BYLAWS OF THE CLAY MINERALS SOCIETY
(Revised June 2002)
PREAMBLE
The particular
business and objectives of the Society shall be to encourage in the broadest
and most liberal manner the advancement of clay mineral science in all of its
branches; the promotion of research in clay mineral science and technology; the
increase and diffusion of knowledge of clay mineral science and technology; and
by its meetings, reports, papers, discussions, and publications to promote
scientific interest and inquiry thereby fostering public welfare and education,
and providing for informed development of industries and natural resources,
addressing environmental issues, and adding to the prosperity and well being of
all people.
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Section 1. Name. The
name of the Society shall be “The Clay Minerals Society,” herein referred to as
the “Society."
Section 2. Seal. The seal of the Society shall consist of two concentric circles
with the words “The Clay Minerals Society” inscribed between them.
Section 1. Journal. As a means of achieving the goals stated in
the Preamble, a principal purpose and activity of the Society shall be to
publish a periodical journal containing, but not limited to, original research
papers in the broad field of clay science.
The journal is titled CLAYS AND CLAY MINERALS and is copyrighted by the
Society. Managerial responsibility for
the journal shall be divided between the Editor-in-Chief (Article VI, Section
9) and the Committee on Publications (Article V, Section 3).
Section 2. Technical Meetings. Another principal purpose and activity of
the Society shall be to organize and conduct technical meetings which will
promote presentation and discussion of research problems and results among clay
scientists. Technical meetings
customarily shall be held annually and customarily shall coincide in time and
place with the Annual Meeting of the Society (Article VIII, Section 1). A technical meeting customarily will be
organized and managed by a Local Committee approved by the Council.
Section 1. Membership. The general membership of the Society shall
consist of Members, Student Members, Distinguished Members, Sustaining Members,
Sustaining Patrons, and Sustaining Benefactors.
Section 2. Members. Members shall be persons interested in clay
minerals or associated minerals.
Section 3. Student Members. Student Members shall be students, graduates
or undergraduates, in fields related to clay mineral science or technology.
Section 4. Distinguished Members. Distinguished Members shall be persons
recognized for distinguished attainment in the field of clay mineral
science. Distinguished Members are
those members who have received the Marilyn and Sturges W. Bailey Distinguished
Member Award.
Section 5. Sustaining Members, Patrons, and
Benefactors. Sustaining
Members, Patrons, and Benefactors shall be persons, institutions, foundations,
or corporations which, with optional approval of the Council, shall have
donated a gift of specified value to the Society each year. The dollar amount between the three levels
of sustaining membership (i.e., Members, Patrons, and Benefactors) shall be
approved by Council.
Section 6. Voting Privileges. Members, Student Members, Distinguished
Members, Sustaining Members, Sustaining Patrons, and Sustaining Benefactors
shall be entitled to vote in the transaction of the regular business of the
Society. Organizations which are Sustaining
Members, Sustaining Patrons, or Sustaining Benefactors may empower one person
from the organization to vote on its behalf.
Section 7. Application for Membership. Membership shall be attained on receipt and
acceptance of the Application and of one year’s dues by the Secretary.
Section 8. Nomination and Election of Distinguished
Members. Distinguished
Members shall be nominated by the Marilyn and Sturges W. Bailey Distinguished
Member Award Committee, which shall submit its recommendations to the
Council. Election of Distinguished
Members (i.e., Marilyn and Sturges W. Bailey Distinguished Member Award
recipients) shall be carried out by secret ballot and shall require a
two-thirds (2/3) affirmative vote of the entire Council.
Section 9. Dues.
(a) Dues will be set by the
Council and shall be payable by January 1 of each year. Dues shall not be required of Marilyn and
Sturges W. Bailey Distinguished Member Award recipients and Distinguished
Members.
(b) The Clay Minerals Society is
an affiliated member of AIPEA (Association Internationale pour l'Etude des
Argiles). The CMS will pay AIPEA an
individual membership fee as negotiated by AIPEA and CMS for each North
American member in good standing with CMS.
Section 10. Arrears. A Member or Student Member who is in arrears
in payment of annual dues shall not be entitled to any of the rights and
privileges of a Member of the Society.
