Chicago Chapter - NATS By-Laws

Revised by By-Laws Committee and passed February 16, 2002.
By-Laws effective retroactive to 9/01/2001
Note: A Calendar Year shall be defined as January 1 to December 31.
A Program Year shall be defined as September 1 to August 31.

Article I Chapter Name and Location

This organization shall be known as the Chicago Chapter of The National Association of Teachers of Singing, inc., hereinafter referred to as "the Chapter." The place in this state where the principal office of the Chicago Chapter is to be located is the City of Chicago or any town or village selected by the Board within the Chicago Metropolitan area.

Article II Objectives and Code of Ethics

The Chapter adopts fully the stated purposes of NATS which are:

• To establish and maintain the highest possible standards of ethical principles and practices in the profession of teaching, singing, and vocal art.
• To establish and maintain the highest possible standards of competence in said teaching profession; to encourage and conduct research; to disseminate information to the profession at large; and to stimulate effective cooperation among vocal teachers for their mutual welfare and advancement. The Chapter as an organization subscribes without reservation to the code of ethics, adherence to which is one of the conditions of individual membership in the national association.

Article III Membership and Dues

Membership in the Chapter is contingent upon active membership in the National Organization called NATS. It is the sole responsibility of the Chapter member to keep membership in the National Organization of NATS current. Chapter membership ceases when the member resigns or is dropped from the National Organization of NATS, regardless of payment of Chapter dues.

The biennial membership dues for the Chapter shall be as set by the Board of Directors and are due before the end of the calendar year in which the membership expires. Reminder notices are sent in October of that year as applicable.

In order to be eligible to enter students in the Chapter Vocal Auditions, and be included in the Chapter Membership Directory, all Chapter membership renewals and new membership dues must be postmarked on or before December 31 of the year prior to the Chapter Vocal Auditions.

If the member’s dues remain unpaid after December 31, such members will not be eligible to enter students in the Chapter Vocal Auditions until the following calendar year and current Chapter membership shall automatically cease.

Chapter membership can be reinstated at any time. Full membership dues are required regardless of the commencement date of membership.

Article IV Board of Directors

General Powers, Terms of Office, and Duties of the Board of Directors

The Board of Directors shall derive its power from the Chapter, and shall have full authority to act for the Chapter, within the limitations defined by these By-Laws. The Board at its own discretion may study, formulate, or alter policies deemed necessary or expedient for the welfare of the Chapter. Board members shall be available for chairmanships of committees. Board members are expected to attend all called meetings and to report on their respective responsibilities. Two absences may result in dismissal from the Board.

There shall be a minimum of three Board meetings per year.

Board meetings are open to the general membership with a prior request, due to space limitations. Members of the Board are expected to attend all meetings. However, if more than two absences are necessary, it is the President’s prerogative to recommend that member’s dismissal to the Board. In such cases or in the event of a resignation of a Board member, the President shall appoint a current Chapter member in good standing to fill the member’s unexpired term.

Term Limits of the Board

Board Members shall serve on the Board for no longer than two consecutive three-year terms; i.e.: a limit of six consecutive years, except by a 2/3 majority decision of the Board. All terms of officers start at the beginning of the Program Year.

The Board shall consist of a maximum of twelve voting members in good standing, plus the retiring president.

Two members of the Board shall be elected each year for a three-year term.

The retiring president shall be an ex-officio member for one year, acting in an advisory capacity. A quorum shall consist of six members from the Officers and the Board.

Duties of the Board

Board members

Shall be available for chairmanships of ad hoc committees in the various activity areas. These duties may include, but are not limited to: social chair, publicity chair, nominating committee chair, and event chair. Shall be expected to attend all called meetings and to report on their activity areas. Two unexcused absences per program year will result in automatic dismissal. In such cases, or in the event of a resignation, the President shall appoint a chapter member to fill the unexpired term. See clause under general powers as listed above.

Officers

The Officers of the Chapter shall consist of:
President
Vice-President
Recording Secretary
Corresponding Secretary
Treasurer
Officers are elected to their positions from current members of the Board.

Duties of Officers
The President:
Shall preside at meetings of the officers and Board and at general meetings of the Chapter;
Shall ensure that the By-Laws are enforced;
Is responsible for scheduling all meetings;
Shall be empowered to appoint any and all committee chairs with the approval of a quorum of the Officers and Board;
Shall prepare the annual fall letter to be sent during September to all members;
Is an ex-officio member of all committees, with the exception of the Nominating Committee;
Shall annually appoint a nominating committee chair from the Board;

Past Presidents:
Shall serve ex-officio one additional year in an advisory position only;
Do not have voting privileges.

