Chapter Bylaws

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BYLAWS
of
THE LOS ANGELES CHAPTER
of
THE ASSOCIATION FOR COMPUTING MACHINERY

March 2001 (Replacing October 1999 Version)


I. GENERAL


A. Name

This organization shall be known as the Los Angeles Chapter of the Association for Computing Machinery, Inc. (ACM).


B. Purpose

The Chapter is organized and will be operated exclusively for educational and scientific purposes. The purpose shall be to advance the science, design, development, construction and application of modern computing machinery and computing techniques for performing operations in mathematics, logic, statistics, accounting, automatic control, and allied fields.


C. Meetings

A minimum of eight Chapter meetings, including the annual meeting in June, shall be held each year to promote the free interchange of information, in the best scientific tradition, about such machinery and computing techniques. The Chapter may hold meetings only in places that are open to all members of the ACM.


D. Area of Service

This Chapter will serve persons who live or work in the greater Los Angeles (California) metropolitan area.


E. Charter

This Chapter is chartered by the ACM. These bylaws neither supersede nor abrogate any of the Bylaws of the ACM that regulate Chapter affairs.


F. Terminology

In the case of conflict between names referring to entities present both in the Los Angeles Chapter of the ACM and in other organizations, use of the unqualified term shall refer to the Los Angeles Chapter entity.


II. MEMBERSHIP AND DUES


A. Membership

Membership shall be open to all persons who subscribe to the purposes of the LA Chapter of the ACM.


B. Application Procedure

Applicants for membership shall submit their applications to the Chapter. The Records Controller shall add the names of the qualified applicants to the membership list as soon as practicable.


C. Classification

There shall be one type of member, voting member, with full voting rights.


D. Dues

Each Chapter member shall pay annual dues as fixed by the Council. Dues may be modified at most once per year. Notification of intent to change dues shall be published in the two issues of the DATA-LINK preceding the meeting at which the vote will be taken. The dues shall be payable in advance to the Treasurer when application for membership is made. Dues for the second and later years shall be payable to the Treasurer on the anniversary date applicable to the Chapter member. The anniversary date shall be the first day of the first month following the receipt of application for membership. Each membership year shall commence with the anniversary date. The Treasurer or the Treasurer's agent, as may be duly authorized by the Council, shall notify each Chapter member by mail at least one month before each anniversary date that dues are payable for the succeeding membership year. After such notification, any Chapter member who is delinquent in paying dues after the anniversary date shall no longer be a member of the Chapter.


III. OFFICERS AND COUNCIL


A. Governing Body

The Council shall be the governing body and shall consist of the Chairman, Vice-Chairman, Secretary, Treasurer, Members-at-Large, Standing and Ad Hoc Committee Chairmen (including Technical Activity Committee (TAC) Chairmen, the Records Controller, and the DATA-LINK Editor, Production Manager, and Business Manager), and the most recent past Chairman. The number of Members-at-large shall be at least two, unless determined otherwise by Council. The number of additional Members-at-large beyond the minimum of two shall be not more than one for every additional two hundred fifty (250) Chapter members (or fraction thereof) above 500 members.


B. Elected Members

These shall be the Chairman, Vice-Chairman, Secretary, Treasurer, and Members-at-Large. The most recent past Chairman shall also be considered an elected member. The elected members are the Officers of the Chapter.


C. Terms

The terms of office for the elected members of the Council shall be one year ending June 30, except as provided in Article VII, Section F. The Vice-Chairman shall automatically succeed to the office of Chairman for the following term.


D. Qualifications

All elected officers must be voting members of the Los Angeles Chapter and voting members of the ACM. Every candidate for elected office must be a voting member of the Los Angeles Chapter and must agree to join ACM as a voting member if elected.


E. Committees

1. Types of Committees

Committees of the Chapter shall be of two types: Standing and Ad-Hoc. There shall be two subtypes of Standing committees: Operating Committees and Technical Activity Committees.

2. Appointment

The Chapter shall have the Standing committees described below. Chairmen of all Operating and Ad-Hoc committees shall be appointed by the Council and may be replaced by the Council at any time. Except where otherwise provided herein, all members of each operating and Ad-Hoc committee shall be appointed by the committee chairman. In addition, the Council may appoint and dissolve Ad Hoc committees as required.

