International Association of Audio Information Services

By-laws

 

As revised June 3, 2000

 

 


ARTICLE I

NAME

 

The name of the organization shall be the INTERNATIONAL ASSOCIATION OF AUDIO INFORMATION SERVICES.  It shall be incorporated as a non-profit organization.

 

 

ARTICLE II

PURPOSE

 

The purpose of this organization shall be to:

 

·       encourage and support the establishment and maintenance of radio reading and other information access services for individuals who cannot read conventional print because of blindness or any other visual, physical, or learning disability;

·       encourage radio reading and other information access services to operate within guidelines for good practice as adopted by this organization;

·       promote sharing of programming and other information which will mutually benefit member services and promote the interest of member services with both governmental and private entities;

·       and do any other lawful thing to stimulate and facilitate the growth of radio reading and other information access services.

 

 

ARTICLE III

MEMBERSHIP

 

3.1 Voting Members

 

Radio reading and other information access services which broadcast or transmit programs specifically designed for and primarily directed to individuals who cannot read conventional print because of blindness, or any other visual, physical or learning disability, shall be eligible for voting membership in this organization.

 

3.2 Voting Delegates

 

Each voting member in good standing shall be entitled to one vote for the purpose of election of officers and Directors via a mail ballot as well as at the General Assembly for purposes of voting on matters of policy, programs and amendments to these bylaws and on other matters which require voting by the membership.  Each member shall certify its voting delegate to the secretary of the Association upon payment of annual dues for purposes of voting a mail ballot for the election of officers and Directors.  Each member shall certify its official delegate to the Annual Conference with the Association by the opening session of the Conference.  Certified delegates may include management, staff, volunteers and listeners.  Voting rights of certified delegates may not be transferred or assigned and proxy voting shall not be permitted.

 

3.3    Membership Dues

 

Each voting member shall pay annual dues in the amount to be determined by the Board of Directors.  Dues are payable upon receipt of invoices at the beginning of the calendar year.  In order to cast votes in both the mail ballot for officers and Directors and on all matters that come before the Annual Conference a member must have paid his/her dues.

 

3.4  Nonvoting, Associate or Sustaining Members

 

Any person, organization, or corporation which is interested in the purposes of this organization may become an Associate or Sustaining member and as such may participate as a nonvoting member in the activities of this organization.  Annual dues of the Associate or Sustaining Members shall be fixed by the Board of Directors of this organization.

 

3.5   Ceiling on Dues of Voting and Associate Members

 

Associate member dues may not be greater than one-half the amount of dues for voting members.  There shall be no ceiling on dues for sustaining members.

 

 

ARTICLE IV

OFFICERS

 

The officers of the organization shall consist of a President (serving as Chief Operating Officer), a First Vice President, a Second Vice President, a Secretary, and a Treasurer chosen from the roster of voting members in good standing and elected by mail ballot in the spring prior to the convening of the Annual Conference.  They shall serve for a term of two years commencing at the conclusion of the Annual Conference, but not more than two consecutive terms in the same office.  Any officer who ceases to represent a member service in good standing or who fails to attend two meetings of the Board of Directors without valid reason accepted by the President, shall be thereby disqualified from continuing to serve as an officer.  A vacancy in an office shall be filled by the Board of Directors; a person elected to fill a vacancy shall serve for the unexpired portion of the term of the officer whose place he/she has been chosen to fill.  All officers shall perform the usual functions of their offices as prescribed by Robert’s Rules of Order, Revised (latest edition).

 

 

ARTICLE V

BOARD OF DIRECTORS

 

5.1 Powers

 

The Board of Directors shall be the governing body of this organization between meetings of the General Assembly, provided that it shall make no policy decision and take no official action in conflict with existing decisions or actions of the General Assembly.

 

5.2    Classes of Members of the Board of Directors

 

The Board of Directors shall consist of no more than twenty (20)a members, as follows:  (a) the five (5) elected officers and the immediate past president; (b) nine (9) Member Directors who shall be elected from the roster of voting members in good standing by mail ballot to be held in the spring prior to the Annual Conference; (c) up to five (5) Public Directors.  No more than one representative from each voting member service or outside organization may serve as a member of the Board of Directors at the same time except for the immediate past president.

 

5.3    Terms, Election, Disqualification, Vacancies

 

The term of office for all Directors shall be three (3) years.  No member shall serve more than two (2) consecutive terms in the same position.  Member Directors shall be elected by simple majority vote of voting members.  Public Directors shall be recommended for appointment by the President and ratified by the full Board by simple majority vote.

 

A member of the Board who ceases to represent a voting member service, or who fails to attend three (3) meetings of the Board of Directors without valid reason accepted by the President, shall be thereby disqualified from continuing to serve on the Board of Directors.

 

The Board of Directors shall fill a vacancy on the Board of Directors by election from the roster of voting members; a person elected to fill a vacancy shall serve for the unexpired portion of the term of the Board member whose place he/she has been chosen to fill.  All Board of Directors members shall assume their duties immediately after the Annual Conference.

 

 

ARTICLE VI

COMMITTEES

 

6.1    Executive Committee

 

The Executive Committee shall be the Officers, the Immediate Past President, and two (2) Directors chosen by the Board of Directors.  The Executive Committee shall be empowered to act on urgent business when and if convening the entire Board of Directors is impossible, or when a delay in action would likely be detrimental for the organization.  All decisions of the Executive Committee must be ratified by the full board no later than at its next regularly scheduled meeting.

