BY-LAWS OF THE
AMERICAN HANDICAPPED DEFENSE UNION, INC.
As Amended 11/9/01, 3/2/04, Additions 3/2/05
ARTICLE I. STATEMENT OF PURPOSE:
We came into existence to ensure that Disabled Persons are treated with the same regard for their rights as are other citizens; and to ensure disabled citizens the rights and benefits guaranteed to every American.
We are committed to serving Americans with any type or degree of physical or mental disabilities by providing, education, advocacy, and legal services regarding basic human rights, as well as, special rights as provided by law. We reserve the right to start actions in any court in the country. We encourage understanding, provide education, and work as advocates for the enforcement of disability laws.
We can attain these objectives only by education and increasing our membership. To this end we have formed this UNION of the disabled for the disabled. We can make a brighter future for ourselves and for future generations. We are not here to circumvent other disabled organizations; we are here to add strength to the cause.
OBJECTIVES:
1) We will inform and educate the public.
2) We will help disabled persons.
3) We will provide legal and court services by engaging lawyers to guide and accompany clients through legal procedures if needed.
4) We will pay court and legal fees for our clients, in proportion to their ability to pay, out of the funds we receive.
5) We will help disabled persons through out the maze that can even baffle those whom are not challenged.
6) We will be advocates.
7) We will work to provide education and training for the disabled community.
TO ACCOMPLISH THESE OBJECTIVES:
1) We will conduct education and advocacy campaigns.
2) We will set up local chapters in every state.
3) We will seek members from every state in the country.
4) We will participate in fund-raising activities. Such as, yearly cooperative conference dinners, benefits, etc.
5) We will apply for grants from foundations.
GOALS: We have only one goal that disabled persons become self-sufficient. I.E. All disabled persons should have the right of Self-Determination.
ARTICLE II. MEMBERSHIP:
There shall be two types of membership: Voting and Non-Voting
A) Voting Membership.
1) Minimal yearly dues shall be $25.00; with other levels of support.
a) Levels to be as follows:
1. Basic membership at $25.00 per year
Sliver membership at $50.00 per year
Gold membership at $100.00 per year
Dues for a member's spouse will be pro-rated 50%.
2. Platinum Life Membership $1000.00 per year
Dues for a member's spouse is included.
b) For those members who have financial problems, on a case by case bases, renewal dues will be $10.00.
2) 3/5 of the Voting Membership shall be within the disabled community.
3) Each Voting Member shall be entitled to one vote in the corporation, either in person or by proxy.
4) Student dues shell be $10 voting and $5 non-voting, with no application fee.
B) Corporate Membership
1) Any organization that is concerned about the disabled.
a) Dues shall be $250 per year.
2) Chapters will use the name Disability Defense Union of _______ (state or branch chapter).
a) Dues shall be $5000 yearly as franchise fees.
1. Dues can be waved for chapters: by vote of the board.
b) Chapter by-laws shall conform to our by-laws as stated.
c) Each chapter is entitled to one vote on the corporate board, either in person or by proxy.
d) Chapters shall provide monthly and annual reports.
C) Potential members shall apply in writing to the board.
D) Non-Voting (associate) Membership: Shall be anybody without limitations.
1) Minimal yearly dues shall be $10.00; with other levels of support.
a) Other dues shall be as stated in article II, subsection A1.
b) For those members who have financial problems, on a case by case bases, renewal dues will be $10.00.
2) Associate Members shall have the same privileges as regular membership except Board
Membership and voting rights.
E) Corporate and individual dues expire on midnight December 31 each year. Renewal of dues is the first month each year.
1) Members who do not pay their dues by the first day of March will be dropped from
membership and can only be reinstated upon payment of dues and a late fee..
2) To have voting rights, dues have to be current.
F) The Board of Directors shall determine all other requirements for membership.
ARTICLE III. DUTIES OF THE CORPORATION:
A) There will be one required annual meeting for the membership and for the chapters.
1) At the yearly meeting members will vote for any new corporate board members.
2) The yearly meeting can be a dinner meeting.
B) The Board of Directors shall meet as needed. The time, place, and method of meetings will be determined by the Board Chair-person.
1) The business of this corporation shall be managed by its board of directors.
2) The Board of Directors can counteract the decision of the Chair.
3) Each Director shall be a voting member.
