ARLIS/Northern California Chapter

Article I. Name

1. The name of the organization shall be ARLIS/Northern California, hereafter referred to as "the Chapter".

1. The organization shall promote the purposes of Art Libraries Society of North America, hereinafter referred to as The Society within the Northern California area.
2. 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 librarianship and to promote the development, good management, and enlightened use of all art libraries and visual resources collections. In the furtherance of such purpose, the organization 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 organization 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 organizations purposes, providing that such activities may be lawfully carried on by an organization exempt from federal income tax under sections 501(c) (3) of the Internal Revenue Code of 1954, as amended (of the corresponding provision of any future United States internal revenue law).

1. No part of the net income of the organization shall inure to 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 and to make payments and distributions in furtherance of the purposes and objectives of this organization. No substantial part of the activities of the organization shall be carrying on of propaganda or otherwise attempting to influence legislation, and the organization shall not participate in or intervene in any political campaign on behalf of any candidate for public office.
2. Notwithstanding any other provisions set forth in these Articles of Incorporation (or constitution), 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 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; the organization 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; the organization shall not make any investments in such manner as to subject the organization to the tax imposed by Section 4944 of the Inter! nal Revenue Code of 1986 or corresponding provisions of any subsequent 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.
3. Notwithstanding any other provision of these articles (or constitution) the organization shall not conduct or carry on any activities not permitted to be conducted or carry on by an organization exempt form tax under Section 501(c)(3) of the Internal Revenue Code of 1986, or corresponding provisions of any subsequent tax laws, or any 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.

1. Eligibility. Membership is open to all members of the Society.

1. Dues.
   1. Dues shall be determined by the Executive Committee and shall be ratified by member vote.
   2. Dues shall be paid to the Secretary/Treasurer.
   3. The membership year shall be from January 1 through December 31.
   4. The Chapter shall have the right to impose additional fees upon the membership for specified projects subject to the approval of membership.
2. Privileges
   1. All Local Chapter members are eligible to vote.
   2. All Local and Society members are eligible to hold elected office
   3. All Local Chapter members shall be entitled to receive announcements of meetings of the Chapter and other notices of general interest to the membership.

1. The elected officers of the Chapter shall be the Chairperson, Vice-Chairperson/Chairperson-Elect, and the Secretary/Treasurer.
2. Nominating Committee: The Chairperson shall appoint a Nominating Committee of at least two persons. The Nominating Committee shall submit a slate of qualified candidates to be voted upon by the membership.
3. Qualifications. Any Local Chapter member may hold office and must file in writing an acceptance of the nomination with the Nominating Committee.
4. Elections. Officers shall be selected by a plurality of ballots cast by the voting members (See Article IV for definition of member).
5. Terms of Office:
   1. The term of office of the Chairperson and the Vice-Chairperson/Chairperson-Elect shall be one calendar year.
   2. The term of office of the Secretary/Treasurer shall be two calendar years
6. Duties of Officers:
   1. The Chairperson shall:
      1. Act as executive officer of the Chapter;
      2. Assist the Vice-Chairperson/Chairperson-Elect in the planning of the activities of the Chapter;
      3. Draft the annual report.
   2. Vice-Chairperson/Chairperson-Elect shall:
      1. Act as executive officer in the event the Chairperson is unable to serve;
      2. Act as the program chairperson;
      3. Send reports of meetings of the Chapter to the editor of Art Documentation.
   3. Secretary/Treasurer shall be responsible for:
      1. The announcements of meetings;
      2. The keeping of minutes of the meetings of the Chapter;
      3. The handling of all financial accounts of the Chapter;
      4. Sending reports of meetings of the Chapter to the Western Regional Representative within thirty (30) days of the meeting.

1. Meetings of the Chapter shall be called by the elected officers.
2. An annual business meeting shall be held in the fall of the year for the purpose of electing officers.
3. There will be a Fall and Spring meeting with additional meetings called by the officers as deemed appropriate.
4. Announcements of meetings shall be sent to the membership at least thirty (30) days in advance of the meeting. Announcements shall also be sent to the Western Regional Representative at this time.

Special project committees shall be voted on by the membership of the Chapter or by written petition submitted to the Executive Committee by no fewer than five personal members.

Article IX. Affiliation

Affiliation with other organizations in the Northern California area shall be at the discretion of the Executive Board of the Society and shall be in accordance with guidelines supplied by the Executive Board.

Article X. Amendments

1. Amendments to these Bylaws may be proposed by any voting member and shall be submitted in writing to the Executive Committee.
2. The text of a proposed amendment shall be distributed to the voting membership at least two (2) weeks prior to a business meeting.
3. Approval of a two-thirds majority of those members voting attending the business meeting and the approval of the Executive Board of the Society shall be necessary to amend the bylaws.

Upon the dissolution of the organization or the winding up of its affairs, the assets of the organization shall be distributed exclusively for the 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 contribution are then deductible under Section 170 (c)(2) of such code or corresponding provisions of any subsequent federal tax laws. Organizations having proposes similar to those of this organization shall be preferred.