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Policy Section 200- Board Governance & Operations
Board of Directors Policies
SECTION 200
BOARD GOVERNANCE AND OPERATIONS
210 Board of Directors Powers of the Board Powers and Duties of Directors Conflict of Interest 212 Board of Directors; Membership and Election Qualifications Nominations Uncontested Elections Election Rules of Procedure for the Elections Committee Ballot Count Taking Office Board Vacancies
215 Board Orientation
217 Board Membership; Active Participation 220 Board Officers Duties President President-Elect Vice-President Immediate Past President Officers Election 223 Executive Committee 225 Nomination of Officers Board Officer Nominating Committee Nominations from the Floor Nomination of President-Elect Secret Ballot
230 Board Meetings Regular Meetings Agenda Voting Parliamentary Procedure Minutes Membership Participation Executive Session Number of Meetings Participating in Meetings by Telephone or Other Communications Equipment
240 Committees Committee Charges Agenda Committee Records Voting Committee Recommendations MASB Representation Participating in Meetings by Telephone or Other Communications Equipment
243 Association Committees Membership Chairpersons Vice Chairpersons Committee Membership Terms Ad Hoc Subcommittees Voting Reimbursement
246 Board Committees Membership Committee Membership Terms Ad Hoc Committees
250 Directors Expenses Reimbursement of Expenses for Officers Reimbursement for Presidents Expenses Reimbursement for Board Meetings and Committee Meetings Other Expenses Registration Fees Definition of Travel Expenses Travel Report/Expense Vouchers Submission and Review
260 Association Chapters and the Formation and Operation of a County/Area School Board Association (CASBA) 265 Advisory Groups/Councils
270 Michigan Educational Leadership Group Reports Budget and Finance
280 Board Recognitions and Awards Past President Recognition Bell-Ringer and Service Awards President's Award Legislative Award Distinguished Service Award Certificate of Recognition
290 NSBA Board Member Recognition Program
293 NSBA Delegates and Alternates Delegates Alternates Replacement Registration Fees
296 NSBA Nominations, Resolutions, Constitutional Amendments, and Dues 210 Board of Directors
Powers of the Board
The MASB board is comprised of the elected representatives of active member boards. The board shall:
(a) Oversee MASB activities. (b) Establish operating policies for MASB. (c) Speak for member boards between meetings of the Delegate Assembly. (d) Appoint an executive director who shall administer the affairs of MASB.
Powers and Duties of Directors
Each director owes a duty of loyalty to MASB. Each director shall carry out his or her duties as a member of the board in good faith, regularly attend meetings of the board, and stay informed about the business of MASB.
Each director shall support MASBs purposes and be familiar with MASBs corporate articles, bylaws, policies, and resolutions to avoid taking action inconsistent with them.
Directors shall have authority only when acting at a meeting of the board or when authorized by board action. When making decisions at board of directors meetings, each director shall act in the best interests of MASB and use the diligence, care, and skill an ordinarily prudent person would exercise in like circumstances.
Insofar as possible, directors shall:
(a) Serve as members of committees to which they are appointed. (b) Attend MASB-sponsored activities. (c) Participate in presentations and ceremonies on behalf of MASB and serve as hosts or chairpersons of events, as directed by the board or president. (d) Represent MASB at programs, meetings, or events, as requested by the president or executive director. (e) Communicate suggestions, concerns, and complaints to the president or executive director. (f) Serve as resource persons to individual school board members, when appropriate.
Conflict of Interest
A director shall not use his or her position as a director or officer of MASB for personal gain nor to promote a private or personal interest.
A director who believes that he or she may be perceived to have a conflict of interest shall disclose the potential conflict to the board. The board shall not approve a contract or other transaction where a director has a conflict of interest, unless the director who has a conflict of interest:
(a) Discloses the conflict and the disclosure is recorded in the board minutes. (b) Refrains from participating in the boards discussion with respect to the conflicted matter. (c) Abstains from voting on the motion and the abstention is recorded in the minutes.
Approved: 4/6/79 Amended: 5/18/90 4/16/93 Substitute adopted: 5/15/98 Reviewed: 1/18/02 5/21/04
212 Board of Directors; Membership and Election
Qualifications
Each director shall be a member of a local or intermediate member board when elected to and serving on the board.
Nominations
Nominations for a board position may be made by any member board in accordance with Article VIII, Section 7 of the bylaws.
Uncontested Elections
Ballots shall not be prepared or delivered to member boards if an election for a region or group is uncontested.
Election
Candidates receiving the highest number of the votes cast in a regional or group election shall be elected unless in conflict with Article VIII, Section 6 (Board Limitations Provision) of the bylaws. If, after the official count, there is a tie vote among two or more candidates, the tie shall be resolved by a random drawing. This shall be done by a representative of the Elections Committee and the executive director prior to the board's September meeting.
