CSPPA Bylaws

RESTATED BYLAWS
OF
THE COLORADO SPRINGS POLICE PROTECTIVE ASSOCIATION, INC.
(Amended and Restated effective September 4, 2014)


ARTICLE I
NAME, PURPOSE, AND OFFICES

Section 1: This organization shall be known as the Colorado Springs Police Protective Association, Inc.

Section 2: MISSION STATEMENT

The Colorado Springs Police Protective Association represents sworn and civilian employees and retirees of the Colorado Springs Police Department. We work cooperatively with city government to represent our members, especially in the area of pay and benefits. We provide a variety of services to our members including legal representation. The Colorado Springs Police Protective Association speaks with one voice and moves with one purpose; to support our members.

Section 3: The principle office of the Association shall be located in Colorado Springs, Colorado. The Association may have such other offices, either within or outside Colorado, as the Association’s Board of Directors may designate or as the affairs of the Association may require from time-to-time.

Section 4: The registered office of the Association required by the Colorado Nonprofit Corporation Act to be maintained in Colorado may, but need not, be the same as the principle office is in Colorado, and the address of the registered office may be changed from time-to-time by the Association’s Board of Directors.


ARTICLE II
MEMBERSHIP

Section 1: The Association shall have four classes of membership: Active, Retiree, Honorary, and Associate

Section 2: To become an Active Member of this Association, a person must be a paid sworn officer of the Colorado Springs Police Department, or a full-time civilian employee of the Colorado Springs Police Department. Any person meeting these prerequisites shall, upon application on the prescribed forms and establishment of dues payments, become an Active Member of this Association.

Section 3: Any Active Member of this Association whose regular membership dues become more than sixty (60) days past due shall lose his or her voting privilege in the affairs of the Association. Upon such balance becoming ninety ( 90 ) days past due, said member shall, within ten (10) days, show cause in writing to the Association’s Board of Directors as to why such membership in the Association should not be terminated by a formal vote of the Association’s Board of Directors, a simple majority vote being sufficient to so terminate said membership.

Section 4: The retiree members of the Association shall consist of persons who have been members of the CSPPA in good standing for 10 years and are retired from sworn service with CSPD.

Section 5: The Honorary members of the Association shall consist of persons upon who there is conferred, by a majority vote of the Association’s Board of Directors at any regular meeting of the Association, such a membership, based upon an individual’s outstanding services to the Association or to the Association’s purposes.

Section 6: Associate members of this Association shall consist of police officer recruits in the fulltime paid employment of the City of Colorado Springs. Any person meeting this prerequisite shall, upon application on the prescribed forms and establishment of dues payments, become an Associate Member of this Association. Dues shall be collected commencing with the first paycheck following graduation from the Academy.  At such time, Associate members will automatically become Active members of this Association and be accorded full benefits.

As an Associate member, benefits shall include:  free notary service for members and their families at the CSPPA Office; discounts on life, accident, automobile, cancer, renters and homeowners insurance through payroll deductions; 24/7 use of the CSPPA gym located in the basement of the Municipal Court on Kiowa between Nevada and Weber (224 E. Kiowa); access to the CSPPA maintained Federal Firearms License (FFL); and admission to CSPPA member events.

Section 7: Deleted.

Section 8: The annual meeting of the members shall be held on such day and at such time and place as may be fixed by the Association’s Board of Directors. If the day fixed for the annual meeting shall be a legal holiday in the State of Colorado, such meeting shall be held on the next succeeding business day. To conduct business of the Association at the annual meeting of the members, a formal quorum of fifty percent (50 %) of the Active Members must be present in person or by proxy. Once established, a quorum shall not be lost for said meeting.

Section 9: Special meetings of the members, for any purpose or purposes, unless otherwise prescribed by statute, may be called by the President of the Association, or by written request to the President of the Association by: (a) at least two members of the Association’s Board of Directors, or (b) by not less than one-tenth (1/10) of the Active Membership of the Association.

Section 10: The Association’s Board of Directors may designate any place, within the State of Colorado, as the place of meeting for any annual meeting or for any special meeting. If no designation is made, or if a special meeting be otherwise called, the place of meeting shall be the principle office of the corporation in the State of Colorado.

