BYLAWS OF THE Pennsylvania Chapter of APA
A CHAPTER OF THEAMERICAN PLANNING ASSOCIATION

1.0 General | 2.0 Definitions | 3.0 Members | 4.0 Meetings | 5.0 Quorums & Voting | 6.0 Officers | 7.0 Board of Directors
8.0 Executive Committee | 9.0 Committees | 10.0 Elections | 11.0 Student Representative | 12.0 Finances | 13.0 Trusts & Foundations
14.0 Sections | 15.0 Divisions | 16.0 Amendments

1.0 GENERAL

1.1 General: Name. The name of the Chapter is the Pennsylvania Chapter of APA, a Chapter of the American Planning Association

1.2 General: Chapter Area. The area served by the Chapter is the Commonwealth of Pennsylvania.

1.3 General: The American Planning Association. The national organization of which this Chapter is a part is The American Planning Association, which is referred to in these Bylaws as "the Association" or "APA."

1.4 General: Purposes. The purposes of the Chapter are as follows:
(1) To facilitate the individual participation of professional planners and planning officials in the affairs of the American Planning Association;
(2) To advise the Association Board of Directors on the development and implementation of Association policy;
(3) To further the purposes of the Association in the Commonwealth of Pennsylvania;
(4) To promote cooperation among official planning agencies or commissions, other organizations, professional planners, planning officials, and other citizens interested in planning in the Commonwealth of Pennsylvania;
(5) To encourage and stimulate public interest in state, regional, county, city, borough, and township planning;
(6) To encourage the observance of sound planning practices;
(7) To exchange information, advice, and assistance among its membership;
(8) To engage in research and education and to issue publications relative to planning;
(9) To further the education and development of planners; and
(10) To exercise such other powers and do such other acts as may be appropriate to the advancement of sound planning practices in the Commonwealth of Pennsylvania.

1.5 General: Parliamentary Procedure. At meetings of the membership, of the Board of Directors, and of the Executive Committee, parliamentary procedures shall be governed by Robert's Rules of Order (the pertinent edition of which may be designated by the President).
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2.0 DEFINITIONS

2.1 Definitions: National Office. The term "National Office" refers to the office of APA, designated by APA to service Chapter and membership matters.

2.2 Definitions: Executive Director. Unless otherwise qualified, the term "Executive Director," when used in these Bylaws, refers to the duly appointed Executive Director of APA.

2.3 Definitions: Address of Record. A member's "address of record" shall be the address furnished the Chapter by the National Office. It is the member's responsibility to notify the National Office of any change of address.

2.4 Definitions: Publication of the Chapter. A "publication of the Chapter" shall mean any publication that is mailed to all Chapter members at their address of record, without special charge.

2.5 Definitions: Official Position of the Chapter. An "official position" of the Chapter shall be an opinion expressed in writing or in testimony that conveys or purports to represent the view of the majority of Chapter members.

2.6 Definitions: Professional Planner. A "professional planner" is anyone who earns a majority of his/her living practicing planning, or anyone who is retired from the same. Questions as to whether a person is a professional planner shall be settled by the Executive Director.

2.7 Definitions: Planning Official. A "planning official" is any appointed or elected official who is involved in planning decisions for the betterment of a community, region, state, or country, and who has an interest in furthering the purposes of the Chapter, but is not a professional planner.

2.8 Definitions: Mail. The term "mail" shall mean postal or electronic correspondence, except where used in context of an election, balloting, and/or voting, in which instances "mail" shall mean postal mail or any other secure electronic or telephonic transmission.
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3.0 MEMBERS

