BYLAWS NATIONAL SKI PATROL SYSTEM, INCORPORATED

BYLAWS 

OF THE 

NATIONAL SKI PATROL SYSTEM, INCORPORATED 

Adopted February 1971 

Revised May 2004 

Revised March 2006 

Revised August 2007 

Revised ____, 2009 

The National Ski Patrol System, Incorporated, is a not-for-profit membership corporation formed 

as an association in 1938, incorporated in New York in 1948 and Colorado in 1953, and 

chartered by the United States Congress in 1980. 

PREAMBLE (1971) 

The cornerstones of support for the relationships of men and their actions and doings 

within the societies in which they live and work are the laws they mutually agree upon and 

adopt as their guides and controls. The decisions made, the programs initiated, and the 

final results of their efforts and labors should never be predicated on passions, emotions, 

prejudices, or sacrifices of principle for the sake of expediency, but rather upon such laws 

so adopted. What more important work can men do than to set forth a stated purpose in 

life and then adopt the rules and guidelines by which they hope to achieve the end results of 

their stated purpose Should they fall short of reaching their goals, nevertheless, the 

progress made will have been achieved by honorable means and their unfinished work will 

remain as a legacy for those who follow to continue in pursuit of such goals. It is for these 

reasons and with these thoughts that the membership of the National Ski Patrol System, 

Inc., through their duly elected representatives, have set forth their purpose and adopted 

the following bylaws. 

ORIGINAL PURPOSE (1948) 

(The following is an unabridged and exact reprint of a summary of the purpose as set forth by 

the original incorporators on the Certificate of Incorporation duly filed in the State of New York 

on August 12, 1948, as a membership, nonprofit, non-stock corporation, and which has been 

certified, as of November, 4, 1970, by the New York Secretary of State as a subsisting 

corporation.) 

The purposes for which it is to be formed are: 

a In any and all ways to promote public safety in skiing, including, without limiting the 

generality of the foregoing, the dissemination of information with respect thereto and 

the formation of local NSP registration units, consisting of competent skiers trained in 

2009 Bylaws Page 1 of 19 Final Draft

the administration of first aid, for the purpose of preventing accidents and rendering 

speedy assistance to persons sustaining accidents; to solicit contributions of money, 

services and other property for, and generally to encourage and assist in carrying out, 

the foregoing purposes in every way. 

b In furtherance but not in limitation of the foregoing, the corporation shall have power 

and authority: 

1. To acquire money, securities or other property, real or personal, or rights or 

services of any nature, by gift, legacy or otherwise, without limitation as to 

amount or value except such limitation, if any, as may now or hereafter be 

imposed by law; to hold, invest, use or license others to use, sell or otherwise 

dispose of any money, securities, property, rights or services so acquired; and 

2. To exercise any and all powers (including the borrowing of money and 

securing of the same, the making of conveyances, assignments and contracts, 

and the incurring of obligations), which may be conferred by law and which 

may be necessary or appropriate to the purposes above mentioned. 

In the event of the dissolution of the corporation, all of its property and assets shall pass or be 

transferred by action of the members of the corporation with the approval of the Supreme Court, 

New York County, or in case of the failure of the members to act, by direction of said court, to a 

corporation or corporations (organized under the laws of the United Stated of America or any 

state thereof) whose property and assets are likewise devoted to the promotion of public safety, 

in trust for such purpose, or to trustees for the purpose of promoting public safety. 

The corporation is not organized for pecuniary profit, and shall not engage in any activities for 

pecuniary profit, and no officer, director, member, or employee of the corporation shall receive 

any pecuniary profit from the operations thereof except reasonable compensation for services in 

effecting or carrying out one or more of its activities. 

ARTICLE I 

NAME & PURPOSE 

1.1 Name – The National Ski Patrol System, Incorporated is the official, legal name of 

this organization but any use of the following variations or abbreviations shall mean the 

same: (1) National Ski Patrol System, Inc., (2) National Ski Patrol, (3) “NSP,” (4) 

“NSPS,” or (5) “NSPS, Inc.” These Bylaws will refer to the organization as the “NSP” 

for brevity. 

1.2 Purpose – The original purpose of the NSP was to promote public safety in snow skiing, 

organize “ski patrols”, and train “ski patrollers” to provide first aid and transportation 

services to injured skiers. The original purpose remains but over time has been expanded 

by the conduct of the members to include under the broad authority of the Articles of 

Incorporation into all the seasons and now may include service anywhere for any reason 

to aid to local, state or federal government, agencies, communities or rescue 


organizations, civilian or military when requested or whenever there is a need. The NSP 

also provides training for its members and others for theseis purposes. 

ARTICLE II 

MEMBERSHIP 

2.1 Membership - Any person accepted by the NSP as a member and who meets and 

maintains the minimum requirements established by the Board of Directors, regardless of 

race, creed, color, or sex shall be a member. Membership is subject to classification with 

each class being granted or restricted as to voting privileges. 

