The name of this organization will be The Lansing Dietetic Association, also known as LDA, hereafter also referred to as “the Association” or “this Association”.

Article II – Mission AND AFFILIATION

The Lansing Dietetic Association promotes optimal nutrition and well-being for all people by advocating for its members. The Lansing Dietetic Association is affiliated with the Michigan Dietetic Association (MDA) which is affiliated with the American Dietetic Association (ADA).

Article III – Membership

Section 1. Classes. Membership in this association will be limited to members of the American Dietetic Association, hereafter known as the ADA, and whose official mailing address is in the counties of Ingham, Livingston, Eaton, or Clinton in Michigan, or whose designated district affiliate is listed as the Lansing Dietetic Association. The membership classifications will be those outlined in Article II of the ADA Bylaws, as follows: Active, Retired, Student, Honorary, and International.

1a. Active Members.

Qualifications: An individual holding a baccalaureate degree from a regionally accredited college or university, and meeting the academic requirements specified by Association; and one or more of the following criteria may apply for Active membership: a Registered Dietitian ("RD") credentialed by the Commission on Dietetic Registration (“CDR”); Has completed an academic and/or supervised practice program accredited by the Commission on Accreditation for Dietetics Education ("CADE");

An individual holding a master's or a doctoral degree, and a degree (baccalaureate, master's, doctoral) in one of the following areas may apply for Active membership: dietetics, foods and nutrition, nutrition, community/public health nutrition, food science, or food service systems management. A regionally accredited college or university must have conferred each degree.

An individual meeting one or more of the following criteria may apply for Active membership: A Dietetic Technician, Registered ("DTR") credentialed by the CDR or has established eligibility to take the examination for dietetic technicians; Has completed a CADE approved associate degree program for dietetic technicians; Holds a baccalaureate degree and meets the academic requirements specified by CADE, and has completed a CADE accredited/approved dietetic technician program experience.

An individual who previously paid the optional one-time dues in order to obtain "life" membership in the Association, or has completed a term as President of the Association.

1b. Retired Members.

Qualifications. Any dietetics professional qualifying for the Active membership category that is no longer employed in dietetic practice or education and is at least sixty-two (62) years of age, or is retired on total (permanent) disability may apply for Retired membership.

1c. Student Members.

Qualifications. Student classification can be held for a maximum of six (6) years. An individual meeting one of the following criteria may apply for Student membership: A student enrolled in a CADE accredited/approved program; A student in a regionally accredited college or university who state his/her intent to enter a CADE accredited/approved program;

Active members returning to school on a full-time basis for a baccalaureate or graduate degree in a dietetic related course of study may apply for Student membership status.

1d. Honorary Members.

Qualifications. An individual who has made a notable contribution to the field of nutrition and dietetics may be admitted to the Association as an Honorary member upon invitation of the Board of Directors.

1e. International Members.

Qualifications. An individual who has completed formal training in food, nutrition or dietetics received outside the United States and US Territories verified by the country’s professional dietetics association and/or country’s regulatory body.

Section 2. Official List. The current list of members of the ADA officially listed in the Lansing Dietetic Association membership will be the official membership list of this association for all purposes.

Section 3. Rights and Privileges. All members of this Association have the rights and privileges as set forth in Article II of the ADA Bylaws and will have the corresponding rights and privileges in the conduct of business of the Lansing Dietetic Association.

Section 4. Receipt of Publications. All members whose Lansing Dietetic Association dues are not in arrears will have access to the Lansing Dietetic Association publications.

Section 5. Dues. LDA annual dues for each membership classification will be determined by the Board of Directors by a two-thirds (2/3) vote of the Board members. Notice of proposed changes in dues will be sent to all members prior to the meeting of the Board at which the change in dues is to be voted. All “life” members of ADA will be exempt from paying annual LDA dues. All dues are payable on the date determined by the Board of Directors.

5a. Nonpayment of Dues. After the due date, payment is delinquent and a delinquent fee may be added. After official notice by the Secretary/Membership chair, the name of any member whose dues are two months or more in arrears will be removed from LDA membership.

5b. Reinstatement for Nonpayment of Dues. Any former member who forfeited LDA membership for nonpayment of dues may be reinstated in the same classification by paying a reinstatement fee established by the Board of Directors.