3. Operating Committees

The Operating committees and their duties shall be:

a. ACM Representatives -- The ACM Representatives committee shall consist of Chapter members whose work brings them into very frequent contact with other Chapter members or potential members. Its Chairman shall endeavor to obtain at least one such representative in each large organization involved with computing and computing techniques in industry, government, and academia. The committee members' duties shall be to represent the Chapter in contacts with their associates and to make known to the Council the relevant opinions of the Chapter members with whom they are associated.

b. Program -- The Program Committee shall arrange the programs for the Chapter meetings.

c. Membership -- The Membership Committee shall be responsible for obtaining new members, ensuring that Chapter members retain their membership, and recommending activities which will enhance the value of membership in the Chapter.

d. Records Controller -- The Records Controller shall maintain the membership roster and automated system of the Chapter, supplying rosters, mailing lists, etc., when authorized by the Council. The Records Controller shall be responsible for the keeping of full membership records of the Chapter.

e. DATA-LINK -- The DATA-LINK committee shall edit, publish, and distribute to each Chapter member the DATA-LINK, a periodic newsletter of activities of the Chapter and any other appropriate activities concerned with computing. The DATA-LINK Editor, Production Manager, and Business Manager shall be the minimum committee membership and shall serve as co-chairmen of the Committee.

f. Publicity -- The Publicity Committee shall be responsible for publicizing the activities of the Chapter by means other than the DATA-LINK.

g. Education -- The Education Committee shall provide programs that are designed to raise the level of competence of the membership and shall provide the leadership required to improve the understanding of the computing profession by the community at large.

h. Government -- The Government Committee shall observe the management of the chapter with regard to compliance with the existing bylaws, the adequacy of such bylaws, and the handling of any informal precedents. It shall study all proposals for changes to procedure and make such recommendations as are appropriate. This committee shall also maintain a manual describing the responsibilities of Council members and others performing Chapter services. The manual shall also contain policies and procedure guidelines to aid the Council in the proper administration of Chapter affairs. The Government Committee shall make the manual available to members of the Council and interested Chapter members.

i. Arrangements -- The Arrangements Committee shall be responsible for arranging the physical facilities for Chapter meetings. This shall include taking reservations and making necessary arrangements for dinners at the Chapter meetings.

j. Awards -- The Awards Committee shall review the activities of the Chapter members and the organizations associated with the Chapter to select those who have rendered outstanding services in areas related to the purpose of the Chapter. Such selectees shall be honored in a manner deemed appropriate by the Council as recommended by this committee.

k. Nominating -- The Nominating Committee shall provide to the Council a slate of nominees in accordance with the provisions of Article VII. This committee shall consist of a chairman and at least four other Voting members.

l. Audit -- The Audit Committee shall be responsible for auditing the finances of the Chapter at the beginning of the Fiscal Year, and for verifying the accuracy of the Financial Report prepared by the Treasurer.

m. Liaison -- The Liaison Committee shall be responsible for communication between the Los Angeles Chapter and other elements of ACM (such as local SIGs and student chapters), as well as other professional organizations (such as the Computer Society of the Institute of Electrical and Electronics Engineers (IEEE/CS) and the Data Processing Management Association (DPMA)).

n. Information Director -- The Information Director shall be responsible for maintaining accurate data in a website, forum or information base. The Information Director is also responsible for collaborating with the ACM-NS (Network Service) Information Project leaders, and other Information Directors, to develop new and appropriate forums and information services.

o. Excellence Committee -- The Excellence Committee shall be responsible for advising the Council in areas such as those covered by the ACM Chapter Excellence Program, for example setting Chapter goals, advising what to communicate with the members, and serving as a forum for generating new ideas. It shall also be responsible for providing a quality assurance function, periodically auditing the procedures of the committees and offices versus the Chapter Bylaws and other regulations and ACM guidelines.


4. Technical Activity Committees

The chapter shall establish Technical Activity Committees (TACs) in accordance with the provisions of Article IV to encourage the chapter members to focus on specialized technical areas.


IV. TECHNICAL ACTIVITY COMMITTEES


A. General

1. The Chapter establishes Technical Activity Committees that pursue specialized technical interests, which exist until dissolved by Council. They shall be called Technical Activity Committees (TACs), Chapter-affiliated Special Interest Groups (SIGs), or any other appropriate name, as determined by the TAC. For simplicity, they shall be referred to in these bylaws as TACs.

2. Membership in a TAC shall be open only to members of the Chapter.


B. Establishment

1. Establishment of a TAC shall be approved by a two-thirds vote of the Council. The Chairman shall act in the establishment (and if necessary, dissolution) of a TAC with the knowledge and approval of Council.

