BYLAWS
of the
National Association of Judiciary Interpreters & Translators
ARTICLE ONE: Name and General Structure
The name of this Association, a membership corporation organized and existing under the laws of the State of New York, shall be National Association of Judiciary Interpreters and Translators (NAJIT). Provision is made herein for the establishment of chapters. The official language of the Association shall be English.
ARTICLE TWO: Purposes
This Association is organized as a nonprofit entity with the following objectives:
1. To bring together federal, state, freelance and staff judiciary interpreters and translators throughout the United States.
2. To advocate and promote the recognition of judiciary interpreting and translating as a profession, and to protect and safeguard the rights and interests of professional judiciary interpreters and translators.
3. To formulate and maintain standards of professional ethics, practice and competence.
4. To establish a system of mutual assistance and interchange amongst interpreters and translators in different aspects of the legal profession.
5. To publish periodicals, glossaries, etc. and any other publication which may advance judiciary interpreters and translators and their interests.
6. To organize and support lectures, courses and workshops for the training of judiciary interpreters and translators.
7. To hold periodic meetings.
8. To conduct any and all other activities designed to effect and further these objectives and to promote the general welfare of the Association.
9. To actively represent the professional interests of judiciary interpreters and translators before legislative bodies, court administrators and business enterprises.
ARTICLE THREE: Membership
Section I - Membership Categories
The membership of the Association shall consist of seven categories: Active, Student, Organizational, Corporate, Associate, Honorary, and Life.
(A) Active
An Active Member shall be any person engaged in the remunerated practice of judiciary interpreting and/or translation.
(B) Student
A Student Member shall be any person engaged in academic studies as defined by the Membership Committee.
(C) Organizational
An Organizational Member shall be any public or private educational institution, governmental entity, library, or nonprofit corporation with an interest in judiciary interpreting and/or translation. In such cases, membership shall be in the name of the organization, not in the name of its representative. One representative of each Organizational Member shall be entitled to attend NAJIT-sponsored events at the member rate.
(D) Corporate
A Corporate Member shall be any for-profit business entity with an interest in judiciary interpreting and/or translation. In such cases, membership shall be in the name of the corporation, not in the name of its representative. One representative of each Corporate Member shall be entitled to attend NAJIT-sponsored events at the member rate.
(E) Associate
An Associate Member shall be any person who shares NAJIT's interests.
(F) Honorary
Honorary Membership may be bestowed upon distinguished individuals based on their outstanding contributions to the Association. Honorary Membership may be given to anyone outside the interpreting and translating professions. Honorary members will not be required to pay annual membership dues, but will not have voting power.
For a person to be considered for Honorary Membership, a member of the Association in good standing shall submit a letter of nomination signed by at least ten members in good standing to the Board of Directors. The Board will then vote to approve or disapprove the nomination.
(G) Life
Life Membership may be bestowed upon distinguished individuals based on their outstanding contributions to the Association. Life Membership may be given to NAJIT members only. Life Members will not be required to pay annual membership dues, but will be allowed to vote.
For a person to be considered for Life Membership, a member of the Association in good standing shall submit a letter of nomination signed by at least ten members in good standing to the Board of Directors. The Board will then vote to approve or disapprove the nomination.
Section II - Application
Applications for membership shall be filed, along with the current year's annual dues, with the Secretary of the Association or the Secretary's appointee.
Section III - Rights
All Active Members in good standing shall have the right to vote and the right to hold office. All members shall have the right to attend any of the Association's regular meetings, use of all its membership facilities, and receive all the Association's regular publications, as part of their membership dues. The rights of Organizational and Corporate Members shall be exercised through a person appointed by the entity holding such membership.
Section IV - Resignation
Nonpayment of the annual dues for any given year shall be regarded as resignation.
ARTICLE FOUR: Board of Directors
Section I - Number and Terms
The property, affairs, business, and concerns of the Association shall be vested in a Board of Directors consisting of no less than five but no more than nine active members in good standing elected at large, with the requirement that the board shall always consist of an odd number of members. The members of the Board of Directors shall serve two-year terms and be eligible for reelection. The terms of the members of the board shall alternate, with each term designated as starting in either an odd or an even year. No director shall serve more than six years in succession on the board.
Section II - Eligibility
Any Active Member who attains two years of continuous membership as an Active Member in good standing as of the return date specified on the "Call for Nominations" shall be eligible for nomination to the Board of Directors.
Section III - Duties
The Board of Directors shall have the power and authority to manage the Association's property and to regulate and govern its affairs, or to delegate the management of property and affairs to a professional management service for a reasonable fee; to determine policies and changes within the limits of the Certificate of Incorporation and the Bylaws of the Association; to approve applications for membership; and to devise and carry into execution such measures as the membership may direct, and which, in the judgment of the Board, are necessary and desirable, on behalf of the Association or in furtherance of its purposes and objectives.
Section IV - Officers
(A) Chair
A Chair shall be elected by the Board of Directors, from amongst its members, to preside at all meetings of the Association and the Board, and to perform such other duties as are necessarily incident to the office of the Chair of the Board, or as shall be designated to the Chair by the membership or the Board of Directors. The Chair of the Board shall prepare the agendas for Board meetings.
