The following was approved by the membership and became effective on September 15, 1976 with the latest revision approved by the membership in October 1998 and October 2001 and the IPRA Board of Directors in September 2003.

Article I

NAME

Section 1. The organization shall be known as the Illinois Park and Recreation Association.

Article II

PURPOSE

Section 1. The mission of the Illinois Park and Recreation Association is to be an advocate in providing quality park, recreation and conservation education, resources and services to professionals and citizens throughout the state of Illinois.

Section 2. It is the vision of the Illinois Park and Recreation Association to be a state and national leader in advancing parks, recreation and conservation.

Section 3. IPRA Values:

Advocacy
Community
Collaboration
Education
Inclusion
Innovation

Article III

MEMBERSHIP

Section 1. Member Types. The types of membership in the association shall be voting members and non-voting members.

1. Voting Membership. Voting privileges will be extended to those members in good standing.
2. Non-Voting Membership. Non-voting membership shall be available as per the following categories:
1. Student. Any student pursuing studies in the field of parks, recreation, conservation or related field, and not employed in a parks, recreation, or conservation agency on a full-time basis.
2. Support Staff. Part-time employees working 20 hours or less a week, or support staff with no supervisory responsibilities.
3. Educator. Any full-time educator in the field of parks, recreation or conservation at an accredited college or university, and not employed in a parks, recreation or conservation agency on a full-time basis.
4. Friend. Any person not working in the field, but who has an interest in the parks, recreation, and conservation movement.
5. Retiree. Any individual retired from working in the field of parks, recreation or conservation.
6. Commercial. Any individual or company who sells services or products to park, recreation and conservation agencies and wishes to contribute to the support of the association.
7. Individuals who qualify for voting membership shall not be eligible for non-voting membership.
3. Affiliate Organization Membership. Affiliate Organization Membership shall be available to any regional or specific interest organization in the park, recreation, leisure and conservation movement that meets the guidelines as determined by the board of directors of the association.
4. Honorary Lifetime Membership. Upon recommendation to the board, non-voting honorary lifetime membership may be extended to those individuals who have distinguished themselves in the park and recreation movement and who have made significant contributions to the association, including service as IPRA President.

Section 2. Termination of Membership. Membership can be terminated by voluntary withdrawal or non-payment of dues or by 2/3 vote of the Board of Directors for cause.

Section 4. Honorary Membership. Upon recommendation to the board, non-voting honorary membership may be extended to those individuals who have distinguished themselves in the park and recreation movement and who have made significant contributions to the association.

Article IV

OFFICERS

Section 1. The officers of the Board of Directors of the association shall be the Chairman of the Board, immediate past-Chairman of the Board, Chairman of the Board-elect, secretary and finance chair all of which shall be certified professionals.

Section 2. Election. Officers shall be elected/appointed in the following manner:

The members of the Board of Directors, prior to the general IPRA elections, shall elect the Chairman of the Board-Elect annually. Any individual serving on the IPRA Board at the time of the election process is eligible to be nominated for Chairman of the Board-Elect. The number of candidates eligible to run for this position in any given year will be determined by the IPRA Board.

Each board member shall have one vote in the selection of Chairman of the Board -elect with the exception of the Sections. All Sections except Students shall have two votes. The votes for each Section shall be cast by the Section Representative to the IPRA Board and the Section Director or other designated individual of the Section. The total number of 26 votes cast shall be as follows:

Section 3. Terms. Terms of officers shall be one year in length and begin and expire at the time of the annual business meeting.

Section 4. Vacancy.

1. Declaration of a Vacancy. A vacancy of an officer position shall be declared when caused by death, separation from work in the field of parks and recreation, a move from the State of Illinois or by letter to the Chairman of the Board for any other reason. In the case of the Chairman of the Board, a letter of resignation shall be delivered to the secretary.
2. Filling of an Officer Vacancy.
   1. Vacancies of the secretary position shall be filled for the balance of the term by appointment by the Chairman of the Board with the approval of two-thirds of the remaining board members present at a duly called meeting.
   2. In the case of vacancy of the Chairman of the Board, the Chairman of the Board-elect shall take the office for a term decided upon by the board with the agreement of the person involved.
   3. In the case of the vacancy of Chairman of the Board-elect, a special election by the board may be held with notification given to the membership.
   4. Except in the case of the term of the vacated presidency, all other terms shall be for the remaining term of the office.

