ARTICLE I – NAME

1. The name of this organization shall be the Hudson Valley Psychological Association, hereafter referred to as the "HVPA."

ARTICLE II - PURPOSES

1. The purposes of HVPA shall be:
   1. To provide a basis for professional growth and association among practicing psychologists in the Hudson Valley.
   2. To safeguard the interests of the public and the profession.
   3. To inform the public about the profession and the science of Psychology.
   4. To cultivate psychologically healthy communities.
2. HVPA is and shall remain structurally independent and financially self-supporting, although HVPA will cooperate with initiatives and requests from the New York State Psychological Association (NYSPA) and the American Psychological Association (APA), on a case by case basis, when such cooperation is fully consistent with HVPA purposes and can be accomplished through available HVPA resources.

ARTICLE III: MEMBERSHIP REQUIREMENTS

1. Persons applying for VOTING membership shall be licensed to practice Psychology in New York State or shall hold a doctoral degree in psychology from an accredited academic institution. Licensure documentation shall be provided at the time of initial application, and will be updated every five years. Non-licensed psychologist shall provide a copy of their diploma at the time of initial application.
2. Psychology interns can apply for a non-voting membership.
3. Additional documentation shall be provided when requested by a standing committee.
4. Continued membership in good standing is contingent on
   1. Paying all required dues on time.
   2. Subscribing to the purposes of HVPA.
   3. Maintaining ethical standards of professional conduct as set forth by the American Psychological Association and the New York State Psychological Association.
5. All complaints relating to potential or suspected violations of professional ethics will be directed to the President of the Executive Committee. The President will promptly confer with the Executive Committee to determine appropriate action, which may include but is not limited to the following: suspending member benefits; conferring with the Ethics Committee of the New York State Psychological Association, and/or the American Psychological Association.

ARTICLE IV: DUES

1. Annual Dues shall be determined by the Board of Directors. Increases in dues will be subject to the approval of the membership.
2. Membership dues for NON-voting members shall be one-half the rate of the full membership fee.
3. The Membership Year runs from July1st through June 30th. Payment for membership renewal is expected no later than September 15. Failure to pay dues shall result in a review of the Member’s status by the Membership Committee, who will make recommendations to the Board of Directors regarding the termination of Member benefits.
4. New Members may apply and be accepted to membership at any point in the membership year.
5. An individual with extenuating circumstances may apply in writing to the Board for a discount or waiver of dues.
6. Members who have reached the age of 70 are eligible to be exempt from dues, while retaining all other rights and privileges of the Association.

ARTICLE V: BOARD OF DIRECTORS

1. The Board of Directors shall be the administrative body of HVPA and shall exercise general supervision and control over the property and affairs of the Association.
2. The Board of Directors shall consist of eight (8) voting members:
   1. The Executive Committee of five (5) elected Officers: President, President Elect, Immediate Past President, Secretary, and Treasurer
   2. The three (3) Chairpersons of the following standing committees:
      1. Program.
      2. Communications.
      3. Membership and Outreach.
3. A quorum or simple majority of voting Board members must be present in order for the Board of Directors to conduct official business.
4. Ad-hoc committees may be appointed, by the Board of Directors, in response to emergent HVPA needs, to perform specific tasks on behalf of HVPA:
   1. General membership approval is not necessary for creating Ad-Hoc committees.
   2. Ad-Hoc Committee Chairs shall not have Board voting rights.
   3. Ad-Hoc Committees are automatically dissolved when their assigned tasks are completed or at the close of the term in which they were appointed, whichever is sooner.

