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CONSTITUTION AND BY-LAWS
of the
Wisconsin Association of Public Purchasers, Inc.

A Chapter of the
National Institute of Governmental Purchasing, Inc.

CONSTITUTION

(Revised 3/7/2003)

ARTICLE 1 - NAME

The name of this organization shall be the Wisconsin Association of Public Purchasers, Inc., a chapter of the National Institute of Governmental Purchasing, Inc.

ARTICLE II - MISSION STATEMENT

The mission of this Association is to promote professionalism in public purchasing, to offer educational and networking opportunities to public purchasing professionals and to create public awareness of the public purchasing profession and it's activities.

ARTICLE III - MEMBERSHIP

Any person who subscribes to the objectives of this organization and is willing to actively support them is eligible for membership in the Association. Membership categories are Regular and Retired.

ARTICLE IV - OFFICERS

The Association is governed by its Officers who are the President, Vice President, Secretary and Treasurer. Three Officers shall be agency or individual members of the National Institute of Governmental Purchasing. 

ARTICLE V - MEETINGS

Regularly scheduled meetings of the Association members shall be held. Notice of all meetings shall be served upon the membership prior to the scheduled meeting date.

ARTICLE VI - COMMITTEES

Standing and Special Committee Chairpersons shall be appointed by the President.

ARTICLE VII - ADMINISTRATION

Officers of the Association shall not be compensated for their services. Officers may perform services for the Association as needed. All acts performed by and in the name of the Association must be done with proper authority. The fiscal year for the Association is January 1 through December 31.

ARTICLE VIII - FINANCES

The Association may be financed by annual dues assessed its members and gifts or contributions. Accurate records shall be maintained to show the receipt and expenditure of all funds by the Association. Financial records shall be reviewed once each fiscal year as provided in the by-laws.

ARTICLE IX - DISSOLUTION

In the event of dissolution, revocation, forfeiture or other termination of the charter, no distribution of assets is to be made to any Officer or any other person or individual except as outlined in the Association Bylaws.

 

BY-LAWS

(Revised 3/7/2003)

ARTICLE I - NAME

The name of this organization shall be the  - Wisconsin Association of Public Purchasers, Inc., a chapter of the National Institute of Governmental Purchasers.

ARTICLE II - OBJECTIVE

All persons who desire to become Members of this organization shall subscribe to the Mission Statement as outlined in Article II of the Constitution.

ARTICLE III - MEMBERSHIP

1. Membership shall consist of Regular and Retired memberships.

1.1 Regular Membership: Membership in the Association shall be open to all public institution procurement and materials management personnel including federal, state, county, city, village, township, public school systems, colleges, universities, hospitals, commissions, authorities, and any other political subdivision of the State; full time employees of NIGP member agencies provided they spend the majority of their time involved in purchasing or materials management functions; and publicly employed persons with full time positions having a direct influence on the public procurement process, such as elected officials, department heads and educators.

1.2 Retired Membership: Retired membership may be conferred upon members of this Association when they retire from pursuit of their livelihood through active employment. Retired Members shall be entitled to vote and hold office and shall be exempt from payment of dues.

2. Admission: Membership is granted to all applicants who qualify under Paragraph One and in the case of regular membership, pay dues.

3. Revocation: The Officers may revoke the membership of any person for nonpayment of dues, or for other just cause, including violations of the NIGP Code of Ethics. A person considered for membership revocation, except for nonpayment of dues, shall be provided written notice of the proposed action by the Officers and be given opportunity to show cause as to why the membership should not be revoked.

ARTICLE IV - OFFICERS AND ADMINISTRATION

1. Officers of the Association are President, Vice President, Secretary and Treasurer.

1.1 President: The President shall exercise general supervision over the affairs of the association, preside over all meetings of the association, be a member ex-officio of all committees and perform all duties incident to the office of the President.

1.2 Vice President: The Vice President shall assist the President and shall exercise the function of President in the President's absence. The Vice President shall be the Chairman of the Program Planning Committee and be responsible for maintaining the Program Library.

1.3 Secretary: The Secretary shall maintain a written record of the proceedings of all meetings of the Association, assure that all notices of meetings and other important information of the Association are mailed to the Association members and to the National Institute of Governmental Purchasing, maintain the permanent records of the Association, and perform other duties assigned by the President.

