Name and Corporation
SECTION A. The name of this Association shall be the Oklahoma Psychological Association. The Association is incorporated under the general Not for Profit Act of the State of Oklahoma. Hereafter, this organization shall be referred to as OPA or the Association.
SECTION B. The seal of this Association shall have inscribed in the center and on the margin thereof:
SECTION A. The objectives of this association shall be to advance psychology as a science and as a profession and as a means of promoting human welfare by the encouragement of psychology in all its branches in the broadest manner; by lobbying Oklahoma legislators and members of regulatory agencies to protect and advance the interests of psychologists; by the promotion of research in psychology and improvement of research methods and conditions; by the improvement of the qualifications and usefulness of psychologists through high standards of professional ethics, conduct, education, and achievement; by the increase and diffusion of psychological knowledge through meetings, professional contacts, reports, papers, discussion, and publications; thereby to advance scientific interests and inquiry, and the application of research findings to the promotion of the public welfare.
SECTION A. There shall be three classes of membership: Member, Emeritus Member, and Student Member.
SECTION B. There shall be two additional classes of participation: Associate and Vendor Affiliate.
SECTION C. Election to membership or participation in the Association shall be accomplished by a majority vote of the Board of Directors.
SECTION D. Application for and notification of membership or participation shall be made as designated by the Board of Directors. Applicants for membership shall be sponsored by one or more Members of the Association, unless he/she is a licensed psychologist in good standing with the Oklahoma State Board of Examiners of Psychologists or a Full Member of the American Psychological Association. Applicants for Associate participation shall be sponsored by one or more Members of the Association. Applicants for Vendor Affiliate participation shall be sponsored by one or more Members of the Association. Election to any class of membership or participation is not effective until initial dues have been paid.
SECTION E. According to Article XIV of this Constitution, and any written policies and procedures adopted by the Board of Directors, a licensed Member of any class may, in extreme cases (e.g., to preserve the membership’s confidence in the Association), be subjected, with a two-thirds vote of the Board of Directors, to a Request for Inquiry with the Oklahoma State Board of Examiners of Psychologists. If the subsequent investigation results in action that effectively disqualifies the Member for Association membership, the Member may be expelled or allowed to resign from the Association by a majority vote of the Board of Directors. Non-licensed Members and any Participant may be expelled or allowed to resign from the association with a two-thirds vote of the Board of Directors. Reinstatement following expulsion or resignation may be accomplished by a majority vote of the Board of Directors.
SECTION A. The annual dues for the Association shall be set forth by the Board of Directors, subject to approval at the annual business meeting by a majority vote of those Members present.
SECTION B. Dues shall be payable on the first day of the fiscal year in each year of the Association. Billing for dues for the next year shall be sent no fewer than thirty (30) days prior to the due date.
SECTION C. Dues not received by the due date are held to be delinquent and subject to a late penalty of twenty percent (20%). A Member or Participant delinquent in dues will be carried on the membership rolls of the Association for a period of three (3) months, after which time he/she will be considered to have resigned from the Association by reason of nonpayment of dues. Those who have resigned from the Association by reason of nonpayment of dues may be readmitted under procedures established by the Board of Directors.
SECTION D. Dues of Members or Participants elected in the last three months of the year shall apply to the dues of the next year. Members or Participants elected in the last three months of the year shall be added to the membership rolls, but shall not be eligible for Member or Participant discounts to Conferences, Workshops, or other Association events until the next fiscal year.
SECTION E. Any Member or Participant, who has been adjudged totally and permanently disabled, may be exempt from further payment of dues under procedures established by the Board of Directors. The hardship policy of the Association shall be based on the American Psychological Association policy. Although such individuals may be exempted from paying dues, they shall retain all rights and privileges of the Association.
SECTION F. Emeritus and Student Members may be exempt from paying annual dues of the Association, but may pay a fee as provided by Article III.
Fiscal Policy, Budget, Assessments
SECTION A. The fiscal year of the Association shall be determined by the Board of Directors.
SECTION B. The budget of the Association shall be set and adopted annually by majority vote of those present and voting at the annual business meeting.
SECTION C. Prior to the annual business meeting, the Treasurer will prepare and submit a proposed budget for the upcoming fiscal year to the Board of Directors. The Board will then prepare a proposed budget presented for adoption by the membership which will be marked with the identifying words, “Proposed Budget of the Oklahoma Psychological Association for the Fiscal Year, (date) to (date).”
