ARTICLE 1: NAME AND OFFICES
Section 1. Name
A. The name of this non-profit corporation is "'Texas Association of Massage Therapists", (hereinafter referred to as "TAMT" or the "Association").
B. The name and the logo are the property of TAMT and shall be used only with the approval of the Board of Directors.
Section 2. Offices
A. The designated agent and offices for TAMT are registered with the Texas Secretary of State..
B. TAMT may also have offices at such places as the Board of Directors may deem appropriate.
ARTICLE 11: PURPOSES AND OBJECTIVES
The purposes and objectives of TAMT shall be:
A. To protect, maintain and enhance the professional development, business success and quality of life for all Texas Registered Massage Therapists.
B. To establish and promote appropriate continuing education in the areas of business development, business management and business success.
C. To promote legislation that benefits and to oppose legislation that adversely affects the massage and bodywork profession.
D. To promote and enhance public awareness and appreciation of the massage and bodywork profession.
E. To encourage the participation and affiliation of registered massage therapists and unify the massage and bodywork profession in the State of Texas for the purpose of maintaining strong ethical standards and presenting consistent public policies.
F. To conduct any lawful activity that furthers the purposes of TAMT as determined by its membership.
ARTICLE III: MEMBERSHIP
Section 1. General Eligibility
Any person, business, or organization meeting the qualifications of a membership classification set forth in these Bylaws is eligible for membership in TAMT.
Section 2. Membership Classifications and Qualifications
A. Professional Membership
1. Open to person currently holding a Texas registration as a Massage Therapist (includes temporary registration).
2. Eligible to vote on all issues, hold elected office in any position, serve on any committee, and acquire professional liability insurance through TAMT.
B. Student Membership
1. Open to any person currently enrolled in basic massage training (not advanced training) at a registered massage school or with a registered independent massage therapy instructor.
2. Eligible to vote on all issues, serve on any committee, but ineligible to hold office.
3. Issued in six (6) month increments and renewable only once (one year maximum).
C. Associate Membership
1. Open to any person, business, or organization that supports the mission of the Association.
2. Not eligible to vote or hold elected office, but may serve on any committee.
3. Issued on an annual basis.
D. Honorary Membership
1. Open to any person, business, or organization that has made an outstanding contribution of knowledge and/or service to TAMT and the massage and bodywork profession in Texas.
2. Not eligible to vote or hold elected office, but may serve on any committee.
3. Issuance and duration determined by the Board of Directors unless determined through motion specifying issuance and/or duration.
Section 3. Dues
A. Annual and/or semi-annual dues will be reviewed and established by the Board of Directors each year during the budgetary process.
B. Membership drives and discount programs may be authorized by the Executive Committee for a specific duration.
Section 4. Good Standing
Members shall be considered in good standing within the meaning of these Bylaws if the member has:
A. Remained current on Association dues.
B. Complied with the TAMT Bylaws and Code of Ethics.
C. Maintained their Texas registration or school enrollment (if applicable to classification).
ARTICLE IV: OFFICERS
Section 1. Officers and Duties
A. President
1. Shall chair all meetings of the Association and shall be chairperson pro-tem of all committees except those specifically assigned elsewhere in these Bylaws.
2. Shall be responsible for the supervision of the day-to-day business and any employees of the Association.
3. Shall be the "official representative and spokesperson" of the Association.
4. To ensure impartiality in all discussions, the President shall not have a vote on an issue except in the case of a tie vote.
5. Shall approve all operational expenditures.
6. Shall communicate to the membership through suggestions and opinions on such matters that promote the welfare and effectiveness of TAMT and shall perform such other duties necessary to the office.
B. First Vice President
1. Shall perform the duties of the President in his/her absence and, in the case of vacancy of the office due to resignation, termination, disablement or death, shall fill the office until the next regularly scheduled election.
2. Shall chair the Standing Committee on Membership Development.
3. Shall assume such other duties as assigned by the President.
C. Second Vice President
1. Shall chair the Standing Committee on Public Relations.
2. Shall assume such other duties as assigned by the President.
D. Secretary
1. Shall take the attendance of all officers and members, and shall keep the minutes of Annual meeting, Regular Membership meetings, Board of Directors meetings and Executive Committee meetings.
