Bylaws

Table of contents

  1. Name
  2. Purpose
  3. Charitable Activity Restrictions
  4. Membership
  5. Officers
  6. Voluntary (non-elected) Positions
  7. Elections
  8. Meetings
  9. Committees
  10. Reports
  11. Amendments
  12. Dissolution

Mountain West Chapter Bylaws

I.  NAME

A.  The name of the organization shall be Art Libraries Society of North America Mountain West Chapter (abbreviated as ARLIS/NA-MW), hereafter referred to as the Chapter.

B.  This body is a Chapter of the Art Libraries Society of North America, hereinafter referred to as the Society.

II.  PURPOSE

A.  The Chapter shall promote and support the goals and objectives of the Society in the Mountain West region including the states of Arizona, Colorado, Montana, Nevada, New Mexico, Utah, and Wyoming.

B. The Chapter is organized and will be operated exclusively for charitable and educational purposes within the meaning of Section 501 © (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 Chapter is authorized:

  • 1.  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, both virtually and in person;
  • 2. 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 for professional travel, and by other means to that end;
  • 3.  To engage in any activities conducive to furthering the Chapter’s purposes, providing that such activities may be lawfully carried on by an organization exempt from federal income tax under sections 501 © (3) of the Internal Revenue Code of 1954, as amended (of the corresponding provision of any future United States internal revenue law).

III.  CHARITABLE ACTIVITY RESTRICTIONS

A.  No part of the net income of the Chapter shall inure to the benefit of or be distributable to its directors, officers, or other private persons, except that the Chapter shall be authorized and empowered to pay reasonable compensation for services actually rendered and to make payments and distributions in furtherance of the purposes and objectives of this Chapter.

B.  No substantial part of the activities of the Chapter shall be carrying on of propaganda or otherwise attempting to influence legislation, and the Chapter shall not participate in or intervene in any political campaign on behalf of any candidate for public office.

C.  Notwithstanding, any other provisions set forth in these Articles of Incorporation (or constitution), at any time during which it is deemed a private foundation:

  • 1.  The Chapter 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;
  • 2.  The Chapter shall distribute its income for each taxable year at such time and in 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;
  • 3.  The Chapter 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;
  • 4.  The Chapter shall not own any excess business holdings that would subject it to tax under section 4943 of the Internal Revenue Code of 1986 or corresponding provisions of any subsequent federal tax laws;
  • 5.  The Chapter shall not make any investments in such manner as to subject the chapter to the tax imposed by Section 4944 of the Internal Revenue Code of 1986 or corresponding provisions of any subsequent federal tax laws;
  • 6.  The Chapter shall not conduct or carry-on any activities not permitted to be conducted or carried on by an organization exempt for tax under Section 501 ©(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©(2) of such Code or corresponding provisions of any subsequent federal tax laws.

IV.  MEMBERSHIP

 A.  Composition

  • 1. The Chapter shall be composed of Individual Members and Student Members per the categories outlined in the Society’s Bylaws.
  • 2.  An active ARLIS/NA Society Membership is required for full Individual and Student Memberships. Non-ARLIS/NA-members may join as an Individual Friend of the Chapter or as a Student Friend of the Chapter. Friends do not enjoy the benefits of full society membership..
  • 3. The Chapters Liaison of the Society shall be an ex-officio member of the Chapter.

B.  Dues

  • 1.  The Chapter shall have the right to assess dues and fees to cover operating expenses and special projects, subject to membership vote. Dues shall be determined by majority vote at either the virtual Chapter or the Conference Chapter business meetings. If a member’s dues remain unpaid for one membership year the membership shall be considered terminated.
  • 2.  The membership year shall be January 1 to December 31. Dues shall be paid to the Secretary/Treasurer by January 31st.

C.  Privileges

  • 1.  Only full Individual/Student members are eligible to vote, hold office, be appointed to committees or receive chapter-sponsored awards, such as travel awards.
  • 2.  Individual Members and Friends of the Chapter are entitled to receive announcements of meetings of the Chapter and other notices of general interest.

V.  OFFICERS

A.  The elected officers of the Chapter shall be the Chair, the Vice-Chair/Chair elect, Past Chair and the Secretary/Treasurer. They constitute the Chapter Executive Board.

B.  Terms of Office

  • 1.  Office terms begin January 1.
  • 2.  The Chair Elect shall serve the first year after election as Vice Chair, the second year as Chair, and the third year as Past Chair.
  • 3.  The office of Secretary/Treasurer shall be elected for a two-year term, open to renewal.
  • 4. Removal: An elected chapter officer may be removed for cause by an affirmative vote of two-thirds of the chapter executive committee with voting authority. The chapter officer being considered for removal shall not participate in the voting.
  • 5. Resignation: Any chapter officer may resign from office at any time by delivering a resignation in writing to the Chair of the chapter. If the resigning office is the Chair, the resignation shall be delivered in writing to another officer of the chapter. The acceptance of the resignation, unless required by its terms, shall not be necessary to make the resignation effective. The resignation shall be effective when the notice is delivered unless the notice specifies a later effective time.
  • 6. Vacancies: A vacancy in the chapter executive committee shall be filled by executive committee appointment at any time, except that the chair-elect shall fill the vacancy of the chair. Members so appointed to fill a vacancy shall hold office for the unexpired term of their predecessor.