Section 11: Written notice stating the place, day and hour of the meeting of members and, in case of a special meeting, the purpose or purposes for which the meeting is called, shall, unless otherwise prescribed by statute, be delivered not less than ten or more than fifty calendar days before the date of the meeting, either personally, by email, paper mail, or by electronic posting on the Association’s Web page, by or at the direction of the President, or the Secretary, or the officer or other persons calling the meeting, to each member of record entitled to vote at such meetings. If mailed, such notice shall be deemed to be delivered when deposited in the United States mail, addressed to the member at his address as it appears on the records of the Association, with postage thereon prepaid, or when electronically mailed with a return receipt requested.

Section 12: Each Active Member of the Association shall have one vote in the affairs of the Association. Such vote shall be cast in person at any open meeting of the Association, through a secret ballot, or by proxy under such requirements as the Association’s Board of Directors may direct

Section 13: Honorary Members, Associate Members and Retiree Members of the Association shall not vote in the affairs of the Association nor shall they be eligible to be elected or appointed (except Retirees, who may have a representative appointed) to a position on the Association’s Board of Directors.

Section 14: Voting shall be by a show of hands or by voice vote, unless a member requests a secret ballot or a secret ballot is deemed appropriate by the Association’s Board of Directors.

Section 15: Except as otherwise expressly provided in these By-laws or as otherwise required by Colorado law, a simple majority of the Active Membership voting shall decide all elections of the Association. Where more than two (2) persons are seeking an office of the Association, in the case of a deadlock, the board shall select a winner from the 2 candidates. In the case of the election of the At-Large Members of the Board of Directors, the persons receiving the highest number of votes for such committee positions shall be elected.

Section 16: All meetings of the active membership shall be conducted according to the previsions of Robert’s Rules of Order except where noted herein to the contrary.

Section 17: No member, unless expressly given authority from the Board of Directors to do so, shall represent the Association or present themselves as speaking on behalf of the Association in any affairs or events. Actions such as this may be detrimental to the Association.


ARTICLE III
BOARD OF DIRECTORS

Section 1: The business and affairs of the Association shall be managed by its Board of Directors, except as otherwise provided in the Colorado Nonprofit Corporation Act, the articles of incorporation, or these bylaws. The Board of Directors shall consist of the elected officers of the Association, (the President, Vice-President, Secretary, Treasurer, and Sergeant-at-Arms) and the elected At-Large Board Members.

Section 2: The number of directors of the Association shall be set by resolution adopted from time-to-time by the Association’s board of directors, but in no event shall the number of directors be less than ten (10) nor more than twenty (20). All must be residents of Colorado and Active Members of the Association in good standing. Any Active Member in good standing is eligible to run for, or in the case of a mid-term vacancy, be appointed to any elected position on the Association’s Board of Directors. One representative for retirees may be appointed, when appropriate, by the Board of Directors and such appointment will be subject to term limits. When an appropriate retiree candidate is not available, this seat may be filled with an additional sworn or civilian representative. All Directors shall be removable in the manner provided by statutes of Colorado.

Section 3: Regular meetings of the Association’s Board of Directors shall be held monthly at the time and place, within Colorado, determined by the Board, for the purpose of transacting such business as may come before the meeting, the Board of Directors may provide by resolution the time and place, within Colorado, for the holding of additional regular meetings.

Section 4: Special meetings of the Association’s Board of Directors may be called by or at the request of the President or any two Directors. The person or persons authorized to call special meetings of the Board of Directors may set any place as the place, either within or outside Colorado, for holding any special meeting of the Board called by them.

Section 5: Notice of each regular meeting of the Association’s Board of Directors stating the place, day and hour of the meeting shall be given to each Director via email at least five days prior to the meeting. Any Director may waive notice of any meeting before, at, or after such meeting. The attendance of a Director at a meeting shall constitute a waiver of notice of such meeting, except where a Director attends a meeting for the express purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any meeting of the Board of Directors need be specified in the notice or waiver of notice of such meeting unless otherwise required by statute.

Section 6: A Director of the Association who is present at a meeting of the Board of Directors at which action on any corporate matter is taken shall be presumed to have assented to the action taken unless his dissent shall be entered in the minutes of the meeting.

