Constitution and Bylaws of The Texas Archeological Society
Adopted as amended on October 29, 2005.
(In PDF format, 72 KB)
Table of Contents
Constitution
Article I Name and Place of Business
Article II Aims and Objectives
Article III Membership and Dues
Article IV Government
Article V Meetings
Article VI Amendment
Bylaws
Article I Membership
Article II Dues, Fees, and Finances
Article III Meetings of the Society
Article IV Officers
Article V Executive Committee
Article VI Board of Directors
Article VII Nominations and Elections
Article VIII Committees
Article IX Academy
Article X Field School
Article XI Rock Art
Article XII The Donors' Fund
Article XIII Special Appointees
Article XIV Ethics
Article XV Dissolution
Article XVI Rules of Order
Article XVII Amendment
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Constitution
Article I: Name and Place of Business
Section 1. The name of this association shall
be THE TEXAS ARCHEOLOGICAL SOCIETY, hereinafter in this Constitution and Bylaws
called "the Society".
Section 2. The business office of the Society
shall be at a location approved by the Board of Directors.
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Article II: Aims and Objectives
The purposes of the Society are promotion of (1) scientific
archeological exploration and research, (2) the preservation and conservation of
archeological materials and sites, (3) the interpretation and publication of
data attendant thereto, (4) education of the membership and public to the aims
of archeology, (5) the establishment of local archeological groups under the
auspices of the society.
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Article III: Membership and Dues
An individual, society, institution, or business may become a
member by attesting sympathy with the aims and objectives of the Society and
payment of annual dues as provided in the Bylaws.
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Article IV: Government
The government of the Society shall be vested in a Board of
Directors in such a manner as provided in the Bylaws.
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Article V: Meetings
The Annual Meeting of the Society shall be held before
Thanksgiving at a time and place to be determined by the Board of Directors.
Members shall receive notification at least thirty (30) days in advance of the
meeting.
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Article VI: Amendment
This Constitution may be amended by a two-thirds (2/3) vote at
any Annual Meeting providing that a written notice of the proposed amendment has
been sent to the members at least thirty (30) days prior to the meeting.
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BYLAWS
Article I: Membership
Section 1. The Society shall be composed of
members and Fellows who shall have the privilege of attending and participating
in the meetings of the Society and the Field School, receiving the newsletter
and the annual bulletin and advance notice of all special publications of the
Society.
Section 2. Individuals, societies,
institutions, and businesses may become members of the Society upon payment of
annual dues.
Section 3. A member shall be one whose dues and
charges are not delinquent.
Section 4. Membership in the Society shall be
divided into categories:
a. Individuals
b. Families: heads of households and dependents
c. Students: individuals in grade school
through college/university through age 25
d. Contributors
e. Supporters
f. Patrons
g. Life members (prior to 2001)
h. Chartered societies, societies,
institutions, and businesses: associate members that shall not have voice, vote,
or the privilege of holding office
i. Fellows
Section 5. An individual may become a Fellow of
the Society for meritorious contribution to Texas archeology and the Society.
Fellows shall be recommended by the Awards Committee and approved by the
Executive Committee. Fellows have full rights of membership and shall not be
required to pay annual dues.
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Article II: Dues, Fees, and Finances
Section 1. Dues are assessed by calendar year;
renewals are payable January 1, and shall be delinquent March 1.
Section 2. Fees and charges shall be approved
by the Board of Directors.
Section 3. The Budget Committee shall prepare
the annual budget for the next fiscal year for the approval of the Board of
Directors and adoption by the members at the Annual Meeting of the Society.
Section 4. The fiscal year shall be from
January 1 to December 31.
Section 5. The
financial records and procedures of the Society shall be examined annually by
the Fiscal Overview Committee. The report of the examination shall be presented
for adoption by the members at the Annual Meeting of the Society.
a. On Leap Years, a compilation, review, or
audit shall be conducted by a Certified Public Accountant appointed by the
President and approved by the Board of Directors.
b. On years other than Leap Year, an
examination of the financial records kept by the Society for that year shall be
conducted by the Fiscal Overview Committee after the close of the fiscal year.
