OFFICIAL BYLAWS 

OFFICIAL BYLAWS 

The Northern California Community for Emotionally Focused Therapy

www.ncceft.com

ARTICLE I - NAME 

The name of this organization shall be the Northern California Community for Emotionally Focused Therapy (NCCEFT). 

ARTICLE II - AREA SERVED 

The geographic area served by this organization is Northern California. 

ARTICLE III- OFFICE 

The NCCEFT Board of Directors may select a principal office for the transaction of business within the geographic area served by NCCEFT, or may from time to time designate different places within the geographic area it serves where business may be conducted. 

ARTICLE IV - PURPOSES AND OBJECTIVES  

  A.  OVERALL PURPOSE    

1.   The purpose of the Northern California Community for Emotionally Focused Therapy shall be to advance the learning and practice of Emotionally Focused Therapy (EFT), developed by Susan M. Johnson, Ed.D., and colleagues in Ottawa, Canada.  

2.   NCCEFT is a professional association and educational community that encourages collaboration and support among its members.  NCCEFT is organized to promote Emotionally Focused Therapy in Northern California rather than the individual practices of member therapists. 

     

a.   The Northern California Community for Emotionally Focused Therapy (NCCEFT) has a mission to:

1. Fill the community’s need for competent EFT therapists
2. Promote the learning and practice of EFT
3. Encourage certification in EFT
4. Enhance the satisfaction of therapists practicing EFT   

b.   NCCEFT promotes its mission by:

1. Facilitating communication and connection among EFT clinicians
2. Sharing resources
3. Supporting skill-building opportunities
4. Organizing events for EFT clinicians

     

NCCEFT may pursue other objectives which are in the best interests of the organization and its members and which do not conflict with the NCCEFT Articles of Incorporation, the NCCEFT Bylaws, the standards set by the International Center for Excellence in Emotionally Focused Therapy (ICEEFT), or the Ethical Standards established for all licensed therapists.

1. NCCEFT promotes and maintains a cooperative and collaborative relationship with ICEEFT and seeks to abide by ICEEFT standards for teaching and promoting EFT to the extent not inconsistent with these bylaws.

ARTICLE V - MEMBERSHIP   

A.  QUALIFICATIONS AND CATEGORIES OF MEMBERSHIP 

     1.   There shall be two categories of membership:

a.    Clinical Member, defined as “a mental health professional currently licensed to practice psychotherapy in the state of California,” e.g., Psychiatrist, Licensed Psychologist, Licensed Marriage and Family Therapist (LMFT), Licensed Clinical Social Worker (LCSW), or Licensed Professional Clinical Counselor (LPCC).     

b.   Pre-Licensed Member, defined as a “registered Psychological Assistant, registered Licensed Marriage and Family Therapist Intern, registered AssociateClinical Social Worker, or registered Licensed Professional Clinical Counselor Intern.”    

c.   An exception shall be made for individuals who joined NCCEFT before passage of these bylaws and who were certified in a related mental health field.   These individuals shall retain the membership rights they received at the time they joined. 

        B.   NON-TRANSFERABILITY OF MEMBERSHIP

1.   No NCCEFT member may transfer his or her membership.  

C.  MEMBERSHIP PROCEDURES     

1.   Admission to Membership: Except as otherwise stated in these bylaws, membership in either category shall be given upon formal application and payment of dues, provided the individual has also met the following conditions  

a.   Possession of a current California license or registration to practice psychotherapy, as defined above

b.   Completion of at least a four-day EFT Externship taught by an ICEEFT-certified trainer.

2.   All NCCEFT members shall pay dues in accordance with NCCEFT’s dues schedule and shall abide by the ethical standards and bylaws of their professions, and of NCCEFT and ICEEFT.   

3.   NCCEFT members are encouraged to become members of ICEEFT.  ICEEFT membership is required in order to be listed in the website Membership Directory.

a.   Twice a year, once in January and once in July, the Membership Coordinator shall initiate a process to verify that NCCEFT members who desire to be listed are also current members of ICEEFT.  

b.   NCCEFT members who have allowed their ICEEFT membership to lapse shall be removed from NCCEFT’s website Member Directory until such time as their memberships in ICEEFT have been renewed.   

4.  Termination of Membership: Membership in NCCEFT shall terminate upon the occurrence of any of the following: resignation, non-payment of dues, expulsion, suspension, or loss of eligibility. 

a.   Resignation: A member may resign from membership at any time by submitting his or her written resignation.  The effective date of the resignation shall be when NCCEFT receives an email or letter of resignation, or at such later time as is indicated in the letter. 

b.   Nonpayment of Dues: A member whose NCCEFT dues are in default shall be dropped from membership.  A member who has allowed his or her membership to lapse shall be removed from NCCEFT’s website Member Directory and the member listserv, and shall lose all privileges of membership until such time as his or her membership in NCCEFT has been reinstated. 

c.   Expulsion or Suspension: NCCEFT reserves the right to suspend or expel from membership any member who has been determined to have violated the ethical standards of his or her profession and whose license or registration has been suspended or terminated by a state licensing authority.  Any member to be suspended or expelled shall be entitled to at least fifteen (15) day's prior notice of the suspension or expulsion and the reasons therefore.  Notice may be given by any method reasonably calculated to provide actual notice.  A member can be immediately suspended in exigent circumstances where continued membership might significantly discredit NCCEFT or its members. 

d.   Loss of Eligibility: Any member, regardless of category or classification, who is no longer eligible for such membership due to a loss in the qualifications entitling such person to hold such membership, may be dropped from membership, provided a notice is sent to such member at his or her email address of record at least fifteen (15) days prior to termination of membership.      

