Bylaws of the Northeast Combined Heat and Power Initiative Ratified February 8, 2005
ARTICLE I – ORGANIZATIONAL AUTHORITY
Section 1. Name
Northeast Combined Heat and Power Initiative (NECHPI).
Section 2. Affiliation
NECHPI will be informally affiliated with the Northeast CHP Application Center and the U.S. CHP Association.
ARTICLE II – PURPOSE
The Northeast Combined Heat and Power Initiative (NECHPI) leads the Region in encouraging the implementation of CHP technologies and drives CHP roadmap actions items for the Northeast Region in support of the U.S. Department of Energy and the U.S. Environmental Protection Agency’s goal of doubling CHP use by 2010.
NECHPI provides for coordination and communications among the various stakeholder organizations in the region, including federal agencies, state agencies, utilities, project developers, equipment manufacturers, CHP users, universities, research institutions, and public interest groups.
ARTICLE III – MEMBERSHIP
Section 1. Membership is open to all parties that have an interest in the growth of CHP markets and who support NECHPI’s mission statement.
Section 2 . Individuals and entities interested in membership will submit a written request to the Executive Director (Executive Director). The Executive Director will have authority to grant membership to applicants. The Executive Director will notify the Members of the Executive Committee verbally or by email of new Members.
Section 3. If the Executive Director encounters a possible conflict of interest between NECHPI’s mission statement and an applicant for Membership the Executive Director will seek guidance from the Members of the Executive Committee.
ARTICLE IV – GOVERNANCE AND ADMINISTRATION
Section 1. The chapter shall be governed by an Executive Committee (EC) consisting of an Executive Director, Chairman, Vice-Chairman, and Executive Committee Members.
Section 2. The members of the Executive Committee shall begin a term on January 1 and serve for a one-year term, or shall be elected during a special election and serve through the remaining calendar year.
Section 3. An elected Member of the Executive Committee shall be eligible for reelection to the same office if renominated. No limit exists on consecutive terms.
Section 4. The Chair shall hold office for a one-year term and not be eligible for renomination for a consecutive term. No limit exists on non-consecutive terms. The Vice-Chair shall serve as Chair-elect for one year and shall automatically accede to the office of Chair at the end of the term.
Section 5. In the event that the Chair is unable to serve out a full term, the Vice-Chair shall succeed to the unexpired remainder thereof and continue through that term. In such a case the Chair will be eligible for reelection to the same office for a one-year term if renominated by the Executive Committee.
Section 6. Responsibilities of Chair:
• Serve as primary spokesperson
• Cast deciding vote during ties
• Nomination of Committee Chairs
• Approve public positions of NECHPI (including filings, press releases, letters, etc.). The Chair or Acting Chair, shall seek the input of the Executive Committee Members on public documents and provide 2 business days notice via email and allow for a 2 business day comment period (via email), if no comments are received to the contrary, the document will be sent .
During times when the Chair is not available the Executive Director or Vice-Chair may serve as an Acting Chair for time-sensitive decisions.
Section 8 . The Executive Director shall hold office for a one-year term and be eligible for renomination for consecutive terms.
Section 9. Responsibilities of Executive Director:
• Oversee daily business of NECHPI
• Plan, schedule and direct meetings of the Executive Committee and the full membership
• Grant general membership to eligible individuals and entities
Section 10. .” Vacancies in the Chair, Vice-Chair, and Executive Director positions will be filled by the Executive Committee by majority vote.
ARTICLE V – EXECUTIVE COMMITTEE MEMBERS
Section 1. Attendance at all meetings and participation in all general Executive Committee conference calls is required.
Section 2. Executive Committee Members may represent NECHPI’s mission both publicly and privately.
Section 3. Executive Committee Members are expected to shape and contribute to on-going activities and projects of NECHPI.
Section 4 . All Executive Committee Members may speak on behalf of NECHPI, although Members are encouraged to first notify the Chair of their intent if possible.
Section 5 . Executive Committee Members shall elect new Executive Committee Members as well as nominating and electing the Chair, Vice-Chair, and Executive Director.
Section 6 . Executive Committee Members shall commit to the equivalent of a day of work per month, excluding regular meetings and calls, on NECHPI activities.
Section 7 . Executive Committee Members that cannot assume the afore-mentioned responsibilities and commitments should not accept a nomination to the Executive Committee.
Section 8 . The Executive Committee shall not exceed 15 members including the Executive Director, Chair and Vice-Chair. An additional five non-voting Ex-Officio Members may be included in the Executive Committee.
Section 9 . The Director of the Northeast CHP Application Center shall be an Ex-Officio Member of the Executive Committee. Up to four additional Ex-Officio Members may be added to the Executive Committee in order to represent additional constituencies .
ARTICLE VI – STANDING AND AD HOC COMMITTEES
Section 1. The Chair will appoint Chairs for all standing and ad hoc committees.
Section 2 . The Chair may, with the approval of the Executive Committee Members, create new standing and ad hoc committees.
Section 3. All standing committees shall consist of the chair and at least two committee members appointed by the Committee Chair. All organization general members are eligible for Committee membership.
Section 4. The Committee Chair shall direct all activities of the committee and will create all committee policies in coordination with the Chair.
Section 5. Ad hoc committees may be appointed by the Chair to carry out specific tasks for the organization. Ad hoc committees shall be terminated when their specific tasks have been accomplished.
Section 6. Chairs of Standing Committees shall be members of the Executive Committee.
ARTICLE VII – NOMINATIONS AND ELECTIONS
Section 1. Nomination of new Executive Committee Members may be made by any existing Executive Committee Member at any time. Elections will be scheduled by the Executive Director and will be held either at a regularly scheduled meeting or by email.
Section 2. Nominations for elected officers shall be solicited at a regularly scheduled meeting of the Executive Committee during the fourth quarter of the year, provided that the membership of the Executive Committee has been notified, by email, of the nominations procedures and offices to be filled at least 30 days prior to the taking of nominations.
Section 3. The Executive Director shall be responsible for preparing, mailing or emailing, receiving and counting the ballots. In the event that the Executive Director is nominated for an office, the President shall appoint someone to conduct the election.
Section 4. A simple majority shall decide the outcome of any election conducted by the Executive Committee.
ARTICLE VIII – PARLIAMENTARY AUTHORITY
Section 1. Robert’s Rules of Order, in the latest edition, shall govern the Executive Committee in all cases to which it can be applied and in which it is consistent with these bylaws.
ARTICLE IX – AMENDMENTS TO BYLAWS
Section 1. Amendments to these bylaws can be made by the Executive Committee at any regularly scheduled meeting, provided that the proposed amendment has been submitted in writing to the Executive Director and the Executive Committee Membership at least 15 days prior to the meeting.
Section 2. A two-third vote of the Executive Committee shall be required for amendments to the bylaws.
Section 3. Proposed changes to the bylaws may be submitted to the Executive Committee by a petition signed by five organization members.
Section 4. Notwithstanding Sections 1-3 above, amendments to these bylaws must be approved by the Executive Committee before they become effective.