NYAPPA Constitution
Article I ‐ Name
The name of the organization shall be NYAPPA (New York APPA).
Article II ‐ Purposes
Section A ‐ The purposes of NYAPPA are:
To develop and maintain high standards in the administration, maintenance, operation, planning and development of physical facilities used by educational institutions.
To promote educational and professional activities relating to the administration, maintenance, operation, planning and development of facilities used by educational institutions.
To provide a communication network of persons engaged in facilities management at educational institutions, and to promote the interchange of information on all phases of educational facilities planning, design, construction, maintenance, and operation, particularly with reference to problems of special interest to educational institutions located in the State of New York.
To supplement and assist the work of ERAPPA and APPA in the State of New York.
To support the education of facilities professionals at all levels through a variety of developmental activities.
To schedule, plan and conduct educational meetings of such type and format as may be necessary and desirable, and to promote and achieve the above purposes.
NYAPPA is organized and operated exclusively for charitable and educational purposes within the meaning of Sections 501(c) (3) and 170 (c) (2) (b) of the Internal Revenue Code of 1954 (or the corresponding provisions of any future United States Internal Revenue law). No part of the net earnings of the organization shall inure to the benefit of, or be distributed to, its directors, officers, other private individuals or organizations organized and operated for profit (except that the organization shall
be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes as hereinabove stated). The organization shall not participate in or intervene in (including the publishing or distributing of statements) any political campaign on behalf of or in opposition to any candidate for public office. Notwithstanding any other provision herein, the organization shall not carry on any activities not permitted to be carried on by any organization exempt from Federal Income Tax under Section 501 (a) of the Internal Revenue Code of 1954 as an organization described in Section 501(c) (3) of such code (or the corresponding provision of any future United States Internal Revenue law).
By an organization described in Sections 509 (a) (1), (2), or (3) of the Internal Revenue Code of 1954 (or the corresponding provisions of any future United States Internal Revenue law), and
By an organization, contributions to which are deductible under Sections 170 (c) (2), 2055 (a) (2), or 2522 (a) (2) of the Internal Revenue Code of 1954 (or the corresponding provisions of any future United States Internal Revenue law).
Article III ‐ Membership
Section A ‐ Eligibility for Membership
Member institutions shall be colleges and universities, both private and public, including the SUNY System Administration (SUNY Office for Capital Facilities), along with the members of the facilities/facilities planning and management staff of each SUNY unit, SUNY System Administration, State University Construction Fund of New York (SUCF), the Dormitory Authority of the State of New York (DASNY), as well as school districts, secondary schools, law and medical schools, seminaries, military installations, museums, churches located within New York State. The term “institution” may apply to a school district, college, university, office, department, agency, or authority who is a part of a system and actively associated with facilities management.
The payment of dues, if required, by a member institution shall allow that institution to have as many Regular Members as desired in APPA.
Applications for membership in NYAPPA must be reviewed and approved by the Board of Directors. Membership approval requires a majority vote of the board
members present and voting at any meeting of the board.
Regular members shall be employed in the administration or supervision of the member institution’s facilities administration.
Corporate/Affiliate Members may be vendors or contractors intending to promote physical plant related business within NYAPPA. These members will pay annual dues and may attend the annual meeting but will not have voting rights.
Corporate/Affiliate Members may be allowed to join NYAPPA subject to board approval.
Membership in the APPA shall not be a NYAPPA membership requirement.
Members emeriti shall be Retired Members as specified in Article I, Section A of the by‐laws.
Section B ‐ Classification of Members
Members shall be classified as defined in the By‐Laws, Article I, Section A.
Article IV ‐ Administrative Organization
Section A ‐ Officers
The Officers of NYAPPA shall consist of a President, 1st Vice President, 2nd Vice President, a Secretary, a Treasurer, and immediate Past President.
Section B ‐ Board of Directors
The Board of Directors of NYAPPA shall consist of the President; the 1st Vice President; the 2nd Vice President; the Secretary; the Treasurer, the Immediate Past President, eight Directors and eight Alternate Directors. Eight members of the Board of Directors and their Alternates are appointed. The Directors shall serve for two years. The Alternate Directors may replace the Directors after the Directors’ two‐year term has ended. Board of Directors shall consist of anyone who is eligible to be a member under Section A above, reflecting a cross‐section of the varied types of educational institutions that comprise private institutions and SUNY, i.e., University Centers, Comprehensive Colleges of Arts and Science, Medical Universities and Health Sciences Centers, Colleges and Centers for the Health Sciences, Colleges of Technology, Specialized/Statutory Colleges, and Community Colleges. It is the goal of the organization to have equal representation from both
public and private institutions.