5.  Reinstatement of Membership 

 a. After Resignation or Termination for Non Payment of Dues: Anyone who has resigned his or her membership from NCCEFT or has terminated his or her membership because of non-payment of dues may be reinstated to that member's former category of membership provided such person meets the current criteria for that category of membership. 

b.   After Expulsion or Suspension: Any member who has been expelled or suspended from membership in NCCEFT for violation of the ethical standards of his or her profession may be reinstated if and when his or her professional license or registration has been reinstated to full privilege.

6.  Email Notice:  Consent to notice by email shall be secured from members at the time they applyon the NCCEFT website to join NCCEFT and torenew their memberships.

ARTICLE VI - MEETINGS OF MEMBERS     

      A.  ANNUAL MEMBERSHIP MEETING     

1.   An annual meeting of members shall be held in June unless the Board of Directors fixes another date and notifies members as stipulated in Section F of this Article. 

B.  GENERAL MEETINGS

1.   FREQUENCY OF GENERAL MEETINGS

The Program Committee, in consultation with the Board of Directors, shall set the dates of community meetings.  One meeting shall directly follow an EFT Externship held in the San Francisco Bay Area.  

2.   Special meetings may be called by the Chair in consultation with the Board of Directors or shall be called upon the request of five (5) percent or more of the voting members. 

       

C.  PLACE OF MEETINGS   

1.   Meetings shall be held at a location in Northern California.      

D.  QUORUM   

1.   A quorum for any community meeting where general membership decisions may be made shall be twenty-five (25) percent of the voting membership.  

        E.   RECESSED OR ADJOURNED MEETING 

1.   If a meeting of members is recessed or adjourned to another time or place, the Board of Directors in conjunction with the membership may transact any business which might have been transacted at the original meeting. 

F.  NOTICE OF MEETINGS

1.  Notice of regularly scheduled general community meetings shall be made by email no less than one week in advance of the meeting.    

2.  Written notice of any annual or special meeting of members, which occurs at a time other than a regularly scheduled general community meeting, shall be given to each member not less than two (2) nor more than ninety (90) days before the date of the meeting.  When an annual or a special meeting is recessed or adjourned for more than fourteen (14) days, a notice of the recessed or adjourned meeting shall be given as if it were the original meeting. 

3.  The notice of meeting shall specify the place, date, time, and a description of the program.  In the case of a special meeting, the general nature of the business to be transacted shall be stated in advance; no other business may be transacted other than the agenda which has been announced to the membership.  In the case of the annual meeting or a general meeting, any matters which the Board of Directors intends to present for action by the members shall be described in an advance announcement.    

4.   Notice of any meeting of members shall be given by email addressed to the member at the email address such member has given for purpose of notice. 

 ARTICLE VII – BOARD OF DIRECTORS  

     A.   POWERS 

1.  The Board of Directors (BOD/Board) shall be responsible for ensuring that NCCEFT adheres to the Purposes and Objectives outlined in Article IV of these bylaws.

     

1. NCCEFT’s activities and affairs shall be conducted under the direction of the Board of Directors and all members of the BOD shall have been members of NCCEFT for a year prior to their election.  Among other powers, the BOD has the power to set annual dues; to select and remove all agents, employees and/or contractors functioning on behalf of NCCEFT; to fix compensation and secure the faithful performance of duties prescribed; and to appoint committees for NCCEFT activities and special projects.

      B.   COMPOSITION OF THE BOARD OF DIRECTORS  

1.  The BOD shall consist of an odd number of five (5) or seven (7) elected directors including Chair, Chair-Elect/Secretary, Chief Financial Officer, Membership Coordinator, Technology Coordinator, Program Coordinator (and Program Committee Chairperson), and Director at Large.

      C.   DUTIES OF OFFICERS

1.   Every Board member is responsible for seeing that NCCEFT remains true to its mission and to the observance of these bylaws.  

     

2.   All Officers shall be given and keep secure the current bylaws, as well as the written descriptions and cumulative records for their positions when they first take office, and shall contribute and make changes to such records as new policies and materials are developed.  Board members shall restore to their successors and/or to NCCEFT all of its books, papers, vouchers, money, and other property of every kind in their possession, or under his or her control upon death, resignation, retirement, or removal from office. 

