Article
1
Incorporation
Section 1
This organization shall be known as, Italian-American
Executives of Transportation. IAET will be the acronym.
Section
2
This organization is a corporation not for profit, chartered under the ‘General
Not for Profit 501(c) 3 Act of Illinois, approved July 1943, hereinafter referred to as the Statute.
Article ll
Objectives
Section
1
- To assist in educational programs,
Scholarships and educational activities.
- To be of charitable assistance whenever possible to
Italian American groups and other worthwhile organizations.
- To promote personal acquaintances and friendly relations between
its members and to enhance the image of the Italian Americans in the community.
- To promote culture and enhance cultural awareness.
Article lll
Officers and
Executive Committee
Section 1
The officers of
the Italian American Executives of Transportation shall be:
·
President
· 1st
Vice President
·
2nd Vice President
· Recording
Secretary
·
Treasurer
· Financial
Secretary
·
Sergeant Of Arms
· Chairman
of the Board
·
Vice Chairman of the Board
And nine (9) Directors and they shall
constitute the executive committee
-
No member of the Executive Committee shall be entitled to any compensation for serving as such.
-
Executive Committee and membership will be entitled to be reimbursed for any authorized expenses incurred with
meeting the objectives of the IAET.
Article IV
Membership
Section
1
Application for membership shall be submitted, in writing, endorsed by a member in good
standing and accompanied by the first year’s membership dues in accordance with Article 5. Each application
submitted, after due investigation by the Membership Committee, shall then be referred to the Executive Committee for final
action.
Section 2
Active:
There shall be two (2) classes of active members.
a. Those
dues paying members in good standing shall constitute an active member. They can hold office and shall
be entitled to one (1) vote.
b.
Those members who for past services or circumstances so deemed as worthwhile by the Executive
Committee shall be voted as an Active Lifetime Member. These members may not hold office but do retain
their voting rights.
Section
3
Honorary: Honorary members may be elected by a majority vote of the
Italian American
Executives of Transportation at any regular or special meeting upon recommendation
of the Executive Committee. Such members pay NO dues nor shall they be entitled to vote
or hold office. All “Persons of the Year”, past and present, automatically become “Honorary” lifetime
members, if they so choose.
Section
4
Qualification for Membership:
Any person of
Italian American heritage or any individual who the Executive Board deems to be an asset to our organization will qualify
for membership. The individual must have high moral and ethical standards and believe in the Mission Statement
of the Italian American Executives of Transportation.
Section
5
Election to membership shall be by an affirmative vote of not less than two thirds (2/3’s)
of the present Executive Committee. Affirmations can also be made by e-mail initiated by the Membership
Chairman. The membership is vested in the name of the individual and is not transferable.
Section 6
Any member
may, for non participation, or conduct unbecoming a member of this organization, be suspended or dropped by a two-thirds (2/3’s)
vote of the Executive Committee, he or she shall be entitled to a refund of dues paid in advance in an amount equivalent to
the difference in dues between the date of suspension and the date to which the advance payment would have applied.
No member shall be suspended or dropped from membership prior to twenty (20) days after written notice shall have been
mailed to them and he or she has been afforded a reasonable opportunity to be heard before the Executive Committee.
Section 7
Any member wishing to tender resignation must do so in writing. Resignation may be accepted
or declined by 2/3 of the Executive Committee. There is no entitlement to a refunding of dues unless a
request is made by the resigning member and approved by 2/3rd vote of the Executive Committee. The
refund may be prorated as recommended by the Executive Committee.
Article V
Dues
& Initiation
Section 1
Annual dues shall
be fifty dollars ($50.00) per year, for those members who are under sixty-five (65) years of age. For those
members who are sixty-five (65) years of age and older, the dues shall be thirty-five ($35.00) per year. Members
accepted after July 1st of the year, shall pay twenty-five ($25.00), for those members who are under sixty-five
(65) years of age and seventeen-fifty ($17.50) for those members who are sixty-five (65) years of age or older.
Dues statements must be in the mail on or before December 15th.
a.
Dues may be waived for extenuating circumstances, such as illness, incapacitation, or financial duress, upon approval
of the Membership Chairman or President.
b. Dues may
also be waived for like kind exchanges, services rendered, consideration for future payment, or future performance of services
or exchanges, upon approval of the President.
