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SMPTE Constitution and Bylaws
CONSTITUTION
ARTICLE I
NAME
The name of this association shall be:
SOCIETY OF MOTION PICTURE AND TELEVISION ENGINEERS.
ARTICLE II
OBJECTS AND POWERS
The purposes for which the Society was founded, and for which it has been
operated, shall continue to be as follows:
- To foster, carry on and advance the engineering and technical aspects
of the motion-picture, television and allied arts and sciences;
- To gather, receive, prepare and disseminate scientific information
concerning the motion-picture, television and allied arts and
sciences;
- To provide for and to encourage the delivery and holding of lectures,
exhibitions, classes and conferences calculated to advance the theory and
practice of engineering involved in the motion-picture, television and
allied arts and sciences;
- To promote and further the interests of the general public in the
engineering, technical and safety aspects concerned with the use and
enjoyment of the benefits provided by the motion-picture, television and
allied arts and sciences;
- To advance the scientific aims and purposes of Subdivisions to the
extent that such scientific aims are consistent with or conform to the
scientific purposes of the Society;
- To do everything and anything reasonably or lawfully necessary, proper
or advisable for the attainment of the above purposes or for any of them
or for the furtherance of any or all such purposes;
- The Society, in order to foster its scientific purposes as herein
provided, shall have the power to own, acquire, purchase, accept gifts,
hold as trustee or otherwise, maintain, improve, mortgage, sell, lease or
dispose of real and personal property and to obtain, invest, reinvest and
use funds and properties of any kind to advance the scientific aims of the
Society;
- To accept in the name of the Society or hold as trustee or otherwise
any gift of money or property or the income thereof for one or more
limited purposes within the scope of the general purposes of the Society
as stated herein;
- To have all powers of any corporation organized for scientific
purposes under the laws of the District of Columbia to the extent not
inconsistent with the purposes and powers of the Society as herein
provided.
ARTICLE III
RESTRICTIONS
The Society shall have no capital stock. No part of the income or property
of the Society shall inure to the private benefit of any of its members,
officers or any private shareholder or individual; no substantial part of
the activities of the Society shall be the carrying on of propaganda or
otherwise attempting to influence legislation, and the Society shall not
participate in or interfere in any political campaign on behalf of any
candidate for public office.
ARTICLE IV
DISPOSITION OF ASSESTS AND DISSOLUTION
Upon the liquidation, winding up or dissolution of the Society, whether
voluntary or involuntary, and after payment of all indebtedness of the
Society, the funds, investments and other assets of the Society shall be
given and transferred, as the Board of Governors may determine, to some
other nonprofit organization having objects similar to those of the
Society. The selection of such other organization shall be made by majority
vote of all members of the Board of Governors at a meeting of said Board of
Governors called for the purpose of selecting such an organization.
ARTICLE V
MEETINGS
Sec. 1. Regular Meeting. There shall be an annual meeting of the Society
held at such time and place as may be fixed by the Board of Governors, and
other meetings of the Society shall be called as provided in the
Bylaws.
Sec. 2. Substitute for Annual Meeting. Whenever the Board of Governors, by
a majority vote of all of its members, at either a meeting or by letter
ballot, shall declare that by reason of any rule, regulation, request or
order of any governmental agency, or for any cause, it is not in the
interest of the Society to hold the annual meeting then no such meeting
shall be required to be held under this Constitution and these Bylaws, and
the Board of Governors shall fix a date by which the members of the Society
shall vote by letter ballot on any matters which might be acted upon by the
members at the annual meeting. The voting period for such letter ballot
shall be sixty days ending on the date fixed as above for voting by letter
ballot, and the date upon which the voting period expires shall be deemed
to be the date of the annual meeting within the meaning of this
Constitution and Bylaws.
ARTICLE VI
MEMBERSHIP
Sec. 1. Eligibility for Membership. Any individual, firm or corporation,
qualified in the manner prescribed in the Bylaws, shall be eligible for
membership in the Society, and shall be admitted to membership under such
terms and conditions as may be prescribed in the Bylaws.
Sec. 2. Rights and Privileges. All members shall exercise and enjoy such
rights as the Constitution and Bylaws of the Society may from time to time
prescribe.
Sec. 3. Dues. Members shall pay such dues and assessments as the
Constitution and Bylaws may prescribe.
ARTICLE VII
BOARD OF GOVERNORS
Sec. 1. Management. The management of the Society shall be vested in the
Board of Governors elected in the manner prescribed in the Bylaws.
