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Articles of Incorporation

Article One

The name of the corporation is Oklahoma Association of Student Financial Aid Administrators, Inc.

Article Two

The place in this state where the principal office of the corporation is to be located is Oklahoma City, Oklahoma County.  The name of the registered agent and the address of the registered office in the State of Oklahoma is:

Roderick Durrell
525 Central Park Drive Suite 600
OKC OK 73105-1706

Article Three

The duration of the corporation is perpetual.  Said corporation is organized exclusively for charitable and educational purposes including for such purposes the making of distributions to organizations that qualify as exempt organizations under section 501(c)(3) of the Internal Revenue Service Code, or corresponding section of any future federal tax code.

Said corporation is organized with the following as primary objectives:

Section 1 To promote the professional preparation, appointment, effectiveness, recognition, and association of student financial aid administrators.

Section 2 To serve effectively the interests and needs of students, faculties, and relevant support organizations concerned with the administration of student financial aid programs.

Section 3 To assist educational institutions, foundations, and relevant support organizations in the promotion and development of effective student financial aid programs.

Section 4 To promote such programs and activities as may be desirable or required to fulfill the purpose(s) of the corporation.

Article Four

No part of the net earnings of the corporation shall inure to the benefit of, or be distributable to its members, trustees, 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 Three 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 intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to 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 (a) by a corporation exempt from federal income tax under section 501(3)(c) of the Internal Revenue Code or corresponding section of future federal tax code, or (b) by a corporation, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code or corresponding section of any future federal tax code.

Article Five

Upon the dissolution of the corporation, assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code, or corresponding future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose.  Any such assets not so disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal office of the corporation is then located, exclusively for the such purposes or to such organization or organizations, as said court shall determine, which are organized and operated exclusively for such purposes.

Article Six

The corporation shall not authorize or issue shares of stocks, nor obtain any dividends, nor make any loans to its member organizations, members of the Board of Directors, officers, agents, or employees.

By-Laws

Article I

Membership & Dues

Section 1 Application for membership in the Association shall be made to the treasurer of the Association for processing as instructed by the Directors/Officers.

Section 2 The fiscal year shall be July 1 to June 30.  Membership in the Association is determined by attendance at any one of the past three regular meetings of the Association.

Article II

Duties of Officers

Section 1 The president shall preside at all meetings fo the Board of Directors of the Association and perform such other duties as pertain to the office of the president. (S)he shall be a member ex-officio of all committees.

Section 2 The president shall preside at all meetings of the Board of Directors of the Association and perform such other duties as pertain to the office of the president.  (S)he shall be a member ex-officio of all committees.

Section 3 The treasurer shall represent the Association in, and be responsible for, the receipt and disbursement of funds in accordance with the directive established by the Directors/Officers.  The treasurer shall maintain appropriate and adequate financial records and shall be ready whenever required to give the Directors/Officers all monies and financial records, and shall give the same to the appointed successor upon the termination of the term of office.  The treasurer shall submit a duly audited annual financial report to the Association and may be under such bond as determined by the Directors/Officers.

Section 4 The secretary shall be responsible for keeping, maintaining, and making appropriate distribution of the records of the Association and for the mailing of meeting notices and such other communications as provided by the Constitution and By-Laws as directed by the Directors/Officers.

Section 5 The delegates-at-large shall solocit views/issues from the membership to the present Board.

Article III

Election Procedures

Section 1 The president will appoint a chairperson and members of the Nominations/Election committee before the Fall Conference. Committee work should commence as soon as possible to ensure that deadlines are met for elections at the next conference of the president-elect, treasurer, secretary, and delegates-at-large.

Section 2 No member of the Nomination/Election Committee will be nominated for office. Nominees must be regular members at the time of nomination.

Section 3 Nomination/Election Committee members will be instructed by the chairperson to submit the names of members as recommended for nomination of each of the offices to be filled. These recommendations should be accompanied by a mini-résumé to assist the committee in making final selections for the slate.

