By Laws 

ARTICLE I - NAME AND PURPOSES

1.1 NAME

The name of the Corporation shall be the Supervised Visitation Network, Inc., hereinafter referred to as the "Network" or "SVN". The Network shall operate as a non-profit organization.

1.2 VISION

The Supervised Visitation Network champions a world in which all vulnerable families have access to safe and quality visitation services.

 

1.3 MISSION

The Supervised Visitation Network is an International Membership Network that establishes standards, promotes education and advances professionalism in the field of supervised visitation.

1.4 CORE VALUES

The core values that shall inform all organizational decisions and activities are:

a)     Respect

b)     Integrity

c)     Ethical Behavior

d)     Excellence in Service

e)     Racial, cultural, socio-economic, and gender equity, justice, and inclusion

 

 

1.5 PURPOSES

The purposes of the Network shall be to:

a)     Establish a network of professionals who are committed to providing supervised visitation and exchange services.

b)     Provide forums for networking, training and sharing of information among supervised child access providers and other professionals involved in providing support to children and parents.

c)     Maintain a digital information hub that provides information and research relevant to safe child access for service providers

d)     Gather and disseminate training and program materials for child access service providers.

e)     Develop, maintain, and disseminate standards for practice of child access services and a code of ethics.

f)      Provide training to SVN members with the intent of improving quality of service provision.

g)     Provide public education regarding the importance of children having safe conflict-free contact with both parents and other family members and the role of child access programs in the continuum of services for divorced and separated families and for children in out-of-home placement.

h)     Maintain a directory of supervised child access providers that is available to SVN members, other professionals, families, and the general public.

i)      Educate public and private decision-makers regarding the importance of funding for child access services and provide assistance to local communities and service providers in accessing funds to provide affordable services to children and their families.

j)      Provide any other services and information as may be appropriate.

 

1.6 POWERS

The Network shall have such powers as set forth in the Articles of Incorporation and those granted pursuant to the provisions of A.R.C. SEC. 10-1005, but shall be limited to the exercise of those powers which are in furtherance of activities permitted to be carried on by a corporation exempt from federal income tax under SEC. 501 (C) (3) of the Internal Revenue Code of 1986, or the corresponding provision of any future United States Internal Revenue Code.

ARTICLE II — MEMBERSHIP

2.1 ELIGIBILTY

a)    Membership shall be available to those institutions and individuals who subscribe to the purposes of the Network regardless of race, national or ethnic origin, color, gender, religion, creed, culture, age, sexual preference, or disability.

b)    Membership shall be conferred upon individuals and institutions upon completion of the Network's application and payment in advance of all applicable membership fees.

2.2 RIGHTS OF MEMBERS

A member in good standing shall have the right to:

a)    receive notice of meetings;

b)    vote at meetings of members;

c)    serve on committees;

d)    receive copies of the Network's newsletter and other communications to the general membership from the Network;

e)    have access to the Member's section of the website;

f)      be eligible for election as a Director and/or Officer of the Network;

g)    be listed in the SVN Directory of service providers;

h)    have access to other members through the SVN member website;

i)      receive discounts for SVN conferences and trainings; and

j)      receive discounts on training and program materials distributed through the SVN Website.

2.3 STANDING

A member shall be deemed to be in good standing for one year upon payment of their annual membership fees, where payment is applicable.

2.4 CLASSES OF MEMBERSHIP

There shall be five classes of membership:

a)    Individual — This membership is for a single individual only. Although an individual member may list his/her agency in the Service Provider's Directory, if the individual leaves the agency, unless the agency has its own membership, the agency will no longer have affiliation with SVN or be entitled to a listing in the Directory.

b)    Organization - This membership shall be in the name of an organization, association, or institution which shall be represented at meetings by a person designated by that organization. The organization, association or institution may designate up to 3 individuals to be listed as SVN members entitled to vote. Each of the designated individuals shall be eligible for office and may serve on committees and will have the other rights of a member of SVN.

c)    Premium — This membership shall be in the name of an organization, association, or institution which shall be represented at meetings by a person designated by that organization. The agency, association or institution may designate up to 10 individuals to be listed as SVN members entitled to vote. Each of the designated individuals shall be eligible for office and may serve on committees and will have the other rights of a member of SVN.

