I.  Name

A.  The name of the organization shall be Art Libraries Society/Mountain West Chapter (abbreviated as ARLIS/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, 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;

2.  To stimulate greater use of art libraries and visual resources collections by sponsoring, supporting, or publishing resources directories, bibliographies, inventories, periodical  journals, occasional papers, reports, and related materials concerning the Chapter and retrieval of art information;

3.  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;

4.  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, Student Members and Institutional Members.

2.  Membership is open to any art library professional, including librarians, visual resources curators, archivists and other art information professionals. 

3.  Membership in the Society by Chapter members is not required, but strongly recommended.

4.  Institutional members of the Society within the defined region may designate one person who shall be eligible to become a member of the Chapter.

5.  The Regional Representative of the Society whose territory includes the defined region 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 the annual Chapter business meeting. 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 members of the Chapter are eligible to vote or be appointed to committees.

2.  Members are entitled to receive announcements of meetings of the Chapter and other notices of general interest.

3.  Only members of the Chapter and Society may hold elected office.

V.  Officers

A.  The elected officers of the Chapter shall be the Chair, the Vice-Chair, Past Chair and the Secretary/Treasurer. They will 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 one-year term, open to renewal, but shall not exceed three terms.

4.  In the case of vacancies, the Executive Committee shall name a replacement for the unexpired term.

C.  Duties of Chair

1.  Shall act as chief executive officer of the Chapter;

2.  Shall assist the Vice-Chair in the planning of chapter activities;

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 chair Promotion Committee for Chapter annual conference.

D.  Duties of Vice-Chair

1.  Shall act as Chapter program coordinator;

2.  Shall prepare the agenda, coordinate activities and prepare announcements for business meetings;

3.  Shall chair Program Committee for Chapter annual conference;

4.  Shall report Chapter news to the ARLIS Update editor in accordance with their publication deadlines;

5.  Shall replace the Chair when a vacancy occurs.

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 chair the Funding Committee for Chapter annual conference.

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, listserv 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.

VI.  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.

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 mailed 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.  Voting shall be done by mail/email in a manner which ensures secrecy.  (See Appendix A for sample email ballot)

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

H.  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.

VII.  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 Vice-Chair of the Chapter shall be responsible for the program, drawing from suggestions submitted by the membership.

D.  The Secretary/Treasurer shall mail/email notices of a meeting at least four weeks prior to the meeting.

E.  Members may be appointed to assist the officers with program planning, and host member(s) or person(s) designated by the Vice-Chair shall make local arrangements.

F.  Attendance by 51 percent of the membership of the Chapter shall constitute a quorum.

G.  Roberts 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.

H.  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.

I.  Minutes of the meeting shall be distributed to the membership, including the Regional Representative, for review by mail/email within a month of the Chapter meeting.  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.

VIII.  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          

a.  The Chair, Vice-Chair, Past Chair and Secretary/Treasurer shall constitute the Executive Committee.

b.  The current Chair shall be the presiding officer of the Executive Committee.

c.  The duties of the Executive Committee shall be to call meetings, establish other committees, recommend dues and other fees as needed, 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.

d.  In lieu of in-person meetings, the Executive Committee may meet via alternative means of communication, i.e. conference calls, email, etc.

F.  Nominating Committee

a.  The Chair shall appoint a Nominating Committee of at least three persons no later than October 1 of each year.

b.  The Past Chair shall be the presiding officer of the Nomination Committee as one of the three members.

c.  The Nomination Committee shall submit a slate of willing candidates with biographies to the Executive Committee to be voted upon by the membership (see Section VI for nomination procedures).

d.  A member of the Nominating Committee may become a candidate for office, but must resign from the Committee.

G.  Conference Committees

a.  Local Arrangements

1.  Chair shall be a Chapter member residing in or familiar with conference city.

2.  Duties include defining and securing a conference site (including equipment/internet access); lodging (onsite or alternatives); catering (Meals/Receptions/Coffee Breaks, if any); tours/local attractions (pre/during/post-conference, if any); define costs and minimum attendance

b.  Program

1.  Chair shall be current Chapter Vice-Chair

2.  Duties include defining content scope of program/sessions; producing Call for Papers; evaluating paper submissions; determining Keynote Speaker (if any); acting as liaison with keynote presenters/session chairs; defining program-related costs (fee waivers for keynote, etc.)

c.  Promotion

1.  Chair shall be current Chapter Chair

2.  Duties include distributing Call for Papers; announcing conference; creating and distributing registration materials; compiling conference packets; defining promotional costs (mailing, supplies, etc.); creating website.

d.  Registration

1.  Chair shall be current Chapter Secretary/Treasurer.

2.  Duties include compiling above conference costs and determining registration fee; recording pre-conference registration people and fees; coordinating with Promotion on name tags, registration list, etc.; staffing on-site conference registration/check-in.

e.  Funding

1.  Chair shall be current Chapter Past Chair.

2.  Duties included seeking grant money (for fiscal period October-September) from ARLIS/NA for keynote speaker (due May 31); seeking additional sponsors (book publishers, local sponsors, etc.).

IX.  Reports

A.  The Annual Report shall be prepared by the Chair and sent to the Regional Representative by December 31 for filing with ARLIS/NA headquarters.  The Annual Report shall contain a review of Chapter activities, a listing of officers of the Chapter for the new calendar year (with contact information), a membership list and a financial report.

B.  Informal reports of Chapter activities shall be prepared by the Chair Elect for submission in the ARLIS Update publication in accordance with deadlines determined by the editor (see Appendix B for template calendar).

X.  Affiliation

Affiliation with other organizations in the defined region shall be in accordance with the guidelines supplied by the Society.

XI.  Amendments

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

B.  After approval by the Executive Committee, the text of the proposed amendment shall be distributed to the voting membership for discussion and a vote by mail/email or, if deemed necessary, reserved for the next Chapter meeting.

C.  Amendments must be approved by a two-thirds majority vote of the membership.

D.  The Bylaws shall be reviewed every five years by the 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 proposes similar to those of this Chapter shall be preferred.

Appendix A - Sample Email Election Ballot

This ballot is to be sent via email to the Chapter Membership.  It should not be sent via the listserv as that list also includes non-members.

ARLIS-MW chapter members with email addresses will receive this ballot by email which should be returned anonymously via either fax or postal mail to the Secretary/Treasurer.  Those chapter members not on the listserv will receive this ballot via postal mail. Please follow the directions carefully to ensure confidentiality in the election process.

DIRECTIONS:

Those of you receiving this message by email, print out a copy of this message, remove any notation indicating your name, and mark you choice for each position.  If you are receiving this message by postal mail, simply mark your choice for each position.  In both cases, return this ballot, either fax or mail by 15 December to:

                ARLIS/MW Secretary/Treasurer

                (address)

                (fax)

DO NOT REPLY BY EMAIL!!  This will compromise the confidentiality of your vote.  For those who do not have printing capabilities from your email, please contact the Secretary/Treasurer and a paper ballot will be sent to you.