2.2 Categories of Membership – Each member shall be classified as a “Traditional Member” 

or “Associate” and these terms shall have the following definitions: 

a. Traditional Member shall pass the required training or obtain the required 

certification as established by the Board of Directors of the NSP, be current in 

payment of all dues or other charges, and be an active member in good standing with 

the NSP and a NSP affiliated Alpine or Nordic Patrol. A Traditional Member 

shall also include any former Traditional Member who is currently registered with 

the NSP as an Alumnus Member or any Candidate who is currently registered and in 

good standing with the NSP and is in the process of completing his or her training to 

obtain the status of a Traditional Member. 

b. Associate shall have passed the required training or obtained the required 

certification as established by the Board of Directors of the NSP, be current in 

payment of all dues or other charges, be active and in good standing with the NSP 

but is not a member of an affiliated Alpine or Nordic Patrol nor has declared an 

intent as a candidate to train to become a Traditional Member. The category of 

Associate includes anyone who is not classified as a Traditional Member under the 

Bylaws and the current Policies and Procedures of this organization and includes but 

is not limited to Mountain Hosts, Associates and others who are not Traditional 

Members. 

2.3 Voting Rights & Limitations – Traditional Members shall have the right to vote on all 

matters submitted to them. Associates shall not have the right to vote. 

2.4 Membership Sub-categories - The classification of Traditional Member and Associates 

may also be divided into various sub-categories as determined by the Board of Directors 

based on skill, training or any other classification it deems advisable. These 

classifications or sub-categories shall be published in the NSP Policies & Procedures 

Manual. 

2.5 Membership Governance – Continued Membership or Associate status shall require 

continued adherence to the policies and procedures established and from time to time 


amended by the NSP Board of Directors and published in the NSP Policies & Procedures 

Manual. 

2.6 Membership – In Good Standing – The phrase “in good standing” means one who is 

current and has met all requirements for membership or for a particular class of associate 

status in the NSP and who is not under any form of censure or sanction by the NSP, 

which would affect one’s active status in the organization. 

ARTICLE III 

BOARD OF DIRECTORS 

3.1 Authority & Function - The governing body of the NSP shall be the Board of Directors. 

The NSP Board of Directors shall have supervisory control over the direction, affairs, 

administration, committees, programs and publications of the NSP. It shall determine the 

Board’s policies and procedures, be the ultimate decision making authority over all matters 

and shall interpret these bylaws. The Board of Directors shall establish the NSP’s 

financial policies and shall be accountable for the NSP’s assets. 

3.2 Board Member Duty – Each board member serves in a fiduciary capacity and owes the 

National Ski Patrol the duty of care, obedience, diligence, loyalty and good faith. Each 

director shall practice confidentiality regarding all matters, avoid conflicts of interest and 

stay informed on the body of law regarding the National Ski Patrol System, Incorporated. 

3.3 Composition & Terms of Office - The Board of Directors shall consist of thirteen 

members, including the National Chair. The full term of office for each director shall be 

three years. The terms shall be staggered so that four or five directors are elected each 

year. No member of the Board of Directors, including the National Chair, may serve for 

more than a total of six years. 

3.4 Meeting Quorum - A meeting quorum shall consist of a majority of the Board members 

who are elected. 

3.5 Actions of the Board of Directors - Actions of the Board of Directors, upon the declaration 

of a quorum, shall be by a majority vote. 

3.6 Election of the National Chair and Selection of the Assistant National Chair - The National 

Chair shall be a member of the Board of Directors and shall be elected from its members. 

Any member of the Board of Directors is eligible to be elected. A National Chair shall be 

elected annually at each Mid-winter Meeting and shall assume the duties of office when 

elected. An incumbent may be reelected for up to four, one-year terms (a maximum of 

four years as National Chair), as long as the six-year total term limit for directors is not 


exceeded. The Assistant National Chair shall be selected each year in conjunction with the 

National Chair by a process to be determined by the Board of Directors. 

3.7 Duties & Voting Rights of the National Chair - The National Chair shall be the chief 

elected officer of the NSP. The National Chair shall serve as the Chair of the Board of 

Directors but shall have a tie-breaking vote only. The National Chair shall serve as an exofficio 

member of all committees, except the Nomination Committee and shall make all 

required appointments to standing and other committees, except as otherwise provided in 

these Bylaws. The National Chair shall communicate with the members of the NSP and 

make such suggestions that tend to promote the welfare and increase the usefulness of this 

organization. The National Chair shall perform all duties that are incident to the office or 

as may be prescribed by the Board of Directors. 

3.8 Vacancies in the Office of National Chair – Vacancies in the office of National Chair shall 

be filled by a vote of the Board of Directors at their next scheduled meeting. The Board of 

Directors and the Executive Director will confer to determine if an interim replacement for 

the National Chair is necessary. If the decision is made that an interim replacement is 

necessary, the Assistant National Chair will temporarily serve in this capacity. 

3.9 Presiding Officer when National Chair is Absent – The Assistant National Chair shall 

preside at meetings when the National Chair is absent. In the event the Assistant National 

Chair is absent or unable to preside the National Chair shall designate who shall preside. 