C.  Duties of Chair

  • 1.  Shall act as chief executive officer of the Chapter;
  • 2.  Shall plan chapter activities in consultation with the Executive Committee;
  • 3.  Shall preside at all membership meetings and Executive Committee meetings;
  • 4.  Shall appoint all members of committees;
  • 5.  Shall be Chapter representative at Society business meetings and conferences;
  • 6.  Shall be responsible for official correspondence and ensure that all required reports are submitted to Society officers.
  • 7.  Shall prepare the agenda, coordinate activities, and prepare announcements for business meetings.
  • 8. Shall communicate with the Chapters Liaison regarding Mountain West business and activities.
  • 9. As needed, appoint voluntary, non-elected positions (see Section VI).
  • 10. With the Vice-Chair, shall work to maintain membership in the Chapter, and recruit new members to the Chapter.

D.  Duties of Vice-Chair

  • 1.  Shall perform various duties of the conference committee per IX.G;
  • 2.  Shall replace the Chair when a vacancy occurs.
  • 3. With the Chair, shall work to maintain membership in the Chapter, and recruit new members to the Chapter.
  • 4. In the absence of a Newsletter Editor, shall perform the duties of that position


E.  Duties of Past-Chair

  • 1.  Shall serve in an advisory capacity and be available to serve on special projects as assigned;
  • 2.  Shall chair the Nominating Committee for annual elections;
  • 3. Shall manage any physical, archival content generated by the Chapter and transmit them to the Society archives in a timely manner.


F.  Duties of Secretary/Treasurer

  • 1.  Shall be responsible for keeping and distributing minutes of Chapter meetings, election ballots and results;
  • 2.  Shall maintain the permanent file of all records, documents, correspondence and reports prepared by the Chapter and its committees;
  • 3.  Shall maintain membership rosters and other Chapter databases;
  • 4.  Shall maintain all financial accounts of the Chapter including the collection of dues, conference fees, etc.
  • 5.  Shall chair Registration Committee for Chapter annual conference if necessary;
  • 6. Shall provide membership and financial reports at chapter business meetings

VI.  VOLUNTARY (NON-ELECTED) POSITIONS

A. Chapter Web Editor

  • Duties: Shall maintain the online presence of the Chapter, including, but not limited to, the website and Humanities Commons group page. They will update content as needed in a timely manner.

B. Chapter Newsletter Editor

  • Duties: Shall gather content and format the Chapter newsletter, The Mountain Ledger, and create at least one issue per year. Alerts Chapter and Society members when new issues are available. Maintains the chapter jobs digest. Works with the Web Coordinator, so that the newsletter is posted to the Chapter website.

C. State Coordinators

  • Duties: Manage communication within the state(s) they coordinate. Assists the Chair and Chair-Elect in maintaining and promoting membership.

 

VII. ELECTIONS

A.  The Chair shall appoint a Nominating Committee, to be chaired by the Past Chair, no later than October 1.

B.  The Nominating Committee shall present at least one candidate for each office no later than November 15.

C.  The nominee shall submit a written statement of acceptance and a biography for the inclusion on the ballot within the deadline set by that committee.  They are to be returned by the date specified by the Nomination Committee.

D.  Ballots shall be sent to Chapter members by the Secretary/Treasurer no later than December 1 and returned to that officer no later than December 15.

E.  Ballots shall include space for write-in candidates.

F.  The candidate who receives the greatest number of valid votes shall be elected.

G.  Candidates shall be informed of the results by the Chair prior to any public announcement. Announcement of the election results shall be made public prior to December 31.

VIII.  MEETINGS

A.  The Chapter shall hold at least one meeting per year to be called by the Executive Committee.

B.  Individual states, or smaller sub-sections of the Chapter may hold meetings in addition to the Chapter meeting.

C.  The Chair of the Chapter shall be responsible for the business meeting agenda, drawing from suggestions submitted by the membership, and informing the chapter of the meeting time and date in advance.

D.  Business of the Chapter can be approved with a majority vote of those present at the meeting (note: election and determination-of-dues votes are passed only with a majority vote of the total membership).

E.  Robert’s Rules of Order, in the latest edition, shall govern the Chapter in all cases to which it can be applied and in which it is not inconsistent with the Bylaws of the Chapter.

