Metro
Professional
Photographers
Association
BY-LAWS
ORGANIZATION FOUNDED AND BY-LAWS
APPROVED ON MARCH 3, 1985.
AMENDED JUNE 21, 1988.
AMENDED APRIL 3, 1990.
AMENDED OCTOBER 4, 1994.
AMENDED JUNE 6, 2000.
AMENDED FEBRUARY 8, 2001.
AMENDED AUGUST 13, 2001.
AMENDED MAY 12, 2008.
ARTICLE I
NAME
Section 1.
This organization shall be named the Metro Professional Photographers Association and is herein referred to as the MPPA.
ARTICLE II
PURPOSE
Section 1.
The major purposes of the MPPA shall be:
A. The promotion of good fellowship.
B. Education in superior photographic techniques as well as ethical and sound business practices.
C. To inform the public and increase demand for our services.
D. To provide support for state and national photographic organizations, such as the Professional Photographers of Oklahoma and the Professional Photographers of America. It is desirable that all members of the MPPA also be members of these organizations.
ARTICLE III
MEMBER CLASSIFICATION
Section 1- Active Membership
Photographers who are available for photographic assignment a significant number of hours each week and who derive income directly from photography.
Teachers of photographic courses in educational institutions.
Owner(s) of firms supplying goods and/or services to photographers. This category shall include laboratories, suppliers, manufacturers, and publishers. The fee includes one person's membership.
Photographic Specialists with firms supplying goods and/or services to photographers.
Section 2- Active with Spouse
Spouses listed with active members shall carry associate membership status.
Section 3- Additional Active Membership
Employees of photographers and/or establishments qualifying for membership under active.
Section 4- Associate Membership
Individuals with an interest in photography who do not qualify under another classification. Spouse or immediate family member(s) of active member who do not wish to qualify as an active member.
Section 5 Allied Membership
Individuals who perform photographic support services, framers, sales staff, and those who are employees of firms supplying goods and/or services, as well as digital manipulators who wish to be fully vested members of MPPA.
Section 6- Life Membership
The Board of Directors may bestow life membership for cause to anyone with the concurrence of a majority vote of active members present and voting at a General Membership meeting. Life members so selected are exempt from paying annual dues for their lifetime.
Life membership may be bestowed upon Past Presidents following their year as President, if they have had five years of continuous membership at the time of being made a life member.
Section 7- Student Membership
Students preparing for a career in photography in a college or approved vocational or technical school. Students must list the name of the school and their photographic instructor’s name.
Section 8- Sustaining Membership
This is a complimentary membership given to those firms providing sponsorship to MPPA in some way. It may be providing door prizes for meetings and special events, sponsorship for speakers, or refreshments, etc. A complimentary advertisement in the MPPA newsletter may be given at the discretion of the President.
Section 9.
Only active, additional active, and life members in good standing will have voting privileges and are eligible for elective offices.
ARTICLE IV
DUES AND ASSESSMENTS
Section 1.
Dues and assessments, and changes thereto, shall be determined and levied by the Board of Directors upon approval of a majority vote of the active, additional active, and life members present and voting at a General Membership meeting. Notification of the proposed dues, assessments, or changes must be made to the members by newsletter, website, or electronic means at least one month prior to the General Membership meeting in which the vote will take place.
Section 2.
Annual dues shall be payable in advance for the period of 12 months, from January 1 to December 31. Notification shall be published in the MPPA newsletter, on the website, or by electronic notification to the members prior to the due date. New members joining the MPPA during the last quarter of the membership year will receive membership for the remainder of that quarter free. The dues then paid will be applied to the immediately following membership year.
Section 3.
Members 45 days delinquent in membership dues shall be notified by mail of their delinquency. If payment is not made within 30 days after notification, they shall be removed from the rolls. Paying past dues may reinstate members so removed. Former members removed from the rolls for 24 months or more must reapply for membership or pay the dues for the entire period elapsed before reinstatement.
