Section 5.  Terms of Office

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 three (3) years on a rotating basis such that one-third (1/3) of the members are elected each year, with the term of each member arranged to start on September 1 of the year elected.

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 Councilors and Alternate Councilors    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.

Section 6.  Duties

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)  perform other duties which are associated with the office of Chair as assigned in these By-Laws or by the SECTION Executive Committee; and

(4)  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 my 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 X 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 Section 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,  Members-at-Large 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;

(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 of 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 shall 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 (5½) months after the end of the SECTION’s fiscal year end.  If the SECTION’s annual income is less than $25,000, Form 990 should still be filed;  however, only the first paragraph needs to be filled out;

(9)    file the required Annual 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 INSTUTUTE 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.

            Section 7.  Limitation of Liability

            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.

Article V - SECTION Executive Committee

            Section 1.  Composition

            The SECTION Executive Committee shall be comprised of the officers, the immediate past Chair, the Councilors and Alternate Councilors, and three (3) Members-at-Large elected by the membership eligible to vote.  One Student Member representative may be appointed as a non-voting member.  Committee Chairs should be invited to attend meetings of the SECTION Executive Committee and may not have voting privileges as determined by the SECTION Executive Committee or as specified elsewhere in these SECTION By-Laws.

            Section 2.  Duties

            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 the 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.

Section 3.  Meetings

            The SECTION Executive Committee may schedule meetings prior to each SECTION meeting, but must schedule a minimum of four (4) meetings annually.  Additional meetings may be held upon call of the Chair, or by three (3) other members of the committee, with adequate notice.

            Section 4.  Quorum

            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.

            Section 5.  Non-performance

            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 (1) 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.

            Section 6.  Vacancies

            Any vacancy occurring on the SECTION Executive Committee shall be filled by appointment of the SECTION Executive Committee.  A SECTION 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 be run on the ballot unopposed.

Article VI - Committees

            Section 1.  Program

            There shall be a Program Committee to develop the SECTION meeting programs.  The Chair-elect shall serve as the Chair of this Committee.

Section 2.  Nominating

            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 Section 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.

Section 3.  By-Laws

The By-Laws Committee shall be comprised of three (3) Section 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.

            Section 4.  Tellers

            The Tellers Committee shall be comprised of three (3) Section Members who are not candidates for office.  The Tellers are responsible for counting ballots on all matters requiring a vote by the Section 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.

             Section 5.  Auditing

            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.

            Section 6.  Long-Range Planning

            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.

Section 7.  Membership

            The Membership Committee shall have not less than three (3) members and the Secretary shall be Chair of this Committee.  The Committee shall develop and execute, or

supervise the execution of a SECTION Directory and promotional plans to build the membership of both the SECTION and the INSTITUTE.  It will cooperate, as requested, in membership promotion plans developed by the Committee on Membership and

Professional Affairs of the INSTITUTE.  It may call upon said Committee for assistance, as needed.

Section 8.  Student Affairs Committee

a.      There shall be a Student Affairs Committee comprised of two (2) Section Members of the SECTION, the Presidents 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.  It is recommended that a Faculty Advisor of a Student Chapter or Food Science Club serve as Chair of this Committee.

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.

            Section 9.  Scholarship

            The Scholarship Committee shall have three (3) or more SECTION members and the Chair-Elect shall be Chair of the Committee.  The Committee shall solicit student applicants, evaluate the applicants to determine the SECTION Scholarship recipients, and present the Awards at a scheduled SECTION meeting.

            Section 10.  Other Committees

            The SECTION Executive Committee may establish other committees as needed to conduct the activities of the SECTION.

Article VII - Nominations and Elections

            Section 1.  Nominations

a.      The Nominating Committee should 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 signature of twenty-five (25) Section Members, provided:

(1)    the petitioners have determined the candidate’s eligibility from the SECTION 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 ten   (10)days

 following the meeting at which the Nominating Committee gives its report.

Section 2.  Annual Election

a.      The Secretary shall prepare and mail a ballot to each Section  Member within ten 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.

            Section 3.  Results

a.      The officers elected shall be announced to the membership at the next meeting of the SECTION 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.