3.1 Members: Eligibility. There shall be three bases for membership in the Chapter, as explained below; all members admitted under any of the three bases shall be voting members of the Chapter:
(1) All members of National APA whose address of record is within the Chapter's geographic area shall be Chapter members. National APA members whose address of record is outside the Chapter area may also become voting Chapter members upon payment of any applicable dues and assessments; these Chapter members may not hold office or represent the Chapter in National APA affairs, but may serve on Chapter committees.
(2) Any other person who has an interest in furthering the purposes of the Chapter may be a member of the Chapter. Such Chapter members shall not receive national membership services and shall not participate in any National APA action or elections or hold any office in National APA. However, such members may be elected to or hold a Chapter office other than Chapter President or Professional Development Officer.
(3) Any organization with an interest in furthering the purposes of the Chapter may be a member of the Chapter, provided that such organization files with the Chapter and the National Office the address to be used as the address of record and the name of a person at that address who shall be entitled to vote on behalf of that organization. Such Chapter members shall not receive national membership services and shall not participate in any action of National APA. Neither the person entitled to vote nor any other member of the organization shall be eligible to serve on the Board of Directors unless such person is also an individual member under paragraph 3.1 (1) or 3.1 (2) above.

The Board of Directors shall establish categories of membership compatible with these three bases for membership and with the Bylaws and other guidelines of the Association.

3.2 Members: Termination and Reinstatement. Chapter membership will be terminated upon failure to pay Chapter dues or assessments. Terminated members will be reinstated upon payment of dues or assessments, effective on the date of such payment.
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4.0 MEETINGS

4.1 Meetings: Annual Meeting. There shall be an annual meeting of the Chapter membership each autumn. The meeting shall be held at a location within the Chapter area; a geographic rotation of the annual meeting among the Sections shall be encouraged to the extent practical. The Chapter Board of Directors shall determine the specific location, date, and time of each annual meeting.

4.2 Meetings: Notice of Annual Meeting. The Secretary shall notify the membership of the place, date, and time of the annual meeting in a publication of the Chapter, or by another communication, that is mailed to each member at least one month before the meeting.

4.3 Meetings: Special Meetings. A special meeting of the members may be called by the President, by the Executive Committee, by the Board of Directors, or by a petition signed by at least five percent of the members of the Chapter. The place, date, and time shall be set by the President, by the Executive Committee, or by the Board of Directors provided that the location shall be within the Chapter area. Notice of a special meeting shall be given to members as in Section 4.2 and shall include a statement of the purpose of the special meeting.
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5.0 QUORUMS AND VOTING

5.1 Quorums and Voting: Quorum Requirements.
(1) At annual and special meetings and in mail ballots, except in mail ballots for election of officers, a quorum shall be fifteen percent of the Chapter membership.
(2) At meetings of the Board of Directors, eight (8) directors shall constitute a quorum for the transaction of business.
(3) At meetings of the Executive Committee, three (3) committee members shall constitute a quorum for the transaction of business.
(4) A quorum of the Board of Directors or Executive Committee may be realized by attendance of directors or committee members in person or by telephone conference call.

5.2 Quorums and Voting: Official Position. The adoption by the Chapter of an official position on any issue shall be done by any of the following methods:
(1) By a simple majority of those members of the Chapter casting votes in a mail ballot or by secure electronic or telephonic transmission; or
(2) By a simple majority vote of those present at a plenary session of the annual meeting, provided that fifteen percent of the membership is present and that advance mail notice is provided; or
(3) By a simple majority of the Board of Directors in attendance, provided a quorum is present.

5.3 Quorums and Voting: Executive Committee. Any action of the Executive Committee shall be by a simple majority of the Committee in attendance, provided a quorum is present.

5.4 Quorums and Voting: Right to Petition. A mail vote on any official position shall be taken upon receipt of a petition requesting such and signed by at least twenty percent of the Chapter membership.
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6.0 OFFICERS

6.1 Officers: Election and Terms. The officers of the Chapter shall be a President, a Vice-President, a Secretary, and a Treasurer. All officers must be voting members of the Chapter. The terms of office shall be two years. Officers shall be limited to serving two consecutive terms (four years) in the same office.

