Bylaws

Revised September 1994

BYLAWS OF THE REDWOOD EMPIRE CHAPTER
THE CONSTRUCTION SPECIFICATIONS INSTITUTE

ARTICLE ONE / NAME

1.1 The name of this organization is the Redwood Empire Chapter of the Construction Specifications Institute, Inc., hereinafter referred to as the “Chapter”; said Chapter being a non-profit California Corporation and an affiliate Chapter of the Construction Specifications Institute, Inc., hereinafter referred to as the “Institute”, and the West Region of the Construction Specifications Institute, Inc., hereinafter referred to as the “Region”.

ARTICLE TWO / GOVERNING AUTHORITY

2.1 The Chapter is governed and operated in accordance with the laws of the state of California, the Certificate of Incorporation, the provisions of the Institute Bylaws, these Bylaws, the regulations and requirements for the conduct of Chapters of the Institute as adopted from time to time by the Institute Board of Directors, and the rules and instructions of the Chapter Board issued through its officers.

ARTICLE THREE / PURPOSE AND POLICY

3.1 The purposed of the chapter is to provide a medium at the local level for advancement of the objectives of the Institute.

3.2 The name, funds, or influence of the Chapter may be used only in support of this purpose.

ARTICLE FOUR / BOARD OF DIRECTORS

4.1 The management and direction of the Chapter shall be delegated exclusively to its Board of Directors, hereinafter referred to as the “Board”.

4.2 The Board shall consist of not less than eight members: president, president-elect, vice-president, secretary, treasurer, immediate past president (advisory member), chapter region director, and director(s). A minimum of thirty-three percent of the Board shall be Professional Members and thirty-three percent shall be Industry and Associate Members. If the Chapter includes a Student Affiliate, a Student Affiliate representative shall be a non-voting member of the Board.

4.3 All members of the Board are eligible to vote on Chapter business.

4.4 The Board shall receive and consider applications for membership in the Chapter from prospective members meeting the qualifications for Institute membership; may accept resignations from the Chapter; and shall report its actions on membership to the Institute.

.5 The Board shall select standing and special committees, designate duties and may authorize compensation for justifiable expenses. Committee chairmen shall be members of the Chapter.

4.6 The Board shall hold monthly business meetings. Special meetings shall only be held upon the call of the president or a majority of the Board upon seven days written notice.

4.7 A majority of the Board shall constitute a quorum.

4.8 Should a vacancy occur in any office except that of president-elect or chapter region director, the Board shall by two-thirds affirmative vote of its total members fill such vacancy by appointment of an eligible member for the duration of the unexpired term.

4.9 Should a vacancy occur in the office of president-elect or chapter region director, such vacancy shall be filled by a special election of an eligible member for the duration of the unexpired term.

4.10 When appropriate, the Chapter Board may appoint a Student Affiliate Committee of three or more members. This committee shall be responsible for conducting liaison in the name of the Chapter with the Student Affiliates by providing an advisor, support, guidance, program speakers, etc.

ARTICLE FIVE / OFFICERS

5.1 The president shall serve as chairman of the Board, shall preside at all Chapter meetings, shall appoint the chairmen of temporary committees, shall appoint Chapter delegates to the annual meeting of the Institute, unless they are otherwise elected by the Chapter board, and shall be an ex-officio member of all committees, shall represent the Chapter at region meetings in the absence of the chapter region director, and shall sign all agreements and formal instruments.

5.2 The president-elect shall serve upon absence of the president, and shall perform other duties as assigned by the Board.

5.3 The vice-president shall perform the duties of program coordinator and direct the duties of the program chairman, and such other assignments as delegated by the president or the Board.

5.4 The secretary shall see that notices are sent at least seven days in advance of all meetings of the Board and of the Chapter and shall keep accurate minutes of all Board meetings. The secretary shall maintain a file of all correspondence; shall keep a roster of members and committees; shall cosign all agreements and formal instruments, except those pertaining to the office of the treasurer, and shall submit a report of the secretary’s office at the annual meeting. The secretary shall perform other duties as assigned by the Board.

5.5 The treasurer shall collect and receipt for monies and securities; deposit funds and disburse and dispose of the same, subject to the direction of the Board; shall keep accurate books of account; shall submit a report at Board meetings and shall submit a report of the treasurer’s office at the annual meeting. The treasurer shall perform other duties as assigned by the Board.

5.6 The chapter region director shall represent the Chapter on the board of the Region. The chapter region director shall have been a member of the Chapter for a minimum of five years and shall have served as a Chapter Officer or Director for a minimum of two years by the beginning of his term. The chapter region director shall perform other duties as assigned by the Board.

ARTICLE SIX / NOMINATION AND ELECTION OF OFFICERS AND DIRECTORS

6.1 Upon election of a new president, the immediate past president shall replace the advisory member of the Board without election.

6.2 Each elected Board member shall take office on July 1, and the term of office shall be for one year; except for directors, whose term shall be for two years, and chapter region director whose term shall be for three years. However, the initial chapter region director shall serve a term of two years beginning July 1, 1988.

