BYLAWS DIVISION OF PSYCHOANALYSIS THE SOCIETY FOR PSYCHOANALYSIS AND PSYCHOANALYTIC PSYCHOLOGY, DIVISION 39 OF THE AMERICAN PSYCHOLOGICAL ASSOCIATION

Transcription

1 BYLAWS DIVISION OF PSYCHOANALYSIS THE SOCIETY FOR PSYCHOANALYSIS AND PSYCHOANALYTIC PSYCHOLOGY, DIVISION 39 OF THE AMERICAN PSYCHOLOGICAL ASSOCIATION Revisions approved by the Board of Directors in January 2011 and approved by the membership in April TABLE OF CONTENTS Article Title Page No. I Name and Objectives 02 II Membership III Officers, Executive Committee and Board of Directors IV Board Nominations and Elections of Officers 08 V Committees VI Activities VII Sections, Local Chapters and Affiliated Groups VIII Amendments IX Parliamentary Authority 18

2 Deletions have a strikethrough and additions are in bold. BYLAWS DIVISION OF PSYCHOANALYSIS THE SOCIETY FOR PSYCHOANALYSIS AND PSYCHOANALYTIC PSYCHOLOGY, DIVISION 39 OF THE AMERICAN PSYCHOLOGICAL ASSOCIATION ARTICLE I - NAME AND OBJECTIVES The name of this organization shall be The Society for Psychoanalysis and Psychoanalytic Psychology, Division 39 of the American Psychological Association. The American Psychological Association shall hereafter be referred to as the APA and the organization as the Society. Section 2 The objectives of this organization shall be: a) to broaden and enhance scientific contributions of psychoanalysis to psychology as a science and as a profession; b) to encourage and support educational programs and research having to do with the discipline of psychoanalysis and its applications to society; c. to keep the psychological community and the public informed of research and other activity in psychoanalysis through the exchange of scientific ideas, meetings, and publications; d) to increase public awareness of the benefits of psychoanalytic principles and treatment and the applicability of psychoanalytic thought to society as a whole; e) to encourage and seek to maintain the highest standards for training in psychoanalysis as developed through the APA. ARTICLE II MEMBERSHIP Member and Affiliate. There shall be three two classes of members in the Division Fellow, 2

3 Section 2 a) Qualifications: 1) Fellow status is reserved for those applicants who are Fellows of the APA. 2. 2) Member status is reserved for those applicants who are: A. A. Members or Associates of the APA; or B. B. Doctoral level psychologists who are licensed by their respective state or province, but ineligible to join APA due to APA restrictions on program accreditation. These psychologists shall be eligible to join Division 39 as full members and accorded all rights and privileges except as maybe restricted by APA Bylaws; or C. C. Non-psychologist holders of postgraduate degrees who are licensed or certified in a mental health discipline and have demonstrated an interest in psychoanalysis through academic training, institute training, continuing education, writing or related study. 3) Affiliate status is reserved for: A. Affiliate Members of APA and/or graduate students in a mental health discipline; or B. Individuals who have demonstrated interest in psychoanalysis through academic training, institute training, continuing education, writing or related study; or C. International affiliates as determined by the Membership Committee. b) All applicants for admission shall demonstrate in a manner satisfactory to the Division Membership Committee that [they] have an interest in or they have participated in activities related to psychoanalysis and the attainment of the objectives of the Division. Article II MEMBERSHIP a) Members are: 1) Members and/or Fellows of APA or; 2) Psychologists who are not APA Members or; 3) Non-psychologist holders of graduate degrees who are certified or licensed in a mental health field. b) Affiliates are those ineligible as Members who are: 1) Affiliate Members of APA and/or graduate students in a mental health discipline or; 2) Associate members of APA and/or individuals with a master s degree in Psychology or; 3) Individuals who have an interest in psychoanalysis. 3

