ARTICLES OF INCORPORATION OF
THE FLORIDA TECHNOLOGY STUDENT ASSOCIATION
AND FOUNDATION, INCORPORATED
ARTICLE I NAME
The name of the corporation shall be THE FLORIDA TECHNOLOGY STUDENT ASSOCIATION AND FOUNDATION, INCORPORATED.
ARTICLE II DURATION
The term for which it is organized shall be perpetual.
ARTICLE III PURPOSE
The corporation is organized for the overall purposes of furthering education and development of the Florida Technology Student Association, and the Florida Technology Student Alumni Association members with emphasis in Technology Education and leadership development at the state and local level.
Specific purposes, without limiting the scope of the foregoing, include but are not limited to the following:
(a) To promote and stimulate interest in Technology Education, technological literacy, leadership, and careers in technology.
(b) To promote and develop interest on the part of the general public in Technology Education, including the activities of the Florida Technology Student Association, and the Florida Technology Student Alumni Association.
(c) To provide funds for awards, scholarships, or other recognition as authorized by the Board of Directors to deserving Florida TSA and Alumni members, who have achieved distinction on a national, state, or local level and to administer, direct, or supervise the granting of such recognition.
(d) To provide or support conferences, workshops, and other educational and leadership development activities for members of Florida TSA.
(e) To provide or support conference and other educational facilities for the use of Florida TSA members, teachers, and such other persons and groups as may from time to time be approached by authority of the Board of Directors.
(f) To publish an annual report of the activities of the corporation, including a statement of receipts and expenditures, and to prepare and issue other publications or educational materials as may from time to time be approved by the Board of Directors.
(g) To publish and support a Student Newsletter, an Alumni Newsletter and an Advisors Update as deemed necessary and appropriate by the Board of Directors.
The corporation may solicit, receive, hold, and expend funds or other property in such a manner as the Board of Directors may determine to be appropriate to further the foregoing purposes, and shall have all other powers conferred by or permissible under the Florida NonProfit Corporations Act.
ARTICLE IV BOARD OF DIRECTORS
The corporation shall have a Board of Directors that will govern all activities of the Florida Technology Student Association and Foundation as specified in the Florida Technology Student Association and Foundation, Inc. Bylaws. The Bylaws shall also provide for their duties and functions. The Board of Directors shall have the power to make, alter, and rescind the Bylaws of this corporation provided that at least thirty days (30 days) notice has been given all members of the Board of Directors of the character of the prepared amendment or amendments to be voted on. The affairs of the corporation shall be managed by a Board of Directors.
There shall be no fewer than seven (7) nor more than fourteen (14) voting members.
All board members shall be appointed in accordance with the Florida Technology Student Association and Foundation, Inc. Bylaws.
ARTICLE V LIMITATION OF CORPORATE POWERS
The corporate powers of this corporation are as provided in section 617.0302, Florida Statutes.
ARTICLE VI PROHIBITED ACTIVITIES
No part of the net earnings of the corporation shall insure to the benefit of or be distributable to its members, directors, officers, or other private persons, except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article III hereof. No substantial part of the activities of the corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate in, or otherwise intervene in (including the publishing and distribution of statements) any political campaign on behalf on any candidate for public office. Notwithstanding any other provision of these articles, the corporation shall not carry on any other activities not permitted to be carried on by (a) a corporation exempt from Federal income tax under Section 501(c)(3) of the Internal Revenue Code of 1954 (or corresponding provision of any future United States Internal Revenue Law) or (b) a corporation, contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code of 1954 or the corresponding provision of any future United States Internal Revenue Law).
ARTICLE VII DISPOSITION OF ASSETS UPON DISSOLUTION
Upon the dissolution of the corporation, the Board of Directors shall after paying or making provision for the payment of all liabilities of the corporation exclusively for the purposes of the corporation in such manner, or to such organization or organizations organized and operated exclusively for educational purposes as shall at the time qualify as an exempt organization under Section 501(c)(3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law), as the Board of Directors shall determine. Any such assets not so disposed of shall be disposed of by the Court of General Sessions of Florida exclusively for such purposes or to such organization or organizations as said Court shall determine which are organized and operated exclusively for such purposes.