6.3 The president, president-elect or vice president shall not hold the same office for more than two consecutive terms. The chapter region director shall not succeed himself after having served a full term.

6.4 If there is more than one director, the term of office for one-half of the directors shall end in alternate years.

6.5 A nominating committee shall be appointed by the Board not later than its January meeting. The nominating committee shall prepare a list of nominees, showing at least one name for each elective position on the Board due to become vacant, and shall present the list to the Chapter not later than the regular meeting in March. At this time, the members may present nominations from the floor. Election shall be by written ballot. The nominating committee shall prepare the ballot, which shall include the original list of nominees and those nominated from the floor, and shall submit a copy thereof, together with a notice of the time and place of the meeting at which the ballots will be counted, to each member of the Chapter at least two weeks prior to such meeting, which shall be held not later than the month of April.

6.6 The ballots shall be counted and certified by tellers appointed by the president, and the results shall be reported to the members.

6.7 Not later than May 1, the Chapter secretary shall notify the Institute Directors and the Institute office of the results of the election, and shall submit to them a complete listing of the Chapter officers for the coming year, with their addresses and telephone numbers.

6.8 Special Election. Nominations to fill a vacancy in the office of president-elect or chapter region director shall be made by the Board or a duly appointed nominating committee. A list of nominees shall be presented to the Chapter at the next regular meeting and by written notice to the members. At such meeting, members may present nominations from the floor. Election shall then be by vote of those professional, industry, or associate members present. The vote shall be counted by tellers appointed by the president and the results reported to the members, the Institute Directors and the Institute Office.

ARTICLE SEVEN / MEMBERSHIP

7.1 The qualifications for membership shall conform to the requirements of the Institute Bylaws.

7.2 Membership in the Institute is a prerequisite to membership in the Chapter.

.3 A Chapter member may be elected as an Honorary Member by the Chapter only if he has been elected as an Honorary Member by the Institute.

7.4 The provisions of the Institute Bylaws for disqualifications, suspensions, expulsion, and reinstatement of members shall govern.

ARTICLE EIGHT / MEETINGS OF MEMBERS

8.1 The annual meeting of the Chapter shall be held during the month of June at which time committee reports shall be submitted. The Secretary shall submit a report on the activities of the Chapter during the past term of office, and the Treasurer shall submit an annual report on the finances of the Chapter. A copy of these reports shall be sent to the Institute Directors.

8.2 Regular meetings shall be held monthly, except when otherwise decreed by the Board. Not less than ten regular meetings shall be held in the fiscal year.

8.3 Special meetings may be called whenever the majority of the Board deems it necessary, or upon written request by not less than one tenth of the Chapter membership. The business at special meetings shall be limited to that for which the meeting was called.

8.4 Minutes of regular, special and board meetings shall be distributed to the members by publication in the Chapter newsletter. Distribution to Institute Directors shall be by U.S. Postal Service.

8.5 These Bylaws, together with the applicable provisions of the Institute Bylaws and Robert’s Rules of Order, Newly Revised, shall govern the conduct of business of the Chapter.

ARTICLE NINE / FISCAL ADMINISTRATION

9.1 The fiscal year shall be from July 1 to June 30.

9.2 The annual Chapter dues shall be set by the Board not later than its February meeting. Members Emeritus, Honorary Members and Lifetime Members shall not be subject to dues. The Board may modify the amount for dues from time to time, by a two thirds vote of the Board. Chapter dues changes will only be effective beginning on the first day of July after approval by the Board. The treasurer shall notify the Institute of the dues schedule not later than March 1.

9.3 Annual dues notices shall be mailed by the Institute at least two months in advance of each member’s anniversary date and are payable when rendered. Initial dues shall accompany the membership application. An applicant may select introductory membership (membership optionally available for an initial period of six months) at one-half the annual dues for the appropriate membership classification; provided the applicant has not been a member for at least one year preceding the month of the application.

.4 Institute and Chapter dues shall be paid to the Institute with the Chapter dues being returned to the Chapter by the Institute.

ARTICLE TEN / AUDIT

10.1 The Board shall appoint a committee to audit the books and transactions of the treasurer at the close of the fiscal year. This report shall be read at the next scheduled meeting of the members of the Chapter.

ARTICLE ELEVEN / AMENDMENTS

1.1 Proposed amendments to these Chapter Bylaws shall first be submitted in duplicate, accompanied with two copies of the complete, current Bylaws, to the Institute for approval. After Institute approval, they shall then be publicized in the regular Chapter newsletter issued prior to a regular meeting or by letter issued at least two weeks prior to a special meeting.

11.2 These Bylaws may then be amended by a two-thirds vote of the Professional, Industry, and Associate members present at the noticed regular or special meeting.

11.3 Proposed amendments to these Chapter Bylaws shall conform to the laws of the State of California and copies shall be submitted to the California Secretary of State.

END OF BYLAWS