d)    Global — This membership is for providers outside of North America. The Board of Directors will approve a reduced or exempt fee for this level of membership. A Global member shall be entitled to serve on committees, to receive notice of meetings, and to receive partial web-based email and other publications but shall not be entitled to vote or to hold office. Global members may opt for paid membership with full privileges.

e)    Honorary - Honorary membership may be conferred by resolution of the Board of Directors without fee, for a term to be determined by the board, to those who have made a significant contribution to the purposes of the Network. An honorary member shall be entitled to serve on committees, to receive notice of meetings, and to receive the Network's newsletter and other publications, but shall not be entitled to vote or to hold office. An honorary member may request to attend meetings of the Board of Directors.

 

2.5 DUES

Annual membership fees shall be set by the Board of Directors with a differential fee structure for Individual, Institutional, and Premium classes of membership. The Board shall also establish fees for any future classes of membership which may be created by amendment of these bylaws. Fees will be charged in US currency unless otherwise determined by the Board. Members outside of the United States may be subject to an added charge to cover additional postage costs incurred by the Network for mailing of the organization’s materials and correspondence.

2.6 TERMINATION

a)    A member in good standing may resign at any time without jeopardizing their ability to rejoin the network.

b)    Those members who are still delinquent after forty-five (45) days will be notified by SVN staff that their membership is suspended but may be reinstated without losing continuity of membership if they pay before three months has passed; Those members delinquent after three months will receive notice from SVN staff that their membership has been terminated and that they must join as a new member, thereby losing continuity of membership.

c)    The Board may suspend or expel any member in any category of membership for conduct deemed harmful to the aims and purposes of the Network. Grievances shall be submitted in writing to the SVN home offices and addressed to the Board. The Executive Director, in consultation with the Board, may conduct a review of the grievance. The Board may delegate this review to an appropriate committee.

d)    A member who has been suspended or expelled may appeal such a decision in writing to the Board. The appeal shall be reviewed at a meeting of the Board of Directors. A two-thirds (2/3) vote of those present at such a meeting shall be necessary to sustain the appeal.

e)    A member filing such an appeal may have the right to appear at the meeting where the appeal is being considered in person (or by telephone or video conference if the meeting is not held in person).

2.7 MEETINGS

a)    Types of Meetings

The members of SVN shall meet annually at an Annual General Membership (AGM) Meeting and may meet at any Special Membership Meeting (SMM) called by vote of the Board of Directors with notice provided as described in Article 2.7.c. 

 

b)    Date, Time and Location

The AGM Meeting and any SMM shall be at a date, time and place determined by the Board of Directors. The meeting may be held in person or virtually as determined by the Board of Directors.

 

c)    Notice

Notice of the AGM Meeting and any SMM shall be given no less than thirty (30) days prior to the first date of the meeting. Notification will take place through one or more of the following methods: direct mailing, the Network’s newsletter, email, or a notice posted on the SVN website.

d)    Voting

1)    Members in good standing may cast their votes for the following: election of Directors, ratification of amendments to the Network's bylaws, revisions of regional boundaries, and other measures for which thirty (30) days’ notice prior to the AGM Meeting or SMM has been provided through one or more of the following methods: direct mailing, the Network’s newsletter, email, or a notice posted on the SVN website.

2)    Voting shall be by electronic voting.

3)    The deadline for voting is 9:00 am ET the date of the AGM Meeting or any SMM. The voting shall be opened at least 30 days before the AGM Meeting or SMM.

4)    Voting accommodations will be offered to any member having difficulty with the electronic voting process. 

5)    The voting members present at any given AGM and SMM meeting shall constitute a quorum. All matters shall be passed by a simple majority unless the dissolution of the Network shall be an issue, in which case a two-thirds (2/3) majority shall be required.

6)    Voting by proxy shall not be permitted.

7)    Process of voting to elect Directors is in Articles 4.3 and 4.6.

 

e)    Conferences

An Annual Conference will be held, for educational purposes. The Annual Conference may be but does not need to be in conjunction with the AGM Meeting.