6.2 Officers: President. The President shall:
(1) Preside at meetings of the Executive Committee, of the Board of Directors, and of the membership;
(2) Provide leadership on the development of Chapter policies in coordination with the Executive Committee and the Board of Directors;
(3) Prepare, in consultation with the Treasurer, an annual budget for approval by the Board of Directors;
(4) Have power to create, appoint, and discharge all Chapter committees unless otherwise provided in these Bylaws;
(5) Represent the Chapter on the APA Chapter Presidents Council;
(6) Transmit to the Executive Director a list of all Chapter Officers (including their addresses and telephone numbers) within thirty days of their election;
(7) Notify the Executive Director of the results of all Chapter elections voting, and, in so doing, specify the quorum and the number voting for each candidate or "aye" and "nay" on each question;
(8) Submit to the Executive Director proposed Bylaws or amendments as required by the Bylaws of APA; and
(9) Call meetings and perform other duties required by these Bylaws, or customary to the office.

6.3 Officers: Vice-President. The Vice-President shall:
(1) Assist the President in the guidance and coordination of committee activities;
(2) Carry out any other duties assigned by the President; and
(3) Perform such other duties required by these Bylaws or customary to the office.

In the absence of the President, or in the event of incapacity of the President, the Vice-President shall assume the duties of the President.

6.4 Officers: Secretary. The Secretary shall:
(1) Maintain an accurate list of the members of the Chapter;
(2) Notify members, Executive Committee members, and Board of Directors members of meetings, prepare and report minutes of Chapter, Executive Committee, and Board of Directors meetings;
(3) Transmit to the Executive Director at least five copies of each publication of the Chapter; and
(4) Perform such other duties required by these Bylaws or customary to the office.

6.5 Officers: Treasurer. The Treasurer shall:
(1) Receive and disburse Chapter funds;
(2) Assist the President in preparing an annual budget for review by the Board of Directors;
(3) Maintain accounts, which shall be open to inspection by officers and subject to audit;
(4) Prepare for each meeting of the membership, of the Executive Committee, and of the Board of Directors a financial report to include a current balance sheet and an income statement reflecting current budget and a year-to-date report of Chapter operations;
(5) Present an annual financial statement in September of each year;
(6) Be covered by a security bond to insure against loss, such bond to be paid for by the Chapter;
(7) Notify the Association of the rate of annual Chapter dues;
(8) Collect Chapter dues and assessments not collected by the National Office; and
(9) Perform such other duties as required by these Bylaws or customary to the office.
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7.0 BOARD OF DIRECTORS

7.1 Board of Directors: Composition. The Board of Directors shall consist of the elected officers, the immediate past President, the Student Representative selected in accordance with Section 11.1, the Chair of the Professional Development Committee selected in accordance with Section 9.2, the Chair of the Planning Officials Development Committee selected in accordance with Section 9.3, and a Professional Planner Representative (or Alternate) from each Section and a Planning Official Representative (or Alternate) from each Section selected in accordance with Section 14.5. All members of the Board of Directors must be members of the Chapter.

7.2 Board of Directors: Duties. The Board of Directors shall:
(1) Make major policy decisions;
(2) Approve an annual program;
(3) Approve the annual budget;
(4) Approve the formation of Sections;
(5) Be responsible for all Chapter property;
(6) Report to the membership upon all business which it has considered or acted upon between Chapter meetings; and
(7) Perform such other functions as are delegated herein or by the members of the Chapter.

7.3 Board of Directors: Meetings. Meetings of the Board of Directors shall be called by the President or by a majority of the Board members. There shall be, in each year, at least two meetings of the Board of Directors, including one in conjunction with the annual meeting of the Chapter.

7.4 Board of Directors: Acting without Meeting. In cases of special urgency, an action may be taken by the Board of Directors without a meeting if all members are notified in writing and a telephone survey is made by the Chapter President or his designee. There must be an effort to contact all members, regardless of the outcome of the vote, and at least a quorum of the members must be contacted. At the next meeting, the votes of the Board shall be recorded in the minutes.