4 4) International Affiliates. c) Table of membership categories and office holding, nominating and voting rights. Membership Category Office holding Rights Nominating Rights Voting Rights Members or Fellows of the APA All All All All (except Psychologists who not Member-at-Large All (except Council Council APA Members Section Representative Representative) Representative) Non-Psychologist Holders of Graduate Degrees who are certified or licensed in a Mental Health Field Member-at-Large Section Representative All (except Council Representative) All (except Council Representative) Affiliates None None None Section 3 Members nominated for Fellowship in the Division of Psychoanalysis must be either Fellows or Members of the APA and must provide evidence of noteworthy contributions to the field of psychoanalysis. Members nominated for Fellowship by the Society must be APA Members and provide evidence of noteworthy contributions to the field of psychoanalysis/psychoanalytic psychology. Section 4 The minimum membership dues are set by the Council of Representatives of the APA and paid to the Society by the Association from the members' annual dues. The Board of Directors determines all further dues. For APA members these dues will be collected by APA and paid to the Division. The Board of Directors shall determine all dues for Members and Affiliates. Society Members who are also APA Members may pay their dues in one of two ways: 1) through APA (who distributes the dues to the Society); or 2) directly to the Society. For Affiliates and Members who are not non-apa members, the Division Society will shall collect dues. Section 5 Membership may be terminated for non-payment of dues by July 31 in the year in which they are due. 4

5 ARTICLE III OFFICERS,AND EXECUTIVE COMMITTEE AND BOARD OF DIRECTORS The officers of the Division shall consist of a President, the immediate Past- President, the President-Elect, a Secretary and a Treasurer. a) The President shall act as the Chief Executive Officer of the Division Society. Only the President or the President s designee may speak for the Division. Such statements must be consistent with the APA s Bylaws, Policies and Rules of the Association. The President s term of office is two years. The President alone or the President s designee has the authority to appoint Chairs (or Co-chairs) and members of committees or task forces. Where indicated by these Bylaws, the Board of Directors must approve the appointment. The President shall act as the Division s Society s primary liaison, or appoint a liaison to those APA bodies whose activities affect the Division s role and participation in the APA. As presiding officer, the President does not vote in governance meetings, except to break a tie. The President sets the agenda for all Board and Executive Committee meetings. b) The Past-President shall act as Chair of the Nominations and Elections Committee and perform duties assigned by the President. The Past- President s term of office is two years. c) The President-Elect shall hold a one-year term of office, followed by two years each as President and Past-President. succeed to the Presidency for two years and serve as Past-President for two years at the end of the term of office as President. It shall be the duty of the President-Elect to perform duties required by these Bylaws, Rules of the Division Society and assigned by the President. It shall further be the duty of the President-Elect (or Past- President during the year the Society is without a President-Elect) to assume and perform the duties of the President in the event of the absence, incapacity, death or resignation of the President until the completion of the President s term. If the President-Elect is unable to serve as President-Elect because of incapacity, death or resignation, the President shall instruct the Nominations and Elections Committee to conduct an election of President-Elect. d) The Secretary and Treasurer shall each serve a three-year term of office. The terms of office for the Secretary and Treasurer shall be staggered in that each of these terms shall begin and end in different years. Each shall perform the usual duties of their respective office, and, in addition, they shall perform any specific duties described elsewhere in these Bylaws or assigned to them by the Board of Directors of the Division Society. 5

6 The outgoing Secretary and Treasurer shall each act as consultant for one year to the incoming Secretary and Treasurer. 1) The Secretary shall have the responsibility for oversight over the Society s calendar of events, of recoding recording the terms of office of all elected and appointed positions, and of the Division s maintaining the Society s records and meeting minutes, overseeing the Society s Administrator and preparing the annual report to APA, in coordination with the reports prepared by the Sections. The Secretary ensures motions are properly worded and counts and reports the votes on all motions. 2) The Treasurer shall have the responsibility of preparing an annual budget for approval by the Board of Directors and shall monitor and control the expenditure of funds as allocated in the Divisional Budget. Section 2 There The Society shall be represented in the APA Council of Representatives in numbers permitted by the Bylaws of APA. Representatives shall be elected for a three year term of office, their terms being staggered in such a manner as to provide continuity in representation to the Council. Section 3 a) The Board of Directors is the governing body of the Society. It determines policy. The Board of Directors shall consist of the Officers, APA Council Representatives, Members-at-Large and Section Representatives. There shall be nine Members-at-Large and one Section Representative from each of the qualifying Sections. Members-at-Large and Section Representatives shall each be elected for a three year term. Their terms shall be staggered in such a manner as to provide continuity to the Board. b) The Board of Directors shall elect a member by a simple majority to replace a Member-at-Large who fails to attend two consecutive Board meetings. If a Member-at-Large fails to personally attend two Board meetings during their term of office the Board of Directors may elect by a simple majority to replace that Member-at-Large. The person so elected shall complete the term of the replaced Member-at-Large. If a Section Representative fails to personally attend two Board meetings during their term of office the Secretary may notify the appropriate Section and the Section may act in keeping with its Bylaws to replace the Section Representative with someone who will complete the term of office of its Representative to the Board. c) A Board Member unable to attend a meeting may have a substitute attend in their place. The substitute will have a vote. No substitute can 6