SECTION D. The Treasurer and Executive Director shall prepare an itemized annual financial record of receipts and expenditures incurred in connection with the administration of his/her offices. A letter of review of Association receipts and expenditures from a Certified Public Accountant or bookkeeping professional shall be periodically acquired and submitted to the Treasurer for presentation to the Board of Directors. The period of professional review shall encompass at minimum one entire fiscal year.
SECTION E. The Board of Directors shall have the authority to recommend and implement special assessments of Members and Participants.
SECTION F. Divisions of the Association may authorize assessments under provisions of Article XII.
SECTION A. The officers of the Association shall be the President, a President-Elect, a Past-President, a Secretary, and a Treasurer.
SECTION B. The President shall be the individual who has just completed a term as President-Elect, unless elected under other provisions described herein. It shall be the duty of the President to convene and preside at all meetings, to act as Chairperson of the Board of Directors, and to exercise supervision over the affairs of the Association with the approval of the Board, and to perform such other duties as are related to the office. The President shall develop, and revise as necessary, an annual calendar or list of deadlines as required by these Bylaws. This calendar or list of deadlines shall be transmitted to Board members and its Executive Director at or before the first Board meeting of the year.
SECTION C. It shall be the responsibility of the President-Elect to serve on the Board of Directors. The President-Elect shall chair the Annual Convention Program Committee and shall perform such other duties as prescribed by the Board of Directors. In the event that the President-Elect is not able to serve out the full term of office, the Board of Directors shall so certify by a majority vote. The Chair of the Nominations and Elections Committee shall then initiate the nominations and election process to select a replacement. The President shall appoint an Interim Chair of the Annual Convention Program Committee to serve until a new President-Elect is chosen.
SECTION D. The Past-President shall be the most immediately retired President. The Past-President shall serve as Chair of the Nominations and Election Committee and shall perform other such duties as prescribed by the Board of Directors. The Past-President shall perform the duties of the President in the event of the absence or incapacity of the latter including the completion of the President’s term of office should that be necessary. In the event that the Past-President is unable to complete the President’s term of office or carry out the duties of the Past-President, the Board of Directors shall elect one of its members to complete the term and/or fulfill these duties, including those of Acting-President.
SECTION E. In the event that both the President and the President-Elect shall be unable to serve to complete his/her term of office, the Board of Directors shall elect one of its members to serve as presiding officer of the Association until completion of the next regularly scheduled election.
SECTION F. It shall be the duty of the Secretary to keep the records of the Association and Board of Directors; and be responsible for the official correspondence of the Association, which may include social media; and issue calls and notices of meetings. The Secretary shall transmit Board of Directors information meant for publication on the website to the Website Committee. In the absence of a Website Committee, the Secretary shall be responsible for ensuring the timely posting of said information.
SECTION G. The Treasurer, in coordination with the Executive Director, shall establish a method for reporting income and expenses for the Association, as well as analyze and report fiscal trends as they become significant. The Treasurer shall also present for a vote of the Board a proposed annual budget for the upcoming fiscal year no later than the last Board meeting before the Annual Convention. The Treasurer shall make a minimum of two financial reports to the Board per fiscal year, one of which shall be at the same Board meeting as his or her presentation of the proposed budget for the upcoming fiscal year. The Treasurer and Executive Director shall be responsible for timely and adequately answering all fiscal queries from Board and Association Members.
SECTION H. In the event that either the Secretary or Treasurer shall be unable to complete his/her terms of office, the Board of Directors shall elect a successor to serve until the completion of the next election.
SECTION I. Each officer shall continue to hold office until replaced by a new, duly elected officer, or until the end of his or her term, whichever is earlier. Normally, newly elected officers of the Association shall take office at the beginning of the calendar year.
SECTION J. The term of office for the President, President-Elect, and Past-President shall be for one year. The Secretary and the Treasurer shall be elected on alternate years for a two-year term.
SECTION K. According to the procedures and safeguards prescribed in these Articles, the Board of Directors shall be empowered to suspend from office and/or otherwise sanction an officer of the Association should such action be necessary for improper conduct of his/her office or for unethical, unprofessional, or disreputable conduct. An officer under threat of suspension or sanction shall also be allowed the opportunity to resign his or her position on the Board of Directors. Suspension and sanction(s) imposed on an officer may be discontinued by a majority vote of the Board of Directors.
Board of Directors
SECTION A. The management of the Association and all its affairs shall be entrusted to a Board of Directors.
