ARTICLE I
Name
The name of the organization shall be: COLORADO CONGRESS OF FOREIGN LANGUAGE TEACHERS, INC.

ARTICLE II
Affiliation
The Colorado Congress of Foreign Language Teachers is a constituent of the American Council on the Teaching of Foreign Languages (ACTFL) and an affiliate of the Southwest Conference on Language Teaching (SWCOLT) and the Central States Conference on the Teaching of Foreign Languages (CSC).

ARTICLE III
Purpose
The purpose of this organization shall be for the advancement of the study and teaching of foreign languages in the schools, colleges and universities of the State of Colorado. In furthering the achievement of such purpose, this organization shall:

1) Promote the highest standards of excellence through annual conferences bringing a forum for teachers on the most current issues in the teaching of foreign languages.

2) Provide the membership with the knowledge, skills, and understanding to promote the highest standards for competency among foreign language learners in the elementary, secondary, and post-secondary schools.

3) Foster a means of inspiring broad cross-cultural understanding among students enrolled in the foreign languages.

4) Join with affiliate organizations at state, regional and national levels in promoting foreign language study.

ARTICLE IV
Membership
There shall be six categories of membership:

1) Regular Membership will be open to all persons associated with the teaching of foreign languages at all levels of instruction and to friends of foreign languages.

2) First-year Teacher Membership will be open to all persons in their first year of foreign language teaching at any level of instruction.

3) Student Membership will be open to graduate and undergraduate students in the foreign languages.

4) Joint Membership will be open to two or more persons residing in the same household who are associated with the teaching of foreign languages.

5) Retired Membership will be open to persons having retired from the teaching of foreign languages.

6) Patron Membership will be open to persons associated with the teaching of foreign languages and to friends of foreign languages who offer sustaining support for the organization.

ARTICLE V
Dues
Section 1 -- The schedule of dues for the categories of membership shown in Article IV shall be:

1) Professional Membership $ 40.00 per year

2) First-year Teacher Membership $ 30.00 per year

3) Student Membership $ 20.00 per year

4) Retired Membership $ 30.00 per year

Section 2 -- The period of annual membership shall be for twelve months from enrollment date.

ARTICLE VI
Officers
Section 1
Officers
The elected officers of CCFLT shall be a President, a President-Elect and a Past President. An Executive Secretary shall be appointed by the President in consultation with the Board of Directors. The Executive Secretary shall serve in an ex-officio capacity.

Section 2
Duties of the Officers
President
The President will convene and preside at all CCFLT meetings and at all meetings of the Board of Directors. The President shall be the executive officer of the corporation during the term of office. The President shall appoint such committees as deemed necessary or as instructed by the membership.

President-elect
The President-elect shall perform the functions of the President in the event that the President is unable to do so and shall otherwise carry out such duties as assigned by the President.

Past President
The Past President shall remain on the Executive Board following the term as president and shall carry out such duties as assigned by the president.

Executive Secretary
The Executive Secretary shall keep the minutes of the general membership meetings and the minutes of the Board of Directors' meetings and shall be the registered agent of the corporation during the term of office. The Executive Secretary shall keep an up-to-date database of members and potential members, maintain financial records, establish a budget, and see to the collection of dues and disbursement of funds at the direction of the President. In addition, the Executive Secretary shall see to the annual filing of federal form 990 and biannual filing of the corporate report with the State of Colorado.

Section 3
Term of Office
The term of office for the President, President-elect and Past President shall be one year.

ARTICLE VII
Board of Directors
Section 1
Composition
The Board of Directors shall be composed of the following members to be elected by the general membership for a two-year term of office. There will be a distribution of membership on the Board as follows:

Eight members of the Board will represent and be elected from the elementary and secondary school membership.

Two members of the Board will represent and be elected from the college and university membership.

Two members of the Board will represent and be elected from the membership at large.

The CCFLT Web site and the CCFLT Newsletter shall be appointed by the President and shall serve as non-voting members of the Board.

