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Society for German-American StudiesBYLAWS
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Article I. Name and Purpose |
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| 1. | The name of the organization shall be the Society for German-American Studies. |
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| 2. | The purpose of this Society shall be: |
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| 2.1. | To engage in and promote interest in the study of the history, literature, linguistics, folklore, genealogy, as well as theater, music and other creative art forms, of the German element of North America. |
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| 2.2. | To produce, present, and publish research findings and educational materials of the same as a public service. |
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| 2.3. | To assist researchers, teachers and students in pursuing their interests in German-American Studies, e.g., by providing opportunity for contacts, exchanges and funding. |
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| 2.4. | To foster cross-cultural relations between the German-speaking countries and the Americas. |
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Article II. Membership |
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| 1. | Membership in the Society shall be open to all persons and organizations interested in German-American Studies. |
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| 2. | Application for membership shall be made in a manner approved by the Executive Committee. |
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| 3. | If the Executive Committee deems that any member of the
Society is at any time guilty of an act which is prejudicial to the Society, or
to the purposes for which it was formed, such person shall be asked to submit a
written explanation of such act within thirty days. If the clarification is not
acceptable to the Executive Committee, then at its discretion the membership may
be terminated. However, the Society affirms the tradition of academic freedom
and will not interpret the exercise of free expression to constitute an act
prejudicial to the Society. |
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Article III. Officers |
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| 1. | The officers of the Society shall be president, first vice president, second vice president, secretary, and treasurer, all of whom are members of the Society and are elected at the annual meeting of the members. |
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| 2. | The term of office shall be for two years. |
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| 3. | The duties of the officers are as follows: |
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| 3.1. | The president serves as the official spokesperson of the Society, chairs the Executive Committee, and presides over annual meetings. |
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| 3.2. | The first
vice president maintains the procedures for the annual symposia and other meetings as directed by the Executive Committee and coordinates the annual meeting schedule. The first vice president presides when the president is not available. |
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| 3.3. | The second vice president coordinates the annual award(s) for outstanding achievement in the field of German-American Studies. |
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| 3.4. | The secretary keeps a written record of the annual meetings and Executive Committee meetings. |
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| 3.5. | The treasurer keeps the financial records of the Society and presents a report to the membership at each annual meeting. |
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| 4. | The resignation of any officer shall be submitted in writing to the Executive Committee.
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| 5. | If any vacancy should occur, the Executive Committee shall elect a member of the Society to fill such vacancy for the unexpired term.
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| 6. | No officer shall receive directly or indirectly any salary, compensation, or emolument from the Society. The Society may, however, pay compensation to employees or agents who are not members of the Society.
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Article IV. Meetings |
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| 1. | The Society shall hold an annual meeting and symposium. |
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| 2. | The Executive Committee shall meet at the symposium and any other time as may be required to conduct business. |
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| 3. | A quorum at the annual meeting of this Society shall consist of a majority of the members present. |
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Article V. Order of Business and Parliamentary Procedures |
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| 1. | Robert’s Rules of Order shall be the authority followed for parliamentary procedures at all meetings of the Society. |
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| 2. | The order of business at any meeting of the members of the Society shall be as follows: |
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| 2.1. | Call to order | ||
| 2.2. | Reading and approval of minutes of the last meeting | ||
| 2.3. | Reports of officers | ||
| 2.4. | Reports of committees | ||
| 2.5. | Election of officers | ||
| 2.6. | Communications | ||
| 2.7. | Old business | ||
| 2.8. | New business | ||
| 2.9. | Adjournment |
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| 3. | The order of business at any meeting may be changed by a vote of a majority of the members present. A motion to change the order of business is not debatable. |
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Article VI. Dues and Finances |
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| 1. | The annual dues of members are on a calendar-year basis, payable in advance by 31 January. Non-payment of dues will result in a cancellation of membership. A late fee may be imposed by the Executive Committee. |
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| 2. | The funds of the Society shall be deposited or kept with a bank or trust company. Such funds shall be disbursed upon order of the Executive Committee. |
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| 3. | The fiscal year shall be from January through December. |
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| 4. | The amount of dues and assessments shall be set by the Executive Committee. |
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Article VII. Nominations and Elections |
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| 1. | Election of officers will be at the general business meeting of the membership during the annual symposium. |
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| 2. | All officers shall take office on 1 June of the year in which they were elected. |
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Article VIII. Affiliates |
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| 1. | Organizations that support the purposes of the Society may be recommended to the Executive Committee for affiliate status. |
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| 2. | The Executive Committee shall determine regulations pertaining to affiliate membership in the
Society. |
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| 3. | The Executive Committee shall have sole discretion, subject to these Bylaws, in authorizing the approval of affiliates of the Society. |
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Article IX. Committees |
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| 1. | Standing Committees |
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| 1.1. | Executive Committee |
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| 1.1.1. | The Executive Committee consists of the five elected officers of the Society, the editor of the Newsletter, the editor of the Yearbook, and the Membership Committee co-chairs. |
