ARTICLE I. Name

The name of the organization shall be ARLIS/Texas-Mexico (Art Libraries Society/Texas-Mexico).

ARTICLE II. Purpose

The organization is organized and will be operated exclusively for charitable and educational purposes within the meaning of Section 501(c)(3) of the U.S. Internal Revenue Code of 1954, as amended, in order to advance the cause of art librarianship and to promote the development, good management, and enlightened use of all art libraries and visual resources collections. In furtherance of such purpose, the organization is authorized:

• To promote the continuing professional education of its members and the general knowledge of the public by sponsoring conferences, seminars, lectures, workshops, and other exchanges of information and materials concerning all aspects of art librarianship and visual resources curatorship;
• To stimulate greater use of art libraries and visual resources collections by sponsoring, supporting or publishing resources directories, bibliographies, inventories, periodicals, occasional papers, reports and related materials concerning the organization and retrieval of art information;
• To foster excellence in art librarianship and the visual arts by establishing standards for art libraries and visual resources collections, by promoting improvements in the academic education of art librarians and visual resources curators, by sponsoring awards for outstanding achievement, and by other means to that end;
• To engage in any activities conducive to furthering the organization's purposes, provided that such activities may lawfully be carried on by an organization exempt from U.S. federal income tax under Section 501(c)(3) of the U.S. Internal Revenue Code of 1954, as amended (or the corresponding provision of any future United States internal revenue law).

ARTICLE III. Membership

Eligibility.

Membership is open to all members of ARLIS/NA.

Dues.

Dues, if any, shall be determined by the Executive Committee and shall be ratified by member vote. Dues, if any, shall be paid to the Treasurer.

Privileges.

Only personal members of the Society are eligible to vote. Only personal members of the Society are eligible to hold elected office. All members shall be entitled to receive announcements of meetings of the Society and other notices of general interest to the membership.

ARTICLE IV. Officers

The elected officers of the Society shall be the President, Vice-President/President- Elect, Secretary, and Treasurer.

Nominating Committee.

The Executive Committee shall appoint a Nominating Committee of at least two members. The Committee shall submit a slate of qualified candidates no later than two weeks prior to the annual business meeting.

Qualifications for office.

Any personal member may hold office and must file in writing an acceptance of the nomination with the Nominating Committee.

Elections.

Officers shall be elected by a plurality of ballots cast by the personal members attending the annual business meeting.

Terms of office.

The term for each office begins January 1 and ends December 31. The term of office for the President and Vice-President shall be one year. The term of office of the Secretary shall be two years. The term for the office of the Treasurer shall be three years. In the event that the Vice-President, Secretary or Treasurer is unable to serve, the President shall appoint a member to serve out the remainder of the term.

Duties of officers.

The President shall act as chief executive officer of the Society and shall act as Program chairman. In addition, the President shall draft annual reports, and, when deemed necessary, mid-year reports. The Vice President/President-Elect shall act as chief executive officer in the event the President is unable to serve, and shall be responsible for the production and distribution of the chapter newsletter, as well as other announcements to the membership. The Secretary shall be responsible for all documents and correspondence (other than the announcements of meetings), the keeping of minutes of the meetings of the Society, the reporting of all meetings of the Society to the editor of the appropriate ARLIS/NA publication, as well as to the Regional Representative and ARLIS/NA headquarters. The Treasurer shall be responsible for the handling of all financial accounts of the Society, and maintaining the membership roster. The duties of the officers shall include archiving official correspondence, reports, and issues of The Medium generated during their terms in office.

ARTICLE V. Executive Committee

The elected officers and the immediate past President shall constitute the Executive Committee.

ARTICLE VI. Meetings

Meetings of the Society shall be called by the Executive Committee. A meeting shall be held at least once a year. Business meetings other than the annual meeting shall be called by the Executive Committee, as it deems necessary. Announcements of the meetings shall be sent to the membership by the Vice-President/President-Elect at least ten days in advance of the meeting.

ARTICLE VII. Reports

Annual reports shall be drafted by the President with financial statements from the Treasurer and shall be approved by the other members of the Executive Committee. Annual reports shall follow the guidelines set up by the Executive Board of ARLIS/NA. The Secretary shall send reports of all meetings of the Society to the editor of the appropriate ARLIS/NA publication, the Regional Representative, and to the ARLIS/NA headquarters.

ARTICLE VIII. Special committees

Special project committees shall be appointed by the Executive Committee.

ARTICLE IX. Amendments

Amendments to the bylaws may be proposed by any voting members and shall be submitted to the Executive Committee in writing. The text of the proposed amendment shall be distributed to the voting membership at least two weeks prior to a business meeting. Approval of a two-thirds majority of those voting members attending the business meeting and the approval of the Executive Board of ARLIS/NA shall be necessary to amend the bylaws.

ARTICLE X. Charitable activity restrictions

No part of the net income of the organization shall inure to the benefit of or be distributable to its directors, officers, or other private persons, except that the organization shall be authorized and empowered to pay reasonable compensation for services actually rendered and to make payments and distributions in furtherance of the purposes and objects of this organization. No substantial part of the activities of the organization shall be the carrying on of propaganda or otherwise attempting to influence legislation and the organization shall not participate in or intervene in any political campaign on behalf of any candidate for public office. Notwithstanding any other provisions set forth in these Bylaws, at any time during which it is deemed a private foundation, the organization shall not engage in any act of self dealing as defined in Section 4941(d) of the U.S. Internal Revenue Code of 1986 or corresponding provisions of any subsequent U.S. federal tax laws; the organization shall distribute its income for each taxable year at such time and in such manner as not to become subject to the tax on undistributed income imposed by Section 4942 of the U.S. Internal Revenue Code of 1986 or corresponding provisions of any subsequent U.S. federal tax laws; the organization shall not own any excess business holdings that would subject it to tax under Section 4943 of the U.S. Internal Revenue Code of 1986 or corresponding provisions of any manner as to subject the organization to the tax imposed by Section 4944 of the U.S. Internal Revenue Code of 1986 or corresponding provisions of any subsequent U.S. federal tax laws; and the organization shall not make any taxable expenditures as defined in Section 4945 (d) of the U.S. Internal Revenue Code of 1986 or corresponding provisions of any subsequent U.S. federal tax laws. Notwithstanding any other provision of these Bylaws, the organization shall not conduct or carry on any activities not permitted to be conducted or carried on by an organization exempt from tax under Section 501(c)(3) of the U.S. Internal Revenue Code of 1986, or corresponding provisions of any subsequent U.S. federal tax laws, or by an organization contributions to which are to be deductible under Section 170(c)(2) of such U.S. Code or corresponding provisions of any subsequent U.S. federal tax laws.

ARTICLE XI. Dissolution

Upon the dissolution of the organization or the winding up of its affairs, the assets of the organization shall be distributed exclusively for charitable or educational purposes or to organizations which are then exempt from U.S. federal tax under Section 501(c)(2) of such U.S. Internal Revenue Code of 1986 or corresponding provisions of any subsequent U.S. federal tax laws. Organizations having purposes similar to those of this organization shall be preferred.

Approved September 2002