3.10 Vacancies on the Board of Directors - When a vacancy occurs, which will leave the 

position vacant for less than one year; the vacancy shall be filled at the next regularly 

scheduled election. When a vacancy occurs, which will leave the position vacant for one 

year or more, the vacancy shall be filled by the Board of Directors at the next regularly 

scheduled meeting by appointing the individual who received the most votes in the last 

Board of Directors election and who was not elected. If there was more than one vacancy, 

the vacancies shall be filled in order with the longest term remaining being assigned to the 

candidate in the last election who obtained the largest number of votes and who was not 

elected. If the person selected declines to sit on the Board of Directors, then the next 

individual receiving the most votes would be selected until someone agrees to fill the 

vacant position. If there are no candidates from the last election to fill the vacancy, or 

would agree to fill it, such vacant position shall be filled at the next regularly scheduled 

election for the Board of Directors. A person so selected will serve the remaining balance 

of the Board Member’s term. The individual selected shall assume the Board of Director’s 

position upon notification by the National Chair of his or her appointment and his or her 

acceptance of the appointment. Based on the term limit of six years contained in a former 

section, no person may stand for election unless they are eligible to serve the entire term of 

three years. Based on the term limit of six years contained in a former section, no person 

may stand for election unless they are eligible to serve the entire term of three years. 

3.11 Annual Meeting - The Annual Meeting of the Board of Directors shall be held in the 

spring of each year on a date set by the Board of Directors. Meetings of the Board of 

Directors may be held at any location determined by resolution of the Board of Directors. 


3.12 Mid-winter Meeting - A Mid-winter Meeting shall be held each year, usually in the month 

of January, in the greater Denver area or in some other location or by electronic means as 

determined by resolution by the Board of Directors. 

3.13 Special Meetings - Special Meetings of the Board of Directors may be called by the 

National Chair or by any seven members of the Board of Directors with two days written 

notice to each member of the Board of Directors. The notice shall state the date, time, 

place, purpose and type of meeting (i.e. electronic, in person, etc.) or the purpose of the 

meeting may be designated at any prior meeting. See Colorado Statute §7-128-203. 

3.14 Voting by the Traditional Membership – The Board of Directors from time to time may 

conduct a vote of the Traditional Membership on any issue or issues it deems appropriate. 

3.15 Member Participation in Meetings - Passive participation in all meetings, except executive 

sessions, by NSP members shall be allowed. 

3.16 Waiver of Meeting Notice - Any meeting called with less than two days notice requires the 

written consent of all members of the Board of Directors. Consent may be given before, 

during or after the meeting consistent with Colorado Statute §7-128-204. 

ARTICLE IV 

OFFICERS 

4.1 National Officers & National Legal Advisor - The national officers of the NSP shall 

consist of the following: 

a. The NSP Board of Directors 

b. The NSP National Chair 

c. The NSP Assistant National Chair and 

d. The NSP Treasurer. 

In addition to the National Officers there shall also be a legal advisor who is not an 

officer but serves as legal counsel to the National Ski Patrol System, Incorporated and 

this person shall be called the NSP Legal Advisor. 

4.2 Qualifications, Responsibilities & Duties of National Officers – Qualifications, 

responsibilities and duties of the National Officers shall be determined by the Board of 

Directors and published in the NSP Policies and Procedures Manual. 

4.3 Subordinate Officers for Traditional Members – The following officers shall comprise 

the chain of command for the Patrol unit through the Division level: 

a. Patrol – a Patrol Representative shall administer a Patrol. 

b. Section – a Section Chief shall administer a Section. 


c. Region – a Region Director shall administer a Region. 

d. Division – a Division Director shall administer a Division. 

4.4 Subordinate Officers for Associate Units – The officers who shall comprise the chain of 

command for Associate Units shall be established by the NSP Board of Directors and 

published in the Policies & Procedures Manual. 

4.5 Qualifications, Responsibilities & Duties of Division Directors – The Board of Directors 

shall determine the qualifications, responsibilities and duties for the Division Directors. 

The NSP Board of Directors shall publish these qualifications, responsibilities and duties 

in the NSP Policies and Procedures Manual. 

4.6 Appointment of Assistants by Subordinate Officers - Division Directors shall have 

complete authority to appoint assistants to carry out their objectives. Patrol 

Representatives, Section Chiefs, and Region Directors, shall have complete authority to 

appoint assistants to carry out their objectives subject to their Division bylaws, policies 

and procedures. Officers of Associate Units or units comprised of Associates formed 

under the NSP but not under the Ski Patrol structure shall have authority defined by the 

NSP Board of Directors to appoint assistants as these units are formed and the 

appointment process and limitations shall be published in the NSP Policies and 

Procedures Manual. 

ARTICLE V 

NATIONAL COMMITTEES 

5.1 Standing Committees – There shall be three Standing Committees: Governance, Finance, 

and Planning. 

5.2 Standing Committee Chair and Appointments – The Chair of each Standing Committee 

shall be a member of the Board of Directors. A member of the National Office Staff shall 

be appointed jointly by the NSP National Chair and the NSP Executive Director to serve 

as Liaison Member. The Liaison Member shall not vote on matters but shall otherwise 

participate in the committee’s activities and serve as a liaison between the Standing 

Committee and the National Office. All other appointments to the Standing Committee 

shall be voting members. These appointments shall be made by the NSP National Chair 

and shall be submitted to the Board of Directors for ratification not more than fifteen 

days after the appointment. Appointees may serve by authority of the National Chair’s 

appointment until the appointment is ratified or rejected. All members of Standing 

Committees shall have time limits and the terms shall be staggered as between the 

members to provide equal numbers as possible being appointed and rotating off each 

year. Members of the NSP Board of Directors and Division Directors will be evenly 

divided among the three Standing Committees except for the National Chair of the NSP 


Board of Directors. Each Standing Committee shall report at least annually to the NSP 

Board of Directors regarding committee operations and proposed changes needed on all 

matters for which it has responsibility. 