4) Each prospective new Board Members shall first apply in writing to the board.
5) Each prospective new Board Member shall meet with the Board for consideration.
6) Motions that can not be made are regular board meetings can be made by phone one on one: only at the approval of the board chair.
7) Members of the Board will be reimbursed for expenses incurred.
8) Full Board Members who miss 3 meetings will become associate members of the board and Associate Board Members who miss 3 meeting without board-chair approval will be remove from board membership
C) Board Membership:
1) There shall be a maximum of 3 non-chapter directors from each state.
2) There shall be a maximum of 2 Alternate Directors from each state.
a) Alternate Directors do not have regular voting rights.
b) Alternate Directors in attendance will take the voting place of any, chapter or non-chapter, board directors who can not attend a board meetings.
3) Alternate Directors will have all the other rights as Directors, such as voting members of
subcommittees.
4) Nomination for board membership shall be submitted to the board before the yearly meeting.
5) New non-chapter members to the board shall assume the position of alternate directors. To be a full board member an alternate director must be elected a second time.
6) The length of term for a board member (non-chapter directors and alternate directors) shall be 5 years.
D) Officers and potential new members of the Board, will be chosen at the first meeting of the calendar year by a 2/3 vote of the Board.
1) Officers shall be: President, Chairperson, Vice President, Secretary, and Treasurer, a one year duration.
E) Each state board members (non-chapter; chapter, alternate) shall make up the state oversight committee which will report to the national/general board.
ARTICLE IV PERSONNEL.
A) The Directors will decide upon the operating personnel as needed. The operating personnel as chosen will run the everyday operation, and the Board will provide the operating personnel
with job descriptions. The operating personnel will provide the Directors with a report once a
month. The Directors, at their discretion, will review any decision made, or to be made, by the
operating personnel.
1) Operating Personnel are not regular staff personnel.
a) Staff members are hired by operating personnel and will be provided with employment material as approved by the board.
2) Operating Personnel includes: board-chair-CEO, executive director, corporate advocate, president, and corporate attorney.
3) Operating Personnel can not initiate major independent action.
4) Staff personnel includes Administrative assistant, executive aide, para-legal, etc..
5) Any personnel can be paid for their services as determined by the Directors.
6) The right to hire and fire is in the exclusive realm of the Directors. Operating personnel will provide notice to the board when Staff is hired or fired.
7) Any person hired by the board will have their pay determined and set by the Board of
Directors.
8) Any decision made by the operating personnel can be reviewed by the Board at any time.
B) Any personnel hired, will be limited in the ability to sign checks.
1) Checks over $5,000 will be signed by the board Chairman and Treasurer and check's less then $5,000 can be signed by the Executive Director and the President; with notice to the board.
2) The $5000 limit will be by using a separate checking accounts: one for payroll and one for general funds.
3) Check below $1000, normal operating checks, can be signed by the Executive Director, with notice to the president.
4) These above limits, to check signing, can be changed by the board, without going through the by-laws change procedure as stated by article IV subsection A, by a 3/4 vote of the board.
E) Job description of Operating Personnel:
1) The Chair-person of the Board is Chief Economic Officer, CEO of the Corporation and is the only person to sign contracts.
a) The Chair of the Board can be a full time paid position.
b) The Chair can appoint an executive aide.
c) The Chair can appoint a Corporate Advocate with approval of the board.
2) Board-Chair: Has the general over-sight of the corporation. The chair shall be an ex-officio member of all standing committees and shall, in general, supervise and manage all of the business and affairs of the corporation.
3) The President runs the every day activities of the corporation.
a) The President is the chief administrative - operation officer.
b) The President can appoint an Executive Director and Administrative Assistants.
c) Will have control over every day operations, access and control web sites, review reports from staff, write reports for the Board of Directors, develop projects, etc.
d) The president shall preside at all meetings of the directors in the absence of the chairman of the board. The president shall perform all the duties usually incident to the office of president, and appoint and discharge agents and employees, subject to the approval of the board of directors. Will assist with grant proposals and fund raising, coordinate and develop chapters, coordinate special projects, develop and promote radio show and web site.
4) The Corporate Advocate.
a) Corporate Advocate will coordinate all advocacy, social work, and activities between the chapters and AHDU.
b) Shall have a Ph d. in Social Science or related subjects.
c) Will:
1. act as a liaison to chapters in offering suggestions for reasonable accommodations to employers, students, administrators and other unsure of what reasonable accommodations are.
