CONSTITUTION AND BY‑LAWS of the
COMMISSIONERS ASSOCIATION ND COUNTY
(Effective: November 19, 1981. Amended and approved by the North Dakota County Commissioners Association on October 9, 2000; September 30, 2002; October 8, 2007; October 11, 2010, October 26, 2015 and October 9, 2023.)
ARTICLE I - NAME AND PURPOSE
SECTION 1, NAME: This Association shall be known as the North Dakota County Commissioners Association.
SECTION 2, PURPOSE: The purpose of this Association shall be:
- To provide a vehicle for its membership for an exchange of ideas and procedures that will facilitate them in their duties and responsibilities as county commissioners of their respective counties.
- To promote and recommend Legislation that will be of mutual benefit to the citizens of North Dakota.
- To be a member of the North Dakota Association of Counties.
ARTICLE II - MEMBERSHIP
SECTION 1, REGULAR MEMBER: All county commissioners of this State shall be eligible for regular membership of this Association. Upon payment of the annual dues such county commissioner shall be afforded the normal membership privileges, to include offering resolutions, voting at annual membership meetings, and serving on standing committees and the Board of Directors.
SECTION 2, ANNUAL DUES: The annual dues of this Association shall be set by a majority vote of the regular members present at any annual meeting and shall remain in effect until changed by action taken at any future annual meeting.
ARTICLE III – BOARD OF DIRECTORS, OFFICERS, ELECTION, AND DUTIES
SECTION 1, OFFICERS: The officers of this Association shall be a President, a Vice President, and a Treasurer. There shall also be an office of Secretary which need not be held by a regular member of the Association.
SECTION 2, DIRECTORS: In addition to the officers, the Board of Directors shall include five directors that shall be elected statewide.
SECTION 3, ELECTION, TERM OF OFFICE:
- The officers and five directors, other than the Secretary, shall be elected at the annual meeting of the Association by the votes of the majority of the regular members present. The President, Vice President, and Treasurer shall be elected in odd-numbered years and hold office for two years or until their successors are elected and have accepted their offices. The five directors shall be elected for two year terms. Beginning with the 1981 annual convention, three directors shall be elected for two-year terms and two directors shall be elected for a one-year term as determined by lot.
Thereafter, and at each ensuing annual convention, expired terms for directors shall be filled by regular members elected for two-year terms.
- The representative to the National Association of Counties Board of Directors shall be elected at even-numbered year annual meetings for a two-year term. Terms run from July to July of odd- numbered years.
- The representative to the Western Interstate Region Board of Directors shall be elected at odd- numbered year annual meetings for a two-year term. Terms run from November to November of odd-numbered years.
- The representatives to the North Dakota Insurance Reserve Fund shall be nominated for three-year terms. Terms subject to election by NDIRF members to begin the following April.
SECTION 4, NOMINATIONS: Nominations for officers of this Association, other than the office of Secretary, shall be made by a nominating committee appointed by the President. After presentation of the nominations by the nominating committee, nominations for the position of any office may be made from the floor upon nomination and second by regular members of the Association.
SECTION 5, APPOINTMENT OF SECRETARY, TERM OF OFFICE: At the first meeting of the Board of Directors following the annual meeting, the office of Secretary shall be appointed by the Board of Directors to serve a one-year term.
SECTION 6, VACANCIES: Should there exist a vacancy in the office of the President, the Vice President shall succeed to the unexpired term of the President. Other vacancies occurring for any cause shall be filled by an appointment by the President, which must be ratified at the next regular meeting of the Board of Directors, for the unexpired term of the office vacated.
SECTION 7, DUTIES OF OFFICERS:
- President: It shall be the duty of the President to preside at all meetings of the Association. He or she shall appoint such committees as he or she deems advisable to further the work of the Association. He or she shall have such other powers and duties as are usually performed by the president of an organization.
- Vice President: It shall be the duties of the Vice President to exercise the functions and perform the duties of the President in the event of his or her absence or inability to act. It shall further be the duty of the office to assist the President in such a manner the President may designate.