5.3 Standing Governance Committee – There shall be a Standing Governance Committee 

appointed to review matters related to the governance of the NSP and to have 

responsibility for oversight of the NSP Bylaws. It shall perform its tasks in accordance 

with the approved Committee Charter. Attached to the Standing Governance Committee 

shall be the Bylaws Oversight Sub-committee. This sub-committee shall review all 

governance matters that might affect the Bylaws and shall from time to time report their 

findings to the Governance Committee with special authority to also make reports 

directly to the NSP Board of Directors. 

5.4 Standing Finance Committee – There shall be a Standing Finance Committee appointed 

to review the financial health and accountability of the organization for past, present and 

future financial matters. It shall perform its tasks in accordance with the approved 

Committee Charter. 

5.5 Standing Planning Committee – There shall be a Standing Planning Committee appointed 

to review matters related to the planning of future matters for the NSP and the future 

policies and programs of the NSP. It shall perform its tasks in accordance with the 

approved Committee Charter. 

5.6 Special Committees and Subcommittees – The National Chair of the Board of Directors 

at the request of the Chair of any Standing Committees may establish Special 

Committees or Subcommittees to operate and assist that Standing Committee. The Board 

of Directors may appoint a Special Committee or Subcommittee for any limited, special 

purpose and may designate the time or event for its dissolution. 

5.7 Process for Appointing Standing Committee Chairs and Membership – The National 

Chair shall appoint the Standing Committee Chairs and the members of the Standing 

Committees subject to confirmation by the NSP Board of Directors at its next meeting. 

The NSP National Chair must provide notice of the appointment to the NSP Board of 

Directors within fifteen days of the appointment. Appointees may serve by authority of 

the National Chair’s appointment until the appointment is ratified or rejected. 

5.8 Reports to the Board of Directors – Standing Committee Chairs shall prepare an annual 

report and as many special reports of their activities and expenditures as requested and 

deliver them to the NSP Board of Directors as ordered. Special Committee Chairs and 

Subcommittee Chairs shall prepare an annual and as many special reports of their 

activities and expenditures and deliver them to the entity creating them by the time 

established for the filing of that report as ordered by the entity creating them for 

presentation at the Annual Meeting of the Board of Directors. 

5.9 Proposals by Committees to the Board of Directors – When a Standing Committee files a 

proposal, motion or action item with the NSP Board of Directors, then a second to the 


proposal, motion or action item by a member of the NSP Board of Directors shall not be 

required. When any other committee (other than a Standing Committee) files a proposal, 

motion or action item with the NSP Board of Directors, then a second is required. 

ARTICLE VI 

NATIONAL PROGRAMS 

6.1. National Programs, Operations and Staffing – The Board of Directors shall authorize 

National Programs and establish the purpose, governance and operation of each program. 

The Director of the Program shall be appointed by the National Chair subject to 

ratification by the NSP Board of Directors at its next meeting. The NSP National Chair 

must provide notice of the appointment to the NSP Board of Directors within fifteen days 

of the appointment. Appointees may serve by authority of the National Chair’s 

appointment until the appointment is ratified or rejected. 

6.2 National Programs, Membership – The National Program Staff shall include at a 

minimum, the National Program Director and the Division Supervisors who are appointed 

by the Division Directors with the exception of the Outdoor Emergency Care (OEC) 

Program. The OEC Division Program Supervisor is appointed by joint agreement of the 

OEC National Program Director and the Division Director for that division. 

6.3 National Programs, Annual Report – Program Directors shall prepare an annual report and 

as many special reports of their activities and expenditures as requested and deliver them 

to the NSP Board of Directors as ordered. 

ARTICLE VII 

NATIONAL EXECUTIVE STAFF 

7.1 Executive Staff – An executive or administrative staff may be employed by the NSP and 

shall have such duties, titles and other functions as prescribed by the NSP Board of 

Directors. Staffs positions may be filled by paid or volunteer staff at the discretion of the 

NSP Board of Directors. 

7.2 Executive Director – An Executive Director shall be appointed by the NSP Board of 

Directors who shall supervise the staff and make reports to the Board of Directors at such 

times as shall be required. 


ARTICLE VIII 

ADMINISTRATIVE STRUCTURE OF SKI PATROLS 

8.1 Geographic Composition of Divisions – The Board of Directors shall have the authority 

to establish the geographical composition and name of each Division. The Board of 

Directors shall also have the authority to establish a Professional Division with no 

geographic limitations but whose boundaries are national in scope and whose members 

are paid Patrollers. 

8.2 Division Policies, Procedures, Rules, Regulations & Bylaws – Divisions may adopt 

policies, procedures, rules, regulations and bylaws to provide for the conduct of the 

Division’s own internal affairs on the condition that they are consistent with these 

Bylaws, the NSP Policies & Procedures Manual, the NSP Articles of Incorporation and 

the Federal Charter. The bylaws of any Division may not limit the term of office for 

national officers nor may they limit or otherwise inhibit the eligibility of an NSP member 

to serve in an officer position, staff position, or advisor position in a Division that is not 

their current registered Division or at the national level. 

