Article I. NAME
The name of the organization shall be ARLIS (Art Libraries Society) Ohio Valley, hereafter referred to as ARLIS/OHIO VALLEY.
Article II. PURPOSE
The organization is organized within the boundaries of the states of Ohio,
Western Pennsylvania, West Virginia and Kentucky 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
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 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. CHARITABLE ACTIVITY RESTRICTIONS
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 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 intervene in any political campaign on behalf of any candidate for public office.
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 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 Articles (or constitution) 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 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 IV. MEMBERSHIP
A. Eligibility: Membership is open to all members of ARLIS/North America (Personal members and one representative per institutional membership).
1 . Dues shall be determined by the Executive Committee of the Chapter and approved by a majority of members voting by a mail ballot sent in accordance with Article X1.
2. The dues shall be paid to the Secretary/Treasurer.
3. The membership year shall be from January 1st to December 31st.
4. The Chapter shall have the right to impose additional fees upon the membership for special projects provided such projects and attendant fees have been approved by a majority voting by a mail ballot sent in accordance with Article X1.
1. All personal members of ARLIS/Ohio Valley are eligible to vote and to hold elected office.
2. One person selected by each Institutional member or Business Affiliate member shall be designated as the representative for that organization. The representative shall have the right to vote and to hold elected office.
Article V. OFFICERS
A. The elected officers of the Chapter shall be the Chairperson, the Vice-Chairperson/Chairperson-Elect, the Secretary/Treasurer and the Editor of the newsletter.
B. Nominating Committee: The Chairperson shall appoint a Nominating Committee of at least two persons. The Committee shall submit a slate of qualified candidates to be voted upon by the membership.
C. Qualifications for office: Any personal member or designated Institutional or Business Affiliate member may hold elected office.
D. Elections: Officers shall be elected by a plurality of ballots cast by the members (See Article IV for definition of member).
E. Terms of Office:
1. The term of the office of the Chairperson and the Vice-Chairperson/Chairperson-Elect shall be one calendar year.
2. The term of the office of the Secretary/Treasurer shall be two calendar years.
3. The term of the office of the Editor of the newsletter shall be two calendar years.
F. Duties of Officers:
1. The Chairperson shall act as chief executive officer of the Chapter, shall assist the Vice-Chairperson/Chairperson-Elect in the planning of the activities of the Chapter, shall be a member ex-officio of all special project committees of the Chapter, and draft the annual report.
2. The Vice-Chairperson/Chairperson-Elect shall act as chief executive officer in the event the chairperson is unable to serve, shall act as program chairperson, and shall be responsible for the sending of all announcements of meetings to the membership.
3. The Secretary/Treasurer shall be responsible for all documents and correspondence, the keeping of minutes of the Chapter, the handling of all distribution of ballots by mail in accordance with Article XI, as well as tallying and reporting the results to the membership.
4. The Editor of the newsletter shall be responsible for publishing and distributing two (2) issues of the newsletter per year.
Article VI. EXECUTIVE COMMITTEE
The elected officers and the immediate past Chairperson of the Chapter shall constitute the Executive Committee.
Article VII. MEETINGS
A. Meetings of the Chapter shall be called by the Chairperson.
B. Announcements of meetings shall be sent to the membership by the Vice-Chairperson/Chairperson-Elect at least ten days in advance of the meeting.
Article VIII. REPORTS
A. The Executive Committee shall prepare an Annual Report and a Mid-year Report, copies of which shall be sent to the Midwest Regional Representative and to ARLIS/NA headquarters.
B. The Secretary/Treasurer shall send minutes of all meetings to the Midwest Regional Representative and to ARLIS/NA Headquarters.
Article IX. SPECIAL COMMITTEES
Special project committees shall be appointed by the Executive Committee at the recommendation of the Chairperson of the Chapter or by written petition submitted to the Executive Committee by no less than five personal members.
Article X. AFFILIATION
The chapter may affiliate with other local organizations upon application to and written consent from the ARLISNA Executive Board.
Article XI. AMENDMENTS AND VOTING PROCEDURES
A. Amendments to the Bylaws may be proposed by any voting member and shall be submitted to the Executive Board in writing. The proposed amendments should be received by the Executive Board at least four weeks prior to the next chapter meeting.
B. The text of a proposed amendment or other voting issue shall be distributed by the Secretary/Treasurer to the voting membership at least thirty (30) days prior to a business meeting.
C. Mail ballots will be distributed to all voting members within two weeks of a business meeting where a relevant amendment or other issue requiring a vote of the membership has been introduced.
D. Approval by mail ballot of a two-thirds majority of voting members shall be necessary to amend the bylaws, change the dues, or levy additional fees. The approval of the Executive Board of ARLISNA shall also be necessary to amend the bylaws.
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 provisions of any subsequent federal tax laws. Organizations having purposes similar to those of this organization shall be preferred.