Sec. 2. Committees. The Board of Governors shall appoint such committees as
may be prescribed in the Bylaws and may appoint such additional committees
as it may determine; all such committees shall act under the direction of
the Board of Governors and perform such duties and exercise such powers as
are specified in the Bylaws and such duties and powers as may be delegated
to such committees by the Board of Governors.
ARTICLE VIII
OFFICERS
The officers of the Society shall be a President, not more than eleven Vice
Presidents and a Secretary/Treasurer who shall be elected and have such
duties as the Bylaws may from time to time prescribe. The Past President
shall also be considered as an Officer of the Society.
ARTICLE IX
SUBDIVISIONS
Sec. 1. Formulation. The Board of Governors may authorize the formation of
Subdivisions in the manner prescribed in the Bylaws, and may combine,
divide or discontinue Subdivisions at its discretion.
Sec. 2. Activities. The activities of Subdivisions shall be subject to such
limitations and regulations as may be prescribed in the Bylaws, by the
Board of Governors or by resolution adopted at any meeting of the
Society.
ARTICLE X
AMENDMENTS
Sec. 1. Procedure and Required Vote. Amendments may be submitted to the
Board of Governors by a member of the Board or may be proposed to the Board
of Governors by any ten members of a voting grade. All amendments, before
they are submitted to the membership for discussion and vote, shall first
have been approved by the Board of Governors by resolution adopted by the
votes of a majority of the whole membership thereof. The proposed amendment
shall be submitted for discussion at the next meeting of the Society
following approval of the amendment, together with a summary of the
discussion thereon, which shall be promptly submitted by mail to all
members qualified to vote, as set forth in the Bylaws. Voting shall be by
letter ballot mailed with the proposed amendment and summary of the
discussion to the voting membership. In order to be counted, return ballots
must be received within sixty days of the mailing-out date. Such amendment
shall become effective if at least one-fifteenth of the duly qualified
members shall have voted thereon within the time limit specified herein and
if at least two-thirds of the members so voting have voted to adopt the
amendment.
Sec. 2. Restrictions. No amendment shall be made which shall be contrary to
the carrying out of the scientific purposes for which the Society was
organized, and all rights conferred herein upon any member of the Society
are granted subject to this reservation.
BYLAWS
ARTICLE I
Sec. 1. Membership Grades. The membership of the Society shall consist of
the following grades: Honorary, Sustaining, Life Fellow, Life Member, Fellow, Active - Executive, Active - Professional, Associate and Student.
Sec. 2. Qualifications. Individuals, firms and corporations qualified in
the manner hereinafter prescribed are eligible for membership.
Subsec. A. Honorary. An individual who has performed eminent service in the
advancement of engineering in motion pictures, television or in the allied
arts and sciences, and who has been elected to membership as hereinafter
provided.
Subsec. B. Sustaining. An individual, firm or corporation subscribing
substantially to the financial support of the Society.
Subsec. C. Fellow. An individual who has, by proficiency and contributions,
attained an outstanding rank among engineers or executives in the
motion-picture, television or related industries.
Subsec. D. Active (Executive and Professional). An individual who meets the qualifications set forth in
one of the following paragraphs:
Paragraph 1. An individual engaged in the motion-picture, television or
allied arts and sciences who has performed, or been responsible for,
engineering or scientific work therein; or
Paragraph 2. A teacher in a school of recognized standing who has conducted
a major course principally concerned with motion-picture or television
engineering or a subject involving the related arts and sciences; or
Paragraph 3. An individual who has made a distinct contribution to the
advancement of engineering or science in motion pictures, television or the
allied arts and sciences, or has contributed to the technical literature
thereof, or has made significant inventions therein; or
Paragraph 4. An individual who has directed important engineering and
responsible work in the motion-picture, television or related sciences and
who is otherwise qualified for the direct supervision of the technical and
scientific features of such work.
Subsec. E. Student. Any student enrolled in school may join in this
classification. The application will require the signature of the
department head or instructor to certify that the applicant is a bona fide
student, taking courses in technology involved in motion-pictures,
television or related arts and sciences.
Subsec. F. Life. An individual who meets all the following qualifications:
(1) is at least sixty-five years old; (2) has been an Active and/or Fellow
member for a total of at least twenty years, except that in either case, as
much as, but not more than five years of credit may be granted, in
exceptional circumstances, by the Board of Governors for other grades of
Society membership; (3) has, at least, five years of continuous membership
as an Active or Fellow member immediately prior to application. Individuals
who hold the grade of Fellow at the time of application will become Life
Fellows, and those holding the grade of Active will become Life
Members.