Section 4.
The Board of Directors may issue a suspension of dues for the benefit of any member because of health or financial difficulty.
Section 5.
Dues and other fees are as follows:
Active membership- $50 Allied membership- $30
Active with spouse- $60 Student membership- $25
Additional active- $30 Life membership- complimentary
Associate membership- $30 Sustaining membership- complimentary
Dues may be altered upon recommendation of the Board of Directors and by a majority vote of the members present and voting at a General Membership meeting from time to time without requiring an immediate amendment to the by-laws. However, the by-laws should be amended at the time of annual review if the dues have changed. See Article XIII for amendment requirements.
All guests of members may attend their first meeting free of charge. When attending additional meetings, they must either choose to become a member or pay a $20 program fee in addition to the normal meeting fee. Normal meeting fee refers to the cost of dinner (if applicable) or other miscellaneous fees required for a specific meeting or seminar (i.e., art supplies, etc.). The $20 program fee will also be charged to any member whose dues have lapsed.
ARTICLE V
CODE OF CONDUCT
Section 1.
The following shall constitute the Code of Conduct for every member of the Metro Professional Photographers Association. Every member shall signify his or her intention and willingness to abide by the same in the manner provided in these by-laws.
I, ____________________, having been accepted into the membership of the Metro Professional Photographers Association, do hereby agree without reservation to this code of conduct, and do solemnly swear:
1. I will endeavor to enhance and enable the prestige and standards of the photographic profession by maintaining a dignity of manner in my behavior, in the presentation of my photography and photography services, in the appearance of my studio or place of business, and in all other forms of public contact.
2. I will observe the highest standards of honesty in all my transactions, avoiding the use of false titles, confusing or inaccurate technical terms or descriptions, and misleading terms or claims.
3. I will at all times endeavor to produce only those types of photographs and photographic services that will enhance the prestige and standards of the profession.
4. I will demonstrate a friendly spirit of cooperation with my fellow professional photographers and assist them whenever possible.
5. I will at all times avoid the use of unfair competitive practices.
6. I will assist and encourage members of my profession, and work toward continually raising the awareness and quality standards of professional photography.
7. In all matters relating to the interpretation of the code, I will recognize the authority of the MPPA.
Print Member’s Name:__________________________Date: ___________________
Signature: _______________________________________
Section 2.
This code of conduct shall be prominently incorporated with, and be a formal part of, any application for active or associate membership, and shall be signed by hand in ink by each applicant.
Section 3.
No applicant for active or associate membership shall be accepted and no services or privileges shall be accorded to any applicant unless and until the Code of Conduct has been signed.
Section 4.
All original applications for membership shall be retained permanently in the custody of the Secretary.
Section 5.
Failure to abide by the code of conduct shall constitute cause for loss of membership. Said membership is to be rescinded at the discretion of the board after the member has been notified and ample time has been allowed for the member to correct the breach of the code.
ARTICLE VI
CONDITIONS OF MEMBERSHIP
Section 1.
No member of the MPPA shall enter into any agreement the object of which is to restrain trade, limit/regulate prices, or perform any act which is contrary to law.
Section 2.
All reproductions of the emblems which are supplied to members shall remain, at all times, the property of the MPPA and shall be considered as having been supplied under loan with the privileges of use solely while the member remains in good standing.
ARTICLE VII
EXECUTIVE BOARD AND BOARD OF DIRECTORS
Section 1. Executive Board
The Executive Board consists of the President, Vice President/President Elect, Secretary, Treasurer, and Executive Advisor. The Executive Board, the Immediate Past President, and the Board Members At-Large shall constitute the MPPA Board of Directors. All members of the MPPA Board of Directors have voting privileges.
Section 2. Order of Succession
The Executive Board order of succession shall be as follows: President, Vice President/President elect, Secretary, Treasurer, Immediate Past President, and Board Members At-Large.