The membership of a Member or Student Member whose dues are more than
one year in arrears shall be automatically suspended.
Section 11. Suspension and Termination of Membership. The membership of any Member of any class
may be suspended or terminated by the Council.
Suspension or termination shall require a two-thirds (2/3) affirmative
vote of the entire Council after a hearing or opportunity to be heard, for conduct
determined by the Council to be prejudicial to the interests of the Society.
OF
OFFICERS AND COUNCILORS
Section 1. Offices and Councilors. Voting Members in good standing are eligible
for election as officers or as Councilors.
The Vice-President Elect shall be elected to serve for a term of one
year, after which the Vice-President Elect automatically becomes
Vice-President.
The Vice-President shall serve a term of one year. The outgoing Vice-President automatically
becomes President.
The President shall serve for a term of one year. The outgoing President continues for one
year on the Executive Committee as Immediate Past President. The President shall not be eligible for
re-election as Vice-President Elect until three years from the expiration of
his or her term of office as President.
The Secretary shall be elected for a term of three years, and is
eligible for re-election without limitation.
The Treasurer shall be elected to serve for a term of three years, and
is eligible for re-election without limitation.
The Editor-in-Chief shall be selected by the Executive Committee,
subject to approval by a two-thirds (2/3) vote of the entire Council for a
three-year term, and is eligible for reappointment without limitation. Upon the resignation of the Editor-in-Chief,
the President shall appoint an ad hoc
search committee of four (4) members to assemble a list of candidates for the
position. The committee chair will be
selected by the President. The Chair
will bring forth one or more nominees to the Executive Committee and Council
for selection at the next Executive Committee and Council meetings. The Executive Committee may appoint an
interim Editor, as necessary, while a new Editor-in-Chief is sought.
The number of Councilors is twelve, four of whom
shall be elected each year to serve for a term of three years.
Section 2. Commencement of Terms of Office. The terms of office of Councilors and
Officers elected at the Annual Meeting shall commence at the adjournment of the
Annual Meeting.
Section 3. Regular Ballot. At least three (3) months (90 days) before
the Annual Meeting, the Manager shall mail to the voting members the list of
nominations recommended by the Committee on Nominations, and approved by the Council,
which shall comprise the Regular Ballot of candidates for office and places on
the Council to take office immediately following the technical and business
sessions which comprise the Annual Meeting.
Election shall be by a suitably prepared secret ballot. Ballots to be counted by a Special Committee
of Tellers appointed by the President of the Society must be received by the
Manager in sealed envelopes at least thirty (30) days before the Annual
Meeting. In
case of a tie vote, the tie shall be broken by a coin toss at the regularly
scheduled council meeting.
Section 4. Special Ballot. Any ten (10) voting Members may nominate a
slate or Special Ballot of one or more candidates by mailing their slate with
ten or more signatures attached to reach the Manager at least three ninety (90)
days before the Annual Meeting. A
Special Ballot properly signed will be distributed to the voting members at
least sixty (60) days before the Annual Meeting by the Manager. Both the Regular Ballot and the Special Ballot
will be counted by the same Special Committee of Tellers appointed by the
President of the Society. In order to
be counted, a Special Ballot, suitably sealed and identified, must be received
by the Manager at least thirty (30) days before the Annual Meeting.
Section 5. Special Motions. Any ten (10) voting Members may present a
motion other than a revision of the By-laws for a vote of the Society provided
that it is received by the Manager prior to mailing the Regular Ballot for the
Annual Meeting. The Manager will then
distribute the motion either along with the Regular Ballot or at least ninety (90) days before the Annual Meeting.
Section 6. Proxies. Voting members may act by written proxy at
any meeting of the Society.
Section 7. Elections. Prior to the Annual Meeting, the Special
Committee of Tellers appointed by the President will count all Regular Ballots,
Special Ballots, and votes on Motions, and will announce the results in the
Tellers’ annual report to the Council and Society.
Section 8. Vacancies. A vacancy or vacancies occurring in any of
the elective offices of the Society shall be filled by the Executive Committee
in a promptly called special meeting of the Executive Committee. Their action shall be ratified by the
Council in a letter ballot of the Council, to be canvassed within five weeks of
the special meeting of the Executive Committee.
