluded from Executive Session.

f)          Meetings of the Executive Board.

1)         Annual meeting. The annual meeting of the Executive Board shall be held in conjunction with, and at the location of, the annual clinical symposium of the CATA. The time and place of the annual meeting shall be established by the President, and notice thereof shall be given in writing by the Secretary to all members of the Board not less than sixty (60) days prior to the annual meeting.

2)         Semi-annual Meeting. A semi-annual meeting of the Executive Board shall be held by the end of each calendar year. The time and place of the meeting shall be determined by the President and notice thereof shall be given by the Secretary to all members of the board not less than thirty (30) days prior to the semi-annual meeting.

3)         Other Regular Meetings. Other regular meetings of the Executive Board may be held at such times and places as may be designated by resolution of the Board, or written by consent of all members of the Board. The exact time and place of such regular meetings shall be determined by the President, and the notice thereof shall be by the Secretary to all members of the Board not less than thirty (30) days prior to the scheduled meeting. Upon resolution or written consent of a majority of the Board, and provided the notice requirement is met, any such meeting may be conducted by telephone conference call.

4)         Special Meetings. Special meetings of the Executive Board may be called by the President or by any two members of the Board for any purpose(s). The time and place of the meeting shall be determined by the President, or the two Board members calling the meeting, and written notice of the time and place and purpose(s) of any such special meeting shall be given in writing by the Secretary, or the Board members calling the meeting, to each Board member not less than ten (10) days prior to the date of the special meeting. The business conducted at any such meeting shall be limited to the purpose(s) indicated. If the special meeting is attended by all members of the Board, the notice requirements and limitations as to purpose(s) may be waived by a majority vote of the Board. Written acknowledgment of such waiver by those voting in favor thereof shall be made a part of the minutes of the meeting. Upon resolution or written consent of a majority of the Board, and provided the notice requirement is met, any such meeting may be conducted by telephone conference call.

g)         Quorum. The presence at any meeting of the Executive Board of three (3) members shall constitute a quorum for the transaction of any and all business; provided, however, that a Board member entering in the minutes a written protest of the meeting for reasons of inadequate notice, shall not be included in the numerical determination of the presence of a quorum.

h)         Adjournment. In the absence of a quorum at any meeting, the majority of the Executive Board present may adjourn the meeting to another time and place. Written notice of the time and place of rescheduling the adjourned meeting shall be given by the Secretary to all members of the Board not less than fifteen (15) days prior to the adjourned meeting.

i)          Executive Session. At any meeting of the Executive Board, including those adjourned for lack of a quorum, the Board may adjourn into Executive Session. The Board shall establish written policies and procedures pertaining to the conduct of Executive Sessions. Unless minutes of the Executive Session are recorded, a summary of the matters discussed at Executive Session shall be entered into the minutes of the next meeting of the Board, subject to such protections of confidentiality and privilege as may be deemed necessary by a majority of the participants in the Executive Session.

j)          Compensation. Members of the Executive Board shall receive no compensation for their services as members of the Board; provided, however, that the Board may adopt policies and procedures, which shall be distributed in writing to members of CATA, providing for reimbursement of Executive Board members for their expenses incurred in attendance at meetings of the Board or in carrying out their duly assigned responsibilities as Board members.

 

ARTICLE IX

OFFICERS

 

a)         Officers. The officers of the CATA shall be a President, Vice-President, Secretary, two (2) At Large members, Treasurer, and such other officers as the Executive Board may determine by resolution. The same person may not hold any two (2) offices.

b)         Election. The President, Vice-President, Secretary, and the at large members shall be elected by the general membership of the CATA in accordance with the following provisions, terms, and conditions:

1)         All officers shall be certified members of the NATA for a period of not less than five (5) years immediately prior to their nomination, and shall have resided and practiced professionally within the State of Colorado for a period of not less than two (2) years immediately prior to their nomination.