2. Shall maintain a permanent record of all meetings
3. Shall distribute an agenda for all meetings to all officers at least ten (10) days prior to any meeting.
4. Shall submit a summary article of each meeting for inclusion in the newsletter.
5. Shall assume such other duties as assigned by the President.
E. Treasurer
1. Shall chair the Standing Committee on Budget and Finance.
2. Shall supervise the disbursement and/or collection of funds and account for same using
generally accepted accounting procedures.
3. Shall submit a written financial report for the regular membership meetings.
4. Shall submit a summary article of each report for inclusion in the newsletter.
5. Shall submit a written "End of Year" or "Annual" report to the Board of Directors.
6. Shall assume such other duties as assigned by the President.
F. Seven (7) Regional Representatives
1. Each regional representative will be elected by the Chapters within the seven (7) state regions to serve as an Officer and Director of the Association.
2. Shall be responsible for coordinating educational and public relations activities with the Chapters in their region.
3. Shall be responsible for disseminating information about the Association and assisting with membership development in their region.
4. Shall assume such other duties as assigned by the President.
Section 2. Term of Office
General elections are scheduled annually and terms are one year. The actual date of the elections will be established by the Board of Directors. All Officers of TAMT shall serve in capacity until duly replaced. Newly elected Officers shall assume their duties during the Annual Meeting.
Section 3. Qualifications for Office
Prospective officers shall consider themselves eligible for an office if:
A. They are a professional level member in good standing.
B. They do not hold an office or directorship concurrently in another massage, bodywork, or health-care related organization where there may be a potential conflict of interest with TAMT as determined by the Nomination/Elections Committee.
ARTICLE V: BOARD OF DIRECTORS
Section 1. Composition
A. The Board of Directors shall consist of all officers outlined in Article IV of these Bylaws and shall include the immediate past president.
B. No paid employee of TAMT may serve as a voting member of the Board of Directors.
Section 2. Duties
A. Shall direct all business and financial affairs for and on behalf of the Association, be responsible for all TAMT property and funds, and insure that the overall management of the Association is vested in its membership.
B. Shall have the authority to employ, define the authority and responsibilities of, and annually review the performance of all TAMT employees.
C. Shall present to the membership at the regular membership meeting immediately following the Annual meeting, a budget for the operation of TAMT for the next year.
D. Shall fill by appointment any unexpired terms for vacated offices.
E. Shall assume such other duties as may be provided for elsewhere in these Bylaws.
Section 3. Meetings
A. The Board of Directors shall meet a minimum of two (2) times each year (or more if called), once immediately preceding the Annual meeting and the other(s) at time(s) and place(s) determined by majority vote of Board members.
B. In order to hold a Board meeting, either the President or First Vice President must be in attendance.
C. There shall be no closed/secret meetings of the Board of Directors except for the following purposes: disciplinary actions and/or grievance hearings, per-sonnei/employee decisions, personal interviews, confidential negotiations or any other matters of which public discussion could damage TAMT or the well-being of individuals.
Section 4. Quorum and Voting
A. Each member of the Board qualified to vote shall have only one (1) vote.
B. A simple majority of Directors shall constitute a quorum at any Board meeting; however, less than a majority may convene a meeting but not vote until a quorum is secured.
C. Mail ballots may be conducted by the Board of Directors only for the purposes of approving appointments, minutes of previous meetings, and proposed motions from the membership unless specifically authorized elsewhere in these Bylaws.
ARTICLE VI: EXECUTIVE COMMITTEE
Section 1. Composition
A. The Executive Committee shall consist of the President, both Vice Presidents, the Secretary, and the Treasurer.
B. No paid employee of TAMT may serve as a voting member of the Executive Committee.
Section 2. Duties
A. Shall conduct the ongoing business of the Association during times between meetings of the Board of Directors.
B. Shall determineif any action, policy or issue proposed by the Office of the President is beyond the scope of day-to-day business for that office, and determine whether a
ballot should be issued to the e p for a vote.
C. Shall establish committees as deemed necessary and define the purposes and the activities of such committees.
D. Shall review all petitions for new Chapters and, upon approval, issue same.
E. Shall review all motions and proposes Bylaw amendments made by the membership (after the Bylaws/Rules Committee review) or any committee and insure timely, proper balloting.
1. Motions or proposed Bylaw amendments must be in writing and shall state current policy or quote current Bylaw wording, the proposed wording of the new policy or or change of Bylaw, and the rationale for the new policy or change of Bylaw.
2. All motions and proposed Bylaw amendments will be balloted utilizing an inserted colored page in the newsletter. Proposed Bylaw amendments shall require publication in two (2) issues of the newsletter (two readings).
