ICF-CT CHAPTER, INC. BY-LAWS
1.0 ARTICLE I
1.1 Organization Name The name of this organization shall be ICF-CT Chapter, Inc.
1.2 Fiscal Year
The Fiscal Year of ICF-CT Chapter, Inc shall begin on the first day of July and end on the last day of June.
2.0 ARTICLE II
2.1 Organization Goals
1. Increase the success of its membership 2. Increase the skills and effectiveness of its members 3. Raise the awareness of the wider community about the coaching profession 4. Provide a network through which its members can learn of and share opportunities 5. Provide a forum wherein the members can discuss issues of professional concern 6. Provide the opportunity for its members to collaborate in providing resources and solutions for their clients 7. Collaborate with colleagues who have coaching as part of their core competencies and missions from ATD, SHRM, OD organizations and other allied professions.
3.0 ARTICLE III
3.1 Organization Governance
3.1.1 Governing Body
These Directors shall be elected by a vote of qualified members, and shall include the Committee Chairs (or Co-Chairs), as well as the ICF-CT Officers.
3.1.2 Director Qualifications
To be a Director, one must be a qualified member, nominated for office by the Nominating and Elections Committee, and be voted into office by a vote of the organization members.
3.1.3 Duties and Responsibilities of the Board of Directors The Board of Directors shall provide leadership in pursuit of the organization's stated goals. It shall determine fees at organization-sponsored events, and develop the policies and procedures necessary to conduct the business of the organization effectively.
Board Member commitment and expectations:
* Two-year commitment is preferred
* Attend Monthly Board of Directors Meetings
* Contribute to the work of running the chapter between board meetings as indicated in
specific position description of Roles and Responsibilities. This Document will be
* Support and attend chapter meetings and virtual events as much as possible
* Actively generate awareness and support for chapter initiatives and special projects/events
3.1.4 Nominations and Elections
Nominations for election to the Board shall be made by the Nominations and Elections Committee consisting of three qualified members (except Board members) of the organization appointed by the President. The President shall appoint, with the Board’s approval, the Nominations and Elections Chair in December before vacancies will appear on the Board. The President and Nominations and Elections Chair shall email all qualified members a notice of the coming election, including the number of coming vacant seats, and invite qualified members to notify the Nominations and Elections Committee of their interest in serving on the Board in January. The Nominations and Elections Committee will at the end of February submit to the Board the names of one or more candidates for each board seat for voting in early March and installation in the last meeting of the fiscal year. Terms begin the first day of July.
3.1.5 Election Procedures
Before the regular March meeting of the Organization, the Secretary will email ballots to all qualified members. The ballots will describe the seats open for election and the candidates running for those seats. Members will fill out their ballots and email them to the Secretary, who will count the ballots and announce the results at the May meeting. The Secretary will so note these proceedings and record them in the Minutes of the meeting.
3.1.6 Board Member Removal
Any member of the Board may be removed by a 2/3 vote of the Board. The Secretary shall record such events in the minutes of the Board meeting. The Board will determine the protocol for removal of a Board Member.
3.1.7 Terms and Vacancies
Terms for all Board members are two years. With the exception of the first election under these by-laws, seats will vacate as follows – odd years (President Elect/President, Secretary, Treasurer, Technology) and even years (President Elect/President and Committee Chairs or Co- Chairs of Marketing, Meeting Management, Membership, and Programs). Any vacancy on the Board shall be filled by Presidential appointment, subject to a majority vote of approval of the Board. The appointment so approved will pertain until the following June, when the seat will be filled by the normal election process for the remaining term of the seat.
3.1.8 Board of Directors Meetings
Meetings of the Board of Directors will be at the places and times decided by majority vote of the Board. The President may call a special meeting at any time. The President shall call a special meeting of the Board upon the written request of a Board member to do so. The written request should contain the agenda for the special meeting.
All Board Meetings shall be open to all qualified members of the Organization. The single exception is Special Meeting in which the President, with unanimous consent of the Board, shall declare the meeting closed.
