BYLAWS of the
RED RIVER VALLEY SECTION
Approved as amended effective March 2nd 2016, by the Committee on Constitution and ByLaws, acting for the Council of the American Chemical Society under the authority of BYLAWS III, VII, and VIII.
This organization shall be known as the Red River Valley Section (hereinafter referred to as the “Section”) of the AMERICAN CHEMICAL SOCIETY (hereinafter referred to as the “SOCIETY”).
Section 1. The objects of the Section shall be the same as those of the SOCIETY as stated in the Charter and Constitution of the SOCIETY.
Section 2. Nothing in these bylaws shall be inconsistent with the Charter, Constitution, and Bylaws of the SOCIETY.
Section 3. The Section is organized exclusively for charitable, educational, and scientific purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under section 501(c)(3) of the Internal Revenue Code, or corresponding section of any future federal tax code.
The territory of the Section shall be that assigned to it by the SOCIETY.
Members and Affiliates
Section 1. The rolls of the Section shall include those MEMBERS and STUDENT MEMBERS (hereinafter collectively referred to as “members”) and Society Affiliates of the SOCIETY residing within the territory of the Section provided that any exceptions to this rule shall be made in conformity with the Constitution and Bylaws of the SOCIETY.
Section 2. STUDENT MEMBERS shall be entitled to all privileges of membership except that of holding an elective position of the SOCIETY. STUDENT MEMBERS may not serve as Councilors, Alternate Councilors, or Temporary Substitute Councilors, but they may be appointed as committee chairs and they may hold the elective position of Member-at-Large as noted elsewhere in these bylaws.
Section 3. The Section may have Local Section Affiliates as authorized in the Constitution and Bylaws of the SOCIETY. A Local Section Affiliate shall retain affiliate status only so long as payment is made of Local Section Affiliate dues of not less than two dollars ($2.00) per annum.
Section 4. Neither a Society Affiliate nor a Local Section Affiliate may vote for or hold an elective position or vote on Articles of Incorporation or bylaws of the Section. A Society Affiliate may not serve as a voting member of the Executive Committee; a Local Section Affiliate may not serve as a member of the Executive Committee. Society Affiliates may be appointed as committee chairs.
Section 5. Members and affiliates shall have such rights and privileges as are accorded them by the Constitution and Bylaws of the SOCIETY and these bylaws.
Officers, Executive Committee, and Councilors
Section 1. The officers of the Section shall be MEMBERS of the SOCIETY and the Section and shall consist of the Chair, Chair-Elect, Secretary, and Treasurer. The Secretary and Treasurer positions may be held by the same person.
Section 2. The Executive Committee shall be the governing body of the Section and as such shall have full power to conduct, manage, and direct the business and affairs of the Section in accordance with the Constitution and Bylaws of the SOCIETY and these bylaws. The Executive Committee shall consist of the officers of the Section, the Immediate Past Chair, the Councilors and Alternate Councilors, the Chairs of the standing committees, and at least five but not more than eight Members-at-Large. Members-at-Large shall be members of the Section.
Section 3. Elected officers of the Section shall serve for a term of two years beginning on January 1 or until their successors are elected. Members-at-Large of the Section shall serve for a term of one year beginning on January 1 or until their successors are elected. At the end of the Chair-Elect’s term of office, the Chair-Elect shall succeed to the office of Chair. With the exception of the Chair and Chair-Elect, the incumbent of any position is eligible for reelection. The Secretary and Treasurer shall be elected in alternate years, whenever possible.
Section 4. The duties of the officers shall be such as usually pertain to their offices, together with those required by these bylaws, by the Constitution and Bylaws of the SOCIETY, and such other duties as may be assigned to them from time to time by the Executive Committee.