8.3 Chain of Command & Structure of Divisions – The following chain of command shall be 

utilized by the Divisions: 

a. Patrol – consisting of a Patrol Representative and one or more additional NSP 

Patrollers. 

b. Section – consisting of two or more Patrols. 

c. Region – consisting of two or more Sections or two or more Patrols if Sections 

are not recognized by the Division, and 

d. Division – consisting of two or more Regions. 

8.4 Accounting & Reporting - Division Directors shall be directly responsible for the 

governance and financial affairs within their divisions and shall submit reports at least 

annually to the National Office, the NSP Board of Directors, the Internal Revenue 

Service and to any other office or agency of the state or federal government as required 

by law. All officers within the division shall submit reports to the Division Director as 

required in a timely manner. 

8.5 Geographic Composition of Regions & Sections – Division Directors shall have the 

authority to establish the geographical composition of the Regions and Sections within 

their Division. 

8.6 Region & Section Structure – The bylaws, policies and procedures, rules or regulations of 

a Section shall not be in conflict with the Region or Division above it and shall observe 

the rule of sovereignty of the NSP and likewise the Region shall not be in conflict with its 

Division and observe the rule of sovereignty of the NSP. 


8.7 Election or Appointment of Division Line Officers – Election or appointment of Patrol 

Representatives, Section Chiefs, Region Directors and Division Directors shall be 

determined by Division policy but shall not be inconsistent with the current Joint 

Statement of Understanding between the NSP and NSAA. 

ARTICLE IX 

ADMINISTRATIVE STRUCTURE OF UNITS COMPRISED OF ASSOCIATES 

The Board of Directors may establish the structure of the Units comprised of Associates and 

assign them to divisions or create a parallel structure with designated officers that are identified 

by names common to the incident command system or any other form they deem appropriate 

with the elections, appointments, duties and responsibilities of each to be set forth in the NSP 

Policies & Procedures Manual. 

ARTICLE X 

NATIONAL ELECTIONS 

10.1 Nominations Committee - There shall be a Nominations Committee consisting of two 

Division Directors (selected by the Division Directors), two members of the current 

Board of Directors (selected by the Board of Directors) and a fifth member called the 

Member-at-Large who shall be selected by the other four members of the committee. 

The five members shall elect the Committee Chair from among their number. Division 

Director and Board Member eligibility shall be rotated among those eligible and be 

limited to those with terms not expiring in the current year. Any Traditional Member in 

good standing, who is not and has not been a Division Director or Board Member, is 

eligible to be the Member-at-Large. 

10.2 Nominations Committee Purpose - The primary purpose of the Nominations Committee 

is to ensure that highly qualified members submit applications for election to the Board of 

Directors. This is done via general communications and publicity. Division leadership 

should also be encouraged to identify candidates for the Board of Directors. 

10.3 Number of Nominees for Board of Directors Elections - The ballot sent to the 

membership, if there are enough applicants, shall contain at least two candidates per 

vacancy and no more than four candidates per vacancy. 


10.4 Reducing Nominees for Board of Directors Elections - If the Nominations Committee 

needs to reduce the number of applicants as required by these Bylaws, then this will be 

done with consideration to the overall applicant’s qualifications, taking into consideration 

the “List of Needs” as developed by the Board of Directors. Overall qualifications for an 

applicant should include consideration of the applicant’s education, experience and the 

ability to organize thoughts and communicate. 

10.5 Qualifications for Board of Directors - Any Volunteer, Auxiliary, Alumni or Paid 

Traditional Member in good standing who has been an Active Traditional Member for 

over five years, is qualified to be a candidate. Anyone on the Board of Directors 

applying for a second term will automatically be placed on the ballot and may not be 

rejected by the Nominations Committee. 

10.6 Election Schedule for Board of Directors – When a deadline or date is named in this 

section, the date shall be the date stated unless the offices for the NSP are not open for 

business for any reason. If the date falls on a date the office is not open for business, then 

the date shall be the next date the office is open for business. The time for the deadline of 

any term named in this section shall be 4:00 PM Mountain Time Zone, United States of 

America. The following dates shall apply to all elections: 

a. February 15 – the deadline for selection of Division Directors and Board of 

Directors Representatives to the Nominations Committee. It is noted by tradition 

these selections are usually made at the Mid-winter Meeting. 

b. March 15 – the deadline for selection of the Member-at-Large and Committee 

Chair of the Nominations committee. 

c. March 20 – the deadline for delivering the “List of Needs” to the Nominations 

Committee. The “List of Needs” is developed by the Board of Directors with 

input from the Division Directors. 

d. April 1 – the deadline for the Nominations Committee to announce the “Call for 

Candidates” unless extended for cause by the Board of Directors. The call is 

posted on the NSP Website, distributed via emails and other publications to NSP 

members. Nominations Committee packages should be available and include 

application instructions, “List of Needs” and the schedule for the election. 

e. June 1 – the deadline for submitting application forms to the Nominations 

Committee. The list of applicants is to be promptly posted on the NSP Website. 

