Bylaws

Updated November 2025

BYLAWS OF COMMUNITY INTEGRATION PROGRAM ASSOCIATION (CIPA)

 

ARTICLE I – NAME AND PURPOSE

  1. Name
    The name of this organization is Community Integration Program Association (CIPA).
  2. Purpose
    The purpose of this organization is to operate as a non-profit entity under Section 501(c)(6) of the Internal Revenue Code, and the organization’s purpose is to support individuals with serious mental illness through community integration programs, helping them thrive socially, educationally and recreationally.  

 

ARTICLE II – MISSION, VISION AND OBJECTIVES

  • Mission 

Our mission is to exemplify high standards for therapeutic community integration programs helping those with serious mental illness thrive in social, educational, professional, and recreational aspects of their communities.

  • Vision

Our vision is to reduce psychiatric hospital stays and the disconnectedness that comes from institutionalization. By ensuring that the benefits of community integration programs are widely understood, the model can help vast numbers of people with mental illness to sustain recovery and positively contribute to the workforce and their community while enhancing personal agency and independence. We hold the belief that, with the right support, those with serious mental illness can thrive in the least restrictive environment possible.

  • Objectives 

Our association objectives for community integration are as follows:

  1. Challenge
  2. Create accessibility
  3. Advocate
  4. Educate
  5. Raise the standard of care

 

ARTICLE III – DEFINITION OF COMMUNITY INTEGRATION

  1. Community integration means helping people develop the skills and resources they need to establish physical, psychological, and social connections within their community. This process enhances their independence, social inclusion, and overall quality of life. 

A community integration program is a structured initiative that supports individuals in developing the necessary physical, social, and psychological skills and resources to establish connections within their community, enhancing their independence, social inclusion, and overall quality of life. 

In the context of community integration, ‘community’ would encompass neighbors, local organizations, medical professionals, businesses, and other social networks.

 

ARTICLE IV – ORGANIZATIONAL STRUCTURE 

  • Steering Committee
  • Roles and Responsibilities
        1. The central decision-making body, consisting of founding members. Responsibilities include guiding strategy, approving budgets, and overseeing major initiatives in order to bring organization to launch. 
  • Meeting Frequency and Norms 
        1. Weekly, can move to every other week when appropriate
        2. Time Limited Steering Committee- Tenure will be 6 months 
  • Decision-Making Process (Quorum and Voting)
        1. Follow Robert’s Rules of Order
        2. A majority of the steering committee with constitute a quorum
  • Board of Directors
      1. General Powers
        The affairs of the organization shall be managed by the Board of Directors, which shall exercise all powers of the organization.
      2. Number and Composition
        The Board may increase or decrease the number of Directors, but the number shall never be fewer than five.
      3. Election and Term
        Directors shall be elected at the annual meeting by a majority vote of the members. The term of each Director shall be 2 years.  Voting will occur in advance of or during the annual meeting.   The steering committee will be the governing body in the interim until this first board is elected.  
      4. Vacancies
        Any vacancy occurring on the Board of Directors, whether by resignation, removal, or other cause, may be filled by the remaining members of the Board.
      5. Removal
        Any Director may be removed from office with or without cause by a majority vote of the Board of Directors.
  • Meetings
      1. Regular Meetings: The Board of Directors shall meet at least quarterly each year.  
      2. Special Meetings: Special meetings may be called by the President, or any two Directors.
      3. Notice of Meetings: Notice of all meetings shall be given at least 30 days in advance, stating the date, time, and location of the meeting.
    2. Quorum
      A majority of the Board of Directors shall constitute a quorum.
    3. Voting
      Each Director shall have one vote. A decision of the Board is made by a majority vote of those present at the meeting (in-person or virtual) where a quorum is present.
    4. Compensation of Board Members
      Members of the Board of Directors shall serve without compensation. No director shall receive any form of payment or remuneration for their service as a director. However, the Board may reimburse directors for reasonable and necessary expenses incurred in the performance of their duties, subject to prior approval by the Board.


