ARLIS/NA Northwest Chapter
BYLAWS
As amended through February 2004
I. Name
A. The
name of the organization shall be Art Libraries Society of North America
America, Northwest Chapter (abbreviated as ARLIS/NA Northwest), hereafter
referred to as the Chapter.
B. This
body is a Chapter of the Art Libraries Society of North America, hereinafter
referred to as the Society.
II. Purpose
A. The
Chapter shall promote and support the goals and objectives of the Society in
the Northwest region including the states of
B. The
Chapter is organized and will be operated exclusively for charitable and
educational purposes with in the meaning of Section 501 © (3) of the Internal
Revenue Code of 1954, as amended, in order to advance the cause of art
librarianship and to promote the development, good management, and enlightened
use of all art libraries and visual resources collections. In furtherance of such purpose, the
organization is authorized:
1. To
promote the continuing professional education of its members and the general
knowledge of the public by sponsoring conferences, seminars, lectures,
workshops, and other exchanges of information and materials concerning all
aspects of art librarianship and visual resources curatorship;
2. To
stimulate greater use of art libraries and visual resources collections by
sponsoring, supporting, or publishing resources directories, bibliographies,
inventories, periodical journals, occasional papers, reports, and related
materials concerning the organization and retrieval of art information;
3. To
foster excellence in art librarianship and the visual arts by establishing
standards for art libraries and visual resources collections, by promoting
improvements in the academic education, of art librarians and visual resources
curators, by sponsoring awards for outstanding achievement, and by other means
to that end;
4. To
engage in any activities conducive to furthering the organizations purposes,
providing that such activities may be lawfully carried on by an organization
exempt from federal income tax under sections 501 © (3) of the Internal Revenue
Code of 1954, as amended (of the corresponding provision of any future United States
internal revenue law).
III. Charitable Activity Restrictions
A. No part
of the net income of the organization shall inure to the benefit of or be
distributable to its directors, officers, or other private persons, except that
the organization shall be authorized and empowered to pay reasonable
compensation for services actually rendered and to make payments and
distributions in furtherance of the purposes and objectives of this
organization.
B. No
substantial part of the activities of the organization shall be carrying on of
propaganda or otherwise attempting to influence legislation, and the
organization shall not participate in or intervene in any political campaign on
behalf of any candidate for public office.
C. Notwithstanding
any other provisions set forth in these Articles of Incorporation (or
constitution), at any time during which it is deemed a private foundation:
1. The
Chapter shall not engage in any act of self-dealing as defined in Section
4941(d) of the Internal Revenue Code of 1986 or corresponding provisions of any
subsequent federal tax laws;
2. The
Chapter shall not make any investments in such manner as to subject the
organization to the tax imposed by Section 4944 of the Internal Revenue Code of
1986 or corresponding provisions of any subsequent tax laws and the
organization shall not make any taxable expenditures as defined in Section
4945(d) of the Internal Revenue Code of 1986 or corresponding provisions of any
subsequent federal tax laws;
3. The
Chapter shall not own any excess business holdings that would subject it to tax
under section 4943 of the Internal Revenue Code of 1986 or corresponding
provisions of any subsequent federal tax laws;
4. The
Chapter shall not make any investments in such manner as to subject the chapter
to the tax imposed by Section 4944 of the Internal Revenue Code of 1986 or
corresponding provisions of any subsequent federal tax laws;
5. The
Chapter shall not conduct or carry-on any activities not permitted to be
conducted or carried on by an organization exempt for tax under Section 501 ©
(3) of the Internal Revenue Code of 1986, or corresponding provisions of any
subsequent federal tax laws, or by an organization contributions to which are
to be deductible under Section 170 © (2) of such Code or corresponding
provisions of any subsequent federal tax laws.
IV. Dissolution
A. Upon
the dissolution of the organization or the winding up of its affairs, the
assets of the organization shall be distributed exclusively for the charitable
or educational purposes or to organizations which are then exempt from federal
tax under Section 501 © (3) of the Internal Revenue code of 1986 or
corresponding provisions of any subsequent federal tax laws and to which
contribution are then deductible under Section 170 © (2) of such code or
corresponding provisions of any subsequent federal tax laws. Organizations having purposes similar to
those of this organization shall be preferred.
