ARTICLES OF ASSOCIATION OF
THE ESTATE PLANNING COUNCIL OF
MERCER COUNTY, NEW JERSEY
(As amended 6/11/03)
The name of this association shall be the "Estate Planning Council of Mercer County, New Jersey," (hereinafter called the "Council").
The objects of the Council shall be:
- To foster intelligent cooperation and a cordial understanding among the members as to the proper relationship between the functions of the attorney, (certified public) accountant, (chartered) life underwriter and trust representative in the field of estate planning.
- To assist its members in keeping abreast of laws and conditions affecting business and personal taxation and the problems of estate accumulation and conservation so as to improve the knowledge of each member within his sphere; and with these objectives.
- To encourage its members to have as their ultimate goal the rendering of the best professional services to the public.
The Membership of shall consist of the following categories:
- Regular Membership:
- Licensed Life Underwriters with 5 years experience or a LUTCF, CLU, ChFC, MSFS, or CFP designation.
- Officers of financial institutions, who are in good standing and are actively and directly involved in estate planning and/or fiduciary administration;
- Attorneys in good standing;
- CPAs in good standing.
- Associate Membership:
- Paraprofessionals and other individuals who do not qualify as Regular Members, whose duties, business or professions are actively related to estate planning and who are in good standing (for example, Investment Advisors, Valuations Experts, Educators, Financial Planners, Appraisers and Planned Giving Professionals).
- Associate members may attend meetings and enjoy the benefits of membership, but may not hold office or vote on matters before the Council. Dues and meeting charges will be the same as for Regular Members.
All members must be interested in and actively practicing estate planning or related subjects in the Counties of Mercer, Somerset, Middlesex, Burlington and Hunterdon, New Jersey, as well as in Bucks County, Pa.
The charter members shall be those adopting these Articles of Association on or before the first day of July 1986. Subsequent members of any of said group shall be elected by a majority vote of the Board of Directors after having been approved by the Membership Committee.
Officials of organizations collateral to the estate planning discipline may become associate members by approval of the Board of Directors.
IV. BOARD OF DIRECTORS
All powers necessary for the government of the Council shall be vested in a Board of Directors composed of the following officers:
- 1st Vice President - Program
- 2nd Vice President - Membership
These five officers shall be elected by the general membership at its annual meeting in June of each year. After the first year of Council operation, the immediate past president shall be an ex-official member of the Board of Directors, with full voting powers.
The officers of the Council shall consist of a President, two Vice Presidents, a Secretary, a Treasurer and the two immediate past Presidents. The officers shall hold office for one year, or until their successors are chosen and agree to serve.
Any four members of the Board of Directors shall constitute a quorum for the transaction of business. The Executive Committee shall have the power, by a concurrence of at least four members, to fill any vacancy which may occur in their number for the unexpired term of such position. Likewise, any vacancy in any of the officer positions which occurs between annual meetings of the Directors may be filled by a concurrence of four members of the Board of Directors. Four (4) members present at any regular meeting of the Council shall constitute a quorum for the transaction of business.
VII. NOMINATIONS AND ELECTIONS
At the meeting called for the organization of the Council and the adoption of Articles, the Executive-Committee shall be elected by a majority vote of the members then present, and shall hold office until their successors are elected and qualified as hereinafter provided. At the organization meeting, the initial officers shall then be elected from among the members of the Executive Committee by a majority of the members present at the organization meeting, and shall hold office until their successors are elected and qualified as hereinafter provided.
The President, shall 45 days prior to the date of each annual meeting, appoint one member from each of the four groups as a Nominating Committee to submit a list of nominees for members of the Board of Directors, to be voted upon at the annual meeting. Such Committee shall file the names of the nominees with the Secretary at least ten days before the date of the meeting. In addition, any nine members, by notice in writing filed with the Secretary at least ten days before the meeting, may nominate candidates. The regular members shall be entitled to vote for any candidate named by either one of the above methods at such meeting. The candidate for each position receiving the majority of votes cast by members present at such meeting shall be declared elected, and if no majority is achieved on the first ballot, runoffs shall be held between the two candidates having the largest number of votes for each position until a majority of the votes cast for a given position is achieved by one candidate. Cumulative voting shall not be allowed, and no proxies shall be permitted.