 

ARTICLE III – FORM OF GOVERNANCE AND MANAGEMENT

3.1 GOVERNANCE AND MANAGEMENT

The SVN Board of Directors holds the responsibility and authority for governing the Network. The Board of Directors is authorized and expected to delegate the management of operations of the Network to a paid Executive Director (ED) and staff or to a contracted management organization. This form of governance and management will be maintained unless an amendment to these Bylaws has been voted by the Board and ratified by the membership.

 

3.2 EXECUTIVE DIRECTOR

An Executive Director (ED), or contracted management organization, shall be selected by the Board under terms of a contract negotiated by the Board. The Board shall remain responsible for oversight of the functions of the ED, or contracted management organization, periodic review of performance, and replacement if considered necessary.

 

ARTICLE IV - BOARD OF DIRECTORS

4.1 POWERS

The Board of Directors shall conduct the business of the Network according to the bylaws and as required by law.

4.2 NUMBER

a)    The Board of Directors shall consist of no less than thirteen (13) elected and appointed and no more than twenty-nine (29) Directors. The exact number of Directors at any given time shall be voted by the Board of Directors and ratified by the membership according to the provisions in Article 8.3.

b)    Balance and composition of Board

1)    Not less than two—thirds (2/3) of the members of the Board shall themselves be members of the Network and shall be elected by the members of the Network as described in Article 4.3(a) below, with terms defined in Article 4.4(a) below.

2)    Up to one-third (1/3) of the members of the Board may come from allied professions including but not limited to lawyers, judges, mental health professionals, social services, and business and finance, and shall be appointed by the Board as described in Article 4.3(b) below with terms described in Article 4.4(b). 

 

c) The Governance and Nominating Committee shall develop criteria for the recommendation of appointed Directors to achieve the following objectives:

To provide:

1) the SVN Board with a broader base of experience in and connection to complementary fields including, but not limited to judicial, financial, and mental health; 

2) greater flexibility to meet desired organizational capacity;

3) the “institutional memory” that long tenure on the Board may afford; and

4) to assist in achieving the organization value of racial, cultural, socio-economic and gender equity and inclusion.

 

 

4.3 MEMBERSHIP OF THE BOARD OF DIRECTORS

a) Board Members elected from and by the Membership

1)    The Board of Directors shall be elected by the members of the Network at the AMG Meeting.

2)    The number of actual positions that will be filled at the Annual Election will be determined by the Nominating and Governance Committee and approved by the Board based on the needs of the Network.

3)    If possible, at least two (2) Directors from each Region shall be elected or appointed to the Board.

4)    The Board of Directors may from time to time recommend increasing the number of Directors subject to approval by the membership as set forth in Article 4.2.

5)    All those running for the Board shall be required to confirm in writing as part of the nominations process that they:

  1. agree to follow and support the SVN Standards, Guidelines, and Code of Ethics;
  2. have been a member in good standing for a minimum of two continuous membership years prior to their nomination; and
  3. Agree they may be removed from office after missing three (3) meetings in any fiscal year, absent cause as set forth in Article 4.9.

 

b) Board members appointed by the Board

1) Appointed members of the Board of Directors shall be appointed by vote of the Board of Directors.

2) All those appointed to the Board shall be required to confirm in writing as part of their appointment that they:

A.  Agree to support the SVN Standards and Code of Ethics;

B. Will attend board meetings, may miss a maximum of three (3) scheduled meetings per fiscal year, and give notice if unable to attend; and

C. At the end of each term, will be asked to state their wish to continue as a Board member, and their understanding that their re-appointment for subsequent term must be ratified by vote of the Board.

 

c)    If there is a vacancy of an appointed Board member, the Board may propose a candidate considering criteria developed by the Governance and Nominating Committee for the recommendation of appointed Directors. And a new Director shall be appointed following the selection procedure as outlined in Article 4.6 b).

