ByLaws

Indiana Association for Marriage and Family Therapy Bylaws

Effective TBD 2019

ARTICLE I. Name, Organizational Structure and Relationship

Section 1. The name of this organization shall be the Indiana Association for Marriage and Family Therapy – An Independent Affiliate of the American Association for Marriage and Family Therapy (hereinafter AAMFT), a non-profit corporation (hereinafter referred to as the Affiliate).

Section 2. This Independent Affiliate (hereinafter Affiliate) is responsible to the duly elected Officers and Board of Directors of the AAMFT and all rules and orders lawfully made thereunder.

Section 3. The bylaws of this Affiliate shall be consistent with those of the AAMFT and shall be approved by the AAMFT before formal adoption by the Affiliate.

ARTICLE II. Purposes

Section 1. The purposes for which this Affiliate is formed are as follows:

(A) To promote the common professional interests of those who are marital and family therapists.

(B) To fulfill other purposes stated in the AAMFT bylaws as those purposes may be pursued appropriately at the Affiliate level.

Section 2. To further the objectives of the Affiliate by meetings, clinical sessions, publications, research in the field, and other relevant activities.

ARTICLE III. Membership

Section 1. The membership of the Association shall be divided into two (2) categories:

(A) Voting Members. The voting membership shall be composed of the voting membership of the AAMFT, as described in the AAMFT bylaws, who have paid current dues to both AAMFT and the Affiliate.

(B) Non-voting Members. The non-voting membership shall be composed of the non-voting membership of the AAMFT, as described in the AAMFT bylaws, who have paid current dues to both AAMFT and the Affiliate.

Section 2. All members of the Affiliate shall be members in good standing of the AAMFT.

Section 3. All members shall be governed by and abide by the bylaws of the AAMFT and by the bylaws of the Affiliate and all rules and orders lawfully made thereunder.

Section 4. All members shall pay both their AAMFT and their Affiliate dues.

ARTICLE IV. Officers

Section 1. The Officers of the Affiliate, which together comprise the Executive Committee, shall be a President, a President-Elect, a Secretary, a Treasurer, and a Past President. The officers must be Clinical Fellows of AAMFT. The Board must appoint at least one of its Board members as liaison to the AAMFT Family TEAM.

Section 2. The President shall serve a term of two (2) years, following a term of two (2) years as President-Elect. The President shall be the Chief Officer of the Affiliate and of the Board and shall perform such duties as are customary for presiding officers, including making all required appointments with the approval of the Board. The President also shall serve as a member exofficio with right to vote on all committees except the Elections Committee. The President shall preside over all business meetings of the Affiliate, the Board of Directors and the Executive Committee; shall recommend to the Board of Directors all Chairpersons and may appoint members except the Elections Committee; shall consult the Executive Committee on major matters of policy between meetings of the Board; and shall submit annual reports of the Affiliate activities to AAMFT as requested.

Section 3. The President-Elect shall serve a term of two (2) years, succeeding to the office of President upon completion of that term. The President-Elect shall serve as Presiding Officer of the Affiliate and Board during the absence of the President, shall carry out such duties as assigned by the President, and shall serve as Co-Chairperson of the Conference Committee.

Section 4. The Secretary shall serve a term of two (2) years. The Secretary shall keep the records of all business meetings of the Affiliate and meetings of the Board, shall direct the distribution of minutes and reports as authorized by these bylaws and by the Board, shall be the custodian of the current Bylaws, shall oversee the filing of the annual report with the Secretary of State, and oversee the maintenance of a corporate book, articles of incorporation, corporate seal, and all other appropriate documents and records.

Section 5. The Treasurer shall serve a term of two (2) years. The Treasurer shall oversee the management of funds for duly authorized purposes of the Affiliate, shall prepare the annual budget, shall oversee corporate tax filings, and shall present periodic financial reports to the Board and an Annual report to the membership and the AAMFT. The fiscal year of the Affiliate shall begin on January 1.

Section 6. The Past President shall serve a term of two (2) year immediately following completion of a term of office as President.

Section 7. Affiliate Officers shall be assumed to have resigned from office at such time as they move outside the Affiliate’s geographic boundaries. If any Officer ceases to be in good standing by reason of nonpayment of dues, the Board shall declare his/her office to be vacant.

Section 8. If any office, other than President or President-Elect becomes vacant, the Board may appoint a successor to fill the office. In the event that the President is unable to complete the current term of office, the President-Elect shall assume the presidential duties and office, and a special election shall be called to elect a new President-Elect through a ballot by the voting membership. In the event that the President-Elect is unable to complete the current term of office, a special election shall be called to elect a successor through a ballot by the voting membership. In any event, the term of the presidency shall not be for less than two (2) years nor more than three (3) years.