Applications received after the deadline will be considered for the next year’s 

election. 

f. September 15 – the deadline to announce the nominees who have been selected 

by the Nominations Committee to the membership via an e-blast. Information 

about the qualifications of each nominee shall be posted on the NSP Website by 

this date. 

g. October 15 – the deadline for the notice to be sent to the voting members that 

electronic voting has commenced. 

h. December 1 – the date for the close of voting. 

i. January 1 – the commencement date for the newly elected Board of Directors 

members to take office. 


10.7 Voting for the Board of Directors – Each Traditional Member in good standing shall have 

the opportunity to cast one vote for each open seat for the Board of Directors. 

Cumulative voting shall not be allowed. The candidates receiving the most votes shall 

fill the available vacancies. There shall be no minimum quorum for voting. 

10.8 National Board Tie Election Resolutions - The following rules shall apply when an 

election has resulted in a tie. 

a. Drawing Lots to Decide the Election – The chief election official shall resolve the 

tie when the tie involves the last position or positions by drawing lots. This chief 

election official shall prepare as many slips of paper as there are candidates 

involved in the tie election and write the word “Elected” on as many slips of 

paper as there are offices to be filled; and the words “Not Elected” on the 

remaining slips. All the slips shall be folded to conceal the writing and placed in 

envelopes of identical size, shape and color. The envelopes are then sealed and 

placed in a box. At the time and place appointed for the drawing, each of the 

candidates (or their designated agent) may draw one envelope from the box. Each 

candidate drawing an envelope containing the word “Elected” shall be deemed 

legally elected to the office in question. The election official shall provide written 

notice of the election results. 

b. Travel Expenses & Appointing Agents – Travel to and from the location of the 

drawing shall be at the expense of the candidates. Candidates involved in a 

drawing may designate, in writing, an agent to act on their behalf. 

c. Time Deadline to Resolve an Election Tie – Whenever an election result in a tie, 

the election official shall have three business days from the time the tie is declared 

to resolve the tie by drawing lots. 

ARTICLE XI 

REMOVAL FROM NATIONAL OFFICE 

11.1 Removal – Any national officer, national program director or coordinator, standing 

committee member, or member of the NSP Board of Directors may be removed from 

office by the procedures established by the NSP Board of Directors as published in the 

NSP Policies & Procedures Manual subject to the following special procedures set forth in 

this article. No member of the nominating committee, any national program coordinator, 

or any member of a standing committee may be removed from office by the National 

Chair with or without cause without the approval or ratification of the Board of Directors. 

11.2 Procedures for Removal – The following procedures and limitations shall apply to removal 

of the officers designated: 

a. Basis for Removal – Removal from office must be based upon one or more of the 

following: (1) gross, repeated and continued failure to observe material NSP rules or 

regulations, (2) misrepresentation or abuse of any NSP position for personal gain, (3) 


gross malfeasance in office or (4) conduct that brings significant disrepute or harm to 

the NSP. The final determination regarding the existence or absence of these bases 

shall be at the sole discretion of the Board of Directors. 

b. Complaint for Removal – Any three or more National Board Members may file a 

complaint for removal under this Article. The complaint shall be in writing, signed 

by each of the complaint makers, and set forth the following information: (1) the 

name and national position of the subject of the complaint, (2) the basis for the 

complaint and (3) concise and specific allegations of fact, which tend to substantiate 

the basis for the complaint. The complaint shall be sent to the National Chair of the 

Board of Directors, unless the person whose removal is sought is the National Chair, 

in which case the complaint shall be sent to the Finance Committee Chair who shall 

oversee the processing of the complaint. 

c. Filing & Notice of the Complaint – The national officer to whom the complaint is 

directed shall refer the matter to the Board of Directors within fifteen days after 

receipt by mailing copies to each member of the Board of Directors. The complaint 

shall also be sent by certified mail to the person who is the subject of the complaint. 

d. Resolution Procedures – The Board of Directors shall investigate the complaint and 

meet to discuss the matter. When a complaint is filed against a Board Member, that 

person shall not take part in the consideration of the complaint. The Board of 

Directors shall provide reasonable opportunity to be heard to the complainants, the 

subject of the complaint and such other persons as the Board of Directors deems 

appropriate. A vote to remove must be supported by a two-thirds majority of the 

entire Board of Directors. The complaint shall be dismissed with prejudice if the 

Board of Directors does not support removal. 

e. Timing of Removal – If the Board of Directors decides to remove the subject of the 

complaint, the removal is effective immediately following the tabulation of the vote. 

f. Removal & Bar from Office – Removal in accordance with this Article shall bar the 

person from service as a national officer, national program director, national 

coordinator, standing committee member, and/or member of the National Board of 

Directors for four years from the effective date of the removal. 

ARTICLE XII 

GRIEVANCE PROCEDURES 

12.1 Right of Appeal - Any member who is aggrieved by the action or inaction of a superior 

officer or governing body shall have the right of appeal, except regarding matters related 

to the operations of a Patrol, which operations are not governed, directed or controlled by 

the NSP. Appeals shall follow the procedure set forth in this Article. No retribution shall 

be taken against any member during the appeal. 

12.2 Appeal Initiation & Limitations - The appeal processes shall be initiated in writing and 

sent directly to the superior officer or governing body making the decision. The appeal 

shall be initiated and received not later than sixty days after the decision was rendered. 


Extensions for filing an appeal may be granted by the superior officer or the governing 

body. 

