[Click here for text of proposed amendments to bylaws.]
ARTICLE I - Name and Location
The North Carolina Continuing Care Residents Association (NCCCRA) is a voluntary, 501(c)(4) not-for-profit organization created and organized by residents of continuing care retirement communities ("CCRCs") in North Carolina that are licensed by the State Department of Insurance. The corporate address of this organization is 100 Carolina Meadows, Chapel Hill, North Carolina 27517. The organization shall operate in accordance with Chapter 55A of the North Carolina General Statutes and with the Bylaws incorporated herein.
ARTICLE II - Purpose of the Organization
The purpose of the NCCCRA is to further the interests of residents of continuing care retirement communities to live secure and useful lives and to monitor legislation in the North Carolina General Assembly to assure none is detrimental to the well-being of CCRC residents.
ARTICLE III - Associated Communities
Section 1. Definition
ARTICLE IV - Membership
Residents of licensed CCRCs are eligible for membership upon payment of annual dues or payment for a life membership. The amount and conditions for dues payment shall be established by the Board of Directors. The rights and privileges of membership shall be the same for each type of member so long as payments for annual membership are kept current.
ARTICLE V - Officers and Elections
Section 1. Officers
- The officers of the Association shall consist of a President, a Vice-president, a Secretary and a Treasurer. Alternatively, the Association may elect two individuals to share the office of President as Co-Presidents in which case there shall be no Vice-President and all duties assigned hereafter to the Vice-President shall be assumed by the Co-Presidents. Similarly the Association may elect two individuals to share the office of Secretary as Co-Secretaries but there shall be only one Treasurer. When there are shared offices, each officer shall fully share all of the rights, privileges and duties of the single office and in this event, any reference to actions by the President or Secretary contained hereafter shall apply jointly to the appropriate Co-Officers.
- The members of the organization shall elect each officer for a term of one year or until such time as a successor is elected. The term of office shall commence at the end of one Annual Meeting and terminate at the end of the next succeeding Annual Meeting. The Treasurer may be re-elected for a total of three consecutive terms. The other officers may be re-elected for a total of two consecutive terms in the same office. For the purposes of determining eligibility, an officer who has served more than a half term is considered to have served a full term. If there be Co-Presidents, or Co-Secretaries, tenure restrictions shall apply to each person individually, not to the team. Officers shall be current members of NCCCRA in good standing and must remain as such throughout their term of office.
- The chairperson of the Nominating Committee shall be the Past President (see Article VIII, Section 1. The Chairperson of each region shall appoint one member from its region to this committee.
- The Nominating Committee, having secured the consent of the nominees, shall submit a list of candidates to the President at least 30 days prior to the Annual Meeting.
- Further nominations, upon the prior consent of those being nominated, may be made from the floor at the time of the election.
- Elections shall take place at the NCCCRA Annual Meeting by voice vote unless there is more than one nominee for any office in which case the vote for that office shall be by written ballot.
- A vacancy in the position of President shall be filled by the Vice-President if that officer be willing and able to serve. Vacancies in the positions of other officers or of the President, if the Vice-President is not willing or able to serve, shall be filled by vote of the Executive Committee. Upon acceptance of an appointment, the appointee shall serve the balance of the term of the officer being replaced.
- The President shall preside at the Annual meeting and meetings of the Board of Directors and the Executive Committee. The Board of Directors or the Executive Committee may assign other rights or responsibilities to the President.
- The Vice-President shall preside in the absence of the President.
- The Secretary shall keep an accurate record of all business conducted at the Annual Meeting, the meetings of the Board of Directors, and of the Executive Committee. The Secretary will notify members of all meetings listed above.
- The Treasurer shall be responsible for the receipt and disbursement of all funds and recording thereof on behalf of the Association as provided in the Standing Rules.
- The fiscal year shall be October 1 to September 30 of the following calendar year.
ARTICLE VI - Annual Meeting
Section 1. Meetings
ARTICLE VII - Board of Directors
Section 1. Members
ARTICLE VIII - Executive Committee
Section 1. Composition
- The Committee shall oversee the publication of the Hotline, operate a public website, and assist and promote all activities related to membership recruitment and member education.
- The Committee shall supervise the financial activities of the Treasurer including approving the choice of financial institutions used by the Association, and approving expenditures of funds not included in the budget. The Committee shall have the authority to enter into contracts and to undertake any other financial action except setting the amount of member dues or apportioning state dues income to the Regions.
- The Committee between meetings of the Board of Directors and the Annual Meeting shall have the authority to take action and speak on behalf of the Association with respect to governmental legislation or proposed legislation only on those issues that may directly impact members financially or socially. Such action shall require an affirmative vote by at least two-thirds of the total number of eligible voters of the Executive Committee. This authority to speak or act on behalf of the Association shall not extend to legislative matters that do not directly impact members, which authority shall only be granted by action of the Board of Directors or the general membership.
ARTICLE IX - Committees
The Board of Directors may establish permanent Standing Committees with duties and responsibilities as defined in the Standing Rules. The Board of Directors, the Executive Committee or the President may establish ad hoc committees as and when needed. The chairperson of each standing committee shall be appointed by the President with the consent of the Board of Directors, which consent may be transmitted by e-mail. Members of the committee shall be appointed by the President or the Executive Committee, or when so empowered, by the chairperson of the committee. The term of office for all committee members shall extend from the date of one annual meeting to the next succeeding annual meeting. Renewal of appointment may be continued from year to year. Any Standing or Ad hoc Committee may choose to conduct meetings by electronic means so long as all members of the committee are included in the interchange.
ARTICLE X - Regions
Section 1. Definition
ARTICLE XII - Parliamentary Authority
The Parliamentary Authority shall be the current edition of Robert's Rules of Order Newly Revised, which governs all cases to which they are applicable, insofar as they are not inconsistent with the Bylaws.
ARTICLE XIII - Amendments
These Bylaws may be amended at any Annual Meeting of the membership by a majority vote of those present and voting, provided that at least 20 days advance notice of the proposed amendments has been given to all members according to the requirements set forth in the Standing Rules. Amendments may be initiated by either the Executive Committee or the Board of Directors. They may also be initiated by a petition from fifteen (15) members delivered to the Secretary with a copy of proposed text at least sixty (60) days prior to the date of the Annual Meeting. Amendments by petition shall be subject to review by a facilitator appointed by the Executive Committee to assist the petitioners in integrating the proposed amendments functionally and editorially into the existing bylaws.
ARTICLE XIV - Dissolution
Upon the dissolution of the NCCCRA corporation all assets and property of the corporation shall be distributed as required by the North Carolina statutes relating to nonprofit corporations. Any remaining assets shall be distributed to the appropriate resident body of each of the participating continuing care retirement communities according to the number of paid members in each community.