Section 5. Chief Executive Officer. A salaried staff person, employed or appointed by, and directly responsible to the board of directors, shall execute the administration and management of the association. The person shall have the title Chief Executive Officer or other such title as designated by the board. The Chief Executive Officer shall employ other staff necessary to carry out the work of the association as approved within the budget. This person shall also serve as the registered agent and direct all functions of the association as deemed necessary by the board. The Chief Executive Officer serves as the association Treasurer.

Section 6. Chairman of the Board. The Chairman of the Board shall act as presiding officer at meetings of the board and general meetings of the association. The Chairman of the Board shall be ex-officio member of all association committees and perform other duties necessary to the office of Chairman of the Board or as prescribed by the board of directors. The Chairman of the Board serves as the Chair of the Executive Committee and Personnel Committee.

Section 7. Chairman of the Board-Elect. The Chairman of the Board-elect shall serve in any capacity that the Chairman of the Board may deem appropriate and shall act as presiding officer of meetings during the absence of the Chairman of the Board.

Section 8. Immediate Past-Chairman of the Board. The immediate past-Chairman of the Board shall be a voting member of the board shall serve as chair of the Nominations and Elections Committee and shall act as presiding officer of meetings in the absence of the Chairman of the Board and Chairman of the Board-elect.

Section 9. Secretary. The secretary shall be responsible for keeping an accurate record of all meetings and business of the association and for sending proper notice of meetings to those who should receive them.

Section 10. Treasurer. The treasurer shall serve as the registered agent and perform those required duties. The CEO shall act as Treasurer.

Section 11. Finance Chair. The Finance Chair shall be a board member and act as lead advisor for the Board regarding finances of the association.

Section 12. Bonding. The Chief Executive Officer and any other person deemed necessary by the board shall furnish, at the expense of the association, a fidelity bond approved by the board in such a sum, as the board shall subscribe.

Article V

BOARD OF DIRECTORS

Section 1. Powers. The board of directors shall have supervision, control and direction of the affairs of the association, shall determine its policies, establish guidelines for its operation and shall have discretion in disbursement of its funds. It may adopt such rules and regulations for the conduct of its business as shall be deemed advisable and may, in the execution of powers granted, appoint such agents as it may consider necessary.

Section 2. Composition. The association board of directors shall consist of the following voting members:

1. Chairman of the Board, Chairman of the Board-elect, immediate past-Chairman of the Board and secretary, who shall be certified professionals under a plan that requires continuing education units within their related discipline.
2. A representative from each section, who shall be certified professionals wit under a plan that requires continuing education units within their related discipline. other than the student section.
3. Six geographic members who shall be certified professionals under a plan that requires continuing education units within their related discipline. Five geographic members in the case of Article X: Geographic Representatives, Section 4: Non-Representation.
4. One student director to be selected by the student section.
5. Four members at-large who shall be certified professionals under a plan that requires continuing education units within their related discipline.0 Five members At-Large in the case of Article X: Geographic Representatives, Section 4: Non-Representation.

Section 4. Executive Council. The executive council of the board shall consist of Chairman of the Board, Chairman of the Board-elect, immediate past-Chairman of the Board, secretary and finance chair.

Section 5. Meetings. The board shall hold regular meetings as deemed necessary by the Chairman of the Board.

Section 6. Quorum. A majority of the voting members of the board shall constitute a quorum at any meeting of the board.

Section 7. Absences. Any member of the board of directors unable to attend a meeting shall communicate to the Chairman of the Board and Chief Executive Officer, state the reason for the absence. If a board member is absent from two consecutive meetings for reasons, which the board has failed to declare to be sufficient, the member's resignation shall be deemed to have been tendered and accepted.

Section 8. Vacancies.

