ARTICLE I

NAME AND PURPOSE

A. The name of this organization shall be the Government Finance Officers Association of New Jersey.

B. The purpose of this Association shall be to:

1. Train governmental finance professionals pursuant to the certification program as established by the State Legislature.

2. Study problems affecting governmental finance and make recommendations for their solutions.

3. Review legislation affecting the financial administration of governmental units.

4. Promote in-service training programs for government finance employees.

5. Cooperate fully with the projects and aims of the Government Finance Officers' Association of the United States and Canada.

C. Definitions:

1. Notification – Any method of communication including but not limited to electronic transmission, fax, telephone, e-mail, web-site, mail by the U.S. Postal Service, or newsletter.

2. At Large – Any place in the State of New Jersey

3. Fiscal Year – October 1st of the current year to September 30th of the following year.

ARTICLE II

MEMBERSHIP AND DUES

A. Regular Membership may be granted to all public officials regularly engaged in the area of governmental finance. Each regular member present at the Annual Meeting shall be entitled to one vote.

B. Retired Membership may be granted to all regular members who have retired or spouses of deceased regular members. Such members shall have all rights and privileges in the Association except to hold office or be entitled to vote. A member is considered retired if they collect a state pension.

C. Associate Membership may be granted to persons engaged in providing services or products necessary to the financial management of governmental jurisdictions. Such members shall have all rights and privileges in the Association except to hold office or be entitled to vote.

D. Honorary Membership may be granted for life by the Association at its annual meeting on recommendation of the Executive Board to persons who have made an outstanding contribution to the advancement of government finance or accounting so that their efforts deserve public recognition. Such members shall not be required to pay annual dues or registration fees to the annual conference. Not more than one membership shall conferred in any one year and the total number shall not exceed five at any one time. Each honorary member present at the Annual Meeting shall be entitled to one vote.

E. Special Life Membership may be granted by majority vote of the Executive Board to retired past presidents of this Association who have made a contribution to the purpose of this Association so that their efforts deserve public recognition. A recommendation will be presented to the Executive Board for a Special Life Membership, thirty (30) days prior to the next Executive Board meeting upon which the recommendation will be vote upon.Such members shall not be required to pay annual dues or registration fees to the annual conference. Not more than one membership shall be conferred in any one year and the total number shall not exceed ten at any time. Each special life member present at the annual meeting shall be entitled to one vote.

F. Annual Dues for each class of membership shall be established by the Executive Board. Any change to the existing structure shall be presented to the membership at the Annual Meeting for approval or disapproval by majority vote. Annual dues shall be payable on application for membership and as of January first in each year thereafter.

G. Student Membership may be granted to all students whether full or part-time currently matriculating in a course leading to a degree in Accounting, Finance or any related field and not qualifying in any of the other membership categories.

ARTICLE III

OFFICERS

A. The elected officers of this Association shall be: President, First Vice President, Second Vice President, Third Vice President, Treasurer and Recording Secretary.

B. The President shall preside at all meetings, appoint all committees and supervise all activities of the Association. The President shall nominate an Executive Director to perform such duties as may be required subject to approval of the Executive Committee.

C. The Vice Presidents, in the order of rank, shall preside at all meetings in the absence of the President, supervise all standing committees, and perform such duties as assigned by the President.

D. The Treasurer shall receive and deposit all monies, disburse same as authorized, by check, and present a report of such activity at the Executive Board Meetings and the Annual Meeting.

E. The Recording Secretary shall keep the minutes of all meetings and send copies to Executive Board members with the notice of such meetings in addition to such other ordinary duties of the office.

F. The term of office of the President, First Vice President, Second Vice President and Third Vice President shall be one year, and they may be elected for one additional one year term. The terms of office of the Recording Secretary, and Treasurer shall be one year, and they may be elected for additional one year terms without limitation. All officers shall be elected annually by notification to the membership of the election, which shall include a ballot at least 30 calendar days prior to the close of the fiscal year, which ballot shall be returned by the member no later than 15 calendar days prior to the close of the fiscal year. The procedures for the election shall be subject to the Executive Board adopting special rules as to the election process.

G. Officers may be replaced for cause by at least two thirds vote of the full voting membership of the Executive Board.

H. The elected officers of this Association shall only be nominated by the Nominating Committee or may be nominated by the Regular Membership at least 60 days in advance of the Annual Meeting. Nominations shall be sent to the Executive Director who shall notify the membership at least 30 days prior to the Annual Meeting. All nominations shall follow the Executive Board nomination policy which shall set forth the forms, information and process to be used by the membership to evaluate the candidates.