Section 4 Upon finalization of the slate of nominees for offices, standardized résumé forms will be sent to all nominees for completion. The Nomination/Election Committee Chair will submit the slate of nominees and respective résumés to the Board of Directors for publication at least sixty [60] days prior to the Spring Meeting.

Section 5 An announcement of the voting procedure will be made prior to the meeting. The announcement will be mailed directly to every eligible voter.

Section 6 Only regular members will be eligible to vote. The treasurer will be responsible for maintaining a list of eligible voters.

Section 7 Lost ballots will not be replaced.

Section 8 The Nomination/Election Committee chairperson will select additional representative as necessary to assist the Nomination/Election Committee in counting the ballots. Counting of votes will be private and will be supervised by the Nomination/Election Committee Chairperson.

Section 9 Votes will be tabulated, recorded, and the results turned over to the Nomination/Election Committee chairman, who will then submit written results of the election to the Board of Directors. Winner is determined by a plurality. If there is a tie vote, a run-off election will be held. Results of the election will be announced to the membership.

Section 10 The chairperson of the Nomination/Election Committee will submit a complete file of procedures to his/her successor.

Article IV

Duties of the Board of Directors

Section 1 The Board of Directors shall have all power and authority over the affairs of the Association during the interim between meetings of the Association, except that of modifying any official action taken by the Association.

Section 2 Regular meetings of the Board of Directors shall be scheduled each year. Special meetings may be called by the president upon request by three or more members of the Board of Directors.  At least one half of Board members shall constitute a quorum at any official meeting of the Board of Directors.

Article V

Planning & Activity

The Board of Directors may assist in establishing other groups through which members may expand the activities and programs and improve communications with respect to matters of interest to the Association.

Article VI

Committees

Section 1 The president may appoint committees as deemed necessary, in addition to the following Standing Committees, to carry out the function of the Association.  All such appointments should be subject to approval by the Board of Directors.  The president-elect would be responsible for identifying Committee Chairs, with exception of the chair of the Nomination Committee and the Advisory Committee, to be presented at the spring business meeting.  The chairs would be selected from the current year committee members to serve a term of office beginning July 1 through June 30, annually.

  • Standing Committees
  • Conference Committee
  • Membership Committee
  • Advisory Committee
  • Nomination/Election Committee
  • Corporate Relations Committee
  • Electronic Initiatives Committee
  • Conference Site Selection Committee
  • Community & High School Relations Committee
  • Minority Concerns
  • Training Committee
  • Finance Committee
  • Historian/Archivist
  • Long Range Planning Committee

Article VII

Vacancies in Offices

Section 1 Should the president be unable to assume office or complete the term of office, the president-elect shall take the presidency.

Section 2 A vacancy occurring in any office, other than that of president, shall be filled until the next general election of the Association by the Board of Directors upon nomination by the president.  Such appointment shall not prejudice the election of the incumbent to the regular term of office.

Section 3 An affirmative vote of a majority of the entire Board of Directors by ballot, which may be conducted by mail, shall be necessary for election to fill a vacancy.

Section 4 Should the offices of president and president-elect become vacant simultaneously, the Nomination/Election Committee will convene and subsequently submit a Slate of Nominees, with biographical and other data, for the vacant offices to the Board of Directors.  The secretary shall cause the list of nominees and biographical and other data, with provisions for write-in candidates, to be distributed to the membership within thirty [30] days of the Association meeting.  An election shall be called for and completed as soon as possible.

Section 5 Should the offices of the president and president-elect become vacant simultaneously thirty [30] days or less prior to the annual Association meeting, the nominating committee shall convene and subsequently submit a slate of nominees, with biographical and other data, for the vacant offices at the first Board of Directors session at the Association meeting.  The treasurer shall assume the duties of the president of the Association until that office is filled.

Article VIII

Appointment of Employees

Articles of Incorporation

Article One The name of the corporation is Oklahoma Association of Student Financial Aid Administrators, Inc.

