EXECUTIVE COUNCIL
4.1 The Corporation shall have an Executive Council, headed by its President. The Executive Council shall consist of ten voting members. This number may be increased by amendment to the articles of incorporation or these bylaws.
4.2 The voting members of the Executive Council shall include the President, President-Elect, Past President, Secretary, Treasurer, Newsletter Editor, and four Members-at-Large of the Corporation. Each member shall have one vote. Executive Council members may not vote by proxy. Decisions shall be taken by simple majority of the members present.
4.3 All day-to-day business of the Corporation shall be conducted by the President, the President-Elect, the Past-President, the Secretary, and the Treasurer.
4.4 All members of the Executive Council shall assume responsibility at the end of the regular annual meeting.
4.5 The President, Secretary, Treasurer, Newsletter Editors and four Members-at-Large shall be elected by plurality vote before the annual meeting of the members. The President shall hold office for one year and subsequently serve as Past-President for one year. The term of office for the other elected officials shall be two years and until his or her successor is elected and qualified.
4.6 All persons nominated for the Executive Council must be a member in good standing. Before being nominated, the President-Elect should have served in an elected capacity in the Executive Council for one year.
4.7 Any Executive Council member may be removed from office at a meeting called for expressly that purpose by the voting of members holding not less than a majority of the membership entitled to vote at an election of Executive Council members.
4.8 An officer is eligible to be elected to a different office at the end of the current term of office. If the officer seeks re-election to the same office, a waiting period of two years is mandatory.
4.9 Any office to be filled because of a vacancy may be filled by the affirmative vote of a majority of the entire Executive Council, and the term of office of any official so elected shall expire on the date fixed for the expiration of the term of office to which such official was so elected.
4.10 The property, affairs and business of the Corporation shall be managed by its Executive Council, and, except as otherwise expressly provided by law, the Articles of Incorporation or by these By-Laws, all of the powers of the Corporation shall be vested in such Council.
4.11 The President, Secretary, and Treasurer are authorized to represent the Corporation in all matters pertaining to the operation of the Corporation.4.12 Officers may be reimbursed for actual expenditures made for the Corporation.
MEETINGS OF THE EXECUTIVE COUNCIL
4.13 Meetings of the Executive Council, regular or special, may be held within or without outside the State of Arizona and may be held by conference telephone conversation.
4.14 Regular meetings of the Executive Council may be held without notice at such time and place as shall from time to time be determined by the Executive Council.
4.15 Special meetings of the Executive Council may be called by the president or upon the written request of a majority of the members of the Executive Council.
4.16 Notice of a special meeting of the Executive Council shall be in writing and delivered in accordance with the type of notice outlined in Article III, Section 3.4.
4.17 A majority of the members of the Executive Council shall constitute a quorum for the transaction of business. The affirmative vote of a majority of the members of the Executive Council present at a meeting at which a quorum is present shall be the act of the Executive Council. If a quorum is not present at a meeting of the Executive Council, the members of the Executive Council present may adjourn the meeting from time to time, without notice other than announcement at the meeting, until a quorum shall be present.
4.18 Any action required or permitted to be taken at a meeting of the Executive Council may be taken without a meeting if a consent in writing, setting forth the action so taken, shall be signed by all of the members of the Executive Council.
4.19 The Executive Council shall authorize expenditures only according to a written budget, approved by the Corporation. Budgets shall be submitted to the members at the annual meeting and approved by the members either by mail vote or at other scheduled meetings.
COMMITTEES
4.20 The Executive Council may select from its members such other committees as may be needed to carry out the business of the Corporation. The Executive Council may designate two or more Executive Council members to constitute each committee, and shall have the power to fill in vacancies, change the membership, or discharge the committee at any time.
4.21 Each committee shall have and exercise such duties and powers as are conferred upon it by resolution of the Executive Council. However, the delegation of authority to a committee shall not relieve the Executive Council or any member of responsibility imposed upon it or him by law.
4.22 Meetings may be held within or outside the State of Arizona and may be held by conference telephone conversation. A majority of the committee may fix the time and place of its meetings, and a quorum shall be required for the transaction of business.
4.23 A majority shall constitute a quorum except where a committee consists of only two members; then both members must be present in order to transact business. Whether or not a quorum is present, the members of a committee who are present at a meeting may appoint other members to act in the place of absent members.
In conducting its business, the vote of a majority of the committee shall be the act of the committee, except where the committee consists of only two members; then the vote must be unanimous. The committee shall keep minutes of its proceedings and shall report the same to the Executive Council, when required.
4.24 Members of a committee may be allowed reimbursement for actual expenses in accordance with the provisions set forth for members of the Executive Council.
4.25 The Corporation shall have a Nominating Committee:
a. The Nominating Committee shall be comprised of the President-Elect, the Secretary, and one member of the Corporation who is not a member of the Executive Council, for a term of two years, to assist the President-Elect in conducting the election. The President-Elect shall have the responsibility for conducting the election of new officers for the Executive Council.
b. A call for nominations shall be sent to all members by February. The call will have information on eligibility requirements for nominees, and on the rules of the election procedure. Nominations made/received after due date will not be considered. Candidates will be asked to prepare a one-page or less biographical sketch for distribution with the ballot. Ballots shall be sent to all full members and honorary members by email by May 1st. All ballots, returned to the President-Elect by May 15, shall be counted.
4.26 The Corporation shall have an Awards Committee:
a. The Awards Committee shall be comprised of the President-Elect, Chairperson of the Conference, and a member of the Corporation who is not a member of the Executive Council. The term for the latter member shall be two years.
b. All nominations for awards shall be given to the Awards Committee in writing no later than January 31, and must be signed by at least one member of the Corporation. Each member can nominate only one person for a single award and nominations shall be valid only for that year. Nominations can be renewed for the next year.
c. From the nominees, the Awards Committee shall elect the person(s) to receive each award.
d. Members of the Award Committee will not be eligible to make nominations during their term.
e. The Corporation shall have the following awards: Distinguished Achievement Award; Certificate of Recognition; and the Outstanding Occupation Ergonomics and Safety Application Award