ARTICLE V. Board of Directors

Section 1. The Board of Directors shall consist of the Officers, at least eight (8) Directors -- the four (4) Regional Representatives, one (1) Student Representative, one (1) Associate Representative and two (2) members at large elected to the Board by the membership -- all members of the AAMFT who are in good standing. The Directors shall serve two (2) year terms, staggered so that at least four (4) Directors shall be replaced each year. The Student Representative shall serve a one (1) year term.

Section 2. At no time may more than three (3) Pre-Clinical Fellows or Allied Mental Health Professionals serve as Directors on the Board.  In order for an Allied Mental Health Professional to be eligible for Board service, s/he must have been an Allied Mental Health Professional of the AAMFT for five years, excepting the Student and Associate Representatives.

Section 3. The Board shall exercise all powers of the Affiliate, except as specifically prohibited by these bylaws and the AAMFT bylaws. The Board shall be authorized to adopt and publish such policies, procedures, and rules as may be necessary and consistent with these bylaws and AAMFT bylaws, and to exercise authority over all Affiliate business and funds. The Board of Directors may from time to time delegate such functions and powers as it shall see fit to any appropriate committee or committees. Such delegations of power or function may be revoked at any time by the Board. Chairpersons of standing committees may attend any regular meetings of the Board of Directors, but without a vote.

Section 4. The Board shall meet at the call of the President and at least twice each year, or at the written request of at least three (3) members of the Board directed to the Secretary. A quorum shall consist of no less than one-half of the membership of the Board at any given time. A majority of Board members making the quorum must be Clinical Fellows. Each member shall be entitled to one (1) vote and may take part and vote in person or through electronic or telephonic means.

Section 5. If a position becomes vacant, the position may remain vacant or the Board may appoint a successor to serve the remainder of the unexpired term, except that vacancies in the offices of the President and President-Elect shall be filled in accordance with the provisions of Article IV, Section 8.

ARTICLE VI. Violations of AAMFT Code of Ethics

Section 1. All Board members are required to comply with the AAMFT Code of Ethics. The Board can vote to remove those holding elected or appointed office for ethical concerns but may not discipline board members.

Section 2. If complaints for alleged violations of the AAMFT Code of Ethics are made to the Affiliate, the complainant shall be given information regarding complaint procedures with the AAMFT and the Indiana Professional Licensing Agency. No Affiliate Board member will render any opinions regarding the complaint to the complainant.

ARTICLE VII. Committees

Section 1. The standing committees of the Affiliate shall include the following: Conference, Legislative, Membership, and Elections, and such other standing committees as shall be authorized by the Board. The Committees are responsible to the Board.

Section 2. All standing committees shall be appointed by the President with the approval of the Board, except the Elections Committee. Terms of office for all standing committees, except the Elections Committee, shall be two (2) years, with at least one (1) member being appointed and one (1) member retiring from the committee each year. The term of office shall begin on January 1 of the year following appointment, except when an appointment is made to fill a vacancy. The majority of each standing committee, including the Elections Committee, shall be composed of Clinical Fellows. Representatives of the public may be appointed as needed. Committee members may be removed by the President with the approval of the Board for malfeasance or non-performance of duties.

Section 3. The members of the Elections Committee shall be elected by ballot by the voting membership of the Affiliate and shall serve a term of three (3) years, staggered so that one (1) member shall be replaced each year.

Section 4. The President with the approval of the Board shall appoint a chairperson for each standing committee, except as otherwise provided by these bylaws. The Chairperson shall be a Clinical Fellow. Following the annual membership meeting, the President shall authorize a continuing member of the Elections Committee to convene the Committee, the Chairperson being elected by the Committee.

Section 5. The Conference Committee shall be responsible for the planning and implementation of annual conferences and provide planning support to events being led by Regional Representatives as needed. The Committee will elect a co-chairperson for each planned conference and/or event originating from the Conference Committee.

Section 6. The Legislative Committee shall be responsible for educating the membership regarding new legislation that impacts the practice of Affiliate members. The committee will advocate for legislation that positively impacts the practice of Affiliate members.

Section 7. The Membership Committee shall be responsible for dispensing information on AAMFT and Affiliate membership requirements and application procedures to potential members, and otherwise encouraging appropriate inquiry and application to the AAMFT and the Affiliate. The Committee will create plans to actively seek to retain AAMFT and Affiliate members and to understand why members choose not to re-join to inform future planning efforts.

Section 8. The Elections Committee shall prepare a slate of nominees for all elected positions and shall oversee the elections of such positions as provided in these bylaws and in rules and procedures adopted by the Board for elections.

ARTICLE VIII. Local Chapters

Section 1. Local chapters of the Affiliate may be formed at the discretion of the Board, providing that such chapters conform to AAMFT and Affiliate bylaws and policies with regard to membership, voting, holding office, serving on committees, and related matters.

ARTICLE IX. Meetings of the Membership

Section 1. The annual meeting of the membership shall be held at a date and location to be determined by the Board.