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| 1.1.2. | Except as otherwise required by law or provided by these Bylaws, the entire control of the Society and its affairs and property shall be vested in its Executive Committee as trustees. |
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| 1.1.3. | The Executive Committee shall supervise the affairs of the Society and regulate its internal economy, approve expenditures and commitments, act for and carry out the established policies of the Society, and report to the membership through the president at its annual meeting. A majority of the members of the Committee shall constitute a quorum. |
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| 1.1.4. | No organization shall serve as a member of the Executive Committee. |
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| 1.2. | Membership Committee |
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| 1.2.1. | The Membership Committee shall be co-chaired by a North American and a European representative. |
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| 1.2.2. | The Membership Committee shall be responsible for maintaining the membership list, and working to maintain and increase membership in the Society. |
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| 1.3. | Publications Committee |
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| 1.3.1. | The Publications Committee shall be co-chaired by the two principal editors of the Society and shall consist of all associate editors and the web site manager. |
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| 1.3.2. | The Publications Committee shall oversee the various publishing activities of the Society. |
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| 2. | Ad Hoc Committees |
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| 2.1. | Election Committee |
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| 2.1.1. | The Executive Committee shall appoint an Election Committee. It is this Committee’s duty to present a slate of candidates for officers at the annual meeting, and conduct the election of the officers. |
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| 2.1.2. | Members of the Election Committee cannot be nominated for an office. |
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| 2.2. | Publication Fund Committee |
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| 2.2.1. | The Publication Fund Committee shall have oversight of the Publication Fund. |
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| 2.3. | Research Fund Committee |
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| 2.3.1. | Research Fund Committee shall have oversight of the Research Fund. |
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| 3. | Except as otherwise provided by these Bylaws, the president shall annually designate committees, other than the Executive Committee and the Election Committee, and at the time of the appointment shall designate their chairpersons. |
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Article X. Publications |
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| 1. | The official publications of the Society are its quarterly Newsletter and its annual Yearbook of German-American Studies. |
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| 2. | The two principal editors of the official SGAS publications shall be appointed by the Executive Committee and serve at its discretion. |
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| 3. | The editor of the Yearbook will recommend members of the Society to serve as book review editor, literary review editor, compiler(s) of the annual bibliography, and the web site manager subject to confirmation by the Executive Committee. |
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| 4. | The editor of the Yearbook will recommend members of the Society to serve on the Editorial Board of the Yearbook subject to confirmation by the Executive Committee. |
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| 5. | Copyright in all publications of the Society is held by the Society for German-American Studies. |
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Article XI. Indemnification |
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The Society as a Corporation shall indemnify any director or officer of the Society, or any former officer of the Society, to the extent indemnification is required or permitted by law. The expenses of any officer of the Society incurred in defending any action, suit or proceeding, civil or criminal, may be paid by the Society in advance of the final disposition of such action, suit or proceeding, at the discretion of the Executive Committee but only following compliance with all procedures set forth and subject to all limitations as provided by law. |
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Article XII. Conflict of Interest |
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A disclosure by the Executive Committee and officers is required if there is any conflict of interest so that an analysis can be undertaken to handle any identified conflict, examples of which include, but are not limited to existing or potential financial interests; any interest that might impair a member’s independent, unbiased judgment; membership in any other organization where interests conflict. |
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Article XIII. Executive Contracts and Other Documents |
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The Executive Committee shall establish policies and procedures with respect to the execution of instruments, deposits to and withdrawals from checking and other bank accounts, loans or borrowing by the Society. The Treasurer can sign all checks for regular and outstanding bills for amounts less than $200. For any amount of $200 or more, signatures of two officers are normally required. If approved by the Executive Committee, however, the Treasurer can singularly sign and disburse checks over $200. |
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Article XIV. Amendment of Bylaws/Periodic Review |
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Subject to law and the Articles of Incorporation, the power to make, alter, amend or repeal all or any part of these Bylaws is vested in the Executive Committee. |
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Article XV. Repository |
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The Archives and Rare Books Department, University Library, the University of Cincinnati is the official repository for all records of the Society. |
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Article XVI. Dissolution |
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Upon dissolution of the Society, the Executive Committee shall, after paying or making provision for the payment of all of the liabilities of the Society, dispose of all of the assets of the Society exclusively for the purposes of the Society in such manner, or to such organization or organizations organized and operated exclusively for charitable, educational, religious or scientific purposes as shall at the time qualify as an exempt organization or organizations under section 501(c)(3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Revenue Law), as the Executive Committee shall determine. |
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Article XVII. Nondiscrimination |
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The services and activities of this Society shall at all times be administered and operated on a nondiscriminatory basis without regard to color, national origin, gender, religious preference, creed, age or physical impairment. |
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| Approved: | Timothy Holian Secretary of the Society for German-American Studies |
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| Amended date: April 28, 2007 Corrected version: May 28, 2007 |
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Created: 29 May 2007, BAS Updated: 17 November 2007, BAS Comments to: IUPUI Max Kade German-American Center, mkgac@iupui.edu This page sponsored and maintained by IUPUI University Libraries. URL: http://www.ulib.iupui.edu/kade/SGAS/bylaws.html |
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