SECTION B. An ex-officio member is a member of the Board of Directors by virtue of his or her holding of another position within the Association. Ex-officio members may be appointed by the President with approval of the Board of Directors as required below. All ex-officio members of the Board are non-voting.
Division Representatives shall serve as voting members of the Board of Directors.
SECTION C. The Board of Directors shall have permission to obtain legal advisement when deemed necessary.
SECTION D. The Board of Directors may retain a legislative liaison to assist in the monitoring of legislative activities at the state and national level and to advise the Board on appropriate legislative strategies. The legislative liaison may, at the discretion of the Board, be the same individual retained as Executive Director.
SECTION E. The Board of Directors shall have authority over the property, general and special funds, and affairs of the Association and shall take such actions as are deemed necessary for the conduct of the Association.
SECTION F. The Board of Directors shall hold such meetings as are needed for efficient conduct of the Association affairs and shall hold no fewer than four (4) meetings each year. Each voting member of the Board of Directors shall attend, in-person or via remote technology, a majority of meetings during his or her term. Only the President shall have the authority to disallow remote attendance at any particular meeting.
SECTION G. The Central Office shall notify Board Members of meeting time and place at least one week in advance of the day on which the meeting is to be held.
SECTION H. Emergency meetings may be called at the discretion of the President, or when a majority of the Board of Directors makes such a request to the President. Emergency meetings may be convened with at least twenty-four (24) hours of notice to Board Members.
SECTION I. The Board of Directors shall evaluate all applications for membership or participation in the Association. Favorable action by the Board constitutes election to membership.
SECTION J. It shall be the duty of the Board of Directors to appoint individuals to fill vacancies in office as directed elsewhere in these Articles. The President may make temporary appointments when necessary to fill an urgent vacancy. Such appointments shall be effective until the Board meets and makes a final disposition of the appointments.
SECTION K. The President and/or President-Elect, with approval of the Board of Directors, is empowered to appoint such special committees or bodies as are needed to carry out the work of the Association.
SECTION L. A majority of the Board of Directors shall constitute a quorum.
SECTION M. Members of the Board of Directors may not serve in any capacity which may compromise their integrity as members of the Board or which may constitute any conflict of interest relative to the interests of the Association.
SECTION N. According to the procedures and safeguards prescribed in the Articles, the Board of Directors shall be empowered to suspend from the position of Director and/or otherwise sanction any Director of the Association, or any Division representative should such an action be necessary due to improper conduct of his/her office or for unethical, unprofessional, or disreputable conduct as defined herein. A Director of the Association or Division representative under threat of suspension or sanction shall be allowed the opportunity to resign his or her position on the Board of Directors. Reinstatement following suspension may be accomplished by a majority vote of the Board of Directors.
SECTION O. After obtaining the President’s written consent, motions by voting members of the Board of Directors may be submitted electronically. If and after the motion is seconded, a twenty-four- (24-) hour period of discussion shall commence, before the expiration thereof all votes shall be invalid. In order for an electronic motion to pass, no fewer than two-thirds of voting members of the Board of Directors shall vote “aye” within forty-eight (48) hours of the expiration of discussion, otherwise the motion shall fail.
SECTION P. Voting by the Board of Directors on all matters, including the election of Members and emergency election of officers as directed in Article VI, may be conducted by mail and electronic media, provided however, that a single medium shall be employed for each vote, to the extent permitted by the general Not for Profit Act of the State of Oklahoma.
Nominations for Officers and
Other Elective Positions
SECTION A. The Chair of the Nominating Committee (the Past-President) shall assemble and recommend to the Board of Directors for approval no fewer than two additional committee members.
SECTION B. It shall be the responsibility of the Nominating Committee to nominate one or more person(s) for each office and Board position within the Association. It shall also be the responsibility of the Nominating Committee to determine each nominee’s eligibility and willingness to run and serve.
SECTION C. No fewer than 90 days before the Annual Convention the Nominating Committee shall, with approval of the Board, communicate electronically, or otherwise, to each Member of the Association a call for nominations for the open office(s) and position(s).
SECTION D. Nominations by the membership must be received in writing - to include electronic written communications - at Association headquarters no fewer than 60 (sixty) days before the Annual Convention.
SECTION E. Sixty days prior to the Annual Convention, nominations will be considered closed.
SECTION F. If no nominations by the membership are received for an office or position, no nominee in addition to the Nominating Committee’s will be placed on the ballot.