2. A TAC shall be considered for approval upon written request from at least five Voting members who express interest in actively supporting the TAC. The petition shall contain the specific objectives of the TAC and a suggested name, acronym, a set of operating rules regarding officers and their elections and a proposed budget.

3. The Council shall appoint a pro-tem chairman and secretary to serve until elections can be carried out.


C. Management and Finances

1. Each TAC shall provide the Chapter with annual reports as follows:

a. Before the October Council meeting, the TAC shall furnish the Treasurer with an annual budget for the current fiscal year . Any collection or expenditure of funds by a TAC beyond the approved budget must be approved by the Council in advance of its occurrence.

b. At the October Council Meeting, the TAC shall report to the Council on membership, officers, activities, and future plans. At this time, the Council shall reexamine the viability of each TAC, and begin dissolution procedures, if the examination indicates this is necessary.

2. Should its reports or other evidence be deemed good and sufficient reason, the Council may, by two-thirds vote, remove any of the elected or appointed officers of a TAC and call for a new election or appointment. A proposal for such removal must be placed on the Council agenda at least thirty days prior to a vote on the proposal, and the Secretary must notify the chairman of the TAC concerned in writing at the time the matter is placed on the agenda. The TAC chairman will be given the floor at the Council meeting at which action is to be taken, but should the TAC chairman fail to appear or to send a representative, the vote may be taken in the chairman's absence.

3. Funds for TACs shall be managed on behalf of the TAC by the Chapter as part of its funds.

D. Transition to Independent ACM Chapter

1. The Chapter will aid any TAC that indicates a desire to become an independent chapter under the provisions of the bylaws of the ACM. However, the Chapter shall not preclude the concurrent existence of a TAC and an independent chapter serving the same area of specialized technical interest, if that is the desire of the TAC.

2. The Chairman of the TAC shall inform Council of the initiation of the effort to become an independent chapter.

3. When the chairman of the TAC presents to Council: (a) materials indicating that ACM has chartered the chapter and (b) materials indicating that the TAC members have approved dissolution of the TAC, the Council shall:

a. Conduct a vote to formally dissolve the corresponding TAC.

b. Conduct a vote to authorize the Chapter Treasurer to release to the new chapter all assets of the corresponding TAC, after payment of any outstanding TAC debts.

c. Request the Records Controller to release to the new chapter the membership information of Chapter members who were members of the corresponding TAC.

4. The Chapter shall continue to cooperate with new chapter so as to best serve the goals of the ACM within the geographic area served by the Chapter.

E. Dissolution

1. Should a TAC become inactive, by virtue of having lost membership or failing to hold meetings or special programs, or to conduct any type of activity within a reasonable period, the Council may act by a two-thirds vote to direct the Chairman to dissolve the TAC. A proposal to withdraw recognition must be placed on the Council agenda at least thirty days prior to a vote on the proposal, and the Secretary must notify the chairman of the TAC concerned in writing at the time the matter is placed on the agenda. The TAC chairman will be given the floor at the Council meeting at which action is to be taken, but should the TAC chairman fail to appear or to send a representative, the vote may be taken in the chairman's absence.

2. In the event of the dissolution of the TAC under any circumstance other than the transition to an independent chapter chartered by the ACM, all assets of the TAC shall remain the property of the Chapter. Any contributions provided to the TAC by ACM sponsors may be returned to the sponsors out of these assets, at the sponsor's request.


V. MANAGEMENT


A. General

1. Temporary Chairman

In the event that neither the Chairman nor the Vice-Chairman can personally act, the Council may elect a Temporary Chairman from its membership who is authorized to perform the Chairman's duties during the period of incapacity of the Chairman and Vice-Chairman. The tenure of the Temporary Chairman shall be at the discretion of the Council but in no event shall it exceed the elected Chairman's term of office.

2. The Council

The Council shall manage the affairs of the Chapter at regularly scheduled meetings and at ad hoc electronic meetings. Each electronic meeting will address only one specific topic. An annual report on the activities and finances of the Chapter shall be made to the members in June and to the ACM, as required by the rules of the ACM.

3. Quorum

At least half of the total Council membership, including at least half of the elected officers, shall constitute a quorum. At an electronic meeting, decisions will be based on the required fraction of the total Council membership. Here and elsewhere in these bylaws the terms “total Council membership” shall be construed to mean the total number of persons who are Council members.

4. Parliamentary Authority

Parliamentary authority for the Los Angeles Chapter of the ACM shall be a recent version of Robert's Rules of Order that has been approved by Council. This authority shall be applicable in all situations where there is no conflict with the Constitution and Bylaws of the ACM nor with these bylaws, nor with any parliamentary procedures established by the Chapter.