     

3.  Chair 

a.   The Chair shall generally supervise and direct the business of NCCEFT and shall ensure that both the Board of Directors and NCCEFT function according to these bylaws.  He or she shall create and email to Board members an agenda based on the minutes of the previous Board meeting and adding new business, and shall provide a copy to each Board member at the next BOD meeting. The Chair shall convene, lead, and facilitate all Board and NCCEFT business meetings; support and assist other Board members with their duties; help prepare the Chair-Elect/Secretary for assuming the duties of the Chair; and take on other responsibilities as needed.

b.   As head of the nominating committee, the Chair shall oversee the nomination and election process.  The Chair shall supervise the process of developing amendments to the bylaws.  He or she shall recommend standing committee chairpersons to the Board for appointment or election by the general membership, except as otherwise provided in these bylaws.  The Chair shall be an ex-officio member of all committees, but shall have no right to vote when serving in an ex-officio capacity.

c.   He or she may have such other duties and powers as may be prescribed by the Board or these bylaws.  After his or her term has ended, the Chair Emeritus may at times serve as a consultant to the Board and may be appointed to serve as a chairperson of a standing committee, or a subcommittee. 

     

4.  Chair-Elect/Secretary

a.   The Chair-Elect/Secretary (CE/S) shall function as both Chair-Elect and Secretary. He or she shall assist the Chair and learn the duties of that position.  He or she shall take the minutes of Board meetings, revise them with the feedback of Board members, and post them online so they may be viewed by Program Committee as well as Board members.  Minutes of Board meetings shall include the date, location, members present, decisions taken and agenda items to be carried forward to the next BOD meeting.  The CE/S may have such other duties and powers as prescribed by the BOD or these bylaws.  

b.   The Chair-Elect/Secretary shall be responsible for informing members about all community meetings where business will be conducted, unless such meeting is part of a general community meeting planned by the Program Committee, in which case the CE/S shall furnish the agenda for the business portion of the meeting, and the Program Committee shall email it to members along with other program publicity.  Such notice shall be given according to the parameters stated in these bylaws.  

c.   The Chair-Elect/Secretary shall take minutes for annual, special, and general business meetings of the membership, recording the date, location, notice given, agenda, number of members present, and decisions taken and/or postponed.  In the event that the CE/S cannot attend Board or community meetings where business is to be conducted, he or she shall arrange for another member of the Board to take minutes.  Minutes from Board and community meetings shall be revised for accuracy with the feedback of Board members who attended the meeting.  

d.   The Chair-Elect/Secretary shall create and/or maintain a cumulative collection, including both an electronic and a hard copy, of all agendas and minutes taken at Board meetings, standing committee meetings, and general membership meetings where business has been conducted, including all minutes taken prior to the CE/S’s term of office.  He or she shall also maintain a copy of the current bylaws which shall be open to view by any NCCEFT member at all reasonable times, with advance notice.  Should the Bylaws be amended, he or she shall provide ICEEFT with a copy of the amended bylaws.  At the end of his or her term, when succeeding to the office of Chair, the CE/S shall pass to the new CE/S the complete collection of minutes and agendas, in both electronic and hard copy forms, as well as a copy of the current bylaws, including all amendments.

e.   In the absence of the Chair from a meeting over which he or she should preside, the Chair-Elect/Secretary shall lead the meeting.

5.   Chief Financial Officer

a.  The Chief Financial Officer (CFO) shall keep and maintain adequate, correct, and cumulative books and records of accounts of NCCEFT’s properties, including physical properties such as the sound system and library, and business transactions, including accounts of its assets, liabilities, receipts, disbursements, gains, losses, capital, retained earnings, and any other matters customarily included in financial statements.  The financial accounting records kept by the CFO shall be open to inspection by any Board member at all reasonable times. 

b.  The Chief Financial Officer shall deposit all money in the name and to the credit of NCCEFT with such banks or depositories as may be designated by the BOD; shall make payments from NCCEFT’s funds as delegated by the BOD, including forwarding payments to those who have provided NCCEFT with products or contracted services and reimbursing NCCEFT members for approved expenses; shall prepare or cause to be prepared, in conjunction with NCCEFT’s accountant, any tax documents required by state and federal governments; shall prepare or cause to be prepared a proposed annual budget to be presented to the BOD, if so directed; and shall have such other powers and shall perform such other duties as may be prescribed by the BOD or the bylaws. 

c.   The Chief Financial Officer shall annually prepare a written report detailing all of the fiscal year’s financial activities, as described in Article X, Section D. He or she shall make a report of current assets and liabilities, of transactions since the last Board meeting, and of the financial condition of NCCEFT at each Board meeting, or at such other times as directed by the Board.  If unable to attend a Board meeting, at least two (2) days prior to the meeting he or she shall email the Chair a financial account, including income and expenditures, since the previous meeting.  

d.   The Chief Financial Officer shall work closely with the Membership Coordinator, providing the Membership Coordinator with information regarding which members have renewed and which have not, and with the Program Liaison regarding public programs for which monetary charges are involved.

e.   In the event that NCCEFT secures an agreement with a third entity to receive credit card payments, the Chief Financial Officer shall perform those administrative duties which are necessary to maintain that relationship.  The financial accounting records kept by the CFO shall be open at all reasonable times to other members of the BOD.

f.    The Chief Financial Officer shall ensure that all state and federal requirements for reports and monetary payments and vendor contracts are met by their due dates and consistent with government requirements. He or she is responsible for all forms to be filed with the State of California and Internal Revenue Service including filing annual taxes. To the extent NCCEFT has contracted with an Attorney of Record to complete such forms to the state and federal government, the CFO will supervise the completion of these forms.