1.4 Treasurer: The Treasurer shall be responsible for the funds of the Association and shall pay the bills of the Association as approved by the Executive Committee, and shall maintain a complete record of receipts and disbursements. The Treasurer shall present a report of the receipts, disbursements and balance of the funds of the Association at all regular meetings. The Treasurer shall perform other duties assigned by the President.

2. Executive Committee: The Association shall be governed by an Executive Committee, chaired by the President, consisting of the immediate Past President, Vice President, Secretary, and Treasurer. It shall be the duty of each member to attend each meeting of the Executive Committee. The Executive Committee shall control and manage the affairs and finances of the Association and shall have authority to take actions that will serve the best interest of the Association and its Members. The Executive Committee shall not have authority to expend or commit funds in excess of $1000.00, or otherwise cause indebtedness of the Association unless such expenditures, commitments or indebtedness is approved in advance by majority vote of the membership present at a regular meeting or at a special meeting convened in accordance with the By-Laws.

3. The fiscal year of the Association shall be January 1 through December 31.

ARTICLE V - NOMINATIONS AND ELECTIONS

A council comprised of the past presidents of the association will recommend a slate of officers to the membership at the third quarterly meeting. The slate of candidates will be provided to the membership thirty (30) days prior to the fourth quarterly meeting. Officers shall be elected annually at the fourth quarterly meeting of the Association from the slate of candidates presented by the Past Presidents Council and any eligible and consenting members nominated from the floor. A simple majority vote of members present will be required for a candidate to win election.

The following officers shall be elected:

In the event of a vacancy in an officer's position during their term, the Executive Committee may appoint a replacement.

Only members in good standing for a least one year immediately preceding the election, are eligible for the Office of President or Vice President.

ARTICLE VI - TERM OF OFFICE

The term of office for all officers shall be one year commencing on January 1.

ARTICLE VII - REMOVAL OF OFFICERS

The Executive Committee may, by a majority vote, remove any Officer for just cause. The Officer shall be given, by certified mail, written notice of any such action of the Executive Committee together with a detailed statement of the reasons thereof.

Said Officer may appeal the removal action to the membership present at the next quarterly meeting.

ARTICLE VIII - MEETINGS

The Association shall meet four times a year. The date shall be determined by the Executive Committee in consultation with the meeting host. The President may call a special meeting at any time. A minimum ten days prior written notice of any meeting shall be given to the membership.

1. Annual Meeting: The purpose of the last quarterly meeting of the year, which shall be called the annual meeting, shall be to elect officers, present annual reports from each standing committee, present an annual written financial statement, and to transact other association business.

2. Special Meetings: Special Meetings of the Association may be called by the President . Special Meetings must be called by the President at the request of another member and upon approval of the Executive Committee. Members of the Association may call for a special meeting upon approval of a simple majority of the membership.

3. Committee Meetings: Committees shall meet as often as necessary to accomplish their goals and objectives.

4. Notice of Meetings: Written notice of the purpose, time and place of any meeting of the Association shall be given by the Secretary to all members. Such notice shall be given to members no less than ten (10) days and no more than sixty (60) days prior to the meeting.

5. Form of Meeting Notice: Any of the following shall constitute proper notice of meeting.

5.1 Publication of meeting information (date, time, place, agenda) in the quarterly newsletter which is mailed to all on the most current roster.

5.2 Email message containing meeting information as specified in 5.1 above, broadcast to all WAPP members whose email address is listed in the most current roster.

6. Voting: Each Regular Member or Retired Member in good standing shall be entitled to one (1) vote. Except as otherwise provided by the Constitution or By-Laws of the Association, a majority of the votes cast by the membership at a meeting duly called shall be sufficient to take or authorize action upon any matter which may properly be brought before the members in attendance.

7. Authority: Except where inconsistent with these By-Laws, Roberts Rule of Order shall govern the conduct of the meetings of the Association.