7 have more than one vote, e.g. a sitting Board Member may not serve as a substitute. If a substitute takes the place of a Board member the Board member is counted as absent from the meeting. d) The Executive Committee shall consist of the President, the Past-President, the President-Elect, the Secretary, the Treasurer and the Divisional Representatives to the APA Council. The Executive Committee shall have general supervision over the affairs of the Division, and shall perform duties and delegate responsibility toward that end, in accordance with limitations specified in the Division Bylaws. Decisions of the Executive Committee that affect Division policy cannot modify any action taken by the Board of Directors. [Moved without rewording from Article V, Section 2a] e) If a Section Representative fails to attend two consecutive meetings, the Secretary shall notify the appropriate Section and the Section shall act in keeping with its Bylaws to replace its Representative to the Board [Reworded and moved above to the end of Article III, Section 3 b.] Section 4 a) The Secretary and Treasurer may be candidates for one additional consecutive term of three years. After a minimum interval of at least one year, past officers may choose to run for their prior offices. b) Members-at-Large and Section Representatives to the Board may be candidates for one additional consecutive term of three years. Thereafter, regardless of the constituency served, Members-at Large and Section Representatives must observe a one year interval from the Board before choosing to run for another term as Board Member-at-Large and/or Section Representative. c) Nothing herein prohibits an Officer, Board Member-at-Large or Section Representative from seeking a different elected office from that office about to be or just vacated. d) Officers and Board Members shall hold only one elected or appointed Board position in any given term. Officers and Board Members may serve on committees and in Sectional governance, with the understanding that their Board positions are primary. The President and President-Elect shall not serve in any position other than that of President or President-Elect. 7

8 ARTICLE IV NOMINATIONS AND ELECTIONS OF OFFICERS a) Candidates for office of President, President-elect, Secretary, Treasurer, or APA Council Representative shall be Fellows or Society Members who are also APA Members. of the the Division Candidates for the office of Member-at-Large and Section Representatives to the Board of Directors shall be Fellows or Members of the Division Society. b) 1) Officers and Members of the Board of Directors shall be nominated and elected by mail or on-line ballot to be sent to Fellows and Members of the Division Society. 2) The Division s Society s Council Representatives shall be nominated and voted for by Society Members who are also APA Members members of the Division who are Fellows, Members or voting Associate Members of APA through though the use of mail or on-line ballot. c) Officers of the Board of Directors shall not publicly endorse the nominations or election of candidates for any elected Division position. ARTICLE V COMMITTEES a) The Committees of the Division Society shall consist of such Standing Committees as may be provided by these Bylaws (see Article V, Sections 2 and 3) and such Continuing committees as may be established by the Board of Directors. All Standing and Continuing committees shall consist of no more than six members up to nine members including chair(s), who shall serve a term of three years, and whose terms are staggered so that one-third of the committee changes each year unless otherwise specified in the Bylaws for a specific committee. Committee chairs may designate Friends of the Committee, who may attend meetings, participate in online and committee discussions, but do not have a vote. b) Only Fellows and Society Members who are also APA Members of the APA may act as liaisons to APA bodies. c) The President shall appoint the chair and any new members of the a committee. Committee members shall be appointed in consultation with the appropriate chair, unless otherwise specified in the Bylaws for a specific committee. d) No member may serve simultaneously as chair of more than one committee at a time. 8

