Bylaws - San Jose Chapter #101
CONSTITUTION
OF THE SAN JOSE CHAPTER OF THE AMERICAN SOCIETY OF HEATING, REFRIGERATING AND
AIR-CONDITIONING ENGINEERS, INC.
Approved
by the Society:
ARTICLE I
- NAME
The name
of the organization is the San Jose Chapter (herein "Chapter") of the
American Society of Heating, Refrigerating and Air-Conditioning Engineers, Inc.
(herein "Society").
ARTICLE
II - PRINCIPAL OFFICE
The
principal office of the Chapter is located in San Jose, California.
ARTICLE
III - OBJECTS
The
objects of the Chapter are exclusively scientific and educational and include,
but are not limited to: (a) the advancement of the sciences of heating,
refrigerating and air- conditioning engineering and related sciences; (b) the
continuing education of the members and other interested persons in said
sciences, through lectures, demonstrations, and publications; (c) the rendering
of career guidance and financial assistance to students of the sciences; and
(d) the encouragement of scientific research.
ARTICLE
IV - POWERS
The
Chapter shall have the power to perform all lawful acts which may be deemed
necessary for the proper and successful prosecution of the objects and purposes
for which it is organized and operated, consistent with the Certificate of
Consolidation, Bylaws, and Rules of the Board of Directors of the Society, and
applicable tax regulations for non-profit organizations or corresponding
provisions of tax laws.
ARTICLE V
- LIMITATION OF POWERS
5.1� The Chapter is not operated for the pecuniary
profit of its members.� No part of the
net income of the Chapter shall be payable to or shall otherwise be available
for the personal benefit of any proprietor, employee or shareholder.� No salary emolument or compensation shall be
paid to any member, and no part of the activities of the Chapter shall consist
of the performance of particular services for individual members.
5.2� The Chapter shall not have the authority to
act for or in the name of the Society and notice to such effect shall be
imprinted on the Chapter stationery; the Chapter shall not use the name of the
Society except as a part of its own name; the Chapter shall not use the emblem
of the Society without the written approval of the Board of Directors of the
Society; and the Chapter shall not incur any financial liability or contractual
obligation in the name of the Society.
5.3� The Chapter shall not issue publications for
distribution to persons other than members without prior approval of the Board
of Directors of the Society.� Certain
publications for members such as a chapter newsletter or chapter membership
roster/product directory may be distributed to persons other than members
provided it clearly complies with paragraph 5.2.
5.4� The Chapter shall not contribute to,
affiliate with, or hold membership in any society, association, council, or
other organization without prior approval of the Board of Directors of the
Society.
5.5� The Chapter shall not recommend, endorse or
approve any product, service, publication, person or entity for the promotion
of private interests.
ARTICLE
VI - DISSOLUTION
6.1� The chapter may be dissolved:
���� a.� with the consent of not less than sixty (60) percent of the members in
good standing of the chapter with voting rights expressed, either� in person or by proxy, at a special meeting
called for that purpose, or
���� b.� by a two-thirds vote of the ASHRAE Board of Directors after written
preferment of charges, sixty (60) days written notice of hearing sent by
registered mail to the President of the Chapter, and an adequate opportunity
for the chapter representative to be heard before the Board of Directors or a
committee of three (3) or more members designated by the Board of Directors.
6.2� In the event of dissolution, all debts and
liabilities legally incurred on behalf of the chapter shall be fully
discharged.� The remaining funds shall be
disposed of in accordance with paragraph 6.3 thereof.
6.3� Upon the dissolution of the Chapter, any assets
remaining thereafter shall be conveyed to the Society.
6.4� In the event that the Society is not then in
existence or is not then exempt under applicable tax regulations for non-profit
organizations or corresponding provisions of tax laws, the assets shall be
conveyed to such organization then existent, dedicated to the perpetuation of
objectives similar to those of the Society and exempt.
ARTICLE
VII - AMENDMENTS
7.1� All articles of this Constitution shall be
subject to alteration or repeal, consistent with the Certificate of
Consolidation, Bylaws, Rules of the Board of Directors of the Society, and
applicable tax regulations for non-profit organizations or corresponding
provisions of tax laws.
