CONSTITUTION AND BY-LAWS
SOUTHWESTERN OHIO CHAPTER
AMERICAN FOUNDRYMEN’S SOCIETY
ARTICLE I
NAME AND OBJECTIVE
SECTION 1. This organization shall be known as the Southwestern Ohio chapter of the American Foundrymen’s Society.
SECTION 2. The objectives of the Chapter shall be those of the American Foundrymen’s Society, namely to advance through research and education the arts and sciences relating to the manufacturing and utilization of metal castings.
ARTICLE II
TERRITORY
SECTION 1. The territory of this chapter shall be as a agreed to by Southwestern Ohio and contiguous chapters, and as on file in the Central Office of the Society.
ARTICLE III
MEMBERSHIP AND DUES
SECTION 1. American foundrymen’s Society members of all classes, residing in the prescribed territory of this chapter, shall be eligible to membership with equal privileges in the Chapter. Each Research Patron, Company or Sustaining member shall designate an individual in the Company who shall exercise the membership privileges of said Research patron, Company or Sustaining membership.
SECTION 2. Annual dues of the members of this Chapter shall be as provided for in the By-Laws of the American Foundrymen’s Society.
SECTION 3. All dues shall be paid to the order of the American Foundrymen’s Society and shall become payable on the renewal date established by the Society.
ARTICLE IV
FINANCING
SECTION 1. The Board of Directors may and shall, when it is deemed necessary, make provisions for raising additional funds. They may also receive contributions or bequests and shall have entire control of all funds raised or received.
SECTION 2. It is further understood that the Board of Directors shall have authority to raise and disperse funds for special purposes. It shall be understood, however, that contributions to any special funds shall be voluntary and that failure to contribute shall not deprive any member of the Society or Chapter privileges.
SECTION 3. No part of the income or property of this Chapter shall inure to the benefit of any individual, and in the event of dissolution of the Chapter, all assests thereof shall become the property of such not-for-profit organization as the Board of Directors of the Chapter shall determine can best carry out the stated objects of the Chapter.
ARTICLE V
OFFICERS AND DIRECTORS
SECTION 1. Officers of the Chapter shall consist of a Chairman, Vice-Chairman, Secretary and Treasurer.
SECTION 2. The Board of Directors shall consist of the Chairman, Vice-Chairman, Secretary, Treasurer and immediate past Chairman, and fourteen other members of the Chapter. Nineteen total members.
SECTION 3. The Chairman and Vice-Chairman shall be elected for terms of one (1) year each. The Secretary and Treasurer may be elected for terms of two (2) years each.
SECTION 4. The Chairman and Vice-Chairman may not succeed themselves. The terms of the Secretary and Treasurer should not expire in the same year.
SECTION 5. Six (6) directors shall be elected annually for terms of three (3) years each at the annual business meeting.
SECTION 6. If a Director of the Chapter fails to attend three regularly called meetings of the Board of Directors, during a fiscal year, the office of such a Director shall automatically be declared vacant and the Secretary shall be directed and empowered to so notify all concerned. The Board of Directors shall then elect a member of the Society to fill such Director vacancy for the unexpired term of office.
Due consideration in the selection of Directors shall be given to maintaining a just balance between the five divisions (Gray Iron, Malleable, Steel, Non-ferrous and the Supplier), and at the same time maintaining a geographical balance.
ARTICLE VI
FILLING VACANCIES OCCURRING IN MEMBERSHIP OF BOARD OF DIRECTORS
SECTION 1. In case a vacancy occurs in the office of the Chairman between Annual Business Meetings, the Vice-Chairman shall become Chairman.
SECTION 2. In case a vacancy occurs on the Board of Directors, or in any office other than that of a chairman, the Board of Directors shall elect a successor to serve such unexpired term.
ARTICLE VII
DUTIES OF OFFICERS
SECTION 1. Chairman - The Chairman shall preside at all meetings of the Board of Directors and at all regular and special meetings of the Chapter. He shall appoint the Chairman of each Standing and Special Committee. The Chapter Chairman shall be a member exofficio of all such committees.
SECTION 2. Vice-Chairman - The Vice-Chairman shall fulfill the duties of the Chairman when the latter, for any reason, is unable to act in his capacity of Chapter Chairman. He shall also serve as Chairman of the Program Committee.
SECTION 3. Secretary - The Secretary shall be the custodian of the permanent records for the Chapter, prepare the minutes of Board meetings and all regular and special meetings of the Chapter.