The Vice-President:
Shall perform any duties of the President in the absence of the President, including the calling of necessary Chapter meetings;
Shall be in charge of membership development;
Shall maintain the master file of current and past members, and coordinate with the Treasurer and Corresponding

Secretary:
Collect the dues.

The Recording Secretary:
Shall keep the minutes of Board meetings and communicate these minutes to Board members;
Shall keep a record of general Chapter Meetings and communicate the minutes of these meetings to the Board. These minutes shall be made available at the annual Chapter Meeting or upon request.
Shall be custodian of the Chapter Archives.

The Corresponding Secretary:
Shall disseminate all information to the Membership as deemed necessary by the Board of Directors;
Shall keep membership lists of both the Chicago Chapter and the Chicago National members up to date;
Shall work with the Vice-President on the Membership Directory of current members in good standing.

The Treasurer:
Shall present a report of the financial status at each Board meeting;
Shall handle the accounts of the Chapter;
Coordinate with the Vice-President of the non-payment of dues.

Elections and Terms of Office

The President shall annually appoint a Nominating Committee Chair from the Board who, in turn, shall choose the remaining four members of the Committee. The Chair and one other member shall be from the Board and the remaining three will be chosen from the current members of the chapter in good standing.

It is the duty of the Nominating Committee to prepare a slate of Officers to fill expected vacancies on the Board. The Nominating Committee must agree on the list of nominees before said nominees are approached, and shall outline the duties of each office to the nominees.

The Committee shall report its nominees to the Officers and Board in time for the slate to be included in the notice for the final meeting of the Program year.

Nominations of members other than those presented by the Nominating Committee may be added to the election slate by petition of ten members in good standing.

Board members shall be elected for no more than two consecutive three year terms. Eligibility for Board membership can resume after one year’s hiatus from the Board. The term of office may be extended by a 2/3 majority of the Board. All officers serve their office for two years (see earlier Term Limits).

Article V Quorum

A quorum at any regular meeting or called meeting of the entire Chapter membership shall consist of 20 percent of the members in good standing.

Article VI By-Laws Revision Procedures

Whenever changes in the By-Laws are deemed necessary, the President, with the approval of a simple majority of the Board, shall appoint a Chapter By-Laws Committee of three Board members. This Committee shall see that all Chapter By-Laws conform to the Constitution and By-laws of the National Association. Proposed changes shall be presented to the Board, and subsequently to the membership for approval, both by 2/3 majority vote.

Article VII Audit

At any time, the President with the approval of a simple majority of the Board may appoint an outside auditor to audit the financial records of the Treasurer. The auditor shall report the subsequent findings to the Board. Article VIII

Resolved that the By-Laws of the Chicago Chapter NATS Organization are amended to add the following provisions:

1. The place in this state where the principal office of the Chicago Chapter is to be located is the City of Chicago or any town or village selected by the Board within the Chicago Metropolitan area.
2. The Chicago Chapter is organized exclusively for charitable, religious, education, and scientific purposes, including, for such purposes, the making of distributions to organization that qualify as exempt organization under section 501(c)(3) of the Internal Revenue Code, or the corresponding of any future federal tax code.
3. No part of the net earnings of the Chicago Chapter shall inure to the benefit of or be distributable to its members, trustees, officers, or other private persons except that the Chicago Chapter shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in these bylaws. No substantial part of the activities of the Chicago Chapter shall be the carrying on of propaganda, or otherwise attempting to influence legislation and the Chicago Chapter shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public office. Notwithstanding any other provision of these bylaws, the Chicago Chapter shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from federal income tax under section 501(c)(3) of the Internal Revenue Code or the corresponding section of any future federal tax code, or (b) by a corporation, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code or the corresponding section of any future federal tax code.
4. Upon the dissolution of the Chicago Chapter, assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code, or the corresponding of any future federal tax code, or shall be distributed to the federal government, or to a state or local government for a public purpose. Any such assets not so disposed of shall be disposed of by a court of competent jurisdiction of cook County, Illinois, exclusively for such purposes or to such organization or organizations, as said court shall determine, which are organized and operated exclusively for such purposes.