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6.   Membership Coordinator

a.  The Membership Coordinator (MC) shall respond to all membership-related inquiries, coordinate all activities related to membership, and shall maintain consistent communication and oversight of the output of administrative and/or website provider(s), including their maintenance of up-to-date electronic membership records, which shall include names, postal and email addresses, telephone numbers, level of EFT training, NCCEFT dues paid, category of membership, and ICEEFT membership verification.

b.   On an annual basis, the Membership Coordinator shall initiate and implement the membership renewal process, usually in September.  At least once a year, usually in January, the MC shall initiate the removal of membership benefits from any members who have not renewed their NCCEFT memberships; and shall ensure that all NCCEFT members listed on the website Member Directory are current members of ICEEFT.  After due notice, members whose ICEEFT memberships have lapsed shall be removed from the NCCEFT website Member Directory.

c.   Other duties of the Membership Coordinator 

(1) The MC shall ensure that the website’s “Join NCCEFT” page clearly states membership requirements, and that the online forms for joining and renewing are clear and accurate; shall check that new members have joined NCCEFT using the website’s online form and have paid their dues; and shall communicate to the webmaster all requests for changes to member information on the NCCEFT website and on the master membership record.  

(2) The MC may have other duties and powers as prescribed by the Board of Directors or these bylaws.  

     

7.   Program Committee Chairperson

a.    The Program Coordinator (PC ) shall be the chairperson of the Program Committee and coordinate interactions between the Board of Directors and the Program Committee (PC). Outside groups, and/or trainers who propose to produce and/or co-produce EFT-related programs, trainings, events, or conferences for the general membership, and/or who desire to have NCCEFT co-sponsor and/or endorse their EFT-related trainings or activities need to approach the SC chair. Should the PC be approached, he/she shall bring requests for such production, co-production, co-sponsorship, and/or endorsement to the Chair and Board for discussion and final approval.

b.   The Program Coordinator shall function as a bridge between the Program Committee and the Board of Directors, and shall bring the Program Committee’s suggestions forprograms, trainings, events, or conferences to the Board for discussion, endorsement, and/or final approval. The Program Coordinator shall facilitate communications between the Board and the Program Committee..

c.     The Program Coordinator shall design and implement a process to be used for the Program Committee for NCCEFT Program Planning. This shall include the development of a process for involving Program Committee members in the tasks of identifying NCCEFT members’ training and learning needs and preferences; developing a pool of program presenters from within the NCCEFT membership; working with presenters; fostering and supporting a learning community with NCCEFT, and assuring quality of programs offered at NCCEFT meetings. 

e.    The Program Coordinator, with the Program Committee, shall be responsible for working with the Board of Directors in the development and implementation of the Annual Fundraiser. 

f.    The Program Coordinator, alone or with the support of the Program Committee, shall establish, oversee, and monitor the provision of Continuing Education credits (CEs) to the membership.  Related responsibilities include: (1) Administration of NCCEFT’s CE Capacities and Responsibilities, including:  (a) ensuring that programs meet CAMFT/CIBA  and/or California Psychological Association-Office of Professional Development (CPA-OPD) requirements for the awarding of CEs, (b) applying for and updating CAMFT and/or (CPA-OPD) program approvals as needed, and (c) making certain that NCCEFT has paid required semi-annual fees to the BBS and/or CPA-OPD.  (2) Implementation of CE credit provision: (a) The Program Coordinator shall lead and oversee the Program Committee in its activities of supplying CEU certificates for program meetings; (b) preparing and submitting CE credit Program reports to the CPA within 30 days of program event; (c) maintaining records required by the CAMFT  and/or CPA-OPD.  

g. The Program Coordinator, in coordination with the BD, may, but shall not be obligated to, head an ad hoc subcommittee for Externship Support, established as needed to carry out and/or oversee certain activities related to local Externships.  The Program Coordinator may choose to appoint another person as chair of the Externship Support Subcommittee; however the Program Coordinator shall be responsible for assuring that the agreed-to activities are performed. Externship Support Subcommittee activity is limited to assisting with: recruiting and scheduling volunteer helpers for Externship participant learning related exercises/activities and finding appropriate couples for the live sessions. Further description may also be found in Article VIII, section B, paragraph 1e.