5. Proxy

A member of the Council unable to be present at a meeting may appoint a Chapter member in writing as his or her proxy. If the proxy is in the form of email, the note shall be sent to the Chairman, the Secretary, and the person who will serve as proxy. The written appointment must be filed with the Secretary, and shall expire at the conclusion of the meeting for which it was filed. The proxy may take part in discussion and may vote in place of the member of the Council. No one person as proxy may vote in the place of two or more members of the Council. While so acting as proxy, the proxy shall be deemed for all purposes to be a member of the Council in lieu of the Council member for whom he or she serves as proxy, but only as a Council member and not otherwise as an Officer of the Chapter. The minutes of the Council meetings shall carry the names of the proxies and identify the Council members they represented.

6. Referendums

Upon petition of five percent of the Chapter members or by decision of the Council, a question shall be submitted to the Chapter members following the procedure in Article VIII, Section B.2.

7. Financial Responsibility

Any expenditure exceeding $500.00 must be presented to Council for approval one month in advance of the approval vote by the Council.

B. Duties of Elected Officers

1. Chairman

The Chairman shall be the presiding officer at meetings of the Council and at meetings of the Chapter and shall be an ex-officio member of each committee. The Chairman shall be responsible for calling Council meetings and shall call a minimum of eight such meetings each year. The Chairman may also call any number of electronic meetings.

2. Vice-Chairman

The Vice-Chairman shall assume the duties of the Chairman in the absence or incapacity of the Chairman, and shall be an ex-officio member of each committee. The Vice-Chairman shall also be responsible for the coordination and supervision of the activities of TACs. The Vice-Chairman will automatically succeed to the office of Chairman for the following term, except as provided in Article VII, Section E.

3. Secretary

The Secretary shall notify the members of the Council of the time, place, and agenda of Council meetings when informed by the Chairman of such meetings. The Secretary shall be responsible for the recording of the minutes and the correspondence for the Chapter. The secretary shall prepare the following and submit them as required by the ACM:

  • Notification of changes in Chapter officers and contact information.
  • The annual activity report of the Chapter.
  • Proposed bylaws changes.

4. Treasurer

Under control of the Council, the Treasurer shall have general supervision of the fiscal affairs of the Chapter and shall be responsible for the keeping of accounts. The Treasurer shall make annual reports of the Chapter's finances as required by the ACM. The Treasurer shall also prepare the Chapter's budget and present it to Council at the October Council meeting.

5. Members-at-Large

The Members-at-Large shall represent to the best of their ability the interests of the membership of the Chapter. They shall be ex-officio members of the ACM Representatives Committee and shall assist the Committee Chairman in its staffing and effective operation

C. Chapter Funds

All funds received by the Chapter shall be deposited in an account requiring the signature of the Treasurer or the ACM Executive Director for withdrawal. The Chairman shall also be empowered to withdraw funds for emergency purposes only, and only in the absence of the Treasurer.

D. Dissolution

In the event of dissolution of the Chapter, all the assets of the Chapter will be transferred to the ACM and shall be supervised by the ACM Local Activities Board.


VI. BALLOTING AND MAILING


A. Voting Procedure

Except as provided in Article VIII, Section B.1., all balloting for elections, referendums, and proposed amendments to these bylaws shall be conducted by mail.

In addition to information concerning the matter to be voted upon, the mailing shall include a printed ballot, a plain inner envelope, and an outer mailing envelope. The inner envelope shall have printed upon it the word BALLOT. The Voting member shall mark the ballot, seal it in the plain envelope, place this within the outer mailing envelope, sign the envelope in the place provided, and mail it to the designated address. Those responsible for counting the ballots shall collect them at the appointed time, verify that the signature on each envelope is that of a Voting member, remove and set-aside the inner envelope, and then destroy the mailing envelope. They shall then open the inner envelopes and count the ballots.

B. Mailing Procedure

In these bylaws, whenever the words “shall mail” are used, they shall be construed to mean “shall take the responsibility for such mailings by first class mail.” If convenient and appropriate, any mailing may be in the form of an article in the DATA-LINK.


VII. NOMINATION AND ELECTION OF OFFICERS


A. Initial Action

The Nominating Committee shall provide the following information to be published in the January DATA-LINK: notice that nominations for officers are being considered, a summary of the election procedures, and a list of names and phone numbers of the members of the Nominating Committee. The notice should urge Voting members to make known their recommendations to the committee.