1. Declaration of a Vacancy. A vacancy of a board position shall be declared when caused by death, separation from work in the field of parks and recreation, a move from a job from the geographic zone to which board member was elected to represent, as covered under other sections of these bylaws, or by letter to the Chairman of the Board for any other reason.
2. Filling of Vacancies. Vacancies of board positions, not including officers, (see Article IV) or section directors (see Article VIII) shall be filled by the candidate receiving the next highest number of votes in the vacating member's election. If this cannot occur, vacancy shall be filled by appointment by the Chairman of the Board, except as elsewhere and herein covered. The appointment shall be for the remaining term of the vacant office and approved by a two-thirds vote of the remaining board members present at the duly called meeting.
3. Filling the Board Vacancy Left by the Election of the New Chairman of the Board-Elect. Since the Chairman of the Board-elect is elected from a current position on the association Board of Directors, the following procedure shall be used to fill the vacancy:
   1. If the newly elected Chairman of the Board-Elect has two (2) years remaining on his/her term, then the Nominations and Elections Committee shall select a candidate to run for the remaining portion of the term. These candidates shall be placed on the ballot and the successor to the vacated position will be determined by the membership in the general election.
   2. If the newly elected Chairman of the Board-Elect has one (1) year remaining on his/her term, then the Nominations and Elections Committee shall recommend, through a selection process, a candidate to fill the vacated term. The candidate must be approved by a 2/3rd vote of the Board of Directors at its next scheduled meeting and the candidate will take office upon the official swearing in of the new Chairman of the Board-Elect.
   3. If the newly elected person is in the final year of their Board term, standard nomination and election procedures would take place as in naming a successor to any open Board position.
   4. If the newly elected person is a Section director or an IPRA Section Representative, the section board would refer to provisions in Article VIII, Sections, to fill the vacant position.

   Section 9. Resignation or Removal. Any board member may resign at any time by giving written notice to the Chairman of the Board. Any board member may be removed by a two-thirds majority vote of the membership. Any opportunity to present a response to the Board of Directors must be done within 60 days of the vote.

   Section 10. Indemnification. The association agrees at all times to indemnify and to hold harmless employees, employee' heirs, administrators or board members from any and all actions, claims, liabilities, damages or expenses, whatsoever kind, including interest and attorneys' fees and all other reasonable costs, which the employees, employees' heirs, administrators or board members shall incur for any reason resulting from the employee carrying out the terms and conditions of this agreement or by the action or inaction of the association provided that the employee, employees' heirs, administrators, and board members promptly notify the association of the adverse claims and threatened or actual law suit. The association shall have the sole right to control the dissents of any such litigation including the sole right to determine whether or what terms such claims shall be settled.

   Article VI

   DUES

   Section 1. Established. The annual dues shall be established by the board of directors and payable by a determined deadline each year. The board shall hold an open board meeting before the establishment of the dues structure or any changes in said structure.

   Section 2. Non-Payment. Members who fail to pay their dues by a determined deadline shall be suspended, without hearing, for non-payment. Once suspended, a member must file a new application for membership to be reinstated.

   Article VII

   COMMITTEES

   Section 1. Types. There shall be three types of association committees; professional committees, service committees and special committees or task forces. Professional and service committees shall be identified and approved by the board before the annual business meeting. Special committees or task forces can be created and approved at any time as deemed necessary.

   1. Professional Committees. Professional committees shall emanate from the association and shall be established to deal specifically with professional concerns.. The Illinois Park and Recreation Certification board shall be considered an example of a professional committee.
   Service Committees. Service committees shall provide various functions to the Illinois Park and Recreation Association to provide respective goals and objectives to the membership. Membership of service committees shall be open to all association members. Special Committees and Task Forces. Special committees and task forces may be formed to serve an immediate and single purpose need and may be created or dissolved by the Chairman of the Board of the Illinois Park and Recreation Association. Membership and chairmanship of the special committees and task forces are open to all association members.

   Section 2. Chairperson. The Chairman of the Board-elect, prior to the annual business meeting, shall appoint and advise the board of the appointments of the chairpersons of all professional and service committees. Any association member may chair Professional and Service committees and special committees or task forces.

   Section 3. Vice-Chairperson. The Chairman of the Board-elect shall name the vice-chairperson of professional and service committees. The vice-chairperson shall meet the same requirements as stated in Section 2, Article VII.

   Section 4. Membership. Each professional and service committee shall have at least six members serving terms of three years, one third of the term expiring each year. Members of the association may serve on two committees, but may not serve as chairperson of more than one committee. The Chairman of the Board of the association appoints committee members.

   Section 5. Meetings. Chairpersons of all association committees shall hold regular meetings and shall notify the Chief Executive Officer at least five days prior to the committee meetings.

   Article VIII

   SECTIONS

   Section 1. Purpose. The association shall have special interest sections for the purpose of providing services to the members. The IPRA Board of Directors shall retain control over section finances, operations and purpose at their discretion.

   Section 2. Membership. Voting members shall annually choose sections in which to vote.