In situations where more than the allowed number of candidates from one local school district or intermediate school district board are elected in conflict with Article VIII, Section 6 of the bylaws, the person who received the highest percentage of votes in the regional or group election in which he or she ran shall be seated.
Rules of Procedure for the Elections Committee The purpose of the Elections Committee is to provide an orderly, well-established practice and procedure for nomination and election of members to the board.
The following shall be used as guidelines for the Elections Committee:
(a) Only board members who are not seeking re-election in the current year shall serve on the Elections Committee. (b) Names of all eligible candidates submitted by local and/or intermediate boards shall be placed on the ballot for the position for which they have been nominated by the member board. (c) The official ballot and qualifications of each candidate shall be prepared and sent to each member board using the official membership list as of June 30. (d) Ballots returned by member districts shall be signed by the secretary or president of the local or intermediate board. (e) The executive director shall deliver the official ballots received by the deadline to an auditing agency for tabulation along with a certified list of current, active member boards as of 1:00 pm on the first Friday in September.
Ballot Count
The auditing agency shall count only those ballots received from member boards certified by the executive director.
The auditing agency shall certify the results of the election to the executive director and Elections Committee as soon as possible after receipt of all valid ballots.
Taking Office
The candidates elected shall assume office on the second Friday of September.
Board Vacancies
A vacancy shall be declared and filled in accordance with Article VIII, Section 10 of the bylaws. Approved: 4/6/79 Amended: 3/26/82 5/2/86 9/8/89 6/23/95 3/20/98 5/14/99 Reviewed: 1/18/02 Amended: 3/21/03 3/19/04 5/21/04 3/16/07
Reference: See MASB Bylaws Article VIII, §§ 6-7 and 10, Article X, § 2
215 Board Orientation
The president and executive director shall conduct an orientation meeting for newly elected board members prior to the September board meeting.
Approved: 1/18/02 Reviewed: 5/21/04
217 Board Membership; Active Participation
If a board member is absent from board meetings as defined in Article VIII, Section 10(d) of the bylaws, the board may consider the following criteria in determining a waiver of the bylaws: illness, death in the family, employment or self-employment responsibilities, inclement weather, or other legitimate reasons.
Approved: 4/6/79 Amended: 3/26/82 9/14/84 5/17/91 3/17/95 Reviewed: 1/18/02 12/18/03
Reference: See MASB Bylaws Article VIII, § 10(d)
220 Board Officers
The officers of the board are the president, president-elect, vice-president, and immediate past president. An officer shall be a member of an active member board and a member of the MASB board.
Duties:
President
The president shall preside at board meetings; perform all duties imposed by statute as the president of a Michigan nonprofit corporation; and carry out those functions prescribed by the board. The president shall appoint all committee chairs and members of the board of directors to serve on committees subject to board approval. The president may appoint board ad hoc committees in consultation with the officers of the board. He/she shall be an ex officio member, with voting privileges, and shall be counted in determining a quorum of all committees, except the Board Officer Nominating Committee. The president also shall be the chairperson of the Federal Relations Network delegation.
The president shall facilitate the following process for the negotiation of a contract between the executive director and the board of directors:
(a) During the year preceding the expiration of the executive directors contract, the president will solicit feedback at an executive session of the board of directors to determine what changes need to be made to the contract. (b) The president will confer with other officers to agree on potential changes to the contract. (c) In determining the executive directors compensation, the officers will review data from at least two sources of comparable non-profit executive compensation surveys to ensure that compensation is reasonable for the organization. The sources will be referenced in the board action approving the final compensation level and kept as documentation supporting the board action. (d) Once the majority of the officers have agreed to any changes, the president will discuss the changes with the executive director. (e) If there are other changes arising from the presidents meeting with the executive director, they will be referred back to the other officers for discussion and approval. (f) When this process is complete, the proposed contract will be shared with the full board of directors for review and comment. (g) The full board of directors will vote on the contract.
President-Elect
The president-elect shall assume the duties of the president in his or her absence and shall assist the president in carrying on the business of MASB. The president-elect shall be chairperson of the board Finance Committee. The president-elect shall also be a member of the Federal Relations Network delegation.
Vice-President
The vice-president shall be chairperson of the Resolutions and Bylaws Committee and perform other duties as determined necessary by the president. The vice-president shall also be a member of the Federal Relations Network delegation.
Immediate Past President
The immediate past president shall be chairperson of the Policy Committee and the Board Officer Nominating Committee. The immediate past president shall also be a member of the Federal Relations Network delegation. If the office of the immediate past president is vacant, the most recent past president serving on the board shall be the immediate past president.
