ARTICLE I – NAME 

The name of this Association shall reflect the consolidation of the former OCASSA (Orange County Association for Secondary School Administrators), OCAESP (Orange County Association for Elementary School Principals), MSPA (Middle School Principals Association), HSPA (High School Principals Association), and Postsecondary Technical Center Directors (PTCD); the newly merged association shall be known as the Orange County Association of School Administrators (OCASA). 

ARTICLE II – PURPOSE 

The purpose of this Association is to promote the welfare and protect the rights of its members. 

ARTICLE III – OBJECTIVES 

To provide leadership that encourages communication and unity moving forward the purposes and needs of the membership; to promote professional practice and the educational interests of the membership; to support local, state, and national professional organizations; and to improve educational opportunities in the county, state, and nation. 

ARTICLE IV – MEMBERSHIP 

Section 1. Active Members: Active members shall include all school – based administrators and any persons who have retired from these positions. Members must be in good standing, Membership is a privilege, not a right. Active members have the right to hold office, participate in discussions, and vote in elections and general membership meetings. Active membership continues while employed by or retired from Orange County Public Schools, unless the member resigns or fails to pay dues as specified. 

Section 2. Member in Good Standing: A member in good standing is an active member who has paid all current dues, and is in compliance with these Bylaws and the State of Florida Principles of Professional Conduct for the Education Profession or policies adopted by the Association. 

ARTICLE V – Representative Board 

Section 1. The Representative Board shall be the policy – making body of this Association. Its members shall be active Association members in good standing. 

Section 2. Composition and Elections: 

(a) The Representative Board of shall consist of the elected officers of the Association and one Representative from each of the following levels: Elementary School Principals, Middle School Principals, High School Principals, Career and Technical Center Directors, Elementary School Assistant Principals, Middle School Assistant Principals, High School Assistant Principals, Career and Technical Center Assistant Directors and Retired Administrators. Each level shall also elect one Alternate Representative. 

(b) Election of Level Representatives: Each level shall elect one Representative and one Alternate Representative by majority vote of its active members. The candidate receiving the highest number of votes shall be declared elected. Each elected Representative and Alternate Representative shall have one vote on Board matters; the Alternate votes only in the Representative’s absence. Alternate Representatives shall serve in the absence of their Representative. If a Representative vacates the seat, the Alternate shall immediately assume the Representative duties. If both the Representative and Alternate positions for a level become vacant, the President will recommend replacements to fill the vacancies. 

Section 3. The President of the Association shall preside at meetings of the Representative Board and shall have the same voting privileges as other members of the Board. 

Section 4. Good Standing and Removal: All members of the Representative Board must remain in good standing with the District. Any member who becomes involved in disciplinary action, litigation, or a grievance against the District shall immediately notify the President and the Executive Director. The Executive Board shall determine if that member shall continue to serve. Board members missing more than two consecutive 

meetings without a reasonable excuse may be removed by majority vote of the Executive Board. 

Section 5. Duties: The Representative Board shall approve the budget and dues; act on reports of committees, resolutions, and other policy statements; adopt procedures for implementing the Constitution and Bylaws of this Association; establish standing committees and give advice and consent to the President’s appointments to such committees. Powers not delegated to the officers of the Association shall be vested in the Representative Board. 

Section 6. Cadre Leads: To facilitate communication within levels, cadre leads may be established to represent smaller blocks of principals or assistant principals (e.g., by geographic or school clusters). Cadre leads shall be elected annually by majority vote of their respective cadre members. Their primary role is to disseminate Association information (e.g., membership updates, events, and advocacy alerts) and relay feedback to Level Representatives. 

ARTICLE VI – OFFICERS 

The officers of this Association shall be: President, President – Elect, Past President, Secretary, and Treasurer. Terms beginning July 1 and ending June 30. 

ARTICLE VII – Executive Board 

Section 1. Composition: The Executive Board shall consist solely of the elected officers of this Association. No ex officio or external representatives, such as FASA or legal counsel, shall be included. 

Section 2. Duties: The Executive Board is the executive authority of the Association. It shall meet regularly (at least monthly) to conduct the affairs of the Association, prepare the agenda for meetings of the Representative Board, and carry out policies established by the Representative Board. 

Section 3. Additional Duties: The Executive Board shall be responsible for the management of the Association, approve all expenditures not within the budget, carry out policies established by the Representative Board, report its transactions and those of the Representative Board to members, suggest policies for consideration by the Representative Board, and exercise the right to approve or disapprove membership in this Association in accordance with any policy established by the Representative Board. 

The Executive Board shall prepare a fiscal year budget based on the July membership and present such budget at the July meeting of the Representative Board. 

Section 4. Good Standing and Removal: All members of the Executive Board must remain in good standing with the District. Any Executive Board member who becomes involved in disciplinary action, litigation, or a grievance against the District shall immediately notify the President and the Executive Director. The Executive Board shall determine if that member shall continue to serve. Board members missing more than two consecutive meetings without a reasonable excuse may be removed by majority vote of the Executive Board. 

ARTICLE VIII – EXECUTIVE DIRECTOR 

Section 1. Role and Authority: The Executive Director shall be the chief executive officer (CEO) of the Association, responsible for all daily operations, management of staff, implementation of policies, and oversight of programs, events, and advocacy work. The Executive Director shall have authority to make operational decisions, except where explicitly stated in policy or budget. 

Section 2. Relationship to Executive Board: The Executive Director shall work in partnership with the President and the Executive Board, advising them on strategy and operations, but shall retain final decision – making authority on day – to – day operational matters. 