VIII. ANNUAL MEETING
The annual meeting of the Council shall be held during the month of (June) each year, at such time and place as may be selected by the Board of Directors. The Secretary shall mail each member a notice of the meeting at least five days prior to the date thereof, which notice shall state the names of the nominees for the Board of Directors.
IX. MEETINGS OF THE BOARD OF DIRECTORS
The annual meeting of the Board of Directors shall be held immediately preceding the annual meeting of the Council. Special meetings of the Board may be called by the President, at his- discretion, or when requested to do so by three members of the Board of Directors. It shall be the duty of the. Board of Directors to establish rules of procedure and practice for its meetings, subject to the approval of, or amendment by, the membership of the Council.
- The President of the Council, or in his absence, the 1st Vice President, or in his absence, the 2nd Vice President, or in the absence of these three, the Treasurer, shall, with the advice and consent of the Board of Directors, have the power to appoint committees as shall be deemed advisable to further the interests of the Council and its members; and to delegate to such committee such power and authority as the Board of Directors shall deem advisable.
- The Board of Directors may establish an Executive Committee composed of the officers of the Council and delegate to it such powers and authority as it may deem advisable.
Meetings for the furtherance of the objectives of the Council may be called by the Board of Directors at stated times, or from time to time, in their discretion. The program of such meeting shall be arranged by the Board of Directors or the Program Committee. Any member may, in writing addressed to the Secretary, request the Board of Directors to bring up for discussion at any meeting, except the annual meeting, any matter in which he may be interested.
XII. DUTIES OF OFFICERS
In addition to their other duties as set out herein, the duties of the officers shall be as follows:
- The President shall preside at all meetings of the Council and the Board of Directors.
- The 1st Vice President shall perform the duties of the President in the absence of the President. He shall also be Chairman of the Program Committee.
- The 2nd Vice President shall be in charge of membership.
- The Treasurer shall have the custody of all funds and property of the Council. He shall deposit all funds of the Council, in the name of the Council, in a bank account or trust company located in Mercer County, New Jersey. All withdrawals of such funds shall be on checks or orders signed by any two officers. He shall prepare and submit a statement of the financial condition of the Council at the annual meeting and at such times and in such manner as the Board of Directors may require, in addition, the Treasurer shall perform the duties of the President in the absence of the President and both Vice Presidents. Expenditures in excess of $250.00 for a single item must be approved in advance by the Board.
- The Secretary shall keep a record of the proceedings of all meetings of the Council and the Board of Directors, and he shall be responsible for the mailing of notices of meetings and other communications to the other members of the Board of Directors and the membership.
XIII. FINANCE AND DUES
- The expenses of the Council shall be provided for by annual dues, the amount of which will be established by the Board of Directors. Dues are payable, in advance, on or by October 31 of each year.
- The fiscal year of the Council shall run from July 1 to June 30 of the following year.
These articles of Association may be amended at any annual or special meeting of the Council by vote of two-thirds of-the members present; provided, that notice setting forth the proposed amendment shall have been mailed to all members at least five days prior to the date of such meeting, and provided further that the Board of Directors shall have theretofore approved such amendment in writing.
Words of masculine gender used herein shall be deemed and construed to include correlative words of a feminine gender unless context otherwise requires.
The Council shall indemnify any person who has or is party or is threatened to be made a party to any threatened, completed or pending action, suit or proceeding by reason of the fact that he is or was a director, officer, employee-or agent of the Council.
In the event of the dissolution or liquidation of the Council, its remaining net assets shall be distributed to the National Association of Estate Planning Councils, or such other not-for-profit organizations as are exempt from Federal Tax under Section 501C-6 of the Code. No part of such net assets may inure to the benefit of any individual or person.