The Standing Committees shall report to and act under the direction of
the Council.
Section 1. Committees. The President shall appoint the following
Standing Committees:
Committee
on Finance and Budget Committee
on Publications
Committee
on Program Development Committee
on Awards
Committee on Contributions
and Membership Marilyn and Sturges
W. Bailey
Distinguished Member Award Committee
Committee
on Continuing Education Committee
on Research Grants
The President shall also make appointments to fill interim vacancies on
the Standing Committees.
Section
2. Committee on Finance and Budget.
(a) The Committee on Finance and
Budget shall consist of five voting members, including the Treasurer and
Vice-President Elect who shall be ex-officio
members of the Committee. One member of
the committee shall be appointed by the President each year to serve for a term
of three years, and the President shall appoint the Chair annually. Members of the Committee shall be eligible
for reappointment without limitation.
(b) The Committee shall advise
the Council with respect to the investment, banking, and handling of the funds,
securities, or other investments of the Society and shall advise the Council
generally with respect to the financial affairs of the Society. The Committee shall be in charge of fund
raising and shall be responsible for the monitoring and disposition of funds by
all other Committees of the Society.
The Committee shall estimate the income for each year and make
recommendations to the Council with reference to expenditures. It shall report performance under the budget
and recommend revisions at each meeting of the Council.
(c) The budget year will be July
1 through June 30, and the budget will be submitted in projection for action at
the annual meeting of the Society. The
Manager of the Society Office will prepare the preliminary budget under the
direction of the Treasurer for submission to the Budget Committee for approval
and subsequent presentation to the Executive Committee and the Council at the
Annual Meeting.
(d) In the event that an
unusually favorable opportunity for investment or gain for the Society shall
arise, and circumstances do not permit consideration of proposed action by the
Committee, the Treasurer and the Chair of the Committee on Finance and Budget
in mutual concurrence shall have the authority to purchase or sell stocks,
bonds, and other securities and investments on behalf of the Society, within
the guidelines approved by the Council.
Section 3. Committee on Publications.
(a) The Committee on Publications
shall consist of three voting members who shall serve staggered three-year
terms. One member shall be appointed by
the President as Chair of the Committee.
Members of the Committee shall be eligible for reappointment without
limitation. In addition, the
Editor-in-Chief, Series Editors, and Treasurer shall be non-voting, ex-officio members of the Committee.
(b) The Committee shall be
responsible for management of business affairs related to the journal, Clays and Clay Minerals, and other
publications of the Society. Among
other duties, the Committee shall be responsible for selection of publishers,
for negotiation of contracts with publishers and authors, for negotiations of
expenditures related to publications, and for assessment of page charges and
other charges to support Society publications.
Recommendations and actions of the Committee shall be voted upon for
approval by the Council at the next Annual Meeting, or by the Executive
Committee or President, as appropriate during the year.
(c) Proposals for Special
publications and Workshop Lectures of the Society should be submitted to the
Chair of the Publications Committee at least sixty (60) days prior to the
Annual Meeting. These proposals should
contain a schedule for submission of manuscripts, an estimated budget and
source of funding, and one or more nominations for special editor. The Committee will review the proposal, vote
to approve or reject the proposal, notify the proposal's authors of their
recommendation to the Council, and add any nominations for special editor that
they deem appropriate. The selection of
special editors is the responsibility of the Editor-in-Chief as defined in
Article VI, Section 9. If the
Publications Committee's recommendation to the Council is to reject the
proposed publication, the authors of the proposal may submit the proposal
directly to the Council at the Annual Meeting.
Section 4. Committee on Nominations.
(a) The Committee on Nominations
shall consist of six voting members, two of whom shall be members of the
Council. The other four members shall
not be members of the Council and shall be selected to represent the three
broad sources of The Clay Minerals Society membership, namely industry,
government, and academic areas. Term of
membership shall be three years. The
appointment each year of two members shall be to maintain the above stated
balance on the Committee, and to insure that the three-year term on the
Committee rotates in proportion to Committee representation. No member of the
Committee on Nomination shall be eligible for nomination for any office or
award under the purview of this committee.
