Washington DC Section
Table of Contents
The
name of this organization shall be the Washington, DC Regional Section, a
subsidiary organization of the Institute of Food Technologists. Hereinafter,
these shall be referred to as "SECTION" and "INSTITUTE",
respectively. In the event of any conflict between the By-Laws of this SECTION
and the Constitution and Policy
& Procedures Manual of the INSTITUTE, the latter shall prevail.
The
headquarters of the Washington, DC SECTION of the INSTITUTE shall be located at
the office of the current Secretary. The territory of the SECTION shall be
Washington, DC, the contiguous counties of Maryland, and the state
of Virginia (Zip Codes 200-205, 207-209, 220-246).
The purpose and objectives of this SECTION shall be to support improvement of the food supply and its use through science, technology and education.
a. Any person who is a Member, Professional Member, or who holds Emeritus status in the INSTITUTE may become a Regional Member.
b. Any person who is active in any aspect of the food industry or related industries, or who is retired, and is not a member of the INSTITUTE, may become a Regional Associate.
c.
Any person who is matriculating in an educational institution as a full-time
student or who is a Student Member of the INSTITUTE, may become a Student Member
of the SECTION.
The
number of Regional Associates, excluding retired Regional Associates and all
Student Members, shall be limited to twenty-five percent (25%) of the total
membership of the SECTION.
Any
company that wishes to help support the objectives of the SECTION may become an
Industrial Associate under conditions established by the Executive Committee of
the SECTION.
All
members may participate in the activities of the SECTION, but only Regional
Members are qualified to vote, hold office, be elected as members of the SECTION
Executive Committee, and serve as committee Chairs.
a. The SECTION Executive Committee shall establish the dues structure for the next year at the time it approves the annual budget for the SECTION.
b. Changes in the annual dues for the membership classes and fees for Industrial Associates shall be recommended by the SECTION Executive Committee and approved by majority vote of the Regional Members by secret ballot.
c. Dues for Regional Associates shall be set higher than dues for Regional Members; dues for Students shall be set lower than for Regional Members.
d. Emeritus Regional Members and retired Regional Associates shall be exempt from paying SECTION dues.
The
officers of the SECTION shall be: Chair, Chair-elect, Secretary, and Treasurer.
The officers shall be responsible for administering and executing the activities
of the SECTION within the framework of the policies established by the SECTION
Executive Committee.
The
SECTION shall elect as its representatives on the INSTITUTE Council a prescribed
number of SECTION Councilors and Alternate Councilors. On or before October 1
annually, the INSTITUTE Executive Vice President shall determine this number
based on one SECTION Councilor and Alternate Councilor for the first two hundred (200) INSTITUTE
members and one additional Councilor and Alternate Councilor for each
additional two hundred (200) INSTITUTE members,
or major fraction thereof. All INSTITUTE members, except Student Members, having
mailing addresses within the boundaries of the SECTION shall be used by the
INSTITUTE in determining these numbers.
Any
SECTION Councilor unable to attend an INSTITUTE Council meeting shall notify the
Chair as promptly as possible so that a substitute Councilor can be appointed to
represent the SECTION at that meeting or adjourned session thereof. The
substitute shall be selected first from among the Alternate Councilors, or
should none of them be available, from among Regional Members who are
Professional Members of the INSTITUTE.
a. The Councilors and Alternate Councilors must be Regional Members of the SECTION who hold Professional Member status in the INSTITUTE. The Chair, Chair-elect, Secretary, Treasurer (or Secretary-Treasurer), and Members-at-Large of the SECTION Executive Committee must be Regional Members of the SECTION.
b. No individual may hold more than one elected position at a time, except that SECTION officers or Members-at-Large of the SECTION Executive Committee are eligible to serve as SECTION Councilors or Alternate Councilors, if otherwise qualified.
c.
