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The Council is a non-profit, non-political, educational organization governed by Six officers elected by its membership. The Council's executive secretariat is headquartered at the University of Wisconsin at Madison .

Officers of the Council's Executive Board:

Council Staff:

Antonia Schleicher, NCOLCTL Executive Board
Director, National African Language Resource Center
ayschlei@wisc.edu

Sookyung Park Cho
Graduate Assistant, NCOLCTL
Sookyungcho@wisc.edu

CONSTITUTION OF THE NATIONAL COUNCIL OF LESS COMMONLY TAUGHT LANGUAGES

PREAMBLE
This Council shall represent the Less Commonly Taught Language (LCTL) teaching profession in the national dialogue on Foreign Language and International Studies.

Section 1:
NAME. The name of this organization, hereafter referred to as the Council, shall be "National Council of Less Commonly Taught Languages."

Section 2:
NATURE. The Council shall be a non-profit, non-political professional organization, formed exclusively for educational and scientific purposes, including, for such purposes, the making of distributions to organizations under Section 501(c)(3) of the Internal Revenue Code (or corresponding section of any future Federal tax code).
The less commonly taught languages include all languages not typically part of most U.S. college and high school curricula.

Section 3:
PURPOSE. The goal of the Council is the advancement of a national strategy for the teaching and learning of the LCTLs. Activities of the Council shall include, but not be limited to, the following:
· Policy and planning for the LCTLs;
· Research to promote and facilitate LCTL learning and teaching;
· Support to nurture and strengthen language teaching organizations for the LCTLs;
· Professional development of LCTL teachers;
· Curriculum development in the LCTLs;
· Collection and dissemination of data and information on the LCTLs';
· Fundraising to carry out the activities mentioned above as well as approved programs of member organizations; and
· Voicing the collective concerns of the LCTLs.

Section 4:
GUIDING PRINCIPLE. Decisions of the Council shall be made within a context reflecting broad and comprehensive representation of all LCTLs.

Section 5:
MEMBERSHIP. The Council shall be an incorporated organization of LCTL teaching organizations and individual LCTL instructors.
i. Organization Full Membership. Any organization involved in the teaching of the LCTLs may become a member of the Council. In addition to the founding members, other LCTL organizations may be added as full members in accordance with this Constitution. Each dues paying organization shall have one vote at all annual and special meetings of the Council. Members shall also be entitled to receive such newsletters, bulletins, and other publications as may be issued by the Council.
The following criteria shall be considered to determine eligibility for full organization membership:
1. A member organization shall be a fully constituted organization.
Information needed: constitution/bylaws incorporation certificate when applicable.

2. A member organization shall be primarily concerned with the teaching and learning of one or more LCTL.
Information needed: mission statement or evidence of teaching an LCTL.

3. A member organization shall have a clearly defined and effectively operating administrative structure with an established track record.
Information needed: current profile; officers, members; activities, projects; and evidence of track record.

4. A member organization shall be representative of its language field(s), and of a significant portion of U. S. education in its language field(s).
Information needed: Basis of membership: composition and size of membership.Field definition: linguistic, geographic

5. A member organization shall agree to work to support the general interests of the LCTLs in accord with the principles of NCOLCTL.
Information needed: evidence of commitment; statement/ resolution in support of collective solutions to common problems.

ii. Affiliate Organization Status. Organizations still in their formative stages can be affiliated with NCOLCTL prior to being accepted as full members as prescribed by the By-Laws: Article I,

Section 5.i.

Organizations that have a professional interest in advancing one or more of the less commonly taught languages, but are not eligible for full membership as prescribed by the By-Laws: Article I, Section 5.i, may also apply for Affiliate Status in NCOLCTL.
iii.Individual Membership: Any individual who is interested in issues of LCTL's may become a member of the council.

ARTICLE II: GOVERNANCE AND OFFICERS
Section 1:
GOVERNANCE. The determination of policy and planning rests with the Council. Implementation of policy and the management of the affairs of the Council shall be the responsibility of the Executive Board.

Section 2:
COUNCIL. The Council consists of the designated representatives of the member LCTL organizations and one representative of individual members.

i. Responsibility. The Council determines and ratifies all policies having to do with the organization of the Council and its annual meeting, has the sole authority to admit organizations as members and affiliates of the Council, to elect officers, and to approve changes in the Constitution.

ii. Organizational Representatives. Before each Annual Assembly of the Council, each member organization shall designate in writing one person to represent it on the Council, to serve the ensuing year. The representative may be designated by his or her organization to serve for additional terms without limitation.

iii. Meetings. The Council shall hold an Annual Assembly at such time and place as the Executive Board may select. More than 50 percent of the members present at any session of the Annual shall constitute a quorum. All meetings shall be conducted in accordance with the latest edition of Robert's "Rules of Order".

