PLAN Constitution

BYLAWS of Professional Language Association of Nevada (PLAN)

Founded 2010 | Incorporated 2015 | Granted non-profit exemption 2015

ARTICLE I

NAME AND PURPOSE 

The name of the Association shall be the “PROFESSIONAL LANGUAGE ASSOCIATION OF NEVADA.” The Association is a Nevada nonprofit corporation.

The purpose of the Association shall be:

  1. To stimulate the interest of all peoples everywhere in the learning and preserving of skills in world languages;
  2. To foster discussion and interchange of ideas relative to the study and teaching of languages;
  3. To recognize excellence in the study and teaching of world languages through participation in the activities of the Association;
  4. To support and educate language instructors at all levels (primary, secondary, post-secondary) by providing resources and establishing relationships with other educators; e. To join with affiliate organizations at state, regional and national levels in advocating for the learning of world languages.

Article II

MEMBERSHIP

Any person interested in the learning or preserving of world languages and cultures is eligible for regular membership in the Association provided the annual dues are paid.

Honorary memberships may be conferred upon any individual who has made an unusual or extraordinary contribution to or advocacy for the preservation of world languages and cultures, or a contribution to the Association. Honorary memberships are conferred only upon a unanimous vote by the Governing Body Members of the Association.

Article III

OFFICERS

Officers, Elected Committee Chairpersons and Appointed Committee Chairpersons together constitute the board members.

The officers of the Association shall be President, President Elect, Past President, Treasurer and Secretary. They shall be nominated and elected as herein provided at the Spring Annual Business Meeting of the Association. Tenure of office shall begin September first (1st) or another date specified by the board in the case of an open position due to early resignation of a previous officer.  

The term of office for the President, President Elect, and Past President will each be one (1) year. Treasurer, Secretary, and Elected Committee Chairperson positions will serve a term of two (2) years. Each Appointed Committee Chairperson will serve until such time that the representative or county requests another election. 

Regularly scheduled (non-emergency) elections will take place in May of each year for the office of President Elect and every other year for all other board members. 

In the case that an emergency election is needed due to the vacating of a Board Member’s office prior to the end of the elected term, the newly elected officer will take office immediately and serve through their elected term.  This may extend their designated time commitment, as specified in the position description.   

 

  1. The President shall preside at all meetings of the Association and the board and lead PLAN in organizational decisions. At the Spring Annual Business Meeting of the Association, the President shall present a report of the activities of the Association during the preceding year. The President will create and modify committees as needed and/or voted upon by the membership.
  2. The President Elect shall perform such duties as may be assigned by the President and the Board and shall perform the duties of the President at any time the President is unable to perform such duties. The President Elect shall serve as a liaison with the Nevada Department of Education and local districts. The President Elect shall serve as Chairperson of the Teacher of the Year Committee and will assist and guide the Treasurer as needed. In the event of the early resignation of the President, this office shall be vacated when the President-Elect takes over as the new President. If the President Elect takes over duties as the President before the completion of the President Elect’s term, duties as the Teacher of the Year Committee Chairperson will be passed to the Treasurer. 
  3. The Past President shall advise the Board to ensure a smooth transition of new PLAN leadership after elections. The Past President will mentor the President Elect and the President and will assist in other duties and roles as needed.
  4. The Treasurer shall be the custodian of all Association funds and property. The Treasurer shall perform such other duties as may be assigned by the President or the Board.  The Treasurer will maintain financial records and bank statements, establish a budget, and see to the disbursement of funds at the direction of the President.  Treasurer will assume responsibility for all financial and PayPal activities including but not limited to collection of membership dues, conference/workshop registration payments, or any other monies collected by PLAN. In addition, the Treasurer shall see to the annual filing of any federal or state forms related to the Association and its non-profit status. In the event that the President Elect must take over duties as President before the end of their elected term, the Treasurer will assume the duty of Teacher of the Year Committee Chair in the case that there is no board-designated Chair or the board-designated Chair is unable to assume this duty.
  5. The Secretary shall be the custodian of all programs, papers, and documents. The Secretary shall also perform such other duties as may be assigned by the President of the Board.  The Secretary shall keep the minutes of the general membership meetings and the minutes of the Board meetings and shall be a registered agent of the corporation during the term of office. The Secretary shall work with the Membership Chairperson to maintain an up-to-date database of members and all language teachers and stakeholders in the state. 

There will be 8 permanent Committees.  Each committee chairperson serves as an officer during his/her tenure as chairperson.  Additional committees can be added based on President and Board approval. 

In order to become an Appointed Committee Chairperson, there must be a nomination process, which could include an interview and/or a written submission of qualifications, and vote of approval by ⅔ of the current Board.  Appointed Committee Chairpersons can be currently serving in other roles on the Board.   

Duties for each committee chairperson will include but not be limited to the following: 

Elected Committee Positions 

  1. Advocacy Chairperson will attend JNCL Language Advocacy Days and be the liaison between PLAN and local and/or federal government officials. 
  2. Membership Chairperson will maintain accurate records of members and all associated information. This office will be in charge of all registration for PLAN conferences and workshops. The Membership Chairperson will be responsible for communicating renewal information with members and member information with the Executive Board as needed. 
  3. Media Chairperson will maintain PLAN’s webpage and social media outlets. This office will provide regular communication with members in the form of email, bulletins, and/or newsletters. Media Chairperson will be responsible for signage needs for annual conferences. 
  4. Professional Development Chairperson will design and execute professional development opportunities for PLAN members. This office will collaborate with local, state, and/or federal individuals and entities to create learning opportunities for credit.  