Section 5. Vacancies
Section 6. Councilors, Alternate Councilors, and Temporary Substitute Councilors
Manner of Election
Section 1. The election of officers and Members-at-Large shall be conducted either by a ballot distributed to the members of the Section in accordance with the Bylaws of the SOCIETY or at a regular meeting of the Section provided there is a quorum present as described elsewhere in these bylaws. Councilors and Alternate Councilors shall be elected by a ballot distributed to all members of the Section; affiliates may not vote for officers, Members-at-Large, Councilors, and Alternate Councilors.
Section 2. The Chair shall appoint a Nomination Committee consisting of a chair and two or more members no later than September of each year. Not more than one officer of the Section may be a member of the Nomination Committee.
Section 3. The Nomination Committee shall nominate one or more MEMBERS or members as appropriate, for each elective position to be filled and shall report its nominations to the Section by October 1. After the report of the Committee but prior to October 15, nominations by petition from at least five members of the Section may be submitted to the Secretary. Nominations so made shall be equally valid as those from the Nomination Committee. All candidates nominated shall have indicated willingness to serve if elected.
Section 4. When a ballot is used, the candidates for each office and for Councilor(s)/Alternate Councilor(s) shall be listed in an order to be selected by lot on a ballot to be distributed to each member of the Section by November 1. The ballot shall provide for a write-in candidate for each position to be filled. A paper ballot shall be provided to any member who requests it.
Section 5. The ballots shall be tabulated and validated not later than November 15. Except as noted below, the candidate for each position receiving the largest number of votes shall be declared elected. The Executive Committee may decide that for Councilor(s), the candidate(s) who receive the majority of votes shall be declared elected as Councilor(s); the candidate(s) who get the next largest number of votes shall be declared elected as Alternate Councilor(s). In case of a tie vote for any position, the Executive Committee, by ballot, shall elect from among the candidates who share the tie vote; the candidate receiving the largest number of votes shall be declared elected.
Section 6. The results shall be announced by the Section Chair as soon as possible after the election, and also published in the Section’s newsletter and/or on the Section’s website soon thereafter. The Secretary shall retain the records of the election for at least ninety days after the announcement. The results shall be certified to the Executive Director of the SOCIETY not later than December 1.
Section 7. In accordance with the SOCIETY’s Bylaws, balloting procedures should ensure fair balloting that is open to all eligible members, protection against fraudulent balloting, and the timely reporting and archiving of balloting results.
Recall of Elected Officials
Section 1. The elected officials of the Section (officers and elected Executive Committee members, except not Councilors and Alternate Councilors) are subject to recall for neglect of duties or conduct injurious to the SOCIETY. Recall procedures are not applicable to Councilors and Alternate Councilors.
Section 2. The recall of an official shall be initiated when a signed petition, indicating in writing the specific charges and reasonable substantiating evidence, is submitted to the Chair from at least five members of the Section. In the event the Chair is the official in question, the Chair-Elect shall receive the petition and shall assume the duties of the Chair with respect to this issue until the issue is resolved.
Section 3. The Chair shall, without delay, determine that the petitioners are aware of the gravity of their actions and the procedures to be followed. The Chair shall seek an alternate resolution to the problem and a withdrawal of the petition at this time. In the absence of a resolution to the problem, the Chair shall notify the members of the Executive Committee and call a special meeting within thirty days.
Section 4. The vacancy provisions of these bylaws shall be used to fill a vacancy caused by a recall process. The Executive Director of the SOCIETY shall be informed of the recall and the filling of the vacancy.
Section 1. The Executive Committee shall establish committees as necessary for the proper operation of the Section.
Section 2. The Section shall have the following standing committees: Audit and Nomination.
Section 1. The Executive Committee shall designate the times and places of meetings as it finds necessary or desirable for the proper functioning of the Section. The Section shall hold at least one meeting annually to conduct governance business; however, this requirement may be modified by the Executive Committee.
Section 2. The Executive Committee shall set the order of business for meetings of the Section to conduct governance business. The order of business may be suspended by a majority vote of the members present.
Section 3. The Section may hold special meetings to conduct governance business upon the written request of a majority of the Executive Committee or upon the written request of 15 members of the Section. To be valid, such request shall be received by the Secretary at least ten days before the date requested for the meeting and shall state the exact nature of the business to be transacted. No other business shall transpire at such meetings.