Section 7: A majority of the Directors shall constitute a quorum for the transaction of business at any meeting of the Board of Directors, and the vote of a majority of the Directors present in person at a meeting at which a quorum is present shall be the act of the Board of Directors. If less than a quorum is present at a meeting, a majority of the Directors present may adjourn the meeting from time-to-time without further notice other than an announcement at the meeting, until a quorum shall be present. The Board of Directors may decide to enter into Executive Session if there is pressing business of the association to be decided, but no formal quorum is reached. To enter Executive Session during these situations, there must be a unanimous vote to do so by the Board Directors who are present. Any business that is decided during one of these Executive Sessions shall be considered valid until the matter is brought before the entire Board for its consideration at its next meeting.

Section 8: The President shall vote only in the event to break a tie.

Section 9: The Association’s Board of Directors shall have the authority to set and approve policies and procedures for the Association.

Section 10: Any Director may resign at any time by giving written notice to the Association’s Board of Directors. A Director’s resignation shall take effect at the time specified in such notice, and unless otherwise specified herein, the acceptance of such resignation shall not be necessary to make it effective. Any Director shall be deemed to have resigned as a Director of the Association upon the failure to attend three (3) consecutive Association Board of Directors meetings without an excuse approved by the President of the Association. Any absence of the President will be approved by the Vice-President. In addition, any Director may be removed from the Association’s Board of Directors at any time is (a) said Director who misses three (3) Association Board of Directors meetings in a one year period, and, (b) upon a majority vote of the remaining Directors of the Association’s Board of Directors after motion and discussion. If a Director dies, resigns or is removed from the Association’s Board of Directors before expiration of said Director’s term, such vacancy may be filled by the affirmative vote of a majority of the remaining Directors of the Association’s Board of Directors, for the remainder of such term. A Director may also be removed from the Association’s Board of Directors by a unanimous vote of the other Directors if the Director’s actions are deemed to be detrimental to the Association.


ARTICLE IV
OFFICERS

Section 1: The officers of the Association shall be elected by secret ballot, except where otherwise noted, prior to the expiration of that Officer’s or Director’s term. The elected officers of this Association shall be: President, Vice-president, Secretary, Treasurer, and Sergeant-At-Arms/Compliance Officer. The number of At-Large Board Directors will be set by the Executive Committee, but shall not be fewer than five, nor more than fifteen. A minimum of one At-Large position will be set aside for civilian representation, and one At-Large position may be set aside, when appropriate, for a retired member of the Association. When appointed as such, the retired member will act as the retiree liaison, and shall have the same voting powers as the other At-Large Directors. If no retiree runs for this position, the Executive Committee may appoint a representative, or allow the position to be filled by an additional sworn or civilian representative with full voting powers as the other At-Large Directors. The Officers must be sworn members of the Colorado Springs Police Department, and must further be active members of the Association. Each officer shall also be an elected Director of the Association.

Section 2: Terms for all of the Directors shall be two years. The terms for the President, the Treasurer, and the Sergeant-At-Arms shall run from the regular meeting in January of each even- numbered year to the regular meeting in January of the succeeding even-numbered year. The terms for the offices of Vice-President and Secretary shall run from the regular meeting in January in each odd-numbered year to the regular meeting in January of the succeeding odd-numbered year. Likewise, the At-Large members shall serve from the regular meeting in January to the regular meeting in the January two years later. One half of the At-Large members will run on the even years and the other half on the odd-numbered years.

Section 3:  No member of this Association may be elected to more than one (1) office at any time. An Officer or Director who runs for another position during his or her term shall vacate their original position to do so, thereby giving up that seat. If the Officer or Director is not elected to a new position, he or she may seek board appointment by an affirmative vote of a majority of the remaining Directors of the Association’s Board of Directors to regain their original position until that term expires. Alternative appointees may also be considered. In order to run for the office of President the candidate must have previously served on the CSPPA Board of Directors.