  • Innovation and Standards Chair
    1. Purpose 

The Innovation & Standards Chair shall support the advancement of high-quality, ethical, and community integrated care by leading the development of voluntary standards, best practices, and innovative models for the organization.

  • Appointment and Term

The Innovation and Standards Chair shall be appointed by the Board of Directors.  The term length shall be determined by the Board and may be renewed or ended at the Board’s discretion.

  • Duties
  1.     Lead the development of voluntary, principle-based standards and best practices relevant to the organization’s mission
  2.     Provide recommendations and reports to the Board related to standards, innovation, and field advancement

iii.      Support the organization’s thought leadership and educational initiatives, as requested by the Board.

  • Authority and Limitations

The Chair shall serve in an ex officio, non-voting capacity and shall not be a member of the Board of Directors.  The Chair shall not have fiduciary responsibility or authority on behalf of the organization and shall not bind the organization in any contractual, financial, or governance matter.  The Chair may attend meetings of the Board by invitation or request.  The Chair may be removed at any time by a majority vote of the Board of Directors.

 

ARTICLE V – MEMBERSHIP STRUCTURE

  • Membership Criteria
      1. Application Philosophy 
        1. CIPA is an inclusive organization that believes its role is to elevate community integration standards;  therefore, any program providing Community Integration services qualifies for membership. The application follows a self-selection process, rather than a board approval.  
      2. Application Process
        1. Potential member program will complete application.
        2. Board reviews and process the application, gathering all necessary documentation from the applicant. 
        3. Treasurer will invoice new member. 
        4. Marketing chair will reflect the new program on CIPA’s member webpage. 
        5. Secretary will update email communication listserv with new members. 
      3. Ongoing Compliance with programs agreeing to the CIPA Program Commitments and Ethics Statement. 
  • Types of Membership
  • Board of Directors:
  • Role: Decision-makers, elected members.
  • Composition: The three steering committee members make up the initial board. All members will vote to fill initial vacant board seats.  No more than one member of an organization can serve on the board at any given time.
  • Responsibilities: Oversee the organization’s governance, strategic direction, and major decisions.
  • Eligibility: To be eligible for board membership, your program must have membership in good standing, unless otherwise approved by board.  
  • Terms: 2 year positions 
  • Program Membership:
  • Role: Programs added to the online directory.
  • Composition: Three designated seats 
  • Responsibilities: Programs will benefit from CIPA resources but are not eligible for voting. 

ARTICLE VI – OFFICERS OF BOARD OF DIRECTORS

  • Officers
  1. The officers of the organization shall consist of a President, Vice- President, Treasurer (financial chair), and Secretary, and Marketing Chair, and such other officers as the Board of Directors may designate.
  1. Election and Term 
  1. The officers shall be elected by CIPA’s members at the first meeting of the year. Each member has the opportunity to cast their vote. The term of office for each officer shall be two years.
    1. Duties of Officers
  • President
        1. Preside at all Board meetings. 
        2. Oversees the planning and execution of CIPA’s education and event initiatives. 
  • Vice President
        1. Steps in to preside at meetings if the President is unavailable.
        2. Supports membership engagement by championing member recruitment and retention efforts.
  • Treasurer
        1. Manages all bank accounts, payments, and incoming membership dues.
        2. Prepares financial reports and presents them at quarterly meetings.
        3. Works with the board to create an annual budget that supports organizational priorities.
        4. Ensures compliance with 501(c)6 nonprofit financial requirements 
  • Secretary
        1. Takes detailed minutes at each board meeting and distributes them in a timely manner.
        2. Maintains CIPA’s official documents, including bylaws, membership records, and board policies.
        3. Maintains member directory 
  • Marketing Chair
      1. Oversees website updates to ensure content is current and engaging.
      2. Manages CIPA’s email marketing, including newsletters and event announcements.
      3. Partners with other board members to promote events and initiatives to the broader community.
  2. Vacancies 

Any vacancy in an officer position may be filled by a majority vote of the Board of Directors.