ARTICLE VI: OFFICERS

1. The Officers of HVPA shall:
   1. Be members in good standing in HVPA.
   2. Promote the purposes of HVPA.
   3. Uphold the Constitution and By-laws of HVPA.
2. The term of each office shall be one (1) year and shall begin on July 1.
3. The President shall:
   1. Chair the Executive Committee and the Board of Directors.
   2. Ensure the smooth functioning of all business necessary to the survival of HVPA.
   3. Serve as liaison between the Board and emergent community partners, with particular concern for increasing public awareness about HVPA and for improving coordination of services and resources between HVPA members and the larger Hudson Valley community.
4. In the absence or incapacity of the President, the President-Elect shall assume and perform the duties of the President. The President-Elect shall:
   1. Attend Executive Committee and Board of Directors meetings.
   2. Oversee the HVPA Telephone line:
      1. Identify, orient and oversee member volunteers to retrieve messages and respond to callers.
      2. Check and maintain outgoing message and recording equipment and contracts.
   3. Automatically assume the position of President for one year, immediately following his/her term as President-Elect.
5. In the absence and/or incapacity of both the President and the President-Elect, the Immediate Past-President may assume and perform the duties of the President. The Immediate Past-President shall:
   1. Continue as a voting member of both the Executive Committee and the Board of Directors for one year following his/her term as President.
   2. Serve as liaison between the Board and other professional organizations, especially NYSPA and APA, and particularly in regard to political and professional interests that overlap with those of HVPA.
   3. Request that the Hudson Valley Representative to NYSPA Council provide a summary report on pertinent NYSPA activities to the HVPA Board at least twice annually (November and March), and shall provide quarterly summaries of HVPA Board activities to same NYSPA Representative.
6. The Secretary shall:
   1. Oversee the General Membership voting process, including:
      1. Nominations,
      2. Distribution and collection of ballots,
      3. Verification and counting of all votes.
   2. Carry out all voting procedures in accordance with timeframes specified in these By-laws, including voting pertaining to Annual Elections, Special Elections, Endorsements, Referenda, and Constitutional Amendments.
   3. Write minutes and keep the records of all HVPA meetings.
   4. Ensure timely, hardcopy distribution of major HVPA documents to members who do not have email.
   5. Compile and update member address label document annually, and as needed.
   6. May perform additional clerical duties if authorized by and at the request of the Executive Committee.
7. The Treasurer shall:
   1. Have custody of the funds of HVPA, and receive and deposit all association income.
   2. Sign checks and drafts on behalf of HVPA.
   3. Administer the annual budget and provide periodic financial reports (as specified in Article VII.)
   4. Receive renewal dues and advise the Membership Chair and Communications Chair of renewals within 14 days of receiving dues.
   5. Collect and distribute mail addressed to HVPA.
   6. Perform additional duties in relation to finance duties if authorized by and at the request of the Executive Committee.

ARTICLE VII: FINANCES

1. The fiscal year and Membership year runs from July 1st through June 30th. The Board is responsible to maintain the fiscal health of HVPA in general, with specifically designated duties as noted below.
2. Annual Summary Income and Expenditures Report:
   1. By July 10th, the immediate past Treasurer shall prepare and submit a written summary of the past year’s income and expenditures to the new Board of Directors.
   2. At the request of the President, all Board members will forward questions and comments to the Treasurer no later than July 20th.
   3. The Report will:
      1. Include all financial data for the fiscal year having just closed on June 30th.
      2. Provide a comparison of actual income and expenditures versus amounts reflected in the approved budget.
      3. Be read at the Annual Meeting.
      4. Require that a majority of voting members present at the Annual Meeting approve its content.
   4. If the Annual Summary Income and Expenditures Report does not receive approval by the majority present at the Annual Meeting, a thorough investigation will be commenced by the incoming Board, the results of which will be shared with the General Membership no later than 30 days after the Annual Meeting.
   5. The Treasurer will reconcile the bank statement and ledger by July 25th.
3. Preliminary Budget:
   1. The Treasurer and Committee Chairs will develop a proposed budget with the Board of Directors for comment by July 31st. This budget will be based on the previous year’s budget and the proposed plans for the new year, and will include:
      1. Projected dues and other income.
      2. Projected organizational expenses.
      3. Projected Committee expenses.
   2. By August 31st, the Board will approve the Preliminary Budget.
   3. At the Annual Meeting, the Treasurer will present the Preliminary Budget to the General Membership for comment and approval by the voting members.
4. The actual working budget shall initially conform to the Approved Budget, but is subject to modification as needed and when voted upon by the current Board of Directors.
5. Quarterly income and expenditure reports, including corresponding checkbook balances and copies of bank statements, will be provided by the Treasurer to the Board of Directors for inspection.