 

6.2    Other Committees

 

The President shall be authorized to appoint standing committees, subject to approval of the Board of Directors, and ad hoc committees as deemed necessary to further the purpose of this organization.

 

 

ARTICLE VII

COMPENSATION

 

No officer, member of the Board of Directors, or member of any other committee of this organization shall receive any salary, fee or other emolument from this Association but may be reimbursed for actual expenses incurred in connection with meetings or other business of the organization.

 

 

ARTICLE VIII

MEETINGS OF GENERAL ASSEMBLY

 

8.1    Annual Meetings

 

The General Assembly of this organization, which shall be composed of certified Voting Delegates from the voting members, shall hold an Annual Meeting for the consideration of annual reports, for the transaction of other business of the organization, and for the conduct of professional and programmatic presentation and workshops pertinent to the nature of the work of the Association’s membership.

 

8.2    Special Meetings

 

Special meetings of the General Assembly may be called at any time by the Board of Directors of its own accord and shall be called upon at the request of one-thire (33 1/3%) of the voting members of the General Assembly at the time of the request.  The specific purpose of a special meeting shall be specified in the call for the meeting, and no other business may be transacted at such special meeting.

 

8.3    Time, Place, and Notice of Meetings

 

Annual and special meeting places shall be set by the Board of Directors.  The time of each Annual Meeting shall be determined by the Board of Directors.  The time of a special meeting called by the Board of Directors shall be determined by the Board of Directors.  The time of a special meting called by request of one-thire (33 1/3%) of the voting members shall be set by those making the request.  The Secretary, at the direction of the President shall be responsible for sending notices of both Annual and special meetings to all voting members not less than thirty (30) days before the date of such meetings.  Each meeting notice shall state the place, day and hour of the meeting.  The notice of the special meeting shall, in addition, state the purpose or purposes for which the meeting is called.

 

8.4    Quorum and Chairmanship

 

A majority of the voting members shall constitute a quorum for the transaction of all business at any regular or special meeting of the General Assembly, but any l4esser number may adjourn any meeting from time to time until a quorum is present.  The President or, in his/her absence, the First Vice President, shall preside over each business session of the General Assembly.

 

8.5    Nominations

 

The Nominating Committee shall release to the membership a recommended slate of officers and Member Directors via the mail during the month of December at which time the Committee shall call for nominations from the voting membership.  Any voting member in good standing may nominate an individual who represents a voting member service in good standing for any office or Member Director position.  Anyone nominated must give evidence of his/her association with a voting member service as a manager, staff member, volunteer or listener.  Nominations will be closed by February 15 and all nominations must be received by that date.  The Nominating Committee will then publish a mail ballot listing the nominees and a brief summary of the qualifications and position statements. This ballot will be sent to all voting member services in good standing no later than March 15 and completed ballots must be returned by April 15.

 

 

ARTICLE IX

MEETINGS OF BOARD OF DIRECTORS

 

9.1    Regular Meetings

 

Regular meetings of the Board of Directors shall be held immediately after each Annual Meeting of the General Assembly and at such other times as the Board of Directors may decide.

 

9.2    Special Meetings

 

Special meetings may be called by the President or seven (7) or more mbmers of the Board of Directors.

 

9.3    Time, Place, and Notice of Meetings

 

Meetings shall be held at such location or locations as shall be determined by the Board of Directors.  The time of each regular meeting shall be determined by the Board of Directors.  The time of a special meeting called by the President shall be determined by the President.  The time of a special meeting called by other members of the Board of Directors shall be determined by those calling the meeting.  The Secretary, at the direction of the President, shall be responsible for sending written notices of both regular and special meetings to all members of the Board of Directors not less than fifteen (15) days brfore the date of such meetings.  A meeting notice shall state the place, day, and hour of the meeting.

 

9.4     Quorum and Chairmanship

 

A majority of the members of the Board of Directors ahll constitute a quorum for the transaction of all business at any regular or special meeting of the Board of Directors.  The President, or, in his/her absence, the First Vice President, shall preside over each meeting of the Board of Directors.

 

9.5    Voting and Proxies

 

Each member of the Board of Directors shall be entitled to one vote at any meeting of the Board of Directors.  Proxy voting shall not be allowed.

 

9.6    Participation in Meetings

 

Only members of the Board of Directors shall be entitled to participate in the transaction of business at a meeting of the Board of Directors.

 

 

ARTICLE X

PROCEDURE

 

In the absence of provisions contained herein, all proceedings of this organization shall be governed by Robert’s Rules of Order, Revised (latest edition).

 

 

ARTICLE XI

AMENDMENTS

 

These bylaws may be altered, amended, or repealed, and new bylaws may be adopted, by the affirmative vote of two-thirds (66 2/3%) or more of the voting members at an Annual or special meeting of the General Assembly.  Proposed amendments to these bylaws must be sent to the voting members in writing at least 30 days prior to the convening of the General Assembly, or any special meeting at which they are to be voted.

 

 

ARTICLE XII

DISSOLUTION

 

In the event of dissolution, any remaining assets of this organization shall be distributed to one or more nonprofit organizations to be used for purposes consistent with the purposes and objectives of this organization.

 

End

 

Revised June 2000