SECTION G. Elections may be held by electronic ballot on the Association’s website, and/or by written ballot transmitted to each eligible voter no fewer than 45 (forty-five) days before the Annual Convention. It is the Member’s responsibility to ensure that the Association headquarters has a valid and operational email address or other electronic communications account information on file for the Member. The ballot shall list each office, position, and candidate clearly and shall designate which candidates have the recommendation of the Nominations and Elections Committee.
SECTION H. The election will be closed 30 (thirty) days after the transmission of, or opening of website access to, the ballots, whichever is later. All transmitted ballots must be returned to the Association headquarters office in a secure submission manner that conceals the identity of the voter, but also in a manner that allows the Nominations and Elections Committee to validate the ballot.
SECTION I. Division Representatives to the Board of Directors shall be nominated in accordance with provisions in Articles VII and XII.
Election of Officers, Directors,
and Other Elected Positions
SECTION A. Elections will open and be held in accordance with Article VIII no fewer than 45 (forty-five) days before the Annual Convention. Elections shall remain open for no fewer than thirty (30) days and then close.
SECTION B. The ballot shall contain the names of each nominee for elective position listed in alphabetical order for that position. Otherwise, the Nominations and Elections Committee shall set guidelines for the format of the ballot.
SECTION C. All ballots returned/submitted before the close of the election shall be validated by the Nominations and Elections Committee before they are included in the tabulation of votes.
SECTION D. All votes shall be tabulated in the presence of no fewer than three members of the Nominations and Elections Committee, and all ballots shall be retained/stored until all elected individuals have been installed. The nominee for each elective position who receives a majority of the votes cast for that position shall be declared the winner of the election. Election of Directors will be determined by rank-ordering the nominees according to the number of votes each receives and declaring those with rank equal to or higher than the number of Director positions to be elected as winners of the election. In the event of tie votes, the Board of Directors shall determine the winner by random drawing of lots.
SECTION E. In the event that a member of the Board of Directors is subsequently elected to a concurrent office in the Association, he/she shall be required to resign from the previous position so as to create a vacancy on the Board to be filled in the appropriate manner.
SECTION F. Division Representatives to the Board of Directors shall be elected in accordance with provisions in Articles VII and XII.
SECTION A. An Annual Convention of the Association shall be held for a governance report to the Members and for the presentation of scientific and professional papers. The date and place of the meeting shall be determined by the Board of Directors.
SECTION B. An annual business meeting shall be held at the Annual Convention at a reasonable time to maximize membership attendance. A quorum shall consist of those Members present at the annual business meeting.
SECTION C. Questions on issues, policies or programs raised at the Annual Convention and affecting the interests or welfare of the Association shall be referred to the Board of Directors for appropriate disposition.
SECTION D. Special meetings to transact business may be called at any time by the President, a majority of the members of the Board of Directors, or one-third of the voting membership. Notice of any such meeting shall be communicated to Members of the Association at least two weeks in advance of the date of the meeting, and shall be limited to the business for which the meeting was called.
SECTION E. The rules of order for all meetings of the Association and all meetings of the Board of Directors shall be the latest edition of Robert’s Rules of Order.
Committees of the Association
SECTION A. The President, or other Board member, shall nominate, and the Board of Directors approve by majority vote, Chairs and membership on any and all committees deemed necessary to conduct the business of the Association. The Chairpersons of such committees shall be held accountable by the Board for the performance of their committees. Committees may be appointed, or reappointed, on an annual basis.
SECTION B. Committees shall meet at least annually at the call of the committee Chair or the Board of Directors.
SECTION C. The standing committees of the Association shall be:
SECTION D. Special or ad hoc committees may be appointed by and serve at the request of the Board of Directors.
SECTION E. The President of the Association shall review annually all standing or ad hoc committees and shall recommend such changes in committee number, character, and organization as deemed advisable.
SECTION A. The Association may provide a divisional structure for its membership representative of the principle specialties or interests of the profession. Such Divisions may be recognized and given approval by the Board of Directors when not less than one-third of the membership of the Association petitions to form a Division. A Division must be representative broadly of a field of psychology, and, within that field, advance the purposes of the Association as stated in Article II.
SECTION B. Divisions shall draw up a set of Bylaws which shall be consistent with the Constitution and Bylaws of the Association. This document shall be submitted to the Board of Directors of the Association for approval within ninety (90) days after the formal establishment of the Division. A copy of the Bylaws of each Division shall be filed with the Secretary and Executive Director of the Association.
SECTION C. Division Representatives shall be nominated and approved in the same manner as committee Chairs as described in Article XI.