Members cannot serve consecutive terms.
(b) The Committee shall recommend
to the Council nominees for each office to be filled at the Annual
Meeting. Annual nominees are required
for Councilors and Vice-President Elect.
Other categories for possible nominees are Secretary and Treasurer.
Section 5. Committee on Policy and Administration.
(a) The Committee on Policy and
Administration shall consist of six voting members, including the Immediate
Past President, the Vice-President Elect, and the Chair of the Committee on
Finance and Budget as ex-officio
members. One member of the Committee
(not an ex-officio member) shall be appointed each year to serve for a term of
three years, and members shall not be eligible to succeed themselves. The Chair of the Committee shall be the
senior appointed member during the last year of tenure.
(b) The Committee shall study and
make recommendations relevant to policy and other matters referred to it by the
Council and also to raise such other matters relating to Policy and
Administration as the Committee may from time to time deem advisable.
Section 6. Committee on Program Development.
(a) The Committee on Program
Development shall consist in part of four members appointed by the President,
one of whom shall be designated by the President as Chair of the
Committee. Members shall be appointed
in staggered three-year terms. The
Committee shall also include the Chair of the Continuing Education Committee
and the Chairs of the current and next Local Committees, as non-voting
ex-officio members.
(b) The Committee shall be
responsible for studying and recommending locations for future annual meetings
to the Council of The Clay Minerals Society.
(c) The Committee shall be
responsible for developing and implementing a plan for technical and
non-technical programs that will appeal to a wide range of clay scientists and
technologists. The Committee shall
attempt to coordinate symposia, special meetings, and field trips, for example.
Section 7.
Committee on Awards.
(a) The Committee on Awards shall
consist of six voting members. One
shall be a past recipient of the Brindley or Jackson Awards, one shall be a
Distinguished Member (i.e., a past recipient of the Marilyn and Sturges W.
Bailey Distinguished Member Award), and one shall be a member of Council when
appointed. The other three members
shall not be Council members when appointed and shall be selected to represent
industry, government, and academic areas.
Term of membership shall be three years, except for the initial members,
who will have one-, two-, or three-year terms as required to set up a rotating
three-year cycle in which two members are replaced annually. The Committee Chair is appointed annually by
the President. No member of the Committee on Awards shall be eligible for any
office or award under the purview of this Committee. Members cannot serve
consecutive terms.
(b) The Committee shall 1)
recommend to Council candidates for the George W. Brindley Lecture, and Jackson
Mid-Career Clay Science Award, and other awards as designated by Council, 2)
judge (or appoint judges for) Student Paper and Poster Awards, and 3) undertake
additional duties with respect to grants and awards as designated by Council or
the President.
Section 8. Committee on Contributions and Memberships.
(a) The Committee on
Contributions and Membership shall consist of six voting members selected to
represent industry, government, and academic areas. Term of membership shall be three years, except for the initial
members, who will have one-, two-, or three-year terms as required to set up a
rotating three-year cycle in which two members are replaced annually. The Committee Chair is appointed annually by
the President. In addition, the Chairs
of the Budget and Finance Committee and the Committee on Publications shall be
non-voting ex officio members.
(b) The Committee shall act as a
liaison between Sustaining Contributors and the Society, and shall seek
continued support as well as new Sustaining Contributors.
(c) The Committee shall seek ways
to retain members and to increase membership, including library subscriptions.
(d) The Committee will, in the
Annual Report to Council, include compiled statistical information on trends in
Sustaining, Regular, and Student Membership, as well as library subscriptions.
Section
9. Marilyn and Sturges W. Bailey
Distinguished Member Award Committee.
(a) The Marilyn and Sturges W.
Bailey Distinguished Member Award Committee is composed of a Chair and five
members. The Chair is a non-voting
member, who cannot make nominations for the award. The Chair is a member of Council. The responsibility of the Chair is to act as secretary of the
Committee, to keep the Committee members informed, and to maintain deadlines.
No member of the Marilyn and Sturges W. Bailey Distinguished Member Award
Committee shall be eligible for the Marilyn and Sturges W. Bailey Distinguished
Member Award.