3. Nothing in these Bylaws shall be construed to prohibit the introduction of a proper motion from the floor of any regular membership meeting.
Section 3. Meetings
A. The Executive Committee shall meet as often as deemed necessary to properly fulfill it's duties and responsibilities, and may utilize any method of conducting it's business including, but not limited to, telephone, fax, e-mail, regular mail, and delivery service.
B. The Executive Committee shall meet immediately prior to each regular membership meeting to establish priorities for open discussion of issues beyond the agenda.
ARTIECLE VII: COMMMITTEES
Section 1. Standing Committees and Subcommittees
A. Shall include, but not be limited to the following committees: Membership Development, Public Relations, Budget and Finance, Law and Legislation, Nomination/ Elections, Education, Historical, Insurance/Benefits, Editorial/Newsletter, and Annual Convention Committees.
B. Any member in good standing of any membership classification shall be eligible to serve as a member of any committee except the Nomination/Elections Committee. Neither the chair nor any member of the Nomination/Elections Committee can submit their name or accept a nomination as a candidate for elected office.
C. Except as otherwise stated in these Bylaws, Standing Committee and Subcommittee members shall be appointed by their respective chairs subject to approval by the Executive Committee and shall serve until a successor is appointed.
Section 2. Special Committees
A. A Special Committee may be created by the Executive Committee or by a motion from the membership and assigned a specific function or task and shall serve until the function or task is completed or until the committee is discharged by the Executive Committee.
S. The chair of a Special Committee is appointed by the Executive Committee unless the chair is specified in the motion which created the Special Committee.
C. Special Committee members shall be appointed by the chair and approved by the Executive Committee unless the members are specified in the motion which created the Special Committee.
Section 3. Duties
The duties and responsibilities of eachcommittee will be formulated by the Executive Committee and issued as written policies and procedures to direct committee activities.
ARTICLE VIII: CHAPTERS
Section 1. Purpose
The purpose of TAMT Chapters shall be to hold meetings and conduct the business of the Chapter, to provide professional and social networking opportunities, to organize educational, public relations and membership programs on the local level, and to support the activities and programs of TAMT for the benefit of it's members.
Section 2. Chapter Names and Areas
A. Each Chapter shall be chartered by TAMT for a specific geographical area and named Texas Association of Massage Therapists - __________ Chapter. The name may be abbreviated to TAMT - ________ Chapter.
B. There shall be only one (1) Chapter in any city or town unless, upon determination by the Executive Committee, the geographical area and number of member therapists reasonably demand the formation of additional local chapters to insure the purpose of chapters is achieved. In no case will the geographical boundaries of chapters overlap.
Section 3. Chapter Formation
A. A new chapter may be established by the submittal of a Petition for Charter, signed by three (3) or more professional and/or student members in good standing that reside in and/or maintain their practice in a specific geographical area, to the Executive Committee.
B. Upon approval of the submitted Petition, TAMT shall grant a Charter establishing a TAMT Chapter.
C. Chapters shall not apply any additional requirements for membership other than those stated in these Bylaws.
Section 4. Chapter Officers
A. The required elected officers for a local Chapter are a President and a Secretary-Treasurer.
B. A Chapter may choose to make two (2) separate positions for the Secretary and Treasurer.
C. A Chapter may choose to have one (1) or more Vice President positions.
D. Chapters may establish various elected or appointed positions according to their needs.
Section 5. Chapter Meetings
A. Chapter meetings shall be held to gather the membership for the perpose of personal and professional development.
B. Chapters shall hold a minimum of one (1) meeting annually.
C. The time and place of Chapter meetings shall be determined by the Chapter officers.
D. No meeting will be held without the Chapter President or, it elected, the Chapter Vice President.
E. There is no requirement by this Association that any Chapter meeting be formal or adhere to any rules of order. Each Chapter shall decide the degree of formality for meetings within their Chapter membership.
Section 6. Reports and Events
A. A Chapter may engage in public events, including fund raising activities to support any local programs, and may collect reasonable fees from members for event participation.
B. A Chapter shall provide an annual report on activities and finances to TAMT.
C. Any massage therapists participating in events, fund raisers or exhibition/demonstrations which are sponsored by or promote the Chapter and/or TAMT are required to be current members of TAMT and must provide proof of current professional liability insurance to the Chapter President prior to participation.