12.3 Status Quo during an Appeal - The status quo shall be maintained pending the outcome of 

the appeal. The superior officer or governing body, once notice of the appeal has been 

received, shall commence an investigation and render an opinion as quickly as practical 

under the circumstances. The business and processes of the NSP should not be impeded 

by lengthy delays. 

12.4 Appeals & the Chain of Command - The chain of command for appeals dealing with a 

Patrol shall be (1) the member, (2) the Patrol Representative, (3) Section Chief (if any), (4) 

Region Director, (5) Division Director, (6) National Chair of the Board of Directors and 

(7) the NSP Board of Directors. The chain of command for appeals dealing with any Unit 

of Associates shall be (1) the member, (2) the Unit Leader or Unit Representative (3) the 

chain of command of the Division if assigned to a Division or the chain of command as 

established by the NSP Board of Directors upon the creation of any Associate Unit, (4) 

National Chair of the Board of Directors and (7) the NSP Board of Directors. 

12.5 Appeals within Divisions & Below - Divisions, Regions, Sections and Patrols may include 

provisions in their bylaws providing for additional appeals procedures but shall not 

diminish the right of appeal contained in this Article. Associate Unit structure may 

include provisions in their bylaws providing for additional appeals procedures but shall not 

diminish the right of appeal contained in this Article. 

12.6 Jurisdiction for Appeals - Appeals that do not involve questions of the NSP Bylaws, the 

NSP Policies and Procedures, NSP Rules, NSP Regulations or decisions by the Board of 

Directors may not be appealed beyond the Division level or equivalent structure level of 

the Associate Unit. The National Chair of the Board of Directors may upon request, 

however, allow the appeal if the question under review is (in the National Chair’s opinion) 

of such widespread interest, significance, or involves such implications and considerations 

as to affect a significant portion of the membership of the NSP. 

12.7 Penalties for Failure to Abide by an Appellate Decision - Any officer or governing body 

refusing to abide by the appellate decision of a superior officer or governing body shall be 

subject to such penalties as determined by the superior officer or governing body up to and 

including complete and permanent expulsion from the NSP. The imposition of a penalty 

may also be appealed. 

12.8 Number of Grievance Filings – No member shall file a grievance complaint relating to a 

prior grievance that has concluded with a final decision. 


ARTICLE XIII 

CORPORATE MATTERS 

13.1 Corporate Seal - The Board of Directors shall provide for a corporate seal, which shall be 

in the custody of the Executive Director and used as authorized by the Board of Directors. 

13.2 Fiscal Year - The NSP fiscal year shall begin on the first day of July and end on the 

thirtieth day of June. 

13.3 Authority to Bind the Corporation - The Board of Directors may authorize any officer, 

agent, or employee of the Corporation to enter into a contract or other instrument on behalf 

of this Corporation. Such authority may be general or limited. Except as herein provided 

or as authorized by the Board of Directors, no officer, agent or employee, other than the 

Executive Director, shall have any power or authority to bind this Corporation. 

13.4 Financial Accounts - All checks, drafts or funds of this Corporation, shall be deposited 

promptly in financial institutions designated by the Board of Directors. All checks shall be 

drawn on the regular checkbooks of this Corporation. The stub of each check shall specify 

the purpose and amount. All checks, notes, drafts, bills of exchange, acceptances, or other 

orders for the payment of money or other evidence of the indebtedness of this Corporation 

shall be signed as designated by resolution of the Board of Directors. 

13.5 Notice by Mail or Electronic Process - Personal service is acceptable but shall not be 

required whenever these Bylaws provide that notice is to be given or whenever needed by 

any administrative, committee or program unit of the NSP. Notice may be given in 

writing by depositing the notice in the United States Mail, postage paid and addressed to 

the member or governing body at the last known address of the member or governing 

body. The notice is effective when postmarked. Notice may be given by any electronic 

process (email, facsimile or other NSP approved electronic process) and shall be effective 

as of the date of the confirmation of the transmission. 

13.6 Conflict of Interest - No member or employee of the NSP shall participate in any decision 

that may be perceived to benefit him or her. 

13.7 Electronic Meetings - The meetings of the Board of Directors, any program, committee or 

subcommittee of the NSP may be conducted using any electronic medium, which allows 

all participants to simultaneously send and receive audio, and/or textual or graphic 

material. 

13.8 Robert’s Rules of Order – Robert’s Rules of Order as revised shall be the authority for 

parliamentary procedure for all NSP Board Meetings. All other meetings at the national 

level of the NSP shall use Robert’s Rules of Order unless permission to use another 

procedure is granted by the NSP Board of Directors. A Division or parallel sub-unit of 

Associates below the national level shall use Robert’s Rules of Order unless another 

provision is contained within the bylaws of that Division or Associate Unit. 


13.9 National Sovereignty – The National Ski Patrol System, Incorporated shall be sovereign to 

the Divisions, Regions, Sections, Patrols or any other designated Associate Unit. No 

Division, Region, Section, Patrol or Associate Unit shall promulgate any bylaws, policy, 

procedure, rule, or regulation that conflicts with or tends to interfere with the uniform 

application of these Bylaws, the NSP Policies & Procedures Manual or the NSP Federal 

Charter. 

