AAPA Seaports of the Americas - 2016 Membership Directory - (Page 20)

» AAPA BYLAWS 1. NAME The name of this corporation is the American Association of Port Authorities. The corporation is hereinafter sometimes referred to as "the Association." 2. LOCATION The location of its principal office in the State of Delaware shall be at 900 Market Street, in the city of Wilmington, County of New Castle. 3. CORPORATE SEAL Honorary members shall be nominated by the Membership Committee and elected by resolution of the corporate members, provided, however, any past Chairman of the Board no longer associated with a corporate member shall automatically become an honorary member. If any honorary member becomes associated with a corporate member, his honorary membership shall be suspended for the duration of the association. Any sustaining or associate membership may be terminated at any time by resolution of the Board of Directors, the Executive Committee or of the corporate members. Any corporate or honorary membership may be terminated at any time by resolution of the corporate members adopted by a two-thirds vote. In the event a membership is so terminated, the member shall only be liable pro rata for current dues. Sustaining and associate members shall not describe, identify or represent themselves as being, or hold themselves out to be (or permit themselves to be described, identified, represented or held out to be), a member of the Association without the qualifying adjective "sustaining" or "associate" as the case may be. Corporate members shall be deemed to be not in good standing if their annual dues for the previous fiscal year have not been paid in full 14 days prior to the convening of the annual membership meeting. If such dues have not been paid at such time, the corporate member shall be suspended and shall not be entitled to any privileges of membership including participation in the annual membership meeting. Any corporate member so suspended shall be reinstated immediately upon payment of the aforementioned dues. Prior to suspension, special arrangements may be requested by a corporate member. Such arrangement shall be subject to the approval of the Board of Directors. Upon such approval, said corporate member will maintain full membership privileges for an additional period of time determined by the Board of Directors. 5. MEMBERSHIP Any member may resign at any time but shall be liable for dues to the end of the fiscal year during which the resignation takes effect. The corporate seal shall be circular in form and shall have inscribed thereon the name of the corporation, the year of its creation, and the word "Delaware." Whenever the seal of the corporation is required to be impressed, it shall be attested by the Secretary. 4. USE OF ASSOCIATION NAME There shall be five classes of membership as follows: (a) Corporate members, consisting of public and governmental departments, boards, commissions, agencies, authorities, organizations or bodies, whether incorporated or unincorporated, exercising either governmental or proprietary powers, jurisdiction or authority with respect to the planning, development or operation of one or more ports or harbors, or with respect to the construction, operation or maintenance of piers, wharves, terminals or other port or harbor facilities or improvements. Notwithstanding the foregoing, no public or governmental department, board, commission, agency, authority, organization or body shall be a member unless it or its governing body is composed of residents of the Western Hemisphere or nationals of a nation or dominion of the Western Hemisphere and unless its principal office is located in and it exercises its powers, jurisdiction or authority with respect to one or more ports or port or harbor facilities or improvements located in the Western Hemisphere. (b) Sustaining members, consisting of corporate entities, associations or individuals who are not eligible for membership as corporate members, associate members, or honorary members. (c) Associate members, consisting of individual academicians with an interest in shipping and port development, and individuals who are former employees of the Association or a corporate member and who were active in the affairs of the Association, provided that individual is either retired, self-employed, or employed by an entity not otherwise eligible for corporate or sustaining member status. (d) Honorary members, consisting of individuals who have contributed significantly to port and harbor development. (e) Introductory members, consisting of public port agencies otherwise eligible for corporate membership, that are not currently members of the Association and have not been corporate members for at least five years. Introductory members shall not count toward the apportionment of members of the Board of Directors for each region of the Association. Annual dues for such port agencies shall be one-third of the common base dues level for corporate members. Dues for ports in this category shall be the same for all delegations. For ports becoming members on a date other than the beginning of a fiscal year, its dues for the first year shall be prorated based on the new member formula set forth in Bylaw 7 and shall be eligible to continue in that category for the next full fiscal year. A port agency may remain in this category for a maximum time of two years. Availability of such membership shall be approved by the Board of Directors in its discretion when it determines that the best interests of the Association would be served by such approval. (f) For the purposes of these Bylaws, the term "Western Hemisphere" is hereby defined to mean and shall be construed as including North America, South America, Central America, the Caribbean, Hawaii and that area of the Pacific Ocean which in the judgment of the Board of Directors, or the Executive Committee if the power to act is delegated to it by the Board of Directors, is sufficiently related to the areas named hereinabove, by community of interest or otherwise, to justify the status of corporate membership. 