ARTICLE IV – FISCAL YEAR

The fiscal year of the Association will begin on the first day of June of each year and end on the thirty-first day of May the following year.

ARTICLE V – MEETING OF MEMBERS

Section 1. Meetings of Members/Annual Membership Meeting. At least two (2) regular meetings of the members will be held each year. The date of each meeting will be designated by the Board of Directors. The place for each meeting will be designated by the President-elect. Notice of all meetings of the membership, stating place, date, hour, and purpose will be given to each member of the Association at least fourteen (14) days in advance of the meeting.

One (1) regular membership meeting will be designated as the Annual Meeting for the purpose of receiving reports, the installation of officers and the transaction of such other business.

Section 2. Special Meetings. Special meetings of the members may be called by the Board of Directors. Notice of each meeting, stating the place, date, hour and purpose, will be given to each member of the Association at least fourteen (14) days prior to the date of the meeting.

Section 3. Quorum. At all meetings of the Association, the voting members present will constitute a quorum for the transaction of business.

ARTICLE VI – GOVERNING BOARD AND STRUCTURE

Section 1. General Powers/Authority. The governing body of this Association will be vested in a Board of Directors, also known as the “Board”. The affairs of the Association will be managed by, or under the direction of, the Board.

Section 2. Composition. The Board of Directors will consist of the members specified below. The number of votes on the Board of Directors is equal to the number of members of the Board, with the exception of Chairpersons of Special Committees and members who are specified as having no vote. The majority of voting members of the Board will be active members.

The Board of Directors is composed of:

(1) President (elected)

(2) President-elect (elected)

(3) Secretary/Membership Chair (elected)

(4) Treasurer (elected)

(5) Chairperson, Legislation and Public Policy Committee (appointed)

(6) Chairperson, Communications Committee (appointed)

(7) Chairperson, Public Relations Committee (appointed)

(8) Liaison, Food and Nutrition Association (FNA), Michigan State University

(9) Chairperson, Nominating Committee (ex-officio, without vote) (elected)

(10) Chairperson, Special Committees (without vote)

(11) Immediate Past President (ex-officio, without vote)

Section 3. Functions. The Board of Directors will:

(1) Determine administrative policies.

(2) Manage the property and funds.

(3) Approve annual budget and Strategic Plan.

(4) Manage activities and initiatives of the Association.

(5) Coordinate activities with those of the Michigan Dietetic Association.

(6) Approve revisions and amendments to the LDA Bylaws.

Section 4. Board Meetings. A meeting of the incoming and outgoing Board of Directors will be held as soon as possible following the Association elections so that the Strategic Plan of the Association may be inaugurated as early as possible. In addition, a minimum of three (3) regular Board meetings will be held annually. Board meetings will be held at such time and place as determined by the President and Secretary/Membership Chair. Notice of all Board meetings, stating place, date, hour, and purpose will be given to each Board member at least fourteen (14) days in advance of the meeting.

Section 5. Attendance. All Board members are expected to attend all Board meetings. When a member of the Board is not able to attend a Board meeting, the President should be notified in a timely manner. The President can then determine if a quorum will be present. In case of continued absence of a Board member, the President may request a resignation of that member.

Section 6. Quorum. At all meetings of the Board of Directors, five (5) of the eight (8) voting members will constitute a quorum (simple majority). If a quorum is present at the beginning of a meeting, it is considered a quorum throughout the meeting.

Section 7. Vacancies. If any elected office other than that of President or President-elect becomes vacant, the remaining members of the Board will elect a successor to serve the unexpired term. Should the office of President become vacant, the President-elect will assume to office of the President for the balance of that term. Should the office of President-elect become vacant, a special election by the membership will be held.

Section 8. Removal. Elected officers and officials may be removed from office by the Board of this Association for gross misconduct or violation of professional ethics or delinquency of duties. Such a serious charge must be accompanied by documentation. The vote to remove from office requires a two-thirds (2/3) majority of the Board. The procedure used will be in harmony with any judicial procedures of the ADA.

ARTICLE VII – ELECTED AND APPOINTED OFFICIALS

Section 1. Elected Officials. The elected officials of the Board of Directors of this Association will consist of President, President-elect, Secretary/Membership Chair, Treasurer, and Chairperson of the Nominating Committee to be elected as herein provided. All elected officials will be members of this Association. The term of office will begin June 1, following election. All elected officials leaving office will deliver to their replacements all accounts, record books, papers or other property belonging to this Association within two (2) weeks following their separation from office.