ARTICLE V
DUTIES OF OFFICERS

Section 1: The President shall be the principal Executive Officer of the Association and shall supervise and control all of the business and affairs of the Association. The President shall preside at all meetings of the Association. The President may enter into, or execute on behalf of the Association, any deed, mortgage, bond, contract, or other instrument which has been duly authorized by the Association’s Board of Directors. The President shall perform all duties incident to the office of President and such other duties as the general membership may direct. The President shall preside at all meetings of the Executive Committee. The President shall act as, or appoint for the Association, a labor representative. The President shall vote only to break a tie at Board of Directors meetings and at Executive Committee meetings.

Section 2: The Vice-President shall perform all the duties and enjoy all the powers of the President when the President is absent or otherwise unable to act or perform the President’s duties. When acting in such capacity, the Vice-President shall be subject to all restrictions ordinarily placed upon the President. The Vice President will assure that there is an association representative at all active member’s retirement ceremonies for presentation of the retiree badge. The Vice-President shall also perform such other duties as the President or general membership shall direct.

Section 3: The Treasurer, or his designee, shall (a) have charge and custody of, and be responsible for, all funds and securities of the Association; (b) receive and give receipts for monies due and payable to the Association from any source, and shall deposit all such monies in the name of the Association in such banks, trust companies or other depositories as deemed appropriate; (c) keep all books and accounts for the Association; (d) provide to the Executive Committee of the Association a financial condition statement of the Association every month; (e) present to the general membership at the annual meeting of the Association a statement of the financial condition of the Association; (f) prepare and present the annual budget of the Association to the general membership; and, (g) in the absence of the Vice-President, perform such other duties as the President or general membership shall direct.

Section 4: The Secretary shall be responsible for the minutes of the meetings of the general membership, meetings of the Board of Directors and of the Executive committee meetings. The Secretary, or his designee, shall see that all notices are given as provided for by these By-laws or by law. The Secretary shall read all minutes of the Association and shall read correspondence directed to the Association as required. The Secretary shall maintain a list of all Active, Retiree, Honorary, and Associate members of the Association and their addresses, and shall perform such other duties as the President and general membership shall direct.

Section 5: The Sergeant-At-Arms/Compliance Officer shall (a) maintain order at meetings of the general membership; (b) identify and introduce all guests; (c) allow no one to enter any meeting who is not a member of the Association unless otherwise directed by an Officer; (d) cause any social activity to cease to ensure that all members may be punctual in attending meetings of the Association; and, (e) perform such other duties as the President or general membership shall direct. Additionally, the Sergeant-At-Arms is the designated Compliance Officer responsible for the investigation and reporting of any allegations of ethics violations, substance abuse, or sexual harassment to the Executive Committee. The Sergeant-At-Arms shall make an annual report to the Board of Directors concerning the state of the organization in regards to these three issues.

Section 6: Any Officer of the Association may be removed from office for (a) non-exemplary conduct; (b) conduct not becoming a police officer; (c) negligence; (d) dereliction in the performance of the duties as an Officer of the Association; or (e) failure to remain a Director of the Association.

Section 7: Any office which becomes vacant for any reason shall be filled for the remainder of the term by a majority vote of the Executive Committee.


ARTICLE VI
EXECUTIVE COMMITTEE

Section 1: The Executive Committee shall consist of the President, Vice-President, Treasurer, Secretary, and Sergeant-At-Arms. The Executive committee may ask the At-Large Directors of the Board of Directors to attend Executive Committee meetings from time to time, and to vote in the affairs being considered at said meeting.

Section 2: The Executive Committee shall represent the Association in all legal matters of the Association. It shall have the power to enter into contractual obligations on behalf of the Association. It shall have the powers and duties necessary or appropriate for the administration of the affairs of the Association not in conflict with the Articles of Incorporation or law. It shall oversee and, where appropriate, execute the provisions of the annual budget. It shall establish procedures for the successful conduct of the affairs of the Association. It shall assist the President in the planning and fulfillment of the mission of the Association. It shall perform such other duties as the general membership shall deem appropriate.

Section 3: The Executive Committee shall meet on an as-needed basis. Special meetings of the Executive Committee may be called by the President, any Officer of the Executive Committee submitting a request to the President or Executive Director, or by any fifteen (15) Active Members submitting a request in writing to the President or Executive Director. These meetings will not be open to general members of the association.