8.     Director at Large

a. The Director at Large may have duties and powers as prescribed by the Board of Directors or these bylaws.  

9.    Website Liaison

1. The Website Liaison (WL) shall be responsible for overseeing maintenance, revision, and updating of the NCCEFT website technology, content, and related technology tools used by NCCEFT BD and members for NCCEFT–related activities. 

2. The Website Liaison shall be responsible for supervising, interfacing with, and hiring as needed, technology consultant(s) qualified and able to perform technology tasks.

3. The Website Liaison shall interface with the NCCEFT Board members to obtain user requirements, functionality, and content, and other tools required for the Website, event and membership registration tools, and any social media tools that may be used for official NCCEFT business. The WL shall maintain current documentation of user requirements and content updates, and status and cost regarding implementation.

4. The Website Liaison shall manage member technology issues (e.g., online processes such as program registration, enrollment, payment, and membership profile changes, etc.) by being a point of contact for members and managing technology consultants’ resolution of member technology issues.

5. Website Liaison Tasks shall include technology support for presentations at NCCEFT  quarterly meetings and NCCEFT events. The Website Liaison shall support program registration for NCCEFT programs, working with the Program Committee /Program Chair as needed. 

6. The Website Liaison may, but is not obligated, to form a temporary or a standing ad hoc subcommittee for purposes of addressing Technology needs, strategies, updates and the like, or to obtain ongoing support for the performance of technology-related tasks.  If s/he forms such a committee, the Website Liaison would be obligated to serve as its chair and to oversee all of its activities. 

      D.  VACANCIES   

1.   In the event that a vacancy occurs on the Board of Directors, other than the Chair, the Board shall elect, by majority of the remaining Board members, any eligible NCCEFT member to fill the unexpired term.  This election shall take place at the next regular Board meeting, if not before, in which a quorum of Board members is present. 

     

2.  If the position of Chair becomes vacant, the Chair-Elect/Secretary shall assume the Chair, and a majority of the Board shall elect a new CE/S from eligible NCCEFT members to fill the unexpired term.

      E.   REMOVAL OF OFFICERS AND BOARD MEMBERS

     

1.   The Board of Directors, by a vote of not less four-fifths (4/5) of its members, shall have the authority to require the resignation for cause of any one of its members after having given that member an opportunity to appear before the Board to answer complaints.      

2.   Any Board member who misses more than two (2) consecutive Board meetings, or who misses more than one-third of all Board meetings in any year of office, which extends from July 1 through June 30, may be asked to resign. 

3.  The Board of Directors shall also have the authority to remove for cause any member of a standing committee, after consulting with other members of the committee and giving that member an opportunity to appear before the Board of Directors to answer complaints.

      

F.   MEETINGS 

1.   Number of Meetings

a.   The Board of Directors shall meet at least eight (8) times during each fiscal year.  The BOD shall establish dates for these Board meetings.  Meetings of the Board shall be held at any location within the area served by NCCEFT. 

     

2.   Notice of Meetings

a.   Future meetings of the Board of Directors shall be scheduled at a Board meeting, whenever possible, or upon not less than seven (7) days notice by e-mail.

     

3.  Special Meetings   

a.   Special meetings of the Board of Directors shall be called by the Chair upon the written request of any three (3) Board members, which may include the Chair.  Such specially called meetings shall be held within thirty (30) days of the sending of the written request. 

b.   Special meetings of the Board of Directors shall be held upon at least two (2) days notice made to each Board member’s telephone number and/or email address, as shown on NCCEFT records. 

Special meetings may be held in person or by conference call.  As stated elsewhere in these bylaws, a quorum of Board members shall be required for decision-making.

       

G.  QUORUM  

1.   A majority of members of the Board of Directors shall constitute a quorum of the BOD for the transaction of business.  Every act or decision made by a majority of Board members present at a meeting duly held in which a quorum is present is the act of the Board, except when a greater or lesser number is required by applicable law or by these bylaws.  A meeting at which a quorum is initially present may continue to transact business notwithstanding the departure of a Board member. 

H.  NO COMPENSATION 

1.   No compensation shall be paid to any member of the Board of Directors for performing the duties for which he or she was elected.  Nothing in this section shall prevent Board members from receiving reimbursement for expenses deemed just and reasonable by the Board. 

I.    ELECTIONS

1.  Nominations 

a.   The committee in selecting its nominees shall seek diversity of representation and shall take into account the geographical, ethnic and gender composition of the membership. 

b.   A call for nominations, along with a description of the duties of each position to be filled, shall be communicated to the membership via email and/or the listserv at the beginning of March of each year, and nominations shall be accepted prior to May 1.  

c.   The nominating committee shall vet all candidates to ensure they meet the qualifications for the positions they seek, and shall request from all candidates a brief statement indicating the candidate’s qualifications for, and interest in, the position. These statements shall be collected during the month of May, and the slate of candidates and their statements shall be emailed to the membership by June 1.   