1a. President. The President, who will serve for one (1) year, will be the chief executive officer of this Association and the chairperson of the Board of Directors, having all general powers of administration, supervision and active management usually vested in the office of President. In addition, the President will:

(1) Call and will preside at all regular and special meetings of the Association and the Board of Directors.

(2) Appoint the following positions in a way that maintains the majority of voting Board members are Active members:

a. Chairpersons of Committees (Legislation and Public Policy, Communications, and Marketing and Public Relations).

b. Chairpersons of Special Committees established and approved by the Board of Directors when necessary.

c. Chief Teller, if necessary.

d. Members to function as liaisons to other organizations when necessary.

(3) Announce the appointment of the Chairpersons of regular and special committees and notify the MDA President of the names and contact information of all Board members.

(4) In cooperation with the Board of Directors, develop the annual Strategic Plan of this Association and submit to the MDA’s President or President-elect by September after the term of office begins. Submit a report of the Strategic Plan accomplishments to the MDA President at the end of the term of office.

(5) Determine the reason for absence of Board of Directors at Board meetings, and take appropriate action.

(6) Be a member ex-officio of all committees except the Nominating Committee

(7) Approve all expense vouchers submitted for payment.

(8) Represent this Association in communications to and from the Michigan Dietetic Association (MDA). Maintain communication with the MDA Delegate, including notification of all events of this Association and invitations to meetings of the Board of Directors.

(9) In conjunction with the Board of Directors, annually implement the procedures for nominating Association members for selected awards according to the ADA and MDA timelines.

(10) In conjunction with the Board of Directors, annually implement the procedures for Scholarship application, review, and presentation (if scholarship monies are available).

(11) In conjunction with the Board of Directors, review the Treasurer’s year-end report of financial transactions.

(12) Serve as Immediate Past President, an ex-officio member of the Board of Directors in the year following the term of office.

1b. President-elect. The President-elect will serve for one (1) year and will then automatically become President of the Association. The President-elect will:

(1) Serve as member of the Board of Directors.

(2) Perform the functions of office of President in the absence or disability of the President.

(3) Plan and implement membership programs/meetings with assistance from Board of Directors and in accordance with the LDA Member Needs Assessment.

1c. Secretary/Membership Chair. The Secretary/Membership Chair will serve for two (2) years and will:

(1) Serve as a member of the Board of Directors.

(2) Record or cause to be recorded, approved, distributed and filed, the minutes of all meetings of the Board of Directors and the Association membership.

(3) Send/issue official ballots for election of the Board of Directors (elected officials) to each Association member.

(4) Serve as Chief Teller for all elections unless he/she is on the ballot. In this case, the Chief Teller will be appointed by the President. As Chief Teller, notify each candidate for office of the election results.

(5) Prepare the annual Membership Application and Needs Assessment and distribute to mailing list of ADA members in Lansing area (obtained from MDA) at a time determined by the Board of Directors.

(6) Identify eligible persons and invite them to apply for membership to the Association.

(7) Prepare the annual LDA Membership Directory and distribute to all members.

(8) Continually update the membership list and notify Board of Directors of any changes.

1d. Treasurer. The Treasurer will serve for two (2) years. The Treasurer will:

(1) Serve as a member of the Board of Directors.

(2) Receive and have custody of all funds and securities of the Association and issue checks upon receipt of approved expense vouchers from the President.

(3) See that full and accurate financial records are kept.

(4) Report the financial status of the Association to the Board of Directors and the members.

(5) Prepare the annual budget for approval by Board of Directors.

(6) Present a year-end report of all financial transactions to the Board of Directors.

1e. Nominating Committee. The Nominating Committee will consist of three (3) Active or Retired Members of the Association who will serve for one (1) year. The three persons receiving the highest number of votes will be elected. The member receiving the highest number of votes will act as Chairperson and will serve on the Board of Directors as a non-voting member.

The Nominating Committee will:

(1) Select candidates from members of this Association.

(2) Nominate annually one (1) or more candidates for the office of President-elect.

(3) Nominate annually at least four (4) candidates for the Nominating Committee who must be Active or Retired Members of this Association.

