AMENDED 2/1/96, 2/7/97, 2/5/99, 2/4/00, 10/24/00, 11/08/01, 11/12/02, 11/7/03, 11/5/04, 11/5/10, 11/6/12, 12/6/13
Maine School Counselor Association (MESCA) Bylaws
ARTICLE I: NAMES AND PURPOSES
SECTION 1. The name of the association shall be the Maine School Counselor Association (MESCA), a state division of the American School Counselor Association (ASCA) and affiliated with the Maine Counseling Association (MeCA). This association, also known as a division, shall be autonomous in the conduct of its affairs, consistent with the constitutions and bylaws of ASCA.
SECTION 2. The purposes of the association shall be:
a. To foster personal and professional relationships among Maine school counselors.
b. To advance the spirit and the academic discipline of school guidance and counseling.
c. To promote high standards for school counseling in Maine.
d. To assume an active role in helping the people of Maine to understand the nature and importance of school guidance and counseling services.
e. To promote and support the professional growth of school counselors.
f. To strengthen state legislation and policy which is in the best interest of school counselors and the students and children of Maine.
g. To publish and disseminate educational and professional materials.
h. To provide an annual conference on school counseling issues
ARTICLE II: MEMBERSHIP
SECTION 1. Types of Membership. This association shall include four types of membership: Professional, Emeritus, Student, and Affiliate.
SECTION 2. Requirements of Membership. In order to qualify for one of the four types of membership, an individual must meet the following requirements for the membership being sought.
a. Professional Membership. Professional members must hold a Master’s degree in counseling or a closely related field and must meet one or more of the following requirements: be certified as a school counselor by the State of Maine, or be employed as a counselor educator in a graduate program that prepares school counselors.
b. Emeritus Membership. Emeritus membership may be conferred by a three-fourths vote of the Governing Board on any person who has been a professional member of the association for several years, who has made a significant contribution to school counseling in Maine, and who has resigned or retired from a professional position in Maine. Emeritus members shall enjoy the rights and privileges of professional members but shall not be required to pay dues.
c. Student Membership. Student members must be engaged in a planned program of counselor education designed to result in a degree which will make them eligible for a certificate as a Maine school counselor. Membership dues are waived for student members.
d. Affiliate Membership. Any person, who subscribes to the purposes and ideals of the association and who wishes to support its goals but is not eligible for any other type of membership, may become an affiliate member.
SECTION 3. Dues. Dues shall be recommended by the Governing Board and shall be voted upon by the membership at the annual meeting.
SECTION 4. Rights and Privileges. Only professional, emeritus, and student members can vote and initiate motions at parliamentary proceedings. These members shall be considered the organization’s legislative body. Subject to any limitations or exceptions otherwise stated herein, only professional members shall be eligible for elective office or election to the Governing Board.
SECTION 5. Severance of Membership.
a. A member may be dropped from membership by a vote of three-quarters of the Governing Board for any conduct that violates principles stated in the American Counseling Association (ACA) or the ASCA Bylaws and Code of Ethics. Any members charged with engaging in such conduct shall be given the opportunity to present evidence on their behalf through witnesses or otherwise, and shall have the right to appeal and have a hearing before the MESCA Governing Board, whose decision is final.
b. A member may be dropped from membership for nonpayment of dues.
ARTICLE III: MESCA OFFICERS
SECTION 1. Officers, Terms of Office, and Conditions.
a. The elected officers of the association shall be the President, President-Elect, Immediate Past President, Vice Presidents (Elementary, Middle, Secondary), and Members-at-Large.
b. The presidential track will consist of three positions (president-elect, president, past president) that will each served for successive 1-year terms. To fill any of these positions, one must be currently certified and practicing as a school counselor in the state of Maine.
c. The Post-Secondary Liaisons, Secretary, Treasurer, Student Representatives, and all Committee Chairs shall be appointed by the President, with the approval of the Governing Board, and shall serve a concurrent term with the President who appoints them. The ‘Chair’ positions may be filled by people serving in other capacities on the board.
