UPDATED CHAPTER BY-LAWS
Post date: Jul 20, 2016 5:58:44 PM
Bylaws of the
Greater New Orleans Chapter
of
ARMA International
ARTICLE I – Name
The name and title of this corporation shall be the Greater New Orleans Chapter of ARMA, International, hereinafter referred to as “GNO-ARMA” or the “Chapter.”
ARTICLE II – Objectives
The objectives of this non-profit, educational organization are:
A. to promote and advance the improvement of records and information management through study, education and research;
B. to advance professional knowledge and techniques by sharing and exchanging experiences and information related to the field of records and information management;
C. to develop and advance standards of professional competence in the field of records and information management.
ARTICLE III – Members
Section 1 – Classes of Membership
A. Professional: A duly qualified individual in good standing with the Association entitled to full voting and other rights and benefits of the Association.
B. Honorary: An individual who has been granted life membership by the Association’s Board of Directors and as defined by the Association’s policies and procedures. Honorary members are entitled to full voting and other rights and benefits of the Association.
C. Associate: A duly qualified individual in good standing with the Association is entitled to
limited benefits of the Association and the Chapter. Associate membership does
not include:
1) the privilege of voting in an ARMA International election;
2) the privilege of voting in GNO-ARMA Chapter elections;
3) holding Chapter office;
4) or receiving the printed version of the Association’s professional magazine.
Section 2 – Requirements
The requirements for each class of membership and the processes for application, in addition to those contained within these bylaws and the bylaws of ARMA International, shall be established and published by the ARMA International Board of Directors. Membership in ARMA or the GNO-ARMA Chapter shall not be denied nor abridged on account of race, color, religion, sex, age, national origin, disability, sexual orientation or choice of life style.
Section 3 – Qualifications
Any individual holding or occupying a position as manager, supervisor, educator, student or who is generally interested in the field of Records and Information Management, shall be eligible for membership. Any individual so qualified may not be excluded from nor denied membership in ARMA International or a Chapter thereof, subject to the provisions of Section 7 of this Article.
Section 4 – Good Standing
A member in good standing is one whose current dues are paid to ARMA International, the
GNO-ARMA Chapter, and complies with the provisions and obligations of the Articles of Incorporation and the Bylaws.
Section 5 – Applications
Applications for membership (Professional or Associate) shall be made in writing or on-line on forms furnished by ARMA International for this purpose. Applications are to be sent directly to ARMA International.
Section 6 – Non-Renewal and Reinstatement
A. Members whose dues have not reached ARMA International or the Chapter within one calendar month following the expiration date of membership shall be considered non-renewed.
B. A non-renewed member or a former member may apply for membership upon full payment of annual Association and Chapter dues.
Section 7 – Censure, Suspension or Expulsion
Any member may be censured or suspended by a majority vote of the Board of Directors of the Chapter for good cause if according to its findings, a violation of any provision or obligation of the Articles of Incorporation, Bylaws, or rules and regulations, has occurred. Any member may be expelled by a two-thirds vote of the Board of Directors of the Chapter for good cause if according to its finding, a violation of any provision or obligation of the Articles of Incorporation, Bylaws, or rules and regulations have occurred. Conduct unbecoming a member, conduct inimical to the welfare of ARMA International or the Chapter, and indebtedness to ARMA International or the Chapter shall also be causes for such disciplinary action. When such action is contemplated, the Board of Directors of the Chapter shall provide written notification to the party concerned, and afford an opportunity for a hearing before the Board or a special committee appointed by the Board for this purpose. Should revocation result, any dues paid to a date beyond such revocation will not be refundable.
Article IV – Officers and Their Duties
Section 1 – Officers and Board of Directors
A. The officers of the chapter shall be a President, Vice President, Secretary, and Treasurer.
B. In addition to the above offices, this chapter will have four directors and an immediate past-president serving on the Board.
Section 2 – Qualifications
All officers shall be professional members in good standing of ARMA International and GNO-ARMA.
Section 3 – Nomination and Elections
In May, each year, the chapter members in good standing elect successors to the offices of president, vice-president, treasurer, secretary, and director (s). Elections may be held on-line.
A. Nominations
The nominating committee – made up of the immediate past president as chair and two regular chapter members in good standing. Each year, two months prior to the last chapter meeting, the president shall appoint a nominating committee, with the approval of the Board of Directors. The duties of the nominating committee are to prepare a slate of candidates for the election; to ask nominees ,prior to submitting the slate of candidates to the Board of Directors, do they accept the nomination and do they agree to serve if elected; to present this slate of candidates to the Board of Directors – one month before the election – for approval; to take nominations from the floor one month before the election; and to add the names taken from the floor to the slate of candidates.