9 e) A member may be re-appointed for only one consecutive term of three years as a member of the same committee. f) The President may appoint Ad Hoc Committees and Task Forces Chairs and Members whose terms of office shall terminate upon the completion of the task to which they were assigned or at the end of the term of the President who appointed them. g) In accordance with the Bylaws of the APA, the structure, rules and procedures of the committees shall be subject to review by the Division's Society s Board of Directors. Section 2 Governance Committees a) The Executive Committee shall consist of the President, the Past-President, the President-Elect, the Secretary, the Treasurer and the Divisional Representatives to the APA Council. The Executive Committee shall have general supervision over the affairs of the Division, and shall perform duties and delegate responsibility toward that end, in accordance with limitations specified in the Division Bylaws. Decisions of the Executive Committee that affect Division policy cannot modify any action taken by the Board of Directors. (Moved, without rewording, to Article III, Section 3d) a) The Finance Committee shall consist of the Treasurer and not less than two other members of the Division Society. to be appointed by the President. The Treasurer shall serve as Chair. It shall be the duty of the Finance Committee to present an annual budget to the Division Society and to review the Division's Society s financial matters. The Finance Committee shall conduct the fiscal business of the Division Society so that the fiscal year shall coincide with the beginning and ending of the fiscal year of the APA. b) The Membership Committee shall consist of a Chair and at least five up to eight other members. The responsibility of the Membership Committee shall be to review the qualifications of all candidates for membership. communicate the membership criteria to all potential members. all candidates for membership. The Membership Committee shall also monitor changes in membership status in the Division for presentation to the APA. The Chair of the Membership Committee shall notify new members, in writing, of their election to Divisional Membership or of a change in their membership status. These membership criteria shall be published on all Society and APA materials, including the Society s website. The membership chair(s) communicates with APA regarding membership numbers and works with other 9

10 Society committees to communicate the Society s membership goals of recruiting new members and retaining current members. c) A Fellows Sub-Committee of the Membership Committee shall be composed of a Chair and two Society members, all of whom are APA Fellows. The sub-committee will assist Society members in the Fellow application process and encourage Society members to seek Fellow status. shall submit the names of the members recommended for fellowship to the Board of Directors for the Board s approval. Each candidate shall be voted on separately and a majority vote shall be necessary to recommend fellowship status for presentation to the APA. d) The Nominations and Election Committee shall consist of the Society s Past-President, of the Division acting as Chair, and two other members to be appointed by the President. The Nominations and Election Committee shall be responsible for the selection of a slate of candidates from the nominations ballot and for securing candidates to fill the required slots on the elections ballot for each open position. It shall also be their responsibility to ascertain the qualifications of nominees and their willingness to serve, if elected. The Nominations and Election Committee shall be responsible for counting the nomination ballots and reporting the results to the Central Office of the APA for inclusion in the annual election ballot issued by the APA according to Article X of its Bylaws. The Chair of the Nominations and Elections Committee shall notify individuals of their nomination and election to office. (See ARTICLE IV NOMINATION AND ELECTION OF OFFICERS) (See ARTICLE IV FOR QUALFICATIONS FOR OFFICE) Section 3 [Note: Committees deleted: Liaison, Policy Planning and Organizational, and Outreach and Public Information.] Programmatic Committees a) The Education and Training Committee shall be responsible for monitoring national education including under-graduate, graduate and post-doctoral programs in psychology and recommending policies on training in psychoanalysis. a) The Education and Training Committee shall collaborate with the Society s Board of Directors, Sections and Committees to collectively assist the Society to enhance the representation of psychoanalytic perspectives in under-graduate and graduatelevel psychology curricula; practica/externship and doctorallevel internship programming; to promote psychoanalyticallyoriented research and scholarly activity; to encourage, by 10