Appointed Committee Positions

  1. Outreach and Mentorship Chairperson will create collaborative opportunities for members and will assist in assigning mentor-mentee partnerships.  
  2. LILL Representative will attend the Leadership Initiative in Language Learning for two (2) consecutive years as a representative of PLAN and execute their plan of action as developed in the first year.  
  3. SWCOLT Representative will attend all Southwest Conference on Language Teaching (SWCOLT) and PLAN board meetings and serve as the liaison between PLAN and SWCOLT. This is a three-year commitment and may involve travel to attend required conferences and meetings. 
  4. GEM Program Chairperson will maintain records of schools and their GEM designations and communicate with them as necessary regarding renewal. This office will be the primary contact and promoter of GEM to local and state schools. Additionally, the GEM Program Chairperson will work towards expanding the GEM program to reach all educational levels and help to maintain engagement in those programs. 

There will be 16 county representatives +1 representative from Carson City, as available. Each representative will be a voting member of the Board during his/her tenure as representative. He/she is responsible for sharing information with his/her county about the Association as well as reporting to the Board about that status of language education in his/her county. If there is a member of the Board from a county, that Board member will be that county’s representative. County representatives will also serve a term of office of two (2) years. 

Any officer of the Association may be removed from office with cause by a two-thirds vote of the Board at a regular meeting of said Board, provided the officer has had a fair hearing to determine the cause of removal.  

Each board member, committee chairperson (elected and appointed), and county representative (governing body members) will have a vote and will count as part of the quorum.  Unfilled or inactive positions will not count as part of the quorum. 

Article IV

OFFICIAL PUBLICATIONS

The official publications of the Association shall be the PLAN website and the PLAN newsletter. The newsletter shall be published as determined by the Board. 

Article V

MEETING OF MEMBERS

Section 1

There shall be a business meeting of the general membership each year, with additional meetings, as needed. All meetings will be conducted according to the Board established norms. Each year, the Board established norms should be reviewed and modified, if needed, at the first board meeting of the newly elected officers.

Section 2

Special meetings of the membership may be called by the President at any time.

Section 3

The date, place, and time scheduled for any meeting of the members shall be published in a general , email and posted to the website at least 30 days prior to the meeting date.

Article VI

DUES

Dues for the Association shall be based upon the projected estimated financial needs of the Association and may vary from year to year. The dues are to be fixed from July first (1st) to June thirtieth (30th) and announced by the Board prior to the annual meeting.  

Article VII

CONTRACTS, CHECKS, DEPOSITS, AND FUNDS

Section 1: Contracts 
The Board by majority vote may authorize any officer or officers or agent or agents of the corporation to enter into any contract or to execute and deliver any instrument in the name of and on behalf of the corporation. Such authority may be general or confined to specific instances. 

Section 2: Checks and Drafts
All checks, drafts, and other orders for payment of money, notes, or other evidence of indebtedness issued in the name of the Association shall be signed by an officer or officers, agent or agents of the Association and in such manner as shall from time to time be determined by the Board. Unless otherwise directed, financial and other business endeavors shall be signed by the Secretary and/or Treasurer and President.

Section 3: Deposits
All funds of the Association shall be deposited in a timely manner to the credit of the corporation in such banks, trust companies, or other depositories as the Board may select.

Section 4: Gifts
The Board may accept on behalf of the Association any contribution, gift, bequest, or device for the general purposes or for any specific purpose, such as scholarships, of the Association. 

Article VIII

FISCAL YEAR

The fiscal year of this corporation shall begin on the first day of July and end on the last day of June each year.

Article IX

STIPENDS AND SCHOLARSHIPS

Scholarships

As available, scholarships will be offered to Association members.  Specific criteria and application information will be made available at least 30 days before the due date for all scholarship opportunities.   

The Board or a specially-convened Scholarship Committee will evaluate applications and award scholarships.  

All scholarships awardees will be announced in the newsletter and on the website. 

Stipends

Stipends will be made available for conference attendance as available.  Specific criteria and availability will be determined by the Board.  All information will be made available to PLAN members at least 30 days before the due date.  

The Association will subsidize expenses, as available, for two Board members (normally the President and SWCOLT Representative) to attend the ACTFL Conference as Association representatives.  Association representatives who attend the ACTFL Conference, paid for by PLAN, must attend the Delegate Assembly.  The Board will determine the amount of funds available on a yearly basis. 

The Association will subsidize expenses, as available, for two Board members (normally the president and SWCOLT representative) to attend the annual SWCOLT conference. The Board will determine the amount of funds available on a yearly basis. 

Article X

AMENDMENTS

These bylaws may be amended at any meeting of the Association by a two-thirds vote of the regular members of the Association present and voting, provided notice of the substance of the proposed amendments has been disseminated to all regular members of the association at least ten days prior to the meeting, or they may be amended by a two-thirds majority of respondents to a mail-in or online ballot. 

Article XI

DISSOLUTION CLAUSE

A special meeting may be called by the President at the request of a quorum of Board members to discuss the possible dissolution of PLAN. Based on that meeting’s results and decision to dissolve as voted on by ⅔ of current Board members, a special vote for approval by a two-thirds (2/3) majority of the voting members (status determined by Membership Committee) will take place. Upon dissolution or other termination of  the PLAN, all remaining assets of  the PLAN, after payment in full of all its debts, obligations, and necessary final expenses, or after the making of adequate provision therefore, shall be distributed to such tax-exempt organizations (with purposes similar to those of the PLAN) as shall be chosen by the current Board of Directors of the PLAN. 

Bylaws adopted November 10, 2022