(B) Secretary
The Board shall elect a Secretary from amongst its members, who shall record the minutes of all meetings of the Association and the Board of Directors, whether in person or by telephone conference, and make these available to the Board in writing, and to perform such other duties as shall be designated to the Secretary by the membership or the Board of Directors.
(C) Treasurer
The Board shall elect a Treasurer from amongst its members, who shall receive and collect all dues, fees, assessments and other moneys; record all moneys received and expended; deposit all the funds of the Association in a bank designated by the Board of Directors; and shall share with the Chair and the Secretary the right to sign all checks. Disbursements of Association funds shall be by check only. The Treasurer shall, at the Annual Meeting of the Association, or at other times requested by the Board of Directors, make a report of all receipts and disbursements and of the financial condition of the Association. The books and records maintained by the Treasurer shall be delivered for inspection at any time to the Board of Directors and/or the certified public accountant auditing them. The Treasurer, in turn, may delegate these tasks to a professional accounting service, for a reasonable fee.
(D) Term of Office and Vacancy
The term of office for each officer elected shall be one year or until a successor is elected. In case of a vacancy, the Board of Directors shall elect an officer to fill the remainder of the unexpired term.
Section V - Meetings
The Board of Directors shall meet for transaction of Association business at least once a year in person and three times a year either by telephone conference or in person. The presence of sixty percent of the Board of Directors shall constitute a quorum, of which a majority vote shall constitute an act of the Board of Directors. Vote by proxy shall be permitted only on agenda items for which written proxy to another Board member has been given prior to the vote. Between meetings of the Board, the Board may adopt resolutions by mail, provided that no Board member opposes this procedure.
Section VI - Vacancies
Whenever a vacancy occurs on the Board of Directors by death, resignation or otherwise, the vacancy shall be filled without undue delay by the Board of Directors, and the appointee shall hold office until the next election.
Section VII - Removal
Any one or more of the Directors may be removed by a vote of a majority of the Board of Directors of the Association, whose decision shall be ratified in a referendum to that effect by the members of the Association.
ARTICLE FIVE: Committees
Section I - Types of Committees
There shall be ad hoc committees and standing committees. The Chairs of both ad hoc and standing committees shall be appointed by the Association’s Chair with the agreement of the majority of the Board of Directors. Each committee shall consist of the chair and at least three members selected by the committee chair, subject to the approval of the Board of Directors. Ad hoc committees shall originate with the Board of Directors, to whom they shall report their findings and/or actions and from which they shall derive their purpose and authority. The Elections Committee shall be an ad hoc committee consisting of no less than three active members and selected annually by the Board of Directors to carry out the elections (including counting ballots) during the election cycle.
Section II - Standing Committees
The following shall be standing committees of the Association: Advocacy, Bylaws and Governance, Conference, Membership, and Nominations.
ARTICLE SIX: Certification Commission
The Board of Directors shall appoint a Certification Commission to oversee and direct the Association’s certification program. The Commission shall consist of between three and seven members, including a public member. All Commissioners but the public member shall be members of the Association. The Commission shall include at least one member of the NAJIT Board of Directors; however, the majority of Commissioners shall not be members of the NAJIT Board of Directors. The Commission shall have complete autonomy in all decisions pertaining to the standards, policies, procedures and programmatic details of the certification program. The Commission shall refer financial aspects of the certification program to the Board of Directors with its recommendations for action. The Board of Directors shall have final authority over the finances of the certification program.
ARTICLE SEVEN: Dues
Every member shall pay annual membership dues as established by the Board of Directors, payable in advance. The dues year of the Association, the renewal date for members, and the fiscal year of the Association shall be established by the Board of Directors. Any member whose dues are not paid by the member’s renewal date shall be deemed in arrears. Any member in arrears as of 60 days from the member’s renewal date shall be suspended from the privileges of membership after previous due notice has been given by mail at the member’s last known post office address that such action will be taken.
Special assessments may be made by a majority vote of the Board of Directors, which shall be ratified by a referendum of the members of the Association.
ARTICLE EIGHT: Annual Meeting
The Annual Meeting, which shall be held at a time and place determined by the Board of Directors, shall include the presentation of an Annual Report of the Directors and Committees. Notice of the Annual Meeting shall be mailed to the last recorded address of each member not less than thirty nor more than fifty days before the date appointed for the meetings. The quorum at membership meetings shall consist of 10 percent of or 100 of the voting members present in person or by proxy, whichever is the lesser number.
ARTICLE NINE: Voting and Elections
Dated ballots shall be mailed to all Active Members in good standing by mail. All candidates shall be given equal space to state their position and programs in an official election booklet distributed by the Association, at the discretion of the Board of Directors. The elections shall be held by mail-in ballot, proxy or in person during the Annual Business Meeting of the Association. The Elections Committee shall count all votes during the Association's Annual Conference. Results shall be published subsequently. All envelopes and ballots shall be kept by the Chair of the Elections Committee for a twelve-month period. Successful candidates shall take office the day following the elections.