D. A Chapter shall give written notice to the Executive Committee no less than two (2) weeks prior to such functions and submit a written report immediately after such functions to allow the Public Relations and Editorial/Newsletter Committees to participate for the benefit of all TAMT members.
Section 7. Discipline
A. A Chapter may be subject to disciplinary action, up to and including Charter revocation, for failure to abide by any part of these Bylaws.
B. Prior to any disciplinary action, the Chapter will be afforded an opportunity to submit a written statement explaining their position to the Executive Committee for consideration.
C. A determination will be made by the Executive Committee if any action is required, and, if action is necessary, the Executive Committee report will be forwarded to the Board of Directors for scheduling of a hearing. The Chapter will be notified of the time and place of such hearing and the Chapter representative(s) may attend.
D. Any decision by the Board of Directors to impose a disciplinary action on a Chapter
is final.
ARTICLE IX: MEMBERSHIP MEETINGS
Section 1. Regular Membership Meetings
A. Shall be held bimonthly when possible but, in any case, will coincide three times a year with the State Exam for massage therapy given in Austin, Texas. These meetings will be held at 6:00 PM on the Saturday of Exam weekend at the location of the Exam. The other three (3) meetings will be Oeld at a time and location chosen by the Executive Committee that will best adhere to the bimonthly agenda and maximize member involvement.
S. The date, time, and location of all regular membership meetings will be published in the newsletter.
Section 2. Mini-Conventions and Conferences
A. In conjunction with any regular membership meeting or at other times and locations chosen by the Executive Committee, the Association may conduct a mini-convention or conference to offer business related educational opportunities or address relevant issues. There will be no limit to the number of mini-conventions or conferences this Association can hold annually..
B. The Association may assess a fee for attendance to such mini-conventions or conferences to offset the cost of producing and managing the event.
Section 3. Annual Meeting, Convention and Trade Show
A. In conjunction with the Annual Meeting and the installation of new Officers, the Association will conduct an Annual Convention and Trade Show which will include workshop/seminars concerning business success related subjects, public relations, legislative issues, and other subject areas of interest to the membership.
B. The Association may assess a fee for attendance only for the Convention and Trade Show to cover the cost of producing and managing the event, but no member shall be charged a fee to attend the Annual Meeting.
C. The Annual Meeting, Convention and Trade Show will be held on the first weekend in August of each year.
D. Only members may attend the Annual Meeting, but non-members may attend the Convention and Trade Show for a fee set above the fee for members.
Section 4. Rules of Order
To ensure that meetings move smoothly, most will be conducted with informal rules of order. In the event of a disagreement as to the order of business, Robert's Rules of Order, Modern Edition shall prevail. The Annual Meeting will be formal and will follow such rules of order.
ARTICLE X: ELECTIONS
Section 1. Nominations
The nomination of candidates for elected office will be conducted in the March newsletter. All interested professional members in good standing are eligible and selfnomination is permitted. Nominations will stay open throughout the election process to allow write-in candidates.
Section 2. Balloting
Balloting will be conducted by inserting a colored page in the May newsletter and will include those members nominated and blank space for write-in candidates. A postmarked return date of June Ist will be required on all ballots and the polls will be declared closed on that date. The Nomination/Elections Committee will have until June 15thto complete their tally of votes and confirm the membership status for those candidates which were written in.
Section 3. Results
The results of the election will be announced in the July newsletter. The newly elected officers will be sworn in at the Annual Meeting during the first weekend in August.
ARTICLE XI: ACCESS TO RECORDS
Access to records of the Association is available to any member in good standing that submits a written request to the Executive Committee. The officer maintaining the records under request will contact the member by telephone within ten (10) business days to schedule a time to allow access or arrange for the mailing of copies. Copies of most documents can be obtained by paying a fee to cover the cost of copying and mailing. Access to internal communications, member information that a member has requested remain confidential, and records from certain Board meetings (see Article V, Section 3, C) will not be made available. Access to records that are on-site and available at a regular membership meeting can be viewed with consideration to effect on the meeting as determined by the presiding officer.
ARTICLE XII: AUTHORITY
Nothing in these Bylaws shall diminish the membership's overall management authority of this Association. Any action by the Board of Directors, Executive Committee, or any individual Officer or Director may be reversed, rescinded, altered, or deferred by proper motion and majority vote of the membership. The Bylaws/Rules Committee and bimonthly balloting in the newsletter will insure that motion submission, processing and membership balloting happen in a timely manner.
THESE ARE THE COMPLETE BYLAWS OF TAMT