11 extension, psychologists to pursue post-doctoral training in psychoanalysis. b) The Ethics Committee shall promote the highest ethical standards for the practice of psychoanalysis but shall not violate the APA Bylaw Article VI. 5 which stipulates that Divisions may not establish or enforce standards for ethics. b) The Ethics Committee shall focus on consultation and education regarding ethical issues in psychoanalysis and psychoanalytic psychology. b) The Liaison Committee to the Boards and Committees of the APA shall monitor the various Boards and Committees for openings for new members. The Committee shall submit the names of appropriate Division members to the President and Board of Directors for their approval and formal nomination to such APA Boards and Committees, and for the appointment by the President of members as liaisons or alternates to APA Boards, Committees and Task Forces whose charge is of importance to the Division. d) The Policy, Planning and Organizational Committee shall consist of 5 Division members (2 co-chairs and 3 members) and the elected officers of the Division - ex-officio. They shall monitor the policies and operations of the Division and recommend planned changes to the Board. c) The Professional Issues Committee shall attend to matters affecting the professional practice of psychoanalysis by psychologists. f) The Program Committee shall consist of a Chair and the Chairs and Members of the Program Committee s three Subcommittees: Spring Meeting, APA Convention and Site Selection. The charge of the Program Committee is to develop scientific programs and schedule Divisional events for annual meetings, to enable the newer Spring Meeting and APA Convention Chairs to learn from those with more experience, and to recommend future sites for the Spring Meetings. The Program Committee Chair preferably shall have had experience as a Meeting chair and should be appointed by the president for a term of six years. 1) The Spring Meeting Subcommittee shall consist of all appointed Spring Meetings Chairs. It shall be at the discretion of the Program Committee Chair to either chair the Spring Meeting Subcommittee or appoint a Chair. 11

12 Each year the President Elect shall appoint the Spring Meeting Chair(s) for the meeting five years hence. The Spring Meeting Chairs shall each serve on the Spring Meeting Subcommittee for a term of six years. Each Spring Meeting Chair(s) shall have the responsibility of organizing a specific year's Spring Meeting and shall liaison with the Division's Conference Manager. The APA Convention Subcommittee shall consist of all appointed APA Convention Program Chairs. It shall be at the discretion of the Program Committee Chair to either chair the APA Convention Subcommittee or appoint a Chair. Each year the President Elect shall appoint the APA Convention Chair(s) for the convention three years hence. The APA Convention Chairs shall each serve on the APA Convention Subcommittee for a term of four years. Each Program Chair shall have the responsibility of organizing Divisional participation at a specific year's APA Convention. 2) The Site Selection Subcommittee shall consist of a Chair, and at least three other members, appointed by the President for a six year term. The charge of the subcommittee is to recommend to the Board of Directors sites for future Spring Meetings, identify potential meeting chairs, and liaison with the Division Conference Manager. d) The Program Committee shall consist of a Chair, appointed by the President for a six year term, and the Program Committee s three Subcommittees: Spring Meeting, Advisory Group and Site Selection. The Program Committee Chair serves as the Chair of all the subcommittees. The Program Committee develops scientific programs and schedules for the Annual Spring meeting and the Society program at the APA Convention. The Spring Meeting Subcommittee consists of the appointed Spring Meetings Chairs for the past three years and prospective Chairs as they are appointed. Each year the Program Chair, in consultation with the President, appoints the Spring Meeting Chair(s) for the meeting no less than two years hence. Each Spring Meeting Chair(s) is responsible for organizing a specific year's Spring Meeting and collaborating with the Society s Conference Manager. Each year the Program Chair, in consultation with the President, appoints the APA Convention Chair(s) for the convention 2 years hence. Each 12