Tenure on the committee shall be for a period of
two years. There shall be a new chair
each year and the chair and 2 committee members shall have been members of the
previous committee. Three new members
will be appointed each year. One committee member must be a previous
Distinguished Member (i. e., a recipient of the Marilyn and Sturges W. Bailey
Distinguished Member Award). Another
committee member must be a previous recipient of the Jackson Award or Brindley
Award.
Committee reports shall be in writing and submitted at least eight weeks
prior to the appropriate Council meeting to the Society Manager. The Committee must provide to Council a
recommendation, in its view, as to whether the award should be given that
year. If affirmative, the Committee must
include the top nomination for the Award along with pertinent information used
in making the selection. Council must
vote (see Article III, Section 8) to accept the nominee or to decide to make no
award that year. Presentation of the
award will be made at the next annual meeting following the acceptance by
Council, and the award recipient shall be notified within four weeks after
Council approval.
(b) The Marilyn and Sturges W.
Bailey Distinguished Member Award is the highest award of The Clay Minerals
Society for scientific eminence as represented primarily by scientific
publication of outstanding original research in clay science. Technical contribution to clay science is
the sole criterion for the award.
Service to the Society, teaching, and administrative accomplishments are
not to be considered. Clay science is
defined broadly for purposes of the Marilyn and Sturges W. Bailey Distinguished
Member Award. Although the award may be
given annually, it is not necessarily an annual award.
The award is open to candidates of all ages nationalities, and
careers. The award is not restricted to
members of The Clay Minerals Society.
Recipients of the Marilyn and Sturges W. Bailey Distinguished Member
Award become Distinguished Members of the Society.
Section 10.
Committee On Continuing Education.
(a) The Committee on Continuing
Education shall consist of six voting members appointed by the President, one
of whom shall be designated by the President as Chair of the Committee. Members shall be appointed in staggered
three year terms. The Committee shall
also include the Chair of the Program Development Committee, and the Chairs of
the current and next annual meeting Local Committee as non-voting, ex-officio members.
(b) The Committee shall be
responsible for selecting topics for pre‑meeting workshops held in
conjunction with the Annual Meeting.
(c) The Committee shall promote
the dissemination of information concerning clays and clay minerals that is not
in the category of new research. This
dissemination may be through workshops, monographs, workshop notes, reviews,
compilations, slide sets, movies and other appropriate media and means.
Section 11. Committee on Research Grants.
(a) The Committee on Research
Grants shall consist of the Treasurer and four other members appointed by the
President to staggered four year terms.
The Chair shall be appointed annually by the President. The other three
members shall not be Council members when appointed and shall be selected to
represent technically diverse disciplines. Members shall not be eligible to
serve consecutive terms.
(b) The Committee is responsible
for judging applications on the basis of applicant qualification, financial
need and design of the research project.
(c) The Research Grant Program
shall be advertised widely.
(d) The Chair of the Committee
shall present a report to the CMS Council of the Committee activities including
a list of recommended proposals in rank order for consideration for funding by
Council.
Section 12. Committee on Nomenclature.
(a) The Committee shall consist
of six members appointed by the President for staggered three-year terms. Retiring members may be re‑appointed. Members shall be from diverse technical
fields, but must include at least one crystallographer, one mineralogist, and
one soil scientist. If one or more CMS
members are members of the AIPEA Nomenclature Committee, then one of them shall
be appointed by the President as a voting, ex
officio member of the CMS Nomenclature Committee.
(b) The Committee shall make recommendations
concerning the classification of clay minerals, the use of clay mineral terms,
and other appropriate items. The
recommendations are to be published periodically and forwarded to the AIPEA
Nomenclature Committee, to the International Mineralogical Association
Commission on New Minerals and Mineral Names, and to other appropriate
organizations.
(a) The Committee shall consist
of five members, one of whom shall be the Curator of the Source Clays Repository. The other four members shall be appointed by
the President to staggered four year terms.
The President shall annually appoint one of the members as Chair.
(b) The Chair will coordinate a
program of collecting and disseminating data on the samples and arrange for
publication and distribution of appropriate data sheets with the samples.
(c) The Committee will review
suggested additions to the collection and, if these additions are deemed
appropriate, the Chair and Curator will arrange for collection and shipment to
the depository.