 

 

4.4 TERM OF DIRECTORS

Elected members shall serve staggered three (3)-year terms, with each year approximately one-third (1/3) of Board members are up for re-election. Appointed members may serve up to three (3)-year terms that can be renewed.

a) Directors Elected by and from the Membership

1) No elected Director may serve for more than two (2) consecutive three-year terms, with the following exceptions: 

  1. If a second consecutive Director's term of an Immediate Past-President ends during his/her term as Immediate Past President, he/she shall remain a voting member of the Board until his/her/their term as Immediate Past President has ended, and/or 
  2. The term limits for an elected president and vice president shall be extended as necessary to allow them to complete their terms as officers.

b) Directors appointed by the Board

1) Appointed Directors will be appointed for up to three (3) years. Appointed Board members may agree to be appointed for subsequent three (3)-year terms without limit.

2) If an appointed member decides to leave prior to the end of the three (3) -year commitment, the Board of Directors may appoint another person to fill the remainder of the term. 

3) Terms need not be staggered for Appointed Directors.

 

4.5 VACANCIES

a) Elected Directors

1) If any Director's position becomes vacant (by resignation, death, retirement, disqualification, or any other cause), and such vacancy causes the number of Directors to fall below the minimum number required by these bylaws, the Executive Committee shall name a Director who would qualify for election to fill that vacancy.

2) In appointing a Director to fill a vacancy, if there are not the minimum required number of elected board members seated, the Executive Committee shall:

  1. Obtain the most recent slate of candidates to become a Director.
  2. Name as Director that candidate who was not elected, but who received the next highest number of votes, while maintaining the principle that each Region shall be entitled to have a minimum of two (2) representatives serve as Directors. (See section 3.7 c)
  3. If the number of Directors remains more than the minimum following the creation of a vacancy the Executive Committee may, at its discretion, choose to fill the vacancy (using the procedure described above) or may leave the position vacant until the next Annual General Membership Meeting.
  4. Any Director named by the Executive Committee to fill an elected vacancy on the Board shall hold office until the term of the Director whose vacancy they filled has expired.
  5. Any individual named to the Board to fill an elected vacancy that is less than a full 3-year term will be eligible to serve an additional two (2) full consecutive terms as Director in addition to filling the unexpired term of the vacancy.
  6. If the required number of elected board members after the resignation is still met, and the minimum number of total board members is not met, then the Executive Committee may name a new director to fill that vacancy.

 

b) Appointed Directors

If any appointed Director’s position becomes vacant and the number goes below 13 then the Executive Committee shall select a new member, following the process in Article 4.4 b).


4.6 SELECTION OF DIRECTORS

a) Elected Directors

1) Nomination of candidates for Elected Directors 

A. The Nominating and Governance Committee shall publish a list of upcoming vacancies on the Board of Directors and call for nominations for Directors from the Membership of SVN not less than sixty (60) days before the AGM Meeting. 

B. The Nominating and Governance Committee shall encourage nominations by outreach to the membership. A member of SVN may nominate themself. The Nominating Committee may nominate a member, as long as the member agrees to become a candidate.

C. In recruiting the Nominating and Governance Committee will make particular efforts to recruit candidates who will satisfy the requirement of 2 members from each geographic region required in Article 4.3 a) 3).

D. No less than thirty (30) days prior to the AGM Meeting, the Nominating and Governance Committee shall publish a slate of candidates for Directors' positions with information about each.

 

2) Requirements for Nomination

Any candidate for Director shall meet the following qualifications

      A.Must be a current member of SVN and have been a member for at least two year. B.

      B. Must have had at least a year of direct experience in providing supervised visitation services or in administration of a supervised visitation program.

      C. Must agree to the Expectations and Responsibilities of Members of the Board of Directors which each elected Board member signs.

      D. Must, as stated in Article 4.3a.5, confirm in writing as part of the nominations process that they:

              i.         Agree to follow and support the SVN Standards, Guidelines, and Code of Ethics;

              ii.         Have been a member in good standing for a minimum of two continuous membership years prior to their nomination; and

              iii.         Agree they may be removed from office after three (3) missed meetings absent cause as specified in Article 4.9.

3) Selection of Candidates 

In selecting the final slate of candidates, the Nominating Committee shall verify that each candidate fulfills the above requirements. 

4) Presentation of Nominees

The Nominating committee shall present the slate of nominees to the membership by no later than thirty (30) days before the AGM or SMM.

