Bylaws

OHIO VALLEY CHAPTER

Article I. NAME 

Article II. PURPOSE

Article III. MEMBERSHIP

Article IV. ELECTED OFFICERS

Article V. STANDING COMMITTEES

Article VI. MEETINGS

Article VII. REPORTS

Article XIII. SPECIAL PROJECT COMMITTEES

Article IX. CHARITABLE ACTIVITY RESTRICTIONS

Article X. AFFILIATION

Article XI. AMENDMENTS

Article. XII. PARLIAMENTARY PROCEDURE

Article XIII. DISSOLUTION

Article XIV. UPDATING OF BYLAWS

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Article I. NAME

The name of the organization shall be ARLIS/NA Ohio Valley (Art Libraries Society of North America/Ohio Valley), hereafter referred to as the Chapter. This is a chapter of the Art Libraries Society of North America (ARLIS/NA), hereafter referred to as the Society.

Article II. PURPOSE

The Chapter shall promote the purposes of the Society within the boundaries of the states of Ohio, (Western) Pennsylvania, West Virginia and Kentucky. The Chapter is organized and will be operated exclusively for charitable and educational purposes within the meaning of Section 501 (c) (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, both virtually and in person;
  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 organization’s purposes, provided that such activities may lawfully be carried on by an organization exempt from federal income tax under Section 501 (c) (3) of the Internal Revenue Code of 1954, as amended (or the corresponding provision of any future United States internal revenue law).

Article III. MEMBERSHIP

Eligibility

  1. Membership in the Chapter is open to all personal members of the Society upon payment of Chapter dues. The Chapter Liaison of the Society shall be an ex-officio member of the Chapter.

Dues

  1. Dues shall be determined by the Executive Committee of the Chapter and approved by majority vote at the annual Chapter meeting.
  2. The dues shall be paid to the Secretary/Treasurer.
  3. The membership year shall be from January 1st to December 31st.
  4. The Chapter shall have the right to impose additional fees upon the membership for special projects, subject to the approval of the membership.
  5. Members joining the Chapter after October 1 shall have their dues applied to the following year.

Privileges

  1. Only personal members of the Society are entitled to vote in the Chapter
  2. Only personal members of the Society are eligible to hold elected office.
  3. All Chapter members shall be entitled to receive announcements of meetings and other notices of general interest to the membership, attend meetings and participate in Chapter activities.

Voting

  1. As a general rule, unless specified differently elsewhere in the bylaws, motions brought before the membership for a vote shall carry with a simple majority.

Article IV. ELECTED OFFICERS

The elected officers of the Chapter shall be the Chair, the Vice-Chair/Chair-Elect, the Secretary/Treasurer and the Wed Editor.

Nominating Committee

  1. The Nominating Committee shall consist of at least two persons appointed by the Executive Committee.
  2. The Nominating Committee shall submit a slate of qualified candidates no later than two weeks prior to the annual meeting.

Qualifications for office

  1. Any personal member of the Society may hold elected office.

Elections

1. Officers shall be elected by a majority of ballots cast by members.

Terms of Office

  1. The term of the office of the Chair shall be one calendar year.
  2. The term of the office of the Vice-Chair/Chair Elect shall be one calendar year.
  3. The term of the office of the Secretary/Treasurer shall be two calendar years.
  4. The term of the office of the Web Editor shall be two calendar years.

Duties of Officers

Chair

  1. Shall act as chief executive officer of the Chapter.
  2. Shall draft the annual report, and other reports required by the Society’s Executive Board.
  3. Shall plan the Chapter’s activities and agenda for the annual meeting in consultation with the Executive Committee.
  4. Shall appoint voluntary, non-elected positions.

Vice-Chair/Chair-Elect

  1. Shall act as chief executive officer in the event the Chair is unable to serve.
  2. Shall serve as Program Chair for the annual meeting.

Secretary/Treasurer

  1. Shall be responsible for keeping and distributing minutes of the Chapter’s meetings, distributing election ballots, and recording and communicating election results.
  2. Shall be responsible for the sending of all announcements of meetings to the membership.
  3. Shall distribute reports to appropriate groups and individuals with the Chapter and the Society.
  4. Shall be responsible for handling all financial accounts of the Chapter.
  5. Shall maintain the membership roster.

Web Editor

  1. Shall be responsible for maintaining and updating the Chapter blog throughout the year.

Elections

  1. Officers shall be elected by a majority of ballots cast by members.

Special Elections

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 ARLIS/NA.

