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Bylaws
BY-LAWS OF THE LOUISIANA ASSOCIATION
OF SCHOOL SUPERINTENDENTS AND ADMINISTRATORS, INC.
ARTICLE I. NAME
This corporation shall be known as the LOUISIANA ASSOCIATION OF SCHOOL
SUPERINTENDENTS AND ADMINISTRATORS, INCORPORATED, a nonprofit Louisiana
Corporation.
ARTICLE II. PRINCIPAL OFFICE LOCATION ADDRESS
The principal office location address is 2713 Indian Mound Blvd. Monroe, La. 71201
ARTICLE Ill. MISSION
The mission of this corporation shall be to facilitate advancements in student academic achievement
through improvements in administrative leadership and to facilitate effective working relationships
with other agencies, institutions, and associations to advance public PK-12 education in Louisiana.
ARTICLE IV. OBJECTIVES
Specifically, this corporation, hereafter referred to as LASSA, the Corporation, shall be concerned
with the improvement of school administration in Louisiana, the in-service and pre-service training of
school and district administrators through:
● Active participation in legislative and LDOE policy committees
● Routine communication with members of the Corporation
● Bi-annually scheduled meetings/conferences for members
● Legislative advocacy at the state and national level
In furtherance of such purposes, this Corporation shall have all the powers granted to nonprofit
corporations under the laws of the State of Louisiana. The generality of the foregoing is limited to
the extent that the corporation shall have only such purposes and engage in only such activities
permissible for tax-exempt corporations under Section 501 of the Internal Revenue Code of 1986 as
it may be amended. No part of the corporation's net earnings shall benefit any private member.
ARTICLE V. BOARD OF DIRECTORS
Section 1. Board of Director Positions
The business, property, and affairs of this corporation shall be managed by a Board of
Directors composed of:
● President (Serves as member of the Executive Committee)
● Vice President (Serves as member of the Executive Committee)
● Secretary (Serves as member of the Executive Committee)
● Immediate Past President (Serves as member of the Executive Committee)
● Executive Director/Treasurer (Serves as a member of the Executive Committee)
● Regional Superintendent Chairpersons (up to 8)
○ Elected by the superintendents in their LASSA Region
● Three Administrative Representatives (3)
○ One representative each from Regions 1-3, Regions 4-5, & Regions 6-8
○ Nominated by regional superintendents and selected by the Executive
Committee
○ Cannot be from the same district as any other member of the Board of
Directors
Section 2. Election/Selection of members of the Board of Directors
Annually, a new Secretary will be elected from rotating geographical areas. Regions 1, 2, 3,
4, and 5 represent the southern part of the state, and regions 6, 7, and 8 represent the
northern part of the state.
Once elected, officers will progress to the next position on the Executive Committee each
year until they reach their term limit as the Immediate Past President. The immediate past
president is not required to be a sitting superintendent but must be an active superintendent
to officially cast votes. The position will be vacated if the position cannot be filled by the most
recent past president.
Every two years, regional superintendents will elect Regional Superintendent Chairpersons
to serve two-year terms. These elections should be held prior to the Summer Annual
Conference and announced at the Conference. It is recommended that each region have
organizational leadership similar to the corporation, with a chairperson, vice chairperson,
and secretary.
Administrative representatives will be elected/appointed every two years and will serve two-
year terms. These elections/appointments should be held prior to the Summer Annual
Conference and announced at the Conference. Every two years, the Executive Director will
work with the Executive Committee to select and/or replace Administrative representatives
following this process:
○ One representative each from Regions 1-3, Regions 4-5, & Regions 6-8
○ Nominated by regional superintendents and selected by the Executive
Committee
○ Cannot be from the same district as any other member of the Board of
Directors
Section 3. Executive Director
The Executive Director shall be hired through an objective hiring process led by the
Executive Committee for a two-year term and must include, at a minimum:
● Release of qualifications and job expectations/description and references
● Requests for applicants to be received by the President
● Interview opportunities to be conducted by the Board of Directors, excluding the
current Executive Director
● Contract negotiations to be undertaken by the Executive Committee
● Approval by the Board of Directors
● Communicated with the membership
Section 3. Quorum.
A majority of the Board of Directors shall be necessary at any meeting to constitute a
quorum to transact business. Without a quorum, the members present shall act as a
committee to make recommendations to the Board of Directors for approval. The Executive
Committee may solicit votes on particular items via email when needed.