Section 3. Appointment and Evaluation: The Executive Board shall appoint the Executive Director and review their performance annually, including setting compensation and contract terms. 

ARTICLE IX – TERM OF EXISTENCE 

This Association shall have perpetual existence unless dissolved in accordance with applicable laws. 

ARTICLE X – AMENDMENTS 

Section 1: The Representative Board may propose amendments by a two – thirds vote of members present and voting at any meeting. Proposed amendments shall be ratified by a three – fourths vote at the next general membership meeting, provided written 

notice (via email or other electronic means) is given to each member at least seven days in advance. 

Section 2: The general membership may propose amendments by a two – thirds vote of members present and voting at any meeting. Proposed amendments shall be ratified by a three – fourths vote at the next general membership meeting, provided written notice (via email or other electronic means) is given to each member at least seven days in advance. 

ARTICLE XI – MEETINGS 

Section 1: The Representative Board shall meet at least four times per year. 

Section 2: The Executive Board may meet prior to Representative Board meetings. 

Section 3: Special meetings of the Representative Board, general membership, or Executive Board may be called by the President or upon request of two Executive Board members, five Representative Board members, or ten Association members, respectively. 

Section 4: The purpose of any special meeting must be stated via email or electronic notice at least 48 hours in advance. 

ARTICLE XII – QUORUM 

Section 1: A quorum for meetings of the Executive Board or any committee shall be a majority of its members. 

Section 2: A quorum for the Representative Board shall consist of the number of Representatives which is equal to a majority of the Representative Board 

Section 3: A quorum for all meetings of the general membership shall consist of the members present at such meetings. 

ARTICLE XIII – DUES AND MEMBERSHIP 

Section 1: The Representative Board shall approve annual dues. 

Section 2: The fiscal and membership year shall be July 1 to June 30. 

Section 3: Membership is established upon payment of dues in full or enrollment in an approved payment plan (e.g., payroll deduction or electronic transfer). 

ARTICLE XIV – DUTIES OF OFFICERS 

Section 1: President – Preside over all meetings of the Executive Board, Representative Board, and general membership. The President shall appoint a member of the Association to act as a Parliamentarian. The President shall appoint the chairs and members of all committees with the advice and consent of the Representative Board and shall be an ex – officio member of all committees. The President shall be the executive officer of the Association and shall represent the Association before the public either personally or through delegates. The President shall perform all other duties as herein provided and generally incident to the office. 

Section 2: President – Elect – Preside at meetings in the absence of the President and perform all other functions usually attributed to this office and assigned by the President. The President of OCASA must be a sitting principal or technical center director. The President – Elect shall assume the office of President upon the inability of the President to complete their term of office. The President – Elect shall begin a one – year term as President following completion of a President’s term. Only persons who have served as members of the Representative Board may be elected to the office of President – Elect. 

Section 3: Past President – Serve as a member of the Executive Board. 

Section 4: Secretary – Keep accurate minutes of the meetings of the Executive Board, Representative Board, and the general membership. The Secretary shall assist the President with official correspondence and maintain office files of correspondence and other records pertaining to the Association. 

Section 5: Treasurer – Hold the funds of the Association and disburse them upon authorization of the Executive Board within the approved budget. The Executive Director, and Treasurer will be authorized to sign checks. A bank reconciliation will be done monthly. Void checks should be kept for audit. For audit purposes, the check number, date paid, and amount of the check will be written on all invoices when paid. Reason for payment will appear on all checks. An Audit Committee will be appointed each year for the purpose of auditing the financial records. This audit will be conducted in the month of July. The audit report will be filed with the President with a written report to the Representative Board. The Treasurer shall keep an accurate record of receipts and disbursements and prepare an annual statement for publication to members at each general membership meeting. 

ARTICLE XV – ELECTIONS 

Section 1: By April 15 of each year, the President shall appoint a five – member Elections Committee reflective of membership diversity, including levels, roles, and demographics. 

Section 2: The Elections Committee shall notify each member of the Association via email that elections are forthcoming and request nominations for the offices of Level Representatives, Cadre Leads, Secretary and Treasurer. 

Section 3: The Elections Committee shall determine that each nominee is an active member in good standing and that each nominee is willing to serve in the office to which nominated. The Committee shall seek at least one nominee for each vacancy if no nominations are received from the membership. The Committee shall prepare and forward an appropriate ballot to each Association member prior to June 1. All ballots should be received by the Committee on or before a date established by the Elections Committee each year. Voting for write – in candidates will be permitted. An electronic survey for voting will be disseminated via email. 

Level Representatives and Alternates shall be elected by their respective peer groups by majority vote, pursuant to Article V §2(b). 

ARTICLE XVI – VACANCIES 

Section 1: The Representative Board, by a majority vote of those present and voting at an official meeting of the Representative Board, may declare a seat vacant for one or more of the following reasons: excessive absences from meetings of the Board; removal from membership in the Association; failure to maintain membership in good standing; a resignation in writing; and/or in the case of a level representative, a job change which places the representative in another level. 

Section 2: If the office of the President is declared vacant, the President – Elect shall automatically fill this vacancy. All other offices declared vacant shall be filled by the Representative Board . 

Section 3: All Representative Board positions that are declared vacant shall be filled by the alternate representative of the respective level. If both positions are vacant, the President will recommend to the Board a replacement/s to fill the vacancy/ies. 

ARTICLE XVII – STANDING RULES 

The Representative Board may adopt standing rules, which shall be written and appended to these Bylaws for operational guidance.