d. Vice Presidents shall be elected for a three-year term and shall be eligible for reelection for one additional term (a maximum of six years).
e. In the event that the President does not complete a full term for any reason, the President Elect shall succeed to the unexpired remainder thereof and shall continue into the successive term. In the event that the President Elect should be unable to complete the President’s unexpired term, the Governing Board shall call for a special election of President and President Elect to serve until the next annual election.
f. In the event that the President Elect does not complete a full term for any reason. The Governing Board shall call for a special election of President Elect to serve until the next annual election.
g. Elected officers, with the exception of the vice presidents, shall not be candidates to succeed themselves in the same office.
h. It is strongly suggested that no officer or member of the Governing Board shall serve more than six years in succession.
i. Maine Career Development Association (MCDA) may appoint a representative to sit on the MESCA Board.
j. The Maine Counselors Association (MeCA) may appoint a representative to sit on the MESCA Board.
SECTION 2. Nominations and Elections of Officers
a. The vice presidents shall be elected at the annual conference or by ballot mailed or emailed to members. If the election is not held at the conference, ballots will be mailed in the spring, and the Governing Board will determine a deadline for their return. Elected officers will assume their duties July 1.
b. All officers shall be elected by the voting members of the association.
c. To be eligible for any office in the association except student representatives, a member must hold professional or emeritus membership. A student representative may not hold any other office on the Board.
d. Before each annual meeting, at the annual meeting, or upon starting the election process, the Nominations and Elections Committee shall issue a call to all members of the association for nomination of officers and members of the Governing Board for the year. Nominations must be received by a date set by the Governing Board. (All board members must belong to MESCA and dues are waived. The President and President Elect must belong to ASCA and MeCA with the dues being paid by the association.)
e. The Nominations and Elections Committee shall determine the eligibility of those members nominated.
f. If any officer elected should be unable to assume the office on or about the first day of the term, the next ranking candidate on the election return shall assume that position. The Governing Board shall have the authority to fill any vacancy for which there are no other provisions.
SECTION 3. Removal from Office. An elected officer or member of the Governing Board may be removed from office, for cause, by three-fourths majority vote of the Governing Board or the voting membership. Any Board member with three unexplained absences from monthly Governing Board meetings will be subject to Executive Committee review and possible dismissal so that an actively involved replacement may be sought.
SECTION 4. Compensation and Expenses of Officers.
a. The elected officers of the association shall receive no compensation for their services.
b. Expenses of the elected officers may be paid from the funds of the association by specific authorization of the Governing Board, within the limits of financial resources and prudent planning.
ARTICLE IV: GOVERNING BOARD
SECTION 1. Governing Board Composition, Nominations and Election.
a. The Governing Board shall be composed of the MESCA officers and up to four Members-at-Large.
b. The Members-at-Large shall be elected at the same time as the officers and shall hold office for a term of three years. Elections will be staggered so that at least one and no more than two Members-at-Large will be elected in a given year.
c. If a member cannot complete a term of office, the President, with the approval of the Governing Board, shall appoint a replacement to serve for the remainder of the unexpired term.
d. A Member-at-Large of the Governing Board shall not be a candidate for reelection as a Member-at-Large for a period of three years after completion of a term. A member of the Governing Board who has been elected or appointed to complete an unexpired term is eligible to be nominated for a regular three-year term.
SECTION 2. Powers and Functions.
a. The Governing Board shall be the agency through which the general administration of the association is affected.
b. The Governing Board shall conduct, manage, and control the business of the association between its official meetings.
SECTION 3. Meetings
a. The Governing Board shall meet at the time and place of the annual MESCA conference and at such other times as may be designated by either the President or a majority of voting members of the Governing Board.
b. A majority of the members of the Governing Board shall constitute a quorum. In the intervals between annual or special meetings of the association, the Governing Board shall take such action as is necessary for the conduct of the association’s affairs.
c. The expenses of members of the Governing Board in attending meetings of the Governing Board other than those held at the annual MESCA conference, may be paid for from association funds, within the limits of prudent financial planning.
