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ATPIO By Laws

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ATPIO By Laws - April 2006

ARTICLE I - Name, Address, and Purpose

Section 1. The name of this non-profit organization shall be Association of Transportation Professionals of Indian Origin (ATPIO), hereafter referred to as the Association. The word “Indian Origin” is meant to include individuals or their parents with origin from India, Nepal and Bhutan.

Section 2. The address of the Association shall be that of its current President unless otherwise designated by the Board of Directors.

Section 3. This Association is a non-profit professional organization with its members who work or study in the fields of transportation planning, engineering, construction, and management and who are interested in the development and enhancement of transportation infrastructure in India and other countries in Indian-subcontinent.  

Section 4. The main objectives of ATPIO are the following:

- To create opportunities for networking among members and provide a forum to share professional experience and knowledge.

- To create a forum to address issues faced by members.

- To create a forum to recognize and help promote notable contribution by members in the field of transportation.

- To promote and enhance transfer of relevant technology, methodology, and knowledge base in transportation planning, engineering, construction, and management between India and other countries.

- To promote collaboration and exchanges between academic, private and public sectors in India and other countries in the area of transportation.

- To provide mentoring, support and career guidance to young professionals.

- To provide need based scholarships to students of Indian origin.

 ARTICLE II - Membership

Section 1. The membership of the Association shall consist of Members, Student Members, and Honorary Members. The Association may also have Friends.

Section 2. Members and Student Members shall be entitled to all privileges of the Association including holding offices and voting on Association matters. Any person elected as an Honorary Member, who, at the time of election, was a member, may retain the privilege and obligations of a Member.

Section 3. A Member shall be a person of Indian origin who is presently engaged or has been engaged in transportation related areas and paid the membership dues of the Association as specified in Section 1 of Article III.

Section 4. A Student Member shall be a person of Indian origin who is enrolled as a full-time student in a recognized graduate or undergraduate school to pursue a degree in the field of transportation or related areas and has expressed in writing to the Association that he or she is interested in becoming a Student Member. A Student Member can be changed to a Member upon completion of education.

Section 5. An Honorary Member shall be a person who has made a significant contribution to the transportation profession and/or to the Association and is nominated by the Board of Directors or more than ten (10) members or student members. The nomination shall be approved by the Board of the Directors.

Section 6.  Individuals that are not of Indian origin as described in Section 1 of Article I and who are presently engaged or have been engaged in transportation related areas and actively participate in the Association activities may be designated as “Friends” of the Association. Friends of the Association will not be eligible to vote or hold any elected office of the Association.

ARTICLE III - Membership Dues

Section 1. Members shall pay annual membership dues of US$30.00. The amount of membership dues may be changed by the Board of Directors at any time with a two-third (2/3) majority voting in favor of such change.

Section 2. Membership dues for Student Members may be waived by the Board of Directors.

Section 3.  Only Members who have paid their membership dues are eligible for being nominated to be elected to the Board of Directors.

Section 4.  Membership dues for “Friends of the Association” may be waived by the Board of Directors.

ARTICLE IV - Meetings and Quorums

Section 1. Annual Meetings

(a). The Association shall hold a meeting of the Association annually. Meeting time and place may be designated by the Board of Directors.

(b). The Annual Meeting of the Association shall carry out the election of the Board of Directors as provided in Article V, approve amendments to the Bylaws as provided in Article VII and to conduct such  other businesses as may properly be brought before the Annual Meeting.

Section 2. Meeting of the Board of Directors

(a). The Board of Directors shall meet annually prior to or after the annual Association Meeting. In addition, the Board may meet at such other times as the Board may, in its discretion, determine.

(b). A simple majority, that is, more that one-half (1/2) of the directors of the Board shall constitute a quorum for any meeting of the Board of Directors.

(c). The Chairperson of the Board of Directors shall, upon his or her own motion or upon the request of at least three (3) members of the Board of Directors, call a special meeting of the Board of Directors. The Chairperson or his/her designee shall give notice of any such meeting. Said notice must be given at least five (5) working days before the time of said meeting. Said notice may be given telephonically, by facsimile, and/or by email; provided, however, that the Director(s) calling for such meeting shall attach to the minutes of the meeting an affidavit or declaration under penalty of perjury setting forth the manner in which, and at what time the notice for any such meeting was given to the remaining Directors. Said Special Meeting may be held via Teleconferencing or Videoconferencing if physical meeting is deemed infeasible as documented by the Chairperson of the Board of Directors.

Section 3. Special Meetings

(a). The Board of Directors, upon its own motion or upon written request of at least one-fourth (1/4) of the Association’s  members, shall call a special meeting of the Association. Notice of any such meeting shall be given to all the Members and Student Members of the Association by (1) mail, (2) telephone, (3) facsimile, and/or (4) email transmission at least fifteen (15) working days prior to the time of such meeting. Such notice may also be given to Honorary Members and Friends of the Association but shall not be mandatory. Said notice shall include the purpose of said meeting, the time and place of such meeting and any other information relevant to the call for such meeting. At the discretion of the Board of Directors, said meeting may be held via Teleconferencing or Videoconferencing. The President shall attach to the minutes of the meeting an affidavit or declaration under penalty of perjury setting forth the manner in which, and at what time the notice for any such meeting was given to the members.

(b). A quorum for any such special meeting of the Association shall be constituted with one-third (1/3) of the total membership but no less than 15 Members or Student Members.