- Treasurer: The treasurer functions of the Association shall be performed by the Treasurer.
- Secretary: The secretarial functions of the Association shall be performed by the Secretary.
ARTICLE IV - BOARD OF DIRECTORS
SECTION 1, MEMBERS: The Board of Directors shall include the Association officers, five directors, and the immediate Past President. In the event that the office of Secretary is filled by an individual who is not a regular member of the Association, that individual shall serve in an ex-officio capacity and be a non-voting member of the Board of Directors.
SECTION 2, DUTIES AND RESPONSIBILITIES: It shall be the duty and responsibility of the Board of Directors to prepare and adopt an annual or biennial budget, perform such duties as are assigned by the Annual Meeting, and to perform the necessary Association business during the interim of annual meetings.
SECTION 3, MEETINGS: The Board of Directors shall meet at the call of the President.
ARTICLE V - MEETINGS
SECTION 1, TIME AND PLACE: The Association shall meet annually at a time and place determined by the Board of Directors. A special meeting of the Association may be called by the Board of Directors. The time and place of a special meeting shall be determined by the Board of Directors.
SECTION 2, PROCEDURES: Procedures followed at the annual or special meeting shall be in accordance with Roberts Rules of Order when not inconsistent with the Constitution and By-laws of the Association.
SECTION 3, QUORUM: A simple majority will constitute a quorum of the Association or its committees.
ARTICLE VI - COMMITTEES
SECTION 1, ANNUAL: The President shall appoint the following committees to serve during his or her administration as President.
- Resolutions Committee –10 members, made up of the President, Vice President, and one representative from each of the eight regions of county commissioners.
- Audit Committee – minimum of 3 members.
- Constitution and By-laws Committee – The Board of Directors
- Nominating Committee – no more than 7 members.
SECTION 2, BIENNIAL: Following the even numbered year annual meeting, the President shall appoint a Legislative Committee. The Legislative Committee will consist of the Board of Directors and up to six additional members.
ARTICLE VII - AMENDMENTS
SECTION 1, AMENDMENTS: This Constitution and By-laws may be amended at any Annual Association Meeting by two-thirds affirmation vote of the regular members present, provided that such amendment shall first have been submitted to the membership not less than 15 days prior to the Annual Meeting. The 15 days notice requirement may be waived by unanimous consent of all regular members present at the annual meeting.
SECTION 2, AMENDMENTS RECORDED: Should the Constitution and By-laws be amended at any future annual meeting, such amendments shall be attached to this document with an annotation showing the effective date of the amendment.
ARTICLE VIII - EFFECTIVE DATE
SECTION 1, EFFECTIVE DATE: Revised Constitution and By-laws shall become effective upon adoption by a two-third affirmative vote of the regular members present at any Annual meeting. Upon adoption of this Revised Constitution and By-laws this Association shall be governed by its contents and shall supersede any other document or minutes relating to governing this organization.
SECTION 2, FILING CONSTITUTION: Within thirty days after the adoption of this Constitution and By-laws, the Secretary shall file a copy of same in each of the fifty-three county auditor's office, also any amendments adopted will be handled in the same manner.
ARTICLE IX – CONFLICT OF INTEREST
SECTION 1, CONFLICT OF INTEREST: A member of the Board of Directors who has a direct and substantial personal or pecuniary interest in a matter before the Board of Directors must disclose the fact to the body of which that person is a member and may not participate in or vote on that particular matter without the consent of a majority of the rest of the body.
SECTION 2, FAILURE TO DISCLOSE: If the Board of Directors has reasonable cause to believe a member has failed to disclose an actual or possible conflict of interest, it shall inform the member of the basis for such belief and afford the member an opportunity to explain the alleged failure to disclose. If, after hearing the member’s response and after making further investigation as warranted by the circumstances, the Board of Directors determines the member has failed to disclose an actual or possible conflict of interest, it shall take appropriate corrective action.