Article Two The place in this state where the principal office of the corporation is to be located is Oklahoma City, Oklahoma County.  The name of the registered agent and the address of the registered office in the State of Oklahoma is:

Roderick Durrell
525 Central Park Drive Suite 600
OKC OK 73105-1706

Article Three

The duration of the corporation is perpetual.  Said corporation is organized exclusively for charitable and educational purposes including for such purposes the making of distributions to organizations that qualify as exempt organizations under section 501(c)(3) of the Internal Revenue Service Code, or corresponding section of any future federal tax code.

Said corporation is organized with the following as primary objectives:

Section 1 To promote the professional preparation, appointment, effectiveness, recognition, and association of student financial aid administrators.

Section 2 To serve effectively the interests and needs of students, faculties, and relevant support organizations concerned with the administration of student financial aid programs.

Section 3 To assist educational institutions, foundations, and relevant support organizations in the promotion and development of effective student financial aid programs.

Section 4 To promote such programs and activities as may be desirable or required to fulfill the purpose(s) of the corporation.

Article Four

No part of the net earnings of the corporation shall inure to the benefit of, or be distributable to its members, trustees, 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 Three 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 intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to 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 (a) by a corporation exempt from federal income tax under section 501(3)(c) of the Internal Revenue Code or corresponding section of future federal tax code, or (b) by a corporation, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code or corresponding section of any future federal tax code.

Article Five

Upon the dissolution of the corporation, assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code, or corresponding future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose.  Any such assets not so disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal office of the corporation is then located, exclusively for the such purposes or to such organization or organizations, as said court shall determine, which are organized and operated exclusively for such purposes.

Article Six

The corporation shall not authorize or issue shares of stocks, nor obtain any dividends, nor make any loans to its member organizations, members of the Board of Directors, officers, agents, or employees.

By-Laws

Article I

Membership & Dues
Section 1 Application for membership in the Association shall be made to the treasurer of the Association for processing as instructed by the Directors/Officers.

Section 2 The fiscal year shall be July 1 to June 30.  Membership in the Association is determined by attendance at any one of the past three regular meetings of the Association.

Article II

Duties of Officers

Section 1 The president shall preside at all meetings fo the Board of Directors of the Association and perform such other duties as pertain to the office of the president. (S)he shall be a member ex-officio of all committees.

Section 2 The president shall preside at all meetings of the Board of Directors of the Association and perform such other duties as pertain to the office of the president. (S)he shall be a member ex-officio of all committees.

Section 3 The treasurer shall represent the Association in, and be responsible for, the receipt and disbursement of funds in accordance with the directive established by the Directors/Officers.  The treasurer shall maintain appropriate and adequate financial records and shall be ready whenever required to give the Directors/Officers all monies and financial records, and shall give the same to the appointed successor upon the termination of the term of office.  The treasurer shall submit a duly audited annual financial report to the Association and may be under such bond as determined by the Directors/Officers.

Section 4 The secretary shall be responsible for keeping, maintaining, and making appropriate distribution of the records of the Association and for the mailing of meeting notices and such other communications as provided by the Constitution and By-Laws as directed by the Directors/Officers.

Section 5 The delegates-at-large shall solocit views/issues from the membership to the present Board.

Article III

Election Procedures

Section 1 The president will appoint a chairperson and members of the Nominations/Election committee before the Fall Conference. Committee work should commence as soon as possible to ensure that deadlines are met for elections at the next conference of the president-elect, treasurer, secretary, and delegates-at-large.

Section 2 No member of the Nomination/Election Committee will be nominated for office. Nominees must be regular members at the time of nomination.

Section 3 Nomination/Election Committee members will be instructed by the chairperson to submit the names of members as recommended for nomination of each of the offices to be filled. These recommendations should be accompanied by a mini-résumé to assist the committee in making final selections for the slate.

Section 4 Upon finalization of the slate of nominees for offices, standardized résumé forms will be sent to all nominees for completion. The Nomination/Election Committee Chair will submit the slate of nominees and respective résumés to the Board of Directors for publication at least sixty [60] days prior to the Spring Meeting.

