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By Laws

ARTICLE I: INCORPORATION
The association shall be incorporated as a nonprofit organization registered in the Commonwealth of Pennsylvania.

ARTICLE II: FINANCES
Section 1 The Board of Directors shall determine membership dues.
Section 2 The Board of Directors shall approve a yearly budget for each fiscal year at its first annual meeting.
Section 3 The Board of Directors shall review and approve association expenditures following Policy and Procedure Guidelines.

ARTICLE III: NOMINATION AND ELECTION PROCEDURES
Section 1 Elected Officers. The Nomination and Election Committee shall make nominations for three of the elective offices, with the approval of the Board of Directors, March 15.

Section 1.1 The President-Elect, Secretary, and Treasurer shall be elected biennially.

Section 1.2 The President-Elect shall assume the office of President at the conclusion of the preceding President’s term.

Section 1.3 Acceptance of nominees shall be secured by the Nomination and Election Committee prior to mailing the ballots. There should be at least two nominees for each of the three elective offices.

Section 1.4 The Secretary shall issue ballots to each association member by April 15, each election year. Ballots shall be returned by mail and postmarked no later than April 30. Results shall be announced in a timely manner that will allow officers to assume office July 1.

Section 2 Board of Directors. Members of the Board of Directors will be elected to staggered terms by the membership of their constituencies.

Section 2.1 Board members, representing each of the constituencies, and the three at-large positions will be elected to three (3) year terms.

Section 2.2 By March 15, the Nomination and Election Committee shall solicit nominations from each of the constituencies.

Section 2.3 Acceptance of nominees shall be secured by the Nomination and Election Committee prior to mailing the ballots, each elective year. There should be at least two nominees for each position.

Section 3 Regional Chairpersons. Each Regional Chairperson will be elected to a two (2) year term.

Section 3.1 During the fall meeting of each region, the outgoing Regional Chairperson shall solicit nominations to fill this position.

Section 3.2 Election for Regional Chairpersons shall be conducted during the regional meetings held at the annual conference.

Section 4 In case of a tie in an election, the tie will be broken by a run-off election within that constituency or office.

Section 5 Special Appointments. A special appointment to the board may be made when the Board of Directors believes that special circumstances warrant it. On those occasions the specific duties and the term of appointment shall be clearly defined by the Board.

ARTICLE IV: DUTIES OF OFFICERS
Section 1 The President shall act as chairperson and presiding officer of the Board of Directors and shall act as presiding officer at the annual general membership meeting. In addition, the President shall:
- develop a plan of action in conjunction with the Executive Committee designed to accomplish the association’s goals;
- recommend to the Executive Committee and appoint those persons approved to chair standing and ad hoc committees;
- distribute to the chairs of standing and special committees a written description of their duties;
- coordinate the activities of standing and ad hoc committees;
- report on the status of the association at the annual conference;
- make periodic written reports to the membership citing the association’s progress toward accomplishing its goals;
- submit endorsement letters to NADE awards committee for all PADE award recipients;
- act as liaison to other associations, institutions, or legislative bodies as necessary to promote the goals of the association;
- review and proofread all major written PADE documents, e.g. brochure, conference program, newsletter.

Section 2 The President-Elect shall act as presiding officer of the association in the absence of the President. When there is no President-Elect, the Immediate Past President shall act as presiding officer.  In addition, the President-Elect/ Immediate Past President shall:
- supervise and assist the activities of the conference planning committee;
- coordinate the activities of the regional representatives; chair the meeting of the regional chairpersons during the annual conference;
- conduct liaison activities as necessary to promote the association’s goals;
- secures and presents ‘thank you’ plaque to outgoing President;
- carry out additional duties at the discretion of the President and the Board of Directors.

review and proofread all major written PADE documents, e.g. brochure, conference program, newsletter.

Section 3 The Secretary shall record the proceedings of all general and special meetings of the membership and the Board of Directors. In addition, the Secretary shall:

- keep attendance roster that denoted term of service for each Board member and attendance at Board Meetings in accordance with Article V, Section 2 of the Constitution;
- submit news of the Board Meetings to the editor of The PADE Informer.
- act as chairperson of Nominations and Elections Committee

Section 4 The Treasurer shall be responsible for all financial transactions of the association, including the annual conference. In this capacity, the Treasurer shall:

- receive and deposit all dues and other income;
- execute payment for all expenditures authorized by the Board of Directors;
- maintain accurate records of all financial transactions;
- prepare and present a financial report at each general and special meeting of the membership and Board of Directors.

