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GEORGIA ASSOCIATION FOR GIFTED CHILDREN BY LAWS

Article I – Name and Corporate Seal

Section 1 – The name of this organization shall be Georgia Association for Gifted Children, Inc.

Section 2 – The corporate seal shall have the name Georgia Association for Gifted Children and shall
have inscribed thereon the words, “Corporate Seal, State of Georgia.” The seal may be changed at
the pleasure of the Executive Board.

Article II – Governing Authority and Purpose

Section 1 – Article of Incorporation – The Georgia Association for Gifted Children, Inc., is
incorporated under the laws of the State of Georgia pursuant to Articles of Incorporation filed on
December 7, 1977. The corporation shall be governed by these By Laws as amended from time to
time in accordance with the provisions herein. These By Laws shall not conflict with the Articles of
Incorporation.

Section 2 – The purposes of the Georgia Association for Gifted Children shall be:
A. To promote an awareness of the needs of Georgia’s gifted students
B. To stimulate among educational administrators, teachers, parents, legislators, the business
community, and others of the general public a deeper understanding and interest in the needs of
the gifted
C. To provide a forum for the exchange of information and ideas among the members of the
Corporation
D. To encourage and stimulate the best possible training for gifted educators
E. To encourage and stimulate research in the area of gifted education, particularly in the
State of Georgia

Article III – Membership and Dues

Section 1 – Membership in the Corporation shall be open to all persons who share an interest in
achieving the stated purposes of the Corporation. There shall be three classes of
membership – Regular, Affiliate, and Honorary.

Section 2 – Eligibility
A. Regular Membership – A regular member is one who joins the Corporation directly.
Except as otherwise provided in these By Laws, this type membership in the Corporation
shall include the right to a single vote, to hold office, to petition, to serve on committees, to
receive the communications and publications, and to benefit from other services as may
from time to time be authorized.
B. Affiliate Membership – An affiliate member is an individual who is a member of a local
chapter that has affiliated with the Corporation and is in good standing (See Article XI).
This member enjoys all the rights of a regular member.
C. Lifetime Membership
1. By special action, the Executive Board may confer Lifetime Membership upon a person
who has made unusual contributions to the Georgia Association for Gifted Children.
D. Honorary Membership
1. By special action, the Executive Board may confer Honorary Membership upon a
person who has made unusual contributions to the Georgia Association for Gifted
Children
2. This membership may be awarded for a period of time deemed appropriate by the
Executive Board.

Section 3 – Membership dues shall be determined by a majority vote of the Executive Board.

Section 4 – Membership shall run for one calendar year from the date set by the Corporation at the
beginning of its membership year.

Section 5 – These requirements for membership shall go into effect immediately upon ratification of
these By Laws.

Article IV – Governing Body

Section 1 – The Governing Body of the Corporation shall be made up of: Executive Board, Executive
Council, and Standing Committee Chairs/Directors.

Section 2 – The Executive Board shall consist of the President, President-Elect, Secretary, Treasurer,
and Convention Co-Chairs.

Section 3 – Standing Committees/Directors shall be: Personnel, Public Relations, Local Chapter
Assistance, Awards, Conference, Legislative, Bynum Scholarship, Regional
Representatives, Website, Publications Editorial Board, President’s Advisory Committee,
and Membership.

Section 4 – The Executive Council of the Corporation shall be made up of the Executive Board, the
chairperson of each standing committee, ad hoc committee chair(s), a representative from
each Regional Education Service Agency (RESA) district, a university liaison, a business
liaison, a National Association for Gifted Children (NAGC) liaison, a State Department of
Education liaison, and a historian.

Article V – Executive Board

Section 1 – Duties of the Executive Board/Officers
A. Manage the business and affairs of the Corporation consistent with the By Laws.
B. Establish policy consistent with the By Laws.
C. Recommend to the Corporation possible future directions and goals.
D. Act on official recommendations and petitions as may be received.
E. Grant charter to local chapters.
F. Develop and adopt an annual budget that is within the anticipated income of the
Corporation.
G. Establish for the protection of the Corporation, policies for auditing the Corporation’s
financial and membership records.
H. Assume such other responsibilities as shall be assigned by the By Laws and are voted by
the membership.