13 Program Chair is responsible for organizing the Society s participation at a specific year's APA Convention. The Site Selection Subcommittee meets at least every five years to recommend to the Board of Directors sites for future Spring Meetings. The Advisory group assists the Program Committee Chair, reviews existing policies and recommends any needed revisions. The committee consists of no more than six members appointed by the President in consultation with the Program Chair. The members should have had experience as Meeting Chairs for the Society Spring Meeting or for other comparable psychoanalytic groups. a) The Outreach and Public Information Committee shall promote understanding of psychoanalysis and the role of psychologists in psychoanalysis both to the professional and the public at large. h) The Publications Committee shall develop and monitor the publications of the Division. The Publications Committee shall consist of up to twelve members. The Editors of the Division s publications, and the liaison to the Editor of PsycSCAN: Psychoanalysis shall be ex officio members of the Publications Committee. The Chair of the Publications Committee shall be proposed by the President and elected by the Board. Members of the Publications Committee shall serve five-year terms and may be reappointed once. The President and Treasurer are ex-officio members of the Publications Committee. 1) The Editor of the Division s journal shall be proposed by the Chair of the Publications Committee, elected by the Board for a five-year term, and may be reappointed once. The Editor shall serve as the Division's Liaison to the APA Publications Committee. 2) The Editors of the Division s other publications shall be proposed by the Chair of the Publications Committee. elected by the Board for a fiveyear term, and may be reappointed once. 3) The Liaison to the Editor of PsycSCAN: Psychoanalysis shall be proposed by the Chair of the Publications Committee and may be reappointed once. e) The Publications Committee shall develop and monitor the publications of the Society. 1. Publications a) The Society shall publish a scholarly Journal. 13

14 b) The Publications Committee shall develop communication venues for purposes of coordinating and disseminating news and serving as a forum for the membership. These venues may include online, website, and social media and other venues that may emerge in the future. c) The Publications Committee, upon approval of the APA, may issue a psychoanalytic journal(s), monographs and/or books for the purpose of disseminating scientific, professional and clinical papers and reports. 2. Composition of the Committee a) The Publications Committee shall consist of up to twelve members. b) The Editors of the Society s publications and the Society s President, Treasurer and Secretary shall be ex officio members of the Publications Committee. c) The Chair of the Publications Committee shall be proposed by the President and elected by the Board. d) Members of the Publications Committee shall serve five-year terms and may be reappointed once. e) Committee members shall be appointed by the President, in consultation with the Publications Committee Chair. f) The Editor of the Division s journal shall be proposed by the Chair of the Publications Committee, in consultation with the President, elected by the Board for a five-year term, and may be reappointed once. The Editor shall serve as the Division's Liaison to the APA Publications Committee. g) The Editors of the Society s other publications shall be proposed by the Chair of the Publications Committee in consultation with the President, elected by the Board for a five-year term, and may be reappointed once. ARTICLE VI ACTIVITIES a) The Division shall hold its Annual Business Meeting at its Spring Meeting. The Program Committee shall prepare a program of scientific papers. and arrange for social events, the Annual Business Meeting,and the address by the Past-President and the presentation of awards. b) The Division s Program Committee shall prepare a program of scientific papers social and divisional events, as needed, to be coordinated with the program of the annual APA Convention. c) The Division shall hold additional or special membership or Board meetings at such times as the President, Executive Committee or Board of 14

15 Directors designates, or at the request of one percent of the members in good standing of the Division. [Moved without rewording to Article VI c below] Section 2 1 a) The Board of Directors shall meet three times a year, once at the annual APA meeting, once at the Spring Meeting and one additional time, as decided by the President and/or Executive Committee. These three Board Meetings will be held to transact the Division s Society s business and discuss professional matters concerning the Division Society. A meeting may transact business only if there is a quorum present. A quorum consists of a majority of the elected Board, one more than half of its members. b) The Executive Committee shall meet two four times a year, before of the each of the three Board Meetings and once a year in an all day meeting. The Executive Committee shall plan for the Board Meetings, address issues that in order to deal with issues that arise between Board Meetings and focus on issues relevant to the Society. c) The Division Society shall hold additional or special membership or Board meetings at such times as the President, Executive Committee or Board of Directors designates, or at the request of one percent of the Society members. [Moved from Article VI 1c above] Section 3 The Division Society may issue a Newsletter for purposes of coordinating and disseminating news and serving as a forum for the membership. Section 4 The Division, upon approval of the APA, may issue a psychoanalytic journal and/or monographs or books for the purpose of disseminating scientific, professional and clinical papers and reports. (Sections 3 and 4 are now subsumed under Article V Section 2 e Publications Committee) ARTICLE VII - SECTIONS, LOCAL CHAPTERS & AFFILIATED GROUPS a) The Board of Directors may establish specialized sections upon the presentation of copies of once the following items have been accomplished and presented to the Board. 15

