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030 Board of Directors
030-001 Members of the Board
Overview of Duties
The Board of Directors
determines and implements Association policies.
Each member
of the Board of Directors
- Fully informs himself or herself
on key areas of activity of the Association
- Provides guidance and direction
to the Executive Committee and Executive Director on achieving
the objectives of the Association.
- Acts
at all times in what he or she believes to be the best interests
of the Association.
- Acts to preserve the assets of
the Association
- Promotes the purposes for which
the Association was formed.
- Recommends nominees for Association
offices to the chair of the Nominating Committee and recommends
possible program reviewers to the Program Chairs of annual
conventions and regional conferences.
Bylaws. The
bylaws specify that the Board of Directors
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Evaluates Association activities,
approves Operational Guidelines, and recommends courses
of action to the Executive Committee and the Executive
Director (bylaw 1.1.4).
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Has the authority to create, eliminate,
and redefine regions (bylaw 1.3.2.).
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Has the authority to make nominations
in addition to those of the Nominating Committee (bylaw
1.4.6).
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Considers each nominee separately
and approves a list of candidates (bylaw 1.4.6).
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Approves the site for the annual
convention (bylaw 3.2.1).
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Sets or confirms the salary for
the Executive Director (bylaw 3.8.2).
Evaluate
Assocation
To evaluate the
activities of the Association, the Board of Directors
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Receives and reviews reports at its annual meeting.
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Receives and reviews a report following the mid-year
Executive Committee meeting.
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Is polled on extraordinary actions
required between meetings of the Board.
Annual Meeting.
The Board meets at least once a year. (Bylaw 1.1.6
makes provision for special meetings other than the meeting
at the annual conference.) A board member who is unable to
attend the annual meeting notifies the Executive Director.
At the meeting held at the annual
convention, the Board considers many reports, including
Mid-year Report
from Executive Committee. The Executive Committee
meets in mid-year (bylaw 2.6.2.) and distributes a report on that
meeting to members of the Board of Directors. (See 050-002
Report on Mid-Year Executive Committee Meeting, Business between
Annual Meetings.)
Extraordinary
Actions.The Board empowers the Executive
Committee to carry on the business of the Association within
certain guidelines (see 050-001 Empowerment of Executive
Committee, Business between Annual Meetings). The Executive
Committee refers any extraordinary items to the Board by
mail, e-mail, fax, or telephone (bylaw 1.1.5).
Operational Guidelines
Approval and Amendment
Members of the
Board provide written notice of proposals to amend the Operational
Guidelines at least 45 days in advance of the annual meeting
to
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The First Vice President for inclusion
in the agenda.
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The Second Vice President (who reviews
the Operational Guidelines).
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The Executive Director for inclusion
in the annual meeting package.
Recommend Courses
of Action
Recommendations
to the Executive Committee and the Executive Director appear
as items in the minutes of the annual meeting of the Board
of Directors.
Regions: Create,
Eliminate, and Redefine
The Board has
the authority to create, eliminate, or redefine regions
(bylaw 1.3.2).
Nominations
Additional
Nominations. Members of the Board have the authority
to make additional nominations during consideration of the
Nominating Committee's report at the annual meeting.
The nominator presents, at or
before the Board meeting, in support of such a nomination,
a two-page vita comparable to those furnished in support
of the Nominating Committee's nominations (format and content
to be specified) and evidence that the nominee is willing
to serve if elected.
Approval
of Slates. The Board considers each nominee individually
andapproves or rejects that person for inclusion on the
ballot.
Incoming Board
Members
The Second Vice
President invites incoming Board members to observe the
Board meeting at the annual convention immediately before
they take office. The Executive Director sends them the
packet of materials distributed to Board members.
030-002 Regional Vice Presidents
Overview
of duties
In addition to
their duties as members of the Board of Directors, Regional
Vice Presidents have the specific duty to represent the
best interests of their regions.
The bylaws specify that Regional
Vice Presidents
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Represent the best interests of their
regions at Board of Directors meetings (bylaw 2.5).
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Foster the objectives of the Association
within their regions (bylaw 2.5.1)
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Oversee regional conferences (bylaw
2.5.1)
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Nominate members of their region
for offices and awards (bylaw 2.5.1).
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Select sites and times for regional
meetings in conjunction with the Executive Director (bylaw
3.2.2).
Regional
Conferences
Locations.
Regional Vice Presidents strive to set the locations
for regional conferences three years in advance.
Dates.
Regional Vice Presidents check with the Executive Director
on meeting dates so as to preclude, as much as possible,
two regional conferences on the same day.
