BYLAWS OF THE DETROIT CHAPTER OF THE SOCIETY OF PROFESSIONAL

SIGMA DELTA CHI

(Last Revised, 2020)

 

ARTICLE I: The Detroit Chapter

Section 1: The Detroit chapter of the Society of Professional Journalists, Sigma Delta Chi, hereafter referred to as the chapter. Chapter members must meet the eligibility requirements contained in Article II, Section 1, of these bylaws.

Section 2: The chapter is organized to promote the journalistic profession by such meetings, programs and projects as the chapter may decide upon to cooperate with and assist departments and schools of journalism at institutions of higher education.

ARTICLE II: Membership

Section 1: All professional members in good standing with the National Society shall be eligible for membership in this chapter.

Section 2: The amount of dues to be paid by each member of the chapter shall be fixed by the Board of Directors.

Section 3: Local dues and special fees, if needed, are collected annually in addition to those payable to the National Society.

ARTICLE III: Meetings

Section 1: There shall be a regular meeting of the chapter each month in accordance with the National Society, the time and place to be fixed by the Board of Directors, hereafter referred as the board. The board also shall be authorized to call special meetings of the chapter.

Section 2: Notice of each meeting shall be sent by mail or e-mail to the recorded e-mail or mailing address of each member of the chapter at least seven (7) days in advance of the meeting date.

Section 3: Special meetings of the membership may be called for any purpose by the Board President as directed by a resolution of the board or by a petition signed by one-third (1/3) of the voting membership presented to the Secretary of the chapter. Notice of any special meeting shall state the time and place of such meeting, and purpose thereof. No business shall be transacted at a special meeting except as stated in the notice.

 

Section 4: The board or the executive committee of the board also may transact official business via the Internet or by telephone conference call in which the discussion, motions, rulings and other board activity or action may be heard or read by all participating members. All board or executive committee members will have at least 48 hours to vote or comment on a proposal before action is finalized. Internet or telephone voting is not a substitute for holding regular board meetings and should be used

only when a proposed motion is timely and needs to be acted upon either before the next regularly scheduled board meeting.

 

Section 5: All decisions of the board or the executive committee made by Internet or telephone voting are subject to reconsideration at the next regularly scheduled or special board meeting. Such a motion must be properly moved and seconded. Only a board member or executive committee member who voted in the affirmative in the previous Internet or telephonic vote may move or second for reconsideration.

ARTICLE IV: Board of Directors

Section 1: The affairs of the chapter shall be governed by a Board of Directors, all of whom shall be members in good standing. They will serve without compensation.

Section 2:

The board of directors shall be composed of sixteen (16) members plus the immediate past president, with all having a vote. If the immediate past president is unable to serve as a board member, a past president may serve as the 17th member, also with voting rights. Any past president who serves on the board will do so at the board’s discretion and must be in good standing as a dues paying member of the national SPJ.

 

Ten (10) members will be elected in even-numbered years, and the remaining six (6) will be in the odd-numbered years. All will serve for two-year terms. Directors shall hold office until their successors have been elected and hold their first board meeting.

 

Directors can serve for eight (8) years after which time they will be required to resign their seat. After two years, those same directors so wishing will be allowed to run for a director’s seat. (This stipulation was enacted for the election of 1995.)

*Section 3: The board shall consist of four (4) elected officers (president, vice president, secretary and treasurer), 12 other professional members and the immediate past president.

Section 4: The board shall have all powers and duties necessary for the administration of the affairs of the chapter, and may do all such acts and things as are not prohibited by law, the board of directors of the National Society or the bylaws of the National Society.

Section 5: It shall be the duty of the board, in addition to the foregoing duties imposed by these bylaws or any further duties which may be imposed by resolutions of the members of the chapter;

a.) To levy, collect and disburse membership dues and/or fees.

b.) To enforce the provisions of the bylaws of the chapter.

c.) To stimulate membership growth and encourage meeting attendance.

d.) To determine representation at the National Society’s annual convention.

e.) To cooperate with National Society staff in all matters furthering the programs and goals of the Society. This shall specifically include the submission to national headquarters of membership rosters and financial and other reports.

Section 6: Directors shall, upon assignment by the board president, have full responsibility for the supervision of such standing committees as shall be functioning according to the needs of the chapter.

Section 7: At any general or special meeting of the membership duly called, any one or more of the directors may be removed without cause by a majority of the voting membership, provided that the director(s) to be removed shall have ten (10) days notice in writing of the motion to remove, and a successor shall then and there be elected to fill the vacancy. Any director whose removal has been proposed by the membership shall be given an opportunity to be heard at the meeting.

Section 8: Vacancies on the board of directors caused by any reason other than the removal of a director by a vote of the membership shall be filled by vote of the majority of remaining directors. Each person so elected shall be a director for the balance of that term.

Section 9: Board members shall be elected by ballot in June of each year.

Section 10: Regular meetings of the board may be held at such times and places as shall be determined from time to time by a majority of the directors, but at least one such meeting shall be held during each month except in August. Notice of regular meetings of the board shall be given personally by e-mail, telephone, fax, text/IM message, pager or postal service at least seven (7) days prior to the date set for such meeting.

Section 11: Special meetings of the board may be called by the board president on three (3) days’ notice to each director, given personally by e-mail, telephone, fax, text/IM message, pager or postal service, which notice shall state the time, place and purpose of the meeting. Special meetings of the board shall be called by the board president or secretary in like manner and on like notice on the e-mailed request of two directors.

Section 12: At all meetings of the board, a majority of the directors, nine (9), shall constitute a quorum for the transaction of business, and the acts of the majority of the directors present at a meeting at which a quorum is present shall be the acts of the Board of Directors. If, at any scheduled meeting of the board and less than a quorum is present, the majority of those present may adjourn the meeting to such time as a quorum can be assembled. At any such adjourned meeting, any business which might have been transacted at the meeting as originally called may be transacted without further notice of business to be transacted.