ARTICLE IV

EXECUTIVE BOARD

A. The Executive Board shall consist of the elected officers, all past presidents still eligible for regular membership, three at large members, and up to four representatives from each of three geographical areas designated as follows:

North shall consist of the following counties: Bergen, Essex, Hudson, Morris, Passaic, Sussex and Warren.

Central shall consist of the following counties: Hunterdon, Mercer, Middlesex, Monmouth, Somerset and Union.

South shall consist of the following counties: Atlantic, Burlington, Camden, Cape May, Cumberland, Gloucester, Ocean and Salem.

B. Three at large members and a Chairperson for each area shall be appointed by the President, and said Area Chairperson shall appoint the other three members from the regular membership in his/her area. Each time a new President is elected, each area shall have at least one new member, who shall not have served on the immediate preceding Executive Board.

C. The Executive Board shall manage the affairs of the Association, and should a vacancy occur in any elected office, shall by majority vote appoint a successor to fill the office for the unexpired term.

D. Members may be replaced for cause by at least two thirds vote of the full voting membership of the Executive Board.

E. Any member of this Association who has heretofore been distinguished by service as a member of the Executive Board of the Government finance Officers Association of the United States and Canada shall serve on the Executive Board of this Association after retirement, but shall not be entitled to vote.

F. Notwithstanding Article IV A. any Executive Board member duly elected or appointed whose place of employment changes during the year of Executive Board membership shall be entitled to remain as a member of the Executive Board until the Annual meeting.

ARTICLE V

EXECUTIVE DIRECTOR

An Executive Director after being duly nominated by the President and approved by the Executive Committee, shall be contracted by the Association to perform such duties as the Executive Committee and/or Board shall designate. The Executive Director may participate in meetings of the Association but will not be permitted to vote on any issue brought before the Executive Board or the general membership.

ARTICLE VI

COMMITTEES

A. The President may appoint from among the active members such committees required for the best interests of the Association in addition to the following standing committees:

1. Executive Committee - Consisting of the officers of the Association who may meet on call of the President to authorize emergency expenditures, establish legislative positions or adopt other necessary actions under emergency situations. Any such actions shall be reported and subject to approval of the Executive Board at the meeting next following the meeting of the committee.

2. Nominating Committee - Consisting of three past presidents of the Association, who meet the attendance requirement as established by the Executive board, with a minimum of one such member from each membership area, except that if there is no active past president in any membership area, any active member from that area may be appointed. A slate of officers shall be recommended for election at the annual meeting. Notification, using the most current listing of membership, of the proposed slate shall be sent to the membership at least thirty days prior to the annual meeting. No member of the nominating committee shall be eligible for nomination.

3. Finance Committee - Consisting of the Treasurer and two other members to prepare the annual budget for approval by the Executive Board at the first meeting following the annual meeting.

4. Fall Conference Committee - At least half of the members including the Chairperson shall be from the Executive Board and an effort will be made by the Chairperson to make appointments of up to one half from the regular membership. This Committee may establish a separate bank account for the receipt of conference fees and payment of conference expenses. A financial report shall be submitted to the Executive Board within ninety days following the conclusion of the conference.

5. Settlement Committee - Consisting of all active past presidents and the First Vice President to review all requests for financial aid or grievances from the membership, and to review charges of unethical conduct against any member of this Association. This committee shall be chaired by the most immediate active past president and shall prepare recommendations for the Executive Board within forty days of referral of any matter by the President.

B. A majority of each committee shall constitute a quorum for the transaction of business. Each committee shall appoint from among its members a Chairperson unless the president in appointing such designates a Chairperson.

ARTICLE VII

MEETINGS

1. The Annual Meeting of the Association shall be held at the same time and place as the Fall Seminar, or after notification of the membership at least 30 days in advance at a time and place designated by resolution of the Executive Board. Fifty members shall constitute a quorum for the transaction of business.

2. Regular Executive Board Meetings, at least six annually, shall be on call of the President, and all members entitled to be present shall be notified in writing by the Recording Secretary at least one week in advance of the agenda to be transacted at such meetings. Ten voting members shall constitute a quorum for the transaction of business.

3. Special Executive Board Meetings may be called by the President, a quorum of the Executive Committee or Executive Board, or upon the written request of at least fifteen members of the Association. No special meeting shall be held without at least twenty four hours notice and shall be limited to the transaction of business for which the special meeting has been called.

4. Robert's Rules of Order shall be the final authority on all questions of procedure not covered by these by-laws.

ARTICLE VIII

AMENDMENTS AND DISSOLUTION

1. These by-laws may be altered, amended or repealed by a two third vote of members present at the regular Annual Meeting providing a copy of the proposed amendment is sent to the members in a newsletter preceding the meeting or by other means deemed appropriate at least thirty days prior to the meeting.

2. 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 section of any future Federal Tax Code.