     

2.  Eligibility

a.   No person shall be eligible for election unless he or she has been a member of NCCEFT for at least one (1) year before running for office.  If after intensive search, no candidate who has been a member for a year can be found, this requirement may be waived.  No more than one pre-licensed member may hold office on the Board of Directors at a time.      

3.  Limitations

a.   Each member of the Board of Directors shall be elected for a two (2) year term.  Elected members of the Board of Directors may run for one additional term, except for the Chair who must wait two years to run again for Chair-Elect/Secretary.

     

4.  Election Procedures

a.   The nominating committee shall prepare a ballot consisting of the slate and qualification statements of nominees.  The ballot shall be emailed to all voting members by June 1, at least thirty (30) days prior to the date when newly elected Board members shall assume office.  Elections shall close between June 15 and June 25, and terms for the new leadership team shall begin July 1.  

b.   The candidate receiving the largest number of votes for each office shall be elected.  In the event of a tie, the tie shall be broken by a majority vote of Board members.   

Position Rotation

a.   Election of Board members shall be staggered so that at no time will the entire Board be newly elected.

b.   The Chair-Elect/Secretary shall become Chair after one year of service.  There shall be no election for Chair except at such time as the Chair-Elect/Secretary shall decline or otherwise be unable to serve as Chair. 

c.   The Membership Coordinator shall serve for one year in the membership role and may become Program Liaison the second year.  

J.    CONFLICT OF INTEREST

1.   NCCEFT strives to avoid conflicts of interest, both direct and indirect, as well as the appearance of conflicts of interest, to ensure that it continues to operate in accordance with its tax-exempt purpose.

2.   NCCEFT requires it directors, officers, employees and volunteers to observe high standards of business and personal ethics in the conduct of their duties and responsibilities.  

3.   The Board of Directors, because it is entrusted with resources devoted to charitable purposes, shall protect NCCEFT’s interest when contemplating entering into a transaction or arrangement that might benefit the private interest of a director, officer, or other person in a position of authority within the Corporation.  

4.   Every director shall refrain from using his or her position for personal gain and shall avoid acting on issues in which his or her personal or financial interest could conflict with the interests of NCCEFT.  When a directors discovers that he or she may have a conflict of interest with NCCEFT, that director shall disclose the facts of the potential or actual conflict and shall refrain from decisions involving matters pertaining to said conflict.

ARTICLE VIII - STANDING COMMITTEES 

    A.  PROGRAM COMMITTEE

1.  The Program Coordinator, as chair of the Program Committee, shall be responsible for overseeing all Program Committee functions and responsibilities, and for assuring that program committee members fulfill their role responsibilities. Roles to be performed by Program Committee Members which may include (i) CEU implementation; (ii) speaker liaison; (iii) hospitality; (iv) program publicity, (v) program registration.

2.  The Program Committee (PC) shall create, publicize and oversee programs having an EFT or attachment focus for quarterly meetings. The Program Committee also publicizes and oversees additional NCCEFT sponsored attachment focused trainings including the annual Fundraiser.

3.  Each Program Committee member, including the chair, shall be elected to the committee for a two (2) year term.  Such election shall coincide with the election for officers of the Board of Directors.  The Chair of the PC may be elected to one additional term, and may be elected to become a general member of the PC following the ending of his or her term as Chair.  PC members shall have no term limits.  Election of PC members shall be staggered so that at no time will the entire committee be newly elected.

4.   Vacancies

a.   In the event that a vacancy occurs on the Program Committee, other than the Chair, the PC shall elect, by majority of its remaining members, any eligible NCCEFT member to fill the unexpired term.  This election shall take place at the next regular PC meeting, if not before, in which a quorum of PC members is present. 

b.   If the position of Chair becomes vacant, the Program Committee shall, by majority vote, elect one of its members to be Chair, and a majority of the PC shall elect a new PC member from eligible NCCEFT members to fill the unexpired term. 

c.  The Program Committee may appoint new members prior to an election if they are needed for special projects or if an NCCEFT member volunteers for the committee, provided that a majority of PC members agree, either by email or at the next regular PC meeting in which a quorum of PC members is present.

d.   Whether Chair or PC member, if desirous of remaining in the appointed position, the appointee(s) must run for that position in the next NCCEFT election.