Section 2 – Election of Officers
A. A nominating committee shall be appointed annually by the President and chaired by the
President-Elect.
B. Nomination for officers shall be presented to the chair of the nominating committee
C. A minimum of one name for each office shall make up the slate of officers recommended
by the nominating committee to the Executive Board. This slate shall be approved by the
Executive Board before presenting the slate to the membership for their vote.
D. Ballots shall be delivered by mail to each voting member. The ballot shall include a brief
biographical sketch of each nominee. The ballot must be returned 30 days following its
postmark of delivery.
E. Election shall be determined by a majority of the votes cast by mail ballot. If on the first
ballot none of the nominees for a particular office receives a majority of the votes cast, a
second ballot shall be taken on the two nominees receiving the highest number of votes on
the first ballot.
F. Newly elected officers shall assume their official duties at the spring conference or at such
spring meeting that might replace the conference and be representative of the membership
at large.

Section 3 – Duties of Officers

The President shall …
1. preside at all regular meetings of the Corporation
2. call special meetings of the Corporation or any of its committees
3. establish necessary ad hoc committees
4. present standing committee chair appointments to the Executive Board for majority
approval
5. define the duties of committee whenever such duties may not have been adequately
defined by the Corporation or the By Laws
6. coordinate activities of the standing committees of the Corporation
7. promote the best interest of the Corporation in all possible ways
8. require all officers and committee chair to submit an annual written report due at a time
designated by the President

B. The President-Elect shall …
1. automatically be vested with the powers of the President when, for any reason, the
President becomes unable to attend to his/her Presidential duties (See Section 4 of this
Article)
2. perform other duties at the direction and discretion of the President not otherwise
assigned by the By Laws
3. chair the nominating committee for the election of the Executive Board
4. chair the Personnel Committee

C. The Secretary shall …
1. record and file the minutes of the Corporation, with the Conference Program serving
as the minutes of that meeting.
2. distribute minutes of all Executive Board and Executive Council meetings to members
of each group within two weeks following the meetings
3. receive and file copies of the minutes of committee meetings and annual reports from
the Executive Board members, committee chair, and liaison/representatives

D. The Treasurer shall …
1. be entrusted with the collection and safekeeping of all funds of the Corporation
2. be the person authorized to draw money from the Corporation funds and make payment
for Corporation debts
3. receive membership dues
4. present a financial statement at each meeting of the Executive Board
5. handle annual update of information regarding status of the Corporation and file
appropriate financial records with state and federal agencies.

E. The Convention Co-Chairs shall…
1. chair the Convention Committee
2. perform other duties at the direction and discretion of the President not otherwise
assigned by the By-Laws

Section 4 – Term of Office and Succession to Offices
A. Each of these offices shall be of two-year duration.
B. Ordinarily, the President-Elect will become President after completing a two-year term as
President-Elect. In the event of the office of the President is vacated for any reason, the
President-Elect will serve as Acting President for the remainder of the term. Then, the
person shall serve the term for which (s)he was elected.
C. The President and President-Elect shall not succeed themselves.
D. Should an office, other than President, be vacated, that position shall be filled by a
presidential appointment for the un-expired portion of the term.
E. For year 2006, the current President, Linda Andrews, current President-elect, Vicki
Krugman, and current Treasurer, Karen Suddeth, will maintain their respective offices for
a second year or term.
F. The Treasurer and Secretary may serve no more than two consecutive terms.

Article VI – Standing Committees

Section 1 – Standing Committees shall be: Personnel, Public Relations, Local Chapter Assistance,
Awards, Conference, Legislative, Bynum Scholarship, Regional Representatives, Website,
Publications Editorial Board, President’s Advisory, and Membership.

Section 2 – Selection and Terms of Committee Chair/Directors and Members
A. The chair/director of standing committees shall be appointed by the President with the
approval of the Executive Board by majority vote.
B. Committee members shall be appointed by the committee chair with majority approval by
the Executive Board.
C. Other standing committee chairs/directors and members shall serve for two-year terms and
may have appointments extended for one- or two-year terms.

Section 3 – Duties of Standing Committees

A. Personnel Committee: The Personnel Committee is commissioned by and responsible to
the Board and Council of the Corporation to assume the responsibility for advising it on
matters pertaining to personnel administration, so that all functions of the Corporation
may be effectively and efficiently carried forth in conformity with the established
policies and practices approved by said Board and Council. This committee shall…
1. consist of the Treasurer, President-Elect, President, and two of the Board or Council
appointed by the President. Members shall serve for two-year terms that coincide with
the term of their elected position; the two appointed members will rotate off the
committee in alternating years.
2. be chaired by the President-Elect
3. provide overall policy guidance for personnel operations
4. submit recommendations on personnel policy matters to the Board for final approval
5. provide general supervision of personnel operations in the areas of policy revision,
salary and fringe benefits administration, recruitment and retention, and employee
relations.
6. make periodic reports to the Board on the general state of staff capability of meeting
objectives.