ARTICLE VIII: COMMITTEES

1. There shall be four (4) standing committees of HVPA as follows:
   1. Executive Committee of the Board of Directors
   2. Program Committee
   3. Communications Committee
   4. Membership and Outreach Committee
2. Each Committee is responsible for submitting to the Board of Directors the following written reports:
   1. A Proposed Annual Plan, including anticipated expenses and timeframes. This shall be submitted by the Committee Chair, in writing, to the Board of Directors by August 15th. These Plans will be presented for comment at the Annual Meeting. By the October Board Meeting, a finalized Annual Plan will be completed by each Committee Chair.
   2. Quarterly progress reports, providing updates and/or modifications to the Annual Plan.
   3. An annual written summary report to the Secretary to be read at the Annual Meeting.
3. The Executive Committee of the Board of Directors shall:
   1. Manage and supervise the day-to-day activities of HVPA.
   2. Make policy decisions on urgent HVPA business between meetings of the Board of Directors.
   3. Report any interim decisions back to the full Board of Directors at its next scheduled meeting.
4. Standing Committee Chairs shall agree to serve for the full (or remaining) term, and must be ratified by the General Membership before they may vote on the Board of Directors. Either of the following methods will serve to ratify a Standing Committee Chair:
   1. A simple majority vote of members present at the Annual Meeting;
   2. A majority approval vote of ballots received from at least 30% of eligible voters at the time of the vote.
5. Vacant Chairs of Standing Committees shall be appointed by The Executive Committee. Chairs appointed by the Board cannot vote on the Board until ratified by the membership.
6. The tenure of the Program Committee Chairperson is the same as that of the President during whose term he/she is designated. The Program Committee shall:
   1. Recommend an Annual Budget and Program Plan to include events and activities that provide professional development and social networking opportunities.
   2. Implement the Board-approved Program Plan:
      1. Recommend and monitor the budget, expenses, and fees.
      2. Collaborate with the Executive Committee and the Communications Committee to market and publicize planned programs and activities.
7. The tenure of the Communications Committee Chairperson is the same as that of the President during whose term he/she is designated. The Communications Committee shall:
   1. Recommend an Annual Budget and Communications Plan and schedule for managing and upgrading electronic and other association communication tools, including but not limited to:
      1. HVPA Website, HVPA Listserv, and Member Data Base.
      2. Collaborative efforts with the Program Committee such as assisting with event invitations and program announcements.
      3. Collaborative efforts with the Membership Committee to include maintenance of the Member Data Base and Listserv.
      4. Assistance to the Executive Committee with public relations such as brochures and press releases.
   2. Implement the Board-approved Communications Plan:
      1. Solicit contractors.
      2. Recommend and monitor the budget, expenses, and fees.
   3. With assistance from the Membership Chair, compile, test and update member E- mail list, and distribute the list to the Board twice per year on or about October 1 and March 1.
8. The Membership and Outreach Committee Chairperson will typically begin a two-year term on July 1 of odd-numbered years. The Membership and Outreach Committee shall:
   1. Recommend an Annual Budget and Membership and Outreach Plan to recruit and retain Members.
   2. Implement the Board-approved Membership and Outreach Plan.
   3. Oversee the annual Membership Renewal process:
      1. Send a request for dues on July 15 via the list serve. Renewing Members are required to send dues to the Treasurer via US mail or electronic payment, on or before September 15.
      2. To ensure maximum Membership retention, send email reminders to renew on August 15 and September 1st.
   4. Retain all new and renewal membership forms and documents.
   5. Maintain a current member contact list that includes voting status, home and business addresses, telephone numbers and e-mail contact information. The Committee will update and provide this list to the Board twice a year (October1 and March1), as well as interim updates at each Board meeting.
   6. Assist the Communications Chair with assembling and verifying a member e-mail list twice a year, October 1 and March 1.