SECTION Councilors and Alternate Councilors' mailing addresses on file at the
INSTITUTE must be within the SECTION Zip code areas. An exception to this
requirement may be granted by the Committee on Sections and Divisions. This may
be accomplished by petition from the SECTION Executive Committee to the
Committee requesting permission to elect or retain a Councilor or Alternate
Councilor whose mailing address is not within the SECTION's zip code areas. The
petition shall state the justification for the request and be submitted in time
for approval prior to the election of the individual, or immediately upon
receiving notice that the Councilor will be changing their mailing address to
one outside the zip code areas of the SECTION.
a. The terms of the SECTION Officers shall be one year beginning on September 1 following the election, or until their successors qualify.
b. The terms of the Members-at-Large of the SECTION Executive Committee shall be two (2) years, with the term of each member arranged to start on September 1 of alternate years.
c. The Chair, Chair-elect, and Members-at-Large may not serve two (2) consecutive terms.
d. The Secretary and Treasurer shall be limited to three (3) consecutive terms.
e.
The terms of the SECTION Councilor(s) and Alternate Councilor(s) shall be for
three (3) years with the terms of each arranged to start on alternate years,
when there is more than one. Their terms shall begin on September 1 following
election.
a. The Chair shall be the Chief Executive Officer of the SECTION. The Chair shall:
(1) preside at all meetings of the SECTION and the SECTION Executive Committee;
(2) appoint, with the approval of the SECTION Executive Committee, all committees, designate the Chair of each, and fill any vacancies occurring therein;
(3) appoint, with the approval of the SECTION Executive Committee, a representative to the Washington Academy of Sciences;
(4) appoint, with the approval of the SECTION Executive Committee, a parliamentarian to advise the Chair on rules and proper procedure germane to conducting the Executive Committee and SECTION meetings.
(5) perform other duties which are associated with the office of Chair as assigned in these By-Laws or by the SECTION Executive Committee; and
(6) appoint, upon recommendation of the Student Affairs Committee, a Student Member to the SECTION Executive Committee, Student Members-at-Large to the Student Affairs Committee, and Student Members to other committees.
b. The Chair-elect shall:
(1) serve ex officio as Chair of the Program Committee;
(2) perform such other duties as the Chair may delegate;
(3) perform the duties of the Chair in the event of the Chair's absence; and
(4) succeed immediately to the office of Chair in the event of the Chair's resignation, disability or death.
c. The Secretary shall:
(1) keep a record of the proceedings of the SECTION;
(2) record and distribute the minutes of the meetings of the SECTION Executive Committee;
(3) distribute notices of regular meetings and/or newsletters at least 10 days prior to each meeting;
(4) maintain an accurate membership roster of the SECTION;
(5) prepare ballots for election of officers, SECTION Councilors and Alternate Councilors, and Members-at-Large or for proposed amendments to the By-Laws; mail said ballots only to Regional Members of the SECTION, and receive said ballots for transmittal to the Tellers Committee;
(6) notify the Director of Field Services of the INSTITUTE of the results of the election of new officers, Councilors and Alternate Councilors by April 1;
(7) forward approved amendments of these By-Laws to the Director of Field Services of the INSTITUTE for transmittal to the INSTITUTE Committee on Constitution and By-Laws;
(8) provide the Director of Field Services of the INSTITUTE with an up-to-date copy of the By-Laws of the SECTION when amendments are made;
(9) certify, upon call of the Director of Field Services of the INSTITUTE, the SECTION's official representatives to the next Council meeting, including any substitute(s);
(10) serve as official liaison between the SECTION and the INSTITUTE in all administrative matters; and
(11) prepare an Annual Report of the SECTION activities on forms supplied by the INSTITUTE and submit this report to the Director of Field Services of the INSTITUTE by July 15 each year.