If possible, Regional Vice Presidents
schedule ABC conferences so as not to coincide with the
meeting dates of such conferences as CCCC and NBEA.
Joint
Conferences Encouraged. If they so desire, Regional
Vice Presidents arrange joint conferences with other regions
and /or other associations.
Program Chair.
Regional Vice Presidents name program chairs for their regional
conferences three to five years in advance if possible.
Publicity. As
soon as the information is available, each (continued) Regional
Vice President notifies the Executive Director of the location,
date, and the names, addresses (including telephone and
fax numbers and email addresses) of the general chair and
program chair of the regional conference.
A year before the conference,
each Regional Vice President sends camera-ready copy for
a one-half page ad for inclusion in the Quarterly
to the Executive Director.
The Program Chair for each regional
conference distributes information to the entire Board of Directors,
members in the region, and others from inside and outside
the region who might attend the conference.
Financial
Matters. Regional Vice Presidents bear in
mind that the Board expects regional conferences to make
a profit. Advertising from authors and publishers, a surcharge
for nonmembers, and a discount for early registrants are
part of good financial management. ABC's Conference Planning
Brochure is a good source of information.
If necessary, regional conference
organizers obtain advances to coverorganizing expenses from
the Executive Director.
Regional Vice Presidents, working
with the regional meeting chairs, provide the Executive
Director with a financial report within 30 days after the
regional conference.
Nominees and Potential
Committee Members
Regional Vice
Presidents send the names of potential nominees for the
Board of Directors and awards to the chair of the Nominating
Committee and the names of potential committee members to
the First or Second Vice President by the designated date
(usually a month before the Executive Committee Meeting in March or April) each year.
Regional Membership
Committees
Each Regional
Vice President names a regional membership committee to
work to increase membership in the region. The Board allocates
up to $100 a year for each committee to defray the cost
of a regional newsletter or other membership-building activities.
Reports
Each Regional
Vice President submits the following reports of the region's
activities and contributions to the ABC budget to the Executive
Director:
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a mid-year report to the Executive
Committee--30 days before the mid-year meeting
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a financial report of the regional
conference--30 days after that conference
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an annual report to the Executive
Board--45 days before the annual meeting for inclusion
in the packet to Board members.
Meetings
with First and Second Vice President
During the annual
convention, the Regional Vice Presidents meet with the First
and Second Vice Presidents to coordinate regional activities,
discuss membership, and promote the interests of the Association.
030-003 Executive Committee
Overview of duties
The Board of Directors
empowers the Executive Committee to run the Association
between meetings of the Board of Directors as provided for
in Section 050 Business between Annual Meetings.
The Board directs specific actions
to be undertaken by passing motions at the annual meeting
of the Board of Directors.
The Executive Committee ensures
that the actions are completed as specified.
Leadership and
Direction
The Executive
Committee provides leadership and direction for the Association
Bylaws
The bylaws provide
that the Executive Committee is responsible for:
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The orderly succession of Executive
Directors (bylaw 2.9).
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Causing the bylaws to be reviewed
when the appointment of a new Executive Director becomes
necessary (bylaw 2.9.1).
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Reviewing the performance of ad
hoc committees annually and appointing new chairs
if progress is deemed inadequate (bylaw 3.3.2).
Mid-Year Meeting
The Executive
Committee's mid-year meeting is held in conjunction with
one of the regional conferences. After the meeting, the
Executive Director submits a summary of the Executive Committee's
discussion to each member of the Board of Directors.
Annual Convention
The Executive
Committee chooses the Program Chair(s) and Local Arrangements
Chair(s), if any, for annual conventions.
Determining
Ability to Serve
The Executive
Committee determines when absence or disability prevents
one of its members from carrying out the duties normally
associated with an office.
030-004 Past President
Overview of duties
In addition to
the duties as a member of the Board of Directors and as
a member of the Executive Committee, the Past President
chairs the Nominating Committee. The Immediate Past President, in coordination with the President, will conduct an annual performance review of the Executive Director in a manner mutually convenient for all three persons. They will report their evaluation along with any recommendations to the Board of Directors during the annual meeting.
Succession
If the immediate
Past President is unable to serve the remainder of a term
of office due to absence or disability, the Executive Committee
appoints another previous president of the association to
fill the vacancy. The person appointed carries the title
"Past President," serves as a member of the Board of Directors
and of the Executive Committee, and fulfills the normal
responsibilities of the Past President.