   Section 3. Director. Each section shall have a director nominated and elected in a manner outlined in the section by-laws who will serve for one year. The section director shall be responsible for the services and operation of the section.

   Section 4. Representative to IPRA Board. Each section can select its IPRA board representative by an election method of its choosing. The IPRA Board Representative need not be the Section Director.

   Section 5. Officers. Each section may establish additional officers and committees, as it deems necessary.

   Section 6. Vacancies.

   1. Declaration of a Vacancy. A vacancy of a section representative to the IRPA board shall be declared when a determination by the section board of directors is made and presented, in writing, to the IPRA Chairman of the Board.
   2. Filling of Vacancies.
      1. In the case of the vacancy of the director, the director-elect shall assume the office for the term agreed upon by the section board with consultation of the said individual.
      2. In the case of vacancy of the director-elect, a special election of the section members shall be conducted to fill the vacancy.
      3. Vacancies of all other officers, board members or the representative to the IPRA board of a section shall be filled by appointment by the director, with a two-thirds vote approval of the remaining board members present at the duly called meeting.

   Section 7. Fiscal. The IPRA board shall have budget approval and fiscal control over all sections.

   Section 8. New Section. Thirty association members should be identified to request the establishment of a section. A petition for any such action must be presented and approved by the IPRA Board of Directors.

   Section 9. Disbanding. A section may be disbanded by the IPRA board for failure to provide services and leadership or request for disbanding by that section. A drop in membership below thirty would be cause for review by the board.

   Article IX

   NOMINATIONS AND ELECTIONS

   Section 1. Membership of the Nominations and Elections Committee. The Nominations and Elections Committee shall be appointed by the Chairman of the Board with the following constitution:

   1. Immediate past-Chairman of the Board, who shall act as chairperson;
   2. At least one member from each section;
   3. At least three at-large members.

   Section 2. The Nominations and Elections Committee shall prepare election general and section materials and mailing, count and tabulate the votes. The Chief Executive Officer shall set all dates for the elections to comply with these By-laws. The committee shall present results to the IPRA Board.

   Section 3. Conduct of Nominations. Nominating responsibilities are:

   1. Solicit nominations from the entire membership;
   2. Gain acceptance from any member, personal or written notification, of his/her desire to be a candidate for election to the board;
   3. Present to the association board for approval, a slate of candidates with at least two nominees for each vacancy, except for the Chairman of the Board and Chairman of the Board-elect positions at least 60 days prior to the annual meeting. The election of the Chairman of the Board-Elect shall follow the process outlined in Article IV - Officers, Section 2. Election.
   4. Notify all candidates of their selection and secure, in writing, their consent to run;

   Section 4. Conduct of Elections.

   1. Association board members and selected elected Section Board members outlined in the section's by-laws shall be elected by mail ballot.
   2. All ballots shall be prepared and mailed to members in good standing who are eligible to vote, and shall also include provisions for write-in votes, not less than thirty days prior to the annual business meeting.
   3. Each voting member shall mark his/her ballot, seal it in an envelope properly marked and mail it to the association office on or before ten days prior to the established date for the annual business meeting.
   4. The Chair of the Nominations and Elections Committee shall ratify the election results and present said results to the IPRA Board of Directors at the next scheduled meeting.

   Section 5. Terms of Office. The following shall be the terms of office for board members of the association:

   1. Chairman of the Board, Chairman-Elect, Past Chairman and Secretary each has one-year terms.
   2. Section representatives have staggered two-year terms. Exception: student section has one-year term.
   3. Geographic members have staggered three-year terms.

   Section 6. NRPA Regional Council. Representatives shall be appointed by the Chairman of the Board and approved by the IPRA Board to represent the interests of the Illinois Park and Recreation Association to the National Recreation and Park Association Great Lakes Regional Council.

   1. They shall be appointed by the Chairman of the association, but must be members of NRPA and IPRA.
   2. They shall serve a term of three years.
   3. Vacancy during the term of regional council representative due to death, resignation or otherwise shall be filled by appointment of the Chairman of the Board with approval of the board.
   4. Any regional council member may resign at any time by giving written notice to the Chairman of the Board. Any regional council member may be removed by a two-thirds majority of the full voting board of directors at any regular or special meeting. Before a regional council member may be removed, said individual shall have the opportunity for hearing before the board.

