Our Bylaws

CONSTITUTION AND BY-LAWS OF THE TIDEWATER PEST CONTROL ASSOCIATION INC.

ARTICLE 1 – NAME

The name of the organization shall be Tidewater Pest Control Association, Inc. (June 1991); hereinafter referred to as the Association. The Association is a non-for profit corporation, Federal Tax ID #04-3742237 in the State of Virginia.

ARTICLE II – PARLIAMENTARY AUTHORITY

The rules in the current edition of Robert’s Rules of Order – Newly Revised – 10th Edition shall govern the Association in all cases to which they are applicable and in which they are not inconsistent with these bylaws and any special rules of order the Association may adopt.

ARTICLE III – PURPOSE AND MISSION STATEMENT

    • To promote the standards, ethics, and welfare of the pest control industry.
    • To foster research and dissemination of knowledge among the Association members.
    • To help educate the public to the role of the Pest Management Professional (PMP) with regard to homes and businesses.
    • To cooperate with governmental and educational agencies for the good of the community and the industry, and with other trade associations in the same or related fields whose objectives are in accord.

ARTICLE IV – MEMBERSHIP AND DUES

The membership of a firm shall be contingent on:

  1. The possession of a current Commonwealth of Virginia Pesticide Business License and Commonwealth of Virginia Department of Agriculture and Consumer Services Certified Applicators License, and
  2. Annual dues are current.
    • There shall be four (4) types of membership (herein after referred to Business Entity) in the Association: Limited, Active, Allied and Honorary
      • Limited Membership – Any business entity whether individual, partnership or corporation rendering pest control service in the Hampton Roads area with a minimum of at least 2 years practical or related pest control experience, state certification number and a State Pesticide Business License, shall be eligible for limited membership. Limited members will be entitled to all the privileges of the Association with the exception of holding an office of the Association until having attended five (5) sanctioned events within the last calendar year. The calendar year shall be defined as July 1st through June 30th each year at which time Active Membership status is obtained.
      • Active Membership – Any Limited member whose business record is consistent with the purpose and the Code of Ethics contained herein, and having attended five (5) sanctioned events within the last calendar year. The calendar year shall be defined as July 1st through June 30th each year, shall be considered an active member and shall be entitled to hold office and vote on the affairs of the Association. Only the senior or designated representative of the active member shall be entitled to one vote per entity (Company or Corporation) unless neither is in attendance at the time of the vote and no proxy or mail-in ballot has been received by that member to the secretary on the said issue.
      • Allied Membership – Any person, firm or corporation which manufactures or supplies products, equipment and/or other materials of service to the pest control industry; including but not limited to: students, universities, attorneys, and consultants shall be eligible for Allied Membership upon approval of the board of directors. Allied Members shall not have voting powers nor hold elective office.
      • Honorary Lifetime Membership – Any person who has rendered such service to the pest control industry which entitles him/her to special recognition may have Honorary Membership conferred upon him/her by a vote of members present at the annual meeting. Not more than two Honorary Memberships shall be elected in any one year. An honorary member shall have none of the obligations of membership in the Association but shall be entitled to all of the privileges except those of making motions, of voting and of holding office.
    • Dues and Assessments
      • The established dues for Limited, Active, and Allied members shall be payable in conjunction National Pest Management and Virginia Pest Management dues and guidelines by July of each year.
      • Any change in dues for Tidewater Pest Control Association must be submitted and approved by the Board of Directors, then passed by a majority vote of eligible voting members, having been given written or website posted notice 30 days prior to next regular meeting.
      • No dues will be refunded to any member whose membership terminates for any reason.
    • Membership Not Transferrable Membership in the Association shall immediately cease if the relationship between the business entity and the principal(s) shall be severed.