The report of the Committee's findings shall be presented to the Board of
Directors as soon as is practical the following fiscal year after the IRS
paperwork is settled, but no later than the second Monday in August.
Section 6. The Endowment Fund shall be a
permanent fund, the income from which shall be used to support the operating
budget of the Society.
Section 7. No part of the net earnings of the
Society shall inure to the benefit of or be distributable to its members,
officers, or other persons, except that the Society (through the review and
approval of its Board) shall be authorized and empowered to pay reasonable
compensation for services rendered or to make payments and distributions in
furtherance of the purposes set forth in Article II of the
Constitution.
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Article III: Meetings of the Society
Section 1. The Annual Meeting shall be held as
provided in the Constitution of the Society for the purpose of electing
officers, receiving reports, and other such business as may come before it.
a. At least twenty-five members who have the
right to vote shall constitute a quorum at all meetings of the Society.
b. Members of the Society with voting
privileges at meetings are Individuals, Families, Students, Contributors,
Supporters, Patrons, and Life members all above seventeen years of age, and
Fellows of the Society. No member shall vote in more than one capacity, and
there shall be no voting by proxy.
c. The call to the Annual Meeting shall be
mailed to the membership at least thirty days prior to the meeting.
Section 2. Special meetings of the Society may
be held at the call of the President or upon written request of five members of
the Board of Directors. At least thirty days written notice of such a meeting
shall be given, and the purpose of the meeting shall be stated in the call to
the meeting.
Section 3. In the event of an emergency or
disaster, the Board of Directors, by a two-thirds vote, may postpone or cancel
an Annual Meeting. All members shall be notified of such action, and the Board
of Directors shall provide for election of officers by mail.
Section 4. The Annual Meeting shall feature a
program of archeological topics, including a Public Forum and/or a public
outreach event.
Section 5. The Annual Meeting Committee shall
assist local arrangements coordinators to organize, publicize, and produce the
meeting, and shall act as an interface between that group and the Board of
Directors. The Committee shall consist of five members: the President-Elect, who
shall serve as chair, the Immediate Past President, and three appointees, with
one member appointed each year for a term of three years.
Section 6. To support the Annual Meeting, the
Board of Directors may appropriate funds to be used, if needed, by local
arrangements coordinators for initial Annual Meeting expenses or as insurance
should the coordinators lose money in producing the meeting. If there is a
profit from the Annual Meeting, the Society will first be reimbursed for any
monies it may have advanced to local arrangements coordinators, then will
receive 50% of the Annual Meeting's net profits. Proceeds from Annual Meeting
fund-raisers will benefit only the Society.
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Article IV: Officers
Section 1. The executive officers of the
Society shall be the President, President-Elect, Secretary, Treasurer, Immediate
Past President, Publications Editor, and Newsletter Editor. Other elected
officers shall be the Regional Directors; Secretary-Elect, Treasurer-Elect,
Publications Editor-Elect, and Newsletter Editor-Elect in such years as the
office is filled; and the Nominating Committee Chair.
Section 2. Elected officers shall take office
at the close of the Annual Meeting at which they are elected and shall serve
terms as stated in these Bylaws or until their successors are elected.
a. The President, President-Elect, Secretary,
Treasurer, Immediate Past President, Nominating Committee Chair, and
officers-elect, in such years as those offices are filled, shall serve a term of
one year.
b. The Publications Editor and the Newsletter
Editor shall each serve terms of two years.
c. The Regional Directors shall be elected to
terms of three years, with four Regional Directors chosen for office each year.
Regions 1, 4, 11, and 12; Regions 2, 5, 7, and 8; and Regions 3, 6, 9, and 10
shall form the three rotating groups.