   Article X

   GEOGRAPHIC REPRESENTATIVES

   Section 1. Representation. The six geographic representatives will be elected to the board of the association from membership in their particular zone as per the following:

   1. Three representatives from the Chicago Metro Zone.
   2. One representative from Northern Zone.
   3. One representative from Central Zone.
   4. One representative from Southern Zone.

   Section 2. Zones. Membership of the association shall be divided into four geographic areas in accordance with the county in which employed.

   1. Chicago Metro Zone shall consist of the following counties: Cook, DuPage, Kane, Lake and Will.
   2. Northern Zone shall consist of the following counties; Boone, Bureau, Carrol, Jo Davies, DeKalb, Grundy, Henry, Kendall, LaSalle, Lee, McHenry, Mercer, Ogle, Putnam, Rock Island, Stephenson, Whiteside and Winnebago.
   3. Central Zone shall consist of the following counties: Adams, Brown, Cass, Champaign, Coles, DeWitt, Douglas, Ford, Fulton, Hancock, Henderson, Iroquois, Kankakee, Knox, Livingston, Logan, Macon, Marshall, Mason, McDonough, McLean, Menard, Morgan, Peoria, Platt, Sangamon, Schuyler, Stark, Tazewell. Vermilion, Warren and Woodford.
   4. Southern Zone shall consist of the following counties: Alexander, Bond Calhoun, Christian, Clark, Clay, Clinton, Crawford, Cumberland, Edgar, Edwards, Effingham, Fayette, Franklin, Gallatin, Greene, Hamilton, Hardin, Jackson, Jasper, Jefferson, Jersey, Johnson, Lawrence, Macoupin, Madison, Marion, Massac, Monroe, Montgomery, Moultrie, Pike, Perry, Pope, Pulaksi, Randolph, Richland, St. Clair, Saline, Scott, Shelby, Union, Wabash, Washington, Wayne, White and Williamson.

   Section 3. Duties. Geographic representatives will be responsible for representing the members in their geographic zone on the IPRA board. They are to maintain contact with all regional affiliates in their particular zone and perform other duties as assigned by the Chairman of the Board.

   Section 4. Non-Representation. If any geographic zone does not have a voting member that comes forth as a candidate for a vacated term prior to election, due to lack of interest, and the nominations and elections committee cannot solicit someone as a candidate for the term, the term will be filled by an additional At-Large member until a candidate comes forth at the next duly held election for that position.

   Article XI

   MEETINGS

   Section 1, Annual Business Meeting. The annual business meeting of the association shall be held in connection with the annual conference at a place and time as designated and announced by the Chairman of the Board and board.

   Section 3. Business Meetings. The Board of Directors shall conduct Business Meetings throughout the year, which at the discretion of the Chairman of the Board will be open to members.

   Section 2. Other Meetings. The association may also schedule membership meeting at a time and place as indicated by the board and/or in connection with regional and national conferences.

   Section 3. Quorum. The members present shall constitute a quorum at the annual or any special membership meeting.

   Section 4. Robert's Rules of Order shall govern in all questions of procedures with regards to association board meetings.

   Article XII

   IAPD/IPRA MEMORANDUM OF UNDERSTANDING

   A positive, workable affiliation between the Illinois Park and Recreation Association (IPRA) and the Illinois Association of Park Districts (IAPD) is desirable to advance the leisure movement in Illinois. The two organizations shall cooperate when and where feasible and the document that will guide the tasks of the two organizations is the:

   "JOINT COOPERATION AGREEMENT
   Illinois Association of Park Districts/
   Illinois Park and Recreation Association"

   Article XIII

   AMENDMENTS

   Section 1. The by-laws may be amended by a two-thirds vote of the Board of Directors. Clerical corrections to the by-laws may be made at the discretion of the Chief Executive Officer and reported to the Board of Directors.

   Article XIV

   FISCAL YEAR

   Section 1. The fiscal year shall commence on the first day of January and shall end on the last day December.

   Article XV

   ADOPTION

   Section 1. Upon the adoption of these by-laws by the membership, the policies and principles herein will take effect September 15, 1976.

   Section 2. All existing elected officers and board members of the Illinois Park and Recreation Society shall complete their terms of office.

   Section 3. Upon the adoption of the set of amendments to the bylaws by the membership pertaining to certification requirement for Board members, these shall begin with the election for the 1993 board of directors.

   Section 4. Upon the adoption of these revised by-laws of the association by the IPRA Board on Directors on September 10, 2003.