030-005 President
Overview of duties
The President
is the Chief Executive Officer of the Association. In addition
to the duties as a member of the Board of Directors and
as a member of the Executive Committee, the bylaws provide
that the President
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Presides at meetings of the Board
of Directors and Executive Committee (bylaw 2.3.1).
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Calls special meetings of the Executive
Committee (bylaw 2.6.3).
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Arranges to fill vacancies on the
Board of Directors (bylaw 2.7.3).
- Publishes a list of committee members and charges for committees (bylaw 3.3.2)
- Creates ad hoc committees (bylaw 3.3.5)
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Authorizes reimbursement for expenses
(bylaw 3.7.1).
- Recommends bonuses for headquarters
staff (bylaw 3.8.3).
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Receives and processes proposals
for bylaw changes (bylaw 4.2).
Parliamentarian
The President
appoints the parliamentarian for meetings.
Oversight
The President will appoint a two-person committee, which will include the second vice-president, to review the bylaws yearly and suggest changes. Changes will be submitted to the Executive Director 45 days in advance of the annual convention in accordance with Bylaw 4.3.1. The President, in coordination with the Immediate Past President, will conduct an annual performance review of the Executive Director in a manner mutually convenient for all three persons. They will report their evaluation along with any recommendations to the Board of Directors during the annual meeting.
Agenda for Annual Meeting of Executive Committee
The President prepares the agenda for the annual meeting of the Executive Committee (EC).
Time Required for Items
The President circulates a draft agenda to all members of the Executive Committee requesting that they indicate the time required for items for which they are responsible. Adequate time is allowed for members to reply and for the final agenda to be ready to reach EC members about 30days before the annual meeting.
Other Agenda Items
The President asks EC members to add agenda items, if required, when they receive the draft agenda.
030-006 First Vice President
Overview
of duties
In addition to
the duties as a member of the Board of Directors and as
a member of the Executive Committee, the bylaws state that
the First Vice President
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Performs the functions of the President
should the President be unable to do so (bylaw 2.3.2).
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Appoints committee chairs, chair
of the Publications Board (bylaw 3.3.1), and chair of
the Web Board (bylaw 3.6) for the following year when he or she will serve as President.
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Appoints committee members and charges
committees (bylaw 3.3.4) ) for the following year when he or she will serve as President.
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Consults with the President on committee
chair appointments (bylaw 3.3.2).
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Encourages members to serve on committees(bylaw
3.3.3).
Agenda
for Annual Meeting
The First Vice President
prepares the agenda for the annual meeting of the Board
of Directors.
Time
Required for Items. The First Vice President
circulates a draft agenda to all members of the Board and
Committee Chairs requesting that they indicate the time
required for items for which they are responsible. Adequate
time is allowed for members to reply and for the final agenda
to be ready to reach Board members about 30 days before
the annual meeting.
Other Agenda Items.
The First Vice President asks board members to add agenda
items, if required, when they receive the draft agenda.
Committee
Membership and Charges
The First Vice
President is responsible for appointing committee members
and chairs, and making committee charges at least before January 1.
The First Vice President is responsible
for appointing the chairperson of the Publications Board from among elected members of the Publications Board.
The First Vice President is responsible
for appointing the chairperson of the Web Board.
Oversight of Interest
Groups
The First Vice
President initiates interest groups by either (a) designating
a member as a coordinator of an interest group and asking
him or her to convene a group or (b) granting recognition
to an interest group that applies for recognition. Before January 1, the First Vice President
receives reports from Interest Group coordinators and determines
whether the interest groups meet the criteria for continued
recognition or should be dissolved.
Letter to Outgoing
Chairs
The First Vice
President writes to outgoing committee chairs thanking them
for their service to the Association.
Meeting with
Regional Vice Presidents
The First and
Second Vice Presidents meet with the Regional Vice Presidents
at the annual convention to provide guidance and support,
as necessary.
030-007 Second Vice President
Overview
of duties
In addition to
the duties as a member of the Board of Directors and as
a member of the Executive Committee, the Second Vice President
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Performs the functions of the First
Vice President should the First Vice President be unable
to do so (bylaw 2.3.3).
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Encourages members to serve on committees
and reports any interest to the First Vice President (bylaw
3.3.3).
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Makes changes in the committee sections
of the Operational Guidelines to reflect changes directed
by the Board of Directors at the annual meeting or by
the President should an ad hoc committee be appointed.
Committee
Membership
The Second Vice
President assists the First Vice President to evaluate proposals
for committee membership and charges.