Section 4: In order for the Executive Committee to conduct business of the Association, a quorum must be established at the outset of the meeting. This quorum shall consist of three (3) of the five (5) Officers of the Executive Committee. Unless otherwise provided by the Board of Directors, the Executive Committee shall have the same power to conduct business as the Board of Directors.

Section 5: The Executive Committee shall establish all committees it deems appropriate, and shall appoint representatives thereunto. It may appoint representatives to such other positions as circumstances warrant.

Section 6: All motions must be brought before the Executive Committee before they may be presented to the Association’s members at a regular meeting. Exceptions for emergency motions may be made by the President.

Section 7: Any action taken by the Executive Committee may be reviewed by the general membership for purposed of support or alteration by presentation to the President in writing of a petition requesting such, bearing the signatures of not less than ten percent (10%) of the Active and Associate Members of the Association.

Section 8: The Executive Committee shall report, in writing, or by posting the minutes of the meetings on the Association’s Web page, to the general membership of its activities on a monthly basis. Such notice shall be posted in prominent places and as determined by the Secretary.

Section 9: The President shall be responsible for completing a yearly written evaluation of the Executive Director of the Association. The Executive Director will complete an annual written evaluation of any other employees in the Association to include comments and feedback submitted by the Executive Committee.

ARTICLE VII
COMMITTEES

Section 1: Each committee, whether of standing or special status, will report, in writing, about its activities monthly to the Vice-President for purposes of accomplishment and accountability to the Executive Committee and the general membership. If the committee has had no activity during the month, a written report will not be required. The chair of the committee will report to the board orally during the monthly meeting that no activity has occurred so that the oral report may be entered into the minutes.


ARTICLE VIII
DUES

Section 1: The Active Members of the Association shall determine the dues payable to the Association by the membership and the terms thereof. Such determination shall be made by a secret ballot, with a simple majority of the Active Membership voting.

Section 2: Dues shall be payable to the Association by filing with the CSPPA a request for payroll deduction, or by paying the entire year’s dues by cash or check prior to January 31 of each year. Retired members shall pay their annual dues in a variety of means, by cash or check prior to January 31 of each year, cash or check in a quarterly payment, or monthly withheld from their FPPA disbursement.

Section 3: The dues of the presently serving members of the Association’s Board of Directors shall be waived during the continuous active terms of their positions.


ARTICLE IX
GENERAL

Section 1: The bylaws of the Association may be altered, amended or repealed by a vote of the Association’s Board of Directors.

Section 2: Any action required or permitted to be taken at a meeting of the Directors or any committee thereof may be taken without a meeting if consent in writing, setting forth the action so taken, shall be signed by all of the Directors or committee members entitled to vote with respect to the subject matter thereof, or by approval of the minutes of the meeting where the issue was discussed. Such consent (which may be signed in counterparts) shall have the same force and effect as a unanimous vote of the Directors or committee members.

Section 3: The Association hereby declares that any person who serves at its request as a Director, Officer, employee, chairman or member of any committee, or on behalf of the Association as a director, trustee or officer of another corporation, whether for profit or not for profit, shall be deemed the Association’s agent for the purposes of this Article and shall be indemnified by the Association against expenses ( including attorney’s fees), judgments, fines, excise taxes and amounts paid in settlement actually and reasonably incurred by such person who was or is a party or threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative by reason of such service, provided such person acted in good faith and in a manner he reasonably believed to be in the best interests of the Association and, with respect to any criminal action or proceeding, had no reasonable cause to believe his conduct was unlawful. Except as provided in Section 5 of this Article, termination of any such action, suit or proceeding by judgment, order, settlement, conviction or upon a plea of nolo contendere or its equivalent, shall not of itself create either a presumption that such person did not act in good faith and in a manner which he reasonably believed to be in the best interests of the Association or, with respect to any criminal action or proceeding, a presumption that such person had reasonable cause to believe that his conduct was unlawful.

Section 4: No indemnification shall be made in respect of any claim, issue or matter as to which a person covered by Section 3 of this Article shall have been adjusted to be liable for negligence or misconduct in the performance of this duty to the Association unless and only to the extent that the court in which such action, suit or proceeding was brought shall determine upon application that, despite the adjudication of liability but in view of all the circumstances of the case, such person is fairly and reasonably entitled to indemnification for such expenses which such court shall deem proper.