Section 3. Board of Directors
The MPPA Board of Directors shall have the authority to conduct routine business, set policy, and carry out the objectives of the MPPA. Condensed minutes of the Board meetings shall be available to any member upon request within a reasonable amount of time. The Board shall serve as a grievance committee to hear any charges or complaints against the conduct of the organization or any of its members. The Board shall work with the Executive Advisor in this task and shall make a report of its findings and recommendations to the membership (if personal privacy is not an issue) within 30 days of the signing of the complaint.
Section 4. Officer and Board Membership Requirements
To be eligible to serve as an elected official or a member of the Board, one must be an active member and have been a member in good standing for at least one year. To be eligible to serve as President, one must be a member in good standing of MPPA and the Professional Photographers of America.
Section 5. President
The President shall manage and coordinate all operations of the MPPA. He/she shall oversee all of the elected officers in the conduct of their assigned duties. He/she shall determine the time and place for General Membership meetings. The President shall appoint positions or ad-hoc committees as deemed necessary.
Section 6. Vice President/President Elect
The Vice President/President Elect shall, in the absence of the President, fulfill the duties of the President’s office. He/she shall have the responsibility of planning the presidential year. It is to include, but is not limited to, the establishment of operational budget objectives; securing talent for monthly meetings; fundraising; other special activities such as picnics, studio tours, and Christmas parties. The Vice President/President Elect shall be the custodian of all MPPA-owned property and is responsible to see that the appropriate equipment is present at all meetings and functions, as required. He/she shall have the added responsibility of serving as the parliamentarian, when no other member has been appointed as such.
Section 7. Secretary
The Secretary shall be responsible to coordinate the activities necessary to make and maintain accurate records of proceedings at all Board meetings and business matters handled at the general membership meetings. He/she shall conduct any official correspondence for the MPPA as directed by the President. The Secretary shall be responsible to preserve all minutes of meetings, letters of value, and other historical records, including, but not limited to, membership applications and signed Code of Conduct forms.
Section 8. Treasurer
The treasurer shall keep a record of income and disbursements. He/she shall be responsible to see that accurate financial records of the MPPA are maintained. The treasurer shall see that all accounts payable are brought before the board for review and are paid after authorization. The treasurer shall make a written report at the Board meetings of the financial conditions and projected expenses of the MPPA. He/she shall make a verbal summary report at a minimum of one general membership meeting each year. The treasurer shall provide assistance, as needed, for other officers and committees for compiling budget requests and maintaining correct accounting procedures for various activities for which these groups may be responsible.
Section 9. Immediate Past President
The Immediate Past President shall be a member of the Board of Directors and shall attend all Board meetings, for one year following his or her term of office.
Section 10. Executive Advisor
The Executive Advisor to the Board is an MPPA past president nominated by the Board and elected by the membership to serve in an advisory role to the President and Board of Directors for a time period determined by the board. The MPPA Executive Advisor provides advice, guidance, and counsel to the Officers and Board in running the organization and especially in the handling of sensitive issues. It is not intended that the Executive Advisor perform administrative tasks (unlike the Executive Directors in some organizations).
Section 11.
Six board members elected at-large by a majority vote of the voting membership shall serve with voting privileges. The At-large Board members shall be assigned duties at the pleasure of the President. At-Large Board Members shall be elected to offices numbered one through six.
Section 12.
Elected officers and board members shall pass any and all records, property, or other information pertaining to the MPPA to their successor upon termination of their respective office.
Section 13.
Vacancy in the office of the President shall be filled by a called election by the general membership within 30 days of the date the office is vacated. The Board of Directors will fill other vacancies on the Board with special consideration given to the active membership.
Section 14.
All elected executive offices shall be for a period of one year, except Vice President/President Elect, who shall become President following a year as Vice President/President Elect. At-large Board Members shall be elected for a two-year term and shall be elected on a staggered system. Even-numbered offices shall be elected on even-numbered years and odd-numbered offices shall be elected on odd numbered years. No two individuals from the same photographic concern may hold Executive Board offices at the same time.