16 1) the signatures of 5% or more of the current Society members in good standing whose signatures have been obtained in the preceding twelve months and who indicate their intention to become members of the section; 2) the title, the purpose for and name and a statement about the proposed Section s purpose; 3) the proposed Bylaws of that the Section; b) Once a new Section and its Bylaws have been approved, its representative to the Division Society Board in keeping with ARTICLE III, Section 3, will begin his/her their term of office at the January meeting of the new Board. January 1 after the new section was approved the preceding year. c) The Board may elect to rescind voting representation for a section if the membership of that section falls below 5% of the Division Society Membership. Only Section members who are Division members may be counted in determining if a Section is above 5% of Society Membership. Once such an existing section has lost its voting representation, the term of office of that section's Board representative shall be terminated at the end of the calendar year. That Section would no longer be eligible to nominate or elect a Representative to the Board until its membership reaches 5% of the Division Society membership. The Section may at their expense send a non-voting Representative to the Board Meeting. d) All Sections of the Division Society shall hold elections and set terms of office in conformity which conform with the Division s Society s Calendar and practices as articulated in these Bylaws. Specifically: 1) All Section officers shall be elected at the same time as the elections for the Board of Directors are held. as Society elections are held. Terms of office shall begin on January 1st of the following year. 2) Section Representatives to the Division Society Board shall be elected for a three-year term with a limit of two consecutive terms. e) Sections shall need Board approval for changes in their Bylaws. f) All Sections shall be subject to all other regulations as established by the Board. Section 2 The Division Society may establish local chapters with the approval of the Board of Directors. Such local chapters shall be subject to all regulations as established by the Board. 16

17 Section 4 3 The Division Society may establish affiliated groups with the approval of the Board of Directors. ARTICLE VIII -- AMENDMENTS Amendments to these Bylaws may be proposed either through subsection (a) or sub-section (b) in two ways: meeting. a) By a two-thirds vote of the Board of Directors, present at the b) By a petition signed by 10% of the Members and Fellows of the Division Society and submitted to the Secretary. Section 2 Proposed amendments to these Bylaws shall be submitted to the membership by a ballot sent electronically or mailed first class, based on member choice, within 120 days of either the Board of Directors approval of an amendment pursuant to ARTICLE VIII, a or the receipt by the Division s Secretary of a petition meeting the requirements of ARTICLE VIII, b. a) Such a ballot shall contain an appropriate explanation of the proposed amendment(s) written by the Secretary.President s designee. b) Such a ballot shall be mailed to the last recorded address of each member and Fellow of the Division. b) The poll shall be declared closed thirty (30) days after the date of the mailing of the ballots. the ballots were mailed or electronically transmitted. The ballots shall be counted by the Nominations and Election Committee who shall The Nominations and Election Committee shall count the ballots and certify the results to the Secretary. d) The amendment(s) shall be certified as adopted if approved by at least two-thirds of those voting. e) Bylaw amendments which are approved by the Membership shall become effective thirty (30) days after the date on which the Nominations and 17

18 Elections Committee certifies to the Secretary that the amendment(s) has (have) been approved. f) The Secretary shall inform the members of the results of the balloting by having effective Bylaws and/or amendments published in the next issue of the Division39 Newsletter. communicating the results electronically and/or through print. ARTICLE IX - PARLIAMENTARY AUTHORITY APA. The Division Society Bylaws shall be consistent with the Bylaws of the Section 2 The rules contained in the current edition of Keesey's Parliamentary Procedures and in the Rules of the Division Society shall govern the Board and Executive Committee Business meetings of the Division Society in all cases where they are applicable and in which they are not inconsistent with these Bylaws. In cases of disputed interpretation of the correct parliamentary procedures the opinion of the Parliamentarian, appointed by the President, shall prevail. The Parliamentarian shall be appointed by the President and shall advise the President regarding parliamentary procedure and bylaw interpretation. The President shall have the responsibility for the final decision. Sections, Local Chapters and Society members may consult the Parliamentarian regarding bylaws and parliamentary procedure. 18