Articles IV-V: Meetings and Officers

Submitted by Guest on 24 July, 2009 - 10:24

ARTICLE IV

Meetings

The Society shall hold an Annual Meeting at a time and place to be determined by the Board of Directors or its Executive Committee, for the reading and discussing of scholarly papers, election of officers, and the conduct of the Society's official business. A quorum for conducting business at the Annual Meeting shall consist of a number of members equal to ten percent (10%) of the membership in the Society at the time of the Annual Meeting.

ARTICLE V

Officers

The Officers of the Society are the President, the Vice President, The Executive Director, and the Treasurer.

Section 1. President

The President shall serve for a term of one year commencing with the adjournment of the Annual Meeting, and shall be selected in accordance with the procedure described in Article V, Section 2. The President shall preside at the Annual Meeting and at the meetings of the Board of Directors, and shall receive, together with the Board, reports from the Executive Director and shall have and exercise such other powers and duties as may be prescribed by the Board. The President shall customarily deliver a "Presidential Address" to the membership at the Annual Meeting.

Section 2. Vice President

The Vice President shall serve for a term of one year commencing with the adjournment of the Annual Meeting. The Vice President shall be elected by a majority vote of members present and voting at the Annual Meeting of the Society. The Vice President shall be President-Designate, and shall automatically succeed to the office of President after the completion of a one-year term. In the event of the resignation, death, or incapacity of the President, the Vice President shall serve as acting President of the Society, and shall perform such presidential duties as the Board of Directors deems appropriate. In the event of the resignation, death, or incapacity of the Vice President, the Board of Directors, in consultation with the Nominating Committee, shall arrange for a replacement in a timely fashion.

Section 3. Executive Director/Secretary

The Executive Director shall be appointed by the Board of Directors. The Executive Director shall serve as Secretary of the Society. The Executive Director shall have responsibility for preparing the minutes of the meetings of the Board of Directors and of the Members. He or she shall give or cause to be given notices of all such meetings, shall authenticate records of the Society, and shall see that records and reports are properly kept and filed by the Society. The Executive Director, with the assistance of the Treasurer, shall prepare or oversee the preparation of all reports and filings required by the State of Tennessee, the Internal Revenue Service, and other government agencies.

The Executive Director, in consultation and cooperation with the Board of Directors, the Executive Committee, and the Program Committee, shall coordinate the planning and execution of the Annual Meeting and all activities associated with it, including but not limited to the selection and of meeting sites, the production of the Annual Meeting Program, and the provision of materials and facilities needed at the Annual Meeting. The Executive Director shall have the authority to execute on behalf of the Society any contracts and other legal documents that he or she reasonably deems necessary to further the successful occurrence of the Annual Meeting and any other regular or special meetings of the Society or its Committees. The Executive Director shall serve ex officio as a member of the Executive Committee. The Executive Director shall have other such duties and powers as designated by the Board of Directors.

Section 4. Treasurer.

The Treasurer shall be appointed by the Board of Directors. The Treasurer shall be in charge of the Society’s financial affairs, books of account, accounting records or procedures, funds, securities and valuable papers, and shall keep full and accurate records thereof. The Treasurer shall render to the Executive Director and to the Board of Directors at their request an account of all transactions by the treasurer and of the financial condition of the Society. The treasurer shall assist the Executive Director in preparation of all reports and filings required by the State of Tennessee, the Internal Revenue Service, and other government agencies. The treasurer shall have such other duties and powers as designated by the Board of Directors.