Section 2
Suspension: Failure of any member to pay dues before March 1st
of the year which dues are payable will cause membership to be suspended. Members so terminated shall be
reinstated only after all dues in arrears have been paid, plus a reinstatement fee of $5.00 and reinstatement by the full
board.
Article VI
Fiscal
Year
Section 1
The Fiscal Year of the Italian
American Executives of Transportation shall begin the first day of January in each year and end on the thirty-first (31st)
of December of the same year.
Article VII
Meetings
Section 1
General Meetings shall be held the first Thursday
of every month. Meeting place shall be conveyed by the President or his designate and will convene at 6:30
P.M... Each General Meeting shall, be conducted by the President or designate.
Section 2
The Annual Election Meeting shall be held in November,
unless circumstances dictate otherwise. The decision will be made by the presiding Chairman of the Board.
Section 3
The installation
Dinner shall be in December, unless circumstances dictate otherwise. The decision will be made by the incoming
President.
Section 4
Fifteen
per cent (15%) of the voting members shall constitute a quorum.
Section
5
A special Meeting shall be called at anytime by the President on written request of four
(4) members of the Executive Committee or a Quorum of the voting membership stating the purpose of such meeting.
Notice of such meeting shall be mailed to the membership at least four (4) days before the date set for such meeting,
stating the purpose, and no other business except by unanimous consent.
Section
6
The Executive Committee meetings shall be held at minimum of four (4) times per year
at the direction by the President.
a.
Members of the Executive Committee should be in attendance at all meetings. If
unable to attend, they shall notify the Presiding Officer to be excused. Three unexcused absences by any
member will subject them to recall by the Executive Committee.
b.
The Sergeant-at-Arms shall call the Roll of the Executive Committee at all Board and General Meetings.
The roll shall show who was in attendance and who was excused by the Presiding Officer.
Section 7
A special Meeting of the Executive Committee may
be called at any time by the President or Chairman or three or more members of the Executive Committee, provided the Committee
is notified at least two (2) days before the date set for such a special Meeting and the purpose stated. No
other business may be considered at such special Meetings and one-third (1/3) of the Executive Committee must be present to
constitute the quorum.
Section 8
One-third
(1/3) of the members of the Executive Committee shall constitute a quorum at any Executive Committee Meeting.
Order Of Business
Section
1
Order of Business: At the regular Meetings of the Italian American
Executives of Transportation, the order of business shall be:
a. Roll
Call by the Sergeant-at-Arms of the Executive Committee
b.
Approval of minutes of preceding Meeting
c.
Approval of Treasurer’s report by members of the Executive Committee
d. Financial
Secretary’s report if applicable
e.
Report of Standing Committee’s
f.
Report of Special Committee’s
g.
Old Business
h.
New Business
Article IX
Election
of Officers
Section 1
At least thirty (30) days
prior to the Annual Election Meeting, the President shall appoint one (1) committee of five (5) members none of whom shall
be an Officer or Director*, who shall nominate the Officers and Directors for the ensuing year. This Committee
shall be chaired by the Chairman of the Board. The Committee shall present the names of the nominees to the Recording Secretary,
who shall mail the same to each member at least fifteen (15) days prior to the Annual Election.
*In order to fulfill the requirements of a Past-President serving on the nominating Committee this requirement
may, with approval of the Executive Committee, be waived if he/she is a Director.
Section 1a
Any seven (7) or more members may prepare a slate
and have it in the possession of the Recording Secretary ten (10) days prior to the Annual Election. Any
said slate or slates shall be mailed by the Recording Secretary seven (7) days prior to the Annual Election without prior
approval of the Executive Committee.
Section 1b
No one shall be nominated whose consent to serve has not been first obtained.
Section 1c
No nominations may be made from the floor at the
Annual Election Meeting.
Section 1d
No member shall be a candidate for more than one (1) office.
Section 1e
Offices of the Executive Committee shall not be held
if nominee holds an Executive Position in another Italian Organization with the exception of a Veterans Group.
Section 2
Election shall take place in the Italian American
Executives of Transportation Rooms and shall be held under the supervision of three (3) clerks appointed by the presiding
officer.
Section 3
At
the Annual Election Meeting the President, 1st Vice President, 2nd Vice President, Recording Secretary,
Financial Secretary, Treasurer, Sergeant-At-Arms and three (3) Board of Directors shall be elected for terms of three (3)
years each.
