Bylaws/Ethics Committee

Mission: To promote the highest standards of professional conduct through the examination of ethical principles in issues critical to business travel management. To recommend changes to the Bylaws to reflect the intent of the membership and the changes in our Industry. To apply these principles to policies, procedures and practices of the association and its membership.

Chair: Andy Jick 617-323-9906 / ajick52@gmail.com

Constitution & Bylaws – New England Business Travel Association (NEBTA)

I. Name

This Organization shall be known as The New England Business Travel Association, a chapter of the Global Business Travel Association.

II. Objectives

The principal purpose of the Chapter shall be to promote through education the common business interests of individuals and businesses engaged in the business travel industry. 

III. Membership

A. Membership Categories

1. DirectAny person employed by a corporation or organization whose responsibility is the procurement of corporate passenger travel services  for that company shall be eligible for Direct Membership.

2. AlliedAny person who is employed by an airline, hotel, car rental company, ground transportation provider, corporate credit card entity, an ARC approved travel agency, or others actively associated with corporate passenger travel services that have an established base of business in New England, shall be eligible for Allied Membership. 

3. PressAny corporation, organization, or individual that is principally engaged in monitoring and reporting as press media is eligible to apply to be a Press Member of the Association. Press Members may not hold elective office or vote, and will not pay dues, but may serve on a committee with the concurrence of the Board of Directors.

4. HonoraryAny individual who has been recognized by the Board of Directors as having rendered distinguished service to the industry or the Association may be elected an Honorary Member of the Association by the Board of Directors for that current membership year. Honorary Members may not hold elected office or vote, but may serve on committees. Honorary Members are not required to pay dues.  

5. Student/EducatorAny post-secondary student enrolled in a program at college, university, or other post-secondary institution which is recognized by the Association to promote the value of business travel or hospitality management and any instructor or student association which represents such students, is eligible to apply to be a Student/Educator member.  Student/Educator members will not be required to pay annual dues, but must pay any other associated fees.

6. RetiredAny Direct member in good standing who has retired from full-time employment and is not currently active with any corporation or organization whose members are eligible for membership shall be eligible to apply to be a Retired Member of the Association each membership year. Retired Members are not required to pay dues, may not hold elected office or vote, but may serve on committees.

B. Vesting and Transferring of Membership

1. Membership shall be vested in the name of the member corporation or organization. A member who pays his or her own dues and changes company or employer will retain membership, provided requirements as outlined in Section III, Paragraphs 1 or 2 are fulfilled. 

2. The Membership of an individual whose dues are paid by his or her company or organization shall be transferable to another employee of the company or organization should the original member terminate the company or change responsibilities, provided the new member fulfills the requirements as outlined in Section III – Membership Categories. 

3. Regardless of whether the member or his/her former employer paid the dues, if the dues have been paid at the time the member becomes disassociated from his/her employer, the member corporation may continue as a “member in good standing” for the remainder of NEBTA’s membership year, subject to approval by the Board of Directors. 

C. New Membership

1. Requests for application forms for membership may be obtained online at www.nebta.org.   The applicant must complete and return the application form along with payment for the annual dues.

2. For those without access to the Internet, hardcopy application forms may be requested from the Chairperson of the Membership Committee for consideration. The Board will provide written notification to the applicant within 30 days. 

3. Power of acceptance to membership shall be vested in the Board of Directors. 

4. Any member who voluntarily resigns from the Association while in good standing may be considered for reelection to membership without payment of initiation fee within two (2) years after his or her resignation. 

5. The Association will make no refunds of initiation fee or assessment accepted from a member. 

6. The Chairperson of the Membership Committee shall have the responsibility to maintain and update the membership listing. 

IV. Voting

A. One vote will be allowed per Direct and Allied Member in good standing. In the case of multiple company locations of Direct Members or Allied Members, where there is a distinct division of responsibilities, each member location, individual in nature, shall be permitted one vote. 

B. At regular, annual, or special meetings of the Association, one-third of the voting membership shall constitute a quorum, and a majority of the quorum is necessary to change, amend or transact business. 

C. The manner or method of voting, whether by show of hands or ballot, shall be at the discretion of the Board of Directors. 

D. The Chairperson of the Election Committee must receive ballots no later than the close of business on the day prior to the meeting in which voting is to take place. 

