NEVADA TRANSLATORS AND INTERPRETERS ASSOCIATION (NITA) BYLAWS
ARTICLE ONE – NAME AND GENERAL STRUCTURE
The name of this corporation shall be Nevada Interpreters and Translators Association. This corporation is organized pursuant to the General Nonprofit Corporation Law of Nevada (see: Chapter 82 of NRS)
ARTICLE TWO – PURPOSES
The purposes of NITA are:
- To advocate and promote the recognition of translation and interpretation as a profession and to protect the rights and interests of the professional translator / interpreter;
- To formulate and maintain standards of professional ethics, practices, and competence;
- To improve the standards and quality of translation and interpretation;
- To establish a system of mutual assistance;
- To publish reference materials and other publications that may advance translation and interpretation and the interest of the translator / interpreter;
- To promote social and professional relations among its members;
- To organize and support the training of translators and interpreters by lectures and courses; and organize partnerships with educational institutions
- To provide a medium for collaboration with persons in allied professions;
- To form a partnership with other translator and interpreter associations, either intra or interstate
- To foster awareness of the professions of interpretation and translation
- To conduct any and all other activities designed to effect and further its objectives and promote the general welfare of the Association.
ARTICLE THREE – MEMBERSHIP
Paragraph I – Categories: The membership of the association shall consist of three classes: Individual, student, and institutional/corporate.
Paragraph II – Eligibility and Qualifications:
(a) Individual: Any person with a reputation for ethical conduct and integrity, who is engaged or interested in translating, interpreting or closely related work, and who agrees to abide by the Bylaws of the Association and any Code of Professional Ethics adopted by it, shall be eligible for membership.
(b) Institutional or Corporate: Institutional or corporate membership shall be open to any institution or business firm of good repute, with an interest in translation and interpretation and/or translators and interpreters, which agrees to abide by the Bylaws of the Association and any Code of Professional Ethics adopted by it. Membership shall be in the name of the institution or firm itself, not its representative. A corporate/institutional member has one ‘corporate vote’; which equals three ‘individual votes’.
(c) Student: Student Membership shall be open to any person enrolled in a post-secondary educational institution that is a member of the Nevada State University System or of an institution in a county that borders Nevada, who is engaged or interested in translating, interpreting or closely related work, and who agrees to abide by the Bylaws of the Association and any Code of Professional Ethics adopted by it.
(d) Application: Application for membership, accompanied by the annual dues, shall be filed in due form. Applications not in conformity with (a), (b), (c) above may be refused by the Board.
(e) Termination: Membership shall be terminated when a member fails to renew his or her membership one month after the due date.
Paragraph III – Rights: All members shall have the right to attend and vote at any General Meetings of the Association, use all of its membership facilities, and receive all of its regular publications free or at special membership rates. The rights of institutional or corporate members shall be exercised through an individual appointed by the organization holding such membership.
ARTICLE FOUR – BOARD OF DIRECTORS
Paragraph I – Number and Term: The property, affairs, business and concerns of the Association shall be vested in a Board, consisting of four Officers, up to four Directors elected by the membership, and one Director who is a board member of the Associated Court Translators & Interpreters of Nevada (ACTION) as well as a Nevada Certified/Registered Court Interpreter, and shall serve as Director appointed by the President. Elected board members shall serve overlapping two-year terms and shall be eligible for re-election. The President, the Vice President and up to three Directors shall be elected in one year; the Secretary, the Treasurer and the remaining Directors shall be elected in the alternate year.
Paragraph II – Duties: The Board of Directors shall have the power and authority to manage the Association’s property and to regulate and govern its affairs; to determine policies and changes therein within the limits of the Bylaws of the Association; and to specify and review the work of the Directors and Officers.
Paragraph III – Meetings and Quorum: The Board of Directors shall meet at least four times a year to transact the business of the association. A majority of the board shall constitute a quorum for the transaction of such business.
Paragraph IV – Vacancies: The President shall appoint a qualified individual for any vacancy that occurs. The appointee shall hold office until the next election.
Paragraph V – Removal: Any Director who fails to attend two consecutive Board meetings without reasonable cause, who does not fulfill his or her responsibilities as Board member, or who abuses his or her office, may be removed from the Board by majority vote of the Board.
ARTICLE FIVE – OFFICERS
Paragraph I – President: The President shall preside at all meetings of the Association and of the Board of Directors. He or she shall be a member ex officio of all committees, except the Nominating Committee, without the right to vote. The President shall share with the Treasurer, the Vice President, and the Secretary the right to sign checks and warrants for withdrawal of the funds of the Association.
Paragraph II – Vice President: The Vice President shall assist the President in the performance of his or her duties, preside at meetings and otherwise assume the duties of the President during the latter’s absence or inability to act. He or she shall be a member ex officio of all committees, without right to vote. The Vice President shall share with the Treasurer, the President and the Secretary the right to sign checks and warrants for withdrawal of the funds of the Association.
Paragraph III – Secretary: It shall be the duty of the Secretary to give notice of all meetings of the Board of Directors and keep minutes thereof. The Secretary shall make sure that the minutes are available to the membership, and must turn over to his or her successor at the end of his or her term. The Secretary shall share with the Treasurer, the President and the Vice President the right to sign checks and warrants for withdrawal of the funds of the Association.