 

ARTICLE VII – COMMITTEES

  • Committees

The Board of Directors may establish committees as necessary to carry out the work of the organization. 

 

ARTICLE VIII – EDUCATION AND EVENTS

  • Education Programs
      1. The organization shall offer ongoing educational programs for its members and the community to promote the mission of the organization.
      2. The Board of Directors shall approve the budget for educational programs and any major educational initiatives.
  • Events
    1. The organization shall host events that support its mission, including but not limited to annual conferences, workshops, fundraising events, and community engagement activities.
    2. The organization will host at least four events annually, subject to Board approval.

 

ARTICLE IX – FINANCIAL STRUCTURE

  • Fiscal Year
      1. The fiscal year of the organization shall begin on January 1 and end on December 31.
  • Funds and Revenue
    1. The organization’s revenue will consist of:
  • Membership Dues: Paid annually by members at the rates determined by the Board of Directors.
  • Other Sources: Any other lawful sources of income as determined by the Board.
  • Financial Management and Control
      1. The Treasurer or Financial Chair shall be responsible for overseeing the financial operations of the organization, including maintaining accurate financial records, preparing financial reports, and presenting an annual budget to the Board for approval.
      2. The Board of Directors shall approve the annual budget prior to the start of each fiscal year. The budget will detail expected income and expenses and allocate funds for programmatic activities, operational costs, and other priorities as set by the Board.
      3. All disbursements of funds must be authorized by the Treasurer or Financial Chair and one other officer (e.g., President or Vice-President). For amounts over $500, additional Board approval is required.
  • Audit and Review
      1. The organization shall undergo an annual financial review or audit. The Board of Directors will determine the appropriate level of financial review required (e.g., review, compilation, or full audit).
      2. An independent auditor or a qualified individual (such as a CPA) may be appointed by the Board to conduct the audit. The audit or review findings will be presented to the Board and shared with the membership if applicable.
  • Financial Reporting
      1. The Treasurer shall provide the Board of Directors with quarterly financial reports detailing the organization’s income, expenses, and financial status.
      2. At the annual meeting of the membership, the organization shall present a summary financial statement, including income and expenditures for the previous fiscal year.
  • Bank Accounts and Signatories
      1. The organization shall maintain bank accounts in the name of the organization at one or more financial institutions.
      2. The initial bank account shall be opened by a member of the steering committee and then have at least 2 other steering committee members added to it.
      3. The President and Treasurer shall be authorized signatories on the organization’s bank accounts.
      4. All checks, drafts, or other financial instruments for the organization shall require signatures from both authorized signatories, unless otherwise determined by the Board.
  • Fundraising and Grantmaking
      1. The organization may solicit and accept funds from a variety of sources, including private donations, grants, and public fundraising events.
      2. The Board shall ensure that all fundraising activities comply with legal and ethical guidelines, as well as with the organization’s mission and values.
  • Conflicts of Interest and Financial Transparency
      1. The organization shall require Board members and officers to disclose any potential conflicts when making financial decisions.
      2. The organization will make financial information, including the annual audit and IRS Form 990, available to members and the public upon request to ensure financial transparency.
  • Investments
    1. The organization may invest its funds, including endowment funds, in accordance with a written investment policy approved by the Board.
    2. Investments will be managed with the goal of preserving and growing the organization’s financial resources while ensuring alignment with its tax-exempt status and mission.

 

ARTICLE X – ETHICS STATEMENT

  • Commitment to Ethical Standards

The organization is committed to upholding the highest standards of integrity and ethical conduct in all of its activities. This includes, but is not limited to, interactions with donors, service recipients, and other stakeholders. All members, directors, and officers shall act in a manner that reflects the values of honesty, transparency, fairness, and respect.