B. Public Relations Director: The director shall…
1. be responsible for activities related to Gifted Education Day in Georgia
2. be responsible for communicating to print and electronic media regarding activities of
the Corporation
3. facilitate the presence of GAGC at other state or national conferences or meetings
4. file a written annual report

C. Local Chapter Director – The director shall …
1. assist groups in establishing local chapters
2. present information to the Executive Board for chapters desiring to become affiliated
with the Corporation
3. maintain an up-to-date roster of affiliate chapters, current listing of chapter officers,
addresses and phone numbers
4. receive annual reports from chartered local chapters
5. assist established chapters with programming and activities
6. file a written annual report

D. Awards Committee: This committee shall…
1. be responsible for all activities related to promoting, selecting, and conferring awards
given in the name of the Corporation as determined by the Executive Council
2. file a written annual report

E. Convention Committee: This committee shall…
1. be chaired by the Co-Convention Chairs
2. perform duties that include, but are not limited to, program development and site
selection for convention (s) sponsored by the Corporation
3. file a written annual report

F. Legislative Liaison: The liaison shall…
1. assume the responsibility of being informed of current state and national issues affecting
gifted education and communicated such to the Executive Board and membership as
deemed appropriate by the Executive Council
2. make contact with appropriate persons regarding legislation affecting gifted education
3. file a written annual report

G. Bynum Scholarship Committee: This committee shall…
1. be chaired by a member of GAGC with full understanding of the background of
Margaret Bynum and her contributions to gifted education in the State of Georgia
2. monitor the investment of scholarship funds (handled by the Treasurer)
3. monitor the awarding of a scholarship* annually in an amount not to deplete the fund
and preclude a scholarship in following years (additional scholarships may be awarded).
(*Note: Additional scholarships may be awarded depending on the qualifications of
applicants and the status of the fund.)

H. Web Site Director: The director shall…
1. be chaired by a member of GAGC who…
• has exhibited long-standing committee and service to the organization and who has
an understanding of the organization, its operation and history
• has been a member of NAGC for a substantial time and has an understanding of the
organization, its operation, and history
• has a strong background in gifted education
• possesses a working knowledge of computer technology sufficient to perform the
required tasks
2. monitor the site on a regular basis, at least weekly
3. monitor the function of links and facilitate repair as needed
4. report problems to the webmaster in a timely manner
5. select information, format as necessary, and forward to the webmaster to be posted
6. keep records of email requests and responses
7. respond to requests in a timely manner
8. prepare and submit a written report of activity for the Board and Council records
9. serve on the GAGC Council

I. Publications Editorial Board: This committee shall…
1. consist of the current President and 3-5 members of GAGC who represent a crosssection
of interests and points of view (parents, educators, colleges, etc.)
2. be appointed by the president with the approval of the full Board
3. review upon request publications for appropriateness as related to gifted education and
the mission of GAGC

J. President’s Advisory Committee: This committee shall…
1. consist of past presidents of the Corporation
2. advise the current President on issues upon request
3. voluntarily attend Executive Council meetings

K. Membership Committee: This committee shall…
1. consist of the Executive Assistant, Local Chapter Director, Director(s) of the Regional
Representatives and any other members determined by the Executive Board
2. make recommendation to the Board for increasing membership

I. Regional Representatives Director(s): The director(s) shall…
1. maintain contact with the regional representatives in each of the designated 16 districts
2. inform the regional representatives of council meetings and other duties
3. hold workshops for regional representatives as needed

Article VII – Executive Council

Section 1 – The Executive Council shall be comprised of: the Executive Board of the Corporation, the
chair of each standing committee, Directors, ad hoc committee chairs, a representative
from each RESA district, a university liaison, a business liaison, a NAGC liaison, a State
Department of Education liaison, and a Historian.

Section 2 – This Council is empowered to vote and act on business that may require attention in the
interim between meetings of the Corporation.