Section 5: No indemnification shall be made in respect of any criminal action or proceeding as to which a person covered by Section 3 of this Article shall have been adjudged to be guilty unless and only to the extent that the court in which such action or proceeding was brought shall determine upon application that, despite the adjudication of guilt but in view of all the circumstances of the case, such person is entitled to indemnification for such expenses or fines which such court shall deem proper.

Section 6: The indemnification provided by this Article shall not be deemed exclusive of any other rights to which any person may be entitled under the articles of incorporation, any agreement, any other provision of these bylaws, vote of the disinterested directors or otherwise, and any procedure provided for by any of the foregoing, both as to action in his official capacity and as to action in another capacity while holding such office.

Section 7: Any indemnification pursuant to this Article shall (a) be applicable to acts of omissions which occurred prior to the adoption of the Article, and (b) continue as to any indemnified party who ceased to be a Director, Officer, employee or agent of the Association and shall inure to the benefit of the heirs and personal representatives of such indemnified party. The repeal of amendment of all or any portion of these bylaws which would have the effect of limiting, qualifying or restricting any of the powers or rights of indemnification provided or permitted in this Article shall not, solely by reason of such repeal or amendment, eliminate, restrict or otherwise affect the right or power of the Association to indemnify any person, or affect any right of indemnification of such person, with respect to any acts or omissions which occurred prior to such repeal or amendment.

Section 8: By action of the Association’s Board of Directors, notwithstanding any interest of the Directors in such action, the corporation may, subject to Section 10 of the Article, purchase and maintain insurance, in such amounts as the Board may deem appropriate on behalf of any person indemnified hereunder against any liability asserted against him and incurred by him in his capacity of or arising out of his status as an agent of the Association, whether or not the Association would have the power to indemnify him against such liability under applicable provisions of law. The Association may also purchase and maintain insurance, in such amounts as the Board may deem appropriate, to insure the Association against any liability, including without limitation, any liability for the indemnifications provided in this Article.

Section 9: The Association shall have the right to impose, as conditions to any indemnification provided or permitted in this Article, such reasonable requirements and conditions as the board of directors may deem appropriate in each specific case, including, but not limited to, any one or more of the following:(a) that any counsel representing the person to be indemnified in connection with the defense or settlement of any action shall be counsel that is mutually agreeable to the person to be indemnified and to the Association; (b) that the Association shall have the right, at its option, to assume and control the defense or settlement of any claim or proceeding made, initiated or threatened against the person to be indemnified; and (c) that the Association shall be subrogated, to the extent of any payments made by way of indemnification, to all of the indemnified person’s right of recovery, and that the person to be indemnified shall execute all writings and do everything necessary to assure such rights of subrogation to the Association.

Section 10: Notwithstanding any other provision of these bylaws, the Association shall neither indemnify any person nor purchase any insurance in any manner or to any extent that would jeopardize or be inconsistent with qualification of the Association as an organization exempt for federal income taxation under Section 501 (c)(5) of the Internal Revenue Code..

Section 11: The Association shall keep correct and complete books and records of accounts and shall also keep minutes of the proceedings of its Board of Directors and committees. All books and records of the Association may be inspected by any member or his accredited agent or attorney, for any proper purpose at any reasonable time.

Section 12: The fiscal year of the Association shall be as established by the Board of Directors.

Section 13: Property of the Association may be assigned, conveyed or encumbered by such Officers of the Association as may be authorized to do so by the Board of Directors, and such authorized persons shall have power to execute and deliver any and all instruments of assignment, conveyance and encumbrance; however, the sale, exchange, lease or other disposition of all or substantially all or the property and assets of the corporation shall be authorized only in the manner prescribed by applicable statute.

Section 14: If any person who is a Director or Officer of the Association is aware that the Association is about to enter into any business transaction directly or indirectly with himself, any member of his family, or any entity in which he has any legal, equitable or fiduciary interest or position, including without limitation as a director, officer, shareholder, partner, beneficiary or trustee, such person shall (a) immediately inform those charged with approving the transaction on behalf of the Association of his interest or position; (b) aid the persons charged with making the decision by disclosing any material facts within his knowledge that bear on the advisability of such transaction from the stand point of the Association; and (c) not be entitled to vote on the decision to enter into such transaction.