Officers Election
The election of board officers shall occur at the board meeting immediately preceding July 1. The officers shall assume office as provided in Article IX, Section 4 of the bylaws.
Approved: 4/6/79 Amended: 3/26/82 10/27/89 5/18/90 3/22/91 1/21/94 11/17/95 3/20/98 5/14/99 1/18/02 7/12/02 5/21/04 7/27/05 3/17/06 3/16/07
Reference: See MASB Bylaws Article IX, §§ 1-5
223 Executive Committee
An Executive Committee shall act in the place of the board at such times when the board cannot meet and there is need for board action. The board shall be informed of any actions taken by the Executive Committee within five working days of the meeting. Minutes of such meetings shall be available within the timelines stipulated in Policy 230.
Voting by proxy or absentee ballot is not permitted.
Approved: 4/6/79 Amended: 3/26/82 10/27/89 5/18/90 6/23/95 5/14/99 1/18/02 5/21/04
Reference: See MASB Bylaws Article X, § 1
225 Nomination of Officers
Board Officer Nominating Committee
The president of MASB shall appoint a Board Officer Nominating Committee consisting of three persons, all of whom shall be members of the board, except that the president, president-elect, and vice-president shall be ineligible. The committee, prior to the board meeting immediately preceding July 1, shall nominate one or more persons for the office of vice-president and one person for the office of president-elect. The Board Officer Nominating Committee also shall nominate directors to fill the executive committee positions from each region not represented by an officer. No member of the nominating committee shall be nominated for an officer position by the nominating committee, but members of the nominating committee may be nominated for a position on the Executive Committee representing one of the eight regions not represented by an officer. The term of office for members of the Executive Committee who are not officers shall not exceed two consecutive years.
Nominations from the Floor
Nominations for officers may be made from the floor by any director.
Nomination of President-Elect
It is contemplated, but not mandatory, that the vice-president be nominated for the office of president-elect.
Secret Ballot
When there is more than one candidate for a board office or Executive Committee position, voting shall be by secret ballot.
Approved: 5/1/81 Amended: 3/26/82 9/8/89 9/14/90 5/17/91 4/16/93 5/15/98 5/14/99 1/18/02 3/19/04 Reviewed: 12/18/03
230 Board Meetings
Regular Meetings
As a nonprofit corporation, the board shall conduct its business in sessions open to the membership, except as provided in this policy.
Agenda
A proposed agenda for regular meetings of the board shall be prepared by the executive director and president and be made available to the board at least five days before the day of the meeting.
Voting
Voting by proxy or absentee ballot is not permitted.
Parliamentary Procedure
The board shall observe "Robert's Rules of Order, Newly Revised," except that the president may participate in discussions and shall have a vote on all matters before the board.
Minutes
Proposed minutes of each meeting, reflecting points of discussion and actions taken, shall be prepared and be made available to the board for review no later than 21 days following the meeting.
Membership Participation
Members of MASB member boards are invited to attend board meetings and shall be given limited time to voice opinions or problems. A visitor wishing to be heard shall first be recognized by the president, identify himself or herself and comment as briefly as the subject permits. The president is responsible for the orderly conduct of the meeting and shall rule on such matters as the amount of time to be allowed for a presentation and the appropriateness of the subject being presented. The board may review and overrule the president's ruling.
Executive Session
The board reserves the right to meet in executive session. Actions taken in executive session shall be confirmed by the board in an open, regular meeting and recorded in the boards official minutes of the meeting during which the executive session was held. At the boards request, the executive director may or may not be present at any executive session.
Number of Meetings
The board shall meet at least five times per year, according to a schedule established annually by the board.
Participating in Meetings by Telephone or Other Communications Equipment
On occasion, because of limiting circumstances, a meeting may be conducted through telephone conferencing or other communications equipment so long as all persons participating in the meeting can converse with each other.
Participants at remote locations will be counted as part of the quorum. All action taken at a meeting by telephone or similar equipment shall be by a vote that allows all participants to know how each director voted.
Approved: 4/6/79 Amended: 3/20/98 Reviewed: 1/18/02 Amended: 5/16/03 5/21/04 3/17/06 3/16/07
Reference: MASB Bylaws Article VIII, § 4
240 Committees
The board authorizes the establishment of advisory committees to recommend improvements in the conduct of MASB affairs, in education, and in the governance of education in Michigan. There shall be two types of advisory committees: association committees and board committees. (See 243 and 246.) The board may establish other special or ad hoc committees as necessary. Annually, the chair and staff member assigned to the committee shall determine a schedule of meetings. The staff member responsible shall insure that accurate meeting dates and times are posted to the MASB webpage calendar.
