Sec. 1.  All persons who now are active members or may hereafter be admitted to active membership in this Association in the manner hereinafter prescribed, and whose dues have been paid in full for the current year, shall constitute the active membership of this Association, excepting those whose membership may have been suspended or revoked by order of the Board of Directors.

 

Sec. 2.  Qualifications for membership.  The following classes  of persons shall be eligible for active membership in the Association:

(a) Any official  stenographic reporter, either county, state, or federal, in the State of Delaware. 
(b) Any  stenographic reporter who shall have been actively engaged in the profession of  stenographic reporting in the State of Delaware and whose principal source of income is derived therefrom.
(c)  Any provider of stenographic CART or captioning working in the State of Delaware whose principal source of income is derived therefrom or in combination with (a) and/or (b) above.

 

Sec. 3.  Any person desiring to become an active member of this Association shall make a written application upon such form as the Board of Directors may prescribe, accompanied by the dues for the current year as hereinafter prescribed, stating in said application that s/he is possessed of the qualifications hereinbefore required.  Such application shall be filed with the secretary and by the secretary submitted promptly to the Board of Directors, which, if satisfied of the eligibility of the applicant for active membership, shall direct the secretary to place the applicant's name upon the roll of active members.  In case the Board of Directors is not satisfied of the eligibility of the application, the amount accompanying the application shall be returned to the applicant with the notice of her/his rejection.  Appeal from any decision of the Board of Directors may be made to the membership at the time of the next annual meeting.

 

Sec. 4.  Upon recommendation of the Board of Directors, subject to the favorable vote of two-thirds of the members present and voting at any annual meeting, any former official or general reporter, retired because of age or disability, may be elected to honorary membership in this Association, and shall be considered a life member thereof, and shall be entitled to all the privileges of membership except voting, and shall be exempt from payment of dues, provided that such membership shall cease at once in the event such person returns to the active practice of reporting.

 

Sec. 5.  Student membership may be granted to any student of  stenographic reporting.  A student member shall be eligible to renew her/his membership upon proof of eligibility.  No person qualifying for regular or associate membership may be a student member.
 Student members shall pay annual dues as prescribed in Article IV, Section 1(b), and shall be entitled to all privileges of membership except voting and holding office, and student members are not eligible for affiliate membership in Pennsylvania Court Reporters Association (PCRA).

 

Sec. 6.  Associate membership shall be available to any person eligible for Associate Member status in NCRA.  Associate members' dues obligations are the same as those of active members.  Associate members may not vote in any Association or Board of Directors Meeting.  Associate members may serve on any committee.

 

ARTICLE II - ELECTIONS

 

Sec. 1.  All officers of the Association shall be elected by ballot, by a majority vote of those present and entitled to vote at the annual meeting, and shall hold office for the term of  three years from the date of their election.

 

Sec. 2.  Vacancies:  Whenever a vacancy shall occur by death, resignation or otherwise in any office of the Association, except that of the president, the Board of Directors shall fill such vacancy by appointment until the next annual meeting.

 

ARTICLE III - DUTIES OF OFFICERS

 

Sec. 1.  Except when necessarily absent, the president shall preside at all meetings of the Association.  S/He shall be chair of the Board of Directors and shall be ex-officio a member of all other committees.  S/He shall appoint all standing and special committees and shall make appointments to fill all vacancies occurring in any committees.  At the annual meeting s/he shall submit a report containing such recommendations for the welfare of the Association as s/he shall deem wise.  S/He shall also perform such other duties as shall be required from time to time by vote of the Association of the Board of Directors.

 

Sec. 2.  In case of death, resignation, or inability to act as president, the vice-president shall perform the duties and have the powers of the president until a new president is elected under the provisions of Article II, Section 1 hereof.

 

Sec. 3.  The secretary shall attend all meetings of the Association and by her/himself, or her/his deputy, keep a record of the proceedings and acts done at such meetings.  S/He shall be a member ex-officio of the Board of Directors and act as secretary thereof.  S/He shall have and keep all books of record and other papers, documents, and files belonging to the Association or the Board of Directors.  S/He shall keep a record list of all active and honorary members of the Association, with the dates of their admission,  as well as of all members in default or suspended.  S/He shall send written or printed notice to all active and honorary members at least six weeks in advance of the time and place of each annual meeting; and, upon request, send to  any active  or honorary member a copy of the proceedings of the annual meeting as herein prescribed, and shall publish or cause to be published the proceeding of the annual meeting on the Association's website.  S/He shall perform such other duties incident to the office of secretary as are implied in other provisions of these  Bylaws and as the Association or Board of Directors may from time to time direct.