ARTICLE VI. MEETINGS OF MEMBERS
Section 1. Meetings
The Corporation shall hold at least two meetings a year.
Section 3. Notice
Meeting dates, times, and locations shall be set by the Executive Committee and
communicated to the Membership at least 30 days in advance.
Section 4. Order of Business
Order of business at meetings:
A. Roll Call
B. Reading of Minutes of Previous Meeting
C. Report of President
D. Report of Secretary
E. Financial Report of Executive Director
F. Report of Committees
G. Transaction of Other Business
H. Adjournment
Section 5. Voting on Proposed By-Laws
Law Changes Members in Tier I and Tier II– in good standing–shall have the right and be
entitled to one vote, in person, upon every proposal properly submitted to a vote at any
corporation meeting. The members present at any regularly scheduled meeting, but not less than
25 percent of the total number of the members in good standing, shall constitute a quorum for
the conducting of business, and a majority vote shall determine action.
Section 6. Membership Input.
When guidance or concerns from membership are needed, the Executive Committee
may poll the membership via email or electronic survey.
Section 7. Meetings of the Board of Directors or Executive Committee.
Meetings of the Board of Directors or the Executive Committee shall be held at such times
as the Executive Committee may fix and at other times upon the call of the President,
Executive Director, or a majority of the Executive Committee. The Executive Director shall
give notice of each special meeting to each officer in writing not less than five (5) days
before the meeting unless each officer waives notice thereof before, at, or after the
meeting.
Section 8. Vacancies.
The membership shall fill vacancies in the Regional Chairs by election with a person
from the vacant Region. Each person so elected to fill a vacancy shall have the
aforementioned qualifications and remain a chair until his successor has been elected at
any special meeting duly called for that purpose and held prior thereto.
Section 9. Removal of Directors, Officers, and/or Employees.
Any officer, chair, and/or employee may be removed by the Executive Committee
whenever, in the judgment of the Executive Committee, the Corporation's best interest will
be served thereby, by a majority vote of the Executive Committee, subject to the
ratification of the general membership.
Section 10. Delegation of Powers.
The Board may expressly authorize any member of the Executive Committee or officer of
the Corporation to perform any of the duties of another officer of the Corporation or member
of the Board. However, no officer of the Corporation or member of the Board "shall
acknowledge, execute, or verify" any written instrument or the corporation in more than one
capacity.
Section 11. Annual Reports.
The President, Secretary, and Executive Director shall present their respective reports
of the operation of the Corporation for the preceding year at the annual meeting of the
membership.
ARTICLE VII. DUTIES OF OFFICERS
Section 1. President.
The President/Chairman shall:
A. Preside at all meetings of the Board of Directors;
B. Make all committee appointments, including assigning of Executive Committee
members as chairs for LASSA committees;
C. Be a member ex-officio of all committees.
D. Perform all such other duties usually pertaining to the office of
President.
E. Fulfill all committee commitments for LASSA or appoint a representative
if allowed by the organization.
Section 2. Vice-President.
The Vice-President shall:
A. Preside at all meetings of the Board of Directors in the absence of the
President;
B. Serve as chairperson of committees as assigned by the President
C. Perform all such other duties usually pertaining to the office of the Vice-
President;
D. Advise with officers and regional chairs of the Corporation;
E. Rise to President/Chairman if, for any reason, the President/Chairman can no
longer fulfill his/her duties.
Section 3. Secretary.
The Secretary shall:
A. Advise the Executive Director in the handling of the corporation funds;
B. Serve as chairperson of committees as assigned by the President
C. Work with and supplement the duties of the Executive Director;
D. Rise to Vice-President if, for any reason, the Vice-President rises or can no
longer fill his/her duties. (The secretary will be replaced with an election from
membership.)
Section 4. Immediate or most recent active Past President.
The immediate or most recent active Past President shall:
A. Advise with the officers and directors of the Corporation.
ARTICLE VIII. STAFF
The Executive Board shall retain an Executive Director and other staff members as necessary to
efficiently conduct the business of the Association. The Executive Director shall be responsible for
reporting to the Board of Directors and the general membership for the performance of the duties
connected with his office and outlined in the Executive Director Job Description.
The Executive Director has the responsibility of advertising, interviewing, and hiring other staff
members. The process must be approved by the Executive Committee of the Board. All hirings
and removals of personnel must be reported to the Board of Directors and the full membership.
