SOCIETY OF FLORlDA ARCHIVISTS

BYLAWS

ARTICLE I:   NAME AND OBJECTIVES

Section 1. The name of this organization shall be the Society of Florida Archivists (hereinafter referred to as Society).

Section 2. The objectives of this Society are to promote cooperation and the exchange of information among individuals and institutions interested in the preservation and use of archival and manuscript materials; to disseminate information on research materials and archival methodology; to provide a forum for the discussion of matters of common concern; to foster a better public understanding of the nature and value of archival operations and holdings; and to cooperate with local, state, regional, national, international archival organizations in supporting their objectives, and with cultural and educational organizations having a mutual interest in the preservation and use of recorded heritage.

Section 3. The purpose for which the Society of Florida Archivists is organized are exclusively charitable, literary and educational within the meaning of Section 501 (c) (3) of the Internal Revenue Code of 1954 or the corresponding provision of any future United States Internal Revenue Law.

Section 4. Notwithstanding any other provision of these articles, the Society of Florida Archivists shall not carry on any other activities not permitted by an organization exempt from Federal income tax under Section 501 (c)(3) of the Internal Revenue Code of 1954 or the corresponding provision of any future United States Internal Revenue Law.

Section 5. No part of the net earnings of the organization shall be used to the benefit of, or be distributed to its members, trustees, officers, or other private persons, except that the Society shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in the furtherance of the purposes of the Society.

Section 6. In the event of dissolution of the Society, the residual assets of the Society will be turned over by the Board in office at the time of the dissolution to one or more organizations which themselves are exempt as organizations described in Sections 501 (c)(3) and 170(c)(2) of the Internal Revenue Code of 1954 or corresponding sections of any prior or future Internal Revenue Code, or Federal, state or local government for exclusive public purposes.

 ARTICLE II:   MEMBERSHIP

Section 1. Membership shall be open to any interested person, institution or organization. For membership to remain in good standing, all current dues must be paid. Membership in the Society shall consist of the following categories: Member; Institutional; Patron; and Corporate.

Section 2. A Member shall have the right to vote, hold elective office or appointive position, and to receive publications of the Society.

Section 3. Institutional member status shall be granted to organizations and institutions. The benefits of this category shall be determined by the Executive Board of the Society.

Section 4. Patron status shall be granted to individuals who wish to support the objectives of the Society through a major contribution. This category shall have the same privileges as a Member.

Section 5. Corporate member status shall be granted to corporations. The benefits of this category shall be determined by the Executive Board.

ARTICLE III:   EXECUTIVE BOARD

Section 1. The Executive Board shall have the power and authority to manage the Society and to govern its affairs. The Board shall determine policies and changes within the limits of the Bylaws of the Society and shall take such actions as it considers necessary to carry out the objectives of the Society.

Section 2. The Executive Board shall consist of: the President, Vice-President, Secretary, Treasurer, immediate Past President and two (2) additional members elected by the membership.

Section 3. The Executive Board has the authority to act for the Society between meetings of the Society. The Board shall establish its own operational procedures except that the officers of the Society shall serve in the same capacities on the Board.

Section 4. The Executive Board shall meet at the Annual Meeting of the Society and shall hold such other meetings as it may deem necessary by the President or by the request from three (3) members of the Executive Board. Whenever, in the judgement of the Executive Board, a question arises that should be put to a vote of the Board and cannot await a meeting of the Board, the Executive Board may vote by mail ballot, telephone or electronic means.
 

Section 5. The presence of a majority of the total membership of the Executive Board shall be necessary at any meeting of the Board to constitute a quorum.

Section 6. In the event that a vacancy occurs in the membership of the Executive Board, a replacement shall be elected by a majority vote of the remaining members of the Board to serve until the next election. "

Section 7. All members of the Executive Board shall serve until their successors are elected and assume their duties.

ARTICLE IV:   OFFICERS

Section 1.   The Officers of the Society shall be a President, a Vice-President, a Secretary and a Treasurer.

Section 2.   The President shall be the chief executive officer of the Society and, subject to the Board, shall have general supervision and control over its affairs. The President shall have the following responsibilities: to preside at all meetings of the Society and Executive Board; to prepare an annual report to the Society; to appoint members to committees as needed with the approval of the Executive Board; to be an ex-officio member of all committees except the Nominating Committee; and to deposit and disperse Society funds in the event that the Treasurer is unable to do so.

In the event of resignation, absence, incapacitation or withdrawal, of the President, the duties of the President shall be assumed by the Vice-President. Should further succession to the office be necessary, the duties of the President shall be assumed by the most recent Past President.

Section 3.    The Vice-President shall have the following responsibilities: to assist the President in the management of the affairs of the Society and to perform such duties as the President may assign.

Section 4.   The Secretary shall have the following responsibilities: to keep a record of all meetings of the Society and the Executive Board; to send meeting notices to members; and to prepare an annual report to be presented at the Annual Meeting.

Section 5.   The Treasurer shall have the following responsibilities: to send dues notices to members and to maintain an up-to-date listing of all members in good standing; to prepare an annual budget and quarterly financial reports; and to prepare an annual report to be presented at the Annual Meeting. The Treasurer shall have custody of all funds belonging to the Society and shall disburse them in accordance with the annual budget or upon the expressed authority of the Executive Board. Prior to the Annual

Meeting the financial records of the Society shall be given to the Audit Committee for review.