 

Sec. 4.  The treasurer shall be ex-officio a member of the Board of Directors.  S/He shall collect and have custody of all  monies due the Association.  Upon receipt of bills due by the Association, s/he shall pay the same out of the funds of the Association.  S/He shall keep a careful and accurate record of all funds received and disbursed by her/him, making a complete detailed report thereof at each annual meeting and at such other time or times as may be directed by the Board of Directors.

 

Sec. 5.  The vice-president shall be ex-officio a member of the Board of Directors.  S/He shall act in the president's stead in case of the president's death, resignation, or inability to act as president.

Sec. 6.  The immediate past president shall be ex-officio a member of the Board of Directors.

 

Sec. 7.  The voting members of the Board of Directors shall consist of the president, vice-president, immediate past president, secretary, and treasurer.

 

Sec 8.  The Executive Director shall be ex-officio a nonvoting member of the Board of Directors.  The Executive Director will inform presiding board members of upcoming annual obligations, such as making sure the annual meeting is called and that dues notices are mailed, as well as keeping updated copies of Association lists obtained from presiding board members.   The Executive Director shall not stand for election but serve until removed or replaced by a majority vote of the Board of Directors, death, resignation, or inability to act as Executive Director.

ARTICLE IV - DUES AND ASSESSMENTS

 

Sec. 1.  (a)  Each active member of the Association shall pay as annual dues the sum of  thirty dollars, which dues shall become due and payable to the treasurer on January 1st of each year.  Only members in good standing shall be entitled to vote, hold office, or serve on committees.  Only members who meet NCSA guidelines shall be entitled to hold office.  Any member whose dues are not paid within three months after they become due shall be deemed in arrears and not in good standing.  When the dues of any member shall have remained unpaid for one year after they become due, the treasurer shall cause her/him to be notified that unless the said dues be paid within one month pursuant to such notice, s/he shall thereupon cease to be a member of the Association, provided, however, that the Board of Directors may, upon receipt of satisfactory written explanation from the delinquent member, grant an extension of time for the payment of dues in arrears or may, in its discretion, waive the payment of any or all dues in arrears.  But in no case shall a member who is in arrears be reinstated and placed upon the roll of active members in good standing unless the annual dues of said member for the then current year be paid in full.
 (b)  Each student member of the Association shall pay as annual dues the sum of ten dollars, which dues shall become due and payable to the treasurer on January 1st of each year.  Any student member whose dues are not paid within three months after they become due shall be deemed in arrears, and not in good standing.  When the dues of any student member shall have remained unpaid for one year after they become due, the treasurer shall cause her/him to be notified that unless the said dues be paid within one month pursuant to such notice, s/he shall thereupon cease to be a student member of the Association, provided, however, that the Board of Directors may, upon receipt of satisfactory written explanation from the delinquent student member, grant an extension of time for the payment of dues in arrears or may, in its discretion, waive the payment of any or all dues in arrears.  But in no case shall a student member who is in arrears be reinstated and placed upon the roll of active members in good standing unless the annual dues of said member for the then current year be paid in full. 

 

Sec. 2.  The amount of annual dues for one year shall accompany each application for active membership and shall cover the dues of the applicant for the remainder of the calendar year in which paid, provided, however, that if application is made during the last three months of the calendar year, the dues shall be applied to the succeeding year.  In the event an application for membership is rejected, the amount accompanying the application shall be returned to the applicant, in accordance with  Article I, Section 3 hereof.

Sec. 3.  The Board of Directors shall have the power to levy assessments upon all active members as may be necessary for the proper conduct of the business of the Association if approved by a majority vote of the membership.