7.5 Board of Directors: Non-Performance of Officers. Any member of the Board of Directors may be removed from office for non-performance upon a motion adopted by a two-thirds vote of the Board of Directors. Such a motion must be submitted to the Board and must include the grounds for non-performance; these may include non-attendance at Board meetings, failure to execute adopted programs, incurring legal liability for the Chapter based on dilatory performance of duties, or other criteria that may be added to this subsection. At least two consecutive Board of Directors meetings shall be required to enact such a motion; the first shall be for the making of the motion and the submission of grounds, and the second shall be for the consideration of a response by the member so charged, with the Board of Directors then sustaining or denying the motion. The member being considered for removal must be notified in writing between the first and second meetings, with the notice indicating the grounds for removal and the date of the next meeting, when his/her response will be heard.

7.6 Board of Directors: Vacancies or Incapacity. Except as provided in Section 6.3, when a Board of Directors position becomes vacant between elections, or when a Board of Directors member is unable to perform his or her duties, the Board of Directors may appoint a qualified member of the Chapter to fill the position until the next election or until said Board of Directors member is again able to perform his or her duties.

7.7 Board of Directors: Terms of Office. The terms of all members of the Board of Directors shall be two years, except that the term of the Student Representative shall be one year. The Student Representative shall take office on January 1 of each year, the Section representatives shall take office in accordance with Section 14.5, and other members of the Board of Directors shall take office on January 1 of each even-numbered year.
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8.0 EXECUTIVE COMMITTEE

8.1 Executive Committee: Composition. The Executive Committee of the Board of Directors shall consist of the officers of Pennsylvania Chapter of APA and the immediate Past-President of Pennsylvania Chapter of APA, plus one member of the Board of Directors from each section not otherwise represented. The Executive Committee members, other than the officers and the immediate Past-President, shall be selected by the Board of Directors.

8.2 Executive Committee: Duties. The Executive Committee shall:
(1) Manage the affairs of the Chapter on an ongoing basis, consistent with the Board of Directors' policies;
(2) Put into effect the votes of the Chapter and the Board of Directors;
(3) Authorize and approve all contracts and expenditures consistent with the budget, except where such authorizations and approvals are provided for otherwise herein;
(4) At any time it deems necessary, cause an audit to be made of the accounts of the Treasurer, with any such audit being made available to the Board of Directors;
(5) Report to the membership and to the Board of Directors upon all business which it has considered or acted upon between Chapter meetings or Board of Directors meetings;
(6) Establish an office and employ staff as necessary and consistent with the budget; and
(7) Perform such other functions as are delegated herein by the Board of Directors, or by the members of the Chapter, or by the Association Bylaws.

8.3 Executive Committee: Meetings. Meetings of the Executive Committee shall be called by the President or by a majority of the Committee members. There shall be, in each year, at least four meetings of the Executive Committee.

8.4 Executive Committee: Acting without Meeting. In cases of special urgency, an action may be taken by the Executive Committee without a meeting if a telephone survey is made by the Chapter President. The Chapter President shall endeavor to contact all Executive Committee members, regardless of the outcome of the vote. In order for the action to be taken, at least a quorum of the members must be contacted. At the next meeting, the votes of the Committee shall be recorded in the minutes.

8.5 Executive Committee: Terms of Office. The terms of all Executive Committee members shall be two years. Members of the Executive Committee shall take office on January 1 of each even-numbered year.
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9.0 COMMITTEES

9.1 Committee: Nominating Committee. The Nominating Committee shall consist of the President and a member from each of at least five Sections. The President shall vote only in the case of a tie. At least one, but less than half, of the members of the Nominating Committee from the Sections shall be members of the Board of Directors. There shall be an effort for the Nominating Committee to include both planning officials and professional planners. The Nominating Committee shall be appointed by the President with the advice and consent of the Executive Committee at least ninety days prior to the mailing of ballots to the membership.