2)         Nominations for the officers of President, Vice-President, Secretary, and at large members, may be received from the floor during the annual business meeting of CATA for the year prior to the scheduled election, or submitted in writing for 5 months following the annual business meeting of CATA for the year prior to the scheduled election.  Nominations in writing may be submitted by any voting member of the CATA and must be accompanied by a second to the nomination by another voting member of the CATA.

3)         Following the submission of nominations, a written ballot of the voting membership shall be conducted with a majority vote required for election to the office.

4)         The Executive Board shall establish policies and procedures for conducting elections, which shall be distributed in writing to all voting members. 

c)         Appointment. The Treasurer and any other officer(s) established by resolution of the Executive Board, shall be appointed by the President with the approval of the Board. The Board shall establish policies and procedures for the appointment of officers, which shall be distributed in writing to all members of the CATA, provided that all appointed officers shall be Certified members of the CATA in good standing, and shall reside and practice professionally within the State of Colorado.

d)         Terms of Office:

1. The term of office of the President, Vice-President, Secretary, and the At Large members shall be three (3) years, commencing at the annual business meeting of the CATA next following their election and continuing until the annual business meeting of the CATA three years later. The same person may be elected to not more than two (2) successive terms of the same office.

1. The terms of office will be staggered as to provide for continuity of the Executive Board with elections following a three year cycle.

1. Year one (1) the Vice-President, Secretary and one At-Large member will be elected.

2. Year two (2) the President and one At-Large member will be elected

3. Year three (3) will have no elections of officers.

2)         The term of office of any appointed officer shall be determined by the policies and procedures established by the Executive Board.

e)         Vacancies. The Executive Board shall establish policies and procedures for selection of a replacement for the remainder of that term of office, should the office of the Vice-President, Secretary, and the At Large members be vacated before completion of a term. Such policies and procedures shall be distributed in writing to the members of the Association.

f)          Compensation. Officers shall receive no compensation for their services as officers of the CATA; provided, however, that the officers may adopt policies and procedures, which shall be distributed in writing to members of the CATA, providing for reimbursement of officers for their expenses incurred in attendance at meetings of the Executive Board of the CATA or in carrying out their duly assigned responsibilities as officers.

 

ARTICLE X

POWER AND DUTIES OF OFFICERS

a)         President.

1)         To serve as official spokesperson for the CATA. 

2)         To chair all meetings of the Executive Board. The President shall abstain from voting on all matters relating to determination by the Board of the manner in which the President, as RMATA Board member, shall represent the CATA.

3)         To preside over all meetings of the CATA. 

4)         To make such appointments as are called for by the By-Laws of the CATA, or determined by resolution of the Board.

5)         To represent the CATA on the Board of Directors of the RMATA.

6)         Pursuant to direction from the Executive Board of the CATA, to serve as a spokesperson for the CATA in matters relating to the RMATA.

1.      To carry out such other reasonable duties in support of the CATA and its members as may be directed by the Executive Board.

2.      To serve as the statutory agent for the CATA

b)         Vice-President.

1)         Investigates and recommends to the Executive Board possible avenues through which the CATA may enhance its professional image, professions, high schools, colleges, and universities, and the general public.

2)         Continually reviews the CATA By-Laws in terms of newly enacted legislation and makes recommendations to the Executive Board for revision, deletions, or additions.

3)         Maintain an accurate and current record of newly enacted legislation, incorporate it into the By-Laws as instructed by the Executive Board, and supplies such information to the Board and Membership.

4)         Serves as ex-official member of all the CATA committees.

5)         Coordinates the efforts to enhance the success of the Annual Meeting and Clinical Symposium.

6)         Selects sites and hotels for the Annual Meeting and Clinical Symposium according to the guidelines set by the Executive Committee.

7)         Forms any additional sub-committee as deemed necessary for the success of the Annual Meeting and Clinical Symposium.

8)         Keeps the President informed on all Annual Meetings and Clinical Symposium plans and reports to the Executive Board at each scheduled meeting.

9)         To chair meetings of the Executive Board and preside over meetings of the CATA at which the President is not in attendance.

c)         Secretary.

1)         To serve as custodian of all records and documents of the CATA.

2)         To record and distribute minutes of meetings of the Executive Board.