  • Conflict of Interest

Board members, officers, and staff are expected to disclose any conflicts of interest that may arise during their term of service. 

  • Compliance with Laws and Regulations

The organization and its representatives shall comply with all applicable federal, state, and local laws and regulations. Ethical behavior includes adherence to applicable regulations governing the organization’s operations, finances, and relationships with stakeholders.

  • Reporting Violations 

The organization will provide a mechanism for reporting violations of ethical standards, including an anonymous reporting system for members to report unethical behavior or actions in good faith.

  • Terminating Membership
    1. Termination of membership shall adhere to the following guidelines:
      1. Members may terminate membership by notification in writing to the Board.
      2. Membership of a member program may be terminated by CIPA at any time and for any reason according to the following procedure:
        1. Request to terminate a member program must be submitted in writing to the Board.
        2. Termination requests must be presented by two member programs.
        3. A unanimous vote is required to terminate programs from CIPA.
        4. The program sanctioned for termination may brief the Board regarding the complaint and may grieve the termination proposal. 
        5. Conditions for continued membership may be imposed by the Board.

 

ARTICLE XI – INDEMNIFICATION

  1. The organization shall indemnify its Directors and officers to the fullest extent permitted by law, against any liabilities, costs, or expenses incurred by them in their capacity as Directors or officers, provided they act in good faith and in a manner reasonably believed to be in the best interest of the organization.

 

ARTICLE XII – AMENDMENTS

  • Proposal for Amendments

Amendments to these bylaws may be proposed by any Board member or by a petition signed by at least 25% of the members in good standing.

  • Notice of Proposed Amendments

Notice of proposed amendments shall be provided to all Board members at least 14 days prior to the meeting at which the amendments will be considered. Notice must include the full text of the proposed amendments and a summary of the reasons for the changes.

  • Approval of Amendments 

Amendments to the bylaws require approval by a two-thirds (2/3) majority vote of the Board members present at a Board meeting. 

  • Effective Date of Amendments 

Amendments shall take effect immediately upon adoption unless otherwise specified in the motion to amend.

  • Recording of Amendments 

All amendments shall be documented in the minutes of the meeting and recorded in the official bylaws of the organization. Updated copies of the bylaws shall be distributed to all Board members within 30 days of adoption and, if applicable, to the general membership.

 

ARTICLE XIII – DISSOLUTION OF THE ORGANIZATION

  • Voluntary Dissolution

The organization may be dissolved by a two-thirds (2/3) majority vote of the Board of Directors at a regularly scheduled meeting. Notice of the proposed dissolution must be provided to all Board members and/or members at least 30 days prior to the meeting where the dissolution will be considered.

  • Distribution of Assets Upon Dissolution

Upon dissolution of the organization, the remaining assets of the organization shall be distributed to another organization that is a tax-exempt organization under Section 501(c)(3) of the Internal Revenue Code, or to a federal, state, or local government, for a public purpose, as determined by the Board of Directors. No assets will be distributed to any member, officer, or director of the organization.

  • Notification of Dissolution

Upon approval of the dissolution, the organization will notify the appropriate state agencies (including the Attorney General’s office, if required) and the IRS as per federal and state laws. The IRS Form 990 must be filed to notify them of the dissolution of the tax-exempt status.

  • Winding Up Affairs

The Board of Directors shall be responsible for the winding-up of the organization’s affairs. This will include the settlement of any outstanding debts or obligations and ensuring compliance with applicable laws regarding the dissolution of a non-profit.

  • Compliance with Applicable Laws

The dissolution process must comply with all applicable state and federal laws, including those related to the distribution of assets and the filing of required dissolution forms with government agencies.

 

Adoption of Bylaws

These Bylaws were adopted by the Board of Directors of Community Integration Program Association (CIPA) on this 18th day of August, 2025.




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