5) Elected Directors shall be chosen by electronic ballot by 9:00 am the day of the Annual General Membership Meeting or SMM. See Articles 2.7 c. and 6.3 c.

6) Candidate’s Statement

A. The Nominating Committee shall develop questions to which each candidate shall respond in writing as part of their Candidate’s Statement. The form of this Statement shall be approved by vote of the Board. 

B. Candidates will be asked to provide a statement that includes their reasons for wanting to be on the SVN Board and what they expect to contribute while on the Board; and

C. They shall submit answers to questions that reflect SVN’s mission and values and include the following topics: 

i.         Professional and personal achievement and expertise;

ii.         Sincerity of intent, dedication to the Network's purposes: serving children and parents who need supervised child access;

iii.         Commitment to better outcomes for families in consideration of racial, cultural, social-economic, gender equity, ability and disability; 

iv.         Commitment to ensuring that SV providers will reflect the diversity of the disciplines, sexes, races and abilities of the total membership and of the families we serve;

v.         Length of membership in SVN and any participation in committees and SVN activities;

vi.         Experience in supervised child access as a provider or administrator;

vii.         Willingness to work on the Board on behalf of the membership, to attend Board meetings, and serve on committees;

viii.         Potential as a leader of the Network; and

ix.         Activity in their home community which can be directed towards pursuit of the Network's established goals within a given Region.

7) Publication of the Slate of Candidates and the Candidates’ Statements 

            A. All nominees who have met the requirements for nomination and who have completed a Candidate’s Statement shall be on the final slate of                         Candidates for Director.

            B. No less than thirty (30) days prior to the AGM Meeting, the Nominating and Governance Committee shall publish the slate of candidates for                        Directors positions with their written Candidate Statements by posting them on the SVN website so the information is available to all voting                          Members. Any member may ask to have the information communicated in another way. Voting will open at this time. See Articles 2.7 d. and                         6.3 c.

8) Voting Procedure:

A. Each member shall be eligible to cast as many votes as there are vacancies on the Board.

B. Each member shall cast only one vote per nominee using a secure procedure for electronic voting determined by the Nominating Committee.

C. Ballots shall be confidential.

 

9) Tally of votes:

      A.  In tallying votes, the nominees will be ranked according to the number of votes that each receives. 

      B.  If electing the nominees as ranked would lead to the creation of a Board of Directors that would include at least two (2) Directors from each                        Region, then the nominees shall be elected as ranked.

      C. If electing the nominees as ranked would lead to the creation of a Board of Directors with less than two (2) Directors from any given Region, then                Directors from such a Region are to be elected. This shall be accomplished by selecting an under-represented Region's nominee(s) who have                    received the most votes regardless of overall rank order, until all Regions have at least two (2) Directors on the Board. Thereafter, the remaining                vacancies shall be filled by electing nominees as Directors according to their overall rank order of votes received.

 

b) Appointed Directors 

1.  Nomination of candidates as an Appointed Director.

Nominees for Appointed Director will be selected according to the criteria created by the Governance and Nominating Committee and approved by the Board. See Article 4.2 c. 

2..    Requirements for Nomination 

Nominees for Appointed Director shall (as stated in Article 4.3.b.2) confirm in writing that they:

       A. Agree to follow and support the SVN Standards, Guidelines, and Code of Ethics;

       B. Will attend board meetings, missing a maximum of three (3) of the scheduled meetings; and

       C. At the end of each term, state their wish to continue as a Board member, and understand that their re-appointment for a subsequent term must                   be ratified by vote of the Board.

3)    Appointment will be by vote of the full Board of Directors including both elected and appointment members.


 

 

4.7 MEETINGS OF THE BOARD

a) The Annual Meeting of the Board of Directors shall be held following the AGM Meeting on the same day.

 

b) Other meetings of the Board may be scheduled throughout the year as determined by the Board President and approved by the Board of Directors.

 

c) Special meetings of the Board of Directors may be called by the President or, if the President is not available, the Vice President and must be called by either of them upon written request of any five members of the Board. Special meetings of the Board of Directors may take place in person or virtually.