(d) The status of the collection
shall be reviewed periodically by the Committee. If certain samples are near depletion, the Chair will arrange for
their replenishment.
(e) The Chair, in cooperation
with the Curator, shall prepare an annual report to Council that will include a
financial statement, addition to or deletions from the collection, publication
activities, and plans for the coming year.
Section 14. Ad Hoc Committees. The President may appoint ad hoc Committees to deal with interim
problems.
Section 1. Management. The management of the Society shall be
vested in its Officers, Council, and Standing Committees.
(a) The Officers shall be the
President, Vice-President, Secretary, Treasurer, and Editor-in-Chief.
(b) The Council shall consist of
the Officers, the Vice-President Elect, the Immediate Past President, the Chair
of each Standing Committee, and twelve (12) additional members who shall be
called Councilors.
(c) The Society Office facility
shall be established using a Manager who shall serve on an annual contract
basis under the direction of a Clay Minerals Society member appointed by the
President.
(d) The Society Manager’s duties
shall be specified in the terms of the annual contract which shall be approved
by the Executive Committee. The Manager
shall act as custodian of all property of the Society, except property for the
custody of which other provisions shall have been made in the By-laws or by the
Council. The Manager shall notify all
candidates for office of the results of the election and the terms of office,
and shall notify Chairs and members of Committees of their appointments. The Manager shall issue notices of all
meetings, and shall include in each notice of any special meeting a statement
of the business to be transacted at the meeting. The Manager shall maintain the roster of names and addresses of
all Members, Student Members, and other persons interested in clays, and shall
keep a complete list of Distinguished Members, Sustaining Members, Sustaining
Patrons, and Sustaining Benefactors.
Section 2. Council. The property and affairs of the Society
shall be managed by the Council. At the
Annual Meeting the Council shall submit to the Society a report which shall
include the reports of the Secretary and Treasurer and amendments to the
By-laws adopted during the year.
Section 3. Executive Committee. The Officers and the Immediate
Past-President shall constitute the Executive Committee. The Vice-President Elect shall be a
non-voting member of the Executive Committee.
The Executive Committee shall have only such powers as shall be
expressly conferred upon it from time to time by the Council. The Executive Committee shall conduct the
business of the Society between meetings.
Section 4. President. The President shall preside at meetings of
the Society and the Council and perform such duties as may be delegated by the
Council. In addition, the President
shall perform such duties as usually pertain to the office, and shall appoint
all Standing Committees. The President
shall be empowered to sign contracts and other obligations of the Society, only
with the approval of the Executive Committee.
Section 5. Vice-President. The Vice-President shall have and assume the
powers and duties of the President only in the event of the absence or
disability of the President.
Section 6. Vice-President Elect. The Vice-President Elect shall serve in the
positions prescribed by the By-laws, and in other assignments made by the
Council.
Section 7. Secretary. The Secretary shall keep the records of the
proceedings of the Society and shall also act as the Secretary of the Executive
Committee and of the Council and keep the records of their respective
proceedings.
Section 8. Treasurer. The Treasurer, under the direction of the
Council, shall collect and disburse all funds of the Society, except those for
which other provisions shall have been made in the bylaws and in Rules or
Resolutions by the Council. All funds,
securities, and other investments of the Society shall be deposited in the name
of the Society in the custody of a bank or trust company designated by the
Council. The Treasurer shall keep
records of all receipts and disbursements of funds and other financial
transactions, and of the funds, securities, and other investments of the
Society. The Treasurer shall submit an
annual report to the Council of all receipts and disbursements of funds and
other financial transactions of the Society during the preceding fiscal year,
and of the funds, securities, and other investments of the Society at the close
of the fiscal year. With the annual
report, the Treasurer shall include the accountant's compilation report that
accompanies the most recent audited statement.
In the event that Council makes separate agreements for activities such
as the Source Clay Repository, the Treasurer will be exempt from keeping
records of and reporting on the financial matters pertaining to those outside
activities. The Treasurer shall also
make the financial records available for review or inspection by the Finance
and Budget Committee upon request. The
Treasurer shall notify the Council and Executive Committee of all contributions
to the Society.