Section 2. Special meetings of the membership may be called by the President or a majority of the Board.

Section 3. Notice of all annual and special meetings shall be sent by the Board of Directors to all voting members of the Affiliate at least 30 days in advance of the meeting. Action at such meetings shall be limited to those agenda items contained in the notice of the meeting.

Section 4. A quorum at all annual and special meetings of the Affiliate shall be ten (10) percent of the voting membership of the Affiliate, present in person at the meeting, not including the Officers and Directors. No proxies shall be permitted.

Section 5. All meetings shall be conducted according to Robert's Rules of Order, revised.

ARTICLE X. Nominations and Elections

Section 1. The nomination and election of all elected positions shall be conducted annually. All voting members of the Affiliate shall have the right to vote in the election which shall be conducted by ballot. Discrimination in election and nomination procedures on the basis of race, color, creed, gender, age or sexual orientation is forbidden. Candidates who are elected shall assume office on the first day of January following their election and shall hold office for the tenure of their office, or until their successors have been elected and qualified.

Section 2. The Elections Committee shall prepare a slate containing nominees for each position and shall determine the eligibility and willingness of each nominee to stand for election. Write-in voting shall be allowed, provided the write-in candidates are eligible for election and have agreed to serve if elected. The candidate who receives the majority of votes for each office shall be elected. Ballots shall be counted by the Board or by tellers designated by the Board.

Section 3. Elections shall be by mail ballot or electronic ballot which must be provided to the membership no less than thirty (30) days prior to December 15 of each year.

  1. In even-numbered years the ballot shall include nominees for President-Elect, Secretary, the Regional Representatives for Regions 2 and 3, one (1) Member at Large, the Student Representative, and one (1) member of the Elections Committee. Terms of service will begin the following uneven year.

  2. In odd-numbered years, the ballot shall include nominees for Treasurer, the Regional Representatives for Regions 1 and 4, one (1) Member at Large, the Associate Representative, the Student Representative, and one (1) member of the Elections Committee. Terms of Service will begin the following even year.

Section 4. If a position becomes vacant, the position may remain vacant or the Board may appoint a successor to serve the remainder of the unexpired term, except that vacancies in the offices of the President and President-Elect shall be filled in accordance with the provisions of Article IV, Section 8.

Section 5. If the President is unable to complete the President’s term of office or is removed by a two-thirds (2/3) vote of the entire Board, the President-Elect shall become President for the remainder of the unexpired term prior to assuming the President-Elect’s own term of office. If any office holder of the Board ceases to be in good standing, that person's position as office-holder shall automatically become vacant. When Officers move and their official addresses of record with the AAMFT are outside of Indiana, their positions should be declared vacant by the Board.

Section 6. Failure to attend two (2) consecutive meetings without valid reason or to carry out the duties of office shall make the officeholder subject to termination of office by the Board.

ARTICLE XI. Dues

Section 1. Dues for the Affiliate shall be established by majority vote of the Affiliate’s Board of Directors, under policies and procedures established by the AAMFT Board, except in such instances where the proposed increase is greater than ten (10) percent of the previous year's dues. In that event, dues shall be set by a majority of votes cast by the voting members within the Affiliate, voting by ballot under the procedures established by the AAMFT Board.

Section 2. All dues billings, dues collections and dues disbursements shall be performed by AAMFT.

ARTICLE XII. Amendments

These bylaws may be amended or repealed by a two-thirds vote of the voting members voting by ballot returned within thirty (30) days of the date by which members can reasonably be presumed to have received the ballot. Amendments may be proposed by the Board on its own initiative, or upon petition by twenty (20) percent of the voting members addressed to the Board. All such proposed amendments shall be presented by the Board to the membership with or without recommendation.

ARTICLE XIII. Dissolution and Termination

Section 1. Dissolution of the Affiliate is authorized if:

(A) approved by the Board;

(B) approved by two-thirds vote of the voting members voting by ballot returned within thirty (30) days of the date by which members can reasonably be presumed to have received the ballot; and

(C) approved in writing by the AAMFT.

Section 2. The Affiliate may terminate its relationship as an Independent Affiliate of the AAMFT if:

(A) approved by the Board;

(B) approved by two-thirds vote of the voting members voting by ballot returned within thirty (30) days of the date by which members can reasonably be presumed to have received the ballot; and

(C) approved in writing by the AAMFT after the Affiliate complies with all AAMFT policies and procedures concerning termination of a relationship as an Independent Affiliate of the AAMFT.

Section 3. If the Affiliate dissolves, terminates its relationship with AAMFT as an Independent of the AAMFT, or is terminated by the AAMFT as an Independent Affiliate of the AAMFT, all assets of the Affiliate remaining after the payment of all debts must be transferred to the AAMFT, or to a successor corporation to the Affiliate as determined by the AAMFT.