B. Nominating Committee Action

The Nominating Committee shall nominate at least one Voting member who is also an ACM voting member for each of the offices of Vice-Chairman, Secretary, and Treasurer. In the case of Members-at-Large, there shall be at least as many nominees as there are offices. The Nominating Committee shall consult each proposed nominee and, if the nominee so requests, the nominee's name shall be withdrawn and replaced by another. The committee shall provide the proposed list of nominees to the Council at the February Council meeting. This list shall also be provided to the DATA-LINK Editor in time for publication in the March issue. The list of nominees shall consist of each nominee's full name and present affiliation. In addition, those preparing the list shall request from each a professional biography of not more than 100 words which shall be included on the list.

C. Nomination by Petition

After the February Council meeting, nominations by petition may be made by letter to the chairman of the Nominating Committee setting forth the name of the nominee and the office for which the person is nominated. For acceptance, a letter petition must reach the chairman of the Nominating Committee by the March Council meeting. It shall be signed by at least fifteen Voting members, and shall state that the nominee is a Voting member of the Chapter and of ACM and has agreed to serve if elected. No Voting member shall sign more than one such petition for a single office.

D. Elections

Before April 1, the Nominating Committee shall mail to each Voting member a final list of nominees and a ballot to be returned before April 25. The Nominating Committee shall count the ballots. Candidates receiving a plurality of votes for each of the offices of Vice-Chairman, Secretary, and Treasurer shall be declared elected. The Members-at-Large offices shall be filled by taking the candidate receiving the largest number of votes, the candidate receiving the next largest number of votes, and so on, until all the offices are filled.

E. Vacancies in Office

1. Vacancies in office may occur in any one of the following ways: death, resignation, ineligibility, or removal.

2. An Officer may be removed from office by a vote of at least three-fourths of the total Council membership.

3. Whenever a vacancy occurs in any office of the Council, the remaining members of the Council shall elect a Voting member who meets the qualifications for the office to serve in the office for the remainder of the term. However, any Voting member so elected to the office of Vice-Chairman shall not automatically succeed to the office of Chairman. Rather, at the next regular election, both a Chairman and a Vice-Chairman shall be elected.

F. Special Elections

Special Elections may be declared by the Council to elect officers to newly created positions caused by amendments to the bylaws, or, in the case of Members-at-Large, a substantial increase in membership. These special elections shall adhere to the time sequence given above except that the Initial Action shall take place within thirty days after the special election is declared. The term of office for members of the Council elected under these provisions shall be less than one year and shall end June 30.

G. Ties

In the case of any ties resulting from the balloting by the Voting members, the issue shall be decided by a majority vote of the Council.


VIII. AMENDMENTS


A. Means of Proposal

Amendments to these bylaws may be proposed by means of a resolution adopted by the Council or by means of a petition signed by at least five percent of Chapter Voting members. The Council may not amend Article VIII except as necessary to bring it into compliance with bylaws of the ACM. All amendments to these bylaws must be approved by the Chairmen of the ACM Local Activities Board and the ACM Constitution and Bylaws Committee before being distributed for a vote.

B. Procedure

1. Council Proposal

At least thirty days before action is to be taken on an amendment proposed by the Council and approved by the ACM, the Secretary shall mail or have published in the DATA-LINK full information concerning the proposed amendment. The publication shall include a copy of the proposed amendment, the arguments for and against it as any Chapter Voting member wishes to provide, and the date, time, and place of the Council meeting at which action will be taken on the proposed amendment. If at least two-thirds of the total Council membership be in favor, the proposed amendment shall be adopted and shall be effective immediately.

2. Petition by Members

Within thirty days after an amendment has been proposed by petition and approved by the ACM, the Secretary shall conduct a mail vote following the procedure of Article VI, Section A. The mailing shall include a copy of the proposed amendment stating its origin, such arguments for or against it as any Chapter Voting member wishes to provide, and a notification that the ballots must be returned before a specified day. The Secretary shall set this day thirty days from the date of mailing. At that time the Secretary shall count the ballots, following the procedure of Article VI, Section A. If the total vote is at least one quarter of the Voting members then in good standing, and if a majority of all valid votes be in favor, the amendment shall be adopted and shall be effective immediately.

C. Notification

Within thirty days of counting the ballots or of Council action on a proposed amendment, the Secretary shall notify the Chapter members by mail or in the DATA-LINK of the results of the vote.

D. History

A complete record of amendments shall be kept by the Secretary in the files of the Chapter, and by the Government Committee, which is the keeper of the Bylaws.