Latest Revision, March 2014
Article I. NAME
A. The name of the organization shall be ARLIS/NA Mid-Atlantic, hereafter referred to as the “Chapter.” (5)
B. The body is a Chapter of the Art Libraries Society of North America (ARLIS/NA), hereafter referred to as the “Society.”
ARTICLE II. PURPOSE
A. The organization 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:
- 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.
- To stimulate greater use of art libraries and visual resources collections by sponsoring, supporting or publishing resource directories, bibliographies, inventories, periodical journals, occasional papers, reports and related materials concerning the organization and the retrieval of art information.
- 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.
- 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
- Membership in the Chapter is open to all individual members of ARLIS/NA. Non-members of ARLIS/NA may join as Friends of the Chapter upon payment of membership dues.
- Membership categories include individual, student, and Friend of the Chapter. Student memberships are valid for a maximum of three years.
- 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.
- Only individual and student members in good standing of ARLIS/NA are entitled to vote and are eligible to hold office in the Chapter. Friends of the Chapter may not vote or hold office.
- Chapter dues shall be proposed by the elected officers and ratified by member votes.
- The dues shall be paid to the Treasurer.
- The membership term shall be January 1 to December 31.
- The Chapter shall have the right to impose additional fees upon members for specified projects subject to the approval by the members.
- Members joining the Chapter after October 1 shall have their dues applied to the following year.
ARTICLE IV. OFFICERS
A. The elected Officers of the Chapter shall be the Chair, the Vice-Chair, the Treasurer, and the Past Chair.
B. Qualifications for office.
- Any individual or student member of the Society may hold office.
- Officers shall be elected by a plurality of votes cast by members.
D. Terms of office
- The term of the offices of the Chair, Vice-Chair, and Past Chair shall be one year from January 1 to December 31.
E. Duties of the officers
- The Chair shall act as chief executive officer of the Chapter, shall, with the assistance of the Vice-Chair and Treasurer, plan the activities of the Chapter, communicate about meetings, shall be the chair of all special project committees, shall submit the annual report, and shall automatically become the Past Chair in the following year.
- The Treasurer shall be responsible for all documents and correspondence regarding membership and handle all financial accounts of the Chapter. The Treasurer will also oversee membership accounts, new and renewals. The Treasurer will serve a term of two years. (1)
- The Vice-Chair shall act as chief executive officer in the event that the Chair is unable to serve, shall assist with the programming, shall keep the minutes of the meeting, and shall automatically become the chair the following year. (2)
- The Past Chair serves an advisory role, as needed, during the year following their term as Chair. (6)
F. Replacement of Officers
- A vacancy in the elected membership of the Chapter officers shall be filled by Chapter officers’ appointment. Members so appointed shall serve until the end of the term of the vacated office. The Vice-Chair shall fill the vacancy of the Chair, and will continue as Chair through the following year. The Chair shall fill the vacancy of the Past Chair, and will continue as Past Chair through the following year.
ARTICLE V. APPOINTMENTS
A. Web Manager: Shall be appointed by the Chapter Chair for a term of two years, renewable on a yearly basis after the initial term. Duties include managing all aspects of the Chapter’s Web site including design, technology, content, and communications. (3)
B. Content Editor(s): Shall be appointed by the Chapter Chair for a term of two years, renewable on a yearly basis after the initial term. Duties include gathering, editing, and publishing content. (4)
ARTICLE VI. MEETINGS
A. Meetings of the Chapter shall be called by the Chair.
B. Announcement of meetings shall be issued at least ten days in advance of the meeting.
C. Meetings are open to non-members as space permits.
ARTICLE VII. REPORTS
A. Annual reports shall be drafted by the Chair. Annual reports shall follow the guidelines established by ARLIS/NA.
B. The Treasurer shall send copies of reports of all meetings of the Chapter to the editor of Art Documentation and to the Chapters Liaison.
ARTICLE VIII. SPECIAL COMMITTEES
A. Special committees shall be appointed by the Chair or by written petition of no less than five individual or student members.
B. Non-members are eligible for appointment to special committees.
ARTICLE IX. AFFILIATION WITH OTHER ORGANIZATIONS
A. Affiliation with other organizations shall be at the discretion of the Executive Board of ARLIS/NA and shall be in accordance with the guidelines supplied by the Executive Board.
ARTICLE X. AMENDMENTS
A. Amendments to the Bylaws may be proposed by any voting member and shall be submitted to the Chair in writing.
B. The text of the proposed amendment shall be distributed to the voting membership at least two weeks prior to a business meeting.
C. Approval of a two-thirds majority of voting Chapter members and the approval of the Executive Board of ARLIS/NA shall be necessary to amend the Bylaws.
ARTICLE XI. CHARITABLE ACTIVITY RESTRICTIONS
No part of the net income of the organization shall inure 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 to make payments and distribution in furtherance of the purposes and objects of this organization. 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 interview in any political campaign on behalf of any candidate for public office.
Notwithstanding any other provisions set forth in these Bylaws, at any time during which It is deemed a private foundation, the organization 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; the organization shall distribute its income for each taxable year at 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; the organization shall not own any excess business holdings that would subject it to tax law 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 a 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; and the organization 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 Bylaws 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 tax 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 XII. 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 to provisions of any subsequent federal tax laws. Organizations having purposes similar to those of this organization shall be preferred.
(1) Amended by 1997 ballot; passed by 21/24 votes.
(3) Amended by 2010 ballot; passed by 29/30 votes.
(5) Name change amended by 2014 ballot; passed by 25/31 votes.
(6) Amended by 2014 ballot; passed by 31/31 votes.