Section 3:
EXECUTIVE BOARD.

i. Responsibilities. Between annual meetings, the Executive Board is responsible for overall direction in accordance with policies adopted by the Council and shall recommend policy initiatives to the Council.

The Executive Board, at its discretion, may appoint a Director.

The Executive Board may establish committees and task forces as the business of the council may require. The Board shall define the tasks and powers thereof and fix the terms and methods of appointment of members.

ii. Members. The Executive Board shall consist of the President, the Vice-President, the immediate Past-President, the Secretary-Treasurer, and three at-large members. One at-large member will represent individual members of the Association.

iii. Meetings. The Executive Board shall meet as necessary to conduct the business of the Council and at the call of the President or three members of the Executive Board. The Executive Board will be responsible for the long-term planning of annual meetings and for the publication and dissemination of information on these meetings.

Section 4:
ELECTED OFFICERS. The officers of the Council shall be elected by the members at the Annual Assembly of the members of the Council from among a slate of candidates presented by the Nominating Committee and shall serve without compensation. The term of office shall be two years.

i. The President shall be the executive head of the Council, shall preside at all business meetings of the Council and of the Executive Board and carry out the instructions of the Council and the Executive Board. The President may not serve two consecutive terms. By virtue of his/her office the President may not represent his/her organization in the Council.

ii. The Vice-President shall, in the absence or disability of the President, perform the duties and exercise the powers of the President. The Vice-President will automatically succeed the President when the latter's term of office expires. By virtue of his/her office the Vice-President may not represent his/her organization in the Council.

iii. The immediate Past-President will attend meetings of the Executive Board as an ex-officio non-voting member and shall perform such duties as are assigned to this office by the Executive Board and the Council.

iv. The Secretary-Treasurer shall maintain accurate records for the Council, shall conduct the correspondence for the Council, shall keep the minutes of all meetings of the members of the Council and of the Executive Board, and shall mail out all notices of meetings of the Council and of the Executive Board.

The Secretary-Treasurer shall have general supervision over the fiscal affairs of the Council, shall be responsible for disbursing the funds of the Council as needed or authorized by the Executive Board and shall maintain records of all other moneys received and paid out for the account of the Council and perform such other duties as are assigned to this office by the Executive Board and the Council. The Secretary-Treasurer shall submit such records to the Executive Board or the Council members upon request and shall submit a treasurer's report at each annual meeting of the Council members. The Secretary-Treasurer may be elected for more than one term.

v. The three at-large members shall serve staggered terms.

Section 5:
DIRECTOR. The Executive Board, at its discretion, may appoint a Director to carry out its mandate, to represent the Council and to be responsible for fundraising.

Section 6:
NOMINATING COMMITTEE. Each year at the Annual Assembly of the Council, a committee consisting of the President, Vice President, and two immediate Past Presidents shall constitute the Nominating Committee. At least one member of this Committee shall have been a member of the Nominating Committee of the previous year.

i. The Nominating Committee shall present a slate of candidates and solicit nominations from the membership.

ii. The Nominating Committee shall give due consideration to achieving representational balance on the Executive Board.

Section 7:
ELECTIONS. Vacancies on the Executive Board shall be filled by elections through ballots from the designated representatives of the member organizations prior to the Annual Assembly. The new officers assume their duties at the conclusion of the Annual Assembly.

ARTICLE III: FINANCES
Section 1:
FISCAL YEAR. The fiscal year of the Council shall be determined by the Executive Board on the recommendation of the Secretary-Treasurer.

Section 2:
LEGAL CONTRACTS. The right to enter into legal contracts for the Council or any of its constituent parts is vested solely in the Executive Board.

Section 3:
AUDIT OF ACCOUNTS. There shall be an audit or a financial review of accounts by an independent accountant at least every three years.

Section 4:
COMPLIANCE WITH IRS CODE SECTION 501(C)(3).

i. The Council shall comply with all the provisions of Section 501(c)(3) of the Internal Revenue Code of 1954, as amended, and shall not carry on any activities not permitted in that code.

ii. Assets of the Council are permanently dedicated to exempt purposes as described in Section 501(c)(3). In the event of dissolution, all remaining assets and property of the Council shall, after payment of necessary expenses thereof, be distributed to such organizations as shall qualify under Section 501(c)(3) of the Internal Revenue Code of 1954, as amended, or, to another organization to be used in such manner as will best accomplish the general purposes for which the Council was formed.

ARTICLE IV: AMENDMENTS
This Constitution may be amended by a two-thirds vote of the Council.