9.2 Committees: Professional Development Committee. There shall be a Professional Development Committee consisting of (1) a representative of each Section selected by the Section Council and (2) any additional members which the Chapter President wishes to appoint. All members of the Committee must be members of the American Institute of Certified Planners. The President shall appoint a Chair, who shall serve as a member of the Chapter Board of Directors. The duties of the Committee shall be as follows:
(1) To advise prospective members of the American Institute of Certified Planners as to the qualifications, purposes, and programs of the Institute, the Institute's Code of Professional Responsibility, the Guidelines for Social Responsibility of the Planner and the Rules of Reference to Institute membership;
(2) To advise members of the American Institute of Certified Planners concerning opportunities and/or requirements for continuing education and professional development; and
(3) To prepare a professional development program and budget.

9.3 Committees: Planning Officials Development Committee. There shall be a Planning Officials Development Committee. A "planning official" is any appointed or elected official involved in planning decisions for the betterment of a community, region, state, or country. The Committee shall consist of: (1) a representative of each Section, selected by the Section Council; and (2) any additional members that the Chapter President wishes to appoint. All members of the Committee must be members of the Chapter, individually or as a planning official of his/her municipality, which is a member of the Chapter. The President shall appoint a Chair, who shall serve as the Chapter Planning Officials Development Officer and a member of the Chapter Board of Directors; the Chair must be a member of APA, as well as the Chapter. The duties of the Committee may include:
(1) To increase training opportunities for planning officials in the Chapter;
(2) To create ways of making the Chapter more inviting to planning officials;
(3) To recruit planning officials as new members of the Chapter;
(4) To represent planning officials' interests in APA and the Chapter;
(5) To involve planning officials in Chapter programs and decision making;
(6) To involve planning officials in the promotion and advocacy of planning;
(7) To advocate the vital role of planning commissions in providing up-to-date, responsive and responsible community planning;
(8) To serve as a resource on planning official matters or concerns; and
(9) To prepare and implement a planning officials development program and budget.

9.4 Committees: Teller Committee. The President, with the advice and consent of the Executive Committee, shall appoint a Teller Committee to consist of at least three Chapter members. None of the members of the Teller Committee may be a candidate for office.

9.5 Committees: Other Standing Committees: The President shall appoint such other standing committees as are deemed necessary for carrying out the objectives of the Chapter. These committees shall be as follows:
(1) Legislative Committee
(2) Membership Committee
(3) Education Committee

The duties of each standing committee shall be set forth by the Executive Committee. Said committees shall be deemed to be continued upon election of a new President unless they are discharged within ninety days after said election.

9.6 Committees: Ad Hoc Committees. The Executive Committee shall create and discharge such ad hoc committees as it may from time-to-time deem necessary for the operations of the Chapter.
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10.0 ELECTIONS

10.1 Elections: Method of Balloting. Election of the President, Vice-President, Secretary, and Treasurer shall be by mail ballot of the entire membership. Members may vote for any person, qualified by these Bylaws to hold office in the Chapter, whether or not he/she was nominated by the Nominating Committee or by petition. Ballots shall be returned to the Chapter office.

10.2 Elections: Nominations. The Nominating Committee shall file with the Executive Committee its report of nominations to fill the positions of President, Vice-President, Secretary, and Treasurer by July 1 of each odd-numbered year. It is desirable that there be at least two candidates for each position; it is also desirable that the candidates represent geographic diversity, employment diversity (e.g., public, consultant, and academic), and a mix of both professional planners and planning officials. Each candidate shall be a member of the Chapter. Within forty-five days after receipt of the Nominating Committee report, the Executive Committee shall validate the status of all nominees and mail copies of said report and official ballots to all members of the Chapter. A petition of nomination for one or more positions signed by twenty-five of the members may be submitted to the Nominating Committee not later than August 1 of each odd-numbered year. The names submitted on a petition of nomination shall be included on the official ballot.

10.3 Elections: Timetable. A ballot shall be mailed to all members in good standing not later than August 15 of each odd-numbered year. A period of thirty days from the mailing date shall be allowed before the balloting may be closed.

