The members from our communities who generously donate their time to serve on the Career Path Services Board of Directors are listed below:
These are the Bylaws of Career Path Services - Employment & Training, a non-profit 501(c) 3 incorporated in the State of Washington. The Articles of Incorporation are on file with Washington’s Secretary of State, since May 13, 1982.
1. Corporate Headquarters:
10 N. Post Street, Suite 200
Spokane, Washington, 99201
a. The corporation currently operates in these Washington counties:
ix. Pend Oreille
The purposes of this corporation are in the Articles of Incorporation.
1. Mission – definition of our organization
Career Path Services is a workforce development and human services nonprofit corporation.
2. Vision – what we do now, will do in the future, and how we do it
Empowering People…Enhancing Workforce…Enriching Community
a. The Board of Directors shall consist of no more than eleven and not less than five members.
b. Current Board of Directors:
i. Larry Billing
ii. Russ Burtner
iii. Rebecca Coufal
iv. Leroy LeMaster
v. Kristy Longanecker
vi. Bill Marchioro
vii. Carol McVicker
viii. Greg Sypolt
ix. Gary Woods, ending Oct 29, 2015.
a. All members serve for a three year term, or until their successor is elected.
b. Current members ending a three year term may choose to renew their service on the Board for another term in perpetuity.
c. Members appointed after April 30, 2015, may serve two consecutive terms.
d. Terms begin July 1, unless an election occurs before the end of a term.
e. If a position becomes vacant before the end of the term, the replacement will finish the rest of that term, and then may serve two terms.
f. Any Board member and the Chief Executive Officer (CEO) may recommend an applicant for Board membership.
3. Removal of a Board member
a. A quorum and majority vote is required to remove a Board member when all members receive reasonable advance notice.
b. A quorum and two-thirds majority vote is required to remove a Board member when members do not receive advanced notice.
c. A meeting to remove a Board member will include Board members, the CEO, and others deemed necessary to aid the Board in making a decision. Attendance at the meeting by the member in question is not required, and is subject to the judgment of the Board.
a. Officers of the Board of Directors will be a Chairperson and a Secretary.
b. The Chairperson serves for a two year term.
c. The Board will select a Secretary to serve for two years, without a term limit. The current two year term ends June 30, 2016, and Board vote is required to renew a term.
a. The Board’s Audit committee includes the Chairperson, Secretary, and one at-large member. There is no term limit to the Audit Committee.
b. The Board may establish an Ad Hoc committee to work on a project by a vote. The committee disbands when the project is over.
a. Professional Liability coverage held by the corporation includes Errors and Omissions and Employment Practices Insurance that protects our Board from personal liability. See Career Path Services Policy #40 – Risk Management; see our current insurance policy.
7. Conflict of Interest
a. The Career Path Services Policy #27 – Standards of Ethical Conduct and Conflict of Interest govern conflict of interest matters.
8. Operations of the Organization
a. The Board delegates the day-to-day, quarter-to-quarter, and year-to-year operations to the CEO.
b. The Board conducts an annual performance appraisal of the CEO performance, which includes setting the CEO salary level. See Career Path Services Policy #9 – Employee Performance Appraisal.
c. Career Path Services Global Policies establish CEO authorities and spending levels. Changes to CEO authority levels only occur with Board approval.
1. Schedule – The Board meets on the last Thursday of January, April, July, and October (the Annual meeting).
2. Meeting location – Meetings are at locations convenient to its purposes, and the agenda publishes the location.
3. Quorum – A majority (51%) of all Board members.
a. Members commit to attending a majority of meetings.
b. The Board Chairperson and CEO determine whether nonmembers are included or excluded from meetings.
5. Order of Business – Agenda items may include:
b. Action Items, including approval of Board meeting minutes from previous meetings.
c. Corporate, Program, and Fiscal Reports.
d. Items for discussion and information.
a. Each member has one vote when a quorum is present.
b. A vote by email or written ballot is acceptable when a special vote without a meeting is expedient to accomplishing the Board’s purposes.
7. Electronic meeting participation
a. Board members may attend a meeting via electronic means, including tele, audio, and video conferencing.
b. Members participating electronically have equal access to discussions, documents, and presentations, unless a participant waives their right to such access.
c. Attendees have an equal opportunity to vote.
d. Proper equipment and software are required to participate electronically.
e. Reference Career Path Services Policy #31 – Technology and Social Media/Networking
8. Special meetings
a. At a regularly scheduled Board meeting, any Board member or the CEO may request a special meeting.
b. A Board vote is required before holding a special meeting.
1. The Fiscal Year of the corporation is July 1 through June 30.
1. All corporate records and Board minutes reside at the corporate headquarters.
1. Participation on the Board is voluntary and there is no compensation for membership.
2. No Director, Officer, or other person hold rights or interests in assets or properties of the Corporation, including those distributed or liquidated.
3. Upon liquidation of the Corporation, all assets shall, to the extent allowed, be donated by the Board to a successor corporation(s) with a similar mission to Career Path Services.
1. Bylaw changes may occur by majority vote at any Board meeting.
1. Board-related expenditures will follow Career Path Policy policies. Reference policies include:
a. #19 - Internal Procurement Cost Control, Signature Authority
b. #22 - Accounting Policy Manual
c. #36 – Corporate Compliance, and Fraud and Abuse Prevention and Reporting
1. Parliamentary procedures for all meetings follow the current edition of ‘Robert’s Rules of Order Newly Revised’ (currently the Robert’s Rules of Order, 11th Edition, 2011).
1. These Bylaws conform to the Career Path Services Articles of Incorporation, and to the requirements of Section 501 (c) (3) of the Internal Revenue Code.
1. Revised July 30, 2015
2. Revised May 15, 1997
3. Revised November 20, 1995
4. Revised March 21, 1991
5. September 16, 1982
1. Revisions submitted to the Washington Secretary of State, as approved by the Board of Directors, by the CEO.