ITEA Bylaws
Approved by ITEA Membership [2025]
ITEA Board Policies
Adopted by the Board of Directors
Whistleblower Policy
Purpose
The purpose of this Whistleblower Policy is to ensure that ITEA has a process for directors, officers, employees, contractors, and volunteers to report suspected violations of law, organizational policy, or unethical conduct, and to protect them from retaliation for making good faith reports.
Reporting Responsibility
It is the responsibility of all members of ITEA to report concerns regarding suspected:
- Financial impropriety, fraud, or misuse of assets
- Accounting or auditing irregularities
- Violations of laws, regulations, or organizational policies
- Other unethical or improper conduct
No Retaliation
No person who, in good faith, reports a concern shall suffer harassment, retaliation, or adverse consequences. Retaliation is grounds for disciplinary action, up to and including termination of employment, removal from office, or dismissal from volunteer roles.
Reporting Process
- Concerns should be reported to the Executive Director or the Chairman of the Board.
- If the concern involves either of these individuals, the report may be made directly to the Treasurer or another designated Board officer.
- Reports may be submitted in writing, by email, or verbally, and may be made anonymously if desired.
- All concerns will be documented, investigated promptly, and addressed appropriately.
Confidentiality
Reports of concerns and investigations will be kept confidential to the extent possible, consistent with the need to conduct a full and fair inquiry and take corrective action.
Acting in Good Faith
Anyone filing a report must be acting in good faith and have reasonable grounds to believe the information disclosed indicates a violation. Reports that prove to be unsubstantiated and that are found to have been made maliciously or knowingly false will be treated as a serious offense.
Oversight
The Board of Directors is responsible for overseeing this policy, ensuring appropriate follow-up on reports, and taking corrective action when warranted.
Document Retention and Destruction Policy
Purpose
The purpose of this policy is to ensure that ITEA retains necessary records for an appropriate period of time, complies with legal and regulatory requirements, preserves its history, and disposes of records when no longer required.
Scope
This policy applies to all physical and electronic records created, received, or maintained by the ITEA during its business.
General Guidelines
- Records will be maintained for at least the minimum periods required by law and as outlined below.
- Records may be kept in digital form (scanned or electronic), provided they are accessible, backed up, and secure.
- When retention periods expire, records will be destroyed in a secure manner unless they have ongoing administrative, legal, or historical value.
- No record relevant to pending or anticipated litigation, audit, or investigation may be destroyed.
Retention Schedule
Permanent Retention
- Articles of Incorporation, Bylaws, Amendments
- IRS Determination Letters and Exemption Filings (Form 1023/1024)
- Annual IRS Form 990 filings and supporting schedules
- Board and Committee meeting minutes
- Board policies and resolutions
- Audit reports and financial statements (final)
- Major legal documents (e.g., deeds, long-term contracts, intellectual property records)
- Historical documents of enduring value (conference programs, publications, awards, photos, etc.)
7 Years
- Accounts payable and receivable ledgers
- Bank statements, cancelled checks, deposit records
- Payroll records and expense reports
- Vendor and consultant contracts (after expiration)
- Grant records (after completion of grant)
3 Years
- Routine correspondence (non-historical)
- Membership applications and renewals
- Event registrations and routine attendee lists
- General administrative files without ongoing value
1 Year (or until no longer needed)
- Drafts and notes not part of official record
- Routine emails unrelated to governance, finance, or compliance
Oversight and Administration
- The Executive Director (or designated officer) is responsible for implementing this policy.
- The Board of Directors oversees compliance and approves updates as needed.
- Staff and volunteers are expected to follow this policy in handling records.
For a virtual nonprofit, the key emphasis should be on:
- Digital preservation (scanning old paper archives, consistent file naming, cloud storage with backups)
- Historical archives (deciding what’s worth saving permanently for institutional memory — e.g., symposium programs, newsletters, photos)
- Legal protection (never destroying documents related to IRS filings, board decisions, or contracts)
Policy on Obituaries and Memorial Notices
The Association may publish obituary or memorial notices to honor individuals who have made a meaningful contribution to ITEA or the Test and Evaluation community. Notices may be prepared for:
- Current members in good standing
- Former members with significant service to ITEA
- Non-members who have made a lasting impact on the T&E profession
Content will be respectful, concise, and consistent in tone, focusing on professional achievements and contributions. Publication may appear on the ITEA website, in the Journal, newsletter, or other communications, with family consent when appropriate. The Board may approve extended recognition for individuals of extraordinary influence.
ITEA Electronic Voting Policy
Purpose
Electronic voting allows the ITEA Board of Directors to make decisions when it is impractical to wait for a scheduled physical meeting. It ensures timely governance while maintaining transparency and quorum requirements.
When Electronic Voting May Be Used
1. Between Board Meetings:
+ When a decision cannot wait for the next scheduled meeting.
+ All Board members may participate in the discussion and must be polled for a vote.
+ Approval requires the number of positive votes as stipulated in the bylaws.
2. During a Physical Meeting:
+ When part of the Board participates remotely (e.g., teleconference, videoconference) and a private or confidential vote is required.
+ Voting is limited to those present for the discussion.
+ Approval requires the number of positive votes as stipulated in the bylaws.
3. Restrictions:
+ Electronic voting cannot be used to:
+ Amend governance or bylaws.
+ Approve or change budgets exceeding $5,000.
Procedure Overview
1. A motion is submitted by a Board member and seconded. Discussion occurs via email or virtual platform for a defined period.
2. After discussion, voting opens for a defined period, during which all eligible members submit their votes electronically.
3. The Executive Director tallies votes, reports participation (not individual votes), and confirms results.
4. The final vote results (approved, denied, abstained, not voted) are reported to the Board.
5. Where privacy is required (e.g., awards), vote tallies are reported without disclosing individual votes.
ITEA Non-profit Information
Non-Profit Registration
TAX ID # 52-1174656
Established January 18, 1980
NAICS – 813920 (professional management) and 611430 (education and training)
Most recently filed form 990 is available upon request [info@itea.org]