As amended October 14, 2017

There shall be a Board of Directors consisting of the president of the Association, who shall chair the board, the immediate past president, the first vice president, the second vice president, the treasurer, a director from each area, a director from the Conference of Big 5 School Districts (consisting of the cities of Yonkers, Syracuse, Rochester, New York and Buffalo) and a director from the New York State Caucus of Black School Board Members.

Any New York State board of education member who is serving as a director or officer of the National School Boards Association shall be a non-voting member of the board of directors of this Association. It shall be the duty of the Board of Directors to appoint an executive director, whose appointment; compensation, duties, and period and terms of employment shall be determined by a majority vote of the Board of Directors.

The Board shall adopt an annual budget and decide general policies of the Association. The general policies adopted by the Board of Directors shall be consistent with resolutions adopted by the membership. The Board of Directors shall review adopted resolutions annually to determine if the purposes of the resolutions have been accomplished or if the resolutions are due to expire, and to determine whether they have been modified by the adoption of subsequent resolutions.

The Board of Directors shall meet at least four times during each year and upon the call of the president at such other times as the president may deem advisable. A majority of the total voting membership of the Board shall constitute a quorum. Any action taken shall require a majority of the full voting membership of the Board.

Meetings also may be called by the executive director, upon the written request of five members of the Association’s Board of Directors, which shall state the purpose of the meeting. Written notice of all meetings stating the purpose(s) of the meeting shall be sent so as to reach directors at least five days prior to the proposed meeting.

At the request of the president, in addition to the regularly scheduled meetings set forth in this article, the board of directors may meet by means of a telephone conference or electronic communication permitted by the Not-for-Profit Corporation Law. Notice of such meeting shall be given to members of the board at least 48 hours prior to such meeting.


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