Section 15.
Any three board members may call special meetings of the Board. All members of the Board must be contacted at least three days prior to the special meeting. All special meetings must have a simple majority to conduct business.
Section 16.
A quorum for a Board meeting shall be a simple majority of Board members. A quorum for a general membership meeting shall be at least 10% of the members in good standing.
Section 17.
Removal from Office: Any member of the Board of Directors may be removed from office for cause, such as, but not limited to: misconduct, incompetence, or inability to fulfill the duties of the office. In addition, a member of the Board may be automatically replaced should he/she be absent from three consecutive meetings without plausible excuse. The Board, by a unanimous vote of the remaining members, may request the resignation of a Board member for cause. If he/she refuses, he/she shall be removed by a three-fourths vote of the active members in good standing present and voting at a general membership meeting. The membership shall be notified in writing of such action at least three days prior to the meeting.
ARTICLE VIII
PROCESS FOR ELECTION OF OFFICERS
Section 1.
The Board of Directors shall present a list of nominees for the elected offices to the General Membership. Nominations shall also be accepted from the floor of each year-end General Membership meeting.
Section 2.
The election process shall be conducted by the immediate Past President if he/she is not a candidate for an office being voted on. If the latter is the case, the second Past President will conduct the process. If he/she is not available, a member of the nominating committee shall be appointed by the President to conduct the meeting.
Section 3.
The order of election shall be the same as the order of succession, as stated in article VII, Section 2. It is recommended, but not required, that members first become a Board Member At-large, and then work their way up through the chairs.
ARTICLE IX
PERMANENT COMMITTEES
Section 1.
The following committees may be maintained by the MPPA in order to serve the membership. The President shall appoint committees. Board members may be selected to chair committees and/or serve on committees, although strong consideration should be given to having other active members serve on committees.
Section 2-
THE COMPETITION AND EXHIBITIONS COMMITTEE shall be responsible to coordinate all photographic competitions and exhibitions for the MPPA. Their duties shall include, but not be limited to: establish and publish competition and exhibition rules, set print case fees, arrange for judges, acquire locations, and set dates and times for competitions and exhibitions.
Section 3.
THE EDUCATION COMMITTEE shall be responsible to coordinate educational activities of the MPPA. Their duties shall include, but not be limited to: hospitality for program talent, assist talent by obtaining props and/or equipment, coordinate field trips, and see that the members are notified of educational opportunities which are available to them, but not limited to the MPPA video library.
Section 4.
THE MEMBERSHIP COMMITTEE shall be responsible to actively seek new members on a regular basis and see that all applicants are reviewed as per Article V of this document. Their duties shall include, but not be limited to: obtain nametags for members, coordinate with the Secretary to act as greeters at meetings, and introduce visitors to the membership.
Section 5.
THE SPECIAL PROJECTS COMMITTEE shall be responsible to coordinate non- educational and social events. Such projects may include, but are not limited to: Christmas party and annual picnic, garage sales and auctions, obtain discounts for members, trade shows and demonstrations by manufacturers, and obtain door prizes for MPPA meetings at least once per quarter.
Section 6.
THE NOMINATING COMMITTEE. The Immediate Past President along with one board member and one active member shall chair the nominating committee. If the immediate Past President is unavailable, or no longer a member in good standing of MPPA, the second Past President shall chair the committee. Nominations are to be prepared and presented to the President and Board of Directors no later than the last Executive Board meeting before the November General Membership meeting. The Executive Board makes selections of nominees and presents them at the General Membership meeting in November for voting by the members.
Section 7.
