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VIRGINIA ASSOCIATION FOR HEALTH, PHYSICAL EDUCATION,
RECREATION AND DANCE

BY-LAWS
Last Modification 11-2008


Article I - Membership

Section 1: Membership in the Association shall be designated as Active Professional, Emeritus, Student, Complimentary, and Retired

  • Active Professional Membership shall consist of persons professionally prepared in the field of health, physical education, recreation, dance, and/or athletics or professionally engaged in some aspects of the program.

  • Emeritus Membership with full privileges may be extended to retired persons deemed worthy of this distinction by a simple majority vote of the Board of Directors.

  • Student Membership shall consist of those undergraduate and graduate students majoring in health, physical education, recreation, dance and who have paid annual dues specified in the By-Laws, Article IX.

  • Complimentary Memberships may be bestowed upon individuals who have made unique and substantial contributions to the Association. Such membership shall be recommended by the Board of Directors and shall be for one year.

  • Retired memberships will be available to professionals no longer employed in the field.

Section 2: Active Professional, Life, Emeritus and Retired Members shall have the right to hold office in the Association with all the rights and privileges assigned to that office.

Section 3: Student members shall have the right to hold office and vote in the Student Section of the Association.


Article II - Representative Assembly

Section 1: The Representative Assembly shall consist of:

  • The Board of Directors.
  • The Chair of each Section.
  • The Executive Director and the Parliamentarian who are non - voting members.

Section 2: All members of the Representative Assembly shall be members of VAHPERD. Each Representative, with the exception of the Executive Director and Parliamentarian, shall have one vote.

Section 3: It shall be the duty of the Representative Assembly to:

  • Effect all changes in the Constitution and By - Laws;
  • Elect VAHPERD officers;
  • Conduct such business as necessary;
  • Exercise veto power over action taken by the Board of Directors upon three fourths majority of the votes cast at an official meeting, or by a three-fourths majority of members replying by mail vote, provided that a quorum, as hereinafter stipulate, voted in the mail ballot;
  • Perform other duties as hereinafter provided.


Section 4: When mail vote is authorized, no mail vote shall be valid beyond thirty (30) days after official notification. An official notification date will be posted on the document.

Section 5: A meeting of the Representative Assembly shall be held at the time and place of the VAHPERD Convention. Other meetings may be called by the President of the Association or at the written request of a majority of the Representative Assembly.

Section 6: A simple majority of the Representative Assembly present in person or by written proxy shall constitute a quorum. Any qualified member of the State Association may act as a proxy.

Section 7: Members of VAHPERD may attend the Representative Assembly meetings without voting privileges. They may address the Assembly by consent of a simple majority.

Section 8: The Executive Director shall notify all Representative Assembly members of all Representative Assembly meetings at least thirty (30) days in advance.

Article III - Executive Committee

Section 1: The Executive Committee shall consist of the President, Past President, President Elect, and the Executive Director as a non-voting member.

Section 2: It shall be the duty of the Executive Committee to transact Association business in an emergency situation between Board of Directors meetings.

Section 3: It shall be the duty of the Executive Committee to schedule the meeting(s) of the Board of Directors.
Article IV - Board of Directors

Section 1: The Board of Directors shall consist of the President, President-Elect, Past President, Division Vice-Presidents, Division Vice-Presidents-Elect, Past Vice-Presidents, and the chair of the student section. The Executive Director and the Parliamentarian shall be non-voting members of the Board of Directors.

Section 2: All elected members of the Board of Directors shall be members of VAHPERD and AAHPERD.

Section 3: The term of office for members of the Board of Directors is three years. Attendance at all Board of Directors meetings is expected. To remain an active member of the Board of Directors, attendance at 50% of yearly meetings is required. Any absence beyond 50% will result in dismissal from the Board of Directors.

  • Following the first and second missed meetings, the Executive Director sends the board member a notice with the attendance policy attached.
  • When a third meeting is missed, the President sends a formal dismissal notification, thanking them for their services.
  • After dismissal, the President appoints a replacement as stated in the Bylaws.

Section 4: It shall be the duty of the Board of Directors to review recommended amendments to the Constitution and Bylaws prior to the business meeting and to present the same with recommendations to the Representative Assembly.

Section 5: It shall be the duty of the Board of Directors to carry out the instructions of the Representative Assembly.

Section 6: The Board of Directors shall be responsible for the approval of the annual budget and related financial matters as specified in the Investment Policy.

Section 7: Membership dues and convention fees shall be determined by the Board of Directors.

Section 8: It shall be the duty of the Board of Directors to determine the place and date of the annual convention as hereinafter provided.

Section 9: There shall be a Board of Directors meeting within seventy-two hours following the election of officers.

Section 10: A simple majority of the Board of Directors shall constitute a quorum for transacting routine business.