Paragraph IV – Treasurer: The Treasurer shall receive and collect all monies and give official receipts therefore; record all monies received and expended; deposit all the funds of the Association in a bank or depository designated by the Board of Directors; and shall share with the President, the Vice President, and the Secretary the right to sign all checks. Disbursement of Association funds shall be by check only. The Treasurer shall, at the annual meeting of the Association or at other times requested by the Board of Directors, make report of the financial condition of the Association. The books and records maintained by the Treasurer shall remain the property of the Association and shall be available for inspection at any time by the Board of Directors or an auditor appointed by the Board.
Paragraph V – Right to Disburse Funds: Only duly elected Officers of the Board of Directors shall have the right to disburse, assign or in any other manner encumber or dispose of, Association funds, either by check or electronically, unless otherwise authorized from time to time by the Board of Directors.
ARTICLE SIX – COMMITTEES
Paragraph I – Appointment: In addition to the standing committees listed below, the President may appoint any special committees he or she deems necessary to carry out the work of the Association. The President shall appoint the Chairs of all committees except the Nominating Committee (see Paragraph II below). Any member in good standing may be appointed to serve on any committee.
Paragraph II – Nominating Committee: The Board of Directors shall appoint a Nominating Committee consisting of at least three persons. All members in good standing, including Officers and Directors, except the President, are eligible for appointment. It shall be the responsibility of the committee to assure the renewal of the leadership of the Association by nominating at least one candidate for each position to be filled. In the event that the Nominating Committee does not complete its task within the allotted time, the Board as a whole shall then sit as the Nominating Committee.
Paragraph III- Ethics Committee: The Ethics Committee shall determine the range and scope of its work within the field of problems arising in connection with the relationship of the translator/interpreter with his or her clients, peers and others.
ARTICLE SEVEN – COMPENSATION, DUES, AND HEADQUARTERS
Paragraph I – Compensation: Officers, Directors, Chairs, and members of the committees of the Association shall receive no salaries or other compensation for this work. Duly authorized expenses incurred on behalf of the Association shall be reimbursed.
Paragraph II – Dues: The annual dues for the respective classes of membership shall be established by the Board of Directors. Dues shall be payable in advance and annually. Membership shall be terminated when dues are one month in arrears.
Paragraph III – Headquarters: The site of the Association’s Headquarters shall be determined by the Board of Directors.
ARTICLE EIGHT – PUBLICATIONS
The Association shall publish and distribute to its members and friends a Newsletter, a Membership Directory and any additional material the Board of Directors may authorize. Any such publication may, as determined from time to time by the Board of Directors, be published either in printed or electronic form.
ARTICLE NINE – FISCAL YEAR
The fiscal year of the corporation shall begin on the first day of January and end on the last day of December.
ARTICLE TEN - MEETINGS
Paragraph I – Annual General Meeting: The Annual General Meeting shall be held in March at a time and place determined by the Board. The program shall include the election and installation of Officers and Directors and the presentation of the Annual Report.
Paragraph II – General Meetings: At least four General Meetings, including the Annual General Meeting, shall be held each year.
Paragraph III – Notice of Meetings: Whenever members are required or permitted to take action at a meeting, written notice shall be given to every member not less than ten (10) days or more than ninety (90) days before the date. This notice can be sent by surface mail or electronic mail.
ARTICLE ELEVEN – VOTING AND ELECTIONS
Paragraph I – Elections: The election of Officers and Directors shall be held at the Annual General Meeting.
Paragraph II – Who may run for office: Any member in good standing may run for elective office.
Paragraph III – Nomination of Candidates: Candidates for election may be nominated in one of two ways:
(1) The Nominating Committee shall nominate at least one candidate for each position to be filled, having first obtained the consent of the candidate; or
(2) Further nominations for any position may be made by the Board of Directors by petition in writing, endorsed by five (5) members, at least thirty (30) days before the date of the election and with the consent of the candidate.
Paragraph IV – Notice of Election: The Election Notice shall be included in the Notice of the Annual General Meeting. Candidates for contested positions may submit a campaign statement for publication in the election Notice.
Paragraph V – Voting: Each member in good standing shall be entitled to one vote cast either at General Meetings of the Association or sent by email or mail. Proxies must be accompanied by a written and signed authorization by the absent member.
ARTICLE TWELVE – AMENDMENT OF BYLAWS
These Bylaws may be amended, added to, altered or repealed by a majority vote at a General Meeting, provided that the proposed changes are included in the notice of the meeting.
As modified, following approval by election at the Annual General Meeting held on Saturday, March 5, 2011, in Las Vegas, Nevada (USA).
2010-2011 NITA bylaws committee: Álvaro Degives-Más, Judy Jenner, and Karen Tkaczyk.
2008-2009 NITA bylaws committee: Álvaro Degives-Más, Tracy Young, and Karen Tkaczyk.
2007-2008 NITA bylaws committee: Álvaro Degives-Más, Pilar Aldecoatalora, and Marianne Pripps-Huertas.