B.  SUBCOMMITTEES AND SPECIAL COMMITTEES

1.   Committees, subcommittees, commissions, or task forces may be created and appointed by the Board of Directors as in its judgment may be necessary.  The BOD shall prescribe the duties and terms of any such committees or subcommittees, which may include: 

a.   Nominating Committee 

(1) The Board of Directors may appoint a nominating committee or the Board itself may act as the nominating committee.  The nominating committee 's function is to nominate qualified members and certify the eligibility of the candidates for election to the Board.  The committee shall prepare a slate and ballot of members to be elected via email prior to the annual meeting and shall assist in the election procedures.  The committee shall perform such other duties and tasks as described in Article VII, Section I. 

b.   Bylaws Committee 

(1) The Board of Directors may appoint a bylaws committee, or the Board itself may act as a bylaws committee.  The bylaws committee shall consider the advisability of bylaw amendments, hear or review all proposed amendments and make recommendations to the Board regarding amendments to the bylaws. 

c.   Membership Committee 

(1) The Membership Coordinator may from time to time establish a subcommittee to assist with membership responsibilities. 

d.   Finance Committee

(1) The Chief Financial Officer may from time to time establish a subcommittee to assist with finance responsibilities.

e.   Externship Committee

(1) The Program Liaison, as the representative of and in coordination with the SC,may but shall not be obligated to set up and oversee a subcommittee that will (a) establish policies & procedures, (b) find couples & their therapists for live sessions. The Program Liaison may head and convene a subcommittee as needed, to carry out the following responsibilities:

1. Enlist an EFT Supervisor or an experienced EFT clinician as a volunteer coordinator to work with the Trainer(s) to recruit and schedule volunteer helpers for participant learning related exercises/activities for each day of the Externship.

1. Assist the Trainer(s) and/or a local EFT Supervisor volunteering for the task of finding appropriate couples for the live sessions at the Externship. 

C.  APPOINTMENT OF COMMITTEE CHAIRPERSONS AND MEMBERS 

1.   Other than for the Program Committee, for which all positions shall be elected, the Chair of the Board of Directors in consultation with the Board shall appoint committee chairpersons.  The committee chairperson, in consultation with the Chair of the Board, shall appoint committee members. 

2.   Should the Chair of a committee step down before the end of his or her term, the committee and the Board of Directors shall collaborate in selecting a qualified replacement from the committee or the NCCEFT membership to fill the position until the next election. 

D.  COMPOSITION OF COMMITTEES 

1.   Committees shall generally consist of at least three (3) members, a majority of whom shall be clinical members of NCCEFT.  If the Board approves, two (2) persons may comprise a committee in order to accomplish a specific task. 

2.  If any member of a committee resigns before the end of his or her term, the chair of the committee, in consultation with other committee members, may appoint an NCCEFT member to fill the position until the next election.

E.  MEETINGS AND ACTIONS OF COMMITTEES 

  1.  Meetings

a.   Committees shall meet as necessary and shall be held at any place designated by the Board, the committee, or the committee chairperson. 

2.  Quorum

a.   A majority of the committee members of each committee shall constitute a quorum of the committee for the transaction of business. 

3.   Minutes

a.   Minutes shall be kept of each meeting of any committee.  The Board of Directors may adopt rules governing committees that are consistent with these bylaws. 

ARTICLE IX - FINANCES 

A.  FISCAL YEAR 

1.   The fiscal year for NCCEFT shall begin January 1 of each year and end December 31 of each year. 

B.  SETTING OF DUES 

1.  The annual dues for NCCEFT shall be determined by a majority vote of the BOD-.

2.   Notification of any change in the annual dues shall be made to all members affected as soon after the vote as is practicable and reasonable, but at least thirty (30) days prior to the effective date of any such increase. 

C.  BUDGET 

1.   If requested by the Board of Directors, the Chief Financial Officer shall present a proposed budget to the Board.  The proposed budget must be approved by a majority vote of the Board.  The Board of Directors is empowered to make any changes in the budget necessitated by circumstances and consistent with NCCEFT’s priorities. 

D.  DEPOSITORY 

1.   The Board of Directors shall select and designate such bank or FDIC-approved corporation as it deems advisable to serve as official depository of NCCEFT funds, and shall prescribe the manner in which such funds shall be withdrawn. 

ARTICLE X - RECORDS AND REPORTS, INSPECTION 

A.  MAINTENANCE AND INSPECTION OF BYLAWS 

1.   The Board of Directors shall keep NCCEFT’s bylaws, as amended to date, in such location as it shall direct; bylaws shall be open to inspection by the members at all reasonable times.  NCCEFT shall provide ICEEFT with a copy of its bylaws and any amendment(s) thereafter made, as required. 

B.  MAINTENANCE AND INSPECTION OF OTHER RECORDS 

1.   The accounting books, records and minutes of proceedings of the Board of Directors, the Program Committee, and any other NCCEFT committee(s) shall be maintained in such location as the Board of Directors shall direct.  The minutes and the accounting books and records shall be open to inspection on the written demand of any member, at any reasonable time for a purpose reasonably related to the member's interests as a member.  The inspection may be made in person or by an agent or attorney, and shall include the right to copy and make extracts of documents. 

C.  INSPECTION BY DIRECTORS 

1.   Every member of the Board shall have the right at any reasonable time to inspect all books, records and documents of every kind and the physical properties of the organization.  This inspection by a director may be made in person or by an agent or attorney, and the right of inspection includes the right to copy and make extracts of documents. 

D.  ANNUAL REPORT 

1.  The Chief Financial Officer, in conjunction with any other member of the Board of Directors or committee as may be necessary, shall prepare an annual report, and the BOD may notify NCCEFT members yearly of their right to receive such an annual report. 