ARTICLE IX - COMMITTEES

1. Standing Committees: The Standing Committees of the Association shall be as follows:

1.1 Past Presidents' Council: The Past Presidents' Council shall consist of current and past Presidents of the Association and shall serve as the Nominating Committee. The Council will have an annual meeting which coincides with the Association's Annual meeting and the immediate past President shall serve as the chairman until the next annual meeting. The purpose of the Council is to advise the association's Executive Committee and conduct activities approved by the membership which promote the professionalism of public purchasing.

1.2 Education and Professional Development Committee: The Education and Professional Development Committee's primary responsibilities are, subject to approval by the Executive Committee, to plan, establish and coordinate educational programs, which further the knowledge, expertise and professionalism of the membership. Organizing workshops and NIGP Seminars; to help association members attain certification CPPB or CPPO) are examples. The Committee Chairperson shall make an annual report of the Committee's activities and accomplishments at the Annual meeting.

1.3  Membership Committee: The Membership Committee's primary responsibilities are to organize an effective recruiting program, prepare materials for distribution to potential members to help familiarize them with the association, and to work with the Executive Committee on membership problems. Annually the Membership Committee shall prepare a membership directory of paid members in good standing, and distribute it to all members. The Committee's Chairperson shall report on their activities at the Annual meeting. The Committee shall be responsible for collecting membership dues, conveying dues to the Treasurer for deposit, and sending out delinquent notices as necessary.

1.4  Program Committee: The Program Committee's primary responsibilities are to plan, develop and coordinate educational programs, for the membership. This includes arrangements for guest speakers at meetings and arrangements for audio visual aids, panels and/or other appropriate aids to enhance the presentation. The Committee Chairperson shall present a report on the Committee's activities at the Annual meeting.

2. Special Committees: From time to time, the President may appoint Special Committees. The Chairperson of any such committees shall advise the President at all times on its activities and make progress reports as required by the President.

ARTICLE X - FINANCES

1. Assessment & Dues: By vote of a majority of the members at the annual meeting, the association may, in accordance with the Constitution and By-Laws , assess its members for the cost of the Association's activities.

2. Contributions and Gifts: The Association, by a majority vote of the Executive Committee, may accept financial contributions and gifts in support of its mission.

3. Fund Raising: The Association may conduct fund raising activities to support its mission. No person may, in the name of the Association, solicit or accept gifts or contributions of any kind without the approval of the Executive Committee by majority vote.

ARTICLE XI - AMENDMENTS

1. Time for Filing Proposals for Amendments: Any proposal to change the Constitution and/or By-laws must be included in the Meeting Notice in order to be considered.

2. Amendments: At designated meetings of the association, the membership may, by a majority vote of those members present, alter, amend, or repeal any part of the Constitution and By-Laws, adopt a new Constitution and By-Laws, or direct the Officers to cause any provision of the Constitution and By-Laws to be altered, amended, repealed, or adopted, however, no change in or replacement of the Constitution and By-Laws is allowed that makes them inconsistent with the Association status as a non-profit corporation under the laws of the State of Wisconsin or in conflict with the constitution and by-laws of NIGP or infringing on the rights of a third party.  Upon approval by the membership, any changes in the By-laws shall be submitted to NIGP.

ARTICLE XII - REVOCATION -- DISSOLUTION

1. Revocation: Revocation of the Association Charter is accomplished by the NIGP Board of Directors by vote of two-thirds (2/3) vote of the entire NIGP Board of Directors.

2. Dissolution: The Association may be dissolved by three-fourths (3/4) majority vote of the Association members eligible to vote at an association meeting and certification thereof shall be sent to the NIGP Board of Directors.

3. Reinstatement: The Association Charter may be reinstated upon application to the Executive Vice President and a favorable vote of a majority of the NIGP Board of Directors.

4. Actions: In the event the Association Charter is to be revoked or the Association is to be dissolved, the Association shall:

4.1 After satisfaction of all legal debts and at the discretion of the executive committee by majority vote, deposit all remaining funds with the NIGP Treasurer; or donate them to another non-profit organization or institution which is exempt from federal tax under Section 501(x)(3) of the IRS Code.

4.2 Upon completion of either a letter of revocation or a letter of dissolution deposit with NIGP all properties of the Association, including the original Charter, financial statements, official Association records, etc. All properties shall be held at the Headquarter Office of NIGP in the event of reactivation of the Association.