Constitution

Constitution Preamble

We, Licensed Private Investigators of the State of North Carolina, do hereby associate and organize for the following purpose:

To support and defend the Constitutions of the United States and the State of North Carolina; to promote and foster the enforcement of law and order; to improve the individual proficiency of our members in the performance of their duties; to promote and encourage social, charitable, and educational activities and opportunities among Private Investigators; to advocate and strive for uniform application of the rules and regulations of the Private Protective Services Board; to apply to the Private Protective Services Board for changes and improvements in the regulation of Private Investigators; to create a tradition of Esprit de Corps insuring fidelity to duty under all conditions and circumstances; to promote and maintain the highest ethical practices and standards in the profession of Private Investigator; to perpetuate a spirit of cooperation among its members, and with all those engaged in law enforcement; and to further establish a mutual feeling of trust, goodwill, honesty, and friendship among agencies throughout the State of North Carolina and the United States.

This Organization is incorporated under the laws of the State of North Carolina and shall be known as the NORTH CAROLINA ASSOCIATION OF PRIVATE INVESTIGATORS, INC.

Location, Seal, Emblem

Section 1.

The location and mailing address of the registered office of the ASSOCIATION shall be the address of the current Secretary and said address may be changed at the discretion of the Board of Directors.

Section 2.

The Corporate Seal shall be maintained by the Secretary and shall be used only for official documents, correspondence, etc., which in the opinion of the President and/or Board of Directors may require the Corporate Seal to meet legal requirements in the best interest of the ASSOCIATION.

Section 3.

The Emblem of the ASSOCIATION shall be used on all official documents of the ASSOCIATION, as determined by the Board of Directors. The Emblem may not be used by any member in any form of advertising, promotion, or identification without first inserting the proper words "CHARTER MEMBER", "ASSOCIATE MEMBER", or "MEMBER" on the emblem inside the inner most circle, above the NC / VA state line. The emblem shown below has been adopted as the official Emblem of the ASSOCIATION and may be reproduced only in colors or color combinations approved by the Board of Directors.

Section 1.

Any individual licensed by the state of North Carolina to perform the duties of a Private Investigator, Private Investigator Associate, or Private Detective shall be eligible for membership. Any individual licensed by a state or territory of the United States of America, other than the state of North Carolina, to perform the duties of Private Investigator, Private Investigator Associate, or Private Detective shall be eligible for Affiliate membership. All memberships shall be individual memberships. No person shall be denied membership on account of race, creed, sex, age, or national origin. Membership will be denied to any person who individually, or as a member of any organization that advocates the overthrow of the United States or any political subdivision either by force or unlawful means.

Section 2.

There shall be three classes of membership in this ASSOCIATION, namely: PRINCIPAL, AFFILIATE, BUSINESS ASSOCIATE, and Law Enforcement Associate.

ACTIVE MEMBERS shall be individuals currently licensed by a state or territory of the United States of America to perform the duties of a Private Investigator, Private Investigator Associate, or Private Detective.

PRINCIPAL MEMBERS shall be individuals currently licensed by the state of North Carolina to perform the duties of a Private Investigator, Private Investigator Associate, or Private Detective. PRINCIPAL MEMBERS are entitled to full rights (to include, but are not limited to, voting and running for office) at all association meetings, except Board of Director meetings, unless a member of the duly elected Board.

AFFILIATE MEMBERS shall be individuals licensed by a state or territory of the United States of America, other than the state of North Carolina, to perform the duties of a Private Investigator, Private Investigator Associate, or Private Detective. AFFILIATE MEMBERS shall not vote or hold office in the ASSOCIATION.

BUSINESS ASSOCIATE MEMBERS shall be any corporate sponsors and/or businesses that support professional investigators, as well as, the goals and ethics of the ASSOCIATION. BUSINESS ASSOCIATE MEMBERS shall not vote or hold office in the ASSOCIATION.

LAW ENFORCEMENT ASSOCIATE MEMBERS shall be individuals who are law enforcement officers currently sworn or retired from service to serve, protect and uphold the laws of their jurisdiction in any county, municipality, state, province within the United States of America or any subdivision thereof; and the Constitution and laws of the United States of America .Law Enforcement Associate Members shall not vote or hold office in the ASSOCIATION.

Only PRINCIPAL MEMBERS of the Association may vote and/or hold office in this ASSOCIATION.

Section 3.

Any Licensed Private Investigator in the State of North Carolina who joins this ASSOCIATION by submitting a proper membership application and paying his/her dues prior to July 18, 1987, shall be deemed a CHARTER MEMBER. All membership applications received after July 18, 1987, will follow the regular procedures set forth herein and they shall become members after approval by the Board of Directors with all rights, privileges, and responsibilities, including the right to hold office and the right to vote for officers.

Section 4.