The President may appoint committees, either standing or ad hoc, in order to effectively and efficiently further the stated purposes of the organization. The establishment of any committee must first receive the approval of the Board by way of a majority vote. It is recommended that committees be composed of at least three members. Staggered terms ranging up to three years of tenure are recommended to provide continuity, with the most tenured member recommended as chair. The ICF CT Chapter, Inc. has been established with these Standing Committees:
3.2.1 Finance Committee
The Finance committee, chaired by the Treasurer, assists in the preparation of the annual budget for presentation to the Board of Directors. This committee should review all of the financial aspects and make recommendations for approval for expenditures.
3.2.2 Marketing Committee
Oversees the marketing committee which helps develop, refine and coordinate internal and external communications to create sustained member interest, attract new members, and increase public awareness of coaching, generally, and ICF-CT, specifically, as the “go to” resource for expertise on professional coaching in the state of Connecticut.
This is done primarily through our website, newsletter, and social media. Other media outlets, including business journals, newspapers, radio and television are used as well, when appropriate.
3.2.3 Meeting Management Committee – In-Person and Virtual
The In -Person Meeting Management Committee will determine the meeting location and be the liaison for all dealings with the meeting location, will determine the monthly menu and email meeting notices to the chapter president in time for the meeting announcement. Will receive reservations and confirm them, staff the check-in desk at each meeting, pay for the meeting location and provide the treasurer with accounts and receipts. MM will coordinate with the In-Person Program Chair.
The Virtual Meeting Management Committee will manage the virtual operations of the Webinars, coordinating with the Virtual Program Chair. The committee will do all tasks necessary to insure the timely running of Webinars and posting archived webinars for members use.
3.2.4 Membership and Membership Benefits Committee
The Membership committee will be responsible for the "internal marketing" for the ICF-CT. Specifically, the committee will field calls from prospective members, arrange a committee of table hosts for each meeting, meet and greet new members and prospects at each meeting. Convert non-members to members. Go on- line to ICF website monthly to determine new members and contact them. Maintain email list of members and non-members and distribute chapter-wide announcements. This Committee should work closely with the Marketing Committee to promote the ICF and local chapter activity.
3.2.5 Nominations and Elections Committee
Obtains and recommends to the membership, for consideration, a list of one or more candidates for each office in accordance with the bylaws.
3.2.6 Programs, Education and Professional Development Committee
The Program Committee will arrange for speakers and programs, both in-person and virtual. In addition, they will conduct feedback surveys of programs and distribute CCEU Certificates, under the guidelines of ICF Global.
3.2.7 Technology Committee
The Technology Chair’s tasks are outlined in the Current Roles and Responsibilities document. The Chair of Technology shall provide direction and leadership for the chapter’s use of technology to accomplish strategic goals, maintain chapter-related business systems and technology infrastructure, be the lead liaison to website and virtual vendors, oversee the Virtual Assistant and perform other specific responsibilities as designated in the position description. The Technology Committee members will accomplish tasks as assigned by the Technology Chair. The Technology Chair will work closely with Marketing and Membership Chairs.
3.3 Meeting Procedures
Questions about Board proceedings at meetings shall be determined by Robert’s Rules of Order (revised), except where such rules conflict with the laws of the State of Connecticut. Robert’s Rules of Order (revised) may be suspended by a majority vote of the Board or qualified members of the organization present at a meeting at which a quorum is present.
A majority of Board members shall constitute a quorum for the purpose of transacting the business of the organization.
3.4 Legal Purpose
Notwithstanding any other provision of these articles, the purposes for which the corporation is established are exclusively religious, charitable, scientific, literary, and educational within the meaning of Section 501 (c) (6) of the Internal Revenue Code of 1954 or the corresponding provisions of any future United States Revenue laws.
3.5 Excluded activities
Notwithstanding any other provision of these articles, this organization shall not carry on any activities not permitted to an organization exempt from Federal Income Tax under Section 501 (c)(6) of the Internal Revenue Code or the corresponding provisions of any future United States revenue laws.
In the event of its dissolution, the residual assets of the organization will be turned over to one or more organizations which are themselves exempt as described in sections 501 (c)(6) and 170 (c)(2) of the Internal Revenue Code of 1954 or corresponding sections of any prior or future IRS codes, or to the Federal, State, or local government for exclusive public use.
