NAEP ASSOCIATION BYLAWS

Adopted November 12, 1996 | Revised March 29, 2004 | Amended and Restated March 1, 2005 | Amended and Restated March 7, 2006 | Amended and Restated March 4, 2008 | Amended and Restated March 3, 2020 | Amended and Restated December 1, 2022 | Amended and Restated August 30, 2024

Article I. Name and Origin

The name of this corporation is the National Association of Educational Procurement, Inc. (NAEP). NAEP is incorporated under the Not-for-Profit Corporation Law of New York by a Certificate of Incorporation filed April 22, 1988, and has filed a Restated Certificate of Incorporation on August 31, 1993.

Article II. Purposes

NAEP is organized exclusively for charitable and educational purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986 as amended.

Within this general limitation, the specific purposes for which NAEP is organized and operated are to: 

1. Provide for the open interchange of information concerning the procurement profession; 
2. Enhance the development and implementation of effective procurement management among educational institutions; 
3. Actively encourage cooperative relationships among member institutions (Member or Members); 
4. Maintain communications with NAEP regional groups; 
5. Promote adherence to the NAEP Code of Ethics; 
6. Provide opportunities for the personal professional growth of Members encourage; and
7. Encourage and facilitate research and investigation.

Article III. Membership

A) Classes / Voting Rights. Membership in NAEP may comprise the following classes along with their respective voting rights.

1. Institutional Membership: Accredited Not-for-Profit Institutions of Higher Education, including system offices that administratively control two or more institutions, and individuals. Members of this class shall have the right to vote, and individuals from these member institutions shall be eligible to hold elected office within NAEP. 
   
2. Associate Members: This class of membership includes institutions, associations, organizations, or individuals who have an interest in higher education that are not otherwise eligible for Institutional membership. , They must be entitled to exemption under Section 501(c)(3) of the Internal Revenue Code of 1986 as amended or participation within NAEP must be compatible with NAEP’s exempt purposes under Section 501(c)(3) of the Internal Revenue Code of 1986 as amended. Members of this class shall not have the right to vote, and individuals from this member group shall not be eligible to hold elected office.
3. Business Partner: This class of membership may include organizations, firms, and individuals in the for-profit business sector, that provide a service for or have an interest in higher education, provided that the limited participation of the organization, firm, or person is compatible with NAEP’s exempt purposes under Section 501(c)(3) of the Internal Revenue Code of 1986 as amended. Business Partner membership will be determined by NAEP in accordance with its policies and procedures, as approved by the NAEP Board of Directors. Members of this class shall not have the right to vote, and employees from this member group or individuals from these member governing boards shall not be eligible to hold elected office due to a conflict of interest. 

B) Admission. An institution, organization or individual becomes an active Voting or Nonvoting Member upon acceptance of application by the NAEP Board of Directors and payment of the appropriate dues. 

C) Dues

1. Rate Schedule. The NAEP Board of Directors of Directors shall determine from time to time the annual dues to be paid by Members. Dues may be fairly and reasonably pro-rated, compatible with the facts and circumstances obtaining at the time.
2. Payment. Invoices for dues shall be delivered to members by any generally accepted method such as in-person, first-class mail, e-mail, fax, or similar (Effective Method). Delivery shall allow sufficient time for members to make payment by the first day of NAEP’s fiscal year. 
3. Termination 1) Procedure. Any Membership may be voluntarily terminated upon written notice to NAEP. The NAEP Board of Directors may terminate for cause the Membership of any Member. 2) Appeal of Termination. A Member that has had its Membership terminated for due cause by action of the NAEP Board of Directors may appeal the action to the full Voting Membership by a written request to the Chair. Upon receipt of such request, the Chair shall communicate such receipt to the NAEP Board of Directors and Voting Members using any Effective Method. At NAEP’s next Annual Meeting, both the NAEP Board of Directors and the appellant may present arguments relative to the termination action, and the Voting Members present shall then vote to either sustain or revoke the action, with a simple majority deciding.

Code of Ethics

Purchasing professionals must have a highly developed sense of professional ethics to protect their own and their institution’s reputation for fair dealing.

1. Give first consideration to the objectives and policies of my institution.
2. Strive to obtain the maximum value for each dollar of expenditure.
3. Decline personal gifts or gratuities.
4. Grant all competitive suppliers equal consideration insofar as state or federal statute and institutional policy permit.
5. Conduct business with potential and current suppliers in an atmosphere of good faith, devoid of intentional misrepresentation.
6. Demand honesty in sales representation whether offered through the medium of a verbal or written statement, an advertisement, or a sample of the product.
7. Receive consent of originator of proprietary ideas and designs before using them for competitive purchasing purposes.
8. Make every reasonable effort to negotiate an equitable and mutually agreeable settlement of any controversy with a supplier; and/or be willing to submit any major controversies to arbitration or other third party review, insofar as the established policies of my institution permit.
9. Accord a prompt and courteous reception insofar as conditions permit to all who call on legitimate business missions.
10. Cooperate with trade, industrial and professional associations, and with governmental and private agencies for the purposes of promoting and developing sound business methods.
11. Foster fair, ethical and legal trade practices.
12. Counsel and cooperate with NAEP Members and promote a spirit of unity and a keen interest in professional growth among them.

Members are also encouraged to participate in continuing open discussions of ethical principles with their colleagues and with others.

Exempt Organization Public Disclosure

Tax-exempt organizations must make annual returns and exemption applications filed with the IRS available for public inspection and copying upon request. You can view our statements below. To request additional information please contact us at naepadmin@naepnet.org.

NAEP Association National Office - Form 990
NAEP Regions as a Whole - Form 990-2