2.  The annual report shall be prepared not later than sixty (60) days after the close of NCCEFT's fiscal year. Such report shall contain in appropriate detail the following: 

a.   A balance sheet as of the end of the fiscal year, an income and expense statement and statement of change in financial position for such fiscal year. 

b.   A statement of the place where the names and addresses of current NCCEFT members are located. 

c.   Any information required by Section 8322 or its successor section(s), of the California Nonprofit Corporation Law, dealing with insider transactions. 

3.   Such report shall be accompanied by any report thereon of independent accountants, or, if there is not such report, the certificate of an authorized NCCEFT officer that such statements were prepared without audit from the books and records of the organization. 

4.  Upon written request of an NCCEFT member, the Board shall promptly cause the most recent annual report to be sent to the requesting member. 

ARTICLE XI - LIABILITY OF MEMBERS 

A.  No member, regardless of the class or category of membership held, shall be personally or otherwise liable for any of the debts, liabilities, and/or obligations of NCCEFT. 

B.  According to California Nonprofit Corporation Laws regarding unauthorized distributions, nothing in this article shall be construed to relieve any person of any liability. 

ARTICLE XII - PROPERTY 

NCCEFT, through its Board of Directors, shall hold the title to all property, funds and assets of NCCEFT, and the Board shall have complete control over the acquisition, administration, and disposition of any property, funds or assets.  NCCEFT may accept gifts, legacies, devises, donations, and/or contributions in any amount and in any form upon such terms as may be decided by the Board.  No assets or property of NCCEFT shall be used for any purpose other than exempt educational purposes and shall not inure to the benefit of any director, officer, member or private person, other than as reasonable compensation.

ARTICLE XIII - USE OF NAME 

No members shall speak in the name of NCCEFT without authorization from the Chair or from the Board of Directors. 

ARTICLE XIV - STAFF 

The Board of Directors may employ staff or vendors whose terms and conditions of employment shall be specified by the Board.  Such staff or vendors may manage and direct the activities of NCCEFT as prescribed by the Board and shall be responsible to the Board. 

ARTICLE XV - AMENDMENTS TO THE BYLAWS 

A.  INITIATION OF AMENDMENTS

1.  Amendments to the bylaws may be initiated in either of two ways: 

a.   The Board of Directors, either alone or upon recommendation of the bylaws committee, may initiate a bylaw amendment, or 

b.   Ten (10) members of NCCEFT may, by a written petition addressed to the Chair of the Board, initiate an amendment. 

B.  ADOPTION OF AMENDMENTS TO THESE BYLAWS

1.  Articles II, IV, and XV

a.   Proposed amendments which have received one hundred (100) percent of the vote of the Board of Directors shall be recommended to the membership for ratification by email ballot.  A copy of the proposed amendment or amendments shall be emailed to all voting members at least three (3) weeks prior to the time of voting.  There shall be specified on the ballot a deadline for return of the emailed ballot. 

b.   A sixty (60) percent majority of ballots returned shall be required for ratification of the proposed amendment. 

2.  All Other Articles

a.   Proposed amendments which have received an eighty (80) percent vote of the Board of Directors shall be adopted.

ARTICLE XVI - DISSOLUTION 

A.  Dissolution of NCCEFT whether voluntary or involuntary, shall be conducted in accordance with applicable law. 

B.  In the event of the dissolution of NCCEFT, all of NCCEFT’s assets and funds shall, after debts and/or obligations are paid, be distributed by a decision of the Board of Directors, to a nonprofit fund, foundation or corporation which is organized and operated exclusively for charitable purposes and which has established its exempt status under Internal Revenue Code section 501(c)(3).

CERTIFICATION OF CHAIR EMERITUSAND CURRENT CHAIR

We, the undersigned, certify that we are the Chair Emeritus and the current Chair of the Northern California Community for Emotionally Focused Therapy, and that the above bylaws are as adopted at a meeting of the Board of Directors held on September 8, 2012. 

________________________________________________ Date  November 30, 2012

Julie Hawks, LMFT, Chair Emeritus 

________________________________________________ Date  November 30, 2012

Patricia Shelton, Ph.D., LMFT, Chair 

The foregoing includes amendments to the Bylaws of The Northern California Community for Emotionally Focused Therapy, approved by the Board of Directors through June 13, 2015.

___________________________________________________ Date  June 30, 2015____        

Marjorie Chaset, Chair-Elect/Secretary 

___________________________________________________ Date  June 30, 2016____

Marjorie Chaset, Chair-Elect/Secretary 

Marjorie Chaset, Chair-Elect/Secretary 

The foregoing includes amendments to the Bylaws of The Northern California Community for Emotionally Focused Therapy, approved by the Board of Directors through June 13, 2015.

___________________________________________________ Date:  December 10, 2017____        

Karen Godfredsen, Chair-Elect/Secretary