4.0 ARTICLE IV
4.1 Duties of the Organization Officers
The President shall serve for one year, following serving one year as President Elect. At the discretion of the Board, the President shall serve a second year, if it is determined that this is in the best interests of the chapter. The President shall preside at all meetings of the Board and of the organization. The President shall also serve as an ex- officio member of all committees. The President shall sign any instruments or documents that may lawfully be executed on behalf of the Board. The President shall be the primary representative of the Chapter to the International Coach Federation Global and to any other organization with which this Chapter allies itself.
4.1.2 Past President
The Past President shall serve for one year, following serving as President, as an advisor to the president and as a member of the board of directors. The Past President shall serve as the board liaison to the Chapter Past President Advisory Council.
4.1.3 President Elect
The President Elect shall automatically succeed to the presidency after one year, unless it is determined by the Board that the Current President should serve a second term. In case of the absence or disability of the President, or at his/her request, the President Elect shall perform all of the duties of the President. The President Elect shall perform such duties and have such authority as from time to time may be assigned by the President or the Board.
The Secretary shall maintain official minutes and records of the proceedings of the Board and the Organization through whatever platform the Board has determined, i.e., Google Drive. The Secretary shall arrange for mailings of official correspondence. The Secretary shall also perform other duties and have such authority as shall from time to time be assigned by the President or Board. All agendas, procedures, Board decisions, financial reports and other documents will be maintained by the Secretary through the agreed upon platform i.e., Google Drive.
The Treasurer shall perform the organization’s official financial transactions and keep accurate books of the organization’s accounts. The Treasurer will present for the Board a Financial Report at its meetings.
4.2 Delegation of Officers’ Duties
The President or Board (by majority vote) may delegate any officer’s duties to any other member of the Board when they deem such action to be appropriate.
4.3 Organization Membership
To qualify as a Full Member of the organization, an individual must be a member in good standing of the International Coach Federation and have designated Connecticut as their local Chapter.
To participate as an ICF-CT Chapter Affiliate, an individual must have an interest in furthering coaching as a profession and upholding the standards and ethics of the ICF. Any individual that is not a Full Member may apply as an Affiliate.
All committee members must be members of ICF-CT and ICF Global in good standing.
All qualified members of the organization are eligible to vote on any issue presented to the membership for a vote. A majority of the votes cast will carry.
4.4 Recommendations for Amendment
These Guidelines may be amended when recommended by a committee appointed by the President, or upon a written request from at least ten per cent of the qualified members of the organization. The President shall have the recommended amendments posted on the Organization’s website or communicated via email.
4.4.1 Amendment Approval
All qualified members of the organization shall be invited to review the amended by-laws on the website and prepare to vote on the amendments (yea or nay to the totality of amendments as presented) via email within two weeks of posting on the site. Votes received after that date are invalid. A vote of qualified members shall decide the issue by a simple majority. A proposed amended set of by- laws shall be considered ratified and effective when carried by a majority vote. The President shall see that the official guidelines are so amended and posted on the organization’s web site. The Secretary will maintain a set of all by-laws, past and current in the format agreed upon by the Board, i.e., Google Drive.
5.0 ARTICLE V
5.1 Speaker Engagement Policy
The purpose of providing speakers and presenters at our Chapter meetings is to provide the Chapter membership the opportunity to hear presentations and see demonstrations that are focused towards improving the knowledge and skills required by professional coaches. This policy applies to speakers and includes both chapter members and those that are non-chapter members.
To maintain the integrity of our Chapter meetings, all presentations and programs presented to the membership shall focus on topics of specific interest and applicability to professional coaching and provide measurable benefit to the chapter members, rather than a marketing orientation. All speaker engagements are non-paid.
Speaker engagements are unpaid, unless the Board of Directors votes to offer a fee to engage a high profile speaker for a signature event.
Speakers may display any of their professional materials on a Resource Table for our members to browse and/or purchase
Speakers may directly promote their products and/or services during open networking time and also prior to or following the meeting.
Speakers or presenters will be guests of ICF-CT for the meeting at which they present and will receive a thank you gift with a value of no more than $25.00
The Program Committee has a small discretionary fund that it can use for Speakers to allow for reimbursement of travel expenses and/or accommodations when needed when the Committee determines that the reimbursement is warranted.
5.2 Expense Policy Administration
The Program Committee shall receive an amount determined by the annual chapter budget for expenses.
Bylaws Adopted 2000
Revised November 2004
Revised April 2011
Revised February 2012
Revised October 2017
Revision March 30, 2018