Committee Charges
The board annually shall approve the charge for each association and board committee.
Agenda
A proposed agenda and supporting materials for meetings of a committee shall be prepared by the staff liaison and committee chairperson and disseminated to the committee members at least five days before the day of the meeting.
Committee Records
Each committee shall keep minutes of all its meetings. The minutes shall include: date, time, and place of meeting; committee members present and absent; general points of discussion; and a record of all actions taken and recommendations to the board. The minutes shall be signed. Attendance records shall be considered in making reappointments to association and board committees.
Voting
Voting by proxy or absentee ballot is not permitted.
Committee Recommendations
All committee recommendations shall be presented to the board for consideration.
MASB Representation
Committee chairs and committee members may represent MASB before other groups and organizations only when authorized and the testimony or position statements have previously been approved by the board or the president and executive director.
Participating in Meetings by Telephone or Other Communications Equipment
On occasion, because of limiting circumstances, the work of a committee may be facilitated through telephone conferencing or other communications equipment so long as all persons participating in the meeting can converse with each other.
Participants at remote locations will be counted as part of the quorum. All action taken at a meeting by telephone or similar equipment shall be by a vote that allows all participants to know how each member voted.
Approved: 4/6/79 Amended: 6/27/80 6/19/81 5/21/85 6/6/86 9/8/89 5/17/91 5/15/98 5/14/99 1/18/02 5/21/04 3/11/05 3/17/06
Reference: See MASB Bylaws Article X, §§ 4-8
243 Association Committees
Association committees shall include the following:
(a) Resolutions and Bylaws Committee (b) Government Relations Committee. Membership
The board encourages the recruitment of local and intermediate school district board members to serve on association committees. When considering membership for association committees, the committee chair and staff liaison shall give preference to board members who are MASB certified board members. Racial and ethnic diversity, as well as regional designation and district size, shall be considered when recruiting potential committee members.
Representatives of other education associations, appropriate groups or interested persons may also be invited to serve on association committees on an ad hoc basis.
The non-director membership of all association committees shall be greater than the number of voting director members on the committee.
Chairpersons
All association committee chairpersons shall be appointed by the president with board approval, except for the chairperson of the Resolutions and Bylaws Committee who shall be the vice president.
At least one director shall be appointed to each committee. The chairperson of each committee shall be a director, unless specifically exempted by board policy.
Vice Chairpersons
Each association committee shall elect a vice-chairperson from among its non-board of director members.
Committee Membership Terms
All appointments to association committee positions shall be for one year. No association committee member shall serve for more than three consecutive one-year terms on the same committee.
The terms of committee membership shall terminate with the annual September board organizational meeting, except for the Resolutions and Bylaws Committee. Terms on this committee will terminate at the end of the annual conference.
Ad Hoc Subcommittees
When two or more association committees are working on the same or similar issue, and in the judgment of the president and executive director it would be expeditious to avoid duplication of time, effort and resources, an ad hoc subcommittee may be formed by the president to make recommendations to the respective association committees. The purpose and function of the ad hoc subcommittee shall be limited to the immediate issue or problem. The chairperson of each association committee involved shall nominate to the president three additional persons who are knowledgeable about the issue or problem to serve on the subcommittee with the chairpersons.
Voting
Voting by proxy or absentee ballot is not permitted.
Reimbursement
Association committee members who are local or intermediate school board members shall be reimbursed for their in-state travel expenses in accord with MASB policies.
The chairperson of the Government Relations Committee shall be reimbursed for his/her travel expenses, as defined in Policy 250, related to NSBAs annual FRN conference.
Approved: 4/6/79 Amended: 6/27/80 6/19/81 5/21/85 6/6/86 9/8/89 5/17/91 4/10/92 4/16/93 9/15/94 3/17/95 5/12/95 3/15/96 5/14/99 1/18/02 5/21/04 7/27/05 3/16/07
Reference: See MASB Bylaws Article X, §§ 4-8
* The MASB Legal Trust Fund is not listed as an association committee because it operates under its own operating rules and procedures that dictate eligibility, composition, term of office and other matters relating to the membership of the Legal Trust Funds Board of Trustees.
243-R Association Committees: Guidelines for Board and Staff
Multiple Committee Appointments
A person, other than a director, shall not be appointed to more than one association committee.
Same Board Eligibility
A person who is on the same board as a director is eligible to serve on an association committee, but not on the same association committee as the director.
Vacancies on Association Committees
A board appointment of a person to an association committee is an appointment of the person, not the district.
If a vacancy occurs on an association committee, that vacancy may be filled by a person from another district.