10.4 Elections: Tally of Ballots. The President, Vice-President, Secretary, and Treasurer shall be elected by the affirmative written ballots of a plurality of the members voting. The results of the election shall be ascertained by the Teller Committee. In case of a tie, the Board of Directors shall elect one of the tied candidates. The results of the election shall be given to the membership in the next regularly scheduled publication of the Chapter following the election.
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11.0 STUDENT REPRESENTATIVE

11.1 Student Representative: Nomination and Election. The Chapter Executive Committee shall determine the manner of nomination for and election of the Student Representative, provided that no one other than Chapter members enrolled in a full-time course of study shall be eligible to vote for or be elected as Student Representative. Furthermore, no two consecutive Student Representatives may be from the same school. If the Student Representative ceases to be a full- time student, the Chapter Executive Committee shall designate a full-time student to complete the term of office.

11.2 Student Representative: Duties. The Student Representative shall serve on the Board of Directors and shall advise the Board and the Chapter on the conduct of services to students and the evolving character of the planning profession.
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12.0 FINANCES

12.1 Finances: Budget. The President, with the assistance of the Treasurer, shall prepare, and the Board of Directors shall review, modify as desired, and adopt at the annual meeting (no later than December 31) each year, a budget setting forth objectives for which funds of the Chapter may be expended and the amount authorized to be expended for each such objective; these objectives shall include an allocation to each Section to cover costs of basic operations not provided by the Chapter. The budget may be modified from time-to-time by a majority vote of the Board of Directors. The original budget and any subsequent modifications shall, after adoption, be published in the next edition of any Chapter publication or other mailing.

12.2 Finances: Annual Dues. The Board of Directors of the American Planning Association shall establish from time-to-time a uniform rebate which shall be remitted to the Chapter on a per capita membership basis. The Chapter, by a mail ballot of its APA membership, may establish Chapter dues or assessments or a Chapter dues or assessments ceiling for APA members beyond the basic rebate based upon a program and budget for the Chapter. The dues rate shall be reported by the Chapter Treasurer to the National Office. Dues of APA members shall be collected by the National Treasurer.

The Board of Directors of the Chapter may establish Chapter dues or assessments for non-APA members that vary with the various categories of non-APA membership. Dues of non-APA members shall be collected by the Chapter Treasurer, or by the National Office upon payment of administrative fees.

12.3 Finances: Fiscal Year. The Chapter fiscal year shall run from January 1 to December 31.

12.4 Finances: Investments of Chapter Funds. The Treasurer shall have the authority, with the consent of the Executive Committee, to deposit Chapter funds, in excess of amounts normally needed for month-to-month transactions, in Federally-insured savings accounts or savings certificates. The Treasurer shall report all such deposits and terms to the Executive Committee.

12.5 Finances: Financial Audit. The Chapter shall undertake an audit of the Chapter's finances, suitable to the Board of Directors, at least every four years and/or when a new Treasurer takes office.
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13.0 TRUSTS AND FOUNDATIONS

13.1 Trusts and Foundations: Pitkin Trust. The Frances A. Pitkin Educational Fund was established in March 1965 to promote and support education in the art and science of local, regional, state, and national planning. Expenditures for this purpose are to be made from time-to-time as contributions are available. The officers of the Pitkin Trust shall be the Vice President, the Secretary, and the Treasurer of Pennsylvania Chapter of APA. Reports of the condition of this fund shall be made to the
membership at the annual meeting of the Chapter by a Chapter trustee of the Fund.

13.2 Trusts and Foundations: Spaulding Trust. The Leslie and Greta Spaulding Education Fund was established to provide scholarships and internships for students studying for degrees in City and Regional Planning. Expenditures for this purpose are to be made from time-to-time as contributions are available. The officers of the Spaulding Education Fund shall be the President and Secretary of Pennsylvania Chapter of APA, as well as a representative from the Northwest Section Council. Reports of the condition of this fund shall be made to the membership at the annual meeting of the Chapter by a Chapter trustee of the Fund.
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14.0 SECTIONS

14.1 Sections: Purpose, Area, and Membership. Sections of the Chapter may be formed to provide Chapter members with programs and services which cannot be delivered effectively at the Chapter level, such as announcing and holding program meetings, disseminating news of Section interest only, and taking positions on issues of relevance only to the Section. The territory of a Section shall be a reasonably coherent unit and each Section shall have a geographically descriptive name and a sequential number. All Chapter members whose addresses of record are within the territory of a Section shall be members of that Section.