Section 3. Officers shall perform the duties
provided by these Bylaws, by the Society, the Board of Directors, or the adopted
parliamentary authority.
a. The President shall serve as chair of the
Board of Directors, the Executive Committee, and the Ethics Committee; as Chief
Executive Officer; and as official spokesperson of the Society. The President
shall appoint committees, trustees, special appointees, and chairs with Board
approval as provided by these Bylaws, shall be a member of the Publications
Policy Committee, and shall serve as ex officio member of all other committees
and trusts except the Nominating Committee.
b. The President-Elect shall succeed to the
office of President at the end of the term as President-Elect, or upon a vacancy
in the office of President. The President-Elect is a member of the Executive
Committee, the Publications Policy Committee, the Budget Committee, the Ethics
Committee, the Internet Committee, and chair of the Annual Meeting Committee.
c. The Secretary shall keep a record of the
proceedings of meetings of the Board of Directors, Executive Committee, and of
the Society. The Secretary is a member of the Executive Committee, the
Publications Policy Committee, and the Ethics Committee.
d. The Secretary-Elect shall be an apprentice
to the Secretary and may assume the office when the term of the incumbent
expires or if the office is otherwise vacated. As part of this apprenticeship,
the Secretary-Elect shall attend and take supplementary minutes at meetings of
the Board of Directors.
e. The Treasurer shall serve as custodian of
funds and shall be a member of the Executive Committee, the Publications Policy
Committee, the Budget Committee, and the Ethics Committee.
f. The Treasurer-Elect shall be an apprentice
to the Treasurer and may assume the office when the term of the incumbent
expires or if the office is otherwise vacated. As part of this apprenticeship,
the Treasurer-Elect shall attend meetings of the Board of Directors and shall be
a member of the Budget Committee.
g. The Immediate Past President shall serve on
the Executive Committee, the Publications Policy Committee, the Annual Meeting
Committee, and the Ethics Committee.
h. The Regional Directors shall serve as
liaison between the Board of Directors and their respective regions, shall
facilitate whenever possible the establishment of regional and local
archeological groups and activities, and shall promote membership in the
Society.
i. The Publications Editor shall be responsible
for the publication of bulletins and reports on archeological and related
subjects. The Publications Editor shall be a member of the Executive Committee
and the Ethics Committee, and shall serve as the chair of the Publications
Policy Committee.
j. The Publications Editor-Elect shall be an
apprentice to the Publications Editor and may assume the office when the term of
the incumbent expires or if the office is otherwise vacated. As part of this
apprenticeship, the Publications Editor-Elect shall attend meetings of the Board
of Directors and shall be a member of the Publications Policy Committee.
k. The Newsletter Editor shall be responsible
for the publication of periodic newsletters informing the Society on matters of
interest. The Newsletter Editor shall be a member of the Executive Committee,
the Ethics Committee, and vice-chair of the Publications Policy Committee.
l. The Newsletter Editor-Elect shall be an
apprentice to the Newsletter Editor and may assume the office when the term of
the incumbent expires or if the office is otherwise vacated. As part of this
apprenticeship, the Newsletter Editor-Elect shall attend meetings of the Board
of Directors and shall be a member of the Publications Policy Committee.
m. The Nominating Committee Chair shall chair
the Nominating Committee.
Section 4. A vacancy in any elected office
other than that of President may be filled by the Board of Directors appointing
the officer-elect or another member in good standing.
a. A vacancy in the office of President shall
be filled by the President-Elect, and the office of President-Elect shall remain
vacant until the next election of officers. Should both offices of President and
President-Elect become vacant, the Board of Directors shall fill the office of
President until the next election of officers.
b. The Board of Directors may declare an office
vacant should an officer have more than two unexcused absences from meetings of
the Board of Directors in any one year.
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Article V: Executive Committee
Section 1. The Executive Committee shall be
composed of the President, President-Elect, Secretary, Treasurer, Immediate Past
President, Publications Editor, and Newsletter Editor.
Section 2. The Executive Committee shall have
the power to transact necessary business between meetings of the Board of
Directors and may employ staff as needed. Such staff shall work under its
direction. The Executive Committee shall also determine the location of the
business office of the Society. The actions of the Executive Committee shall be
reported to the Board of Directors for ratification at its next regular meeting.
The quorum of the committee shall be four members, at least one of whom is the
President or President-Elect.
Section 3. The Executive Committee shall serve
as the Ethics Committee.
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Article VI: Board of Directors
Section 1. The Board of Directors shall consist
of the President, President-Elect, Secretary, Treasurer, Immediate Past
President, Regional Directors, Publications Editor, Newsletter Editor, the
Nominating Committee Chair, and the chairs of the standing committees and the
Donors' Fund Trustees.
