Article I – Name The name of this organization shall be NSA-Arizona, a Chapter of the National Speakers Association.

Article II – Purposes and Limitations
Section 1: The purposes of this chapter shall be those purposes set forth in the Articles of Incorporation and bylaws of the National Speakers Association and:
1.1 To increase the skills and knowledge of members of this Chapter.
1.2 To encourage other speakers to become members of this Chapter.
1.3 To encourage the advancement and visibility of the profession of public speaking.
Section 2: Limitations
2.1 All actions of this chapter shall be in accordance with the bylaws and policies, procedures and regulations of the National Speakers Association.
2.2 The chapter shall not undertake any action or practices that could cause it to be no longer eligible for exemption from the payment of federal income taxes as a tax exempt organization within the meaning of section 501(c) (6) of the Internal Revenue Code of 1954, as amended, or the corresponding provisions of any future United States revenue law.

Article III – Fiscal Year
The fiscal year of this organization shall be from July 1 to June 30.

Article IV – Membership
The classes of membership in the Chapter are described in the NSA-Arizona Policy Manual.

Article V – Board of Directors
Section 1: This organization shall be governed by a Board of Directors consisting of Officers and Directors. The minimum number of Board members will be eleven (11) and the maximum number will be fifteen (15).
Section 2: Officers shall be the President, President-Elect, Vice President, Secretary/Treasurer, and Immediate Past President.
Section 3: Term of Office: The terms of office for all Board positions are described in the NSA-Arizona Policy Manual.
Section 4: Qualifications: The qualifications for officers and directors of the Board of Directors are described in the NSA-Arizona Policy Manual.
Section 5: Duties of Officers and Directors: The duties of officers and Directors are described in the NSA-Arizona Policy Manual.
Section 6: Vacancies: In the event of a vacancy in the office of any Officer, a special election by the Board of Directors to fill such vacancy shall be held within 60 days.
Section 7: Removal of Officers or Directors: An Officer may be removed from office by the affirmative vote of two-thirds (2/3) of the Board of Directors. A Director may be removed from office by the affirmative vote of two-thirds (2/3) of the members. Written notice will be sent to such Officer or Director at his/her last known address at least ten (10) days prior to the date of the vote.
Section 8: The Board of Directors shall determine the policy of the Chapter within the limits prescribed by the bylaws and those of the National Speakers Association.
Section 9: The Board of Directors shall have regular meetings at the call of the President or upon written request addressed to the secretary by any three members of the Board.

Article VI – Meetings
Section 1: General meetings of the Chapter shall be held as determined by the President or the Board of Directors or by a majority of the membership.
Section 2: A quorum is construed to be twenty-five percent (25%) of the membership. A quorum for the Board of Directors is fifty-one (51%). Voting using on-line methods is an accepted mode of making decisions.

Article VII – Elections
Elections for Officer and Director positions will follow the guidelines described in the NSA-Arizona Policy Manual.

Article VIII – Committees
The Chapter President, with the approval of the Board of Directors, will establish committees to meet the needs of the membership and to fulfill the purposes outlined in Article II. Standing committees of the Chapter are described in the NSA-Arizona Policy Manual.

Article IX – Audit, Budget and Finance
Section 1: Annual Chapter dues and other fees shall be in such amount and payable on such date and in such manner as described in the NSA-Arizona Policy Manual.
Section 2: An inspection of the financial records of the organization shall be conducted as outlined in the NSA-Arizona Policy Manual.

Article X – Dissolution
In the event of dissolution of the Chapter, the Board of Directors shall, after satisfying all financial obligations of the Chapter, distribute remaining funds to a charitable institution approved by the membership.

Article XI – Parliamentary Procedure
Parliamentary procedure in all meetings of the Chapter shall be in accordance with Robert’s Rules of Order, Revised.

Article XII – Amendments
Section 1: These bylaws may be adopted, amended or repealed by a two-thirds majority vote of the voting membership provided that such proposed changes have been sent in writing to all members with notices of said changes at least 30 days in advance. Voting will be done using on-line methods.
Section 2: The NSA-Arizona Policy Manual may be modified by a two-thirds majority vote of the Board of Directors provided that such proposed changes have been sent in writing to all Board members at least 14 days in advance of the vote.

Revised March 8, 2008

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