(revised January 2006)
ARTICLE I: NAME AND OBJECTIVES
1. The name of this organization shall be: Eastern Great Lakes Region, American Society for Photogrammetry and Remote Sensing and hereinafter designated the Region.
2. The Region is an affiliate of the American Society for Photogrammetry and Remote Sensing (hereinafter referred to as ASPRS or the Society). Its objectives are identical with those of the American Society for Photogrammetry and Remote Sensing and include: to advance knowledge in the art and science of photogrammetry, remote sensing, geographic information systems (GIS), and related technologies and applications; to exert its influence toward the betterment of standards and ethics; to foster a spirit of cooperation and understanding; to hold meetings for the presentation and discussion of papers; to procure, preserve, and disseminate knowledge and information; to publish and distribute or promote the publication and distribution of books, treatises, periodicals, circulars, and other papers relating to said objects and subjects of the Region.
3. As an affiliate of ASPRS:
a. The Region is subject to general supervision by ASPRS.
b. The Region uses the same fiscal year as ASPRS (ending December 31).
c. The Region meets the same tax-exempt requirements as ASPRS and qualifies for group exemption under section 501c(3) of the Internal Revenue Code.
d. The Region is not a private foundation.
e. The Region has adopted and filed articles of incorporation with the state of Virginia.
ARTICLE II. MEMBERSHIP
1. All members of the Society, of all grades, resident in the Region and subscribing to the By-Laws of the Society and Region, as evidenced by payment of appropriate dues (Emeritus and Honorary members exempted), shall be members of the Region.
a. Only Active, Emeritus and Honorary Members are eligible to vote on questions coming before the Region.
b. Student Members are eligible to vote on all matters pertinent to the Student Chapter of which they are members.
ARTICLE III. BOUNDARIES
1. The boundaries of the Region shall be those identified by the Society.
ARTICLE IV. ADMINISTRATION
1. The administration of the Region shall be vested in the Board of Directors. The Board of Directors shall consist of the President, Vice-President, Secretary-Treasurer, three Region Directors, National Director, and the Past-President ex-officio. The President and/or National Director and/or their delegate shall preside at all meetings of the Region and the Board of Directors.
2. The President and National Director have the power to create and staff committees.
3. The Board of Directors shall have such powers and duties as are prescribed by statute and by the By-Laws of the Region, and shall determine all questions of regional policy.
4. The Board of Directors shall direct the investment and care of funds of the Region and shall make appropriations for specific purposes. Provided further that the entire income of the Region shall be used in furtherance of its objectives and no part of such income shall benefit any individual or individuals. (This is not meant to preclude reimbursements for expenses incurred on behalf of the Region.)
5. The Secretary-Treasurer shall have the following duties:
a. Maintain a roster of members of the Region and their addresses;
b. Disseminate appropriate information to members of the Region;
c. Maintain files of correspondence sent to or originating in the Region;
d. Advise and assist the president regarding compliance with the By-Laws of the Society and the Region;
e. Assist the Executive Director of the Society in making contacts with delinquent members of the Society residing in the Region;
f. Help to provide an annual report of the Region’s activities to the Executive Director of the Society.
6. Region Officers and Directors may resign office by submitting a written resignation to the president or National Director.
7. In the event of disability of any officer of the Region, or neglect in the performance of her/his duty, the Board of Directors shall have power to declare the office vacant and shall take the steps necessary to fill the vacant position in accord with provisions of Section 6 of Article V.
ARTICLE V. NOMINATION AND ELECTION OF OFFICERS
1. Beginning with the election in December 2005/January 2006, members of the Board of Directors shall be elected as follows:
a. The Past-President shall be the last President to have completed her/his term of office.
b. The President shall advance from the position of Vice-President at the completion of the term of office of the President preceding her/him.
c. The Vice-President shall be elected annually, and shall succeed to the position of President in the following year.
d. The Secretary-Treasurer shall be elected for a term of two years and may be reelected without limit, as long as he/she is willing to serve.
e. Region Directors shall be elected for terms of two years, staggered so that two are elected to take office in even-numbered years and one in odd-numbered years. A Region Director may not serve more than two consecutive terms in this office. Directors elected to partial terms of one year or longer shall count this partial term as a full term.
f. The National Director is elected in accord with Society policies, for a term of three years, and may not serve more than two terms consecutively in this office.