Operational Guidelines
Revisions
The Second Vice
President reviews and updates the Operational Guidelines
and recommends changes when necessary. Changes become effective
upon approval by the Board of Directors.
The Board does not vote on revisions
made to the committee sections of the Operational Guidelines
to reflect changes made at the Board of Directors meeting
or by the President when an ad hoc committee is appointed.
Bylaw
Revisions
The Second Vice
President reviews the bylaws and recommends any necessary
revisions.
Meeting
with Regional Vice Presidents
The First and
Second Vice President meet with the Regional Vice Presidents
at the annual convention to provide guidance and support,
as necessary.
Letter
to Incoming Board Members
The Second Vice
President invites incoming Board members to observe the
Board meeting at the annual convention immediately before
the they take office.
030-008 Executive Director
Overview
The Executive
Director is the Chief Administrative Officer and Chief Financial
Officer of the Association.The Executive Director is responsible
for the day-to-day operations of the Association.
Duties
specified in Bylaws
In addition to
the duties as a member of the Board of Directors and as
a member of the Executive Committee, the bylaws provide
that the Executive Director
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Maintains and makes available to
all members the minutes of meeting of the Board and records
of mail, email, fax, and telephone transactions (bylaw
1.1.9).
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Appoints honorary members nominated
by dues-paying members (bylaw 1.2.1.5).
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Nominates and obtains Board approval
for continuing honorary memberships (bylaw 1.2.1.5).
- Serves as nonvoting ex officio member of the Nominating Committee (bylaw 1.4.1).
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Appoints tellers to count votes for
elections of directors and officers (bylaw 1.4.8).
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Publishes the names of persons elected
(bylaw 1.4.9).
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Serves as managing director of all
regular and special publications of the Association (bylaw
2.4.1).
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Oversees all regular and special
funds (bylaw 2.4.2).
- Serves as ex officio member of the Publications Board, with full voting privileges (bylaw 3.4).
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Coordinates production of special
publications with the Publications Board (bylaw 3.5.2).
- Authorizes reimbursement for expenses (bylaw 3.8.1).
- Recommends bonuses for headquarters staff (bylaw 3.8.3).
Additional
Duties
The Executive
Director also
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Informs sponsors of ABC awards of
the names of the recipients of those awards.
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Maintains a current copy of the Bylaws
and Operational Guidelines, incorporating any changes
approved by the membership of the Board, respectively.
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Compiles and distributes materials for
the annual meeting to current and incoming Board members
about 30 days before the meeting.
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Notifies the Nominating Committee
of any resignations of officers or Board members.
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Serves as General Chair of the annual
convention.
Approves extraordinary spending requests, in collaboration with the ABC president.
Provides a compilation report of the association’s financial status to the Executive Committee and to the Board of Directors at the annual meeting (bylaw 2.4.2)
030-009 Elections
Procedure For
Elections
The Nominating
Committee nominates two people for each election for Second
Vice President or Regional Vice President and at least one-and-one-half
people for every at-large Board member to be elected.
The Board considers for approval
each individual nominee.
If they so desire, members of
the Board nominate additional candidates from the floor,
providing they have the nominee's consent to run and a two-page
vita or a brief biographical statement.
All candidates approved by the
Board will be presented to the membership. The ballot indicates
clearly how many candidates each member may vote for.
The Executive Director ensures all relevant information about the candidates is posted on the website and mailed/emailed to all members. Members may vote electronically or return ballots by mail, email, or fax.
Breaking a Tie
The Board of Directors
decides any tie vote by a mail, email, fax, or telephone
ballot (bylaw 1.4.8).
Dissemination
of Results
The Executive
Director notifies candidates and publishes the results of
the election.
030-010 Resignations
Resignations
from the Board of Directors
The Board considers
that board members who miss two annual meetings have resigned.
Any Board member who can no longer
serve so indicates by submitting a resignation to the President
(bylaw 2.71).
Resignations
from the Executive Committee
Upon majority
vote of the Executive Committee, the Committee considers
that any Executive Committee member whose absence or disability
prevents carrying out his or her duties has resigned.
Notification of
Nominating Committee
When a vacancy
is created by a resignation, the Executive Director notifies
the chair of the Nominating Committee so that the Committee
is able to begin the work of nominating candidates to fill
any vacancy.
Terms of Persons
Filling Vacancies Created by Resignations
A Regional Vice
President elected to fill a vacancy resulting from resignation
will serve a four-year term regardless of the amount of
time remaining on the previous person's term. A replacement
Director at Large will serve until the end of the next annual
convention.
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