2. access web site and develop social science portion of site.
3. help develop radio talk show.
4. develop an advertising program.
5) The Executive Director.
a) Will run everyday operation: assigned work tasks to staff, control payee accounts for clients, etc.
ARTICLE V. CLIENT-CONSUMER PROCEDURES
A) Any disabled individual can receive legal assistance provided that 2/3 of the Board approves the action.
1) Eligibility requirements for assistance shall be based solely upon, "is that person disabled?".
2) Members of the corporation are not entitled to services, but must go through the regular procedure to be considered clients.
B) To insure the needs of the disabled are met, we will do advocacy work. Our clients have
mental and physical challenges that keep them functioning on a limited level; and if a client has problems, our job is to remedy this through the proper channels. Advocacy work includes bridging the gap between our clients and government agencies, companies, etc.. Our advocacy work can involve finding food, shelter, etc..
1) If litigation is the eventual outcome, we will assist by engaging lawyers and paying court
fees as funds allow.
2) Our services will be provided to the clients on a sliding scale basis. Upon the resolution of
any matter, fees will be paid out of funds received: where we can acquire 25% of any monies
received, as provided by federal law.
3) upon conclusion of our investigate we will make the decision to take a person on as a client
C) When a disabled person comes to us for help we will do the following:
1) Investigation
a) We will first confirm that the person requesting our help is certifiably disabled by obtaining current documents from physicians and/or other agencies, with a description of the
disabilities involved.
b) We will establish the fact that a documented problem exists. We will research the problem by calling and/or writing the parties involved. Other facts will be collected as needed and as allowed by law.
c) If the problem is minor, we will provide negotiation to resolve the matter without going to court.
d) If the problem is simply helping that person through the system, we will help.
2) Upon the discovery of a major problem, we may provide the following:
a) Negotiation and/or mediation and/or arbitration: Based upon our investigation, we will try to resolve the problem.
b) Litigation: The final step. Information collected will be submitted to the Board of
Directors. They will discuss the options with our legal representative.
c) You will be informed of the proposed action that will be taken, and of any subsequent fees at that time.
ARTICLE VI. CONSUMER PAYEE PROCEDURES:
Even though there exists little or any express legal requirements that a representative payee behave as a "fiduciary," i.e., legally responsible for the money as a trustee, we here at AHDU feel that we have a clear fiduciary responsibility in handling payee funds. http://www.cqc.state.ny.us/counsels_corner/cc13.htm
A) When a consumer is receiving a Money Stipend either from the government (SSA, SSI, SSD or Social Services), insurance, or other sources, we can act as their Payee.
1) Types: Social Security Representative Payee and Non Social Security Payee
2) We will deduct from monies received; as a service fee, in the amounts of $1.00 minimum to $10.00 Maximum.
3) Monies received are deposited into a separate bank account, called "American Handicapped Defense Union, Payee Account".
B) Pursuant to Regulation for Representative Payee (http://www.ssa.gov/payee/).
1) Our first responsibility is to "make sure the beneficiary's day-to-day needs for food and shelter are met. Benefits may then be used for the beneficiary's personal needs, such as clothing, recreation and other expenses" SS Pub. #05-10076.
2) We are required to file yearly reports.
3) To remove any problems with Social Security, all monies will be deposited via electronic transfer.
C) One purpose in the Social Security Law is the idea that a person who receives SSI/SSD should become self-sufficient in managing their own personal affairs.
1) Monthly Budgets will be discussed and completed with the involvement of the consumer payee.
2) We will meet with the consumer a minimum of once a week.
3) We will provide non-judgmental advice to the consumer payee.
C) Social Security Representative Payee Fees
1) Active: $10.00
2) Inactive: deposits only $2.00, no deposits or checks $1.00
E) Non Social Security (NSS) Payee Fees
1) Set Up $10.00
2) Inactive: (no deposits or checks) $1.00
3) Active: Deposits or Check +$1.00
4) Meetings with the NSS consumer payee will be done as needed.
ARTICLE VII. MISCELLANEOUS
A) Articles of Incorporation and By-Laws can only be changed by a 2/3 vote of the Board of
Directors followed by a 3/4 vote of the Members.