Section 11: Succession of Officers

  • In the event that a vacancy occurs on the Board of Directors between conventions, and these Bylaws do not otherwise provide for filling such a vacancy, the President shall appoint, with Board approval, a replacement to serve until the next official meeting of the Representative Assembly.
  • Should a vacancy occur in the office of President, the President Elect shall serve the unexpired term as well as his/her own term. The Past President shall serve a second term as Past President.
  • Should a vacancy occur in the office of President Elect, the President shall submit a slate of two candidates to the Representative Assembly. The Representative Assembly then selects the new President Elect. If only a single candidate can be found that appointment must still be approved by the Representative Assembly. This person will serve the remainder of the President Elect term and continue through the normal progression of President and Past President.
  • Should a vacancy occur in the office of Past President, the most immediate Past President shall serve the unexpired term.
  • Should the offices of President, President Elect, and Past President be vacated simultaneously, the Executive Director shall act as a temporary Chair of the Board of Directors, to elect officers to serve the unexpired terms.
  • Should a vacancy occur in the office of Division Vice-President, the Vice-President-Elect shall serve the unexpired term as well as his/her own term. The Past Vice-President shall serve a second term as Past Vice-President.
  • Should a vacancy occur in the office of Vice-President-Elect, the President shall submit a slate of two candidates to the Representative Assembly. The Representative Assembly then selects the new Vice-President-Elect. If only a single candidate can be found that appointment must still be approved by the Representative Assembly. This person will serve the remainder of the Vice-President-Elect term and continue through the normal progression of Vice-President and Past-Vice-President.
  • Should a vacancy occur in the office of Past Vice President, the most immediate Past Vice President shall serve the unexpired term.
  • Should vacancies occur simultaneously in the offices of Vice-President, Vice –President-Elect, and Past Vice-President within a Division, the President shall appoint, with Board approval, a presiding officer.

 Article V - Duties of the Officers of the Board of Directors

Section 1: The officers shall consist of the President, President-Elect, the Past President, the Division Vice-Presidents, the Division Vice-Presidents-Elect, and the Division Past Vice-Presidents serving in a manner herein after provided.


Section 2: The President shall:

  • Act as Chair of the Board of Directors, Representative Assembly, and the Executive Committee
  • Appoint all ad-hoc committees
  • Have the power of official action with Executive Committee approval during emergencies that may occur between official meetings of the Board of Directors.
  • Appoint a parliamentarian from the membership to interpret the application of Robert's Rules of Order, latest edition during all Representative Assembly and Board meetings.

Section 3: The President-Elect shall:

  • Act for the President in his/her absence and in the case of the President's death or resignation, shall succeed him/her for the unexpired term as well as serving his/her own term.
  • Automatically succeed to the respective office of President following the Convention.
  • Serve on the Membership Committee and chair the Strategic Planning Committee.
  • Prior to the summer Board meeting, prepare for Board approval a list of standing committee members and liaisons that will serve during his/her term as president.

Section 4: The Past President shall:

  • Be responsible for coordinating the annual Convention in cooperation with the Division Past Vice-Presidents.
  • Assist in whatever manner possible with the business of the Association.
  • Preside at meetings of the Board of Directors in the absence of the President and President-Elect.
  • Serve on the Convention Site Committee.

Section 5: The Division Vice-President shall:

  • Represent his/her respective Division on the Board of Directors.
  • Perform those duties as outlined in the Division Operating Code.

Section 6: Vice Presidents Elect shall:

  • Act for their respective Vice Presidents in their absence.
  • Automatically succeed to their respective office of Vice President at the conclusion of the Representative Assembly at the annual convention.
  • Perform those duties as outlined in the Division Operating Code.

Section 7: The Past Vice President shall:

  • Assume the office of Vice President in the absence of both the Vice President and Vice President Elect.
  • Perform those duties as outlined in the Division Operating Code.

Article VI - Election of Officers of the Board of Directors

Section 1: A slate of two nominees for each of the following offices, President-Elect and Division Vice Presidents Elect, shall be prepared by the Nominating Committee. Additional candidates, with their written approval, may be nominated from the floor of the Representative Assembly. The gender of the candidates for office of President Elect shall alternate each year.

Section 2: Voting for all officers shall be by written ballot.

Section 3: All officers are elected for a three-year term, serving the first year as Elect, the second year in office, and the third year as Past. The term of office begins immediately following the Representative Assembly meeting at the annual convention at which elections are held.

Section 4: Voting for all elected officers of VAHPERD, except for Section officers, shall be a function of the Representative Assembly.

Section 5: At the Representative Assembly at which officers are to be elected, the Chair of the Nominating Committee shall submit a slate of two names for each office: President Elect and Division Vice Presidents Elect.

Section 6: In order to be elected, a candidate must receive a majority of the votes cast. In the event of both a Division Vice President and Vice President Elect being elected, the candidate with the most votes shall become the Vice President Elect and the other candidate will become the Vice President.