SECTION 4. Treasurer - The Treasurer shall have charge of all funds of the Chapter and shall disburse such funds only as determined by the Board of Directors. He shall keep the accounts in books belonging to the Chapter, which at all times shall be open to inspection by the Board of Directors.
The Treasurer of the Chapter shall give a bond, the amount of which shall be determined by the Board of Directors, the premium on said bond to be paid by the Chapter.
ARTICLE VIII
BOARD OF DIRECTORS
SECTION 1. The majority of the Chapter shall be governed by a Board of Directors, and a majority of the Board shall constitute a quorum at any meeting of the board.
SECTION 2. The Board of Directors shall meet at the call of the Chairman, or at the call of three members of the Board, at a place designated by the Chairman of those calling the meeting.
ARTICLE IX
ANNUAL MEETING AND FISCAL YEAR
SECTION 1. The annual Business Meeting of the Chapter shall be the last Directors meeting preceding October 1. The Fiscal year of the chapter shall be from July 1 to June 30 inclusive.
SECTION 2. Newly elected officers shall assume their duties on October 1.
ARTICLE X
MEETINGS OF THE CHAPTER
SECTION 1. Meetings of the Chapter shall be held at the time and place as determined by the Board of Directors. Members shall receive at least five days notice in writing of any regular meeting of the Chapter.
ARTICLE XI
COMMITTEES
SECTION 1. Nominating Committee - The Nominating Committee shall consist of the Chapter Chairman and the next two immediate past chairman who are available. The Chairman of the Nominating Committee shall be the immediate past Chairman. If the immediate past Chairman is not available, the next past Chairman shall act as Nominating Committee Chairman.
SECTION 2. Standing Committees - Standing Committees shall be appointed annually by the Chairman and shall include the following:
Membership, Program, Educational, Publicity, Entertainment, and Midwest Regional Conference.
Program Committee - The Vice-Chairman shall act as Committee Chairman and the balance of the Committee shall consist of one man from each yearly class of Directors. Each year the Chapter Chairman shall appoint one man from the incoming class of Directors to replace the man on the outgoing class of Directors, vacancies shall be filled by the Chapter Chairman, but with proper regard to yearly class.
Membership - Education - Entertainment - Publicity. The Chapter Chairman shall elect the balance of each committee, subject to approval of the Chapter Board of Directors. The Chairman of the Publicity Committee shall arrange for appropriate photographic coverage.
The Southwestern Ohio Chapter shall participate in the Midwest Regional Conference as per the By-Laws of the National A.F. S.
SECTION 3. Such other committee as the Board of Directors considers necessary shall be appointed by the Chairman as special committees.
ARTICLE XII
NOMINATION AND ELECTION OF OFFICERS
SECTION 1. Sixty days prior to the Annual Business Meeting, the Nominating Committee shall meet and prepare in writing, a slate of Officers and Directors for presentation to the Board of Directors. After presentation to the Board Directors, notice shall be given in writing to members in good standing thirty days prior to the Annual Business Meeting. A Chairman, Vice-Chairman, Secretary, Treasurer and Directors shall be nominated for terms of office in accordance with the provisions of Article V. Section 3, 4 and 5.
SECTION 2. Additional nominations for any or all offices may be made by written petition signed by at least fifteen (15) members in good standing, and received by the Chairman of the nominating committee not later than fifteen (15) days prior to the annual Business Meeting. If additional nominations are received prior to the deadline, voting shall be by secret ballot. The ballots shall be counted by a election committee of three members present at the Annual Business Meeting, appointed by the presiding Chairman. Should no other candidates be nominated as prescribed above, nominations shall be declared closed and the Secretary shall, by direction of the presiding Chairman at the Annual Business Meeting, cast a unanimous ballot of the Directors for the election of those candidates named by the Nominating Committee.
SECTION 3. They shall assume the duties of their offices on October 1, and serve until their successors are chosen and qualified.
ARTICLE XIII
SECTION 1. These By-Laws may be amended by a two-thirds vote of the Chapter membership of the Chapter present at a regular or special meeting, provided notice of vote on such amendment shall have been given to the members at a previous regular or special meeting.
ARTICLE XIV
SECTION 1. These By-Laws, amendments thereto, and official actions of the Chapter shall not conflict with any provisions governing Chapters in the By-Laws of the American Foundrymen’s Society.
ARTICLE XV
SECTION 1. No action or obligation of the Chapter shall be considered an action or obligation of the American Foundrymen’s Society.