7. ANNUAL DUES Membership dues shall be payable annually in legal tender of the United States, due on July 1 of each year, and shall be as follows: DUES FOR CORPORATE MEMBERS United States corporate members shall fund United States government relations activities with such expenses quantified and divided among those members based upon port gross receipts. The remainder of the budget of the Association, except that portion funded by the dues of sustaining and associate members, and non-dues revenues, shall be divided equally among all corporate members of the Association in order to provide a common base for dues assessments reflecting the services provided to all corporate members. For U.S. corporate members, in addition to the common base dues assessment, dues to fund the Association's U.S. government relations activities shall be assessed according to ability to pay as determined by the member's gross receipts. Gross Receipts reported by each member shall include all funds received by reason of the waterborne cargo tonnage passing in and out of the member's (geographic) jurisdiction, plus such funds as are appropriated or otherwise made available to the member by other agencies to defray expenses related to the member's waterborne cargo operations. Revenues derived by the member from operations such as, but not limited to, the operations of bridges, tunnels, airports, transit, convention centers and industrial parks shall not be included. Gross receipts shall be certified by each member's chief executive officer. On or about January 1 of each year, AAPA Headquarters staff shall gather the aforesaid gross receipts figures for the most recent year available for each U.S. corporate member. Using the receipts for each port, he shall determine the combined gross receipts for all ports. The dues portion to fund U.S. government relations activities to be paid by each U.S. port shall be determined by its gross receipts multiplied by a value arrived at by dividing the budgeted expenses to fund U.S. government relations activities by total gross receipts. However, no U.S. corporate member's dues shall be more than 5.5 percent nor less than 0.45 percent of the total dues paid by all U.S. corporate members. Any net shortage or overage in dues assessments resulting from the above restrictions shall be assessed, or credited in the case of an overage, to those members not in the maximum or minimum categories, with each member's portion being determined by the net shortage or overage multiplied by a value arrived at by dividing each port's gross receipts by total gross receipts of all ports not in the maximum or minimum categories. The Treasurer shall submit to the Board of Directors, at its March or April meeting, a proposed budget for the fiscal year beginning July 1st following. Included in the proposed budget shall be the quantification of expenses required to fund U.S. government relations activities. The actual dues to be assessed each member shall be determined by applying the method described above to the budget approved by the Board of Directors at its March or April meeting preceding the fiscal year to which the budget applies. 6. ELECTION TO AND TERMINATION OF MEMBERSHIP DUES FOR SUSTAINING AND ASSOCIATE MEMBERS Dues for sustaining and associate members shall be in an amount to be determined by the Board of Directors. Applications for membership as corporate members shall be subject to approval or disapproval by resolution of the Board of Directors. Applications for membership as sustaining or associate members shall be subject to approval by the Board or the Executive Committee. Upon the approval of any such application by the Board or the Executive Committee, the applicant shall be deemed to be elected to membership in the class for which application was made. RESERVE FUND The Board of Directors shall establish the appropriate level of the Association's Reserve Fund, and at the time it approves the annual operating budget of the Association shall determine the amount of the annual contribution to the Reserve Fund, if any. The fund shall, to the maximum extent practicable, be reserved for special projects and programs. 20 AAPA SEAPORTS OF THE AMERICAS * 2016 Membership Directory

Table of Contents for the Digital Edition of AAPA Seaports of the Americas - 2016 Membership Directory

Chairman’s Message
President’s Message
AAPA Mission Statement
2015-2016 Officers & Executive Committee
2015-2016 Board of Directors
AAPA Past Presidents & Chairmen
Technical & Policy Committees
AAPA Bylaws
PPM®-Certified Professional Port Managers
AAPA Annual Convention Locations
2016 AAPA Education and Training Programs
AAPA Staff
Corporate Membership Roster
U.S. Ports Map
U.S. Port Profiles
Canadian Ports Map
Canadian Port Profiles
Caribbean Ports Map
Caribbean Port Profiles
Latin American Ports Map
Latin American Port Profiles
Sustaining Member Profiles
Associate Members
Honorary Members
Port & Industry Services Directory
Quickports Index
Index to Advertisers/ Advertisers.com

AAPA Seaports of the Americas - 2016 Membership Directory