d. The Treasurer shall:
(1) have charge of all funds of the SECTION which shall be deposited in an account(s) approved by the SECTION Executive Committee;
(2) collect all monies due the SECTION including membership dues and monies collected at SECTION meetings;
(3) make all disbursements as approved by the SECTION Executive Committee. Copies of all bills and receipts for disbursements should be maintained by the Treasurer;
(4) submit a report of all financial transactions and the financial condition of the SECTION to the members of the SECTION Executive Committee at each meeting of the SECTION Executive Committee;
(5) obtain a fidelity bond, the cost of which shall be borne by the SECTION, when required by the SECTION Executive Committee;
(6) prepare an Annual Financial Report and turn it and the records over to the Auditing Committee upon completion of the governance year;
(7) assure that the proper paperwork has been completed, including bank resolutions and signature cards, when new officers take office;
(8) annually file Form 990 with the Internal Revenue Service within five and one-half (5 1/2) months after the end of the SECTION's fiscal year. If the SECTION's annual income is less that $25,000 Form 990 should still be filed; however, only the first paragraph needs to be filled out;
(9) file the required Annual District of Columbia or State Not-for-Profit reports as applicable;
(10) ensure that sufficient funds be carried forward each year as operating funds for the new fiscal year; and
(11) within sixty (60) days after the close of the fiscal year, submit a financial report to the INSTITUTE on forms provided by the Director of Field Services’ office.
e. The Councilor(s) shall:
(1) serve as a member of the SECTION Executive Committee;
(2) serve as a representative of the SECTION in the governance of the INSTITUTE;
(3) attend and participate in the annual Council meeting to support issues that are in the best interest of the INSTITUTE and its membership;
(4) participate in the execution of Council responsibilities on membership, annual dues, elections, committees, fiscal year, subsidiary organizations, and amendments as defined in the Constitution and Policy & Procedures Manual of the INSTITUTE;
(5) establish and maintain an understanding of membership views and concerns through active and continuous participation in meetings of the SECTION;
(6) serve as a channel of communication between the membership of the SECTION and the Executive Committee of the INSTITUTE;
(7) serve as a communication channel for current issues being discussed by the INSTITUTE Executive Committee to the membership within the SECTION;
(8) use regional activities of the INSTITUTE,
including the regional pre-Council caucuses
as active and continuous opportunities for communication with the membership
and INSTITUTE Executive Committee members;
(9 ) notify the SECTION Chair prior to May 1 if unable to attend an INSTITUTE Council meeting; and
(10) perform other duties assigned by the SECTION Chair.
f. The Alternate Councilor(s) shall be responsible for the duties of a Councilor when appointed to perform them by the SECTION Chair.
No SECTION Executive Committee Member or officer shall be liable for damages resulting from the exercise of judgment or discretion in connection with the duties or responsibilities of their office except as dictated by law.
The SECTION Executive Committee shall be comprised of the officers, the immediate
past Chair, the Councilors and Alternate Councilors, and four (4)
Members-at-Large elected by the membership eligible to vote. One Student Member representative may be appointed as a voting member.
Committee Chairs may be invited to attend meetings of the SECTION
Executive Committee, but shall have no voting privileges.
The SECTION Executive Committee shall:
a. establish the policies and develop the activities necessary to meet the objectives of the SECTION;
b. develop and approve an Annual Budget based on its planned program of activities for the year, at their first meeting; and
c. fill any vacancy occurring among the officers or its own membership for the balance of the governance year, except for the office of Chair.
The SECTION Executive Committee may schedule meetings prior to each SECTION meeting, but must schedule a minimum of three (3) meetings annually. Additional meetings may be held upon call of the Chair, or by three (3) other members of the committee, with adequate notice.
A quorum of the SECTION Executive Committee shall be not less than fifty percent (50%) of the voting members, of which either the Chair or the Chair-elect must be present. Withdrawal of members from the meeting shall not cause failure of a quorum at that meeting.
The SECTION Executive Committee may ask an officer or committee Chair to resign if that person is not properly or adequately conducting the duties of the position for four (4) months. In addition, the SECTION Executive Committee may ask a Councilor,
Alternate Councilor or Member-at-Large to resign if that person misses more than two (2) SECTION Executive Committee meetings in one year. A two-thirds (2/3) vote of the SECTION Executive Committee is required to follow through on a charge of non-performance. The SECTION Executive Committee shall then fill any vacancies created by these actions. The individual may request the SECTION Executive Committee to appoint an ad hoc Appeals Committee to review the case and bring it before the general membership for consideration.