ARTICLE VIII REGISTERED AGENT
The registered agent of the corporation in Florida shall be the Attorney of Record of this Corporation.
ARTICLE IX PRINCIPAL PLACE OF BUSINESS ANOX. MAILING ADDRESS
The principal place of business and the mailing address of this corporation shall reside in the address of the appointed Executive Secretary.
ARTICLE X MANNER OF ELECTION OF DIRECTORS
The manner in which the directors are elected or appointed is as follows:
The State Program Director shall appoint the Members at Large of the TSA Board of Directors annually, on or before April 30 of each calendar year, in accordance with Article II of the Florida Technology Student Association and Foundation, Inc. Bylaws.
ARTICLE XI AMENDMENTS
The Board of Directors may amend these Articles of Incorporation at any regular meeting by an affirmative vote of two-thirds (2/3) of all voting Board members, provided that at least a thirty (30) days’ notice has been given to all members of the Board of Directors, and to each of the Advisors of each of the chapters in good standing of the Florida Technology Student Association, of the character of the proposed amendment or amendments to be voted upon.
BYLAWS OF
THE FLORIDA TECHNOLOGY STUDENT ASSOCIATION and FOUNDATION, INC.
ARTICLE I OBJECT
The object of the Foundation is set forth in Article III, Purpose, of its Articles of Incorporation.
ARTICLE II BOARD OF DIRECTORS
Section 1 Consistent with Article IV of the Articles of Incorporation, voting members of the Board of Directors shall include:
(a) the President of the Florida Technology Student Alumni Division;
(b) one member of the Florida Technology Education Association (FTEA);
(c) other voting members appointed by the State Program Director for Technology Education through
the selection process as described in Section 4.
(d) The majority of voting members shall be former or active advisors of Florida Technology Student
Association chapters who are members in good standing, with dues paid, and State and National TSA affiliation.
Section 2 Ex-officio (non-voting) members of the Board shall include:
the elected or appointed President of the Florida Technology Student Association;
the highest ranking National Officer of the Technology Student Association from the State of Florida;
the State Program Director for Technology Education, as appointed by the Florida Department of Education;
other ex-officio members as recommended by the State Program Director for Technology Education or the Chairman of the Board of Directors and approved by majority of the Board.
Section 3 Term of Office
(a) Membership year for the Board of Directors shall run for two (2) years from May 1st to April 30th or until such appointments are made, with the exception of the Alumni President and Student Officer(s), whose appointment will run for one (1) year;
(b) Each year, no less than 1/3 and no more than 2/3 of the Board of Directors will be appointed.
Section 4 Selection of Board
(a) A selection committee shall be chosen by the Chairperson and confirmed by a majority of voting
members of the Florida TSA, Board of Directors.
(b) The Selection committee will solicit and review applications, and by majority vote, submit the names for appointment to the State Program Director for Technology Education. The committee shall consist of the following individuals:
a. Chairperson for the Florida TSA Board of Directors;
b. State Program Director for Technology Education;
c. A representative from the Florida Technology Education Council for Supervisors (FTECS);
d. A Current TSA Advisor;
e. and a Business Representative.
(c) The State Program Director will serve as the Chairperson of the committee and will only vote to break a tie.
ARTICLE III OFFICERS
Section 1
The officers of the Corporation shall be: the Chairman; Secretary, and Treasurer.These officers shall be elected from the Board of Directors at the first meeting of the membership year.
Section 2
Nominations shall be made from the floor. The Board members shall elect, by ballot, the officers for a term of one (1) year. The terms of office shall be upon election and continue until their successors are elected.
Section 3
Officers shall perform the duties provided in this section and such other duties as they are prescribed for the office in these Bylaws, in the adopted parliamentary authority, in the standing rules, or as assigned by the Board of Directors.
(a) The Chairman shall:
be Chief Executive Officer and official spokesman of the Florida Technology
Student Association and Foundation, Inc.;
appoint committees subject to approval of the Board of Directors;
subject to Board approval, sign contracts as required;
be authorized to sign checks.
The Secretary shall:
record minutes of all meetings of the Corporation Board of Directors;
furnish a copy of the minutes to each member of the Board and to other persons
directed by the Chairman not more than thirty (30) days after each meeting
subject to Board approval, sign contracts as required.