  1. A vacancy occurring before the completed term for Chair, Vice-Chair/Chair Elect, Secretary/Treasurer or Web Editor shall be filled by Executive Committee appointment except that the Vice-Chair/Chair-Elect shall assume the position of Chair and continue as Chair for the following year. In the event that the Vice-Chair/Chair Elect cannot immediately assume responsibilities in the current year, then the Executive Committee shall appoint the new Chair. Appointees shall serve until the end of the term of office.

Article V. STANDING COMMITTEES

Executive Committee

  1. Charge: To plan the program for the chapter’s annual meeting.
  2. The elected officers and the immediate past Chair shall constitute the Executive Committee.

Nominating Committee

  1. Charge: To identify and recommend a slate of candidates for elections.

Professional Development and Travel Award Committee

  1. Charge: To select the recipient of the annual professional development travel award. The award is a cash sum to be used to defray expenses associated with professional development activities at the annual ARLIS/NA conference.

Article VI. MEETINGS

  1. Meetings of the Chapter shall be called by the Executive Committee.
  2. A meeting shall be held at least once a year.
  3. Announcements of meetings shall be sent to the membership by the Secretary/Treasurer at least ten days in advance of the meeting.

Article VII. REPORTS

  1. The Annual Report shall be drafted by the Chair with financial statements from the Secretary/Treasurer and shall be approved by the other members of the Executive Committee.
  2. The Annual Report shall follow the guidelines set up by the Executive Board of the Society.
  3. The Secretary/Treasurer shall send reports of all meetings to the Chapters Liaison and to the Society Headquarters.

Article VIII. SPECIAL PROJECT COMMITTEES

Special project committees shall be appointed by the Executive Committee.

Article IX. CHARITABLE ACTIVITY RESTRICTIONS

  1. 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 objects of this organization.
  2. No substantial part of the activities of the organization shall be the 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.
  3. Notwithstanding any other provisions set forth in these Articles of Incorporation (or constitution), at any time during which it is deemed a private foundation:
  4. 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;
  5. The Chapter shall distribute its income for each taxable year at such time and in such manner as not to become subject to the tax on undistributed income imposed by Section 4942 of the Internal Revenue Code of 1986 or corresponding provisions of any subsequent federal tax laws;
  6. 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; the organization 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 federal tax laws;
  7. The Chapter 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.

Notwithstanding any other provision of these Articles (or constitution) the organization shall not conduct or carry on any activities not permitted to be conducted or carried on by an organization exempt from tax under Section 501 (c) (3) of the Internal Revenue Code of 1986, or corresponding provisions of any subsequent federal laws, or by an organization contributions to which are to be deductible under Section 170 (c) (2) of such Code or corresponding provisions of any subsequent federal tax laws.

Article X. AFFILIATION

Affiliation with other organizations in the defined region shall be in accordance with the guidelines supplied by the Society.

Article XI. PARLIAMENTARY PROCEDURE

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 or the Society.

Article XI1. AMENDMENTS

  1. Amendments to the Bylaws may be proposed by any voting members and shall be submitted to the Executive Board in writing.
  2. The text of the proposed amendment shall be distributed to the voting membership at least two weeks prior to a business meeting.
  3. Approval of a simple majority of those voting members attending the business meeting and the approval of the Executive Board of the Society shall be necessary to amend the bylaws.

Article XIII. DISSOLUTION

Upon the dissolution of the organization or the winding up of its affairs, the assets of the organization shall be distributed exclusively for charitable or educational purposes or to organizations which are then exempt from federal tax under Section 501 (c) (3) of the Internal Revenue Code of 1986 or corresponding provisions of any subsequent federal tax laws and to which contributions are then deductible under Section 170 (c) (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.

ARTICLE XIV. UPDATING OF BYLAWS

  1. Bylaws shall be reviewed every five years, and updated and revised as necessary.
  2. The Bylaws Review Committee shall be comprised of three Chapter members appointed by the Chair. Committee members shall elect one of their number as Chair.
  3. Proposed revisions must be presented at least two weeks prior to the annual Chapter conference business meeting, as well as at the meeting itself. Attendees shall discuss and vote on each proposed amendment.
  4. Changes in the bylaws shall take effect upon the close of the annual conference at which they were approved.
  5. Business meeting minutes must report changes in the bylaws.

Revised: 1996

Amended: 8-6-98

Proposed: 8-13-12

Proposed: 8-13-13

Approved: 4-13-14

Proposed: 4-15-2016

Approved: 8-8-2016