Section 7: No person may simultaneously hold two elected offices. If a person is elected to a higher office, his/her original office will be declared vacant and filled according to these Bylaws.


Article VII - Divisions and Sections

Section 1: A "Division" includes "Sections" representing specific professional areas of interest. The Divisions shall include Dance, General, Health, Physical Education, and Recreation.

Section 2: Division and Section Structure:

  • Individuals wishing to form new or change existing Divisions or Sections must follow Article XV of the Bylaws.
  • Officers of a new Division shall be appointed by the Executive Committee for the first year. Officers for new sections shall be appointed by the appropriate Division Vice President for the first year.

Section 3: Sections shall be assigned to Divisions by vote of the Board of Directors. Each section shall have the right to fix the qualifications of its members provided such action does not violate the Constitution and/or Bylaws.

Section 4: To be eligible for continuance of affiliation, each Section must present a convention program or co?sponsored program or project approved by the Division Vice-president.

  • A section that does not sponsor or co-sponsor a presentation at two consecutive conferences will be brought before the Board of Directors to determine its continued affiliation within the association

Section 5: Meetings of each Section held at the annual Convention may be attended by any member of the Association. Each Section shall hold a business meeting at the Convention in conjunction with the Division meeting for the purpose of electing officers and conducting other business.

Section 6: The officers of each Section shall be Chair, Chair-Elect and Past Chair. Candidates for offices of Sections shall be VAHPERD members and shall be elected by those persons present at the Section business meeting during the annual Convention.

Section 7: In case of death, resignation, or other reasons for which the Chair of a Section is unable to serve, the Chair Elect shall serve as Chair for the unexpired term as well as his/her own term.

Section 8: In the event a vacancy occurs in a Section office, and these Bylaws do not otherwise provide for filling such a vacancy, the appropriate Vice President may appoint a replacement for the remaining term of that office, upon approval of the Executive Committee.

Section 9: The Sections under each Division shall be as follows:

Dance Division
     Dance Education
     Dance Performance


General Division
     City/County Supervisors
     College/University Chairs
     Men's and Boys' Athletics
     Research
     Sports Management
     Students
     VAGWS (Virginia Association for Girls and Women’s Sports)

Health Division
     College and University Health
     School Health
     Community and Work site Health

Physical Education Division
     Adapted Physical Education
     College Physical Education
     Elementary Physical Education
     Middle School Physical Education
     Secondary Physical Education
     Recreation Division
     Outdoor Recreation
     Leisure Activities


Article VIII - Committees/Liaisons/Coordinators

Section 1: The Standing Committees will be: Awards, Convention Site, Finance, Legislative Affairs, Membership, Necrology, Nominating, Strategic Planning, and Structure and Function.

  • Membership on Standing Committees shall be rotating three-year terms. Consecutive three-year terms shall not be permitted.
  • With approval of the Board of Directors, the President-Elect shall appoint available positions on Standing Committees during his/her presidential year.
  • All Standing Committees shall be organized according to an Operating Code. Each committee shall have its own code including a statement of purpose, organization, and responsibilities.

Section 2: Ad Hoc Committees may be created for a one-year term at the discretion of the President. Such Committees may be indefinite in number and are appointed for specific purposes, which would generally fall outside the traditional responsibilities of a standing committee.


Section 3: The Coordinators will be: Physical Best, Jump Rope for Heart, Hoops Heart, and Outstanding Health and Physical Education Programs.

  • Coordinators shall serve rotating three-year terms. Consecutive three-year terms shall be permitted.
  • With approval of the Board of Directors, the President-Elect shall appoint available Coordinator positions during his/her presidential year.
  • Coordinator positions shall be defined according to an Operating Code. Each Coordinator position shall have its own code including a statement of purpose, organization, and responsibilities.


Article IX - Dues and Finance

Section 1: The annual dues for Active Professional, Student, and Retired membership shall be determined by the Board of Directors. Any change in membership dues shall be approved by a 3/4 vote of the Board and approved by a simple majority vote of the Representative Assembly.

Section 2: There shall be no annual dues for Emeritus or Complimentary members.

Section 3: The fiscal year shall be June 1 to May 31.

Section 4: All contracts must be approved by the Executive Committee and signed by the Executive Director.