7.2� Amendments to this Constitution, set forth in
written directives of the Secretary of the Society, shall be adopted by a
majority of the Board of Governors.� Written copies of said amendments shall be sent by the chapter secretary
to all members, or an officer of the Chapter shall read said amendments at the
next succeeding meeting.
7.3� Amendments to this Constitution may also be
initiated by a written resolution of a majority of the Board of Governors or of
not less than five (5) members in good standing with voting privileges,
presented at any meeting of the Chapter.� If approved by a majority of the members present, the Secretary shall
mail copies of the proposed amendments to all members not less than seven (7)
days before the next succeeding meeting.� If approved by a two-thirds (2/3) vote at such meeting, the Secretary
shall forward such amendments to the Secretary of the Society for approval by
the Charter and Bylaws Committee of the Society and review by the Regional
Chair.� Amendments shall become effective
only upon receipt of written notice of approval by the Charter and Bylaws
Committee of the Society.
ARTICLE
VIII - ADOPTION
This
Constitution shall be completed and adopted by a majority of the Board of
Governors.� Written copies of the
Constitution shall be sent by the Secretary to all members and shall be sent,
as amended, to such persons as shall, from time to time, become members of the
Chapter.
Adopted
by the San Jose Chapter:
���������������������������������������������������������������
Date���������������������������� Chapter President
tes/99-11-19
San Jose
C&BL.doc
BYLAWS OF
THE SAN JOSE CHAPTER OF THE AMERICAN SOCIETY OF HEATING, REFRIGERATING AND
AIR-CONDITIONING ENGINEERS, INC.
APPROVED
BY THE SOCIETY:
ARTICLE I
- GOVERNMENT
1.1� Governing Instruments.� The San Jose Chapter (herein
"Chapter") of the American Society of Heating, Refrigerating and
Air-Conditioning Engineers, Inc. (herein "Society") shall be governed
by its Constitution and these Bylaws, to the extent not inconsistent with the
Certificate of Consolidation, Bylaws, and Rules of the Board of Directors of
the Society.
1.2� Interpretation.� The Board of Governors shall resolve all
questions of interpretation of the Constitution and these Bylaws.
1.3� Rules of Order.� Except as otherwise provided in the
Constitution or these Bylaws, the conduct of meetings of the members shall be
governed by the rules of procedure set forth in Robert's Rules of Order Newly
Revised.
ARTICLE
II - MEMBERSHIP
2.1� Qualification.� The membership of the Chapter shall consist
of all members of the Society in good standing and residing in the geographic
area of the Chapter, as prescribed by the Board of Directors of the Society,
who have properly joined the chapter.
2.2� Non-Residents.� Notwithstanding the foregoing, a member of
the Society residing in the geographic area of a Chapter may elect to be a
member of another Chapter.� A member may
elect to belong to more than one Chapter.
2.3� Grade.� Each member shall hold the same grade of membership in the Chapter as in
the Society.
2.4� Rights and Privileges.� All chapter members shall be entitled to the
same rights and privileges, except that (a) Associate Members, (b) Student
Members, and (c) Members who have not paid Chapter fees, dues, assessments or
other charges within sixty (60) days of their due date shall not be entitled to
voting privileges or the right to election or appointment as an officer,
governor, or committee chair of the Chapter.� All rights and privileges of a member are vested solely in the member
and may not be delegated or transferred, except as provided in Article III,
paragraph 3.7 hereof.
2.5� Suspension.� In the event that a member does not pay all the Chapter fees, dues,
assessments or other charges within six (6) months of their due date, all rights
and privileges of membership in the Chapter shall be suspended.� Such membership rights and privileges shall
be restored to the member upon full payment thereof.� Delinquency in payment of Chapter dues or
other Chapter charges will not affect a member's standing in the Society.
2.6� Termination.� Membership in the Chapter shall terminate upon the death of any member,
the removal of a member's principal place of residence to the geographic area
of another Chapter except as provided in Article II, paragraph 2.2 hereof, or
the receipt of written notice by the member of termination of membership.� In the event of such termination, neither the
former member, nor his/her personal representatives, heirs or devises shall
have any right, title or interest in the Chapter or its assets.
2.7� Expulsion.� A member may be expelled from the Society and the Chapter only upon
action taken by the Board of Directors of the Society.� Such action may be initiated by the Board of
Governors of the Chapter by the filing of written charges and supporting
evidence with the Secretary of the Society.