F.  Whenever these bylaws make no specific provisions, the organization of and procedure in the Chapter shall correspond to those set forth in the Bylaws of the Society.

G.  Minutes of the Chapter meeting shall be distributed to the membership and Chapters Liaison in a timely manner. Revisions to the minutes shall be noted by the Secretary/Treasurer and submitted into record.  Reading of the minutes during the Chapter meeting shall not be required.

IX.  COMMITTEES

A.  Committees may be appointed, elected, or voluntarily formed at the discretion of the membership.

B.  No committee may exist without a statement of purpose.

C.  Each committee shall, as its first act, prepare a statement of purpose to be submitted to the Chair within 30 days of its formation.

D.  No committee may have a purpose overlapping with the purpose of any previously established committee.

E.  Executive Committee

  • 1. The Chair, Vice-Chair, Past Chair and Secretary/Treasurer shall constitute the Executive Committee.
  • 2. The current Chair shall be the presiding officer of the Executive Committee.
  • 3. The duties of the Executive Committee shall be to call meetings, establish other committees, recommend dues and other fees as needed, and determine provisions for filling unexpired terms in case of vacancies and to transact all necessary business between Chapter meetings, subject to approval of the membership at the next meeting.  In addition, the Executive Committee is responsible for reviewing the Chapter bylaws every two years, or sooner if it seems warranted.
  • 4. The Executive Committee shall meet at least every month or more often if warranted in the format most convenient to them.

F.  Nominating Committee

  • 1. The Chair shall appoint a Nominating Committee of at least three persons no later than October 1 of each year.
  • 2. The current Past Chair shall be the presiding officer of the Nominating Committee as one of the three members.
  • 3. The Nominating Committee shall submit a slate of willing candidates to the Executive Committee to be voted upon by the membership (see Section VI for nomination procedures) no later than November 15.
  • 4. A member of the Nominating Committee may become a candidate for office, but must resign from the Committee.

G.  Conference Committees

  • 1. Location and Local Arrangements as necessary
  • 2. Chapter conferences may be held virtually or onsite, depending on the needs and wishes of the Chapter members from year to year.
  • 3. In-person Conference: Chair shall be a Chapter member residing in or familiar with the conference city.
  • 4. Virtual Conference: Chair shall be current Chapter Vice-Chair.
  • 5. Program
    • a.  Chair shall be current Chapter Vice-Chair
  • 6. Promotion
    • a.  Chair shall be current Chapter Vice-Chair
  • 7. Registration
    • a.  Chair shall be current Chapter Secretary/Treasurer if there is a fee to attend the conference or the current Chapter Vice-Chair if the conference is virtual
  • 8. Funding
    • a.  Chair shall be current Chapter Past Chair

H. Winberta Yao Travel Award Committee

  • 1. The Chair shall appoint a Winberta Yao Travel Award Committee of at least two persons no later than October 1 of each year.
  • 2. The Winberta Yao Travel Award Committee publicizes this travel award, reviews applications, and selects the successful applicant.
  • 3. The Winberta Yao Travel Award Committee works in conjunction with the Chapter Executive Committee in order to determine the amount awarded to the successful applicant.

X.  REPORTS

A.  Reports shall be prepared by the Chair and sent to the Chapters Liaison and Society President following Society guidelines and requirements.  Members of the Executive Committee may review and contribute to these reports when appropriate.

B.  Other reports of chapter activities shall be prepared by the appropriate officers.

XI.  AMENDMENTS

A.  Amendments to the Bylaws may be proposed by any member of the Chapter and shall be submitted to the Chapter Executive Committee in writing.

C. After review by the Chapter Executive Committee and the text of the proposed amendment(s) shall be distributed to the voting membership for discussion

D.  Amendments must be approved by a two-thirds majority vote of the membership. Minor updates may be approved by a simple majority.

E. After chapter approval, the Chair formally submits the revisions to the Executive Board for review via the Chapters Liaison.

F. After approval by the Executive Board, the chapter updates all Bylaws in their documents.

G.  The Bylaws shall be reviewed every two years by the Chapter Executive Committee, or more frequently, if necessary.

XII.  DISSOLUTION

Upon the dissolution of the Chapter or the winding up of its affairs, the assets of the Chapter shall be distributed exclusively for the charitable or educational purposes or to organizations which are then exempt from federal tax under Section 501 ©(3) of the Internal revenue Code of 1986 or corresponding provisions of any subsequent federal tax laws and to which contribution are then deductible under Section 170 ©(2) of such code or corresponding provisions of any subsequent federal tax laws. Organizations having purposes similar to those of this Chapter shall be preferred.

______________________________

Next revision: 2028.
Bylaws revised February 2003, December 2009, April 2014, December 2018, October 2023.
Chapter name revised to ARLIS/NA-MW in April 2007.

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