B. Elections
Elections for officers may be either hold on-line or at the last chapter meeting. The chapter secretary will count the votes and present, at the final chapter meeting in May, the results to the Board of Directors for certification.
C. Election Ties and Disputes
In the event of a tie, the election committee will hold a run- off election to determine the winner. If the election takes place at the final chapter meeting, the run- off election will take place at that meeting. If the election takes place on-line, the run-off election will take place one week after the general election. Election disputes will be brought to a special chapter meeting.
Section 4 – Term of Office
All Officers must be chapter members in good standing and shall assume office July 1. They shall serve for a term of one year or until their successors are elected and have assumed duties. No officer shall be eligible to serve more than two consecutive terms in the same office. An officer who has served for more than half a term shall be considered to have served a full term. Chapter officers may be sworn in prior to July 1, but their term does not start until July 1.
Section 5 – Vacancies
A vacancy in any office except that of the President shall be filled by the President, with the approval of the Board of Directors, for the unexpired term. If the Office of the President becomes vacant, the Vice-President shall serve the remainder of the unexpired term.
Section 6 – Duties and Responsibilities
The officers shall perform the duties provided in this section and such other duties as are prescribed in these bylaws, by the board of directors, in the adopted parliamentary authority, or by ARMA International.
President
The President shall:
1. Preside at all meetings of the Board of Directors and of the members.
2. Appoint, with the approval of a majority vote of the Board of Directors, all standing committee chairmen, unless provided otherwise in this Constitution and By-laws and, if necessary, appoint members of all committees or at his discretion authorize the Board of Directors to make such appointments.
3. Appoint all special committees.
4. Be an ex-officio member of all committees except the nominating and election committees.
5. Exercise general supervision over the affairs of the chapter.
6. Enforce Chapter By-laws.
7. Keep the Board of Directors fully informed of the activities of the chapter.
8. Deliver to his successor in office all books, papers, records and other property of the chapter for which he is or may become responsible.
9. Perform other assigned duties.
Vice-President
The Vice-President shall:
1. Be an aide to the President.
2. Perform the duties of President in the absence of that officer and in the case of permanent disability or resignation of that officer, shall succeed to that office for the unexpired portion of the term.
3. Serve as an ex-officio member of and be responsible for coordinating the activities of all special committees.
4. Perform other assigned duties.
Secretary
The Secretary shall:
1. Record the minutes of all meetings of the Board of Directors and the membership and send a copy of the minutes to the President within 10 days following the meeting.
2. Preserve all books and papers belonging to the chapter.
3. Conduct the official correspondence of the chapter.
4. Perform other assigned duties.
Treasurer
The Treasurer shall:
1. Have custody of all of the funds of the chapter, which shall be deposited in a federally insured institution.
2. Keep a full and accurate account of receipts and expenditures.
3. In accordance with the budget adopted by the chapter, make disbursements as authorized.
4. Present a report at all meetings of the Board of Directors and Membership.
5. Prepare an annual report, which shall be submitted along with the financial records to the Auditing Committee. The Committee when satisfied that the treasurer’s annual report is correct shall sign a statement of that fact at the end of the report.
6. Submit reports as required by ARMA International.
Directors
The Directors shall:
1. Serve a term of two years.
2. Perform duties assigned by the President or Board of Directors.
Immediate Past President
Immediate Past President shall:
1. Perform duties assigned by the President or Board of Directors.
Restriction- the President and Vice-President shall not be employed by the same firm or company.
Section 7 – Removal
A. Any Chapter officer whose conduct shall be considered detrimental to the best interest of the ARMA International or the Chapter or who shall willfully exploit the organization for personal gain or otherwise violate the Bylaws as they are written or other rules or regulations may be removed from his/her office by a majority vote of the Board of Directors.
B. When such action is contemplated in the case of an officer, he/she shall be entitled to receive specific charges in writing from the Board of Directors and shall, if he/she expresses a desire in writing, be afforded an opportunity for a hearing before the Board of Directors or a special committee appointed by the Board of Directors for this purpose.
C. Any Officer removed from office under this section shall be ineligible for election to any office for at least one term.
Article V – Meetings
Section 1 – Regular Meetings
GNO-ARMA shall hold a minimum of four chapter meetings during the period starting July 1 and ending in June 30. The dates for these meetings shall be determined annually by the Board of Directors prior to the chapters first meeting held following July 1. In the case of an emergency or extremely bad weather, a meeting may be cancelled by the President.