 

ARTICLE V - COMMITTEES

 

The president shall appoint the following standing committees and any additional committees that the president or the Board of Directors deem necessary:

 

Sec. 1.  Legislative Committee:  The president may annually appoint a committee on legislation whose duty shall be to promote the adoption, amendment and maintenance of proper laws securing recognition of proper compensation  or any other matters affecting the interest of  stenographic reporters in the State of Delaware.  To this end the committee on legislation is empowered to use the name of the Association in presenting its views to committees, commissions, legislative bodies or others; and, if deemed expedient by the committee, it may appoint one or more of its members to attend the sessions of any body having under consideration measures of interest to  stenographic reporters.

 

Sec. 2.  (a) Ethics and Grievance Committee:  The president may annually appoint a committee on ethics and grievances whose duty shall be either of its own motion or upon the complaint of any active member in good standing to inquire into the activities of any member of the Association which may be alleged to be of an unethical or unprofessional nature, either as affecting the interests of the stenographic reporting profession or the practice of  stenography.  All proceedings of the committee on ethics and grievances shall be confidential except so far as the committee may deem it proper to report upon any case or cases coming under its consideration to the annual meeting of the Association.  It shall be the duty of the committee on such ethics and grievances to recommend to the Association such disciplinary action as the committee deems proper against any accused member.  Any member may, after full and complete hearing, be suspended or expelled from membership in the Association for unethical and unprofessional conduct in her/his relations with the Association or any member of the same, provided such suspension or expulsion be confirmed by a two-thirds vote of all active members present and voting at any regular annual meeting of the Association.
(b)  It shall further be the duty of this committee to report to the annual meeting any general criticism coming to them affecting stenographic court reporters in general in our state from members of the bench or bar and to make recommendations concerning same to the membership assembled in the annual meeting.

 

Sec. 3.  Alternative Technologies Committee:  The president  may annually appoint an  alternative technologies committee.  The duty of the committee shall be to compile data and to study and make recommendations concerning  nonstenographic  reporting methods and their impact on Association members.

 

ARTICLE VI - MEETINGS

 

Sec. 1.  The annual meeting of the Association shall be held at such time and place as may be designated by the Board of Directors.

 

Sec. 2.  Special meetings of the Association may be called at any time by the president or Board of Directors of their own motion, and shall be called by the secretary upon the written request of five or more members, specifying the purpose thereof.  Notice shall be sent by the secretary to each active member of the Association specifying the time, place and purpose of such special meeting, and no business shall be transacted at any special meeting except such as specified in the notice thereof.

 

Sec. 3.  At regular and special meetings of the Association, seven active members shall constitute a quorum for the transaction of business.

 

Sec. 4.  The president may call such meetings of the Board of Directors as s/he or a majority of the board deem proper.  Three members of the Board of Directors shall constitute a quorum.  In case any member of the Board of Directors is unable to attend such meeting, s/he may send her/his duly-executed proxy to any active member of the Association in good standing, who may represent her/him and act in her/his full stead at such meeting.

 

Sec. 5.   Chairperson pro tem:  If neither the president nor the vice-president be present at any meeting of the Association, a  chairperson pro tem shall be chosen by the members  in attendance.

 

ARTICLE VII - ORDER OF BUSINESS

 

Sec. 1.  To facilitate the transaction of the business of the Association, the following order of business shall be observed as closely as possible at each annual and special meeting:

1. Roll call of officers and members.
2. Reading of minutes of previous meeting.
3. Report of the president.
4. Reports of secretary and treasurer.
5. Reports of Board of Directors.
6. Reports of standing committees.
7. Presentation of papers and addresses.
8. Unfinished business.
9. New business.
10. Nomination and election of officers.
11. Miscellaneous business.
12. Adjournment.

 

Sec. 2.  The presiding officer shall have the power, by unanimous consent of the active members present, to change the foregoing order of business whenever it shall appear to her/him that the business of the Association will be facilitated by so doing.

 

ARTICLE VIII - AMENDMENTS

 

These  Bylaws may be amended, altered or repealed at any regular meeting of the Association by a two-thirds vote of all active members present and voting, provided that notice of such amendments, alterations or repeal, with the text thereof, shall have been filed with the secretary and a copy thereof mailed to all active members not less than thirty days before the date of the meeting at which such proposed amendment, alteration or repeal is to be considered; provided, however, that any amendment so proposed may be adopted in such different language as may be agreed; and such amendment, alteration, or repeal shall take effect immediately after its adoption.