Section 13. Upon recommendation of the president, any elected board member who fails to attend three regularly scheduled consecutive meetings or a total of four during any given 12-month period without an excuse approved by the board shall be considered to have resigned, upon a majority vote of a quorum of the members of the board.

ARTICLE V: Officers

Section 1: The principal officers of the chapter shall be a president, a vice president, secretary, treasurer and immediate past president (or a past president), all of whom shall be members of the board of directors.

Section 2: The officers of the chapter shall be elected annually by the board of directors at the first meeting of each new board, and shall hold office at the pleasure of the board.

Section 3: Upon an affirmative vote of a majority of the members of the board, any officer may be removed, either with or without cause, and his successor elected at any regular meeting of the board, or at any special meeting of the board called for such purpose.

Section 4: The president of the board shall be the chief executive officer of the chapter and shall preside at all meetings of the chapter and of the board, shall appoint committees with the consent of the board, and shall see that all orders and resolutions of the board are carried into effect. The chapter president shall make an annual report in June to the membership and National SPJ regarding activities of the previous year.

Section 5: The vice president shall take the place of the president and perform duties whenever the president shall be absent or unable to act. If neither the president nor the vice president is able to act, the secretary shall take the place of the president and perform the duties of that office. In addition, the vice president shall perform such other duties as shall from time to time be imposed upon them by the board, and shall jointly be responsible for the programs at the meetings.

Section 6: The secretary shall keep the minutes of all meetings of the board; shall have charge of such books and papers as the board may direct; and shall, in general, perform all the duties incidental to the office of the secretary. All chapter records shall be given to the succeeding secretary by the retiring secretary.

Section 7: The treasurer shall keep full and accurate accounts of receipts and disbursements in books belonging to the chapter, and shall deposit, or cause to be deposited, all monies and other valuable effects in the name and to the credit of the chapter in such depositories as may be designated by the board. The treasurer shall disburse, or cause to be disbursed, the funds of the chapter as may be ordered by the board, and shall obtain proper vouchers for such disbursements. The treasurer shall render to the board at its regular meetings, or when the board so requires, an account of all transactions and the financial condition of the chapter, and shall prepare, together with the board, annual budgets for the operation of the chapter.

Section 8: The board is authorized to name and/or designate officers from time to time with specific, duties, powers and responsibilities to conduct chapter business.

ARTICLE VI: Elections

Section 1: At annual elections held each June, the directors shall be elected as follows: ten (10) directors shall be elected in even-numbered years; six (6) directors shall be elected in odd-numbered years.

Section 2: Each year the board will create a nominating committee that creates and presents a slate of candidates for each upcoming election.

Section 3: Any member in good standing is eligible to run for a seat on the board and a “write-in” option will be available on every ballot.

Section 4: The board president shall appoint an elections committee prior to the ballot deadline that shall establish the chapter’s elections procedures, conduct the election and certify the election results.

ARTICLE VII: Convention Attendance

The chapter shall be represented at each National Convention by a delegate and an alternate elected by the chapter and in good standing with the National Society.

Section 1. As representation and voting at the national convention is determined by the chapter’s registered membership, the board will select official delegates and alternates who will have voting rights at the national convention.

 

Section 2. The chapter will offer financial assistance to duly appointed delegates. The board each year shall set and approve the amount of assistance that will be allotted to help chapter delegates attend the national convention.

ARTICLE VIII: Fiscal Year

The fiscal year of the chapter shall be an annual period commencing on such date as may be initially determined by the directors. The commencement date of the fiscal year shall be subject to change by the directors for accounting reasons or other good cause. The fiscal year of the chapter shall be an annual period commencing on Jan. 1 and running through Dec. 31.

ARTICLE IX: Amendment

These bylaws may be amended by the chapter membership by an affirmative vote of a majority of members in good standing.

Section 1: These bylaws may be amended by an affirmative vote of a majority of chapter members in good standing.

Section 2: The board has the power to amend, revise or replace these bylaws upon a two-thirds vote of a quorum of the directors. Any amendments, revisions or new bylaws adopted by the board may be amended or repealed by a referendum initiated by the membership if proposed by 10 percent members.

Section 3: Member-initiated proposed changes of these bylaws should be presented to the membership at least 60 days before balloting is to begin. Objections to board-initiated amendments or bylaws changes should be explained or alternatives proposed at least 30 days before the balloting. Electronic means and/or U.S. mail are acceptable ways to communicate those changes.

Section 4: Amendments become effective immediately after voting results are announced. Voting results should be announced within a week of the vote.

ARTICLE X: Parliamentary Authority

All meetings of the board shall be conducted in accordance with reasonable rules of order established by the board at or before the commencement of such meetings. All meetings of the chapter membership shall be conducted in accordance with Roberts Rules of Order, as revised or amended from time to time.

 

ARTICLE XI: Severability

In the event that any of the terms, provisions or covenants of these bylaws are held to be partially or wholly invalid or unenforceable for any reason whatsoever, such holding shall not affect, alter, modify or impair in any manner whatsoever any of the other terms, provisions or covenants of these bylaws.

ARTICLE XII: Disbanding the Chapter

Upon a decision to terminate the chapter, whether by dissolution, disbandment, revocation pursuant to the national Bylaws, or otherwise, any remaining chapter funds shall be distributed to an adjoining active Society chapter then in good standing, to the national Society or to the Sigma Delta Chi Foundation, as directed by the chapter’s governing body, or, in the absence of action within 60 days of termination by the local governing body, by the Board of Directors of the national society. (The wording in this section is taken from Article V, Section 14 of the national bylaws.)

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