3)         To record and distribute minutes of meetings of the CATA.

4)         To facilitate preparation and transmittal of all correspondence of the CATA.

1.      To maintain an accurate and current mailing list of the membership of the CATA.

2.      To facilitate and oversee the preparation, distribution, receipt, and tabulation of ballots in all elections and other votes of the membership conducted by ballot.

7)         To advise the President and Executive Board concerning matters of parliamentary procedure.

8)         To assure that meetings of the Executive Board and of the CATA are conducted in compliance with "Robert’s Rules of Order".

d)         At Large Members.

1)         To serve as full voting members of the Executive Board.

2)         To assist the Vice-President with the coordinating of the annual meeting.

 

e)         Treasurer.

1.      To facilitate, oversee, and maintain accurate record of all financial matters of the CATA, including the collection of membership dues.

2.      Submits a compilation financial report to the Executive Board prior to the annual meeting.

3)         Serve as chairman of finance committee.

g)         Other Appointed Officers. The powers and duties of other appointed officers shall be determined by the policies and procedures established by the Executive Board.

 

ARTICLE XI

STANDING COMMITTEES

The Executive Board may establish standing committees to assist in fulfilling the purposes of the Association and serving the interests of the members. The Board shall establish specific policies and procedures governing the creation and implementation of standing committees, which policies and procedures shall be distributed in writing to all members of the CATA; provided that the Board may not assign to a standing committee the final responsibility for making binding agreements, expending funds or taking any other final action in behalf of the Board or the CATA.

 

ARTICLE XII

REMOVAL FROM OFFICE

 

The Executive Board shall adopt specific policies and procedures for the removal from office of officers and appointees, which policies and procedures shall be distributed in writing to all members of the CATA. Such policies and procedures shall incorporate principles of due process and fundamental fairness, and be subject to the following guidelines.

1. Removal from elected office shall be by impeachment and conviction. The grounds shall be embezzlement, malfeasance in office, and actions contrary to or in violation of the By-Laws.

b)         Any action by the CATA to remove an elected officer, or other voting member of the Executive Board, shall require formal impeachment proceedings to be undertaken by the Executive Board and conviction upon the impeachment charges by the voting members of the CATA.

1)         The impeachment proceedings shall take place only in a regularly scheduled meeting of the Executive Board noticed for the purpose, which meeting shall be open to the membership.

2)         Any trial on the impeachment charges shall take place only in a meeting of the CATA, scheduled and noticed in accordance with Article XIII below, with a minimum of sixty (60) days notice to the membership that the trial on impeachment charges is an agenda item for the meeting. Action on the impeachment charges shall be determined by secret written ballot.

3)         Upon the return of impeachment charges by the Executive Board, and pending the outcome of the trial, the officer charged shall be suspended from office and a replacement appointed by the Board to fill the office.

4)         Conviction shall require a two-thirds (2/3) vote of the voting members in attendance at a meeting of the membership, with a quorum not necessary to conduct the vote.

1. An officer convicted of impeachment charges may be barred from holding office in the CATA by a two-thirds (2/3) vote of the voting members at the meeting of the membership where the conviction takes place, with a quorum not necessary to conduct the vote.

c)         An officer removed from office by conviction on impeachment charges shall be replaced in accordance with Article IX.

d)         Removal of appointed officers shall be pursuant to the policies and procedures established by the Executive Board.

 

ARTICLE XIII

MEETING OF THE MEMBERSHIP

a)         Annual Meeting. The annual meeting of the CATA shall be conducted during the annual clinical symposium of the CATA, to be held in or about May of each calendar year.

1)         Notice of the exact time and place of the annual meeting shall be given in writing by the Secretary to all members of the CATA not less than sixty (60) days prior to the date of the meeting.

1. The agenda of the annual meeting shall be determined by the President and distributed in writing to the Executive Board not less than one week prior to the date of the meeting. At that time the agenda shall also be made available, upon written request, to any member of the CATA.

 

b)         Special Meetings. Special meetings of the CATA may be called by the President or by three-fifths (3/5) majority of the Executive Board. Any special meeting shall be for a specifically designated purpose or purposes.