Section 4. Meetings of the Executive Committee and meetings of the Section to conduct governance business, with the approval of the Executive Committee, may be held by means of electronic communications technology that permits those in attendance to read or hear the proceedings substantially concurrently with their occurrence, to vote on matters submitted, to pose questions, and to make comments.
Section 5. The Executive Committee shall meet upon due notice either at the call of the Chair or upon request of a majority of its members. A quorum for an Executive Committee meeting shall consist of a majority of the voting members of the Committee. In the absence of a quorum, called meetings of the Executive Committee shall adjourn to a specific date.
Section 6. Due notice of the Section’s meetings, not including committee meetings, shall be sent to each member and affiliate of the Section. A quorum for the transaction of governance business at such a Section meeting shall consist of 15 members of the Section. No governance business shall be conducted in the absence of a quorum.
Section 7. The fee for registration at any special meeting shall be decided by the Executive Committee in accordance with the Constitution of the SOCIETY.
Section 8. The most recent edition of Robert’s Rules of Order Newly Revised shall be the parliamentary authority for all matters not covered in these bylaws or in the SOCIETY’s documents.
Section 2. The Section may raise or collect funds to be expended for local purposes, and may have the entire management and control of such funds insofar as such management and control shall not conflict with any provision of these bylaws or with the Constitution or Bylaws of the SOCIETY.
Section 3. The Section may receive donations or bequests made to it, and may expend or invest the same on behalf of the Section. Such expenditures or investments shall be made by the Treasurer of the Section upon authorization by the Executive Committee.
Section 4. An annual audit of the books of the Treasurer and of any other transactions regarding the Section’s funds shall be conducted by an Audit Committee of two or more disinterested members or individuals, appointed by an officer with no authority to disburse funds. The audit report shall be submitted to the Executive Committee by January 31.
Section 1: A petition to amend the bylaws may be initiated by the Executive Committee or by petition signed by at least 10 members of the Section. If the proposed amendment is approved by the Executive Committee, if practical, it shall be submitted to the SOCIETY’s Committee on Constitution and Bylaws for review.
Section 2. The Executive Committee will then incorporate all the required changes and either accept or reject any recommended changes that are suggested by the Committee on Constitution and Bylaws. The revised bylaws shall then be submitted to the Section members for adoption. This may be accomplished at a business meeting of the Section provided that at least eight weeks prior notice is given to the Section members.
Section 3. If a proposed amendment is not approved by the Executive Committee and if the petition is signed by at least 10 members of the Section, if practical, it shall be submitted to the SOCIETY’s Committee on Constitution and Bylaws for review before being distributed to the members of the Section.
Section 4. At least two-thirds (2/3) of votes cast shall be required to approve the amendment provided a quorum is present. Alternatively, or failing the presence of a quorum, the vote may be taken by a ballot distributed to all members of the Section. At least two-thirds (2/3) of the valid ballots returned must be affirmative for adoption.
Section. 5. The Secretary shall distribute the outcome of the vote regarding the amendment(s) to the Section members and within one month shall meet all requirements for submitting the results to the Committee on Constitution and Bylaws.
Section 6. Amendments to these bylaws, after adoption by the Section, shall become effective upon approval by the Committee on Constitution and Bylaws, acting for the Council of the SOCIETY, unless a later date is specified.
Dissolution of the Section
Upon the dissolution of the Section, any assets of the Section remaining thereafter shall be conveyed to such organization then existent, within or without the territory of the Local Section, as is dedicated to the perpetuation of objects similar to those of the AMERICAN CHEMICAL SOCIETY, or to the AMERICAN CHEMICAL SOCIETY, so long as whichever organization is selected by the governing body of the Local Section at the time of dissolution shall be exempt under Section 501(c)(3) of the Internal Revenue Code of 1954 as amended or under such successor provision of the Code as may be in effect at the time of the Section’s dissolution.