ARTICLE IX. COMMITTEES
Section 1.
The President and Executive Committee shall determine the number and type of Committees
relative to the missions and objectives of the Corporation. Members will have the opportunity to
serve on Committees voluntarily. The President and Executive Committee may select Committee
leadership and work with Committee leadership to determine meeting dates and times along with
agendas and reporting procedures.
ARTICLE X. AMENDMENTS
Section 1.
These by-laws may be amended at the annual meeting or at a special membership meeting called
for that purpose by a majority vote of those present, provided that a majority of the members are
present when the vote is taken. Also, the By-Laws may be amended through electronic ballot by a
majority vote of the membership voting, provided that the proposed ballot was called either by
official action of the members in attendance at a special or regular meeting of the Corporation
called for that purpose.
Section 2. Notice.
Written notice of intention to amend the By-Laws shall be sent to all members of the
Corporation ten {10} days to the date the vote is taken.
ARTICLE XI. DISTRIBUTION OF ASSETS ON DISSOLUTION
Should this Corporation ever be dissolved, or should its existence terminate, all the assets of the
corporation shall be distributed only to organizations exempt from income 501 (c) (4) under the
most recent Internal Revenue Code State or local government for a public purpose. No part of
the assets of the corporation shall ever be distributed to or used for the benefit of any member,
trustee, or officer of the Corporation or any private individuals or corporation.
ARTICLE XII. MEMBERSHIP
Section 1. Classes of Membership.
There shall be three classifications of membership in this corporation, namely, regular
members, honorary members, and retired members.
A. Regular Members.
a. TIER I - (Voting Members) The regular membership of this corporation
shall consist of and be limited to all parish and city school superintendents
in Louisiana serving appointments made by elected local school boards
and shall be any active superintendent, district or school leader serving
public school students in the state of Louisiana in good standing by the
payment of dues hereinafter specified. (Dues does not mean assessment.}
b. TIER II - (Voting Members) Executive Level members from school districts
represented in TIER I.
c. TIER III - (Non-Voting Members) School Level Administrators from school
districts represented in TIER I and system leaders from public charter
schools as determined and approved by the Executive Board.
B. Honorary Members
The Executive Board shall have the right to recommend that honorary
membership be extended for life to any individual who, in the opinion of the
Board of Directors, has rendered outstanding service to the Corporation and is no
longer eligible for regular membership.
ARTICLE XII. DUES
Dues are payable no later than September of each year to be a member in good standing. The
schedule of dues can be found in Addendum A
ARTICLE XIV. RULES OF ORDER
Robert’s Rules of Order shall be the parliamentary authority for all matters of
procedure not specifically covered by these By-Laws.
REVISIONS TO BY-LAWS
● The January 14, 1976 meeting changed dues from $40.00 to $50.00.
● The meeting of November 24, 1980, changed dues from $50.00 to $100.00
● The meeting of April 28, 1986, changed dues from $100.00 to $200.00
● Bylaws were amended on July 10, 1989, during the business session of the annual
meeting. Bylaws were amended on December 1, 1989, during the business session of
a statewide meeting.
Addendum 1
Procedures
Section 1. Election of Officers
● All officers shall assume office on July 1, following the annual meeting.
● Nominations and elections shall be conducted before the summer conference.
● The Executive Director shall initiate the process for the elections of officers.
Section 2. Selection of Committee Makeup
● Each year at its Summer Conference, the Executive Director shall poll its
membership interest in serving on one of three committees: Legislative,
Accountability, and Conference Planning.
● Once these committees are finalized with membership, the Executive Director shall
notify participants of their responsibilities associated with each committee.
Section 3. Developing Conference Agenda
● The two conference agendas shall be developed by the Executive Director and
Board.
● Shall be developed with the purpose to provide professional learning opportunities
aligned with the Corporation’s mission and objectives.
● Shall be developed to provide opportunities for collaboration around mission,
objectives, and state priorities, initiatives, and/or laws and policies
Section 3. Developing Regional Meetings
● Regional meetings shall be determined and developed by Regional Chairs.
● Regional meetings should be aligned to LASSA priorities.
● All regional meetings should provide opportunities for vendor participation.
Section 4. Appointments on State Level Committees/Boards/Positions
● The President shall serve on positions as noted below:
○ Board member LSMSA
○ Committee member on Governor’s Grandparents Raising Grandchildren
○ Chair of BESE’s Superintendent’s Advisory Counsel