1)         The time and place of the special meeting shall be determined by the President or by the three-fifths (3/5) majority vote of the Executive Board calling the meeting. Notice of the time, place, and purpose(s) of the meeting shall be given in writing by the Secretary, or the three-fifths majority of the Board calling the meeting, to all members of the CATA not less than sixty (60) days prior to the date of the meeting.

2)         No business shall be conducted at a special meeting other than directly pertaining to the purpose(s) set forth in the call and notice thereof.

 

c)         Quorum. Attendance at any meeting of the CATA by twenty (20) percent of the Certified members of the CATA in good standing shall constitute a quorum for conducting business at the meeting except as specifically provided in these By-Laws.

 

ARTICLE XIV

BALLOT BY MAIL

Except as provided above, and in addition to elections of officers, any matter of the CATA business may be submitted to a vote of the membership by mail ballot. The Executive Board shall adopt policies and procedures for conducting such ballots when deemed necessary, shall be distributed in writing to all members of the CATA.

 

ARTICLE XV

ARBITRATION OF GRIEVANCES

1. Any grievance of any member of the CATA toward the CATA or the Executive Board shall be resolved only by arbitration proceedings, the result of which shall be final and binding.

1. A grievance may only be presented with respect to a final action of the Executive Board or the CATA. In cases of suspension or termination of membership, a grievance will lie only after an appeal has been made in accordance with the By-Laws and resolved against the interests of the member.

2. There shall not be any right of grievance relating to removal from elected office by impeachment and convention.

 

b)         The Executive Board shall establish policies and procedures for the arbitration of grievances of members of the CATA. Such policies and procedures shall be distributed in writing to the members of the CATA and shall incorporate and be subject to the following guidelines:

            1)         There may be one or three arbitrator(s) and each party shall have equal voice in the

                         selection. The arbitrator(s) need not hold membership in the CATA or NATA.

            2)         The Executive Board shall act for the CATA in any arbitration.

3) Each party shall be entitled to reasonable notice claims, allegations, and evidence to be presented

by the other party, but judicial rules of discovery and other procedures shall not be employed.

            4)         Hearings shall be conducted informally. Judicial rules of evidence shall not be

                        followed and oaths shall not be administered.

            5)         Parties shall be entitled to legal counsel at their own expense.

            6)         The cost of arbitration shall be fairly and reasonably apportioned.

 

ARTICLE XVI

AMENDMENT OF BY-LAWS

 

These By-Laws may be amended, altered, changed, supplemented or repealed only in accordance with the following provisions, terms, and conditions:

a)         Any proposed change to the By-Laws shall be set forth in writing, indicating the exact terminology of the change and the reasons for the change, and submitted to the President and Secretary not less then ninety (90) days prior to a scheduled meeting of the CATA.

1. The President shall include the proposed change on the agenda of the scheduled meeting.

2. The Secretary shall distribute copies of the proposed change and reasons to the members of the CATA. 

3. In addition to the distribution of copies of the proposed change to the membership, change and reasons shall be read to the members in attendance at the meeting of the CATA during which the change is to be considered.

b)         Any change in the By-Laws shall require a two-thirds (2/3) majority vote of the voting members in attendance at the meeting of the CATA during which the change is considered.

c)         If a quorum is not attained at the meeting the amendment is to be voted upon, then a mail vote of the voting membership shall be conducted, with a two-thirds (2/3) majority vote of those returning valid ballots shall be required to adopt such an amendment.

 

ARTICLE XVII

DISSOLUTION OF CORPORATION

 

If the CATA should, for any reason, be dissolved, assets remaining after the payment of outstanding debt shall be transferred to an organization meeting the purpose and objectives of the CATA as recommended by the Executive Board and approved by the voting membership. Any such vote shall be taken a meeting of the CATA, scheduled and noticed with Article XIII above, with a minimum of sixty (60) days notice to the membership that dissolution of the CATA is an agenda item for the meeting, but a quorum shall not be necessary to vote on any dissolution issues.