The Treasurer shall:
be custodian of all funds and serve as Chairman of the Budget and Finance
Committee;
make a financial report to the Board of Directors at each meeting and at other
times when requested by the Chairman of the Board of Directors;
submit semiannual financial reports at both Florida Technology Student
Association Leadership conferences;
be authorized to sign checks;
keep records in accordance with all State and Federal statutes.
Section 4 Vacancies in office shall be filled by election at any regular or special meeting of the Corporation.
ARTICLE IV MEETINGS
Section 1
There will be a minimum of two (2) meetings each year to facilitate the planning of student activities. Special meetings may be called by the Chairman. A special meeting may be called by the Secretary with approval of a majority of the Board. Three (3) weeks’ notification by mail or telephone must be given for any meeting.
Section 2
A quorum shall be a majority of the those members of the Board of Directors with voting rights.
ARTICLE V COMMITTEES
Section 1
Committees, standing or special, shall be appointed by the Chairman as the Board of Directors shall from time to time deem necessary to carry on the work of the Corporation. The Chairman shall be an ex-officio member of all committees.
Section 2
The following Committees are suggested for consideration:
Budget and Finance Committee: this committee shall be responsible for conducting an
annual audit of the financial records of the Florida Technology Student Association and
Foundation, Inc.
Program Committee: this committee shall be responsible for the program at the State
Leadership Conference.
Judges Committee: this committee shall be responsible for securing judges for the State
Leadership Conference contests.
State Officers Training Program Committee: this committee shall be responsible for
coordinating a program for officer training.
Membership Committee: this committee will be responsible for planning and
implementing a program to increase and/or maintain membership.
Section 1
The State Advisor shall be recommended by the State Program Director for Technology Education and approved by the majority of the Board.
Section 2
The Corporate Member shall be the State Program Director for Technology Education or his/her appointee, subject to approval by the Board of Directors.
Section 3
In the event of no approved State Advisor or Corporate Member, the appointment will be referred to a selection committee.
ARTICLE VII PARLIAMENTARY AUTHORITY
The rules contained in the current edition of Roberts Rules of Order Newly Revised shall govern the Corporation in all cases to which they are applicable and in which they are not inconsistent with these Bylaws and any special rules of order the Corporation may adopt.
ARTICLE VIII AMENDMENT OF BYLAWS
These Bylaws may be amended at any regular or special meeting of the Corporation by an affirmative vote of two-thirds (2/3) of all voting Board members. The amendment must be submitted in writing.
BYLAWS OF THE FLORIDA TECHNOLOGY STUDENT ASSOCIATION
ARTICLE I NAME
Section 1
The official name of this organization shall be the Florida Technology Student Association and may be referred to as Florida TSA.
ARTICLE II PURPOSE
Section 1 The purposes of the Association are:
(a) To assist local chapters in the growth and development of Florida TSA.
(b) To assist local chapters in the growth and development of TSA.
(c) To assist local chapters in the development of leadership and citizenship in social, economic, scholastic, and civic activities.
(d) To increase the knowledge and understanding of our industrial technological society.
(e) To assist technology education/industrial arts students in the making of informed and meaningful occupational choices.
(f) To promote the formation and maintenance of Florida TSA chapters within all Technology Education programs in Florida.
ARTICLE III ORGANIZATION
Section 1 Florida TSA is an Association of chartered local chapters within the State of Florida.
Section 2 The administration of Florida TSA will be vested in the Florida TSA Board of Directors.
Section 3 Each school shall be limited to one charter. A school with grades 712 may affiliate as two schools; a middle school and a senior high school, provided all 9th grade students be placed in the same level.
ARTICLE IV MEMBERSHIP
Section 1 Membership in Florida TSA shall be through the chartered local chapters of this State Association.
Section 2 Florida TSA will be chartered as a member of TSA Incorporated upon approval of the Board of Directors of TSA, Incorporated.
Section 3 Classes of membership which shall be recognized by Florida TSA shall be: Active, Associate, Alumni, Professional, Honorary/Honorary Life Member.
Section 4 Active members shall be students who are presently or previously enrolled in Technology Education programs. An active member shall pay dues as established, hold a state office, participate in state competitive events or projects, serve as a voting delegate, or otherwise represent their Association as may be approved.