Section 2. The Board of Directors shall have
full power and authority over the affairs of the Society between Annual Meetings
of the membership, shall determine the operation policy, administer the
finances, and have care, custody, and control of any equipment and other
property acquired by the Society.
Section 3. Other than for the President, a
vacancy occurring on the Board of Directors shall be filled by a member in good
standing elected by the Board of Directors.
Section 4. The Board of Directors shall meet at
the call of the President or upon the call of five members of the Board of
Directors. Members shall be notified of meetings at least thirty days before the
meeting.
Section 5. Nine members of the Board of
Directors shall constitute a quorum for the transaction of business and shall
include the President or a member of the Executive Committee, two Regional
Directors, and two standing committee chairs. Any member of the Society who
holds more than one office on the Board of Directors shall be limited to one
vote, and shall count as one member for the purpose of a quorum.
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Article VII: Nominations and Elections
Section 1. The Nominating Committee shall
submit at least one name for each office to be filled. At the direction of the
Board, the Nominating Committee will add specified officer-elect position(s) to
its regular slate of nominees. The report of the Nominating Committee shall be
included in the notice for the Annual Meeting and shall be reported to the
membership at the meeting. Nominations from the floor shall be called for.
a. All nominees for offices of the Society
shall be members in good standing.
b. No name shall be placed in nomination
without consent of the nominee to serve if elected.
Section 2. Officers shall be elected by ballot
at the Annual Meeting, except should there be only one nominee for any office;
election for that office may be by voice. A majority shall elect.
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Article VIII: Committees
Unless otherwise specified, all committee and chair
appointments are made by the President with the approval of the Board of
Directors. Ad hoc committees shall be appointed by the President and approved by
the Board as deemed necessary to carry on the work of the Society. The chair of
each committee shall designate one of its members to provide content to the
Internet Committee.
Section 1. The Academy Committee. See
Article IX.
Section 2. The Annual Meeting Committee. See
Article III.
Section 3. The Awards Committee shall recommend
nominees to receive acknowledgment of meritorious service to Texas archeology
and/or the Society. The nominees shall be approved by the Executive Committee.
The Committee shall be composed of three members, with one member appointed each
year for a term of three years.
Section 4. The Budget Committee shall prepare a
budget for the next fiscal year for approval by the membership at the Annual
Meeting. The Committee shall be composed of the President-Elect, the Treasurer,
the Treasurer-Elect in such years as the office is filled, and two members, with
one member being appointed each year for a term of two years.
Section 5. The Communications Committee shall
promote the Society to the public. The Committee shall consist of six members,
with two members appointed each year for terms of three years.
Section 6. The Donors’ Fund Trustees. See
Article XII.
Section 7. The Education Committee shall
promote archeological education and develop educational projects. The Committee
shall consist of six members, with two members appointed each year for terms of
three years.
Section 8. The Ethics Committee. See
Article V and Article XIV.
Section 9. The Field School Committee. See
Article X.
Section 10. The Fiscal Overview Committee
shall examine the financial records of the Society except in a Leap Year (in
accordance with Article II, Section 5). The
Committee shall be composed of three members appointed for terms of one year,
with no member currently serving as a member of the Board of Directors.
Section 11. The Human Remains Committee shall
advise the Board of Directors in matters relating to the handling of human
remains and associated materials which are encountered in Society activities.
The Committee shall be composed of three members, with one member being
appointed each year for a term of three years. Duties of the committee will
include monitoring the Society's field activities, considering the disposition
of remains and associated materials which are encountered, negotiating with
interested parties (agencies, landowners, appropriate ethnic groups), keeping
abreast of pertinent laws, and reporting findings and information to the Board
of Directors.
Section 12. The Internet Committee shall be
responsible for the Society’s Internet entities. The Board will approve the
creation and implementation of domains and/or electronic discussion lists and
Internet partnerships, as well as issues of substantive policy or content for
these entities. The Committee shall see to the design, general content,
and upkeep of the Society’s website(s) and maintenance of its electronic
discussion list(s). The Committee shall be composed of the President-Elect, the
Webmaster, the Listowner, and four additional members, with two appointed each
year for terms of two years. The Webmaster and Listowner (who may be either
members or employees of the Society) are appointed annually by the President
with the approval of the Board. The chair shall be a member of the Publications
Policy Committee.