The committee chairperson shall recommend any mid-year replacements to an association committee to the board for approval.
Committee Membership Limitations
The number of persons on an association committee cannot be increased during the year.
Representation on Association Committees
The membership on association committees shall be assigned with sensitivity and balance to geographic location in the state, district size, prior committee attendance, gender, and race.
246 Board Committees (CF. 240, 243, 265)
Board committees shall include the following:
(a) Board Officer Nominating Committee. (b) Election Committee. (c) Executive Committee. (d) Finance Committee. (e) Policy Committee. (f) Regional Coordinators.
Membership
Board committee membership shall be limited to MASB directors and staff liaisons.
Committee Membership Terms
All appointments for board committee positions shall be for one year. The terms of committee membership shall terminate with the September board meeting.
Ad Hoc Committees
The president may appoint board ad hoc committees in consultation with the officers of the board.
Approved: 4/6/79 Amended: 6/27/80 6/19/81 5/21/85 6/6/86 9/8/89 5/17/91 3/17/95 5/14/99 1/18/02 7/18/03 Reviewed: 12/18/03 Amended: 3/16/07
250 Directors Expenses
Reimbursement of Expenses for Officers
The President, president-elect, vice president, and immediate past president shall receive reimbursement for costs associated with attending the following:
(a) MASB Functions. Conferences, academies, workshops, institutes, and CASBA/ISD meetings when certified board member awards are presented. (b) NSBA Functions. Annual conference, annual leadership conference, Federal Relations Network conference, and central region meeting. (c) Other Functions. Council of School Attorneys Conferences, and Michigan Foundation for Education Leadership Governors Summit.
If an officer is issued an association credit card, the officer shall comply with internal guidelines on credit card use.
Reimbursement for Presidents Expenses
MASB shall reimburse the president for travel expenses incurred for attendance at all functions and meetings where the president is the official MASB representative and for attendance at all MASB board and association committee meetings.
MASB shall reimburse the spouse or companion of the president for travel expenses incurred when traveling with the president to the MASB annual conference and summer academy, NSBA annual conference, NSBA Central Region meeting, and NSBA Presidents Retreat.
Reimbursement for Board Meetings and Committee Meetings
MASB shall reimburse directors for travel expenses incurred for attendance at MASB board meetings and for attendance at meetings of board and association committees to which they have been appointed.
Officers shall be reimbursed for travel expenses incurred for attendance at all MASB committee meetings.
Other Expenses
An officer or director may be authorized to represent MASB at other functions, if the president determines that the best interests of MASB will be served by such travel and approves the travel in advance of the function. In such case, travel expenses incurred by the officer or director shall be reimbursed. MASB shall also reimburse directors for travel expenses to attend CASBA/ISD meetings within their region when certified board member awards are presented.
Registration Fees
MASB shall waive the registration fee for directors attending the following MASB activities: conferences, academies, workshops institutes, Michigan Foundation for Education Leadership Governors Summit, Council of School Attorneys conferences and CBA classes.
Directors must submit completed registration forms for the above activities, events, and classes. Transportation, lodging, and meal costs not included in the registration fee are the responsibility of the director.
Definition of Travel Expenses
As used in this policy, travel expenses are defined as actual and reasonable costs incurred for any of the following:
(a) Costs of transportation by automobile at the Internal Revenue Service approved rate per mile, based upon actual miles traveled or mileage given on an official state highway map, and tolls. (b) Costs of transportation by common carrier (air, bus or rail). Directors are expected to utilize the least expensive rates available. (c) Costs of lodging, meals, taxi or rental car allowances at current prevailing rates in the locality where the expense is incurred, parking, telephone calls, and gratuities. (d) Cost of meals (including the meal expenses of a spouse or companion) that directors are encouraged to attend as a group.
An expense outside this definition is not reimbursable, unless expressly approved by the president.
Travel Report/Expense Vouchers Submission and Review
For travel expenses incurred on behalf of MASB, a director shall submit to the executive director a travel report/expense voucher that includes the date and purpose of the expenditure, an itemized statement of all expenses incurred, and supporting receipts or other verification for the expenses claimed.
The executive director and the chair of the Finance Committee may review expenses claimed by directors.