Section 5 An announcement of the voting procedure will be made prior to the meeting. The announcement will be mailed directly to every eligible voter.

Section 6 Only regular members will be eligible to vote. The treasurer will be responsible for maintaining a list of eligible voters.

Section 7 Lost ballots will not be replaced.

Section 8 The Nomination/Election Committee chairperson will select additional representative as necessary to assist the Nomination/Election Committee in counting the ballots. Counting of votes will be private and will be supervised by the Nomination/Election Committee Chairperson.

Section 9 Votes will be tabulated, recorded, and the results turned over to the Nomination/Election Committee chairman, who will then submit written results of the election to the Board of Directors. Winner is determined by a plurality. If there is a tie vote, a run-off election will be held. Results of the election will be announced to the membership.

Section 10 The chairperson of the Nomination/Election Committee will submit a complete file of procedures to his/her successor.

Article IV

Duties of the Board of Directors

Section 1 The Board of Directors shall have all power and authority over the affairs of the Association during the interim between meetings of the Association, except that of modifying any official action taken by the Association.

Section 2 Regular meetings of the Board of Directors shall be scheduled each year. Special meetings may be called by the president upon request by three or more members of the Board of Directors.  At least one half of Board members shall constitute a quorum at any official meeting of the Board of Directors.

Article V

Planning & Activity

The Board of Directors may assist in establishing other groups through which members may expand the activities and programs and improve communications with respect to matters of interest to the Association.

Article VI

Committees

Section 1 The president may appoint committees as deemed necessary, in addition to the following Standing Committees, to carry out the function of the Association. All such appointments should be subject to approval by the Board of Directors.  The president-elect would be responsible for identifying Committee Chairs, with exception of the chair of the Nomination Committee and the Advisory Committee, to be presented at the spring business meeting.  The chairs would be selected from the current year committee members to serve a term of office beginning July 1 through June 30, annually.
Standing Committees

  • Conference Committee
  • Membership Committee
  • Advisory Committee
  • Nomination/Election Committee
  • Corporate Relations Committee
  • Electronic Initiatives Committee
  • Conference Site Selection Committee
  • Community & High School Relations Committee
  • Minority Concerns
  • Training Committee
  • Finance Committee
  • Historian/Archivist
  • Long Range Planning Committee

Article VII

Vacancies in Offices

Section 1 Should the president be unable to assume office or complete the term of office, the president-elect shall take the presidency.

Section 2 A vacancy occurring in any office, other than that of president, shall be filled until the next general election of the Association by the Board of Directors upon nomination by the president.  Such appointment shall not prejudice the election of the incumbent to the regular term of office.

Section 3 An affirmative vote of a majority of the entire Board of Directors by ballot, which may be conducted by mail, shall be necessary for election to fill a vacancy.

Section 4 Should the offices of president and president-elect become vacant simultaneously, the Nomination/Election Committee will convene and subsequently submit a Slate of Nominees, with biographical and other data, for the vacant offices to the Board of Directors.  The secretary shall cause the list of nominees and biographical and other data, with provisions for write-in candidates, to be distributed to the membership within thirty [30] days of the Association meeting.  An election shall be called for and completed as soon as possible.

Section 5 Should the offices of the president and president-elect become vacant simultaneously thirty [30] days or less prior to the annual Association meeting, the nominating committee shall convene and subsequently submit a slate of nominees, with biographical and other data, for the vacant offices at the first Board of Directors session at the Association meeting.  The treasurer shall assume the duties of the president of the Association until that office is filled.

Article VIII

Appointment of Employees

Section 1 Provided the necessary funds are available, the Directors/Officers may employ personnel whose titles, duties, and remuneration shall be determined by them.

Section 2 Any paid employee with fiscal responsibility must be bonded at the expense of the Association in the amount determined to be appropriate by the Board of Directors/Officers.

Article IX

Parliamentary Authority

Robert's Rules of Order, Revised shall govern the Association proceedings in all cases to which they are applicable and in which they are not inconsistent with the Constitution and By-Laws.