ARTICLE IX: MEETINGS AND COMMUNICATIONS

1. The President presides over all business meetings of the Executive Committee, and of the Board of Directors.
2. The meeting chairperson (usually the President) may not vote except in the case of a tie.
3. In the case of in-person meetings and conference calls, the rules contained in the current issue of Robert's Rules of Order shall be the basis for procedure.
4. An Annual Meeting of the General Membership, also known as the Annual Meeting, shall:
   1. Be held every September.
   2. Be co-chaired by the Immediate Past President and the President.
   3. Require a quorum consisting of either thirty (30) percent of the voting membership or ten voting members, whichever is smaller.
   4. Include a summary report of HVPA business for the year just ended, i.e., reports read aloud to be included in the minutes from the five outgoing officers, the three standing committees, and Ad Hoc Committees as appropriate.
   5. Provide election results for all incoming officer positions.
   6. Enable the incoming Executive Committee to solicit and obtain ratification of all vacant standing committee chairs.
5. The newly-elected President shall call an initial face-to-face meeting of the Executive Committee and an initial face-to-face meeting of the Board of Directors at least four weeks before the Annual Meeting to discuss the Preliminary Budget and Plans for the year.
6. Additional meetings shall be arranged by the President or respective Committee chairs as needed to conduct necessary HVPA business. Other than the initial meetings of the Executive Committee and Board of Directors, and the Annual Meeting, HVPA business may, at the discretion of the respective Chairs, either be conducted during in-person meetings, by phone, or via electronic means.
7. The primary means of communications within the Committees and throughout HVPA will be electronic and/or telephonic. Wherever possible, official communications and announcements will be sent out via E-mail. Members who are unable to receive e-mail may request receipt via regular mail for the year upon payment of a postage and handling surcharge equivalent to 50% of that year’s standard annual member fee.
8. Special business meetings may be called at any time by the President or by the Board of Directors, or upon written petition of one-third of the voting membership presented to the Secretary.

ARTICLE X: NOMINATIONS AND ELECTIONS OF BOARD MEMBERS

1. An Eligible Voter is defined as a Voting Member who has paid his/her dues and supplied all required documentation as of the final voting deadline.
2. A valid election requires receipt of ballots from at least 30% of Eligible Voters as of the final voting deadline.
3. On April 30, the Secretary will send out (electronically or via post) to the voting eligible General Membership a Call for Nominations for the following positions: President-Elect, Secretary, Treasurer, and Chairs of the Program and the Communications Committees. In odd years, the Call for Nominations will also include the Chair of the Membership and Outreach Committee. Members may nominate themselves or other members for any of these positions.
4. On May 21, the Secretary will submit a draft of the Election Ballot to the Board for approval. The Board of Directors will verify the ability and willingness to serve of each nominee prior to listing him/her as a candidate on the final ballot.
5. On June 5, the Secretary will send (electronically or via post) the Election Ballot to the voting eligible General Membership.
   1. Candidates’ names shall be listed in alphabetical order.
   2. The Ballot will indicate an email-in voting deadline of June 20.
6. Election Procedures:
   1. The outgoing Secretary shall collect, validate and count the ballots.
   2. When there is more than one person running for any office, the Secretary will copy to a separate file, or print out every email ballot received, including a full internet header which shows the date and time of transmission, server, identity of sender, identity of recipient, and unique message identifier.
   3. The candidate with the largest number of eligible votes wins the election.
   4. In the event of a tie, the President shall cast the tie-breaking vote.
   5. Election Results are announced via Email on June 25, and at the Annual Meeting.
   6. The title of Immediate Past-President is automatically conferred to the outgoing President. 7. The title of President is automatically conferred to the outgoing President-Elect.

ARTICLE XI: AMENDMENTS

1. Amendments to these By-Laws may be initiated in any one of the following ways:
   1. A majority vote of those present and voting at an Annual Meeting.
   2. By action of the Board of Directors.
   3. On a petition signed by one-third of the voting membership filed with the HVPA Secretary.
2. In order to ratify an amendment during the Annual Meeting, the following two conditions must be in place:
   1. A copy of the proposed amendment must be provided (electronically or via post) to all voting-eligible members at least one (1) month prior to the date of the Annual Meeting.
   2. A favorable vote must be made by two- thirds of the voting-eligible members who are present at the meeting or have sent in an absentee ballot at least five days prior to the Annual Meeting.
3. In order to ratify an amendment at times other than at the Annual Meeting, the following three conditions must be in place:
   1. A copy of the copy of the proposed amendment must be provided (electronically or via post) to all voting-eligible members at least one (1) month prior to the date of the voting deadline.
   2. If any emailed “NO” votes are received, the Secretary will copy all emailed votes to a separate file, or print out every vote received, including full internet header, which shows the date and time of transmission, server, identity of sender, identity of recipient, and unique message identifier.
   3. The Amendment will be considered passed when two-thirds of the voting-eligible members favorably respond via E-mail or post by the deadline.