ByLaws

Constitution of the Association of Directors of Development, Admissions and Marketing, ADDAM

Adopted:  November 6, 2002, Revised: July 23, 2018

ARTICLE I Name

Section 1.  The Name of this organization shall be the Association of Directors of Development, Admissions and Marketing. This organization shall use the acronym of ADDAM.

ARTICLE II Purposes and Objectives

Section 1.  To serve as a national network of admissions, marketing and business development professionals in the field of child and adolescent residential services dedicated to the support of its membership by sharing mutually beneficial information, recognizing each other as potential referral sources, and effecting positive changes in our industry.

Section 2.  To continually improve each Association member’s ability to mutually support one another in a manner that benefits our colleagues, our customers our clients and our companies/agencies.

Section 3.  To provide Associate members with helpful information on industry trade shows and conferences.

Section 4.  To work together with coordinators of industry trade shows and conferences to improve exhibiting  schedules, locations of exhibit halls or areas, exhibit hall “traffic”, and related matters in the interest of more efficient and cost effect use of participants’ time and money invested in this promotional and advertising medium.

Section 5.  To collaborate as a membership in identifying, creating and participating in conference marketing and networking events as well as conference presentation opportunities.

Section 6.  To provide Associate members with broad-based information on referral, market intelligence, and business development related issues.

Section 7.  To provide Associate members with increased opportunities to develop a network of supportive peers who have common professional goals and responsibilities.

Section 8.  To create opportunities for Associate members to visit programs and operations of other private service providers.

Section 9. To provide Associate members with increased opportunities for professional development.

Section 10.  To provide a means whereby matters concerning Associate members and/or the organization may be discussed regularly scheduled meetings and through ongoing communication among members.

Section 11.  To provide authoritative and professional expression of the views, policies and positions of the Association on major issues such as legislation, standards, trends and developments, as they relate to the child and adolescent residential services field.

Section 12.  To do everything necessary, proper, advisable or convenient for accomplishment of the foregoing general purposes and all things incidental thereto or connected share with that are not forbidden by applicable laws or this Constitution.

ARTICLE III Membership

Section 1.  There shall be only one class of membership in the Association:

a. Agency Membership
Any person(s) representing and employed by a private (non-governmental) child/adolescent and/or young adult residential services agency and who serve(s) that agency in a director/management level position to conduct business in the area of development, admissions and/or marketing.  This membership shall conduct the business of the Association. All rights and benefits of the organization shall convey upon this class of membership. Furthermore, this membership conveys voting rights, with the qualification that membership status is current and that only one vote may be cast from each agency represented.  A second individual may added from each member agency may be added to communication and may participate in all functions and meetings, but may not vote or hold an office.

Section 2.  Potential New Members

It is recognized that different residential programs bring value to the membership as a whole. It is also recognized that measured member growth is healthy and in the best interest of ADDAM.

Criteria for new members include:

a. Have been invited, recommended or recruited by current member;
b. Have a residential component to their program;
c. Have a good reputation. Note – relevant licensure is preferred, but is not a particular necessity as licensure varies too much across the country.
d. Are willing to participate and collaborate in the existing spirit and tradition of supporting one another.

Section 3.  Procedure to accepting new members

a. Potential members apply online via our website.
b. Chair of Membership Committee notifies entire membership of new member application and requests comments and feedback for one week.
c. Officers and Membership Committee Chair then decide acceptance based on member feedback and above criteria.
d. Member is notified of acceptance and considered a member upon dues being paid.

ARTICLE IV Dues

Section 1.  Membership dues shall be reviewed and set by a majority vote of the Assocation at the last general membership meeting of each calendar year.

Section 2.  At the beginning of each calendar year all members shall be notified by the Secretary/Treasurer of dues for the current year and of any delinquent dues for the immediate preceding year. Those members who have not paid delinquent dues for the immediate preceding year by the time of the first yearly meeting shall be dropped from the membership rolls.

Section 3.  Dues for members who have not held active membership during any part of the previous calendar year and who are joining the Association at a time other than the beginning of a calendar year will be prorated at an amount equal to one quarter of the annual dues for every quarter remaining in the year; quarters being January, February, March and so on.

ARTICLE V Officers

Section 1.  The officers of the Association shall consist of the following: a President, Vice- President, and a Secretary/Treasurer. The presidency can be shared and considered a co-presidency.

Section 2.  Eligibility to hold any office in the Association shall be determined as those members who meet all of the following criteria:

a. Are classified as active Association members during the year of their nominations;
b. Have been members of the Association for at least one year prior to their nomination;
c. Whose dues are current and paid in full.

Section 3.  An eligible member may run for only one office at a given election.

Section 4.  The term of all officers shall be for three (3) consecutive years, or until their successors be elected and installed.  Once elected, each officer shall assume the responsibilities of his/her office immediately following the close of the Association meeting in which the election is held. She/he will be expected to fulfill a term of office for three years, unless she/he chooses to resign, fails to pay dues, or is removed from office in accordance with Article V, Section 2. of this Constitution. The term of office of all officers shall terminate at the close of the Association meeting in which officer elections are held.