ARTICLE
III - MEETINGS OF MEMBERS
3.l� Regular Meetings.� Meetings of the Chapter shall be held on at
least a monthly basis from September through August at such time and place as
is prescribed by the Board of Governors.
3.2� Annual Meeting.� The annual meeting of the chapter for the
installation of officers and the Board of Governors and the announcement of
committee appointments shall be held in the month of June at such time and
place as is prescribed by the Board of Governors.
3.3� Special Meetings.� Special meetings of the Chapter may be called
by the President at the President's discretion, or at the request of the Board
of Governors or 15 percent of the members with voting rights.
3.4� Notice of Meetings.� Timely written notice of all meetings shall
be sent by the Secretary to all members setting forth the place, date and hour
of the meeting and, in the case of a special meeting, the purpose thereof.
3.5� Quorum.� A quorum for the transaction of business at a meeting of the Chapter
shall consist of 15 percent of the members having voting rights, except that no
business may be transacted unless a majority of the Board of Governors is also
in attendance.
3.6� Majority Vote. �A majority of the number of votes cast in
person or by proxy shall be necessary for the adoption of any matter, except as
otherwise provided in the Constitution or these Bylaws.
3.7� Proxies.� A member may vote on any matter by a written proxy executed and dated by
the member.� No proxy shall be valid
after ninety (90) days from the date of its execution, unless otherwise
provided in the proxy.
ARTICLE
IV - DUES AND FINANCE
4.1� Society Dues.� The annual dues for membership in the Society, as prescribed from time
to time by the Society, shall be paid to the Society.
4.2� Chapter Dues.� The Board of Governors, in its discretion and subject to the approval by
a vote of members, may levy such dues, fees, charges or other assessments as
are reasonable and necessary to meet the current operating expenses of the
Chapter.� The due date of such payments
shall be as prescribed by the Board of Governors.
4.3� Fiscal Year.� The fiscal year of the Chapter shall end on June 30 of each year.
ARTICLE V
- BOARD OF GOVERNORS
5.1� Duties.� The property and affairs of the Chapter shall be managed by the Board of
Governors.� The Board of Governors may
execute all business of the Chapter that does not require action by the full
membership of the Chapter.� The presiding
officer shall report briefly on these actions at the next Chapter meeting.
5.2� Composition.� The Board of Governors of the Chapter shall consist of the officers, the
most recent available past president, and a minimum of two members elected
pursuant to Article VII hereof.
5.3� Meetings.� The time and place of regular meetings of the Board of Governors shall
be at the discretion of the Board.� A
special meeting of the Board of Governors may be called by the President, at
the President's discretion, or at the written request of two (2) members of the
Board.
5.4� Quorum and Majority Vote.� A quorum for the transaction of business
shall consist of a majority of the Board present in person, and the majority
vote of the members present in person or by proxy shall be necessary for the
adoption of any matter, except as otherwise provided in the Constitution or
these Bylaws.� The form of proxies shall
be governed by Article III, paragraph 3.7 hereof.
5.5� Notice of Meetings.� Timely written notice of all meetings shall
be sent by the Secretary to all members setting forth the place, date and hour
of the meeting and, in the case of a special meeting, the purpose thereof.
5.6� Appointments to Auditing Committee.� The Board of Governors-elect shall appoint
members to the Auditing Committee, pursuant to paragraph 8.3.9 hereof, at a
meeting of the Board of Governors-elect held prior to the annual meeting of the
Chapter.� Appointments shall be announced
at such annual meeting.
ARTICLE
VI - OFFICERS
6.1� Titles.� The officers of the Chapter shall be a President, a President-Elect, a
Vice President, a Secretary, and a Treasurer.
6.2� Multiple Offices.� With the exception of the office of President,
any number of offices may be held by the same member.
6.3� The President.� The President shall be the chief executive
officer of the Chapter and shall have general direction of the affairs of the
Chapter and general supervision over its several officers, subject however, to
the control of the Board of Governors.� The President shall, from time to time, report to the members and to the
Board all matters within the President's knowledge which the interest of the
Chapter may require to be brought to the Chapter's notice; shall preside at all
meetings of the members and at all meetings of the Board; shall sign and
execute in the name of the Chapter all contracts, or other instruments
authorized by the Board, except in cases where the signing and execution
thereof shall be expressly delegated or permitted by the Board or by these
Bylaws to some other officer or agent of the Chapter.