The elected officers of NYAPPA (the President; 1st Vice President, 2nd Vice President‐ Secretary and Treasurer) shall hold the same positions on the Board of Directors.
Article V ‐ Bylaws
Bylaws may be adopted or amended by a simple majority vote of the Authorized Voting Members of NYAPPA, voting via virtually or in person, except where a greater majority may be required by the bylaws.
Article VI ‐ Meetings
Section A ‐ Annual Meetings
NYAPPA shall hold an annual meeting each calendar year at a site, time, and date selected by the Board of Directors.
The annual meeting shall be held in conjunction with a conference or seminar sponsored or co‐sponsored by NYAPPA.
Notice of the annual meeting shall be made in writing to each member institution at least sixty (60) calendar days prior to the meeting.
Section B ‐ Meetings of the Board of Directors
The Board of Directors shall meet at least four (4) times each fiscal year. They shall meet at the annual meeting and other such times as the President may require.
Section C ‐ Other Meetings
Additional meetings of NYAPPA may be scheduled by the board, provided notice of such meetings is made to each member institution for the purposes of conducting NYAPPA’s business at such times, places and dates deemed by the board to be in the best interests of NYAPPA.
Section D ‐ Quorum
A quorum shall consist of the member institutions of NYAPPA at the annual meeting. A quorum of the board shall consist of fifty (50) percent of the members of the board as specified in Article IV, Section B of the constitution.
Section E ‐ Voting
Each member institution of NYAPPA shall be entitled to one vote regardless of the number of Regular Members and/or attendees present from that Member institution.
Each member institution having more than one Regular Member present at a meeting shall select one Regular Member to serve as the member institution’s Authorized Voting Member.
The Authorized Voting Member shall cast all votes, make any official statements, participate in the conduct of NYAPPA’s business and seek recognition from the meeting chairperson on behalf of the Member institution.
If deemed necessary by the board, the meeting chairperson may require each member institution’s Authorized Voting Member to register with the secretary prior to the conduct of business.
When so specified by the board, a question or motion before the board may be referred to the Authorized Voting Members in writing via email, and votes returned by email at the next meeting. In either event, the date of the vote shall be not less than thirty (30) days from the date of emailing the question.
Section F ‐ Conduct
Meetings shall be conducted according to Robert’s Rules of Parliamentary Procedures, except where changes are required by the bylaws.
Article VII ‐ Regional Sub‐Chapters
Regional Sub‐Chapters may be established as provided for in the bylaws, Article X.
Article VIII ‐ Amendments
Amendments to the constitution may be presented at the annual meeting and may be proposed from the floor. An amendment to the constitution may be adopted by a simple majority vote except where a greater majority may be required by the bylaws.
Any and all articles, sections or paragraphs of this constitution may be repealed or
amended by a vote of two‐thirds (2/3) of the Authorized Voting Members via a mail‐in ballot or an electronic ballot of the Authorized Voting Members after a notice of the proposed amendment is presented in writing not less than thirty (30) days prior to the designated return date of the ballots.
Article IX ‐ Dissolution
In the event of dissolution or final liquidation of NYAPPA, the Board of Directors shall, after paying or making provision for the payment of all the lawful debts and liabilities of the association, distribute all the assets of NYAPPA to one or more of the following categories of recipients as the board shall determine:
- Nonprofit organization(s) that may have been created to succeed NYAPPA, as long as such organization or organizations shall then qualify as a governmental unit under Section 170 (c) of the Internal Revenue Code of 1954 or as an organization exempt from Federal Income Taxation under Section 501(a) of such code as an organization described in Section 501(c) (3) of such code.
- Nonprofit organization(s) having similar aims and objectives as NYAPPA and which may be selected as an appropriate recipient of such assets, as long as such organization or each of such organizations shall then qualify as a governmental unit under Section 170 (c) of the Internal Code of 1954 or as an organization exempt from Federal income taxation under Section 501(c) (3) of such code.
Article X ‐ Charter Members
The term “Charter Member” shall be defined as an institution, as defined in Article III ‐ Membership of NYAPPA’s Constitution, which was admitted to NYAPPA as an institutional Member during the calendar year of 1980.