THE PUBLICATIONS COMMITTEE. An Editor may be appointed by the President and approved by the Board for a monthly newsletter to be published in paper, emailed to members, or placed on the MPPA website. This function may be served by the MPPA Secretary. The Board of Directors may act as counselor and adviser to the Editor. A membership directory should be published on paper, on the website, or sent by email or other electronic means to all members in good standing. At a minimum, members should have access to the directory no later than the April monthly meeting of each year. Information about MPPA such as membership list, history, bylaws, etc., published on the MPPA website may serve as the “directory”.
Section 8.
THE MENTORING PROGRAM COMMITTEE. All Past Presidents of MPPA and Masters of Photography shall make up the talent pool of the Mentoring Program Committee.
The purpose of the Mentoring Program Committee is to encourage and assist the MPPA members desiring to serve as an officer in the organization, especially in the capacity of President Elect and the President.
The main function of the mentors is to assist the President Elect in the planning of his/her presidential term. This is to include, but is not limited to the establishment of operational budget objectives; securing of talent for monthly meetings; fundraising; and other special activities such as picnics, studio tours, and Christmas parties.
ARTICLE X
SPECIAL EXPENDITURES
Section 1.
All services of officers, directors, committee posts and assignments are to be volunteer and unpaid. No part of the assets or earnings of the MPPA shall be payable for the benefit of any member of the MPPA without membership approval. If any member is assigned to a project or required to give a program involving expenses then the Board may authorize payments to cover such expenses. Proposals for the expenditure of treasury funds must be submitted to the Board for their final approval in advance of payment. The Treasurer or his/her designated alternate plus one other elected official must approve payment of all expenditures in excess of $200 of treasury funds.
ARTICLE XI
FINANCIAL GUIDELINES
The Board of Directors needs to ensure that there is a sufficient amount of money in the treasury at the end of the fiscal year to operate the organization for the next full year. The guideline used for this purpose shall be not to have less than one year’s operating expense, or $2000, which ever is greater on December 31. If the treasury does not have the minimum amount of funds required, a special meeting of the Board of Directors must be called to address this deficiency and deem the necessary action(s). The reason for this action is to ensure the operations of the association continue without deficiencies.
ARTICLE XII
MEETING ORDER OF BUSINESS.
Section 1.
The official order of business shall be as recommended by Roberts Rules of Order.
1. Call to order by the President
2. Roll call of officers by the Secretary (optional). A list must be kept of the officers present.
3. President’s welcome to visitors, opening remarks, announcements.
4. Reading of minutes by the Secretary and approval by the Board.
5. Report of committees, boards, officers, etc.
6. Special order:
A. Pressing and timely business.
B. Action delayed from the last meeting.
C. Action required by the by-laws (elections, budget approval, etc.).
7. Unfinished business.
8. New business.
9. Programs.
10. President’s summary or closing remarks.
11. Comments from any members regarding the organization or its members. (No motions or business).
12. Adjournment.
Section 2.
“Roberts Rules of Order” will govern all questions of order, not addressed elsewhere in these by-laws. The current Vice President/President Elect, if there is no parliamentarian, shall retain or have ready access to a copy of the by-laws and Roberts Rules of Order.
ARTICLE XIII
AMENDMENTS TO THE BYLAWS
Section 1.
The by-laws of MPPA will be reviewed for needed changes by the Board of Directors at least once annually. These by-laws may be amended provided such amendments have been:
A. Submitted to the Board for consideration in writing or by electronic means.
B. Reviewed by the Board and passed along to the Secretary with recommendations.
C. Provided in writing, via website, by email, or other electronic means for review by the members at least 30 days prior or one General Membership meeting prior to the meeting at which voting on the amendment will take place.
D. Approved at the next regular General Membership meeting by three-fourths vote of active members in good standing, who are present and voting.
Section 2.
The by-laws of MPPA cannot be suspended temporarily or permanently in any manner other than specified in Section 1. of this article.
Section 3.
The Secretary shall maintain a record separate from the regular minutes of all revisions to these by-laws. A copy of the latest set of by-laws shall be available to any member upon request to the Secretary. This copy may be provided in writing, via website, by email, or other electronic means.
End.