Section 5: Taxes will be filed with AAHPERD. The following policies must be adhered to:

  • No part of the net earnings of the Association shall inure to the benefit of any member, sponsor, donor, creator, director, officer, employee, or without limitation, any other private individual or to the benefit of any corporation, organization, any part of the net earnings of which insure to the benefit of any private individual; provided, this shall not prevent payment of reasonable compensation for services actually rendered to of for the Association and affecting its purposes.
  • The Association shall not divert any part of its income or corpus to any member, sponsor, donor, creator, director, officer, or employee; by lending any part of its income or corpus without receipt of adequate security and a reasonable rate of interest; by paying any compensation in excess of reasonable allowance for salaries, or other compensation for personal services actually rendered; by making any purchase of security or other property for more than adequate consideration for money or money’s worth; by selling any substantial part of its securities or other property for less than adequate consideration for money or money’s worth; or by engaging in any other transaction which either, directly or indirectly, results in such diversion of it income or corpus.  The Association shall not make any accumulation of its income, unreasonable in amount or duration, or use any income for purposes other than the objectives hereinbefore set forth or invest any income in any manner as to jeopardize the fulfillment or carrying out of its objectives.  The Association shall not devote a substantial portion of its activities to carrying on propaganda or otherwise attempting to influence legislation, and in no event shall the Association engage in any legislative activities other than those in direct furtherance of the Association’s stated objectives.  The Association shall not participate in or intervene in any political campaign on behalf of any candidate for public office.  In general, the Association shall not act in any way or engage in any activity which might affect its right to full tax exemption or the right of donors to the Association to full tax deduction for their contributions to the Association, and the Alliance shall be so operated as to be entitled to and receive all tax exemptions, federal or local, which may from time to time be granted to charitable, scientific, or educational associations or foundations.
  • No part of the net earnings of the Association shall be used for the benefit of, or to the advantage of any member, sponsor, donor, creator, trustee, officer, employee, or without limitation, any other private individual.  No part of the net earnings shall be used for the benefit of any corporation or organization in which any private individual might benefit, or in which a substantial part of the activities of such corporation or organization is the carrying on of propaganda or otherwise attempting to influence legislation, provided that this restriction shall not prevent payment of reasonable compensation for services actually rendered to or for the Association in effecting it purpose.

 Article X - Meetings

Section 1: All VAHPERD meetings are open to members as defined by Robert's Rules of Order, latest edition.

Section 2: The Representative Assembly shall hold an annual meeting.

Section 3: The Board of Directors shall hold a minimum of two meetings each year.

Section 4: The Executive Committee shall meet a minimum of two times each year.


Article XI - Delegates

Section 1: AAHPERD Alliance Representatives: The Executive Committee shall serve as Representatives to the Alliance Assembly of the AAHPERD. The President shall appoint additional Representatives. The number appointed is determined by the Bylaws of AAHPERD. An attempt shall be made to acquire representation from all Divisions.

Section 2: Southern District AAHPERD Representatives: The Executive Committee shall serve as members of the Representative Assembly. The President shall appoint additional Representatives. The number appointed is determined by the Bylaws of Southern District. An attempt shall be made to acquire representation from all Divisions.


Article XII - Awards

The Association may honor individuals for meritorious service. The awards shall be presented during the Convention or at an appropriate time or location.


Article XIII - Communications

  • VAHPERD shall produce professional journals and/or newsletters as determined by the Board of Directors. The two primary publications shall be The Virginia Journal and The Communicator. Publications shall be distributed and made available to the membership and other sources as determined by the Board of Directors.


Article XIV - Rules of Order

  • Questions of procedure not covered by this Constitution and Bylaws shall be decided according to Robert's Rules of Order, latest edition, and interpreted by the Parliamentarian.


Article XV - Amendments

Section 1: Amendments to the Bylaws may be proposed at any time by any member of the Association. Proposed amendments must be presented in writing to the Executive Director. The Executive Director first submits the proposed amendment to the Structure and Function Committee for their deliberation and recommendations. The Executive Director then submits the proposed amendment and the Structure and Function Committee’s recommendation to the Board of Directors one month in advance of the meeting of the Board at which a vote is taken. The proposed amendment must be approved by the Board of Directors by an affirmative vote equal to three-fourths of the votes cast at an official meeting or three-fourths of the members replying by mail vote, provided, a quorum is met. Proposed amendments approved by the Board of Directors shall be submitted to the members of the Representative Assembly thirty (30) days prior to the vote. The members of the Representative Assembly must approve the proposed amendment by a simple majority vote of the qualified members at the Representative Assembly meeting. Once approved by the Representative Assembly, the amendment is adopted.

Section 2: Operating codes may be changed by submitting a written proposal, including rationale, to the Executive Director who shall, in turn, transmit the proposal to the Structure and Function Committee for deliberation and recommendations. The Executive Director shall submit the proposal with recommendation of the Structure and Function Committee to the Board of Directors. The Proposal must be approved by a simple majority vote of the Board of Directors.


Bylaws: Article XVI - Disposal of Assets

Upon dissolution, all of the assets of VAHPERD shall be turned over to such non?profit organization(s) qualifying as exempt from federal tax under Section 501 (c) (3) of the Internal Revenue Code of the 1954 or any successor provision thereto as the then Board of Directors shall select.

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