Section 5 Associate members shall be students who have displayed an interest in Technology Education or Florida TSA. An associate member shall pay dues as established by Florida TSA. Associate members shall not have the right to vote, hold office, or participate in competitive events.
Section 6 Alumni members shall consist of those individuals who have completed a Technology Education or Industrial Arts program, (have been a former active or associate Florida TSA member) and who have graduated from or left school. Alumni members shall not have the right to vote or hold office.
Section 7 Professional members are those persons engaged in education, business, or industry who have an interest in Florida TSA and in the welfare of Technology Education. Professional members shall not have the right to vote or hold office.
Section 8 Honorary Life members may be individuals who have made or are making contributions to the advancement of Technology Education as may be approved by the Florida TSA Board of Directors, and shall be exempt from annual dues.
Section 9 The membership year shall be August 1 to July 31.
ARTICLE V VOTING
Section 1 Local chapters of Florida TSA will exercise their voting privileges through voting delegates at the annual State Leadership Conference.
Section 2 Each chartered local chapter in attendance will be entitled to two (2) voting delegates.
Section 3 Each state officer will be entitled to one (1) vote in addition to their chapter's votes.
Section 4 Delegates lose all voting privileges during any absence from the floor.
ARTICLE VI ELECTION OF OFFICERS
Section 1 All candidates for state office shall have held an office in a local chartered chapter.
Section 2 All candidates seeking state office shall mail in with registration for state conference their application for office by the deadline for registration. To include:
(a) A letter of intent to seek state office. This letter shall be signed by his/her chapter advisor attesting to scholastic achievement and conduct. It shall also be signed by his/her parent or guardian attesting to their knowledge of intent to seek state office.
(b) A resume containing the candidates qualification and past history.
(c) In case an office is not filled by election at the annual meeting, the Florida TSA Board of Directors will appoint a member to fill the office.
Section 3 All candidates for state office shall declare before the first general session at the annual Leadership Conference which office they are seeking.
Section 4 Each candidate must present himself/herself to the assembly.
Section 5 Each candidate will be provided with two (2) minutes to present himself/herself to the assembly.
Section 6 State officers shall be elected by delegates who have been selected by the local chapters.
Section 7 Each local chapter is entitled to two (2) delegates for the purpose of electing officers and transacting business of Florida TSA.
Section 8 Any member may not hold the office of state president for two years in succession.
Section 9 Election of officers shall be by secret ballot of the voting delegates. In the event a candidate is running unopposed, voting may be a voice vote to accept the candidate by a vote of acclamation.
Section 10 Graduating seniors are not eligible to be elected to a state office.
Section 11 Not more than two (2) members may run for, be elected to or appointed to state office from any one chapter for a particular membership year.
ARTICLE VII MEETINGS
Section 1 A Florida TSA State Leadership Conference shall be held each year and this shall serve as the official annual meeting.
Section 2 The Florida Technology Student Association & Foundation, Inc. Board of Directors shall designate the time and place of the annual meeting and shall be empowered to call special meetings.
Section 3 In the event that no state officer is qualified to act as a parliamentarian, the Florida Technology Student Association & Foundation, Inc. Board of Directors may appoint a parliamentarian for the purpose of assisting in conducting the annual meeting.
Section 4 In all meetings, unless otherwise addressed, Robert’s Rules of Order, Newly Revised, shall serve as standard procedure.
ARTICLE VIII STATE OFFICERS
Section 1 Officers of Florida TSA shall consist of the following:
President: preside at and conduct the State Leadership Conference according to parliamentary procedures, represent the Association as a member of the State Board of Directors; shall send a "Message from the President" to the state Reporter for inclusion in the state newsletter; chair the Florida delegation at the national TSA conference.
Vice President: it shall be the duty of the Vice President to serve in any capacity as directed by the President; to accept the responsibility of the President as occasion may demand.
Secretary: it shall be the duty of the Secretary to serve in any capacity as directed by the President; to record proceedings at the State Leadership Conference to the State Reporter for inclusion in the state newsletter.
Treasurer: it shall be the duty of the Treasurer to serve in any capacity as directed by the President; to report to the assembly at the State Leadership Conference the financial information for inclusion in the state newsletter.