2. Region Officers shall be elected by written ballot with the balloting conducted sufficiently prior to the Region’s Annual Meeting to permit installation of the elected officers at the Annual Meeting.
3. As needed, the Nominating Committee shall choose one or more candidates for each post to be filled and shall obtain the consent of the nominees to serve if elected.
4. The National Director or other officer shall send a written ballot containing the list of official nominees and space for a write-in vote for another candidate for each office to be filled to each voting member of the Region at least thirty (30) days before the due date for return of the ballots. Transmission of the outgoing ballots to the members and return of voted ballots from the members may be by electronic means, through the U.S. Postal Service and/or via other bonded delivery services.
5. Ballots returned to the officer above, up to the time of counting, shall be opened by an appointed teller selected by the National Director or President. A simple majority of the votes cast, a quorum voting, shall be sufficient to elect.
6. In the event of a vacancy in any of the elected officer positions, the Board shall arrange an election to fill that vacancy as soon as practicable.
a. In the event of a vacancy in the National Director position, the Board shall arrange for the nomination and election to fill this position in accord with Society policies.
b. In the event of a vacancy in the Secretary-Treasurer position, the Board shall appoint a voting member of the Region willing to serve to fill that position until a successor is duly elected.
7. In the event the Region becomes inactive/dormant, the National Director or President shall nominate Officers, Region Directors and National Director and arrange for an election. If there is no National Director or President able to serve, two voting members within the Region may initiate the nomination and election procedure in accord with Society policies.
ARTICLE VI. MEETINGS
1. The Annual Meeting shall be held on such date, and at such place as the Board of Directors may designate. Other meetings shall be held at such times and places as the President may designate. The Secretary-Treasurer shall notify each member in writing of impending meetings.
2. Meetings may also be called upon written request to the President signed by ten members of the Region.
3. At least two Board of Directors meetings shall be held each year at a time and place designated by the President. Special meetings of the Board of Directors may be called upon written request to the President signed by three members of the Board of Directors.
ARTICLE VII. COMMITTEES
1. All committees shall be appointed by the President or National Director, with the approval of the other members of the Board of Directors.
2. All committees shall make written reports and shall serve until successors are duly appointed.
3. Duties of the standing and special committees shall be defined by the Board of Directors.
ARTICLE VIII. QUORUM
1. Four or more members of the Board of Directors shall constitute a quorum for conduct of any business coming before the Board.
2. Sixteen (16), or a simple majority, of the members qualified to vote, whichever is smaller, shall constitute a quorum for the conduct of business at any meeting of the membership, and for written ballots sent by electronic means, through the U.S. Postal Service and/or by other bonded delivery services. Written ballots returned via any of these transmission methods shall be included in the quorum count.
ARTICLE IX. AMENDMENTS
1. A proposed amendment may be submitted to the Board of Directors when petitioned by not less than five members authorized to vote (Active, Emeritus and Honorary).
2. Proposed amendments shall be referred to the Bylaws Committee for review of wording and conformity with ASPRS standards and returned to the Board when the review is completed.
3. After review by the Bylaws Committee, the Board of Directors shall distribute proposed Bylaw changes to all members of the Region. Proposed amendments shall be voted upon by written ballot sent to the members qualified to vote at least thirty (30) days in advance of the due date for return of the ballots. These ballots may be sent by electronic means, through the U.S. Postal Service and/or by other bonded delivery services.
4. A proposed amendment receiving an affirmative vote of not less than two-thirds of the votes cast, a quorum voting, shall be considered approved.
ARTICLE X. REVIEW AND DISTRIBUTION
1. These By-Laws shall be reviewed annually and if amendments are adopted, copies of the amended By-Laws will be supplied to each member and to the Executive Director of the Society.
ARTICLE XI. OTHER RULES
1. Should matters arise that are not covered by these Bylaws, or by Society policies, the latest version of Robert’s Rules of Order shall be the guiding principle.