ARTICLE V – THE GOVERNING AUTHORITY

  • Identification of Boards & Membership
    • Executive Board Consists of: President, Vice President, Treasurer, Secretary, Three Directors and Immediate Past President or 4th Director (See Article V section A subsection f for explanation)
    • Board of Directors Consists of: Entire Executive Committee and all Standing Committee Chairpersons
    • Voting Membership All members who have attended five (5) sanctioned events within the last calendar year. The calendar year shall be defined as July 1st through June 30th each year. General Membership
    • General Membership Consists of:  All paid members of the Association
  • The governing authority of the Association will be the Executive Board consisting of the following officers: a. President b. Vice President c. Treasurer d. Secretary e. Three (3) Directors f. Immediate Past President
    • 1) In the event the President is re-elected to a second term a forth Director may be elected to fill the vacancy created by the absence of an Immediate Past President.

B) OFFICERS & DUTIES

It should be the strategic goal of the Executive Board & Board of Directors to recruit active membership and encourage participation in the Association, to increase the number of potential candidates for open officer positions. Each Officer and Director of the Association shall have one vote at any Executive Board meeeting. Any vacancy in the board may be filled by Presidential appointment and a two thirds (2/3) Executive Board approval and shall continue in the office until their successors are duly elected. The Association reserves the right to terminate the tenure office of any/or all Executive Board or Board of Directors who are not functioning in accordance with the most ethical practices of their office. A majority vote of eligible voting membership present at any General Membership meeting is required for removal of any Executive Board member. In the event an elected officer should change employment and remain in the pest control industry, to be eligible to fulfill his/her term of office the new company must be an Active member of the Association. The officer may remain in office provided written notice of the company change is given to the Executive Board. The Executive Board will present the change at the next General Membership meeting.

  • The President – shall:
    • Preside over all General Membership, Board of Directors and Executive Board meeting(s)
    • Perform the usual duties of his/her office
    • Activate such committees as may be necessary for the proper conduct of the Association business.
    • Serve as an ex-officio member of all committees
    • Cosign all disbursement checks with the Treasurer.
    • Vote on issues brought before the Board only as needed to break a tie vote.
    • Determine monthly Executive Board, Board of Directors and General Membership meeting dates and times.
    • Should attend all Board Meetings.
    • Should attend all sanctioned events
    • Act as Liason between the Association and the Virginia Pest Management Association a. Attend VPMA meetings and report pertinent information to the Association at the next Executive Board and General Membership meetings.
    • Serve for no more than three (3) consecutive one (1) year terms
  • Vice-President – shall:
    • Perform the duties of the President in the absence of the President.
    • Oversee the activities of the Membership Committee and the Audit Committee and promote membership at all events.
    • Receive all new membership inquiries to give to Membership Committee Chairperson
    • Should attend all Board Meetings.
    • Should attend all sanctioned events
    • Serve for no more than three (3) consecutive one (1) year terms
    • Perform other duties as may from time to time be assigned.
  • Treasurer – shall:
    • Receive and disburse funds of the Association
    • Co-sign all disbursement checks with the President.
    • Should attend all sanctioned events
    • Should attend all Board Meetings
    • Oversee the activities of the Ways & Means Committees
    • Keep a complete roll of the members
    • Have the authority to endorse for deposit all checks and drafts payable to the Association in a bank approved by the Executive Board.
    • Provide a detailed Treasurer’s Report at each General Membership Meeting
    • Keep regular books of accounts which shall be open to inspection by any member of the Association.
    • Report at the request of the Executive Board monies on hand, receipts, disbursements, monies due, outstanding obligations and resources of the Association.
    • Furnish at the expense of the Association such bond as may be prescribed by the Board of Directors.
    • Be present at Audit Committee meetings to answer questions pertaining to financial records
    • Perform all other duties as may from time to time be assigned to him/her.
  • Secretary – shall:
    • Conduct all correspondence
    • Keep the minutes of all meetings and all other records entrusted to him/her.
    • c. Provide minutes from the previous month’s meeting at each General Membership meeting
    • Report at the request of the Executive Board minutes of all meetings and resources of the Association.
    • Oversee the activities of the Website Committee
    • Should attend all sanctioned events
    • g. Should attend all Board Meetings
    • Perform such other duties as may from time to time be assigned to him/her.
  • Directors – shall:
    • Act in an advisory capacity to the President, Vice President, Treasurer and Secretary
    • Along with the other officers be responsible for the proper conduct of the Association’s business
    • Each Director shall choose 1of the following committees: Real Estate, Programs, and Nominating and oversee the activities of that committee.
    • Should attend all sanctioned events
    • Should attend all Board Meetings
  • Immediate Past President – shall:
    • Have a seat on the Executive Board as a Director providing he/she remains a representative of an active member.
    • Oversee the activities of the Public Relations Committee