Section 9. Editor-in-Chief. The Editor-in-Chief shall collect, assemble,
and edit the technical publications of the Society before submitting the
manuscripts to the publisher, except those for which other provisions shall
have been made in the By-laws and in Rules or Resolutions by the Council. The Editor-in-Chief may select Associate
Editors who, with the Editor-in-Chief, shall be called the Board of
Editors. The Editor-in-Chief shall have
final decision as to the acceptance or rejection of papers submitted for publication
and may choose qualified reviewers and referees for the purpose of evaluating
manuscripts. The Editor-in-Chief shall
also recommend the style of the publications of the Society which shall be
determined by a majority vote of the Council.
Upon receiving an approved Special Publication or Workshop Lectures
proposal from the Council, the Editor-in-Chief may choose to appoint editors
for these publications. These Special
and Series Editors will have the same responsibilities for publication review,
maintenance of style and quality, and final decisions on publications as those
defined in this section for the Editor-in-Chief.
Section 10. Bonds of Officers. The President, Vice-President, Secretary,
Treasurer, and such other officials specifically designated by the Council, who
shall be authorized to sign orders and other papers in respect to the funds,
securities, and other investments or property of the Society, may be required
to give bonds or other security, in such amount and form as the Council may
approve for the faithful discharge of their respective duties.
Section 1. Sections and Groups may be established at
the discretion of the Council.
Section 1. Annual Meeting. The annual meeting shall be held on a date
set by the Council. Notice of the time
and place shall be mailed to the voting members of the Society as early as may
be practicable after the adjournment of the preceding Annual Meeting but not
later than ninety (90) days prior to the date fixed for the meeting. The arrangements of the meeting shall be
approved by the Council and shall be sent to the voting members of the Society
in advance of the meeting.
Section 2. Special Meetings of the Society. Special meetings of the Society may be
called by the Executive Committee at its discretion on not less than thirty
(30) days notice and shall be called on like notice by the Executive Committee
or the Council upon the written request of twenty-five (25) voting members
stating the special business for which they request the meeting to be called.
Section 3. Meetings of the Council. Meetings of the Council shall be held
immediately before, after, or during the Annual Meeting of the Society, at the
place of the Annual Meeting. Special
Meetings of the Council may be called by the President.
Section 4. Quorum. At meetings of the Society, the voting
members present in person or represented by proxy shall constitute a
quorum. At meetings of the Council,
one-half (1/2) of the Council shall constitute a quorum.
Section 5. Decisions. Decisions will be determined by a simple
majority vote unless stated otherwise in a specific section of the By-laws.
Section 1. By-laws. The By-laws of the Society may be amended as
follows.
(a) By a majority of the voting
members present in person or represented by proxy at a meeting duly called for
the purpose, at which there is a quorum, provided that a copy of the proposed
amendment and notice of the meeting shall have been mailed to such voting
members not less than twenty (20) nor more than eighty (80) days before the
meeting at which the action is to be taken; or
(b) By a vote of two-thirds (2/3)
of the entire Council at a meeting duly called for the purpose; or by mail
ballot upon a vote of three-fourths (3/4) of the entire Council. All amendments approved by the Council,
either at meetings thereof or by mail ballot, shall be voted on by the
membership at the next Annual or Special Meeting of the Society.
Section 2. Proposals of Amendments. Any twenty-five (25) voting members may, by
letters addressed to the Secretary, recommend to the Council the amendment of a
By-law. Amendments and changes also may
be submitted directly to the Council by the Policy and Administration
Committee. If the Council shall approve
the amendment, the Council may adopt it, subject to later vote by the
membership at a duly called meeting. If
the Council shall disapprove the amendment, it shall so inform the proposers and
refer it to the membership for a vote at a duly called meeting, if the
proposers so request.
Section 3. Suspension of By-laws. The Executive committee may suspend the
operation of any rule or By-law only until the next regular meeting of the
Council.
Section 1. In case of dissolution of the Society, the
Council shall authorize the payment of all debts of the Society, including
accruals, authorize the payment of reasonable separation pay to the Society’s
employees, and arrange for the distribution of the remaining assets, if any, to
a nonprofit technical or professional organization having similar aims and
objectives.