Article X

Standing Rules

Section 1 Standing Rules may be adopted or amended by the Association or by the Board of Directors by a majority vote of those present and voting, provided a quorum is present, at any meeting of either body, except that the Board of Directors may not change a decision of the Association.

Section 2 A record of the Standing Rules of the Association shall be kept by the secretary and be made available to new Board of Director members and, upon request, to any member of the Association.

Article XI

Amendment of the By-Laws

These By-Laws may be amended by a majority of Association members voting after a canvas of the entire regular membership, provided that each amendment shall have been proposed in writing to the secretary by the Board of Directors or by a committee authorized by the Association or by a petition of any five [5] members of the Association and, provided further, that copy of the amendment shall have been mailed to each member of the Association at least thirty [30] days before the vote is called by the Board of Directors.

Constitution

Oklahoma Association of Student Financial Aid Administrators, Inc. As Amended January 1997

Article I

Name

The name of this organization shall be OKLAHOMA ASSOCIATION OF STUDENT FINANCIAL AID ADMINISTRATORS, INC.

Article II

Purpose

Section 1 To promote the professional preparation, appointment effectiveness, recognition and association of:

  • Student financial aid administrators in post-secondary educational institutions, government agencies, foundations, and private business.
  • Others in educational institutions, government agencies, foundations, and relevant support organizations concerned with the support and administration of student financial aids.

Section 2 To serve effectively the interest and needs of students, faculties, government agencies, and relevant support organizations through coordination of plans and programs pertinent to student financial aids.

Section 3 To assist educational institutions, foundations, government agencies, and relevant support organizations to promote and develop effective programs of student financial aids.

Section 4 To promote such programs and activities as may be desirable or required to fulfill the purpose of the Association.

Article III

Membership

Section 1 There shall be two classifications of membership in this Association. Regular membership and associate membership. A member’s classification at date of incorporation shall be retained unless elected otherwise by the member.

Section 2 Regular membership shall be limited to persons engaged in the administration of student financial aid representing educational institutions located in Oklahoma. Regular members are entitled to vote on all matters brought before the Association.

Section 3 Associate membership shall include representatives of government agencies (state and federal), foundations, banks and other financial institutions, guarantee agencies, and private and community organizations interested in student financial aid matters. Associate members are not entitled to vote on matters brought before the Association.

Article IV

Officers

Section 1 The officers of this Association shall consist of president, president-elect, treasurer and secretary. The officers shall be regular members of the Association.

Section 2 The incumbent president-elect shall succeed to the presidency.

Section 3 Officers shall be elected each year as specified in the By-Laws.

Section 4 Except for delegates-at-large, officers shall hold office for one year and, except for the president and president-elect, may be elected to succeed themselves.

Section 5 The term of office of duly elected officers, except for delegates-at-large, shall normally run from July 1 to June 30 of each year. Delegates-at-large hold two-year staggered terms, July 1 to June 30 inclusive.

Section 6 The duties of officers shall be as specified in the By-Laws.

Section 7 Vacancies shall be filled as specified in the By-Laws.

Article V

Board of Directors

Section 1 The Board of Directors shall consist of the officers of the Association and the immediate past president.

Section 2 Except for the delegates-at-large, the term will be for one year beginning July 1 and expiring June 30. Delegates-at-large hold two-year staggered terms, July 1 to June 30 inclusive. The Board of Directors will act on behalf of the Association between annual meetings.

Section 3 Should a vacancy occur on the Board of Directors during the year, the president of the Association shall appoint a replacement for that term with the approval of the Board of Directors.

Article VI

Meetings

Section 1 Meetings of the Association shall be held at least annually on the dates and at the places determined by the Board of Directors. Notices of the meetings shall be mailed to all members eligible to attend at least thirty [30] days before meetings.

Section 2 Those eligible voting members of the Association present shall constitute a quorum at any regularly called meeting of the Association.

Section 3 The Board of Directors shall be empowered to hold such meetings as it may determine.