(4) Nominate biennially (1) or more candidates for the offices of Secretary/Membership Chair and Treasurer.

(5) Develop the official ballot and biographical sketches of the candidates and submit to the Secretary/Membership Chair no later than February 15^th of each year.

(6) Nominate at least one (1) candidate for the office of President-elect, should the position become vacant.

Section 2. Appointed Officials. This Association will have three (3) Appointed Officials: Legislation and Public Policy Committee Chair, Communications Committee Chair, and Marketing and Public Relations Committee Chair. All appointed officials will be members of this Association.

2a. Legislation and Public Policy Committee. This committee will be composed of the chairperson and such members of the Association as needed. They will serve for one (1) year. The committee will:

(1) Advise the Board of Directors on federal and state legislative issues and official positions or public statements to be make on behalf of this Association.

(2) Coordinate district legislative activities with the legislative program of MDA.

(3) Initiate and maintain a telephone tree of all Association members.

2b. Communications Committee. This committee will be composed of the chairperson and such members of the Association as needed. They will serve for one (1) year. The committee will:

(1) Edit, publish, and distribute all official publications of this Association including the LDA newsletter by the following process: Contact members to request copy, design, edit, print, and mail the newsletter. The President will review and approve the newsletter before distribution. The newsletter will be posted on the LDA Web site, distributed by e-mail to LDA members with e-mail addresses and mailed to LDA members without e-mail addresses.

(2) Obtain and edit and/or write copy for the LDA Web site as directed by the Board of Directors.

(3) Maintain, or coordinate efforts with a contracted Webmaster to maintain, the LDA Web site as directed by the Board of Directors.

(4) Notify the LDA members by e-mail of new information posted to the Web site, as directed by the Board of Directors.

2c. Marketing and Public Relations Committee. This committee will be composed of the chairperson and such members of the Association as needed. They will serve for one (1) year. The committee will:

(1) Coordinate and implement activities for public relations, career guidance, National Nutrition Month and 50 Year ADA Members for this Association.

(2) Serve as the Public Relations Chair for the LDA Food-N-Fitness 5K Run/Walk or assist with the duties.

(3) Edit, publish and distribute appropriate public relations materials as needed.

Section 3. Liaison, Food and Nutrition Association (FNA), Michigan State University. The Liaison will be an active member of the Food and Nutrition Association (undergrad dietetics student) and a Student Member of ADA and of this Association who will be appointed or elected by the Food and Nutrition Association. The Liaison will serve for the term of one (1) year. Reappointment for a second term is permitted. The Liaison will:

(1) Be a member of the Board of Directors.

(2) Coordinate activities between the two groups.

(3) Make periodic reports to both groups.

(4) Represent the student point of view to the Association.

ARTICLE VIII – COMMITTEES, TASK FORCES, AND WORK GROUPS

Section 1. Standing Committees and Nominating Committee. The composition and duties/responsibilities of the Standing Committees and Nominating Committee are outlined in ARTICLE VII under Appointed Officials. All Chairpersons and members of the Standing Committees and Nominating Committee will be members of this Association.

Section 2. Special Committees, Task Forces, and Work Groups. Special Committees, Task Forces, and Work Groups may be appointed by the Board of Directors to serve for one (1) year, as needed to comply with the LDA Strategic Plan. The chairpersons of Special Committees, Task Forces, and Work Groups will be appointed by the President. All Chairpersons and members of the Committees, Task Forces, and Work Groups will be members of this Association.

ARTICLE IX – NOMINATIONS AND ELECTIONS

Section 1. Nominations. The criteria and number of nominees and the processes for nominations are detailed in ARTICLE VII, Section 1, under Nominating Committee.

Section 2. Elections. Elections for the offices of President-elect and the three members of the Nominating Committee will be conducted annually. A Secretary/Membership Chair and a Treasurer will be elected biennially.

2a. Process. Elections will be conducted by mail by written ballot. Ballots will be mailed to LDA members by March 15 of each year. Ballots will be returned to the Secretary/Membership Chair. Only ballots postmarked on or before the date specified on the ballot will be counted. Ballots will be counted by the tellers and results given to the President within two (2) weeks of the ballot date.

2b. Plurality Vote. With the exception of the Nominating Committee, all elections will be by plurality vote.