In the event that a Board member is unable to fulfill a term, the President, with the approval of the Board, shall appoint an individual from the membership to complete the term.

In the event that one of the officers is unable to fulfill a term, the remaining officers, with the approval of the board, shall appoint an individual from the membership to complete the term. The general membership will vote to ratify this appointment at the next business meeting.

Section 2 --
Responsibility
The Board of Directors shall be the policymaking body of the Colorado Congress of Foreign Language Teachers, Inc.

Section 3
Meetings
The Board of Directors and officers shall meet at least twice in each calendar year or as deemed necessary by the President and the Board. Other special meetings of the Board of Directors may be called by the President. All meetings will be conducted according to Robert's Rules of Order.

ARTICLE VIII
Official Publications
The official publications of the Colorado Congress of Foreign Language Teachers, Inc., shall be the CCFLT Web site and the CCFLT Newsletter. The Newsletter shall be published four times a year.

ARTICLE IX
Elections
Section 1
The Board of Directors shall be responsible for initiating and administering the annual elections. The Board of Directors shall appoint a nominating committee consisting of at least three persons who shall solicit and receive nominations of persons eligible to succeed outgoing officers and directors.

Section 2
Members in good standing as defined in Article IV shall be eligible for nomination for election as officers or members of the Board of Directors. Members may be nominated for only one position. The nominating committee shall present the slate of candidates at the annual spring conference.

Section 3
Members in good standing as defined in Article IV shall have the privilege of voting. Candidates presented at the annual spring conference shall be elected by secret ballot at the spring conference or by mail and shall take office effective July.

Candidates shall be duly elected on the basis of a simple majority of the voting membership.

ARTICLE X
Meeting of Members
Section 1
There shall be a business meeting of the general membership in the fall and or spring of each year, as needed. All meetings will be conducted according to Robert's Rules of Order.

Section 2
Special meetings of the membership may be called by the President at any time.

Section 3
The date, place and time scheduled for any meeting of the members shall be published in a general mailing to the membership not less than thirty (30) nor more than forty (40) days before the date of such meeting.

ARTICLE XI
Contracts, Checks, Deposits, and Funds
Section 1
Contracts
The Board of Directors may authorize any officer or officers or agent or agents of the corporation to enter into any contract or to execute and deliver any instrument in the name of and on behalf of the corporation. Such authority may be general or confined to specific instances.

Section 2
Checks and Drafts
All checks, drafts, and other orders for payment of money, notes, or other evidence of indebtedness issued in the name of the corporation shall be signed by an officer or officers, agent or agents of the corporation and in such manner as shall from time to time be determined by resolution of the Board of Directors. Unless otherwise directed, financial and other business endeavors shall be signed by the Executive Secretary.

Section 3
Deposits
All funds of the corporation shall be deposited in timely manner to the credit of the corporation in such banks, trust companies, or other depositories as the Board of Directors may select.

Section 4
Gifts
The Board of Directors may accept on behalf of the corporation any contribution, gift, bequest, or device for the general purposes or for any specific purpose, such as scholarships, of the corporation.

ARTICLE XII
Fiscal Year
The fiscal year of this corporation shall begin on the first day of July and end on the last day of June each year.

ARTICLE XIII
Seal
The Board of Directors shall provide a corporate seal which shall be in the form of a circle and shall have inscribed thereon the name of the corporation.

ARTICLE XIV
Amendments to the By-Laws
These By-Laws may be altered, amended, or repealed, and new By-Laws may be adopted. This action may be taken at any regular meeting or at any special meeting or by mail ballot provided that at least thirty (30) days' written notice be given to the membership of the intention to alter, amend, repeal, or adopt new By-Laws at such meeting. These By-Laws may be altered, amended, or repealed by two-thirds (2/3) of the membership present at any regular or special meeting or by two-thirds (2/3) of those responding to a mail ballot.