E. Absentee Ballots are counted toward the quorum required for the election meeting. 

F. Amendments to the Bylaws

1. Amendments to the Bylaws of this Association shall be made by request in writing to the Board of Directors.  No proposition to amend shall be acted upon unless written notice thereof has been given to the Secretary at least thirty (30) days prior to the meeting. A copy of such proposition shall be embodied in the call for the next regular meeting, and a copy sent to the Association at least ten (10) days before the next regular meeting at which the amendment is to be voted upon.

V. Officers and Board of Directors

A. Criteria for Officers and Board Members

1. The Officers of this Association shall consist of President, Vice President, Secretary, Treasurer, and Immediate Past President (Chairperson), at least one of whom must be a Direct Member. 

2. The Board of Directors shall consist of the Officers of the Association, the Standing Committee Chairpersons, and the assistant Treasurer, at least one of whom must be a Direct Member

3. Chairmanship of the Board of Directors will be held by the outgoing President or his or her predecessor, or a member in good standing appointed by the Board of Directors. 

4. There will be no more than one officer elected from any one company, without regard to divisions, subsidiaries, or locations. 

5. Elected officer vacancies shall be filled by appointment by a quorum of the Board of Directors. The appointee is to hold office for the remainder of the unexpired term.

B. Succession Guidelines

1. In the case of multiple candidates seeking a single Board position, the position will be filled by majority vote of the membership according to Article IV.

2. In the selection of candidates, progression is not mandatory. 

C. Duties of Officers

1. President- It shall be the duty of the President to preside at regular meetings; appoint all standing and special committees; and maintain a historical background of the Association along with copies of the Audit Report. The President shall perform all duties, bear all responsibility, and enjoy all authority customary to the Office of the President. 

2. Vice PresidentIt shall be the duty of the Vice President to preside in the absence of the President and to act in the capacity of any other officer absent from the meeting. 

3. SecretaryThe Secretary shall keep and preserve a record of the proceedings of the Association which he/she will turn over to the succeeding administration, issue notices of meetings, record a list of the members and their addresses and conduct the general correspondence of the Association. 

4. TreasurerThe Treasurer shall collect and have custody of all funds of the Association and disburse monies after securing approval of the President.  The Treasurer shall prepare a statement of accounts for a report at each Board of Directors meetings and chapter meetings.  The Treasurer shall handle all billing and invoicing processes, as well as accounts receivables and financial reporting. 

5. Immediate Past PresidentThe Immediate Past President shall serve as Chairman of the Board and shall advise the board as needed on precedents and past board actions and shall take an active part in the general affairs of the Association. 

D. Powers and Duties of the Board of Directors

1. The government and management of the Association shall be in the hands of the Board of Directors. 

2. The Board shall have the right to prescribe policies and rules to be followed by all committees. 

3. The Board shall have the power to make such rules and regulations and authorize and perform such acts that may, from time to time, be required to provide for contingencies and circumstances not expressly covered by these Bylaws. Any action, however, may be modified or revoked by a vote of the majority of the members present at a special meeting called for that purpose. 

4. It shall be the duty of the Board of Directors to have the Treasurer’s records audited by an outside firm not associated with any member of the Board of Directors at the end of each fiscal year.

5. The Board of Directors and the Bylaws & Ethics Committee shall receive for consideration all complaints regarding management policy, or conduct of Officers, Committees, and individual members. They shall jointly review any other matter pertinent to the well-being of the Association that is submitted in writing by any member of the Association. The Board of Directors shall respond in writing within 30 days of receipt of document(s) by the secretary. 

6. It shall be the duty of the Board of Directors to manage the usual and ordinary affairs of the Association, to authorize all reasonable and regular expenditures, conduct all urgent business of the Association between meetings, make pertinent recommendations to the members, and handle such other matters as may be referred to the Board at any regular or special meetings of the Association. 

7. A majority vote of the Officers of the Association is required to carry a motion; and, in the presence of a tie vote, the Chairperson shall cast the deciding vote. 

8. The Board of Directors may initiate action and vote to either terminate or suspend any undesirable member after due hearing and investigation. The member will be notified in writing and may appeal the findings and request a hearing from the Board of Directors by making the request in writing. Any person whose membership has been so terminated shall not again be considered for membership. 

9. The Board shall arrange for filing of any required state and federal tax returns on an annual basis.

10. The Board shall maintain required state and federal incorporation through annual filing of reports and payment of fees. 

11. The Board shall maintain Directors and Officers insurance through payment of annual premiums. 

12. The Board shall maintain affiliation with the Chapter President’s Council through payment of annual membership fees. 

13. The Board of Directors shall have such other and further powers and duties as may be set forth in these Bylaws.  

E. Terms of Office

1. At the annual meeting, all Officers of the Association shall be elected for a term of two (2) calendar years. The terms of each Officer shall continue until his or her successor has been elected or appointed. If at the end of the calendar year of the two-year term, the member is not employed in the industry, the position held will be filled by appointment by a quorum of the Board of Directors. The appointee is to hold office for the remainder of the unexpired term. 