ARTICLE V - The Board of Directors

Section 1. The Chairperson of the Board of Directors shall be the duly elected President of the Association as more fully provided in Article VI, Section 4 herein below.

Section 2. The Board of Directors shall consist of eleven members, no more than two (2) of which shall be Student Members. Four (4) of the board members will serve as Officers of the Association as outlined in Article VI, one member will be Immediate Past President, and other six (6) will be at-large members. Each member of the Board of Directors shall hold a two-year term. Four (4) members of the Board of Directors shall be elected from the members at large at the Annual Meeting every year to rotate membership in the Board of Directors. The Board of Directors at their annual meeting shall establish the membership rotation schedule for the subsequent year. A board member’s term may be renewed after his/her first term with the approval of the Board of Directors.  In addition, no board member should hold his/her position for more than two consecutive terms. When serving a second term, the board member may serve for either one year or two years depending upon the need for rotation of board membership. The Board of Directors shall consist of no more than four renewed members.

Section 3. All Members including the Student Members, in person or by proxy, may vote for the Directors of the Association’s Board. To be eligible to vote or be elected to the Board of Directors, Members must have paid their membership dues before the election. To be eligible to vote Student Members must have expressed their interest in becoming or continuing their status as a Student Member in writing to the Board of Directors. To be eligible to be elected, Student Members must make a declaration under penalty of perjury that they will qualify as a Student Member for at least six (6) months after the elections.

Section 4. The Officers of the Association shall be elected from the Board of Directors as more fully set forth in Article VI.

Section 5. The duties of the Board of Directors shall include, in addition to serving the Association in the transaction of its general business, setting Association policy consistent with the Bylaw, approving any appointment of committee chairpersons made by the President, authorizing the payment of bills, and making recommendations for membership dues as well as any means of fund raising.

Section 6. The Board of Directors is empowered to establish committees as needed, such as Annual Meeting Committee, Special Technical Committee, Membership Committee, Newsletter Committee, Indian Transportation Development committee, etc.  Each committee should be approved by at least two-thirds (2/3) of the Board of Directors.  

Section 7. In the event any vacancy on the Board occurs, the Board shall appoint an interim board member to fill the vacant position until the next annual meeting.  A new board director shall be elected to fill the unexpired term of the vacant position at the next annual meeting.

Section 8. For the election of the Board of Directors, a nominating committee of three (3) board directors shall be appointed by the President before the Annual Meeting. Members eligible to vote may nominate candidates for the Board of Directors at least thirty (30) days before the Annual Meeting. The slate of the nominees proposed by the nominating committee shall be presented at the Annual Meeting for election.

Section 9. Additional nominees may be offered from the floor at the election if each nomination is endorsed by at least three members and/or student members.

Section 10. The Board of Directors is empowered to disqualify, terminate, dismiss, or suspend membership of any Member, Student Member, Honorary Member, or Friend, upon investigating and validating any written complaint(s) against that member for breach of professional conduct as applicable to the Bylaws of the Association.  The Board of Directors will reserve the right to take similar action against members who may have been found guilty of unethical professional conduct or practice in their field of work. Any such action will have to be approved by at least three-fourths (3/4) of the Board of Directors and endorsed by least one-third (1/3) of the general membership.

ARTICLE VI - Officers and Duties

Section 1. The Officers of the Association shall consist of the President, the Vice- President, the Secretary, and the Treasurer.

Section 2. The President, the Vice-President, the Secretary, and the Treasurer shall be elected from the Board of Directors at the Board meeting following the Annual Meeting, and the new Officers shall be sworn in immediately.

Section 3. The term of office for the elected Officers shall be one year. The immediate past President of the Association shall automatically become a Director, serving as ex officio, subject to the two-year term limit for the Board of Directors.

Section 4. The President shall also act as the Chairperson of the Board of Directors and shall exercise all authority and responsibility incumbent therewith. The President shall represent the Association as appropriate, handle the day-to-day business of the Association, shall preside over the meetings of the Association and the Board of Directors, and shall appoint coordinators for special committees.

Section 5. The Vice-President shall assist the President in the President's duties and shall act as the President when the President is absent or unavailable.

Section 6. The Secretary shall keep a record of all proceedings of the Board and of all Board meetings, shall prepare announcements, correspondences and the Association Directory.

Section 7. The Treasurer shall receive, have custody of, control, and disburse, as appropriate and authorized by the Board of Directors, the funds of the Association. The Treasurer shall prepare written financial reports to the Board of Directors annually or upon request, and make the same report available to the members.  A board auditing committee shall review the report and present an overview summary of the financial status of the Association to the Association’s Board of Directors.

Section 8. The formal reports mentioned in Sections 6 and 7 shall be passed along to new officers at the Annual Meeting.

Section 9. In the event an office becomes vacant, the Board of Directors shall appoint a Director to fill the unexpired term of the officer.

Section 10. The Board of Directors may appoint appropriate Liaison Officers from its members and student members at different locations based on the needs of promoting the Association worldwide.

ARTICLE VII - Amendments to the Bylaws

Section 1. Any written proposal to amend the Bylaws shall be made by the Board of Directors or by a petition signed by at least ten (10) Members and/or Student Members of the Association and shall be submitted at the Annual Meeting.

Section 2. An affirmative vote of at least two-thirds (2/3) of the Membership in attendance or by proxy shall be necessary for the adoption of any amendment to the Bylaws.

Section 3. Any amendment to the Bylaws adopted as provided herein shall take effect immediately after adoption unless otherwise provided.

 

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