ARTICLE I

Name and Purpose

Sec. 1. The organization operating under this constitution shall be known as theDELAWARE SCHOOL BOARDS ASSOCIATION or the DSBA.

Sec. 2.  The Delaware School Boards Association, is not established or appointed by any public body, the General Assembly of the State of Delaware, or public official of the State of Delaware or otherwise empowered by any State of Delaware statute, regulation or governmental entity; as such, it is not to be considered or construed to be a “Public Body” as defined by 29, Delaware Code, Chapter 100, §10002 (h), and therefore is not subject to the provisions of 29 Delaware Code, Chapter 100 et. al.

Sec. 3. The Delaware School Boards Association is an IRS registered 501-C-4 tax exempt non-profit education advocacy organization that represents the interests and needs of elected and appointed Delaware public school board members.  Working with and through member school boards, the DSBA advocates for equity and excellence in Delaware public education through school board governance.

Sec. 4. This Association shall not participate, or intervene, in any political campaign on behalf of any candidate for public office.  Such non-participation or non-intervention shall not be construed to restrict the Association from supporting selected candidates’ due to their position on committees and/or legislative record of support of public education.  The Association SHALL NOT publicly endorse one candidate over another, or provide support based on political partisanship.

ARTICLE II

Membership

Sec. 1. Membership in this Organization shall be made up of the public boards of education of the State of Delaware to include the State Board of Education.

Sec. 2. The Association may operate a program of Corporate Membership which will offer businesses with interest in, or conducting business with public education entities, access to the Board of Directors and board members. There shall be no guarantee of business implied or expressed associated with corporate membership.

Sec. 3. The right to hold office in this Association, with the exception of the Executive Director, shall be limited to members of the public boards of education, that are members in good standing with the Association.

Sec. 4. The Chief School Officer of a member board of education shall be entitled to participate in all Association activities and accept appointment to Association committees. Chief School Officers shall enjoy all other rights and privileges except that of voting and holding office in the Association.

Sec. 5. The Board of Directors is authorized to establish or dissolve Associate, Non-voting Membership categories upon the majority vote of the members

ARTICLE III

Officers

Sec. 1. The officers of the Association shall be President, 1st Vice-President, 2nd Vice-President, Treasurer, and Executive Director.

Sec. 2. The duties of the President shall be:

(a) Preside at all meetings of the Association.

(b) Preside at all meetings of the Board of Directors.

(c) Appoint standing and special committees.

Sec. 3. The duties of the Vice-President shall be all of the duties of the President in his absence.

Sec. 4. The duties of the Treasurer shall be the usual duties of a treasurer.

Sec. 5. The Executive Director shall with the consent, direction, and cooperation of the Board of Directors, promote, encourage, and carry out the activities of the organization. This person shall keep all the records and be the Assistant Treasurer.

ARTICLE IV

Representative Units

Sec. 1. Each public-school district board and the State Board of Education that is a member in good standing of the Association, shall be considered a unit of this organization.

Sec. 2. Each board shall, for voting purposes at any meeting of the Association, for which due and timely notice has been provided, shall have voting rights pursuant to Article V, Sections 7 and 8 of the Association Constitution.

ARTICLE V

Board of Directors

Sec. 1. The Board of Directors shall be composed of a representative from each member public board of education and the President of the Association.

(a) The Executive Director shall be an ex-officio, non-voting member of the Board of Directors.

(b) The President of the Chief School Officers shall be an ex-officio, non-voting member of the Board of Directors.

(c) The immediate Past President may be an ex-officio non-voting member of the Board of Directors.

(d) The Legislative Committee chairman may be an ex-officio, non-voting member of the Board of Directors.

Sec. 2. Each voting member of the Board of Directors shall be a member of a school board belonging to the Association at the time he/she is designated by that school board and throughout his/her term of service on the Board. Each voting member of the Board of Directors may have one designated alternate throughout his/her term of service on the Board.

Sec. 3. The Board of Directors shall have authority to elect officers of the Association, approve the dues structure, supervise, control and direct the affairs of the Association. The Board of Directors shall actively promote the purposes of the Association, shall adopt the Association’s budget, and may adopt such rules and procedures for the conduct of its business as it shall deem advisable.

Sec. 4. The Board of Directors shall hold at least five meetings each year, at such time and place as determined by the President and Executive Director. Additional meetings of the Board of Directors may be called by the President or Executive Director, or by the written request of a majority of the members of the Board of Directors.

Sec. 5. The Board of Directors shall, by majority vote, elect a President, 1st Vice-President, 2nd Vice-President, and Treasurer from among its members.

Sec. 6. In the event there is a vacancy for any reason in the office of the President, 1st Vice-President, 2nd Vice-President or Treasurer, the Board of Directors shall elect a successor who shall serve until the next annual election. Any vacancy among the directors shall be filled first by the Alternate, then by the school board represented by that director.

Sec. 7. Each officer and director shall be entitled to cast one vote. Those officers and directors, excluding the President, representing school boards whose districts have more than 300 pupil units shall be entitled to cast one additional vote for each 300 pupil units or portion thereof in excess of the first 300 pupil units up to a maximum of five votes. The number of pupil units shall be determined by the Certified Unit Count collected and reported by the State Department of Education for the preceding school year.

Sec. 8. By a majority vote of those present, the Board of Directors may call a vote that allows directors and officers to vote on an upcoming issue by proxy. The proxy form shall be distributed by the Association denoting the issue to be voted on, the number of votes each representative is entitled to, and the deadline for returning such proxy. Proxy votes will only be entered for those directors and officers, or their designees, who are not in attendance at the meeting at which the scheduled vote is taken.

Sec. 9. A quorum shall consist of one-third of the membership of the Board of Directors, or his/her designated alternate, excluding ex-officio members.

ARTICLE VI

Annual Meeting

Sec. 1. The Board of Directors may conduct an Annual Meeting of the Association each year to which board representatives from boards that are members in good standing with the Association shall be invited.

Sec. 2. Annually, it shall be the duty of the Executive Director to report to interested parties, the affairs and activities of the Association.

ARTICLE VII

Finances

Sec. 1. The annual dues shall be the product of Factor A and Factor B:

(a) Factor A shall be the sum of the following amounts:

First 50 units $4.00 each
Second 50 units 3.00 each
Third 50 units 2.00 each
Over 150 – 1,200 units maximum 1.00 each

(b) Factor B shall be a uniformly applied multiplier approved by the Board of Directors.

(c) Billing of dues for the current fiscal year shall be based upon the Certified Unit Count collected and reported by the State Department of Education for the preceding school year.

For the purpose of dues calculations, Charter school units will not be counted in the districts in which they are located.

(d) The State Board dues shall be calculated by averaging those dues to be paid by the member local district boards entitled to one (1) vote on the Board of Directors.

Sec. 2. The Board of Directors shall cause the accounts of the Association to be audited as warranted or requested by a majority vote of the current Board of Directors or upon the transition between Executive Directors. The Treasurer or Assistant Treasurer of the Association shall report on the status of the Association’s funds at each meeting of the Board of Directors to include a budget comparison report of receipts, expenditures and reconciliation of accounts.

Sec. 3. The fiscal year of this Association shall begin on July first and end on June thirtieth.

ARTICLE VIII

Amendments

Sec. 1. The Constitution may be amended at any meeting by two-thirds vote of the Board of Directors present, provided the proposed amendment is submitted in writing to the member boards at least 45 days before the meeting.