Upon approval by the Board of Directors, all membership applications shall be submitted to the Secretary for permanent filing with a copy to the Chairman of the Membership Committee, and the membership dues shall be submitted to the Treasurer for safekeeping. The Board of Directors shall approve the format of the membership application, and make changes as necessary, and it shall contain the following minimum information:

• A. Full Name and Date of Birth of Applicant
• B. Full Company/Agency Name
• C. Complete Company/Agency Mailing Address and Telephone Number
• D. State Private Investigator License Number
• E. Agreement to Abide by the Code of Ethics, and the Constitution and By-Laws of this ASSOCIATION.
• F. Copy of appropriate Private Investigator, Private Investigator Associates or Private Detective license.
• G. The NC PPSB online license database may be used to verify North Carolina license status when needed in the place of a copy of a license for membership.

Section 5.

All membership applications shall be voted on at the next regularly scheduled meeting of the Board of Directors after its receipt, unless the Board of Directors, at its discretion, shall approve them via telephone conference call or, if all Board Members have access to an internet email account, by the Secretary emailing each Board Member the name of the applicant(s) and each Board member replying with his/her approval/denial for each applicant on the list. The results of any special membership meeting shall be stated at the next regularly scheduled meeting of the Board of Directors and entered into the minutes.

Section 6.

The Board of Directors will establish annual dues, and dues may be changed at anytime throughout the year. Any proposed changes to the annual dues must be brought before the membership in the form of a motion during a regularly scheduled ASSOCIATION meeting from a member of the Board of Directors and approved by a majority vote of all eligible ASSOCIATION members present.

Section 7.

The fiscal year of this Association is set on the calendar year, January 1st through December 31st. Annual dues are due and payable at or before the Association's Annual Meeting. New members who join between January 1st and October 31st will pay the full membership dues. Any new member joining after October 31st will still pay the full membership dues, but their membership will be valid until December of the following year. All new and renewal members will receive an NCAPI Private Investigator's Certificate after being voted on and approved by the Board of Directors. Members will receive a new certificate before the 1st scheduled meeting after the Annual Meeting. Invoices will not be mailed to members.Invoices or reminders will be e-mailed to all members unless the member does not have a valid e-mail address. All members whose checks are returned for insufficient funds (NSF) will be assessed a $25.00 fee, payable by money order or other certified funds. Dues not paid within 30 days of notification will be considered delinquent and the member will be dropped from the rolls. Once dropped a former member may only be reinstated by payment of the delinquent dues and re-approved by the Board of Directors.

Section 8.

An applicant may be denied membership if he/she has violated or is in violation of the Association's Code of Ethics; has been found guilty by the North Carolina Private Protective Services Board for violating rules set forth in Chapter 74C;or has been found guilty by a court of law in any U.S. Jurisdiction for any offense other than minor traffic offenses within the past ten years. Any membership application denied by the Membership Committee shall be set for a hearing at the next scheduled meeting of the Board of Directors, and the applicant notified. If the applicant does not appear before the Board at the scheduled meeting the application shall be voided and the application fee returned. Appearance by the applicant may be in person, in writing, or by a representative.

Section 9.

The Board of Directors shall be authorized to waive the annual membership renewal fee for any member in good standing that shall become deployed to foreign soil as a member of the United States Armed Forces while such deployment is in defense of our nation. The Board of Directors by majority vote shall be allowed to waive the annual renewal membership of any member in good standing who may suffer from a extraordinary circumstance or life threatening medical condition should the Board upon examination of the facts, find such a wavier to be in the best interest of the Member, the ASSOCIATION, and the industry as a whole.

Officers and Directors

Section 1.

This ASSOCIATION shall be governed by a Board of Directors, consisting of the following eight (8) Officers:

• President
• Immediate Past President
• Four (4) Vice Presidents
• Secretary
• Treasurer

The President shall appoint one of the Vice Presidents as the ADMINISTRATIVE VICE PRESIDENT and he/she shall be designated ADMINISTRATIVE VICE PRESIDENT. The Board of Directors shall be completely responsible and accountable for running the day to day affairs of this ASSOCIATION between Annual Meetings. All officers of the ASSOCIATION shall serve without pay.

Section 2.

The PRESIDENT shall be the Chief Executive Officer and as such shall direct the activities of this ASSOCIATION, with the advice and consent of the Board of Directors, between Annual Meetings. He/She shall preside over all meetings of the Board of Directors and the Annual Meeting. He/She shall call any special meetings he/she deems appropriate or necessary.

Section 3.

The ADMINISTRATIVE VICE PRESIDENT shall act for the President in the absence of the President or when requested by the President; or by the Board of Directors in the event the office of President is vacant for any reason. He/She shall have the power to call special meetings of the Board of Directors between regular quarterly meetings, upon application of three (3) other members of the Board of Directors and advance notification to every Board Member.

Section 4.

Each of the four (4) VICE PRESIDENTS shall be appointed by the President as Chairmen of the Standing Committees and they shall have the responsibility to recruit the number of Committee Members necessary to do the job/function assigned. Committee Members must be approved by the Board of Directors.

Section 5.