Article VII

Dissolution or Final Liquidation

Section 1 Dissolution or final liquidation of the Association shall take place and the distribution of assets shall proceed as approved in Article V of the Association's Articles of Incorporation.

Article VIII

Shares of Stock, Dividends and Certain Loans Prohibited

Section 1 The Association shall not authorize or issue shares of stock, nor obtain dividends, nor make loans to its member organizations, members of the Board of Directors, officers, agents, or employees.

Article IX

Limitation on Activities

Section 1 The Association shall not be operated for profit (except that the Assocation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distribution in furtherance of its purposes as set forth in Article II hereof).

Section 2 The Association shall not directly or indirectly participate in, or intervene in (including the publishing or distribution of statements), any political campaign on behalf of or in opposition to any candidate for public office.

Section 3 Notwithstanding any provisions in the By-Laws or in the Association's Articles of Incorporation, the Association shall not carry on any activities not permitted to be carried on by an organization exempt from federal income taxation under Section 501(a) of the Internal Revenue Code of 1954 as an organization described in Code Section 501(c)(3) (or corresponding provisions of any future United States Internal Revenue laws). No substantial part of the activities of the Corporation shall be the carrying on of propaganda or otherwise attempting to influence legislation, except that the Corporation may elect to have provisions of Section 501(h) of the Internal Revenue Code of 1954 (or the corresponding provisions of any future United States Internal Revenue law) apply with respect to such activities.

Article X

Amendments

This constitution may be amended by a two-thirds majority of those voting, provided that each amendment shall have been proposed in writing to the secretary by the Board of Directors or by a committee authorized by the Association or by petition of any five [5] voting members of the Association and provided further that a copy of the proposed amendment shall have been mailed to each voting member of the Association at least thirty [30] days before the vote is called by the Board of Directors. Provided the necessary funds are available, the Directors/Officers may employ personnel whose titles, duties, and remuneration shall be determined by them.

Section 2 Any paid employee with fiscal responsibility must be bonded at the expense of the Association in the amount determined to be appropriate by the Board of Directors/Officers.

Article IX

Parliamentary Authority

Robert's Rules of Order, Revised shall govern the Association proceedings in all cases to which they are applicable and in which they are not inconsistent with the Constitution and By-Laws.

Article X

Standing Rules

Section 1 Standing Rules may be adopted or amended by the Association or by the Board of Directors by a majority vote of those present and voting, provided a quorum is present, at any meeting of either body, except that the Board of Directors may not change a decision of the Association.

Section 2 A record of the Standing Rules of the Association shall be kept by the secretary and be made available to new Board of Director members and, upon request, to any member of the Association.

Article XI

Amendment of the By-Laws

These By-Laws may be amended by a majority of Association members voting after a canvas of the entire regular membership, provided that each amendment shall have been proposed in writing to the secretary by the Board of Directors or by a committee authorized by the Association or by a petition of any five [5] members of the Association and, provided further, that copy of the amendment shall have been mailed to each member of the Association at least thirty [30] days before the vote is called by the Board of Directors.

Constitution

Oklahoma Association of Student Financial Aid Administrators, Inc. As Amended January 1997

Article I

Name

The name of this organization shall be OKLAHOMA ASSOCIATION OF STUDENT FINANCIAL AID ADMINISTRATORS, INC.

Article II

Purpose

Section 1 To promote the professional preparation, appointment effectiveness, recognition and association of:

  • Student financial aid administrators in post-secondary educational institutions, government agencies, foundations, and private business.
  • Others in educational institutions, government agencies, foundations, and relevant support organizations concerned with the support and administration of student financial aids.

Section 2 To serve effectively the interest and needs of students, faculties, government agencies, and relevant support organizations through coordination of plans and programs pertinent to student financial aids.

Section 3 To assist educational institutions, foundations, government agencies, and relevant support organizations to promote and develop effective programs of student financial aids.

Section 4 To promote such programs and activities as may be desirable or required to fulfill the purpose of the Association.