Section 13. The Membership Committee shall
promote membership in the Society. The Committee shall be composed of three
members, with one being appointed each year for a term of three years.
Section 14. The Merchandising Committee shall
be responsible for overseeing the production and marketing of items that feature
and promote Texas archeology and the Texas Archeological Society. The Committee
is also responsible for maintaining stock inventory and assisting with the sale
of Society publications. The Committee shall consist of three members, with one
appointed each year for a term of three years.
Section 15. The Nominating Committee Chair
shall be elected by the Society at the Annual Meeting. The President shall
appoint two additional members of the committee, at least one of whom is not
presently serving as an officer of the Society. Members of the Committee shall
serve a term of one year and shall not be eligible to serve again on this
committee until the expiration of one full year following their term in
this office.
Section 16. The Publications Policy Committee
shall provide advice and counsel on matters of policy on all Society
publications. The Committee shall be composed of the Publications Editor,
Publications Editor-Elect in such years as the office is filled, Newsletter
Editor, Newsletter Editor-Elect in such years as the office is filled, the chair
of the Internet Committee, and the remainder of the Executive Committee, with
the Publications Editor serving as chair and the Newsletter Editor serving as
vice-chair.
Section 17. The Reports and Curation Committee
shall be responsible for assembling society history, recruiting authors, and
arranging contracts for the completion of Field School reports from expired
contracts. The Committee shall gather materials relating to the history of the
TAS and seek their placement in proper facilities. In order to follow the
progress of current field activities, a representative of this committee shall
act as an advisor to the Field School Committee when initial field school
contracts are considered, as well as to the Rock Art Committee during the
planning, implementation, and completion of its projects. The Reports and
Curation Committee shall accept the responsibility for current work after the
terms of the archeologist’s contract have expired, or the project director’s
responsibilities have been relinquished, or at any time if approved by the
Executive Committee. The Committee shall see that collections (records,
artifacts, special samples, etc.) from all Society field activities, including
but not limited to field school and rock art recording projects, are properly
curated and that access to these collections is assured. The Committee shall
consist of six members, with two appointed each year for terms of three years.
Section 18. The Rock Art Committee. See
Article XI.
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Article IX: Academy
Section 1. Academies may be conducted when
practical to train members of the Society in disciplined archeological
techniques and in complementary areas of study.
Section 2. The Academy Committee shall be
composed of six members. Two members shall be appointed annually by the
President, with approval of the Board of Directors, to serve terms of three
years. Advisors, ex officio members of the committee, may be appointed to
one-year terms as needed to assist the Committee in its duties.
Section 3. The duties of the Academy Committee,
subject to approval of the Board of Directors, shall be to direct the
development of new training sessions, and to organize and assist in the
implementation of the Academies, including the development and updating of a
procedures manual. The Committee shall supervise any Academy workshops with a
field component through the completion of reporting and curation until the terms
of the archeologist’s contract have expired, or sooner if approved by the
Executive Committee, and shall oversee the acquisition and maintenance of
Society properties pertaining to Academy operations.
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Article X: Field School
Section 1. A Field School may be conducted when
practical to train members of the Society in disciplined archeological
techniques.
Section 2. The Field School Committee shall be
composed of six members. Two members shall be appointed annually by the
President, with approval of the Board of Directors, to serve terms of three
years.
Section 3. The duties of the Field School
Committee, subject to approval of the Board of Directors, shall be to solicit,
investigate, and recommend potential field school projects; to supervise the
field schools and completion of reporting and curation until the terms of the
archeologist’s contract have expired, or sooner if approved by the Executive
Committee; and to oversee the acquisition and maintenance of Society properties
pertaining to Field School operations.
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Article XI: Rock Art
Section 1. A Rock Art recording project may be
conducted when practical to compile detailed documentation of Texas rock art
sites and to train members of the Society in disciplined rock art recording
techniques.