Section 5.  At the Association’s final meeting of the year in which elections are scheduled, eligible voting members will elect by ballot the Association’s Officers.

Section 6.  Votes may be cast in person at the meeting in which scheduled elections occur, or by absentee ballot (electronically) if submitted at least two days prior to said meeting.

Section 7.  All elected Officers of the Association may hold a single office not to exceed six consecutive years, or two consecutive terms in office.

Section 8.  Once the President completes his/her term of office, he/she will immediately assume the role of Past President and as such will become a part of the Association’s Executive Board. A Past President may also dually serve as an elected Vice President.

Section 9.  In the event of the President’s resignation, death, or removal from office, the Vice President shall automatically assume the office of President for the balance of the predecessor’s term or until a new President shall be duly elected by special election to fill the term.

Section 10.  Should an Association Officer other that the President vacate his/her office during their term of office, the Executive Board will appoint a qualified Association member to fill the term of said office.

Section 11.  An elected Officer or Executive Committee member of the Association who terminates her/his director-level position of employment during the course of his/her term of office shall automatically be removed from that office, and the Executive Committee will assume responsibility of filling said office in accordance with Article V, Sections 9 and 10 of this Constitution.

ARTICLE VI Duties of Officers

Section 1.  The President of the Association shall:

a. Assume responsibility for all matters related to the day-to day operations of the Association;
b. Preside at all meetings;
c. Appoint all committee chairpersons;
d. Prepare an annual report concerning the Association’s activities;
e. Represent the Association in contracts with other agencies and organizations;
f. Co-chair all committees with the responsibility of receiving all committee reports no later than fourteen (14) days before Association meetings’
g. Chair the Executive Board
h. With the assistance of the Executive Board, handle concerns or complaints from the membership and issue resolutions as to their disposition;
i. Serve as the Association’s only authorized spokesperson;
j. And such other duties applicable to the office as prescribed by the parliamentary authority of the Association.

Section 2.  The Vice President of the Association shall:

a. Assist the President in the operations of day-to-day business of the Association;
b. In the absence of the President, preside at any Association meeting
c. Perform such other duties as assigned by the President and or the Executive Board;
d. And such other duties applicable to the office as prescribed by the parliamentary authority of the Association.

Section 3.  The Secretary/Treasurer of the Association shall:

a. Receive, take charge of, and deposit all dues and other monies of Association in an approved bank account or other secure institution of deposit;
b. Maintain incorporated status by:

i. File the annual report with the Secretary of State’s Office in the state in which the corporation is held
ii. Serve as the registered agent in the state in which the corporation is maintained.
iii. Maintain an address in the state in which the corporation is filed.

c. Pay all approved bills by the Executive Board or by the Association membership;
d. Document and maintain an accurate account of all Association receipts and expenditures;
e. Present an accounting of all receipts and expenditures at final annual meeting;
f. Send out annual notices of dues;
g. Arrange for the recoding and preparation of a summary of the proceedings of all meetings, and assure that the summary is distributed  to members within an appropriate time frame;
h. Work in conjunction with the membership committee to record and process membership applications to the Association;
i. Insofar as practicable, further serve as an informal clearinghouse for the exchange of information among members and for publishing  materials on behalf of the Association as directed by the Executive Board;
j. And such other duties applicable to the office as prescribed by the parliamentary authority of the Association.

Section 4.  During the continuance of any vacancy in the Office of Secretary/Treasurer or the disability of the Secretary/Treasurer for any cause, any member of the Executive Board who is so designated by the Executive Board shall have full authority to the same extent as the Secretary/Treasurer to make deposits into and withdrawals from any account or accounts of the Association. Any banking or similar institution in which any account may be deposited is authorized to honor the signature of said member of the Executive Board in the same manner and to the same extent as the Secretary/Treasurer of the Association.

ARTICLE VII Executive Board

Section 1.   The Executive Board shall consist of all elected officers as enumerated in Article V, Section 1, the immediate Past President. Upon approval of Executive Board or 30% of membership at annual meeting one additional member who meets eligibility to hold office in the Association in accordance with Article V, Section 2 of this Constitution, can also serve as a member of the Executive Board. Also, upon approval of Executive Board and 30% of membership at annual meeting the Past President may serve as Vice President if elected.

Section 2.  A 50% majority of the membership of the Executive Board or 100% of the Officers shall constitute a quorum.

Section 3.  All vacancies on the Executive Board will be filled by appointment of the President for the unexpired terms with the approval of the Executive Board.