6.4� The President-Elect.� The President-Elect shall automatically
succeed to the office of the President at the conclusion of the President's
term of office.� In the absence of the
President, the President-Elect shall exercise the powers and perform the duties
of the President.� In addition, the
President-Elect shall make the committee chair appointments sufficiently far in
advance of the Chapters Regional Conference as to permit attendance by the
appointees at CRC workshops in the period prior to appointees' active
participation as chairs of the Chapter Committees.� Chair designees of such committees as Student
Activities; Membership Promotion; Refrigeration; Research Promotion; Technical,
Energy and Government Activities and Chapter Programs should be especially
encouraged to attend CRC meetings.� Prior
to the annual meeting, the President-Elect shall complete the appointments by
naming at least two (2) committee members to each of the standing committees of
the Chapter.
6.5� The Vice President.� In the absence of the President and the
President-Elect, the Vice President shall exercise the powers and perform the
duties of the President.
6.6� The Secretary .� The Secretary shall send notices of meetings
to the members and to the Board of Governors as prescribed in these Bylaws, and
to Committee Chairs as requested by the President. The Secretary shall keep the
minutes of the meetings of the Chapter and of the Board of Governors and shall
promptly file a copy of the minutes of each meeting of the Chapter with the
Regional Chair and RVC for Chapter Programs, and shall send advance notices and
minutes of meetings of the Board of Governors to the Regional Chair.� In addition, the Secretary shall send the
Chapter newsletter to the Editor of the official publication of the
Society.� The Secretary shall maintain a
membership roster, a roll of membership attendance, and such books, papers, and
records as the Chapter or Board of Governors may direct, which shall be open to
the inspection of any member of the Board of Governors.� The Secretary shall promptly notify members
of their nomination, election, or appointment to office.
6.7� The Treasurer.� The Treasurer shall receive all funds,
including dues, fees, charges and other assessments, and shall deposit such
funds in the name of the Chapter in banks or other depositories.� The Treasurer shall disburse funds only as
authorized by the Chapter's Board of Governors and shall keep appropriate
records of receipts and expenses and shall exhibit such records at all
reasonable times to any member of the Board of Governors.� The Treasurer shall make a full financial
report at the annual meeting of the Chapter, a copy of which shall be forwarded
to the Regional Chair.� In addition, in
the absence of contrary written instructions from the Society, the Treasurer
shall complete, execute and file any statements or returns incidental to
federal or local taxation. Checks issued by the Treasurer shall be countersigned
by an authorized officer of the Chapter.
6.8� Additional Duties.� All officers shall perform all duties
incident to their respective offices and such other duties as are prescribed by
these Bylaws or as are assigned by the Board of Governors.
ARTICLE VII
- NOMINATIONS, ELECTIONS, VACANCIES, AND REMOVAL
7.1� Eligibility for Re-election.� Officers and Board members are elected for
one-year terms, but may be re-elected to consecutive terms.� The president may be re-elected to the same
office for one additional consecutive term.� If the president is re-elected for an additional consecutive term, the
president-elect will also need to be re-elected in accordance with the election
procedure set forth in Section VII.
7.2� Duties of Nominating Committee.� The Nominating Committee shall select from
the members eligible to hold office one candidate for each office except
President, and for each member to be elected to the Board of Governors and
shall obtain from each candidate a written statement that the candidate is a
member in good standing in the Society and consents to stand for election.� Not less than thirty (30) days before the
March meeting the Nominating Committee shall present to the Secretary the names
of the candidates selected, together with their statements.
7.3� Duties of Secretary.� Upon receipt of these names from the
Nominating Committee, the Secretary shall prepare a list of the candidates and
shall forward such list to all members with voting rights at least ten (10)
days prior to such meeting.
7.4� Nomination by Members.� Additional nominations of members in good
standing who consent orally or in writing to be candidates may be made from the
floor at such meeting.� If at this
meeting more than one such nomination from the floor is made for any one office
or membership on the Board of Governors, a vote shall be taken to select the
name of the opposition candidate to be placed on the ballot.