Section 6.      The term of office shall be one year and shall comence at the adjournment of the Annual Business Meeting.

ARTICLE V:   MEETINGS

Section 1.  The Annual Business Meeting of the Society shall be held for the purpose of conducting any business that may be brought before the meeting and providing a program of general interest to the members. Written notice of the Annual Business Meeting shall be mailed to the membership at least thirty (30) days prior to the date of the meeting.

Section 2.     Special Meetings of the Society may be called by the President, upon the approval of the Executive Board/ or at the written request of one-third (1 /3) of the membership/ written notice of such meetings shall be sent to the membership at least thirty (30) days in advance.

Section 3.    A majority of the total number of members officially registered for any meeting shall constitute a quorum for the transaction of business.

ARTICLE VI:   COMMITTEES AND OTHER APPOINTMENTS

Section 1.  The Standing Committees of the Society shall include the Archives Committee/ Audit Committee/ Awards Committee and Nominating Committee.

Section 2.    Standing Committees shall be created or abolished as required by vote of the Executive Board. The President shall appoint the members and Chairs of Standing Committees/ the appointments to be confirmed by a majority vote of the Executive Board.

Section 3.    When the need arises/ Special Committees shall be created in the same manner as the regular Standing Committees. Special Committees shall serve until their business is completed.

ARTICLE VII:   NOMINATIONS AND ELECTIONS

Section 1.   A Nominating Committee of not less than three (3) members of the Society shall be appointed each year. No member of the Nominating Committee shall be appointed from among the members of the Executive Board nor shall any member of the Committee run for elective office during their tenure on the Committee.

Section 2.    The Nominating Committee shall consider candidates for the offices of President, Vice-President, Secretary, Treasurer, and two (2) Executive Board members. The recommendations of the Nominating Committee shall be formally reported as a ballot offering a choice of candidates for each office and including places for write-in candidates for each office.

Section 3.  Ballots shall be mailed to the membership at least thirty (30) days before the Annual Meeting. The Nominating Committee shall establish a deadline for the return of ballots which shall be clearly noted on the ballot. Ballots shall be counted by members of the Nominating Committee. Ballots received after the established deadline shall be considered null and void.

Section 4.   The candidate who receives the largest number of votes for an office shall be elected with the exception of the candidates for Executive Board membership, the two names receiving the largest number of votes shall be elected. In the event of a tie, election shall be by a majority vote of the members present at the Annual Business Meeting.

ARTICLE VIII:   PUBLICATIONS

Section 1.   The Society shall publish a newsletter and other publications as the Executive Board may designate.

Section 2.    With the approval of the Executive Board, the President shall appoint an Editor for the newsletter and other such Editors as are necessary.

Section 3.   Subscriptions for publications of the Society shall be accepted from others at such rates as may be directed by the Executive Board.

Section 4. The Society shall not be responsible for statements of opinions   advanced in its publications or in papers or discussions at meetings of the Society, except for those authorized by the Executive Board.

 ARTICLE IX:  THE RECORDS OF THE SOCIETY

Section 1.       All records of the Society shall be open for public inspection.

   Section 2.   The records of the Society shall be preserved by the officers and committee chairs and shall be promptly turned over to their successors. By direction of the Executive Board, non-current records shall be appraised and those of continuing value shall be turned over to the State .

ARTICLE X:   SPECIAL PROJECTS FUNDS

Section 1. In addition to the general operating account of the Society, the Executive Board may establish such Special Projects funds as may serve to further the aims and purposes of the Society and profession.

Section 2. Such funds shall be set apart from the general operating account and may be used only for the purposes for which they are established.

ARTICLE XI:   DUES AND FEES

Section 1. Dues shall be determined by the Executive Board and subject to approval by a majority vote of the members present at the Annual Business Meeting, providing that written notice had been given to all voting members at least thirty (30) days in advance of the meeting.

Section 2. Dues shall be payable by January 1st of each year. The fiscal year is January 1 to December 31. Membership shall start upon first payment of dues.

ARTICLE XII:   AMENDMENTS

Section 1. The Society is authorized and directed to prepare, adopt, or amend such Bylaws as may be desirable to carry out the administrative practices of the Society. An up-to-date copy of the Bylaws shall be available to members upon request to the Secretary,

Section 2. The Bylaws may also be amended by the Executive Board at any meeting of that body when the Board deems such amendments necessary to the smooth management of the Society; such amendments shall be in full force and effect unless altered or rescinded by the members of the Society at the next Annual Business Meeting. Notice containing the text of any proposed change to the Bylaws shall be sent to each member at least thirty (30) days before the annual Business Meeting.

Section 3.  Amendments to the Bylaws may be proposed by the Executive Board or the membership.  Proposals must be made in writing by at least five (5) members and filed with the Secretary.  Notice containing the text of any proposed change to the Bylaws shall be sent to each member at least thirty (30) days before the Annual Business Meeting.   Amendments to the Bylaws may be made by a majority approval of the members present at an Annual Business Meeting or at a Special Meeting of the membership duly called for such a purpose.

Section 4.    Any adopted amendments shall be published in the newsletter of the Society.

ARTICLE XIII:   PARLIAMENTARY PROCEDURE

Section 1.       Roberts Rules of Order, Revised shall govern the proceedings of the Society, except as otherwise provided for in the Bylaws of the Society.