 

d) Notice of the Annual Meeting of the Board of Directors is required. A minimum of thirty (30) days' written notice of the time and place of all other Board of Directors' meetings shall be given.

 

e) Board members are required to give notice in advance if they will not be able to attend a regular or special meeting of the Board.

4.8 QUORUM

a) A quorum shall consist of a one-half (1/2) of the voting members of the Board of Directors.

 

b) If at any meeting less than one-half of the voting members are present, a majority of those present may adjourn the meeting.

 

c) Actions taken by the Board in the absence of a quorum may be ratified by absentee members through votes submitted in writing via mail or email. Such votes must be received by the Secretary within fifteen (15) days of receipt of notification of the action.

4.9 RESIGNATION AND REMOVAL

a) Any Director, either Elected or Appointed, may resign at any time by giving written notice to the Board of Directors. Any Director may be removed from office, with or without cause, by an affirmative vote of two-thirds (2/3) of all Directors at any regular or special meeting of the Board.

b) A Director, either Elected or Appointed, who is absent or misses three (3) meetings in any fiscal year, absent cause, may be terminated from the Board.

c)    Any Director, either Elected or Appointed, proposed to be removed shall be entitled to receive notice not less than ten (10) days in advance of the meeting at which such removal is to be voted upon and shall be entitled to present his/her case to the Board of Directors at such a meeting.

 

4.10       COMPENSATION

a) Directors shall not receive any salary for their services.

 

b) Directors will not be compensated for service provided as a member of the Board or one of its committees.

 

c) Upon approval by the Board, compensation or expense reimbursement of a Director may be authorized for unusual and exceptional services to the Network.

d)    Any compensation or reimbursement of Directors shall be detailed in the annual report of the Treasurer and open to review by the membership.

ARTICLE V — OFFICERS

5.1 NUMBER.

The Officers of the Network shall be a President, a Vice-President, a Secretary, and a Treasurer.

5.2 DUTIES.

The Officers shall perform the duties described in the parliamentary authority and these bylaws.

5.3 NOMINATION OF OFFICERS

a) Candidates for office shall be nominated by and among the Directors. An individual may become a candidate through any of the following measures:

1)     Proposal by a Director of their own name for any office. Directors proposing their own candidacy shall then be nominated.

2)     Nomination of officers will be made at the Annual Meeting of the Board.

b) A Director may be nominated to hold two (2) or more offices, except the offices of President and Secretary.

c) Appointed Directors may hold no more than two (2) Officer positions.

5.4 SELECTION

a) Officers shall be elected, by secret ballot, by the Directors at the Annual Meeting of the Board of Directors. Election shall be by majority vote.

b) When there are more than two (2) candidates for any office and none receives a majority, a run-off election shall be held between the two candidates who receive the highest number of votes. In the event of a tie, the President shall cast an additional vote.

 5.5 TERMS OF OFFICE

a) The terms of all officers shall be for 1 year with option of annually after that for two (2) years.

b) The term for President shall be one (1) year with one (1) year term as Immediate Past President. The term of Vice President shall be one (1) year after which they shall serve for one (1) year President followed by a one (1) year term as Immediate Past President.

 c) The number of consecutive terms which both the Secretary and Treasurer may serve shall be limited only to the requirement that they be Directors.

 d) Officers' terms of office shall begin immediately after their election.

5.6 VACANCIES

Except as otherwise specified in these bylaws, in case any office of the Network becomes vacant (by resignation, death, retirement, disqualification, or any other cause) the majority of the Directors then in office may elect an Officer to fill such a vacancy.

5.7 PRESIDENT

a) The President shall be the principal executive officer of the Network and is charged with the general direction, supervision, and management of the Network and its officers.

b) The President shall be an individual who has had direct experience providing supervised visitation services as a Member of SVN and/or administering an SVN Member organization.

c) The President shall preside at all meetings of the Board as Chair of the Board and shall also preside at all AGM Meeting and any SMM.

d) The duties of the President shall be those usually pertaining to the office including:

1) Serving as ex-officio member of all committees;

2) Preparation of an annual report to the membership;

3) Preparation of an agenda for all meetings;

4) Provide liaison with and oversight of the Executive Director through regular meetings; and

5) Other duties as assigned by the Board of Directors.

 e) The President shall be one of the Officers empowered to sign checks for the Network.