Article VIII – Meetings

Section 1 – Meetings of the Membership A. There shall be at least one (1) annual meeting of the members of the Corporation.
B. The number and time of annual meetings shall be determined by a majority vote of the
Executive Board. Dates of meetings will be set at the March Council meeting. Members
shall be reminded of the dates of meetings in the Board and Council minutes, by email, or
written notice as the Board and Council deem appropriate.
C. Special meetings of the members can be called by the President. Written notice of such
meeting(s) shall be delivered by the President at least thirty (30) days prior to the meeting.
D. Special meetings of the members shall be called by the President upon receipt of a petition
signed by one hundred (100) members of the Corporation or a petition signed by ten (10)
members of the Executive Council members.

Section 2 – Meetings of the Executive Board
A. There shall be at least four (4) annual meetings of the Executive Board.
B. The number and time of meetings of the Executive Board shall be set by the President.
Dates of meetings will be set at the March Council meeting. Members shall be reminded
of the dates of meetings in the Board and Council meeting minutes, by email, or written
notice as the Board and Council deem appropriate.
C. Executive Board members will be reminded of the place and time of meetings in a timely
manner.
D. Special meetings of the Executive Board can be called by the President. Written notice of
such meetings shall be mailed to Board members no later than fourteen (14) days prior to
the meeting.
E. Special meetings of the Executive Board shall be called by the President following receipt
of a petition signed by three (3) members of the Board.
G. Three members of the Executive Board shall constitute a quorum.

Section 3 – Meetings of the Executive Council
A. There shall be at least three (3) annual meetings of the Executive Council
B. The number and time of meetings of the Executive Council shall be set by the President.
Dates of meetings will be set at the March Council meeting. Members shall be reminded
of the dates of meetings in the Board and Council meeting minutes, by email, or written
notice as the Board and Council deem appropriate.
C. Special meetings of the Executive Council can be called by the President. Written notice of
such meetings shall be mailed to Board members no later than fourteen (14) days prior to
the meeting.
D. Special meetings of the Executive Council shall be called by the President following
receipt of a petition signed by ten (10) members of the Executive Council.
E. One-third (1/3) of the filled positions of the Executive Council shall constitute a quorum.

Article IX – By Laws Amendments

Section 1 – These By Laws may be amended by simple majority of the members participating in a vote
for such purpose.

Section 2 – The Executive Board shall submit recommendations for By Laws amendments to the
membership no less than thirty (30) days before the members’ votes are to be cast.

Section 3 – A vote to amend the By Laws may be held at an annual or special meeting of the members
or by mail. If the vote is conducted by mail, members must return their ballots within thirty
(30) days following the delivery postmark of the ballot.

Section 4 – Suggestions for amendments to these By Laws may be submitted to the Executive Board
for consideration. If the suggested amendments are endorsed by the signatures of ten (10)
members, the President must present the suggestions to the Executive Council for
consideration.

Article X – Corporation Logo

Section 1 – The logo of the Corporation shall appear on all publications, stationary, programs, etc.

Article XI – Local Chapter Affiliation

Section 1 – Local chapters desiring to affiliate with the Corporation shall submit written By Laws, a
list of officers with addresses and phone numbers, and a membership list with addresses. A
local chapter shall have a minimum of ten (10) members in order to affiliate with the
Corporation.

Section 2 – The local chapter By Laws must be compatible with, but not necessarily identical to, the
Articles of Incorporation and the By Laws of the Corporation. This is to allow as much
flexibility and autonomy as possible to local chapters in organizing and functioning, while
providing a structure for concerted action on a state-wide basis.

Section 3 – Local chapters shall pay dues to the Corporation as determined by the Executive Board.

Section 4 – Local chapters shall provide a yearly update of chapter activities to the Local Chapter
Director.

Section 5 – The local chapters shall not speak for or incur financial obligation in the name of the
Corporation unless written approval is given by the President of this Corporation.

Article XII – Dissolution of the Corporation

In the event of the dissolution of this Corporation, to the extent allowed under applicable law, all of the
assets of the Corporation shall be distributed to, or its assets shall be sold and the proceeds distributed to
another organization(s) organized and operating exclusively for religious, charitable, scientific, literary or
educational purposes, which shall be selected by the Executive Board of the Corporation.

Adopted February 1985
Revised March 1989
Revised July 1992
Revised January 2001
Revised March 2004
Revised March 2006
Linda Andrews March 10,
2006
President Date
Sonya Porcher March 10,
2006 Secretary Date