Section 2 – Special Meetings
Special meetings may be called by the president or by a majority of the Board of Directors. A notice of five business day shall be given prior to any special meeting.
Section 3 – Quorum
Two thirds majority shall constitute a quorum for the transaction of business in any meeting of the chapter.
Article VI – Board of Directors
Section 1 – Composition
The Board of Directors, which is the governing body of the chapter, shall consist of the elected officers, four directors and the immediate past-president.
Section 2 – Duties.
The Board of Directors shall:
A. Manage the activities of the Chapter.
B. Appoint the Auditing Committee and approve its report.
C. Approve an annual budget.
D. Select the dates and make arrangements for meetings of the members.
E. Chapter business may be discussed electronically, with any decisions made written into the next month meeting minutes.
F. Other duties.
Section 3 – Meetings
A. The Board of Directors shall meet at least three times annually and will decide on dates and times of its meeting during the planning meeting in June.
B. A majority of the Board of Directors shall constitute a quorum.
C. Special meetings of the Board of Directors may be called by the President or by a majority of its members. A notice of five business days shall be given.
D. In the case of an emergency or extremely bad weather, a meeting may be cancelled by the President.
E. The Board of Directors may conduct chapter business through electronic communications. A record of decisions made through use of electronic communications must be added to the meeting minutes of the next chapter meeting.
Article VII – Finances
Section 1 – Fiscal Year
The fiscal year of the Chapter shall begin on July 1st and end June 30th of the following year.
Section 2 – Membership Dues
Membership dues for the Chapter shall be set by the Board of Directors in advance of the new fiscal year. The amount will be in addition to the amount designated by the Association. The Chapter shall notify the Association of any changes in local dues no later than May 1st.
Section 3 – Check Disbursements
All check disbursements must be made with permission and signed off on from the chair of the Audit Committee.
Article VIII – Committees
Section 1 – Committees
The standing committees of GNO-ARMA are: A). Audit, B). Programing, C). Membership, D). Communications, E). Awards and F). Nominating. The term of each chairman shall be for one year. The President, with the approval of the Board of Directors, can create additional standing committees or ad hoc/ special committees to help conduct chapter business.
Section 2 – Duties of Standing Committees
The duties of the standing committees are:
A. Audit Committee: shall check the accuracy of the financial transactions of the chapter in the previous fiscal year and offer recommendations for improving the financial efficiency of the chapter. The Treasurer cannot serve on the Audit Committee.
B. Programing Committee: shall plan monthly educational programs and other chapter educational events.
C. Membership Committee: shall maintain membership standards and develop/ implement ways of recruiting/ retaining members.
D. Communications Committee: shall keep chapter members and the public up to date about chapter events through social media platforms and shall keep all information on social media platforms updated and fresh.
E. Awards Committee: shall nominate chapter members for awards. This committee shall consist of three eligible preceding past presidents with the immediate past president as chair.
F. Nominating Committee: shall: prepare a slate of candidates for the election; ask nominees, prior to submitting the slate of candidates to the Board of Directors, do they accept the nomination and do they agree to serve if elected; present this slate of candidates to the Board of Directors – one month before the election – for approval. take nominations from the floor one month before the election; and to add the names taken from the floor to the slate of candidates.
G. Hospitality Committee : shall: plan social events for the chapter; welcome members and guests at all events; and maintain member identification badges.
Section 3 – Plan of Work
The chairman of each standing committee shall present a plan of work to the Board of
Directors for approval. No committee work shall be undertaken without the consent of the Board of Directors.
Section 4 – Ex officio Member
The president shall be a member ex officio of all committees except the Nominating Committee.
Article IX – Dissolution
In the event of dissolution of the Chapter, all of its assets shall be paid over or transferred to one or more exempt organization of the kind described in Section 170(b)(1)(A) of the Internal Revenue code 1954, as amended, and the regulations promulgated there under, as both now exist or may hereafter be amended. These assets are to be paid over or transferred to ARMA International as prescribed in its Policies.
Article X – Parliamentary Authority
The rules contained in the current edition of Robert’s Rules of Order Newly Revised shall govern the proceedings of the chapter in all cases not provided for in these Bylaws or Articles of Incorporation and ARMA International Policies and Procedures.
Article XI – Amendment
These bylaws may be amended by a two-thirds vote of the active members provided that notice of the proposed amendment has been sent in writing at least thirty (30) days prior to the meeting at which the amendment is voted. Proposed amendments shall be reviewed by ARMA International’s Director of Member Services and the Region Manager prior to notice being sent to the members to insure that the proposed amendment does not conflict with ARMA International Policy.