B) Members of record are those members who's dues are paid in full at the time of voting.
C) The Board has the right to change the Counsel to the Corporation.
The Corporation Counsel is: Carman M. Garufi Esq.
45 Chenango Street, Binghamton, New York 13901
Telephone: 607-722-5000; Fax: 607-722-5626.
D) Persons who wish to donate their time and activity shall first apply, in writing to the executive director, for activities that are approved by the Board.
E) Additional Offices
The corporation may also have offices at such other places within or without the State of New York as the board of directors may from time to time appoint as the business of the corporation may require.
F) Indemnification of Directors and Officers
If a director or officer of the corporation is made a party to any civil or criminal action or proceeding in any matter arising from the performance by such director or office of his or her duties for or on behalf of the corporation, then, to the full extent permitted by law, the corporation, upon affirmative vote, of the board of directors, a quorum of directors being present at the time of the vote who are not parties to the action or proceeding shall:
(i) Advance to such director or officer all sums, as found by the board, to be necessary and appropriate to enable the director or officer to conduct his or her defense or appeal, in the action or proceeding; and
(ii) Indemnify such director or officer for all sums paid by him or her in the way of judgments, fines, amounts paid in settlement, and reasonable expenses, including attorney's fees actually and necessarily incurred, in connection with the action or proceeding, or appeal therein, subject to the proper application of credit for any sums advanced to the director or officer pursuant to preceding clause of this paragraph.
G) Pledge of Name and/or Credit
No officer or agent of this corporation shall pledge the name and/or credit of the corporation: for any sum of money, action, etc. without express authority by resolution of the Board of Directors.
H) Other officers of the board
1) Vice President
The vice-president shall, in the absence of the president, perform the duties and exercise the powers of the president. The vice-president shall have such powers and perform such duties as may be delegated there unto by the president or as prescribed by the board of directors.
2) Secretary
The secretary shall have the minutes of all meetings of the board of directors, and the minutes of all meetings of the members, and the minutes of all meetings of committees in books as provided for that purpose. The secretary shall give, or cause to be given, notice of all meetings of directors, and all other notices required by law or by these by-laws; and in case of the secretary's absence or refusal so to do, any such notice may be given by any person there unto directed by the board chair by whose requisition the meeting is called. The secretary shall have charge of the corporate books and records. The secretary shall have the custody of the seal of the corporation and affix the same to all instruments requiring it when authorized. And the secretary shall, in general, perform all the duties incident to the office of secretary.
3) Treasurer
Shall have custody of all funds, securities, evidence of indebtedness and other valuable documents of the corporation: when necessary or proper will indorse on behalf of the corporation for collection checks, notes and other obligations and shall deposit the same to the credit of the corporation in such banks or banks or depository as the board of directors (or the finance committee) may designate. The treasurer shall receive and give or cause to be given receipts and acquittances for money paid in on account of the corporation and shall pay out of the funds on hand all just debts of the corporation of whatever nature upon maturity of the same; the treasurer shall enter or cause to be entered in books of the corporation to be kept for that purpose full and accurate accounts of all moneys received and paid out on account of the corporation, and whenever required by the president or the directors (or the finance committee), shall render a statement of accounts. The treasurer shall keep or cause to be kept such other books as will show a true record of the expenses, losses, gains, assets and liabilities of the corporation; the treasurer shall at all reasonable times exhibit his or her books and accounts to any director of the corporation upon application at the office of the corporation during business hours; the treasurer shall perform all other duties and acts incident to the office of treasurer. The treasurer shall give the corporation security for the faithful performance of his or her duties in such sum and with such surety as the board of directors may require.
42 U.S.C. §§ 405 (j)(1)(A); see also 20 C.F.R. §§§§ 404.2001(b), 416.601(b). Generally, a representative payee is appointed whenever a beneficiary is under 18 years of age. The Administration has an order of preference for representative payees for such children, generally favoring the appointment of parents or relatives of the child; it will appoint an authorized agency only if no parent or guardian is available. The appointment of a state agency like DSHS is the last on that priority list. /6 42 U.S.C. §§§§ 405(j)(3)(B), 405(j)(2)(C)(iii)(III); 42 U.S.C. §§ 1383(a)(2)(B); 20 C.F.R. §§§§ 404.2021, 416.621.