Chapter members whose addresses of record are outside the Section area may also become voting Section members upon payment of any applicable dues and assessments; these Section members may not hold Section office or represent the Section on the Chapter Board of Directors, but may serve on Section committees.

14.2 Sections: Formation. Upon the adoption of these Bylaws, there shall be six (6) Sections, encompassing groups of counties as listed below:
(1) Southeast Pennsylvania Section - Bucks, Chester, Delaware, Montgomery, Philadelphia
(2) Lehigh Valley Section - Berks, Lehigh, Northampton
(3) Northeast Pennsylvania Section - Bradford, Carbon, Lackawanna, Luzerne, Monroe, Pike, Schuylkill, Sullivan, Susquehanna, Tioga, Wayne, Wyoming
(4) Central Pennsylvania Section - Adams, Centre, Columbia, Clinton, Cumberland, Dauphin, Franklin, Juniata, Lancaster, Lebanon, Lycoming, Mifflin, Montour, Northumberland, Perry, Snyder, Union, York
(5) Southwest Pennsylvania Section - Allegheny, Armstrong, Beaver, Bedford, Blair, Butler, Cambria, Fayette, Fulton, Greene, Huntingdon, Indiana, Somerset, Washington, Westmoreland
(6) Northwest Pennsylvania Section - Cameron, Clarion, Clearfield, Crawford, Elk, Erie,
Forest, Jefferson, Lawrence, McKean, Mercer, Potter, Venango, Warren

Additional Sections of the Chapter may be formed upon: (1) submission to the Chapter Board of Directors of a petition signed by two-thirds of the Chapter members whose addresses of record are within the geographic area of the proposed Section; and (2) approval by the Chapter Board of Directors. In deciding whether to approve formation of a Section, the Board of Directors shall consider the reason for forming the Section, the potential membership of the Section, the potential for adequate leadership of the Section, and other factors which will affect the viability of the Section.

Section boundaries may be changed by:
(1) Submission to the Section Councils of both affected Sections of a petition signed by two-thirds of the Chapter members whose addresses of record are within the geographic area to change Sections;
(2) An affirmative vote by a simple majority of those members of the receiving Section casting votes in a mail ballot; and
(3) Submission of notification of the above actions to the Chapter Board of Directors.

Sections may be abolished by:
(1) Submission to the Chapter Board of Directors of a petition signed by two-thirds of the Chapter members whose addresses of record are within the geographic area of the proposed Section; and
(2) Assignment by the Chapter Board of Directors of the area to another Section, following consultation with the Sections.

14.3 Sections: Bylaws. Sections shall adopt Bylaws to govern Section affairs. Section Bylaws shall not conflict with these Bylaws or the Articles of Incorporation and Bylaws of APA. Copies of Section Bylaws or Bylaw amendments shall be sent to each member of the Chapter Board of Directors and filed with the Executive Director promptly upon their adoption.

14.4 Sections: Organization. Each Section shall be governed by a Section Council. Each Section Council shall have at least five members, including at least two Professional Planners and at least two Planning Officials. Each Section Council shall have at least two officers, a Section Chair and a Secretary-Treasurer. Section Council members and officers shall be elected by the members of their respective Sections. The terms of office of Section Council members and officers shall be two years and shall begin on June 1 of each odd-numbered year in odd-numbered Sections and on June 1 of each even-numbered year in even-numbered Sections.

14.5 Sections: Representation on Chapter Board of Directors. Each Section Council shall select, from among its members, the Section's representatives on the Chapter Board of Directors. These shall include a Professional Planner Representative, a Professional Planner Alternate, a Planning Official Representative, and a Planning Official Alternate. The Section representatives shall be selected for two-year terms on the Chapter Board of Directors, with those from odd-numbered Sections beginning on January 1 of each even-numbered year and those from even-numbered Sections beginning on January 1 of each odd-numbered year.

