GCA By-laws

GODDARD CONTRACTORS' ASSOCIATION

BYLAWS

This document last modified 03/24/14

Purpose
The Goddard Contractors' Association (the Association or GCA) is an organization which serves
as a medium for the exchange of information between members of NASA Goddard Space Flight
Center (GSFC) management and that of GSFC's contractor community.

Membership

Company members will be selected from among GSFC contractors. There shall be two levels of
membership: Voting Member and Corresponding Member. A Voting Member will be a company
with a minimum of $1.0M in annual contract revenue with NASA GSFC, either as a prime
contractor or as a principal subcontractor on contracts with NASA GSFC. A Corresponding
Member will be any other company with at least one contract with NASA GSFC or one first tier
subcontract on a contract with GSFC.

Companies may apply for membership, or an upgrade from Corresponding to Voting Member,
through written application addressed to the President of the Association. The application will
state whether the company is requesting to become a Voting Member or a Corresponding
Member. In either case, the application will state the specific qualifications for that level of
membership. If applying for Voting Membership, the application will list the current contract(s)
and their value to the company in the current fiscal year, or in the previous fiscal year. For
Corresponding Membership, it is sufficient to list just the name of the contract(s). The elected
Board of Directors will have the right to verify the contract(s) dollar value with the NASA GSFC
Procurement Office and will promptly vote on each application. A tie vote will be decided in
favor of acceptance. The applicant company will be notified in writing, with an information copy
provided to the GSFC Center Director.

The Board of Directors reserves the right to verify, on an annual basis, the qualifications of
Voting Members, in accordance with the $1M contract value threshold in the current or
immediate past fiscal year through consultation with the NASA GSFC Procurement Office. A
Voting Member which falls below this threshold will be notified by the Board of their change in
status to Corresponding Member.

Each Member shall name a primary representative and an alternate representative, who will each
be appointed by the selected contractor companies.

Member companies which do not have a representative attend a meeting of the Association for
any six consecutive meetings will be assumed to have desired to discontinue membership and
will be removed from membership. Any Member company which passes an entire fiscal year
without an active contract or first tier subcontract will be removed from membership. Re-
 attaining membership after either situation will require a new application. Member companies
may resign from the Association at any time by simple written notification addressed to the
President.

NASA Members of the Association will be the GSFC Center Director and his/her deputy or
other designee.

Officers

Four elected officers will lead the Association: President, Vice President, Secretary, and
Programs Chairperson.

Organization

Elections to be held annually in June. Nominations, including self-nomination, shall be solicited
before the June meeting and publicized to the then-current members. Election of officers shall be
by secret ballot vote of the Voting Member companies, with one vote allowed per company. The
GSFC staff will be requested to assist in the election process to assure fairness.

Meetings

Meetings of the Association will normally be held monthly and/or as required. Attendance at
meetings will be restricted to the Member companies' primary and/or alternate representatives
or alternates. Substitution attendees will be welcomed, so long as no more than two representatives
from a single company attend any meeting.

Committees

The Association may appoint ad hoc or permanent committees to carry out work determined to
be of interest to the members. The committee may be staffed by individuals with an interest and
competence in the subject-matter, selected from the staffs of member companies or the staffs of
other companies, government agencies or institutions with an interest in Goddard activities. One
Association Member's representative shall be an ex officio member of each committee.

To facilitate operations, there shall be a standing Board of Directors comprised of:
The President; the Vice President; the Secretary; and the Programs Chairperson.

There shall also be a Nominations Committee comprised of: The Outgoing President; the Past
President; the GSFC Facilitator; and others as required and designated by the President.

Other committees, as required, shall be established by the Board of Directors.

GSFC Facilitator

A Facilitator will be appointed by the Center Director as principal liaison to the Association for
developing programs, assisting in physical arrangements, communications, etc. 

Dues

None; expenses of meetings and other activities will be borne by Members equally.

Duties of Officers

President: Leads Association; approves agenda for and chairs meetings; principal contact for the
Association; extends invitation to guests at meetings; has signatory authority.

Vice President: Acts for the President in his/her absence or other non-availability; special duties
as assigned; acts for Secretary when latter not available; accepts and disburses funds for
meetings. Has signatory authority when designated by the President.

Secretary: Records and distributes the minutes of meetings if applicable; distributes the agenda
and other notices; maintains file of documentation; tracks attendance; provides input for the
GCA website; acts for President in the absence or other non-availability of the President and
Vice President.

Programs Chairperson: Working with designated NASA staff and Association members,
develops the agenda for meetings and makes arrangements. Acts for other officers when they are
not available.

Bylaw Revisions

The Bylaws will be reviewed annually, after the June elections, to ensure the Association is
meeting the intended purpose. Suggested revisions to the Bylaws and/or any operational
guidelines, including dissolution of the Association, may be recommended by any member.
Approval of proposed Bylaw revisions will require a two-thirds vote majority of all submitted
votes from Voting Member representatives, and concurrence by the GSFC Director.

Disclaimer

Any contractor can decline to participate in any activity that may cause legal or marketing
concerns for that company(ies).