Reporter: It shall be the duty of the Reporter to serve in any capacity as directed by the President; to prepare articles for publication in TSA publications, professional magazines and journals, newsletters and other news media; to contact chartered chapters concerning news items for publication; to act as student editor for the State Program Director.
Sergeant-at-Arms: It shall be the duty of the Sergeant-at-Arms to serve in any capacity as directed by the President; to assist in the preparation and control of the meeting place; in the event that a Parliamentary is not appointed, the Sergeant-at-Arms will assist in conducting all meetings according to parliamentary procedure as set forth by Robert's Rules of Order, Newly Revised; and to introduce any guests present at the State Leadership Conference.
Section 2 These officers shall be elected by a majority vote of the voting delegates in attendance at the annual State Leadership Conference.
Section 3 Officers elected at the State Leadership Conference will hold office from August 1 through July 31.
Section 4 If a state officer is elected to National TSA office, he/she shall relinquish his/her post at the state level.
Section 5 If a state officer is unable to fulfill his/her duties, that state officer will be replaced subject to ratification of the Board of Directors.
SECTION IX DUES
Section 1 Dues for the Florida Association shall be paid by each active member of the local chapter in order for the local chapter to become affiliated with the Florida Association.
Section 2 The amount of state dues shall be set by the Florida TSA Board of Directors.
Section 3 The amount set by the Board of Directors of TSA as national dues shall be set aside from the amount collected as state dues.
Section 4 Each local chapter shall determine the amount of dues to be collected for use by the local chapter.
Section 5 An annual report of finances shall be provided to each chartered chapter.
Section 6 All materials and equipment purchased by Florida TSA shall belong to Florida TSA.
Section 7 An annual report of finances shall be provided to each chartered chapter.
ARTICLE X EMBLEM AND COLORS
Section 1 The emblem of Florida TSA and its colors shall be the same as those adopted by National TSA with the exception that the word "Florida" may be added to the top blue section of the field.
ARTICLE XI MOTTO AND CREED
Section 1 The motto and creed of Florida TSA shall be the same as those adopted by National TSA.
ARTICLE XII OFFICIAL DRESS
Section 1 Official dress of Florida TSA shall be Navy Blue Blazer with TSA Florida patch over left breast pocket, Gray Slacks or Skirt, White Shirt or Blouse, Red Tie or Scarf, Black Shoes.
ARTICLE XIII CODE OF ETHICS
Section 1 Florida TSA Code of Conduct shall be:
(a) Respecting the rights of others.
(b) Respecting the property of others.
(c) Practicing courtesy at all times.
(d) Being honest and sincere.
(e) Being conscious of our personal appearance and dressing appropriately.
(f) Taking pride in our Association and its work.
(g) Controlling self, behavior and language.
(h) Respecting the other person's opinions and being tactful with any criticism.
(i) Demonstrating good sportsmanship and fair play in all competitive activities.
(j) Sharing educational experiences with others.
Section 2 Every participant shall acknowledge and adhere to all rules at Florida TSA sponsored events.
Section 3 Responsibility for individual actions ultimately become the responsibility of the entire chapter.
Section 4 Disciplinary actions, when necessary, will be taken according to Florida TSA Board of Directors Policy.
ARTICLE XIV RULES, REGULATIONS, AND BYLAWS
Section 1 Such rules, regulations and Bylaws as are seen necessary for the proper conduct of this organization shall be adopted.
Section 2 Any matter not specifically covered by these Bylaws may be addressed by Board of Directors Policy. These policies when properly recorded and circulated to all chapters will be binding on all chapters.
Section 3 No rules, regulations, Bylaws, or policies shall be adopted which are contrary to these Bylaws.
ARTICLE XII AMENDMENTS
Section 1 These Bylaws may be amended by a twothirds (2/3) vote of approval by delegates at the annual meeting.
Section 2 These Bylaws may be amended by a twothirds (2/3) vote of approval by the Board of Directors at any meeting which is open to the general membership.
Section 3 Proposed amendments to these Bylaws must be submitted to each affiliated chapter 30 days prior to consideration.
Section 4 Approval shall be by two-thirds (2/3) of the voting delegates present.
Section 5 If adopted, the amendment or amendments will take effect upon adjournment of the annual meeting in which it is presented for approval.
LINK TO STANDING RULES