ARTICLE VI – Restrictions — Reimbursements

  • Restrictions – Appropriations or expenditures of Association funds in excess of $500 for a specific event, provided both the Treasurer and President are made aware, shall be approved by the Executive Board. No officer, director, or committee member shall contract any obligation, incur any debt on behalf of the Association or in any way render the Association liable, unless authorized by a majority vote of the Executive Board, Board of Directors, voting membership or as the bylaws prescribe.
  • Reimbursements – The board, certain committees or individuals can be reimbursed for expenses when on official business of the Association. Terms and conditions of such reimbursements are:
    • Fuel to and from an out of area (i.e. NoVA, or Richmond) event requiring a TPCA representative. Not to exceed $100 without Executive Board approval.
    • Meals for attending an out of area VPMA event that requires a TPCA representative. Not to exceed $100 without Executive Board approval. No reimbursement for alcoholic drinks.
    • The Secretary’s meals and registration fees to sanctioned events and meetings will be paid by TPCA.

ARTICLE VII – COMMITTEES & DUTIES

  • The President shall appoint members to the following Standing Committees to serve a term of one year, unless stated otherwise in the bylaws. Each committee shall elect a chairman, except as prescribed in these Bylaws:
    • Constitution and Bylaws — The Constitution and Bylaws Committee is responsible for all propositions to revise, alter, or amend the Constitution and Bylaws. The Committee shall examine and report to the Executive Board and the General Membership upon all such propositions. The committee shall also undertake a full evaluation and rewrite of the bylaws every five (5) years.
    • Membership Committee — The Membership Committee is responsible for encouraging current members to attend and to propose membership to nonmember companies or persons within the industry.
    • Better Business/Dispute Resolution Committee — It shall be the duty of the Better Business/Dispute Resolution Committee to hear, investigate, report and recommend to the VPMA Dispute Resolution Committee, within 15 days, any Dispute which may be handed down from VPMA or any member of the Association may have against the Association or any other member thereof. A complaint from any source must be rendered in writing. The Committee shall then make every effort to recommend or bring about the resolution of the complaint.
    • Public Relations Committee — It shall be the duty of the Public Relations Committee to issue press releases, with the approval of the Executive Board, designated to: stimulate public interest in the pest control industry, prepare advertising copy and other data which will aid the membership and result in an enlightened public acceptance of the industry, survey potential activities, and further goodwill with uses of pest control services.
    • Programs & Education Committee — It shall be the duty of the Program and Education Committee to recommend education programs which may be beneficial to the members in furthering professionalism in the pest control industry.
    • Legal and Legislative Committee — It shall be the duty of the Legal and Legislative Committee to investigate and advise the Executive Board of any potential new laws and/or legislation proposed that will affect the members of the Association
    • Real Estate Network Committee — It shall be the duty of the Real Estate Network Committee to stimulate and enhance communication in the interchange of knowledge and ideas for mutual benefit between the Real Estate Association(s) and the Association.
    • Nominating Committee — It shall be the duty of the Nominating Committee to take recommendations for the upcoming Executive Board vacancies. If the committee receives more than one person for any available position all candidates will be listed on the election ballot. The Nominating Committee will present a slate of officers and directors for election at the September General Membership meeting. The Nominating Committee chairperson shall oversee the actual election of incoming officers at the November General Membership meeting, at which time all voting members will elect the incoming Executive Board.
    • Audit Committee — The Audit Committee shall arrange for an in-house annual audit of financial records prior to turning over the books each year to the incoming Treasurer.
    • Ways & Means Committee — It shall be the duty of the Ways & Means committee to identify, bring to the Executive Board for approval and oversee all fund raising events. The committee shall further bring before the Executive Board potential fund raising events that will further the public awareness of the Association within the community.
    • Website Committee – It shall be the duty of the Website Committee to maintain accurate information on the Association website. At time for website renewal the committee will present to the Executive Board information pertaining to the maintenance and development of the Association website.
  • Committee Composition – The President shall appoint as many members to any committee as he/she or the Executive Board deem advisable, provided that no committee shall consist of less than three (3) members, exclusive of the President or any ex officio member(s).
  • Meetings and Quorums – Meetings of any committee may be called by the chairman of the committee or a majority of the committee members. A quorum will be identified as simple majority.