2c. Tie Votes. Should there be a tie vote in the election, the Secretary/Membership Chair will give the Board members a ballot, with the exception of the President. Should the balloting of the Board Members result in a tie vote, the President will cast a ballot to determine the election.

2d. Re-Election. The Office of President will be ineligible to serve a successive term except in the event of a vacancy in the office of President-elect. Only under these circumstances may the President be eligible to accept a nomination for a successive term in that office. The Secretary/Membership Chair and Treasurer are ineligible to succeed themselves after two (2) consecutive terms.

Section 3. Vacancies. The procedure to deal with vacancies is outlined in ARTICLE VI, Section 7.

ARTICLE X – PUBLICATIONS

Section 1. Newsletter. The official newsletter of this Association will be known as the LDA Connection. The Communications Committee Chairperson will be responsible for development and distribution of the newsletter to all LDA members, the MDA President, and others as directed by the President of this Association. The President will review and approve the newsletter before distribution. The newsletter will be posted on the LDA Web site, distributed by e-mail to LDA members with e-mail addresses and mailed to LDA members without e-mail addresses.

Section 2. Web Site. The official Web site of this Association will be known as the LDA Web site, with the domain name of www.eatrightlansing.org. The Communications Committee Chairperson will be responsible for obtaining and editing and/or writing Web site copy and maintaining the Web site with or without assistance from a contracted Webmaster, as directed by the Board of Directors. The Board of Directors will designate the contractors and contracts of the Webmaster and Web site host and review the contracts on an annual basis.

Section 3. Other Publications. Other publications may be developed and distributed to implement the LDA Strategic Plan, as determined and approved by the Board of Directors.

ARTICLE XI – INDEMNIFICATION

Each person who is serving or who has served at the request of the Association as a director, officer, agent or committee member will be indemnified by the Association to the fullest extent permitted by the corporation laws of the State of Michigan. This Association may purchase and maintain insurance on behalf of any such person. This right of indemnification will continue as to a person who ceased to be a director, officer, agent, or committee member and will inure to the benefit of the heirs, executors, and administrators of said person.

ARTICLE XII – SPECIAL RULES AND DISSOLUTION

Section 1. Special Rules. No part of the net earnings of the Association will inure to the benefit of or be distributable to its members, directors, officers, or other private persons, except that the Association will be authorized and empowered to make payment and distributions in furtherance of the purpose of the Association set forth in ARTICLE II of these Bylaws. Notwithstanding any other provisions of the Articles in these Bylaws, the Association will not carry on any activities that are not permitted to be carried on by an organization exempt from Federal Income Tax under Section 501 [c][6] of the Internal Revenue Code of 1986 (or the corresponding provision of any subsequent United States Internal Revenue Code).

Section 2. Dissolution. Upon dissolution of the Association, the Board of Directors will, after paying or making provisions for the payments of all the liabilities of the Association, dispose of all of the assets of the Association exclusively for the purposes of the Association in such manner, or to such organization or organizations which are then qualifies as exempt with the meaning of Section 501 [c][6] of the Internal Revenue Code of 1986 (or the corresponding provision of any subsequent United States Revenue Law) as the Board of Directors will determine exclusively for charitable, educational, or scientific purposes.

ARTICLE XIII – PARLIAMENTARY AUTHORITY

The most current edition of Robert’s Rules of Order, Newly Revised, will constitute the parliamentary authority for the conduct of meetings of the Association and in all cases not covered by the most recent revisions of ADA and MDA Bylaws and the Bylaws of the Lansing Dietetic Association.

ARTICLE XIV – AMENDMENTS AND REVISIONS

Section 1. Method. Proposed amendment(s) or revision of the Lansing Dietetic Association Bylaws, after approval of two-thirds (2/3) of the voting members of the Board of Directors of this Association, shall be submitted to the MDA Committee on Policies, Procedures and Bylaws for action. If not approved, the proposal will be returned to this Association for reconsideration. If approved, the proposal will be submitted to the MDA Board of Directors for action. After approval, the amendment(s) or revision must be presented to the members of this Association.

Section 2. Notice. Notice of the proposed amendment(s) or revision will be provided in writing to the Lansing Dietetic Association members through the Association newsletter, Web site, or other appropriate communication means not less than thirty (30) days before the vote on the proposed amendment(s) or revision(s) by the LDA Board of Directors.

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