13.10 Applicable Law & Venue – The matters in these Bylaws shall be construed according to 

the laws of the State of Colorado. The venue for any action concerning the matters 

contained in these Bylaws shall be Colorado State Court, First Judicial District, Jefferson 

County, Colorado. 

13.11 Books & Records – Except as otherwise provided by law, the NSP: 

a. Shall keep as permanent records; minutes of all meetings, a record of all actions 

taken by the Board of Directors, and a record of all actions taken by a committee 

of the Board exercising the authority of the Board on behalf of the NSP; 

b. Shall maintain appropriate accounting records; 

c. Shall maintain a record of its Members and Associates in a form that permits 

preparation of a list of the names and addresses of its Members and Associates in 

alphabetical order, and 

d. Shall keep a copy of the following records at its principal office: 

i. The Articles or Restated Articles of Incorporation and all amendments to 

them currently in effect; 

ii. The Bylaws or Restated Bylaws and all amendments to them currently in 

effect; 

iii. Its financial records for the past three years, including balance sheets 

showing in reasonable detail the financial condition of the Corporation as 

of the close of each fiscal year, and an income statement showing the 

results of its operation during each fiscal year prepared on the basis of 

generally accepted accounting principals or, if not, prepared on a basis 

explained therein; 

iv. All communications to Members and Associates generally within the past 

three years, and 

v. A list of the names and addresses of its current directors and officers, 

vi. A current copy of the Policies and Procedures Manual and all amendments 

to them currently in effect. 

e. A Member entitled to vote, or an agent or attorney of the Member, may inspect 

the records of the corporation for any proper purpose, at any reasonable time. 

13.12 Subordinate Written Authority 

a. The Board of Directors may adopt written policies and procedures of the 

Corporation not inconsistent with the Federal Charter, the Articles of 

Incorporation, or these Bylaws. 

b. The Board of Directors and the Executive Director may promulgate subordinate 

written Corporate Regulations not inconsistent with the Charter, the Articles of 


Incorporation, these Bylaws, the NSP Policies and Procedures, or any other action 

taken by the Board of Directors. 

ARTICLE XIV 

BYLAWS AMENDMENT 

14.1 Amendment Authority - The Board of Directors shall have the authority to make, amend 

and repeal the Bylaws by affirmative vote of two-thirds of the board members elected and 

serving at any regular or special meeting. Provided, however, that any changes to the 

nominating process, election process or Board of Director Term Limits or quorum 

requirements for Traditional Member voting as set forth in these Bylaws for the Board of 

Directors shall require the vote of a majority of the Traditional Members voting thereon. 

14.2 Amendment Procedure - Amendments to these Bylaws shall be proposed in writing and 

shall cite the article and section to be amended. Proposed amendments, which may be 

approved by the Board of Directors, must be delivered to the Board of Directors at least 

sixty days prior to the regular or special meeting during which the proposed amendment 

will be discussed. Proposed amendments that must be approved by the Traditional 

Members shall be delivered to the Traditional Members at least sixty days prior to the 

deadline for casting the vote on the proposed amendment. Bylaws amendments shall 

become effective immediately upon completion of the vote. 

14.3 Supersession of the Bylaws – These Bylaws supersede all prior bylaws. 

ARTICLE XV 

SEVERABILITY 

Should any part of these Bylaws be held invalid by any federal or state court or by any legal 

entity with supervisory authority over the NSP under state or federal law, then such holding shall 

not be construed as affecting the validity of any greater part of these Bylaws than is required to 

comply with that ruling. It is the intent of the NSP to save the remaining part of the affected 

section or sections and retain the whole of these Bylaws to the greatest extent possible and to 

minimize the part or parts that are to be stricken. 


ARTICLE XVI 

INDEMNIFICATION 

The NSP shall indemnify its paid or volunteer officers, directors, committee members, staff, 

advisors and instructors to the greatest extent allowed under Colorado law, for all judgments, 

settlements or adjudications of monetary liability as well as appropriate attorney fees, costs and 

expenses relating to the defense of any action brought against them by reason of their office or 

appointment. This indemnification may include upon approval of the Board of Directors, the 

advancement of costs and expenses reasonably anticipated if the claimant agrees to make a 

written accounting and to reimburse the NSP for any amounts paid in excess of actual costs or 

expenses. Such indemnification shall not be permitted when any person making such request has 

been found by any competent, legal authority to be liable for gross negligence, willful or wonton 

conduct or criminal conduct in violation of local, state or federal law as it relates to the action. 

Such indemnification may be denied by the NSP by resolution of the Board of Directors when 

any person making such request has been found by the Board of Directors to be in violation of 

these Bylaws or the NSP written policies and procedures (not amounting to a crime) and the 

conduct materially and adversely affects the outcome of the action. When any person is charged 

but has not been convicted of a crime or while an allegation of misconduct in violation of NSP 

Bylaws or its policies and procedures is pending, then any decision on the claim for 

indemnification shall be postponed until the competent, legal authority or the NSP has reached a 

final conclusion and all appeals have been concluded or exhausted. 

ARTICLE XVII 

DISSOLUTION 

Dissolution of the NSP shall conform to the laws of the State of Colorado and to the Laws of the 

United States with special care regarding the disbursement of assets in conformity with those 

laws.

BYLAWS NATIONAL SKI PATROL SYSTEM, INCORPORATED

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