14.6 Sections: Budget. Each Section shall adopt an annual budget. The annual Chapter budget shall provide an allocation to each Section to cover costs of basic operations not provided by the Chapter; Section dues, in an amount approved by (1) a mail ballot of Section membership and (2) the Chapter Board of Directors, may be established to supplement the Chapter allocation.

14.7 Sections: Staff Assistance. Sections may receive assistance from the Chapter staff in carrying out their programs.
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15.0 DIVISIONS

15.1 Divisions: Statement of Purpose. Divisions of the Chapter provide Pennsylvania Chapter of APA members with an opportunity to join with others who have common interests in specialized and technical aspects of planning. Following are purposes to be served by Pennsylvania Chapter of APA Divisions:
(1) Provide leadership and training;
(2) Provide a forum(s) for the exchange of information and technical expertise;
(3) Develop policy, take positions on various issues, and advocate their adoption by the Pennsylvania Chapter of APA Board and others;
(4) Educate the public and private sector as well as the general public about the services rendered by the members;
(5) Develop and sustain a good working relationship with other organizations;
(6) Participate in the Pennsylvania Chapter of APA Annual Conference and/or conduct such other conferences or workshops as deemed appropriate.

15.2 Divisions: Creation. The Board of Directors of Pennsylvania Chapter of APA may create and dissolve such divisions of Pennsylvania Chapter of APA as it deems appropriate. In creation of such divisions, the Pennsylvania Chapter of APA Board of Directors may consider requests by members of Pennsylvania Chapter of APA and/or recommendations of outside organizations and agencies.

15.3 Divisions: Bylaws. Pennsylvania Chapter of APA divisions may adopt bylaws to govern their affairs. Division bylaws shall not conflict with the Bylaws of the Pennsylvania Chapter of APA, a Chapter of the American Planning Association. Copies of the Division Bylaws shall be sent to each member of the Pennsylvania Chapter of APA Chapter Board of Directors and the Chapter Executive Director promptly upon adoption.

15.4 Divisions: Leadership. Each division of Pennsylvania Chapter of APA shall elect a Chair and Secretary/Treasurer to lead the division and keep appropriate records and accounts.

15.5 Divisions: Membership. Pennsylvania Chapter of APA divisions may adopt such membership requirements within their bylaws as may be appropriate to further the interests of the divisions. In addition, other members of Pennsylvania Chapter of APA shall be eligible for membership of the division as an associate member.

15.6 Divisions: Budget and Dues. Each division of Pennsylvania Chapter of APA shall adopt an annual budget subject to the review and approval of the Board of Directors and may adopt such dues as necessary for operation of the division.

15.7 Divisions: Staff and Financial Assistance from Pennsylvania Chapter of APA. Each division may receive staff and/or financial assistance from Pennsylvania Chapter of APA as may be deemed appropriate by the Board of Directors of the Pennsylvania Chapter of APA.

15.8 Divisions: Relationship to Pennsylvania Chapter of APA Board of Directors and Executive Committee. Each division of Pennsylvania Chapter of APA may appoint a nonvoting representative to the Pennsylvania Chapter of APA Board of Directors and the Pennsylvania Chapter of APA Executive Committee.
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16.0 AMENDMENTS

Bylaws amendments may be proposed by the Board of Directors or by a petition signed by five percent of the voting Chapter membership. Furthermore, the Executive Committee shall appoint a Bylaws Review Committee two years after the establishment of the Chapter and again five years after the establishment of the Chapter; each of these Committees shall review the bylaws in light of the initial operations of the Chapter and submit recommended amendments to the membership for a mail ballot.

The membership may amend these Bylaws by a majority vote, if by mail ballot. Bylaws amendments may also be effected by a two-thirds vote at annual or special meetings of the membership, provided that the amendments were published in a publication of the Chapter membership at least one month prior to the meeting and that a quorum is present at the time of the vote.
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Revised 12/20/07