Approved: 4/6/79 Amended: 5/2/86 9/14/90 5/17/91 1/21/94 5/15/98 5/14/99 5/12/00 1/18/02 Reviewed: 12/18/03 Amended: 5/21/04 3/16/07
260 Association Chapters and the Formation and Operation of a County/Area School Board Association (CASBA)
In recognition of the role which county/area school board associations (CASBAs) play in a strong state organization, MASB encourages the formation of CASBAs according to the following guidelines:
(a) A written petition signed by, or board resolution adopted by at least 25 percent of the member districts located within any one intermediate district shall be sufficient authorization for the MASB board to grant a charter to a CASBA. (b) Two or more CASBAs may merge into one and may be granted a charter provided a majority of the member districts of each chapter agree and notify the MASB board of the action taken. (c) A CASBA comprised of two or more contiguous intermediate districts may divide into two or more separate CASBAs, but there shall not be more than one CASBA in any one intermediate district. To divide a CASBA, a majority of the districts comprising the CASBA must agree to the division or a majority of the member districts in any one or more intermediate districts must agree to the creation of a new CASBA. A request for the formation of a new CASBA shall be submitted to the MASB board for approval. (d) No CASBA will be recognized until a set of bylaws for the internal governance of the chapter is submitted to and approved by the MASB board. The bylaws shall not be in conflict with MASBs bylaws and purposes. (e) A CASBA may engage in activities carrying out the purposes of the CASBA and MASB. All CASBA actions and activities are subject to review by the MASB board for consistency with MASBs mission and purposes. (f) To help finance in-service activities of the CASBAs, MASB shall return annually three percent of all dues collected by MASB from the CASBAs member districts. Payment shall be made after receiving each CASBAs annual report and confirmation that the CASBA provided board member in-service. A check shall be sent to the secretary-treasurer or treasurer of the CASBA with an itemized statement of the dues collected. (g) Each CASBA is strongly encouraged to create the following positions: president; president-elect; secretary, treasurer, or a combination of these; legislative liaison to MASB; and labor relations liaison to MASB. Each CASBA shall inform MASB by September 30 each year of the names and addresses of the persons holding these positions. (h) A CASBA that has not filed annual reports for two consecutive years shall be considered inactive and must apply for reactivation by the MASB board.
Approved: 4/6/79 Amended: 5/2/86 3/22/91 1/19/96 5/14/99 1/18/02 5/21/04
Reference: See MASB Bylaws Article XI, § 1
265 Advisory Groups/Councils (Cf. 240, 243, 246)
The board may approve and recognize the creation of advisory groups and/or councils within the framework of MASB for any purpose that it deems appropriate.
Approved: 1/12/91 Amended: 1/18/02 Reviewed: 12/18/03
Reference: See MASB Bylaws Article X, § 4
270 Michigan Educational Leadership Group
The MASB board, in recognition of MASBs shareholder status in the Michigan Educational Leadership Group, Inc., appoints its executive director as a director of MELGs board of directors. The MASB board empowers its executive director to exercise all the powers vested in MELG shareholders commensurate with the shares of ownership in MELG held by MASB, as authorized by MELGs articles of incorporation.
Reports
At least semi-annually, the executive director shall advise MASBs board regarding the business and financial activities of MELG, including any fee or compensation paid to MASBs executive director in his or her capacity as a member of the MELG board of directors, a committee of that corporation, or as an officer of MELG. The executive director shall remit to MASB any fee or compensation paid to himself/herself or a like amount shall be deducted from his/her annual compensation.
Budget and Finance
The Finance Committee shall consider the financial needs of MELG when developing MASBs proposed budget.
The executive director shall not exercise MASBs shareholder rights to levy a special assessment (any payment exceeding the amount listed in MASBs approved budget) by MELG without the approval of the MASB board, as evidenced by formal action taken at a meeting of MASBs board.
MASB shall not make any loan to MELG without the prior approval of the MASB board, as evidenced by action taken at a meeting of MASBs board.
Adopted: 3/20/98 Reviewed: 1/18/02 Amended: 5/21/04 3/16/07
280 Board Recognitions and Awards The board supports a program which recognizes and awards individuals or groups for extraordinary service to MASB and/or special achievements regarding MASB or in the field of public education.
The following two classes of recognition and awards have been established by the board and will be awarded annually:
Past President Recognition: A plaque is presented by the current president to the immediate past president at the September meeting luncheon.
Bell-Ringer and Service Awards: These awards are presented by the MASB board to retiring directors, in recognition of MASB leadership. The award includes an inscribed bell and plaque.
The following four classes of recognition and awards have been established by the board and may be awarded as deemed appropriate: President's Award: The president may provide recognition to a recipient(s) for outstanding leadership and service on behalf of public education.
Legislative Award: In recognition of outstanding legislative leadership on behalf of public education, potential recipients are nominated by the MASB Government Relations Committee. The board determines the award.
Distinguished Service Award: The Leadership Development staff recommends potential recipients. The board determines and presents the award. Certificate of Recognition: An all-purpose award for service on behalf of public education may be presented by the board.
