Bylaws

Adopted 1974; Amended, 1975; Revised, 1984 & 1988. Revised, 2014.
Article 1. Name

This organization, a chapter of ARLIS/NA (Art Libraries Society/North America), shall be ARLIS/New England, hereafter referred to as ARLIS/NE.

Article II. Purposes
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 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 is authorized:

(a) 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;

(b) To stimulate greater use of art libraries and visual resources collections by sponsoring, supporting or publishing resources directories, bibliographies, inventories, periodical journals, papers, reports and related materials concerning the organization and retrieval of art information;

(c) 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;
(d) 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 Bylaws, 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 494 l(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 a 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 of business holdings that would subject it to tax under Section 4943 of the Internal Revenue Code of 1986 or corresponding provisions or 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 Bylaws the organization shall not conduct or carry on any activities not permitted to be conducted 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 tax 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/NA.

B. Dues.
(a) Changes in dues shall be proposed by the Executive Committee and shall be ratified by a plurality member vote.
(b) The dues shall be paid to the Treasurer.
(c) The membership year shall be from January 1 to December 31.
(d) The Chapter shall have the right to impose additional fees upon the membership for specified projects subject to the approval of a simple majority of the total membership.

C. Privileges
a) Personal members and designated representatives of institutional members of the Chapter are eligible to vote.
(b) Personal members and designated representatives of institutional members of the Chapter are eligible to hold elected office.
(c) All members shall be entitled to receive announcements of meetings of the Chapter and other notices of general interest to the membership.
(d) All members shall be entitled to attend all meetings of all bodies of the Chapter.

Article V. Officers

A. The elected officers of the Chapter shall be the Chairperson, Past-Chairperson, Vice-Chairperson/Chairperson-Elect, the Secretary and the Treasurer.
B. Nominating Committee. The Chairperson shall appoint a Nominating Committee of at least three 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 representative of an institutional member may hold office and must write in writing an acceptance of the nomination with the Nominating Committee.
D. Elections. Officers shall be elected by a plurality of ballots cast by the voting members.
E. Terms of office. The term of office of the Chairperson, the Past-Chairperson, and the Vice-Chairperson/Chairperson-Elect shall be one year. The term of office of the Secretary and the Treasurer shall be two years, beginning in alternating years. Terms of office begin in January and run through the calendar year.
F. Duties of officers.

The Chairperson shall act as chief executive officer of the Chapter, shall plan the activities of the Chapter, shall be a member ex-officio of all special project committees of the Chapter and shall be responsible for the drafting of the annual report.

The Vice-Chairperson/Chairperson-Elect shall assist the Chairperson, act as chief executive officer in the event the Chairperson is unable to serve, and shall be responsible for maintaining membership records and mailing of meeting announcements.

The Secretary shall be responsible for all documents and correspondence, and for the keeping of minutes of the meetings of the Chapter.

The Treasurer shall be responsible for the handling of all financial accounts.

If the office of Vice-Chairperson/Chairperson-Elect, Secretary, or Treasurer becomes vacant, a special election shall be held promptly.

Notwithstanding any other provision of these Bylaws the organization shall not conduct or carry on any activities not permitted to be conducted 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 tax 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 VI. Executive Committee
A. The elected officers shall constitute the Executive Committee.
B. At Executive Committee meetings, only members of the Executive Committee shall have voting privileges.
C. The Past-Chairperson shall be asked to break deadlocks.
D. A meeting of the retiring and newly elected Executive Committees shall take place during the summer.
Article VII. Meetings
A. Meetings of the Chapter shall be called by the Executive Committee. The Executive Committee will determine the frequency of the meetings.
B. Announcement of meetings shall be sent to the membership at least two weeks in advance of the meeting.
C. Non-members may attend meetings of the Chapter.
D. Local and Special Interest Group meetings may be held as necessary. Notice of these meetings should be sent to the Secretary.

Article VIII. Reports
A. Annual reports shall be drafted by the Chairperson and shall be approved by the other members of the Executive Committee. Annual reports shall follow the guidelines set up by the Executive Board of ARLIS/NA.
B. The Secretary shall send reports of meetings of the Chapter to the appropriate ARLIS/NA periodical editor and to the Regional Representative of ARLIS/NA.
Article IX. Special Committees
A. Special committees shall be appointed by the Executive Committee of the Chapter.
Article X. Affiliation with Other Organizations
A. Affiliation with other organizations in the New England area shall be at the discretion of the Executive Board of ARLIS/NA and shall be in accordance with the guidelines supplied by the Executive Board.

Article XI. 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.
Article XII. Amendments
A. Amendments to the bylaws may be proposed by any voting member and shall be submitted to the Executive Committee in writing.
B. The text of the proposed amendment shall be distributed to the voting membership at least one month prior to a vote.
C. Approval of a two-thirds majority of voting members and the approval of the Executive Board of ARLIS/NA shall be necessary to amend the bylaws.
Article XIII. Amendments
The elected officers’ titles, Chair and Vice-Chair will be replaced with President and Vice-President.

Article XIV. Amendments
Under Article V. Officers:
Public Relations Officer shall be added to the list of officers.
A. The elected officers of the Chapter shall be the President, Past-President, Vice-President/President-Elect, the Secretary, Public Relations Officer, and the Treasurer.
E. Terms of Office
The term of office of the Public Relations Officer shall be 2 years beginning in the 1st year of the Secretary’s term (in order that the Secretary and Public Relations Officer serve two consecutive years together).
F. Duties of officers

The Vice-President/President-Elect shall assist the President and act as chief executive officer in the event the President is unable to serve.
The Secretary shall be responsible for all documents and correspondence, and for the keeping of minutes of the meetings of the Chapter, and shall be responsible for maintaining membership records and mailing of meeting announcements.
The duties of the Public Relations Officer shall be to collaborate with the secretary on activities which cultivate membership (such as attending local area library schools to represent ARLIS/NE at appropriate times and periodically reviewing lists of regional art libraries in order to target potential members), assist the Secretary with maintaining membership records as needed, and to assist the Executive Board with programming.

Article XV. Amendments

Under Article I. Name:
This organization, a chapter of ARLIS/NA (Art Libraries Society/North America), shall hereby be referred to as ARLIS/NA New England.
Under Article VI. Membership.
B. (b) The dues shall be paid online via the chapter’s website or directly to the chapter secretary. Memberships dues submitted to the secretary must be accompanied by a membership form.
Under Article XIII. Reports
B. The President shall send reports of meetings of the Chapter to the appropriate ARLIS/NA periodical editor and to the Regional Representative of ARLIS/NA.