Article I Name and Purpose

Article II Affiliation

The Missouri Staff Development Council (MSDC) shall be affiliated with the National Staff Development Council (NSDC).

Article III Membership and Dues

Section 1: Individual Membership. Any person interested in staff development shall be eligible for active membership. Individual members shall have full rights and privileges.

Section 2: Organizational Membership. Any Missouri organization that has a staff development component shall be eligible for Organizational Membership. Member organizations will receive (5) copies of all mailings but shall not have the rights of 1) holding office and 2) voting. The Organization must subscribe to the mission, beliefs and goals of MSDC.

Section 3: Business Membership. Any business that supports staff development in Missouri shall be eligible for a Business membership but shall not have the rights of 1) holding office and 2) voting. The Business must submit an application to MSDC, signed by a representative.

Section 4: The membership year shall coincide with the annual Show-Me Professional Development Conference. Membership dues shall be established annually by the Board of Directors.

Article IV. Board of Directors and Officers

The Board of Directors shall have the final responsibility for the formulation of the policies and the overall management of the Missouri Staff Development Council.

Section 1. Any individual holding an active membership is eligible for membership on the Board of Directors. Subject to the Bylaws, the Board of Directors shall have full responsibility to:

a.        Govern the organization in accordance with its Bylaws

b.        Monitor the implementation of the Mission Statement, policies, procedures and guidelines;

c.        Adopt the annual operating budget;

d.        Adopt strategic plans.

Section 2. The officers of the MSDC shall be President, 1st Vice-President, 2nd Vice-President, Immediate Past-President, Secretary, and Treasurer. Each officer shall be an active member of MSDC and NSDC.

Section 3. The responsibilities of the officers shall be as follows:

a.        The President shall preside over all meetings of the Council and of the Board of Directors, appoint all members of standing committees and any other committees not otherwise provided for in the Constitution, see that all provisions of the Constitution are fulfilled by appropriate officers and committee chairmen, serve as liaison for any business involving an external agency, and serve as ex-officio member of all committees. The President shall also serve as the representative at all NSDC Affiliate events.

b.        The 1st Vice-President shall preside in the absence of the President and serve as Chairman of the Program Committee. The 1st Vice-President shall also serve as an advisor to the 2nd Vice-President. The 1st Vice-President shall assume the office of the President if this is office is vacated before the expiration of the term and shall succeed to the office of President at the expiration of the presidential term.

c.        The 2nd Vice-President shall serve as chair of the Show-Me Professional Development Conference. The 2nd Vice-President shall succeed to the office of 1st Vice-President at the expiration of the 1st Vice-President’s term.

d.        The Secretary shall keep records and minutes of all meetings of the Council and the Board of Directors, be responsible for all correspondence, issue notices of meetings and perform other duties as specified by the President. The Secretary shall also serve as Chairman of the Communication Committee. The Secretary shall also ensure that the MSDC web site remains updated.

e.        The Treasurer shall serve as chairman of the Budget Committee and will be responsible for receiving monies for the Council, paying all bills authorized by the President, keeping an accurate and current record of all receipts and expenditures of the Council’s funds, and making reports at Board Meetings and the Annual Business Meeting and at other times as requested by the President. The Treasurer shall ensure that an annual audit is completed as well as all reporting requirements needed to maintain MSDC’s 501(c)3 status are completed.

f.         The Immediate Past-President shall serve as an advisor to the President. The Immediate Past-President shall serve as Chairman of the Nominating Committee and serve as the historian for MSDC.

Section 4: The Board of Directors of the Council shall consist of:

a.        Elected officers of the Council;

b.        Two members-at-large to be elected by the membership;

c.        One representative from each of the areas defined by Regional Professional Development Center (RPDC) zones;

d.        One Staff Development Leadership Council (SDLC) representative;

e.        Two representatives from the Missouri Department of Elementary and Secondary Education, who will serve in an ex-officio capacity. One of these representatives will be the Coordinator of Professional Development/Leadership Academy.

All members of the Board of Directors shall hold active membership in MSDC and NSDC.

Section 5:

a.        Terms of offices

1.        The offices of Secretary and Treasurer will be elected to two-year terms. The Secretary will be elected to a two-year term in odd-numbered years. The Treasurer will be elected to a two-year term in even-numbered years.

2.        The two Member-at-Large positions will be elected to two-year terms. One of the member-at-large positions will be elected in even-numbered years and the other will be elected in odd-numbered years.

3.        The office of the 1st Vice-President will be a one-year term. After that one-year term, the 1st Vice-President will then serve a one-year term as President, and then a one-year term as Immediate Past-President.