7.5� Voting and Election.� Not less than ten (10) days prior to the next
meeting, the Secretary shall send a mail ballot, in the case of elections by
mail, or a proxy statement, in the case of elections at meetings, to all
members with voting rights.� In the case
of elections at meetings, the President shall appoint three (3) tellers to
assist in conducting the election.� The
Board of Governors or the tellers, if any, shall promptly tally all votes.� The candidate receiving a majority of the
votes cast for each respective office shall be declared elected.� If there is a tie vote, there shall be a
run-off election.
7.6� Installation.� Officers and members of the Board of Governors shall be installed at the
annual meeting of the chapter and shall assume their duties at the start of the
next Society year.
7.7� Vacancies.� Whenever there shall be a vacancy in any office except President-Elect
or a member of the Board of Governors by resignation or otherwise, the Board of
Governors shall have the power to fill such office until the next annual
election and installation, and such officer shall have the duties, rights, and
privileges of the predecessor.
If the
President dies, resigns, or is removed from office, the President-Elect shall
immediately become President and shall serve for the remainder of the term of
the immediate predecessor.� If the time
served by the President-Elect as President is less than six months, he/she
shall continue to serve as President for the next Society year; therefore the
office of President-Elect shall remain vacant until the next annual chapter
election.� If the President-Elect dies,
resigns, is removed from office, or becomes President for more than six months
in accordance with the foregoing provisions, a special election shall be held
to fill the vacancy.
7.8� Removal.� Any officer or member of the Board of Governors may be removed by a 2/3
vote of voting members present at a regular meeting, whenever in the judgment
of the members, the best interests of the Chapter will be served thereby.� The notice of this Chapter meeting shall
contain the statement that an item of importance to the Chapter will be
presented for action.
ARTICLE
VIII - COMMITTEES
8.1� General.� All Chapter Committees shall be designated as Standing Committees or
Special Committees.� Standing Committees
are mandatory and are of a continuing nature, while Special Committees are
created for a specific purpose and may be dissolved when their functions have
been completed.
8.2� Appointments.� Except as noted herein, all Standing Committee members and respective
Chairs thereof shall be appointed by the President-Elect pursuant to Article
6.4.
8.3� Standing Committees.� Standing Committees are mandatory and are
broken into two categories:� those tied
into the CRC and those essential to the Chapter operation.� (a) Committees tied into the CRC are the CRC
Action; Student Activities; Membership Promotion; Refrigeration; Research
Promotion; Technical, Energy and Government Activities; Chapter Programs; and
Honors and Awards.� (b) Committees
essential to the Chapter operation are Auditing, Nominating, Reception,
Publicity, Attendance, Publications or Newsletter, Historical, and Special
Events.� The duties and functions of each
Standing Committee (several of which may be combined under a single chair) are
as follows:
8.3.1� CRC Action Committee.� The CRC Action Committee shall determine
major items of concern to the Chapter; obtain biographies on possible
candidates for Society and regional offices, committees, and various regional
and Society honors and awards; provide direction to the delegate and alternate
delegate on actions to be presented on the Chapter's behalf at the CRC; and
encourage the Chairs of the Student Activities; Membership Promotion;
Refrigeration; Research Promotion; Technical, Energy and Government Activities;
and Chapter Programs Committees to attend the CRC.� The Chair of this committee should be a past
president of the chapter.
8.3.2� Student Activities Committee.� The Student Activities Committee shall assist
and cooperate with other technical and scientific organizations to influence
pre-college� (K-12) education in math and
science; shall assist in the formation and/or continuing operation of student
branches of the chapter; and shall assist with chapter participation in
continuing education courses and related activities.� The Chair of this Committee, or a designated
substitute, is expected to attend the CRC Meeting.
8.3.3� Membership Promotion Committee. �The Membership Promotion Committee shall
encourage applications by persons qualified for membership in the Society;
shall encourage increased member participation in Chapter affairs; and shall
encourage members to advance in their membership grade in the Society.� The Chair of this Committee, or a designated
substitute, is expected to attend the CRC Meeting.
8.3.4� Refrigeration Committee.� The Refrigeration Committee shall promote the
refrigeration activities of the Society by promoting the interests and
endeavors of those members whose primary concern is refrigeration; shall
provide or arrange technical talks on refrigeration to the members at regular
chapter meetings; shall cooperate with the Membership Promotion Committee to
identify potential new members who are refrigeration oriented; shall promote
chapter-sponsored seminars on refrigeration and shall arrange for continuing
education in the refrigeration field.� The Chair of this committee, or a designated substitute, is expected to
attend the CRC meeting.