Approved: 4/10/92 Amended: 6/23/95 1/18/02 7/18/03 Reviewed: 12/13/03 Amended: 3/11/05 3/16/07
290 NSBA Board Member Recognition Program
The board shall approve Michigan school board members for nomination to the NSBA Board Member Recognition Program. The board annually shall select MASBs nominees in compliance with NSBA guidelines, based upon the recommendations of the Leadership Development staff, and direct the executive director to submit the names of MASBs nominees to NSBA.
Names of potential nominees may be forwarded to the Leadership Development staff by a county or regional school board association or a MASB director. The Leadership Development staff shall annually provide the names of recipients to the board at the May board meeting.
To be eligible for consideration, each nominee must meet the criteria established by NSBA and the following criteria, as established by this policy:
(a) The board member must have demonstrated the highest commitment to public education through proven school board leadership above and beyond his or her local or intermediate board. This commitment shall be demonstrated by the board members service: (1) as trustee of a county/area school board association board of directors, (2) as a participating member of an MASB committee or taskforce, (3) as a director of MASB, (4) as an MASB ambassador, or (5) on a local and intermediate school board for concurrent terms. (b) The board member must be certified under MASBs certified board member award program. For purposes of satisfying NSBAs requirement of regular attendance at state conferences, regular attendance is defined as attendance at a minimum of three MASB fall annual conferences during a five-year period.
Approved: 3/20/98 Amended: 5/14/99 1/18/02 7/18/03 5/21/04 3/11/05 3/17/06 3/16/07
293 NSBA Delegates and Alternates Delegates
The voting delegates, as allocated by NSBA (Article V, Section 3(c)), shall be elected by the board as follows:
(a) The president, president-elect, and vice-president shall be included among the delegates elected. (b) Article V, Section 3(d) of the NSBA constitution and bylaws require that since ten percent of the state population is one or more national minority, one or more delegates shall be a school board member of a national racial minority. (c) All delegates shall be directors. (d) If one or more elected delegates cannot serve, the board may elect other eligible directors.
Alternates
One or more alternates, as allocated by NSBA (Article V, Section 3(c)), shall be elected by the board. Preference should be given to directors who have not attended a NSBA delegate assembly as a delegate or an alternate. Preference shall also be given to a director who has not been an alternate for the longest period of time prior to the current year. (i.e. a director who was an alternate five years ago would have preference over one who was an alternate two years ago).
(a) The elected alternates shall be directors, one of whom shall be the immediate past-president. (b) If, after the election, one or more elected alternates cannot serve, the board shall elect other directors to fill any vacant alternate positions. Replacement
The president shall be empowered to appoint a replacement delegate or alternate if the board is unable to act in a timely manner.
Registration Fees
MASB shall pay registration fees and expenses of delegates and the immediate past-president and registration fees only of the other alternates.
Approved: 4/6/79 Amended: 6/19/81 9/14/84 3/10/89 6/20/91 3/17/95 5/14/99 5/12/00 1/18/02 5/21/04
REFERENCE: NSBAS BYLAWS ARTICLE V, § 3
Section 3. Composition.
(a) The Delegate Assembly shall consist of voting delegates who shall be entitled to one vote each and delegates ex officio entitled to the right of expression but no vote.
(b) Each delegate and alternate shall be a school board member or an officer of a Federation Member and shall not be employed as staff by a Federation Member.
(c) Each Federation Member shall designate two voting delegates for a term of one year, and additional voting delegates to serve a term of one year on the basis of the following formula:
Full-Time Pupils Enrolled in Public Elementary and The Additional Secondary Day Schools in Districts in the Federation Voting Delegates Members State or Area Under 300,000 0 300,000 to 1,500,000 1 1,500,001 to 2,500,000 2 2,500,001 or more 3
(d) If at least 10 percent of the aggregate number of persons in a state or area represented by a Federation Member is of one or more national racial minority, the Federation Member shall designate that at least one of any additional delegates for which that Federation Member may qualify shall be a school board member of a national racial minority.
(e) Each Federation Member may designate for each voting delegate one alternate delegate who may serve in the absence of any voting delegate of such member, but who shall otherwise have no voice or vote.
(f) Members of the Board of Directors who are not serving as voting delegates shall be delegates ex officio.
(g) In the event a state is not represented by a Federation Member, the Board of Directors of the Association may appoint one voting delegate from that state to serve for a period of one year.
296 NSBA Nominations, Resolutions, Constitutional Amendments, and Dues
Procedures established by the NSBA delegate assembly require state association approval for recommendations for nominations and proposals for dues, resolutions, and constitutional amendments. The following NSBA deadlines apply:
October 15: Recommendations for nominees for NSBA officers and directors. November 20: Proposals related to NSBA beliefs, policies, and resolutions. November 20: Proposals for amendments to the NSBA constitution and bylaws. December 20: Proposals related to active member NSBA dues.