The SECRETARY shall keep the official records of this ASSOCIATION with the respect to everything except finances. The SECRETARY shall promptly prepare minutes of all meetings of the Board of Directors and this ASSOCIATION, receive and reply to correspondence, and maintain the permanent files of this ASSOCIATION. The SECRETARY shall act as the Registered Agent for the ASSOCIATION.

Section 6.

The TREASURER shall keep all financial records of this ASSOCIATION and report to the Board of Directors at least quarterly and the membership at least annually on the financial condition of the ASSOCIATION. The TREASURER shall file all non profit Internal Revenue filings as required by the Internal Revenue Service each year.

Section 7.

The IMMEDIATE PAST PRESIDENT is to mean the individual who preceded the current PRESIDENT. If a PRESIDENT is elected to a second term, the current IMMEDIATE PAST PRESIDENT remains the IMMEDIATE PAST PRESIDENT for a second term. The IMMEDIATE PAST PRESIDENT will serve as a member of the Board of Directors.

Section 8.

The Board of Directors must have a minimum of at least four (4) officers present to conduct business or take any action.

Section 9.

All members of the Board of Directors shall serve one year terms and be elected at the Fall conference in November of each year. The President may not serve more than two consecutive terms in office.

Section 10.

The Board of Directors shall meet as often as necessary, but not less than once each calendar quarter. These four (4) meetings shall be regularly scheduled, open to the membership, and the membership shall be notified of the time and place of each regular meeting. One of these four (4) meetings may be held in conjunction with the Annual Meeting.

Annual Meeting and Board of Directors Meetings

Section 1.

This ASSOCIATION shall hold an Annual Meeting each year in the month of January.

Section 2.

The site of the Annual Meeting shall be decided by the Board of Directors at least ninety (90) days prior to the meeting, and the membership shall be notified at least thirty (30) days in advance of the Meeting.

Section 3.

Four (4) members of the Board of Directors shall constitute a quorum. Twenty members present shall constitute a quorum at the Annual Meeting.

Section 4.

Notice for the Annual Meeting must be given at least thirty (30) days prior to the meeting to each member of the ASSOCIATION. This may be by a copy of the minutes, newsletter, or other format giving the details such as the date, time, and place. Notice for the Board of Directors' regularly scheduled meetings shall be given at least thirty (30) days prior to the meeting by to each member of the ASSOCIATION.

Section 5.

Any Officer or Committee member who shall be absent from three (3) consecutive duly called meetings wherein proper notice was given, shall be deemed to have vacated his/her office of position.

Disciplinary Action

Section 1.

Conviction in a court of law in any U. S. Jurisdiction for any felony crime may be grounds for expulsion from membership in this ASSOCIATION, subject to confirmation by vote of the Board of Directors

Section 2.

Activities of the nature not consistent with the stated goals and By- Laws of this ASSOCIATION may be subject to review by the Ethics Committee and upon confirmation vote by the Board of Directors may result in expulsion of a member.

Section 3.

Revocation of license by the Private Protective Services Board shall be grounds for expulsion from membership. Suspension of license may be grounds for expulsion from membership; both following confirmation by the Board of Directors.

Appointments

Section 1.

Immediately following the adjournment of the Annual Meeting, the President shall call a meeting of the Board of Directors for the purpose of appointing committee chairmen, filling appointed positions, organizing for the next meeting of the of the Board of Directors, and any other business which might properly be conducted.

Section 2.

Each of the standing committees shall have as its Chairman, one of the four (4) Vice Presidents who will be appointed by the President. Each Chairman shall then appoint the members of his committee, with the advice and consent of the Board of Directors.

Section 3.

The President shall then make any additional appointments he/she deems necessary to carry on the business of the ASSOCIATION. Such appointments shall be made public immediately following the meeting and published to the membership within a reasonable period of time.

Amendments

Section 1.

Any Principal Member in good standing may propose an amendment to this Constitution and the Bylaws of the North Carolina Association of Private Investigators. Any Affiliate, Associate, or other class of Non-Principal Member in good standing who wishes to propose an amendment to this Constitution and the Bylaws of the North Carolina Association of Private Investigators shall have the Proposed amendment sponsored by at least one (1) Principal Member who may submit the proposed amendment to the Chair of the Ethics and Bylaws Committee for consideration by the committee.

Section 2.

Any proposed amendment shall be presented to the Constitution and By-Laws Committee and they shall have at least fifteen (15) days to review the proposal as to form, format, and content. The Committee shall make its recommendations to the Board of Directors at its next scheduled meeting of the Board of Directors. The membership will be notified at least thirty (30) days prior to voting on any proposed amendments. Notification can be made via U.S. mail, fax, email, telephone, or by posting the proposed changes on the ASSOCIATIONS website. Amendments to the Constitution and Bylaws may only be put forth to the membership for a vote at the annual conference in November of each year.

Section 3.

An amendment to this Constitution shall be considered officially adopted after it receives a two-thirds (2/3) majority vote of the members present and eligible to vote at the time of the vote.