ARTICLE VIII – NOMINATION AND ELECTION

The Nominating Committee shall be formed in July each year to allow for deadlines as prescribed by Nominating Committee definition. See ARTICLE VII Subsection 9 for clarification. The Committee shall accept nominations for each office from August through the General Membership Meeting in September. The Committee’s chosen Slate of Officers, including all interested candidates for office, for the upcoming election will be presented at the October General Membership Meeting at which time additional nominations will be taken from the floor. The Slate of Officers will be voted and accepted at the October General and posted to the website within 2 days of the announcement (October) meeting. The Committee chairperson will conduct elections by ballot at the November General Membership Meeting. All members of the Nominating Committee present and the Director overseeing the Committee will count and tally all votes submitted. Committee Chairperson will announce election results at the November General Membership Meeting.

ARTICLE IX – MEETING OF THE ASSOCIATION

  • The General Membership meetings of the Association shall be held at a time and place determined by the President and the Executive Board. The November meeting each year will be designated as the last meeting of the fiscal year and as such will be the ELECTION’s meeting. The fiscal year shall be January 1st to December 31st .
  • A Simple Majority of members in good standing shall constitute a quorum at any meeting. In no event shall any vote be taken under this Constitution and Bylaws in the absence of a quorum

ARTICLE X — CODE OF ETHICS

The Association subscribes to the code of Ethics of the National Pest Management Association and the Virginia Pest Management Association and the Standards of Advertising and Selling to wit:

  • Relations of Member to Public: The Member in his advertisements or other solicitations of business shall not use tricky, fraudulent or misleading wording or methods.
  • Relations of Member to Client: The Member shall thoroughly analyze the requirements of his clients and shall conscientiously recommend the means best suited to the clients needs according to the Pest Control Industry Guidelines, Rules and Regulations.
  • Professional Services: The Member upon accepting a contract or service agreement shall render skilled, intelligent and conscientious service.
  • Relation or Member to Competitor: The member shall not publically criticize the business or private affairs of the competitor.
  • Relation of Member to Association: The member shall be loyal to the principles of his/her Association and active in its advancement.

ARTICLE XI – AMENDMENTS OF BYLAWS

  • These Bylaws may be revised, altered or amended at any General Membership meeting of the Association provided the following provisions have been met:
    • The Proposed changes have been submitted, in writing to the Bylaws Committee
    • The Bylaws Committee presents the proposed changes and their recommendation to the Executive Board
    • The Executive Board has approved the proposed changes to the Bylaws.
    • Written notice of the proposed action shall have been given to the members or posted to the website 30 days prior to voting to provide adequate time for questions from the General Membership.
  • A full Bylaws rewrite is done every five (5) years to ensure the bylaws have not become outdated.