ARTICLE TEN: Chapters
Section I - Establishment
Regional groups may form chapters. Chapters relating to geographic areas actively represented among the members may be established by the Board of Directors, subject to the following conditions:
(a) The petition for the establishment of such a Chapter must be signed by twenty or more voting members of the Association who reside or work in the geographic area defined in the petition and who shall signify their individual intention to remain members of the Association.
(b) The application for establishment of a Chapter shall be submitted to the Board of Directors of the Association for approval. The minimum number listed above may be modified by a two-thirds vote of the Board of Directors.
Section II - Membership and Bylaws
All members of chapters must be members in good standing of the Association. An eligible member may, but need not, affiliate with a local chapter in the member's geographical area upon payment of the required assessments or additional fees involved. The Bylaws of all chapters shall conform to those of the Association in all respects, and shall require the approval of the Board of Directors. Nothing shall prevent a chapter from establishing additional objectives and requirements for membership, provided that such qualifications are not contrary to the stated aims and purposes of the Association.
Section III - Relations with the National Association
Each chapter shall be notified of meetings of the Board of Directors at which matters directly concerning it are on the agenda, and may be requested to send an authorized representative to participate in the discussion thereof. Every chapter shall submit a report of its activities to the Board of Directors twice a year and a financial statement to the Treasurer of the Association annually.
Section IV - Operating Funds
A chapter may levy a special assessment on its members only with the approval of the Board of Directors of the Association, and the assent of two-thirds of the members of such chapter.
Section V - Dissolution
Dissolution of a chapter when its usefulness has ceased may be authorized by the Board of Directors. When the activities of a chapter are deemed to run counter to the established policies, objectives, or good name of the Association, the Board of Directors may vote to dissolve said chapter, but such dissolution shall not become effective until the vote of the Board of Directors has been approved by the voting membership of the Association by a majority vote of those voting in a secret mail referendum.
ARTICLE ELEVEN: Amendment of Bylaws
Section I - Notice
These Bylaws may be amended, repealed, altered or added to in whole or in part by a two-thirds vote among the members of the Association present and voting in person or by proxy at any Annual Meeting, provided that the complete text of the proposed change is submitted to each member in writing not less than thirty nor more than fifty days preceding the date of such meeting. Amendment may be proposed by the Board of Directors or thirty (30) members of the Association. Proposals originating by petition shall be submitted in writing to the Board of Directors not less than ninety (90) days preceding the date of the Annual Meeting and shall be presented to the membership with recommendations of the Board.
Section II - No Notice
Any amendment for which notice has not been duly given to the members as specified in Section I may be submitted at the Annual Meeting and shall become effective upon receiving a unanimous vote of all those present and voting at that Annual Meeting.
ARTICLE THIRTEEN: Use of NAJIT Logo
All voting members of NAJIT shall be entitled to use the NAJIT logo on their business cards and stationery. NAJIT membership cards will be made available to all members, and NAJIT's logo in a form suitable for reproduction will be made available to all voting members.
Chapters shall be able to adapt the NAJIT logo for their region by adding initials or letters in the upper triangle of the logo. Unauthorized use of the NAJIT logo will be taken up by the Board of Directors and could result in suspension.
ARTICLE THIRTEEN: Complaints and Emergencies
All complaints shall be submitted in writing to the Board of Directors, which shall act accordingly forthwith. In an emergency situation which may directly affect NAJIT members, a Review Board may be created comprised of the Board of Directors and three Active members to take emergency action in any such case.
ARTICLE FOURTEEN: Parliamentary Authority
Except as otherwise provided in the Bylaws or by applicable law, all meetings of members and the Board of Directors shall be conducted in conformity with the latest edition of Robert’s Rules of Order Newly Revised, or such other rules as the Board and the membership may adopt.
Amended May 20, 2006
NAJIT ANNUAL MEETING STANDING RULES
Standing Rule 1
All motions and resolutions should be provided in writing to NAJIT Headquarters at least 60 days before the date of the Annual Meeting. The proposed motions and/or resolutions shall then be referred to the Bylaws and Governance Committee for review and recommendations to the NAJIT Board.
Standing Rule 2
If the 60-day requirement has not been met, motions and resolutions may be brought before the Annual Meeting in the following manner:
a. The motion and/or resolution shall be provided to the Chair of the Annual Meeting in writing.
b. The mover may then request permission of the assembly to suspend Standing Rule 1 and present the matter from the floor. This request must be approved by two-thirds of the voting members present at the meeting.
Standing Rule 3
All motions and resolutions that are presented to the assembly during an Annual Meeting shall be subject to the following:
a. Debate is limited to 10 minutes in favor, 10 minutes opposed.
b. No speaker shall speak for more than 2 continuous minutes.
c. Whenever possible, speakers shall alternate: one for, one against.
d. A request to suspend Standing Rule 3 must be approved by two-thirds of the voting members present at the meeting.
Approved at the NAJIT Annual Meeting, May 14, 2005