Section 15: No loans shall be made by the Association to any of its Directors or Officers. Any Director or Officer who assents to or participates in the making of any such loan shall be liable to the Association for the amount of such loan until it is repaid.

Section 16: The Association is not organized for profit and is to be operated exclusively for the promotion of social welfare in accordance with the purposes stated in the Association’s articles of incorporation. The net earnings of the Association shall be devoted exclusively to the mission of the Association and shall not inure to the benefit of any private individual. No director or person from whom the Association may receive any property or funds shall receive or shall be entitled to receive any pecuniary profit form the operation thereof, and in no event shall any part of the funds or assets of the Association be paid as salary of compensation to, or distributed to, or inure to the benefit of any member of the board of directors; provided however, that (a) reasonable compensation may be paid to any director while acting as an agent, contractor, or employee of the Association for services rendered in effecting one or more of the purposes of the Association; (b) any director may, from time-to-time, be reimbursed for his actual and reasonable expenses incurred in connection with the administration of the affairs of the Association; (c) the Association may, by resolution of the Board of Directors, make distributions to persons from whom the Association has received contributions previously made to support its activities to the extent such distributions represent no more than a return of all or a part of the contributor’s contribution.

Section 17: The invalidity of any provision of these bylaws shall not affect the other provisions thereof, and in such event these bylaws shall be construed in all respects as if such invalid provision were omitted.


ARTICLE X
COLLECTIVE BARGAINING

Section 1: The Association shall strive to act as sole collective bargaining agent for wages and benefits for the Association’s sworn members of the Colorado Springs Police Department, and shall strive to act in such capacity for all officers of the Colorado Springs Police Department.


ARTICLE XI
MEMBERSHIP BENEFITS

Section 1: Death Benefits- In pursuance of the charitable purposes and stated objectives of the Association, the Association shall pay a death benefit to the spouse, child or children, or specifically designated beneficiary of any active or retired member upon the death of such member as indicated on the Association’s beneficiary designation form. Line of Duty death related expenses such as airline tickets, hotel rooms, and meals for family and friends may be covered as determined by the Executive Committee of the Board of Directors.

Section 2: General Benefits: The Board of Directors will determine the benefits available to the Active and Retiree Members. Such benefits may or may not include: legal coverage, the writing of wills, athletic and educational fee reimbursements, holiday parties and summer outing, notary service, retirement badges, health and welfare fund for aid to members, insurance discounts, use of the PPA gym, Federal Firearms License, and Academic scholarships, etc..

Section 3: Benefit Access: Only Active and Retiree members in good standing with the association will be allowed to access the above mentioned benefits. Any Active or Retiree members who are financially delinquent to the Association in any way shall be deemed a member not in good standing and as such, will not be eligible for any derivative benefits of members until the delinquency is cured.

ARTICLE XII
BALLOT ISSUES

Section 1: The Association’s Board of Directors may from time-to-time present certain issues to the Active Membership for a vote by said members. The vote shall be conducted in accordance with Article II, Sections 12-15.

Section 2: An Active Member may propose a ballot issue for a vote by the full Active Membership if said member proposes said issue by presenting a written petition, to the President of the Association, which is supported by signatures of not less than one-tenth(1/10) of the Active Membership of the Association. A ballot issue must be submitted within the 3rd quarter of the year in order to appear on the ballots distributed during the month of October.

Section 3: Upon completion of said voting, the results shall be binding on the Association and as such, no similar ballot issue shall be presented to the Active Members for another vote within a two (2) year period.

Section 4: The Association’s Board of Directors reserves the right to propose similar ballot issues within the two (2) year time frame if the Board determines there are exigent circumstances.


BYLAWS CERTIFICATE

I hereby certify that the foregoing Bylaws, consisting of Thirteen (13) pages including this page, constitute the Bylaws of THE COLORADO SPRINGS POLICE PROTECTIVE ASSOCIATION, INC. duly adopted by the Board of Directors of the Association as the amended and restated bylaws of the Association effective Jan 27, 2010.


__________________________________
Roberto Williamson, Secretary

__________________________________
October 6, 2011