ARTICLE V: DUTIES OF REGIONAL CHAIRPERSONS
Section 1 The Regional Chairpersons shall be responsible for providing leadership to the region represented. In addition, the Regional Chairperson shall:

- promote communication among PADE members in region;
- act as liaison between region and Board of Directors;
- maintain the finances of the region;
- preside over the regional meeting during the annual conference;
- coordinate at least one regional workshop, each year, on a theme suggested by the PADE members in a region;
- conduct election for succeeding Regional Chairperson during the regional meeting during the PADE conference;
- provide a written report on regional activities for each issue of The PADE Informer;
- report on finances and provide receipts to the treasurer within 30 days of the regional conference;
- follow all procedures established in “Procedures for PADE Regional Workshops” in the Policy Handbook.

ARTICLE VI: DUTIES OF THE BOARD OF DIRECTORS
Section 1
The Board of Directors shall conduct the affairs of the association as specified in Article V, Section 1.1 of the Constitution.
Section 2
Attendance Policy. Board members must attend at least seventy-five percent (75%) of the Board of Directors meetings held during each year of service. For those who do not meet the attendance criteria, immediate dismissal from the Board may occur with correspondence from the PADE President explaining the dismissal.
Section 2.1
Board members are to notify the President in a timely fashion when they are not able to attend a Board meeting.

ARTICLE VII: COMMITTEE RESPONSIBILITIES
Section 1 Chairpersons of Standing and Ad Hoc Committees shall be notified of their appointment in writing and shall be given a written description of their duties.
Section 1.1 Chairpersons shall be responsible for general duties such as:
• preside at committee meetings;
• provide an agenda for each meeting;
• appoint committee members to complete various committee tasks;
• keep minutes of all meetings for archives;
• provide an oral and/or written report on committee activities at Board meeting;
• submit budget requests for Board approval when appropriate.

Section 2 Committee constitution and specific chairperson duties are as follows:
Section 2.1 The Nominations & Election Committee shall consist of the immediate past-President, the three Regional Chairpersons, at least one Board Member (not holding another position named on this committee) and the Secretary who shall act as chairperson of the committee. This committee shall be responsible for implementing the procedures to fill all elected positions as outlined in Article III of the Bylaws.
Section 2.2 The Membership Committee shall consist of a chairperson and at least three PADE members. This committee shall:

• develop and implement a recruitment plan for membership maintenance and growth;
• prepare a membership brochure to be distributed prior to the beginning of the membership year;
• maintain and update the association’s membership on a regular and consistent basis;
• answer all correspondence regarding PADE membership;
• forward draft copy of brochure to President and President-Elect for review;
• provide mailing labels to other committees and Board members as needed.

Section 2.3 The Conference Planning Committee shall consist of the Conference Chairperson, the President-Elect, the Treasurer, and other PADE members selected by the chairperson and approved by the Board of Directors. This committee shall oversee all preparations for the annual conference, including but not limited to:

• appointing and supervising appropriate committee;
• selecting conference location and facilities;
• developing the conference program by soliciting proposals and determining keynote speakers;
• managing the finances of the conference;
• coordinating conference publicity;
• forward draft copy of the conference program to the President and President-Elect;
• evaluating conference publicity.
• organize cultural diversity workshops or a cultural diversity strand.

Section 2.4 The Communications Committee shall be chaired by the Communications Director as appointed from the Board of Directors, and consist of the editor of The PADE Informer, the Webmaster, the Archivist, and 3 members from the Board of Directors and the general membership. This committee shall supervise and coordinate the production of PADE publications, maintain the PADE website and listservs, maintain the PADE archives, and supervise the process and publications of the annual conference proceedings, monographs, and occasional papers.

Section 2.5 The Strategic Planning Committee shall be comprised of a chairperson and five PADE members. The committee shall provide an annual review and update of PADE’s current strategic plan and, at the pleasure of the Board, draft a new multi-year plan for the Board’s review and adoption. The committee serves to assist the Board with strategic management.

Section 2.6 The Constitution and Policy Handbook Committee shall consist of at least two members and a chairperson from the Board of Directors. The committee supervises changes to the constitution and bylaws.

Section 2.7 The Political Action/Liaison Committee shall consist of at least five members and a chairperson from the Board of Directors and general membership. The committee recognizes the need for members to become politically involved in the political process at the state and national levels.

Section 2.8 The Awards Committee shall consist of at least three members and a chairperson from the board of Directors and general membership. The committee supervises the awards procedure, identification of award recipients, and presentation of awards.