5.8 VICE PRESIDENT

a) The Vice President shall be the President-Elect and shall assume the office of President upon completion of his/her term as Vice-President.

b) The Vice President shall assume the duties and responsibilities of the President in the absence of the President.

5.9 SECRETARY

a) The Secretary shall be responsible for the maintenance of records of all meetings of the Board and of the AGM Meeting and any SMM and shall make such reports as necessary.

b) The Secretary shall perform such other duties as may be assigned by the Board of Directors.

c) The Secretary shall be one of the Officers empowered to sign checks for the Network.

5.10 TREASURER

a) The Treasurer shall be responsible for the supervision of all the fiscal affairs of the Network and shall be one of the Officers empowered to sign checks for the Network.

b) The Treasurer shall serve as Chair of the Finance Committee. With the advice of the Finance Committee and coordinating with the Executive Director, the Treasurer shall prepare a budget for each year's activities for Board approval and shall supervise the expenditure of all funds and the investment of surplus funds.

c) The Treasurer shall maintain accounts, or arrange to have accounts maintained, and shall present at the AGM Meeting a report for the fiscal year and the completed fiscal quarter(s) immediately preceding the Annual Meeting, showing in appropriate detail the following:

1)     The assets and liabilities of the Network.

2)     The Principal changes in these assets and liabilities.

3)     The revenue and receipts of the Network.

4)     The expenses or disbursements of the Network.

5)     The Treasurer shall perform such other duties as determined by the Board.

 

5.11 RESIGNATION AND REMOVAL

a) Any officer may resign at any time by giving written notice to the Board of Directors. Any Officer may be removed from office, with or without cause, by an affirmative vote of two-thirds (2/3) of all Directors at any regular or special meeting of the Board.

b) Any Officer proposed to be removed shall be entitled to notice not less than ten (10) days in advance of the meeting at which such removal is to be voted upon and shall be entitled to appear before the Board of Directors at such a meeting.


 ARTICLE VI — COMMITTEES

6.1 COMMITTEES

 a) The Board of Directors shall appoint such committees as are necessary for the effective administration of the Network. The Network shall have the following Committees:

1)    Executive;

2)    Governance and Nominating; and

3)    Finance.

b) Committee members need not be on the Board of Directors.

c) Members may serve on multiple committees, however, a single member may not serve as chair of more than one (1) committee at any given time.

d) Except as otherwise specified in these bylaws, committees shall be empowered to elect, from the ranks of their members, that individual who is to serve as Committee Chair. If the Chair of a Committee is not a member of the Board of Directors, a Board member will be selected by the Board to serve as co-chair of the committee.

e) The Executive Director, or named responsible person of a contracted management organization, shall be an ex-officio member of all Committees.

f) Exception to Participation of ED or management organization.

The Executive Director, or named responsible person of a contracted management organization, may be requested by the Chair of a Committee not to participate during a Committee meeting when his/her/their performance, contract, or compensation is being discussed.

 6.2 EXECUTIVE COMMITTEE

a) There shall be an Executive Committee consisting of:

1) the Officers of the Network; and

2) One additional Director appointed by the President.

b) The Executive Committee shall meet as necessary to review and prepare for consideration the policies, programs, and priorities of the Board of Directors. It shall carry out the directives of the Board and shall also be empowered to take emergency action conforming to plans generally agreed upon by the Network. Meetings of the Executive Committee may be held by telephone or other virtual form of communication.

c) The President shall serve as Chair of the Executive Committee.

d) The Chair of another Committee shall be a voting member of the Executive Committee if he/she has been selected from among the Directors. They shall be a non-voting member of the Executive Committee if not concurrently serving as a member of the Board of Directors.