4.        The 2nd Vice-President will be elected to a one-year term, and will then serve a one-year term as 1st Vice-President. Following that, the 2nd Vice-President will then serve a 1-year term as President and then a 1-year term as Immediate Past-President.

5.        The regional Board members will hold three-year terms. One-third of the regional representatives will be elected each year.

b.        The officers and the Board of Directors shall be elected during the annual business meeting. All newly elected board members shall assume their duties at the conclusion of the annual business meeting.

c.        Nominations to the Board of Directors shall be made by the Nominating Committee, which shall prepare a slate of candidates and present the slate at the annual meeting. Additional nominations for officers and member-at-large positions may be made from the floor at the annual business meeting. Additional nominations for regional representatives may be made at the RPDC regional meetings at the Show-Me Professional Development Conference. A majority vote shall elect.

d.        The Executive Committee at its next regular meeting will fill vacancies on the Board of Directors through death, resignation, removal, or other causes. Vacancies with less than term length of three months remaining will be filled by nomination at the annual meeting.

Section 6: Any position on the Board of Directors may be declared vacant by a two-thirds vote of the Board should it become necessary for cause. Cause shall be defined as either of the following:

a.        nonperformance of duties as defined by the Bylaws,

b.        Excessive absences from Board meetings.

Section 7: Nine members of the Board shall constitute a quorum. The Board shall act as the governing body of the Council. In the event an office is vacated, the Board shall select a replacement for the unexpired term. The Board shall meet as necessary to conduct the business of the Council.

Article V Committees

Section 1: The Board shall be represented on each committee of the organization.

Section 2: The standing committees shall be:

a.        The Nominating Committee shall consist of at least three members and shall be chaired by the Immediate Past-President. At least one month prior to the annual business meeting, the committee shall select the slate of officers to be presented at the annual business meeting. The proposed slate of officers shall be available to members thirty (30) days prior to the annual conference.

b.        The MSDC Program Committee shall consist of at least three members and shall be chaired by the 1st Vice-President. The Committee will be responsible for developing MSDC professional development programs and opportunities designed to further the mission of MSDC.

c.        The Show-Me Conference Committee shall be chaired by the 2nd Vice-President. The Committee will be responsible for all facets of the annual conference. The 1st Vice-President and the Treasurer will serve as advisors to this committee.

d.        The Communications Committee shall consist of at least three members and shall be chaired by the Secretary. The committee shall be responsible for producing and distributing newsletters to all individual, organizational, and business members at least three times per year and ensuring the MSDC web site remains current.

e.        The Budget Committee shall consist of the five officers of the MSDC Board of Directors and shall be chaired by the Treasurer. The committee shall be responsible for the overall financial management of MSDC. This committee will develop annual budgets for the Show-Me Professional Development Conference as well as for MSDC. The Committee shall also be responsible for managing all investments.

f.         The Membership Committee shall consist of at least three members and shall be chaired by the member-at-large director in the second year of his/her board term. This committee will be responsible for recruiting new members, maintaining a database of current members and providing for membership renewals. The initial rotation will be determined by the MSDC officers.

g.        The Awards Committee shall consist of at least three members and will be chaired by the President. This committee will be responsible for designing and implementing MSDC’s professional development awards that include Outstanding Staff Development Program – School Level, Staff Developer of the Year, and Vision Award. The MSDC President will select reviewers.

Section 3: The President of the Board of Directors is authorized to appoint additional committees as needed to carry out the purposes of MSDC.

Article VI. Meetings

MSDC shall hold an annual business meeting and such other meetings and conferences as will promote the purposes of the organization.

Article VII. Dissolution

If at any time the MSDC shall cease to carry out the purposes as herein stated, all assets and property held by the Council, whether in trust of otherwise, shall after the payment of all liabilities, be paid over to an organization which has similar purposes and has established its tax-exempt status under Section 501(c)3 of the Internal Revenue Code of 1954 as enacted or as it may hereafter be amended.  The designated organization shall be endorsed by a majority vote of the Board of Directors.

Article VIII. Amendments

Any member may propose changes to this Constitution by sending the proposed changes to the President at least 90 days prior to the annual meeting.  The proposed changes must be made available to all members one month prior to the annual meeting.  The proposed changes must be approved by two-thirds of the members present at the annual meeting.

Article IX. Parliamentary Authority

The rules contained in Robert's Rules of Order Revised shall govern MSDC in all cases to which they apply and in which they are not inconsistent with this Constitution and any special rules of order MSDC may adopt.

Article X. Internal Revenue Service