8.3.5� Research Promotion Committee.� The Research Promotion Committee shall
promote the research activities of the Society by conducting an annual campaign
to obtain investments in ASHRAE Research, and shall encourage original and
independent research by the members in the sciences of heating, refrigeration
and air-conditioning, and in conjunction with the Program Committee, shall
encourage lectures, demonstrations and discussions on technical topics of
interest for presentation at Chapter meetings.� The Chair of this Committee, or a designated substitute, is required to
attend the CRC Meeting and Special Regional Committee Meeting when called by
Regional Vice Chair for Research Promotion.
8.3.6� Technical, Energy and Government Activities
Committee.� The Technical, Energy and
Government Activities Committee shall develop liaison on technical issues with
local levels of government, promote and administer the chapter technology and
government affairs awards programs, and submit PAOE points related to technical
and government activities.� The committee
shall provide timely reports to the regional vice chair.� The chair of this committee, or a designated
substitute, is expected to attend the CRC meeting.
8.3.7� Chapter Programs Committee.� The Chapter Programs Committee shall make
arrangements for speakers for programs and technical sessions at chapter
meetings including speaker's requirements for equipment, accommodations and
travel arrangements, and acting as host throughout the meeting.� The committee shall coordinate the efforts of
the chapter by making arrangements with area educational institutions for
continuing education courses and develop an active "Speakers Bureau"
to present talks and seminars to chapters and regions.� The chair of this committee, or a designated
substitute, is expected to attend the CRC meeting.
8.3.8� Honors and Awards Committee.� The Honors and Awards Committee shall consist
of a chair and at least two (2) additional members, preferably past chapter
presidents.� The Honors and Awards
Committee shall promote the recognition of outstanding chapter members within
the chapter, region, Society, associated societies and the community.� The committee shall submit names of chapter
members to ASHRAE and other organizations for honors and awards given by ASHRAE
and other organizations.� The chair of
this committee, or a designated substitute, is expected to attend the CRC
meeting.
8.3.9� Auditing Committee.� The Auditing Committee shall consist of three
(3) members, none of whom shall be members of the Board of Governors, and shall
elect its own Chair.
8.3.10� Nominating Committee.� The Nominating Committee shall consist of
five (5) members in good standing.� One
member of the Board of Governors may serve on the Nominating Committee, but not
as its Chair.� The Committee shall be
elected by the Chapter at the January meeting.� At the preceding meeting, the Board of Governors shall submit to the
members their nominations for the committee.� Additional nominations may be made by members from the floor at said
meeting.� Nominees receiving the five
highest number of votes shall be elected.� In the case of a tie, there shall be a runoff election which shall be
held at the same meeting.� The Nominating
Committee shall elect its own Chair.
8.3.11� Reception Committee.� The Reception Committee shall encourage
fellowship among members and shall extend cordial greetings to guests and new
members of the Society.
8.3.12� Publicity Committee.� The Publicity Committee shall publicize the
name, purposes and activities of the Chapter in an effort to obtain qualified
members; and shall report Chapter activities of public interest to the news
media.
8.3.13� Attendance Committee.� The Attendance Committee shall be responsible
for contacting each member of the Chapter prior to each scheduled meeting or
event to ensure that they have received notice of that meeting or event, and to
ascertain the expected attendance.
8.3.14� Publications or Newsletter Committee.� The Publications Committee shall obtain news
of interest to the Chapter members and supervise the publishing of the Chapter
newsletter.
8.3.15� Historical Committee.� The Historical Committee shall collect and
safeguard facts, photographs, records and other memorabilia pertinent to the
history of the Chapter.
8.3.16� Special Events Committee.� The Special Events Committee shall handle the
arrangements for any special events to be sponsored by the Chapter, or for
other events to which the Chapter membership has been invited.
8.3.17� Chapter Section Committee.� When a chapter area is defined that is not
being provided chapter services, the chapter may form a Chapter Section
Committee to start and maintain chapter sections within the chapter area.� The chapter president shall name a section
representative for each section who will maintain liaison with the chapter.