2. All property of the Association shall be turned over to the new Officers within thirty (30) days following the Association’s election meeting. 

F. Conflict of Interest

1. In order to circumvent controversial issues within our industry, the President will, with the approval of the Board of Directors, express the views of the Association. 

VI. Committees

A. Standing Committees

1. Standing committees are designated as follows:

Membership

Programs (Logistics & Education)

Scholarship

Communications & Technology

Bylaw & Ethics

Volunteerism & Ambassador

Government Relations

 

 2. Committee Chairpersons shall be members in good standing appointed by the Officers of the Association and will submit reports to the President as directed. 

3. Committee Chairperson will be appointed for a two (2) year term.  To avoid a complete turnover of knowledge in the same year, Membership Co-Chair terms will be staggered. 

4. Committee Members and NEBTA members at large are invited to submit their names to the Officers of the Association for consideration at the end of each two (2) year term. 

5. The current Officers will select the Chairpersons to serve the next two (2) years. Newly elected officers will fill open Committee Chairperson positions from those who have submitted their names for consideration. 

B. Election Committee

1. 90 Days prior to an election of officers, and election committee will be appointed by the Board of Directors to formally nominate candidates for the officer positions.  Members of the Election Committee must be in good standing. 

2. The Election Committee shall report to the Secretary no later than forty-five (45) days prior to the election meeting the name(s) of the members in good standing selected as candidates and the offices to which each is nominated. The Secretary will mail the Committee’s Report to the Members eligible to vote not less than thirty (30) days prior to the election meeting. 

VII. Meetings

A. Regular Meetings

1. There shall be at least four chapter meetings per year.  Educational seminars and meetings may be held at any time of the year. 

2. Meeting attendance is limited to the member of record or his or her designee. Guests will be charged in accordance with the fee indicated on the monthly meeting notice. Said costs will be collected at the door. 

B. Annual Meeting

1. The Annual Meeting shall be the last meeting of the calendar year. The election of officers will be held at this meeting every two (2) years. 

2. Every other year the NEBTA Award for Leadership and Professional Excellence shall be awarded at the Annual Meeting. 

C. Special Meetings

1. The President or Board of Directors shall be empowered to call special meetings on not less than seven (7) days' notice in writing to the Association membership. Such notice shall state the purpose of the meeting, and no other business shall be transacted. 

D. Board of Directors Meetings

1. The President shall call a Board of Directors meeting at his or her discretion, but not less than two (2) per year. Three (3) officers shall constitute a quorum. 

E. Order of Meetings

1. All meetings of the Association shall be conducted under Roberts Rules of Order, revised where otherwise not specifically provided for herein. 

2. Unless otherwise directed by the President, the following shall be the order of meeting:

Secretary's Report

Treasurer's Report

Committee Reports

Unfinished Business

New Business

Program for Meeting

VIII. Dues

A. Annual Association dues for all membership categories will be set by the Board of Directors. 

B. Annual Association dues cover membership for a membership year (July 1 – June 30) and are due no later than September 1.

C. If dues are received after September 1st and before December 31, full annual association dues are required.

D. Annual Association dues received between January 1st and May 1st will be charged at a reduced rate as defined by the Board of Directors. 

E. After May 1st Association dues will not be collected.  Instead, individuals can attend events within this time period as a guest and pay a per-event fee as determined by the Board of Directors.  

F. All annual Association fees are to be clearly stated on www.nebta.org

G. All dues are non-refundable.  Upon voluntary termination of membership, no dues will be refunded. 

H. Members who join throughout the year shall be given 30 days from acceptance of membership to remit the required dues. If dues are not received within 30 days from date of notification letter, membership will be rescinded and a new application must be submitted for future consideration. 

IX. Other Associations

A. The Association may establish a cooperative partnership / relationship with other travel industry related associations upon approval by the Board of Directors.

X. Solicitation, Sponsorship, Donations

1. Committees and/or Members should not solicit donations and/or ask for any kind of sponsorship for NEBTA purposes without the prior approval of the Board of Directors.

2. The Association may solicit advertising with the prior approval of the Board of Directors.

3. Contributions to the Scholarship Fund by NEBTA members and/or other Associations will be accepted specifically for educational purposes.