Section 3a
Commencing
with the Election for the year of 1987, there shall be three (3) Categories of Directors. There will be
three (5) Directors with a two (2) year term, and three (4) Directors with a one (1) year term. All years
subsequent will require the replacement of no more than five (5) directors for a two (2) year term.
Section 4
All official vacancies occurring during the year
shall be filled by the Executive Committee.
Section 5
Qualifications for being nominated to one of the Offices other than Director: the nominee must have been
Chairman of a Committee, or had been a member of the Board of Directors.
Section
6
Expenses incurred in defending a civil action, suit or proceeding of any Executive Board
member may be paid by the IAET in advance of final disposition. This is if the suit or proceeding is in
accordance to with the mission statement of the IAET and approved by the Executive Board. Negligence in
the exercise of duty will not be considered reimbursable.
Article X
Executive Chairman
Section 1
The Retiring President shall automatically become Chairman of the Board for the succeeding year.
The retiring Chairman of the Board shall automatically become Vice Chairman for the succeeding year.
Article XI
President and Vice President
Section
1
The President or in his/her absence, the 1st Vice President shall preside
at the General Meetings.
Section 2
In
absence of the President and 1st Vice President, the 2nd Vice President shall preside at the General
Meetings.
Article XII
Recording
Secretary
Section 1
The duties of the Recording
Secretary shall be to conduct all correspondence, keep record of the proceedings, keep roll of the members, furnish information
to any Member of the Executive Committee on request, and discharge such other duties pertaining to the Office or assigned
by the President.
Section 1a
The
Recording Secretary will have the minutes of the last General Meetings at each Meeting for reference purposes.
Article XIII
Treasurer
Section
1
The Treasurer shall collect all monies and make all disbursements after approval by the
President.
Section 2
The
Treasurer shall furnish a bond which shall be satisfactory to the Executive Committee, expenses of such bond to be paid by
the Italian American Executives of Transportation.
Section
3
Only the Treasurer shall deposit the monies of the Italian American Executives of Transportation
in a bank approved by the Executive Committee. In the absence of the Treasurer, all monies for deposit
shall be referred to the President.
Section 4
An audit of the Treasurer’s accounts shall be made by the Auditing Committee at the end of each
Year. An audit shall be made each year headed by the Financial Secretary.
Section 5
An Official Organization Seal may be used upon approval
of the Executive Board.
Article XIV
Financial
Secretary
Section 1
The Financial Secretary
shall perform such duties pertaining to his/her office, or as may be assigned to him/her by the President.
Section 1a
The Financial Secretary shall conduct the functions
of the auditing committee under the direction of the President.
Section
2
Financial auditing committee shall consist of members to be appointed by the Financial
Secretary including the Financial Secretary.
Article XV
Standing Committee
Section 1
Upon
induction into Office, the President shall appoint a Chairman for each of the following Standing Committees, such Chairman
to appoint not less than three (3) members to serve on such committees:
1. Membership
Public Relations
2.
Program/Installation
*Program to handle all functions except for standing committees.
3.
Health and Welfare and Charitable
4. By-Laws: Committee
to be appointed by the President to meet as the need arises
5. Annual
Dinner Dance/Ad Book
6. Golf Outing
7.
Education/Scholarship
* Consisting of a Chairman and five (5) members
8. Cultural
9. Candle light Bowl
10.
Day at the Races
11. Family oriented events
12.
Christmas Party
Section 1b
Other
Committees can be appointed as need arises
Section 2
1st Vice President shall appoint a Vice-Chairman for each Standing Committee.
Article XVI
Amendments
Section
1
These By-Laws may be amended by a two-thirds (2/3) vote of the Members present at any
regular or special meeting of the Italian American Executives of Transportation, provided due notice of such meeting is mailed
to the members of proposal to amend the By-Laws is given in the notice of such meeting.
Article XVI-A
Dissolution
Section
1
In the Event of Dissolution of the Corporation, The Reserve Funds and all other assets
remaining shall be distributed between non-profit charitable organizations. All financial obligations of
the Corporation will have to be met prior to any distribution of funds.
Article XVII
Parliamentary Procedure
Section
1
Robert’s Rules of Order revised shall govern all procedures not otherwise provided
for in these Articles of Incorporation and By-Laws.
Revised June 2010