Article III

Membership

Section 1 There shall be two classifications of membership in this Association. Regular membership and associate membership. A member’s classification at date of incorporation shall be retained unless elected otherwise by the member.

Section 2 Regular membership shall be limited to persons engaged in the administration of student financial aid representing educational institutions located in Oklahoma. Regular members are entitled to vote on all matters brought before the Association.

Section 3 Associate membership shall include representatives of government agencies (state and federal), foundations, banks and other financial institutions, guarantee agencies, and private and community organizations interested in student financial aid matters. Associate members are not entitled to vote on matters brought before the Association.

Article IV

Officers

Section 1 The officers of this Association shall consist of president, president-elect, treasurer and secretary. The officers shall be regular members of the Association.

Section 2 The incumbent president-elect shall succeed to the presidency.

Section 3 Officers shall be elected each year as specified in the By-Laws.

Section 4 Except for delegates-at-large, officers shall hold office for one year and, except for the president and president-elect, may be elected to succeed themselves.

Section 5 The term of office of duly elected officers, except for delegates-at-large, shall normally run from July 1 to June 30 of each year. Delegates-at-large hold two-year staggered terms, July 1 to June 30 inclusive.

Section 6 The duties of officers shall be as specified in the By-Laws.

Section 7 Vacancies shall be filled as specified in the By-Laws.

Article V

Board of Directors

Section 1 The Board of Directors shall consist of the officers of the Association and the immediate past president.

Section 2 Except for the delegates-at-large, the term will be for one year beginning July 1 and expiring June 30. Delegates-at-large hold two-year staggered terms, July 1 to June 30 inclusive. The Board of Directors will act on behalf of the Association between annual meetings.

Section 3 Should a vacancy occur on the Board of Directors during the year, the president of the Association shall appoint a replacement for that term with the approval of the Board of Directors.

Article VI

Meetings

Section 1 Meetings of the Association shall be held at least annually on the dates and at the places determined by the Board of Directors. Notices of the meetings shall be mailed to all members eligible to attend at least thirty [30] days before meetings.

Section 2 Those eligible voting members of the Association present shall constitute a quorum at any regularly called meeting of the Association.

Section 3 The Board of Directors shall be empowered to hold such meetings as it may determine.

Article VII

Dissolution or Final Liquidation

Section 1 Dissolution or final liquidation of the Association shall take place and the distribution of assets shall proceed as approved in Article V of the Association's Articles of Incorporation.

Article VIII

Shares of Stock, Dividends and Certain Loans Prohibited

Section 1 The Association shall not authorize or issue shares of stock, nor obtain dividends, nor make loans to its member organizations, members of the Board of Directors, officers, agents, or employees.

Article IX

Limitation on Activities

Section 1 The Association shall not be operated for profit (except that the Assocation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distribution in furtherance of its purposes as set forth in Article II hereof).

Section 2 The Association shall not directly or indirectly participate in, or intervene in (including the publishing or distribution of statements), any political campaign on behalf of or in opposition to any candidate for public office.

Section 3 Notwithstanding any provisions in the By-Laws or in the Association's Articles of Incorporation, the Association shall not carry on any activities not permitted to be carried on by an organization exempt from federal income taxation under Section 501(a) of the Internal Revenue Code of 1954 as an organization described in Code Section 501(c)(3) (or corresponding provisions of any future United States Internal Revenue laws). No substantial part of the activities of the Corporation shall be the carrying on of propaganda or otherwise attempting to influence legislation, except that the Corporation may elect to have provisions of Section 501(h) of the Internal Revenue Code of 1954 (or the corresponding provisions of any future United States Internal Revenue law) apply with respect to such activities.

Article X

Amendments

This constitution may be amended by a two-thirds majority of those voting, provided that each amendment shall have been proposed in writing to the secretary by the Board of Directors or by a committee authorized by the Association or by petition of any five [5] voting members of the Association and provided further that a copy of the proposed amendment shall have been mailed to each voting member of the Association at least thirty [30] days before the vote is called by the Board of Directors.