8.4� Other Committees.� Additional committees shall be termed as
Special Committees and may be appointed at any time by the President, with the
advice and approval of the Board of Governors, and shall be announced at the
next meeting of the Chapter.
8.5� Vacancies.� Whenever any member refuses an appointment to a committee or whenever
there is a vacancy on any committee by resignation or otherwise, the President
shall, with the advice and approval of the Board of Governors, appoint another
member to such committee.
8.6� Removal.� Any committee member appointed or elected may be removed by the person
or persons authorized to appoint or elect such member whenever, in their
judgment, the best interests of the Chapter will be served thereby, except that
the President shall remove a member only with the advice and approval of the
Board of Governors.
8.7� Attendance at Board Meetings.� Committee Chairs shall attend the meetings of
the Board of Governors when so requested by the presiding officer, but shall
not be entitled to voting rights at such meetings.
ARTICLE
IX - CHAPTERS REGIONAL COMMITTEE
9.1� Election of Delegates.� The Board of Governors-elect shall elect from
among its members one delegate and one alternate to the Chapters Regional
Committee.� At least one of said
delegates shall be an officer-elect of the Chapter.� The delegates shall be announced at the
annual meeting of the Chapter.� The names
of such delegates shall be certified in writing by the Secretary to the
Secretary of the Society and the Regional Chair by the first day of the
following June.
9.2� Term.� The delegate and alternate delegate shall serve for a term of one (1)
year, commencing on the first day of July following their election.� No member may be elected to serve as the
delegate for more than two (2) consecutive terms; no member may be elected to
serve as the alternate delegate for more than two (2) consecutive terms; and no
member may be elected to serve in either capacity for more than four (4)
consecutive terms.
9.3� Duties.� The duties of the delegate and alternate delegate shall be as prescribed
from time to time by the Society.� They
shall transmit recommendations concerning policies, procedures, and operations
of the Society, its Chapter and its Student Branches to the Regional Chair in
advance of the Chapters Regional Committee Meeting; shall attend such meeting;
shall suggest candidates for the Board of Directors of the Society, Society
committees, and miscellaneous Society honors and awards; shall participate in
the election of one (1) member and one (1) alternate member to serve on the
Society Nominating Committee; and shall report to the Board of Governors of the
Chapter regarding the business transacted at the Chapters Regional Committee
meeting, together with any recommendations for Chapter action.
9.4� Vacancies and Removal.� Whenever either delegate is unable to fulfill
this office, the Board of Governors shall appoint another delegate.� Either delegate may be removed by the Board
of Governors whenever, in its judgment, the best interests of the Chapter will
be served thereby.
ARTICLE X
- AMENDMENTS
10.1� Powers and Limitations.� All Articles of these Bylaws shall be subject
to alteration or repeal, consistent with the Certificate of Consolidation,
Bylaws, and Rules of the Board of Directors of the Society and applicable tax
regulations for non-profit organizations or corresponding provisions of
applicable tax laws.
10.2� By Society.� Amendments to these Bylaws set forth in written directives of the
Secretary of the Society shall be adopted by a majority of the Board of
Governors.� Written copies of said
amendments shall be sent by the chapter secretary to all members, or an officer
of the Chapter shall read said amendments at the next succeeding chapter
meeting.
10.3� By Chapter.� Amendments to these Bylaws may also be initiated by a written resolution
of a majority of the Board of Governors or by not less than five (5) members in
good standing with voting privileges and may be presented at any meeting of the
Chapter.� If approved by a majority of
the members present, the chapter secretary shall mail copies of the proposed
amendments to all members not less than seven (7) days before the next
succeeding meeting.� If approved by a
two-thirds (2/3) vote at such meeting, the chapter secretary shall forward such
amendments to the Secretary of the Society for approval by the Charter and
Bylaws Committee of the Society and review by the Regional Chair.� Any amendments shall become effective only
upon receipt of written notice of approval by the Charter and Bylaws Committee
of the Society.
ARTICLE
XI - ADOPTION
These
Bylaws shall be completed and adopted by a majority of the Board of
Governors.� Written copies of said Bylaws
shall be sent by the Secretary to all members and shall be sent, as amended, to
such persons as shall, from time to time, become members of the Chapter.
Adopted
by the San Jose Chapter:
�
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Date������������������������� Chapter President
tes/99-11-19