V. Membership and Dues
A. Membership
in the Chapter is conditional upon membership in the Society.
B. Any
personal member of the Society is eligible to become a member of the Chapter.
C. Institutional
members of the Society within the defined region may designate one person who
shall be eligible to become a member of the Chapter.
D. The
membership year shall be January 1 to December 31.
E. The
Chapter shall have the right to assess dues and fees to cover expenses and
special projects, subject to membership vote.
Dues shall be determined by majority vote at the annual Chapter business
meeting. If a member’s dues remain
unpaid for one membership year the membership shall be considered terminated.
F. The
Regional Representative of the Society whose territory includes the defined
region shall be an ex-officio member of the Chapter.
VI. Privileges
A. Only
members of the Chapter are eligible to vote.
B. Members
are entitled to receive announcements of meetings of the Chapter and other
notices of general interest.
C. Only
members of the Chapter may hold elected office or be appointed to committees.
VII. Officers
A. The
elected officers of ARLIS/NA Northwest Chapter shall be the Chair, the
Vice-Chair/Chair Elect, the Secretary and the Treasurer. They will constitute
the Chapter Executive Board.
B. Officers
shall be elected for one-year terms beginning January 1.
C. The
Chair shall act as chief executive officer of the Chapter and shall preside at
all meetings. In addition, the Chair
shall insure that all required reports are submitted to Society officers.
D. The
Vice Chair/ Chair Elect shall replace the Chair when a vacancy occurs.
E.
The Secretary shall be responsible for all documents
and correspondence, the keeping of minutes of the meetings.
F.
The Treasurer shall handle the financial accounts of
the Chapter, and shall present an annual financial report at the Annual General
Meeting
G.
In the
absence of the Chair, the Vice Chair/Chair-Elect shall have the power to call
and conduct meetings.
H.
If an
office other than Chair becomes vacant the Chapter Executive Board will appoint
an acting replacement to serve until the next election.
I.
If there are not sufficient nominees at the Annual
General Meeting to fill both the Secretary and the Treasurer’s positions, then
the positions may be combined, and one person nominated
VIII. Elections
A. The
Chair shall appoint a nominating committee and its chairperson by three months
of the annual chapter business meeting.
B. The
nominating committee shall present at least one candidate for each office.
C. The
nominee shall submit a written statement of acceptance and a biography for the
inclusion on the ballot.
D. Ballots
shall be mailed to members by one month in advance of the annual chapter
business meeting, or sent by e-mail one week in advance of the annual chapter
business meeting.
E. The
candidate who receives the greatest number of valid votes shall be elected.
F. Candidates
shall be informed of the results in writing by the Chairperson. Announcement of the names of the successful
candidates shall be made at the annual chapter business meeting.
IX. Meetings
A. The
Chapter shall hold at least one meeting per year.
B. The
Secretary/Treasurer shall mail notices of a meeting at least six weeks prior to
the meeting.
C. The
Chair or the Vice Chair/Chair Elect shall be responsible for the program,
drawing from suggestions submitted by the membership.
D. Members
may be appointed to assist the officers with program planning, and host
member(s) or person(s) designated by the Vice Chair shall make local
arrangements.
E. The
members of the Chapter present shall constitute a quorum.
F. Roberts
Rules of Order, in the latest edition, shall govern the Chapter in all cases to
which it can be applied and in which it is not inconsistent with the Bylaws of
the Chapter.
G. Whenever
these bylaws make no specific provisions, the organization of and procedure in
the Chapter shall correspond to those set forth in the Bylaws of the Society.
H. Members
may invite guests to meetings, which may encourage them to become members.
I. The
chapter annual business meeting shall be the meeting preceding the ARLIS/NA
conference.
J. The
reporting year shall be the calendar year, January 1 - December 31.
X. Committees
A. Committees
may be appointed, elected, or voluntarily formed at the discretion of the
membership.
B. No
committee may exist without a statement of purpose.
C. Each
committee shall, as its first act, prepare a statement of purpose to be
submitted to the Chairperson within 30 days of its formation.
XI. Affiliation
A. Affiliation
with other organizations in the defined region shall be in accordance with the
guidelines supplied by the Society.