Any vacancy occurring on
the SECTION Executive Committee shall be filled by appointment of the SECTION
Executive Committee. An Executive
Committee member or officer elected to fill a vacancy by the SECTION Executive
Committee shall serve for the unexpired term of their predecessor, except for
the Chair-elect. The Chair-elect
must be elected to the position of Chair but may run on the ballot unopposed.
There shall be a Program Committee to develop the SECTION meeting programs. The Chair-elect shall serve as the ex officio Chair.
The Nominating Committee shall be comprised of three (3) members, one of whom shall be the immediate past Chair who shall serve as Chair; the other members shall be Regional Members. The Nominating Committee shall develop and present the slate of candidates for all elected positions in accordance with the regulations in these By-Laws.
The By-Laws Committee shall be comprised of three (3) Regional Members. The By-Laws Committee shall maintain continuing surveillance over the development of any conflicts between these By-Laws and the Constitution and Policy & Procedures Manual of the INSTITUTE. It shall review and make recommendation to the SECTION Executive Committee on all proposed amendments to these By-Laws.
The Tellers Committee shall be comprised of three (3) Regional Members who do not hold any other office in the SECTION and are not candidates for office. The Tellers are responsible for counting ballots on all matters requiring a vote by the Regional members. The Tellers Committee shall report the results of its tallies to the Secretary not later than ten (10) days after the balloting deadline for each matter.
The Auditing Committee shall be comprised of three (3) members, not holding any SECTION office during the fiscal year covered by the records being audited. The Treasurer is an ex officio, non-voting member. The Auditing Committee shall review and certify the correctness of the Annual Financial Report and the records of the Treasurer within thirty (30) days of the end of the fiscal year. Any errors, corrections, or deviations not correctable by action with the Treasurer shall immediately be brought to the attention of the SECTION Executive Committee for disposition and action.
The Long-Range Planning Committee shall assist the SECTION Executive Committee in planning the program of activities to meet the SECTION objectives. The Committee is to be comprised of two (2) past chairs, two (2) newer members who have been SECTION members not over three (3) years at the time of their appointment, and a Chair. The Long-Range Planning Committee shall review and evaluate existing activities, evaluate future SECTION needs and make recommendations for changes or new activities.
The
Membership Committee shall not have less than three (3) members and shall
develop and execute, or supervise the execution of, promotional plans to build
the membership of both the SECTION and the INSTITUTE.
a. There shall be a Student Affairs Committee comprised of two (2) Regional Members of the SECTION, the Presidents, or their designated representatives, of the Student Chapters of the INSTITUTE and the Food Science Clubs in the geographic region of the SECTION, plus no more than two (2) Student Members-at-Large from other recognized educational institutions in the geographic region of the SECTION not having a Student Chapter or Food Science Club.
b. The Student Affairs Committee shall solicit and encourage student involvement and participation in SECTION activities and shall recommend student members to the Chair for appointment to committees.
a. There shall be an Awards Committee whose function will be to nominate, from SECTION membership, candidates for the Award of Merit, a special recognition of outstanding service and valuable contribution to the Washington D.C. SECTION. Final selection of the awardee(s) shall be made by the Executive Committee.
b. The Awards Committee shall be comprised of the incumbent Chair, the two (2) most recent Past Chairs, the incumbent Secretary and a representative of the Executive Committee, other than the above, who will be elected by the Executive Committee.