ARTICLE V: ANNUAL MEETINGS
SECTION 1. Time of the Annual Meeting. The annual business meeting shall be conducted during the annual MESCA Conference.
SECTION 2. Functions of the Annual Meeting. To bring together the voting members of the association to:
a. Take action on recommendations from the Governing Board.
b. Initiate action affecting the association’s program and policies.
c. Act on reports of the standing committees and special committees.
d. Exercise such other functions as may be necessary or desirable in the best interest of the association.
e. Adopt and amend the bylaws.
SECTION 3. Other Meetings of the Association.
a. Special meetings, having the same functions as the Annual Meeting, may be called to deal with extraordinary situations by majority vote of the members at the Annual Meeting, or by the Governing Board. Time and place of all meetings shall be fixed by the Governing Board; notice thereof shall be given to the membership at least 30 days prior to each meeting.
b. Each professional, emeritus, and student member of the association in attendance shall have one vote. One-fifth of the general membership of the association shall constitute a quorum.
c. Affiliate members of the association may attend the Annual or Special Meetings but may not introduce motions or vote.
ARTICLE VI: COMMITTEES
SECTION 1. Executive Committee.
a. The Executive committee of the Governing Board shall consist of the President, President Elect, and the most recent Past President.
b. The Executive Committee shall act for the Governing Board during intervals between its meetings but within the limits of any decisions or policies adopted by either the general membership or the Governing Board. The Executive Committee shall be responsible for reviewing and resolving personnel issues.
SECTION 2. Standing and Special Committees.
a. The committees of the association shall consist of special committees appointed by the Governing Board, and standing committees as identified in the bylaws.
b. The committees shall present reports at the Annual Meeting.
c. A special committee shall serve until, in the opinion of the Board, the purpose of said committee is accomplished. Committee members shall serve for a period of one year following the time at which the appointment is announced.
d. Committee chairpersons and coordinators shall be appointed by the President with the approval of the Governing Board.
SECTION 3. Standing Committees.
a. The Standing Committees for MESCA include: Conference, Bylaws, Nominations and Elections, Publications, Government Relations, Public Relations, Alliances, and Research.
b. Standing Committee Chairs shall be appointed by the MESCA President.
ARTICLE VII: BUSINESS AFFAIRS OF THE ASSOCIATION
SECTION 1. Fiscal Year. The fiscal year shall be established by the Governing Board (July 1 – June 30).
SECTION 2. Property of the Association. In the event the association should be dissolved, none of its property shall be distributed to any of the members. Instead, all of its property shall be transferred to such non-profit organizations as the Governing Board shall determine to have purposes and activities most nearly consistent with those of the association.
SECTION 3. Indemnification.
a. The association shall indemnify each member of the Governing Board for the defense of civil or criminal actions or proceedings in a manner and to the extent permitted by applicable law.
b. The association will indemnify each of its board members from and against any and all judgments, fines, amounts paid in settlement, and reasonable expenses incurred or imposed as a result of being or having been a board member, acting within the scope of his or her official duties. However, it must be determined that he or she acted in good faith for a purpose which he or she reasonably believed to be in the best interests of the association. In the case of criminal action or proceeding, it must be determined that he or she had no reasonable cause to believe that his or her conduct was unlawful. A quorum of the Governing Board members not involved in the proceedings shall determine whether or not the indemnification is made.
SECTION 4. Parliamentary Authority. The parliamentary authority for the meetings of the association shall be Reed’s Rules of Order. A Parliamentarian may be appointed by the President to be present at association meetings.
ARTICLE VIII: AMENDMENT OF BYLAWS
SECTION 1. Amendment. These Bylaws may be amended in one of two ways:
a. At a general membership meeting attended by a quorum, by two-thirds vote.
b. Amendments recommended by the Governing Board may be mailed to the current voting membership for ratification by mail ballots. A two-thirds vote of the members voting is required for ratification.
SECTION 2. Publication. The Bylaws of this association shall be published in their entirety and shall be available to any member upon request.
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