Section 2. The Rock Art Committee shall be
composed of six members. Two members shall be appointed annually by the
President, with approval of the Board of Directors, to serve terms of three
years.
Section 3. The duties of the Rock Art
Committee, subject to approval of the Board of Directors, shall be to solicit,
investigate, and recommend potential rock art recording projects; to supervise
these projects through the completion of reporting and curation (as defined by
the Executive Committee), and to oversee the acquisition and maintenanceof
Society properties pertaining to rock art recording operations.
Section 4. The recommended curatorial facility
for original records compiled by the Rock Art Committee will be the Texas
Archeological Research Laboratory of The University of Texas at Austin, with
copies provided to the landowner upon request.
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Article XII: The Donors' Fund
Section 1. The Donors' Fund shall be a
permanent fund, the income from which shall be used by the Board of Directors of
the Society to promote and expedite research and publication of special reports.
Section 2. The Donors' Fund shall be managed
and administered by six trustees. Two Trustees shall be appointed annually by
the President, with the approval of the Board of Directors, for terms of three
years. The Trustees shall elect their chair with approval by the Board of
Directors.
Section 3. The Trustees shall review requests
for funding and make recommendations to the Board of Directors for approval. The
grants for funding shall be issued from the revenues of interest accrued on the
Donors' Fund.
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Article XIII: Special Appointees
Section 1. The Antiquities Advisory Board
Representative shall be appointed by the President and nominated by the TAS
Board in consultation with the Texas Historical Commission (THC). Upon
acceptance by THC, the nominee will be endorsed by the Board.
Section 2. The Texas Archeology Month Liaison
shall assist in and report on the work undertaken by the Society and its
partners, the Texas Historical Commission and the Council of Texas
Archeologists, in promoting the public awareness of archeology through an annual
series of events.
Section 3. The Texas Archeological Stewardship
Network (TASN) Liaison shall report on the Texas Historical Commission's TASN
program.
Section 4.Other special appointees shall be
selected by the President and approved by the Board as deemed necessary to carry
on the work of the Society.
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Article XIV: Ethics
Section 1. A member may be expelled from the
Society upon vote of the Board of Directors for violation of the terms and
conditions of any Federal or State antiquities laws or regulations, as they
exist or shall be hereafter amended or enacted; for the practice of buying and
selling artifacts for commercial purposes, for the disregard of proper
archeological field techniques, or for the willful destruction or distortion of
archeological data.
Section 2. The Executive Committee shall serve
as an Ethics Committee and shall be responsible for upholding the ethical
standards of the Society by making recommendations to the Board of Directors for
appropriate action.
Section 3. If a complaint is filed alleging a
violation under Section 1 above, it shall be processed in accordance with the
Ethics Committee Guidelines for Disposition of Complaints and referred to the
Board of Directors for final action.
Section 4. The Executive Committee, acting as
the Ethics Committee, shall establish and amend guidelines for the disposition
of complaints, subject to approval of the Board of Directors.
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Article XV: Dissolution
Section 1. The assets of the Society shall be
used only to accomplish the purposes specified in the Constitution and Bylaws of
the Society and no part of such assets shall inure, or be distributed to, the
members of the Society.
Section 2. Upon dissolution of the Society, any
assets remaining shall be forwarded to an institution of archeological research.
Section 3. This article is in compliance with
501(c)(3) of the Internal Revenue Code.
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Article XVI: Rules of Order
The latest edition of Robert's Rules of Order Newly Revised
shall be the authority governing the meetings of the Society, Board of
Directors, Executive Committee, Committees, and Trustees, where not in conflict
with the Constitution or Bylaws of this Society.
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Article XVII: Amendment
These Bylaws may be amended by a two-thirds vote at any Annual
Meeting, providing that a written notice of the proposed amendment has been sent
to the members at least thirty days prior to the meeting. In accordance with
Article VIII, when a Bylaws issue needs to be addressed, an Ad Hoc Bylaws
Committee shall be appointed by the President and approved by the Board to serve
a term of one year. Proposed Bylaws changes shall be submitted to and reviewed
by the Board before their presentation to the membership.
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