The SECTION Executive Committee may establish other committees as needed to conduct the activities of the SECTION.
a. The Nominating Committee shall convene no later than November 1 and begin to prepare a slate of two (2) candidates for each office to be filled. In the case of an incumbent Secretary or Treasurer seeking permissible re-election, a second candidate need not be selected. The number of candidates for Councilors and Alternate Councilors may be one-half (1/2) again as many as the total to be elected. The Nominating Committee shall determine the eligibility of each candidate from the Secretary and shall determine the willingness of the candidate to serve if elected.
b. Prior to the Annual Election, the Nominating Committee shall report the proposed slate of candidates to the SECTION Executive Committee for approval prior to presenting the slate to the SECTION membership.
c. The Nominating Committee shall report its slate of candidates to the membership at a regular meeting of the SECTION prior to the Annual Election.
d. Additional candidates may be nominated by petition over the signatures of twenty-five (25) Regional Members, not more than 20% of whom are identified with any one organization, government agency, or company, provided:
(1) the petitioners have determined the candidate's eligibility from the Secretary,
(2) the petitioners have determined the candidate's willingness to serve if elected, and
(3) the petition is received by the Secretary not later than five (5) days following the meeting at which the Nominating Committee gives its report.
a. The Secretary shall prepare and mail a ballot to each Regional Member within ten (10) days after the report of the Nominating Committee. The balloting deadline shall be no later than thirty (30) days after the mailing, but no sooner than twenty-one (21) days after mailing. Within five (5) days after the balloting deadline, the Secretary shall convene the Tellers Committee and turn over the marked ballots for counting.
b. After verifying the validity of each ballot, the Tellers Committee shall count the ballots for each office, declaring elected the candidate receiving the majority of votes cast. In the event of a tie vote, selection shall be made by lot.
c. The Tellers Committee shall declare elected as SECTION Councilors those candidates receiving the highest number of votes for openings to be filled, and as Alternate SECTION Councilors those candidates receiving the next highest number of votes until all vacancies are filled.
a. The officers elected shall be announced to the membership at the next meeting of the SECTION and the next issue of the SECTION newsletter following the counting of the ballots by the Tellers Committee.
b. The Secretary shall report to the Director of Field Services of the INSTITUTE the newly elected officers, Councilors and Alternate Councilors by April 1.
The SECTION Executive Committee shall schedule regular meetings of the SECTION, preferably on a monthly basis where practical, but in no event less than three (3) times per year. It shall determine in advance the time and place for each meeting. It may call special meetings, as needed, upon written notice to the members at least ten (10) days prior to the meeting.
A
quorum to conduct business shall be the larger of ten (10) Regional Members or
10 percent of the Regional Membership.
The governance year of the SECTION shall be from September 1 of one calendar year through August 31 of the succeeding year. The governance year covers the terms of the officers and committees and the meeting programs.
The
period covered by the dues of all classes of members and by the fees of
Industrial Associates shall be the calendar year January 1 through December 31
annually. Members in arrears over (60) days shall be dropped from the official
rolls of the
The
fiscal year of the SECTION shall be from September 1 of one calendar year
through August 31 of the succeeding year.
In the event of voluntary dissolution of this SECTION, or revocation of its charter by the INSTITUTE Council, and after the discharge of all of its debts and obligations, any remaining funds and property of the SECTION shall be conveyed either to the INSTITUTE, the INSTITUTE Foundation, or to such other not-for-profit educational, scientific or charitable organization(s) as the SECTION Executive Committee may determine. Said conveyance shall be made within sixty (60) days after the SECTION's debts and obligations have been discharged and the Director of Field Services of the INSTITUTE shall be notified in writing of said action, immediately upon its completion.
In the event that the SECTION Executive Committee is unable to agree upon an eligible recipient organization(s) within the sixty (60) day period, the remaining funds and property of the SECTION shall be conveyed to the INSTITUTE Foundation for its general purposes.
Any
organization, including the INSTITUTE, to which the remaining funds and property
of the SECTION are to be conveyed must be exempt under the provisions of
Sections 501(c)(3) or 501(c)(6) of the Internal Revenue Code of 1954, as
amended, or under any successors to the Sections of the Code, as they may be in
effect at the time of conveyance.