Section 4.  The Executive Board shall have charge of the management of the Association, forming a consultative and advisory body for the direction of its policies and affairs. Except insofar as it may be limited by other provisions of this Constitution or by the express vote of the Association, the duties of the Executive Board shall be:

a. To have general charge of the business of the Association between meetings;
b. To set times and places of all meetings of the Association;
c. To consider legislation or other action concerning the objectives of the Association with power to approve or disapprove proposed action in the name of the organization in the interim between meetings;
d. To assist each newly elected President in fulfilling the duties of her/his role;
e. To approve the President’s appointments of Committees and Committee Chairpersons, as shall be necessary for the work of the Association;
f. To plan programs and/or agendas for the various meeting of the Association;
g. To provide final determination of membership applicant eligibility in questioned disputed cases;
h. To prepare a budget for the Association to be presented at the final yearly meeting. The budget, developed and approved in compliance with the membership, is binding upon the Executive Committee;
i. To appropriate funds from the net balance in the treasurer in payment of expenses properly incurred in carrying on the work of the Association. Neither the Association nor any officer or committee shall contract any indebtedness exceeding the balance in the treasury;
j. And such other duties applicable to the office as prescribed by the parliamentary authority of the Association.

ARTICLE VIII Meetings

Section 1.  Regular meetings of the Association shall be convened no less than one time per year, each at such time and place to be determined y the President and Executive Board.

Section 2.  Notice of these meetings shall be forwarded to all members by the President or his/her designee at least sixty (60) days before the meeting.

Section 3.  A one-third majority of the active members of the Association present at any meeting shall constitute a quorum.

Section 4.  Special meetings of the Association may be called by the President upon thirty (30) days written notice to the members.

Section 5.  The general membership meeting agenda shall be composed of but not limited to the following:

a. Introduction of Host Site Dignitaries (if applicable)
b. Thirty (30) minute presentation of program(s) from Host site (if applicable)
c. Tour of Host site (if applicable)
d. Opening of business session
e. Review and approval of minutes from previous meetings
f. Reports of Officers, Boards, and standing Committees
g. Reports of any Special (Ad Hoc) Committees
h. Unfinished business
i. New business (during election of Officers this is the first item of new business)
j. Close of meeting

Section 6.  Duties of standing committees shall be as follows:

a. Committee on Membership: It shall be the duty of this committee to provide for recruitment of new members and to act in conjunction with the other Officers on applications and payments for memberships in the Association. In addition, the Membership Committee shall obtain all necessary information from new member for posting on website, assist in adding new member to group communication (google group), welcome new member to entire membership and mail a new member packet to member.
b. Committee on Conferences: It shall be the duty of this committee to ensure the collection, analysis and/or distribution of data and information pertaining to conferences and trade shows of interest to the membership.  The committee will also assist the President and the Executive Board in the Association’s effort to positively influence opportunities for members’ participation in industry conferences and trade shows. Duties also include identifying and spearheading co-marketing and presentation opportunities.
c. Committee on Website and Social Media: It shall be the responsibility of this committee to maintain and update the Association’s official website and social media presence (such as Facebook and LinkedIn) in accomplishing the purposes of the Association. Duties include ensuring member listing and details are accurate, function of website is aligned with Association’s goals, and application and other functions of website are properly maintained. Coordinate with Committee on Membership to ensure program members are up to date on website.
d. Committee on Marketing Collateral:  It shall be the responsibility of this committee to maintain and update the Association’s marketing collateral, such as brochures promoting benefits of membership and also services offered by ADDAM.

Standing committees shall serve for two (2) years and each committee shall have a Chairperson and at least one (1) additional member.

The President, with the approval of the Executive board may appoint such Special (or Ad Hoc) Committees as deemed necessary in the interests of the Association.

Each Committee Chairperson will be responsible for a verbal report to the President fourteen (14) days before each Association meeting and a providing a report at an Association meeting.

Article IX Parliamentary Authority

Section 1.  The rules contained in Roberts Rules of Order, latest edition, shall govern the Association in all cases not provided for in the Constitution of the Association and in which they are not consistent with this Constitution.

Article X Officer Nominations

Section 1.  Nominations will gathered 8 weeks prior to final annual meeting on third year electronically (via or ballot service website). Any member can nominate another member or themselves. All nominees will be required to consent to nomination before they are presented as a candidate. A slate of candidates will be prepared and presented at final annual meeting on third year and voting will occur at the beginning of the meeting. For members who are not available to attend meeting, they can cast an electronic vote within seven (7) days prior and during voting real time at the meeting. A candidate will be considered should a member feel they would like to nominate another member or themselves during the meeting, but before the vote.

Article XI Amendments

Section 1.  Amendments and revisions to this Constitution may be proposed by any active Agency member at any membership meeting that has been scheduled in accordance with Article VIII.

Section 2.  Proposed amendments or revisions to this Constitution may be adopted at any meeting of the Association by a majority vote of the active members present provided that notice shall duly be given to all active members at least sixty (60) days prior to the meeting.

Section 3.  Amendments or revisions of which such notice in accordance with Article X, Section 2 has not been given may be adopted tentatively by similar vote an any meeting, and shall become final when communicated to the members, unless, within 30 days thereafter, more than 20% of total active members dissent.

Section 4.  This Constitution shall not operate retroactively and shall be effective from the date of its adoption.