Section 2.9 The Finance Committee shall consist of a chairperson, the Treasurer, and at least two other PADE members. The Treasurer shall not act as chairperson of the Finance Committee. The overall responsibility of the Finance Committee shall be to supervise the financial transactions of the association.

• review bank statements semi-annually;
• assist the President and Treasurer in developing an annual budget proposal for review and action by the Board of Directors;
• assist the President, Treasurer, and conference planning chair in the development of a conference budget;
• designate a member of the committee to receive and track all conference registrations;
• annually review and, if necessary, change bank signature cards for the association;
• establish written fiscal standards for the organization including limits for levels of reimbursement;
• investigate costs for association expenses not listed above.

Section 3.1 The Cultural Diversity Committee will be open to any PADE member who expresses a desire to join the committee. This committee will establish the needs, issues, and concerns of culturally diverse students and/or faculty. The committee shall minimally consist of a chairperson and three other members.

ARTICLE VIII: QUORUMS
Section 1 A simple majority of the members of the Board of Directors shall constitute a quorum. In case of inclement weather or other extenuating circumstances, as determined by the President, at least five (5) members in attendance will constitute a quorum for meetings of the Board of Directors.
Section 2 The members present shall constitute a quorum for meetings of the general membership or committees.

ARTICLE IX: VACANCIES
Section 1 A vacancy in the office of President shall be filled, for the remainder of the term, by the President-Elect. When there is no President-Elect, the Immediate Past President shall fill the vacancy for the remainder of the term.  This succession does not prevent a person who succeeds to the Presidency because of a vacancy from serving a normal term as President, as provided in the Constitution (Article V, Section 2).
Section 2 A vacancy in the President-Elect may be filled by a special election to be arranged by Board of Directors and the Nominations and Elections Committee.
Section 3 Appointments to fill vacancies in the offices of Secretary or Treasurer shall be made by the Board of Directors for the duration of the unexpired term.
Section 4 If a member of the Board of Directors resigns or is removed from office for any reason, a new appointment from the same constituency shall be made by the Board to serve until the next election.
Section 4.1 The runner-up from the most recent election in the constituency in question shall be given first refusal for the appointment.
Section 4.2 If there is no runner-up within a constituency to fill a vacancy, a special election shall be held or the Board of Directors shall appoint an individual from that constituency for the duration of the unexpired term.
Section 5 If a member of the Board of Directors, exclusive of officers, changes constituencies, it shall be considered an automatic resignation and vacancy shall be filled according to Article IX, Section 4 of the Bylaws.
Section 6 Appointments to fill the remainder of a term vacated by a Regional Chairperson shall be made by the President with approval of the Board of Directors.

ARTICLE X: OFFICIAL YEARS
Section 1 The membership year she begin January 1 and end December 31.
Section 2 The fiscal year shall be July 1 to June 30.
Section 3 The elective and appointment year shall be July 1 to June 30.

ARTICLE XI: RULES OF ORDER
Robert’s Rules of Order, revised edition, shall govern the Association in all cases to which they are applicable and in which they are consistent with the Constitution and Bylaws.

ARTICLE XII: INITIATIVE, REFERENDUM, AND RECALL
Any officer or member of the Board of Directors of the association may be recalled, any proposed action on behalf of the association may be initiated, or any action taken by the Board of Directors on behalf of the association may be referred to the membership by means of a properly worked petition setting forth the action requested. The petition must be signed by one-sixth of the members in good standing of the association. Any action or initiative, referendum, or recall shall require a noticed motion and a majority vote of the membership or two-thirds of those members present at any annual meeting of the association.

ARTICLE XIII: AMENDMENTS
The Bylaws of this Constitution may be amended by action of the members of the Board of Directors during the annual conference or by ballot. In either case, a vote of the simple majority of the ballots cast by members in good standing is needed to pass the amendment. Proposed amendments to be voted upon at the annual conference must be sent to all members at least one month in advance of the conference.

Approved 4/95; revision approved 4/97; revision approved
5/98; revision approved 5/01; Revised Spring of 2003; revision approved 4/10; revision approved 4/2014; revision approved 3/2015

Upcoming Events

NADE Annual Conference 2018

The 2018 NADE conference is in National Harbor Maryland:   NADE 2018: Believe February 21-24, 2018 Gaylord National Resort & Convention Center National Harbor, MD NADE Call for Proposals (NADE Website) NADE Online Newsletter Version, Call for Proposals  

PADE 2018 Conference

PADE 2018 Save the Date: April 5-6, 2018 Wyndham Garden hotel, York PA  

PADE Blog

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