Amendments to these By-Laws may be proposed either by action of the SECTION Executive Committee or by petition of five (5) Regional Members to the Secretary.
a. The Secretary shall forward written copies of proposed amendments to the Director of Field Services of the INSTITUTE for transmittal to the Committee on Constitution and By-Laws for INSTITUTE approval. Amendments not approved by that Committee may be appealed to the INSTITUTE Council through the SECTION Councilor(s).
b. When approval is received from the INSTITUTE Committee on Constitution and By-Laws, the Secretary shall announce all proposed amendments at a regular meeting of the SECTION. Written copies of the amendments along with ballots shall be mailed only to the Regional Members, with any explanations pro or con that the SECTION Executive Committee deems necessary.
A
two-thirds (2/3) or more vote by the Regional Members voting on a proposed
amendment shall be necessary for adoption.
a. In order to bring the benefits of the INSTITUTE to as many members as possible, it shall be the policy of the Washington, DC SECTION to foster the establishment and maintenance of Sub-Sections whenever, in the opinion of the SECTION Executive Committee, such a course seems warranted.
b. It shall also be the policy of the Washington, DC SECTION that when and if it is mutually agreed that the subsection should work toward SECTION status, the SECTION will provide encouragement and assistance in achieving this objective.
A Sub-Section may be formed by active members of the Washington, DC SECTION on approval of the SECTION Executive Committee, provided at least twenty-five (25) members sign a petition requesting the Sub-Section and agreeing to support its activities; and provided the petitioning members have a mailing address within the zip code areas designated for the Sub-Section. All petitioning and/or charter members either must be Washington, DC SECTION members or must join the SECTION when the Sub-Section is approved. Subsequently persons in the designated zip code area become Sub-Section members by becoming members of the Washington, DC SECTION.
a. Each Sub-Section shall prepare and submit proposed By-Laws to the Washington, DC SECTION Executive Committee for approval. Such By-Laws may not be in conflict with either the Washington, DC SECTION By-Laws or the Constitution and Policy & Procedures Manual of the INSTITUTE.
b. The officers of a Sub-Section shall be Chair, Chair-elect, Secretary, and Treasurer (or Secretary/Treasurer). Two Members-at-Large with alternating two-year terms are recommended for the Sub-Section Executive Committee.
c. The Sub-Section Chair may designate one of the officers or Executive Committee members as Sub-Section representative on the Washington, DC SECTION Executive Committee.
The Washington, DC SECTION Nominating Committee shall consider Regional Members of the Sub-Section for positions on the Washington, DC SECTION Executive Committee, and especially in the positions of Councilor and Alternate Councilor, in accordance with the percentage of the Washington, DC SECTION membership with mailing addresses in the designated Zip code areas of the Sub-Section.
a. Whenever the Washington, DC SECTION Executive Committee has approved the establishment of a Sub-Section, the sum of five hundred dollars $500 shall be allocated from the Washington, DC SECTION treasury to defray the first year's expenses of the new Sub-Section for stationery, postage, telephone and similar items. Thereafter, the budget for each subsequent fiscal year shall be submitted in writing to the SECTION Executive Committee at its second meeting for approval.
b.
The SECTION Executive Committee shall approve a budget based on the financial
condition of the SECTION and the merit of the proposed program of activities
which the Sub-Section shall submit with its budget statement. In general the
Sub-Section budget should be based on seventy-five percent (75%) of the dues of
SECTION members residing within the Sub-Section boundaries credited to the
Sub-Section, plus any other income the Sub-Section can properly generate.
c. The Sub-Section shall submit a financial report to the Washington, DC
SECTION Treasurer, as well as the INSTITUTE office, at the end of each fiscal
year. This financial report shall
follow the guidelines of the INSTITUTE for Regional Section Financial Reports. The Washington, DC SECTION Treasurer may request receipts to reconcile the Financial
Report for one-year.
The officers of the Sub-Section shall be INSTITUTE members is good standing and the Sub-Section shall certify to the Washington, DC SECTION each year that at least seventy-five percent (75%) of the Sub-Section members, excluding retired Regional Associates and Student Members, are also INSTITUTE members.
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