SECTION D. The qualifications, duties, and method of nominating and electing division officers shall be determined by the Division. A Division may appoint such committees as it deems necessary for the conduct of its business. It may sponsor and conduct professional, scientific, and educational meetings and programs for its members.
SECTION E. Divisions shall provide the Board of Directors of the Association annually with a current list of officers, amendments to its Bylaws, minutes of meetings, and a report of expenditures and income. The Board of Directors shall review and approve divisional budgets and programs annually to assure their consistency with Association policy.
SECTION F. The Board of Directors of the Association may establish a minimum divisional dues structure. Special assessments may be established by a Division as determined by its Bylaws. Dues will be collected by the Association Treasurer or Executive Director and a portion retained by the Association to cover costs of required services. Additional charges may be made to a Division to cover costs of any additional Central Office services that the Association is requested to provide.
SECTION G. The Divisions shall elect a Representative who shall serve as a Member of the Board of Directors of the Association. The method of election shall be determined by a Division in accordance with procedures established in its own Bylaws and in accordance with provisions of Article VII.
SECTION H. A Division shall be dissolved by: (a) a formal vote of a majority of its own members in accordance with procedures established in it is own Bylaws or (b) a majority vote of the Board of Directors of the Association, should it be determined that continued existence of a Division may be inimical to the best interests and welfare of the Association.
Affiliation or Liaison with Other Organizations
SECTION A. The President of the Association, with the approval of the Board of Directors, may establish liaison relationships between the Association and other scientific, professional, or other appropriate organizations. Liaisons shall have the purpose of promoting communication with, and/or providing consultation to, the agency, Board, profession, or lay organization.
SECTION B. Establishment of affiliation or liaison with other organizations shall not confer any privileges or rights of membership in the Association upon the membership of such lay organizations, nor shall affiliation or liaison imply endorsement or other support of the policies of such organizations.
SECTION C. The Board of Directors shall determine the privileges with respect to the Association that shall accrue to others of an organization as a consequence of the establishment of an affiliation or liaison, provided that the privileges granted shall in no way supersede other Articles of this Constitution.
SECTION D. No Division or other component of the Association shall be empowered to establish a formal affiliation with another organization without approval of the Board of Directors of the Association.
SECTION A. Persons elected to Member, Emeritus Member, or Student Member status shall adhere to the American Psychological Association’s most recently endorsed version of the “Ethical Principles of Psychologists and Code of Conduct” and all endorsed explanatory documents. Associates and Vendor Affiliates of the Association shall adhere to the ethical codes of their respective professions and organizations.
SECTION B. It shall be an ethical violation for any Officer, Director, Division Representative, incumbent or any other elected person, Member, Associate or Vendor Affiliate to represent himself/herself as a spokesperson for the Association, or to present a position or advocate an action as if representing the Association, unless such authority shall have been specifically delegated to that individual by the Articles or by the Board of Directors. In no instance will the Board of Directors authorize representation of the Association contrary to any of these Articles.
SECTION C. All members of the Board of Directors shall read in their entirety these Articles before the second meeting of the calendar year. An attestation of such reading shall be prepared by the Parliamentarian and presented for signature by each Board of Directors members at either the first or second meeting of the calendar year, as determined by the President. Therefore, at the designated meeting, the President shall disallow remote attendance. If there is no Parliamentarian, the President shall prepare and present the attestation for signatures.
SECTION A. These Constitution and Bylaws may be amended, altered, or repealed by a two-thirds majority vote of Members present and voting at the annual business meeting. No amendment or change shall be approved at such a meeting unless Board Members and all Association members have been provided reasonable access (e.g., posting on the Association’s website) to the proposed amendment(s) at least thirty (30) days in advance. If approved at the Annual Convention, official notification of passage shall be made to the membership within ten (10) days.
SECTION B. Amendments shall become effective thirty (30) days after the date of passage, unless written protests from at least one-third of the total Association membership are received by the President or Association headquarters by the expiration of the thirty (30) day period. Should written protestation be effected, such actions shall not be valid and the amendment shall not be in effect.
SECTION C. An amendment disapproved by written protestation from Association Members will be reviewed at a subsequent regularly constituted business meeting and, if approved by two-thirds majority of Members in attendance, the action shall be final and the amendment shall be in effect.
Amended October 25, 1996
Amended November, 2004
Amended October, 2007
Amended November, 2013
The Oklahoma Psychological Association’s mission is to promote human welfare
in Oklahoma by advancing psychology as a science and profession.
Endorsed by the Oklahoma Psychological Association