 

6.3 GOVERNANCE AND NOMINATING COMMITTEE

a) The Governance and Nominating Committee is responsible for

1)    Revisions to the Bylaws, as needed;

2)    Initiating periodic review and updating of the SVN Standards for Practice and the Code of Ethics;

3)    Annual solicitation and presentation of nominees for open elected and appointed positions on the Board of Directors;

4)    Development and management of an Assessment process to support Board member participation and engagement; and

5)    The role of the Nominating Committee in the selection of candidates for Elected Directors is specified in Article 4.6 a) and the selection of Appointed Directors in Article 4.6 b).

b) The Chair of the Governance and Nominating Committee shall be elected as provided in Article 5.1 d). Other Governance and Nominating Committee members shall be appointed by the Chair and may include both Board members and members of the Network.

c) The Committee shall engage SVN members from each of the geographic Regions in identifying prospective nominees as candidates for election to the Board.

 

6.4 FINANCE COMMITTEE

The Finance Committee shall be chaired by the Treasurer and shall review the proposed expenditures of the Network and provide recommendations on:

a)     Membership fees (both national and regional).

b)     Conference fees (both national and regional).

c)     Funding for publications and special projects.

d)     The Finance Committee shall advise and assist the Treasurer in the preparation and oversight of the annual budget.

 

6.5 SPECIAL COMMITTEES

The Board of Directors may, at any time, appoint other committees on any subject for which there is no standing committee.

6.6 REPORTS

The Chair of each committee shall prepare a written report of the committee's activities and submit the report to the secretary with sufficient time to post to the membership in advance of the AGM Meeting or SMM.

6.7 COMMITTEE QUORUM

A majority of any committee of the Network shall constitute a quorum for the transaction of business, unless a committee shall decide otherwise by majority vote of its entire membership.

6.8 COMMITTEE VACANCIES

Except for the Nominating Committee, the various committees shall have the power to fill vacancies in their membership. A vacancy in the Nomination Committee shall be filled by appointment of the President.

6.9 FUNDS

No committee may raise money, expend money, or incur expenses or indebtedness without prior approval of the Board of Directors or the Executive Committee.

ARTICLE VII  BOARD PROCEDURES 

 

7.1 FORM 

These Bylaws are supplemented by a set of Board Procedures which shall be set forth in a document attached to the Bylaws and available to all SVN Members. 

7.2 PURPOSE

The purpose of the Board Procedures is to put in a separate document items that put into effect the principles of the Bylaws, such as dates of meetings, or details of implementation that are likely to need to be changed periodically, leaving the Bylaws devoted to principles of SVN Board practice, briefer, and easier to read. The intent is to put in this document only items that can appropriately be approved by the Board of Directors alone, without affecting the fundamental rights of members of SVN.

 7.3 APPROVAL AND AMENDMENT

The Board Procedures must be initially approved and may be amended by the Board of Directors at any Board meeting, provided that 30 days’ notice of the proposed amendment has been given to each Board Member, with the content of and reason(s) for the proposed change. At the Board meeting to vote on the amendment, there shall be an opportunity for discussion and any Board member may propose a further amendment to the change. Approval shall be by majority vote.

7.4 NOTICE

Notice of the initial Board Procedures and notice of any amendment approved by the Board, shall be posted on the SVN website, and a copy of the current Board Procedures shall be available on the SVN website in the same location as the SVN Bylaws.

ARTICLE VIII  APPROVAL, RATIFICATION & AMENDMENT OF BYLAWS

 8.1 MAJORITY VOTE

These bylaws may be amended by the majority vote of the Board of Directors at any regular meeting or at any special meeting called for that purpose.

8.2 NOTICE

A minimum of thirty (30) days' notice must be provided to the Board of Directors on the subject matter of proposed amendments.

8.3 RATIFICATION

RATIFICATION. Amendments of bylaws passed by the Board of Directors must be ratified by vote of the Members of the Network following their approval by the Board of Directors. Notice of amendments to be ratified must be provided to all voting members by regular mail or email, and through one or more of the following methods: special meeting such as a State of the SVN webinar, the network newsletter, or posting to the SVN website. Members shall have not less than thirty (30) days to vote using a secure procedure for electronic voting.

ACCEPTANCE OF BYLAWS:

The above Bylaws were approved by the Board of Directors on May 28, 2021, and ratified by the membership on July 9, 2021.