ARTICLE I - NAME
The name of this organization shall be the TRANSPORTATION ESTIMATORS ASSOCIATION, hereinafter called the "Committee".
ARTICLE II - ORGANIZATION
This Committee is organized as and will always remain a non-profit organization.
Guidelines for Committees which are established by the American Association of State Highway and Transportation Officials (AASHTO) are incorporated by reference into this Constitution. Any additions, corrections or deletions to these guidelines will be adhered to.
The objectives of this Committee are:
ARTICLE IV - MEMBERSHIP
A MEMBER may be any State or organization who is affiliated with AASHTO, Inc. Each MEMBERS is entitled to a single vote on support of existing cost estimating procedures and other issues concerning cost estimating. Only one of each MEMBER'S representatives can hold a single office as defined in Article V, Section 1.
Requests for membership as a MEMBER after approval of the Constitution and By-Laws shall require a simple majority vote of the Board of Directors for approval. Poll of the Board of Directors shall be by the Chair.
Associate membership (ASSOCIATE) shall be open to any individual or organization interested in cost estimating. Application for ASSOCIATE membership shall be approved or denied by a simple majority vote of the Board of Directors. ASSOCIATE members will have no voting rights, nor are they eligible for any offices of the Committee.
MEMBER organizations shall designate an Official Representative empowered to cast votes for the MEMBER. In the event the Official Representative is not present to cast a vote when called, the MEMBER can designate in writing to the Chair an individual empowered to cast a Proxy vote. Designation of Official Representatives, except in holding office, is meant to be freely transferable by the MEMBER. ASSOCIATES shall designate a representative to receive correspondence from the Committee.
Membership may be withdrawn by a majority vote of the MEMBERS for inactivity or upon evidence of the intent to misuse membership or failure to comply with the provisions of this Constitution and By-Laws.
Inactivity of a MEMBER or an ASSOCIATE shall be assumed if five (5) years elapse without attendance at a Committee meeting. The attendance requirement may be waived by a majority of present and voting MEMBERS for (a) members outside the continental United States or Canada; (b) upon evidence of unusual travel restrictions; or (c) other extenuating circumstances. Inactivity will result in forfeiture of membership and removal from the mailing list.
Misuse of membership shall be assumed for any MEMBER or ASSOCIATE that uses the Committee for any purpose that conflicts with the objectives or that attempts to use the floor, the mailings or the mailing lists of the Committee for the principal purpose of private or corporate gain.
A request for reinstatement as a MEMBER shall be carefully considered by the Board of Directors. A two-thirds majority vote by the Board of Directors shall be required for approval. Poll of the Board of Directors shall be by the Chair.
The governing body of the Committee shall be the five member Board of Directors consisting of the Past Chair, Chair, Vice Chair, Secretary and Treasurer. Eligibility to serve as a Board of Director member will be reserved to the Official Representative appointed by the MEMBER.
The Vice Chair, Secretary and Treasurer shall be elected by ballot at the Annual Cost Estimating Workshop.
The office of the Chair shall be filled by advancement of the previous Vice Chair.
The Past Chair shall remain a member of the Board of Directors for a period of one year beginning with the elevation of the new Chair at the Annual Cost Estimating Workshop.
A quorum of fifty percent (50%) of the MEMBERS present or by proxy is required to hold an election. A majority of votes cast by MEMBERS at a meeting shall constitute an election.
A vacancy in the office of Chair shall be filled by the Vice Chair. If the Vice Chair fills the vacancy of the Chair at any time other than the end of a term, he or she will finish that term and then continue on his or her regular term the next year. A vacancy in any office will be filled by appointment of a MEMBER by the remaining Board of Directors to complete the unexpired remaining term of office.
The Chair, in addition to the normal duties of the office such as conducting meetings, shall be authorized to sign checks for the group in the absence of the Treasurer.
The Chair shall be the official Committee representative at all functions. The Vice Chair shall represent the Committee in the absence of the Chair.
The Past Chair shall assist the Chair and the remaining Board of Directors and provide continuity throughout the term.
The Vice Chair, in addition to the normal duties of the office, shall, upon taking office, audit the accounts and furnish a confidential report to the Chair for approval. Any discrepancies in the accounts reported shall be brought to the attention of the members by the Chair for appropriate action. If the Vice Chair was the Treasurer in the previous term, the Chair shall appoint a Representative to audit the accounts and furnish a confidential report to the Chair. The Vice Chair shall aid the Secretary in the publishing of the newsletter.
The Secretary shall maintain the minutes of the annual Cost Estimating Workshop and be the lead party in the publishing of the newsletter. The Secretary shall also be responsible for maintaining lists of all MEMBERS and ASSOCIATES with mailing addresses, records of attendance at meetings, and the name of the designated representative. The Secretary may not allow the use of such lists for commercial purposes. The Secretary shall report, at the Cost Estimating Workshop each year, MEMBERS and ASSOCIATES who are inactive. All MEMBERS are to be furnished a list of MEMBERS and ASSOCIATES.
The Treasurer shall maintain books of account, give a financial report at the annual Cost Estimating Workshop and expend funds as defined in the budget. Any expenditures not defined in the budget must be approved by a majority vote of the Board of Directors.
The Board of Directors' term of office shall be one year and begin at the close of the Annual Meeting in which they are elected.
Any of the duties specified in the Constitution and By-Laws as the responsibility of the Board of Directors may be delegated to committees appointed by the Chair and confirmed by the Board of Directors.
The Board of Directors shall make such decisions as are necessary, from time to time, governing the distribution of member lists.
ARTICLE VI - MEETINGS
The time and place of each succeeding annual workshop shall be decided by the MEMBERS attending the annual Cost Estimating Workshop. The Chair, acting with approval of a majority of the Board of Directors, may change the time and place of the annual workshop with reasonable cause. Final notice of the annual workshop site, dates and agenda shall be sent by the Chair to all MEMBERS and ASSOCIATES six to eight weeks before the workshop. All such notices or other general correspondence shall be sent to the list of MEMBERS and ASSOCIATES that is maintained by the Secretary.
Special meetings of the membership or of the Board of Directors may be called by the Chair and a majority of the Board of Directors. The call of the special meeting must state the business to be transacted, and no business shall be transacted except that stated in the call.
The MEMBERS attending the annual workshop may by majority vote decide to hold interim meetings as required. This meeting is not to be considered a special meeting as outlined in Section 2 and a vote by the MEMBERS present shall be the same as the annual workshop.
The Host State for the annual workshop shall assume such duties/responsibilities as follows:
ARTICLE VII - AMENDMENTS
Amendments to the Constitution may be submitted by any MEMBER through the Secretary. Such proposed amendments must be circulated to the MEMBERS of the Committee no later than 30 calendar days before the Cost Estimating Workshop at which such amendment will be considered.
Constitutional amendments require approval by two-thirds majority vote of the MEMBERS in attendance. Absentee ballots must be received by the Secretary prior to the vote.
By-Laws may be adopted, amended, or repealed at any scheduled meetings by two-thirds vote of the MEMBERS in attendance.
Standing rules for the conduct of business at any workshop may be adopted for that workshop by a simple majority vote. Subsequent amendments or repeal of such standing rules requires a two-thirds vote of the MEMBERS in attendance.
APPROVED OCTOBER 8, 1996
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Last updated: March 10, 2011.