Michigan direct affiliate or member districts wishing to make recommendations or proposals to the MASB board for submission to NSBA shall comply with the following deadlines:
August 15: Recommendations for nominations for NSBA officers and directors. October 15: Proposals related to NSBA beliefs, policies, and resolutions. October 15: Proposals for amendments to the NSBA constitution and bylaws. October 15: Proposals related to NSBA dues.
Proposals from direct affiliates or member districts for NSBA nominations or dues, policies, beliefs, resolutions, and bylaw changes may be submitted to the National School Boards Association when authorized by a 2/3 vote of delegates present and voting at the previous annual or special meeting of MASB or by a majority vote of the board.
Notice of action taken by the delegate assembly or the board shall be sent to the submitting district on or before the NSBA deadlines.
MASB shall give its members timely notice of these deadlines each year through one of its publications.
Approved: 10/16/81 Amended: 3/22/91 5/15/98 5/14/99 Reviewed: 1/18/02 12/18/03
REFERENCE: NSBAS BYLAWS ARTICLE V, §§ 8 10.
Section 8. Policy Development.
(a) Proposed Beliefs and Policies or changes in the Beliefs and Policies of the Association shall be submitted by November 20 to a committee to be created by the Board of Directors for that purpose, except that the committee may at a meeting develop its own recommended Beliefs and Policies. Proposed Beliefs and Policies may be submitted by Federation Members, by the Board of Directors of the Association, by governing bodies of the Regions, by Steering Committees of Councils, by National Affiliates with the approval of their respective Federation Member, by delegates to the Delegate Assembly, or by the committee created to consider such proposals.
(b) The Committee created to consider Beliefs and Policies shall study all proposals received and shall prepare a report of its recommendations. Such report shall be distributed to the members of the Delegate Assembly no later than 30 days in advance of the first business session of the Delegate Assembly. The committee may amend its report, and these amendments, in whole or in part, may be voted upon after oral or written notice of at least 24 hours prior to Delegate Assembly action on these amendments. Any portion of the report which was not amended by the committee may be considered at any business session.
(c) Proposed Beliefs and Policies and changes in the Beliefs and Policies which are not submitted as provided for in this section shall not be considered by the Delegate Assembly unless two-thirds of the delegates present and voting elect to suspend these rules to consider such late proposals.
(d) The adoption of any new Belief and Policy, or the adoption of any change in or addition to any existing Belief and Policy, shall require a two-thirds vote of the delegates present and voting.
Section 9. Resolutions.
(a) Proposed resolutions to the Delegate Assembly must be submitted in writing by November 20 to a committee to be created for that purpose by the Board of Directors, except that the committee may at a meeting develop its own recommended Resolutions. Resolutions may be submitted by Federation Members, by the Board of Directors of the Association, by governing bodies of the Regions, by Steering Committees of Councils, by National Affiliates with the approval of their respective Federation Member, by delegates to the Delegate Assembly, or by the committee created to consider such proposals.
(b) The committee created to consider Resolutions shall study all proposals received and shall prepare a report of its recommendations. Such report shall be distributed to the members of the Delegate Assembly no later than 30 days in advance of the first business session of the Delegate Assembly. The committee may amend its report and these amendments, in whole or in part, may be voted upon after oral or written notice of at least 24 hours prior to the Delegate Assembly action on these amendments. Any portion of the report which was not amended by the committee may be considered at any business session.
(c) Proposed Resolutions which are not submitted as provided for in this section shall not be considered by the Delegate Assembly unless two-thirds of the delegates present and voting elect to suspend these rules to consider such late proposals.
Section 10. Federation Member Dues.
(a) Proposals relating to dues must be submitted to the President by the Board of Directors of the Association, by governing bodies of the Regions, by delegates to the Delegate Assembly, or over the signature of not fewer than five Federation Members, no more than three of whom are from one region. Proposals must be submitted in writing by registered or certified mail postmarked no later than December 20. Upon receipt of a dues proposal, the President shall appoint a special committee to consider dues.
(b) The dues committee shall study all proposals received and shall prepare a report of its recommendations. Such report shall be distributed to the members of the Delegate Assembly no later than 30 days in advance of the first business session designated by the Board of Directors for voting on Federation Member dues by the Delegate Assembly.
(c) The adoption of Federation Member dues shall be by a simple majority of delegates present and voting at the Delegate Assembly.
(d) Once adopted by the Delegate Assembly, the dues formula shall continue until such time as it may be changed by the Delegate Assembly.
masb-bod-hndbk-section 200
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