Subsec. G. Associate. This membership grade is designed to encourage early career professionals to become involved in SMPTE. It is also designed for those professionals who live in countries where the cost to become an Active Member is prohibitive. This membership grade does not qualify for Fellow or Life applications. Members in this grade are not voting members, except as noted in Section 5 of this article. Associate members may not participate in Standards activities unless the annual meeting fee is paid. Member benefits are at a reduced level. Active Members are not eligible to downgrade to this level unless they can prove financial hardship.
Sec. 3. Application for Membership. Individuals who meet the qualifications
of Article I, Sec. 2 may apply for membership in Student, Active, or Associate grades
or for a change in grade to Life Member as follows:
Subsec. A. Active and Associate. An applicant for membership in this grade shall complete
the Application for Membership form and submit it to the Society
Headquarters.
Subsec. B. Student. An applicant for membership in this grade must be a full-time student and provide a valid student ID from an educational institution.
Subsec. C. Life. An Active Member or Fellow requesting a change in
membership grade to Life Member or Life Fellow shall submit a written
application to the Secretary/ Treasurer. Life membership will not be
granted automatically.
Sec. 4. Election to Membership
Subsec. A. Honorary. Honorary membership shall be granted to individuals
qualified in the manner prescribed in Subsec. A of Sec. 2 hereof upon
recommendation of the Honorary Membership Committee when that Committee's
recommendation is concurred in by the affirmative vote of three-fourths of
the members of the Board of Governors present at any meeting of the
Board.
Subsec. B. Fellow. Active members qualified in the manner prescribed in
Subsec. C of Sec. 2 hereof shall be admitted to membership in this grade
upon recommendation of the Fellow Membership Committee when that
recommendation is concurred in by the affirmative vote of three-fourths of
the members of the Board of Governors present at any regularly constituted
meeting of the Board.
Subsec. C. Active. Upon determination by Headquarters that an applicant
meets the qualifications set forth in Subsec. D of Sec. 2 hereof and upon
approval of the application, the applicant shall become a member of this
Society. Any application upon which the Headquarters takes adverse actions
shall be referred to the Sections Vice President stating the reasons for
such action. The Sections Vice President, in consultation with the
appropriate Section Chairperson, shall determine whether the staff action
shall be sustained or overruled. The results of this consideration will be
made known, and the applicant will be advised accordingly by Headquarters.
If the finding is adverse, the applicant may appeal to the
Board of Governors by a letter addressed to the President. A determination
by the Board of Governors shall be final.
Subsec. D. Student. Upon determination by Headquarters that an applicant
meets the qualifications set forth in Subsec. E of Sec. 2 of this Article
and upon approval of the application, the applicant shall become a member
of the Society.
Subsec. E. Life. Upon determination that an applicant meets the
qualifications set forth in Subsec. F of Sec. 2 of this Article, and upon
approval of the application by the Executive Committee, and in those cases
with less than 20 years but no less than 15 years of Active or Fellow
Membership, upon approval by the Board of Governors, the applicant shall be
awarded the appropriate Life Membership grade in the Society.
Subsec. F. Associate. Upon determination by Headquarters that an applicant meets the qualifications set forth in Subsec. G of Sec. 2 hereof and upon approval of the application, the applicant shall become a member of this Society. Any application upon which the Headquarters takes adverse actions shall be referred to the Sections Vice-President stating the reasons for such action. The Sections Vice-President, in consultation with the appropriate Section Chairperson, shall determine whether the staff action shall be sustained or overruled. The results of this consideration will be made known, and the applicant will be advised accordingly by Headquarters. If the finding is adverse, the applicant may appeal to the Board of Governors by a letter addressed to the President. A determination by the Board of Governors shall be final.
Sec. 5. Voting Rights. Each member of the Society in the Honorary, Fellow
or Active grades shall be entitled to one vote on any matter presented to
the membership, and such members are eligible to be elected to office in
the Society. Members of the Society in the Associate, Student or Sustaining grades are
not entitled to vote on any matter presented to the membership, are
ineligible to hold office in the Society, and may not be appointed to chair
any committee of the Society. However, Associate, Student, and Sustaining members may be appointed to
serve as members of committees in which case they shall be entitled to vote
on matters considered by the Committee. In addition, Associate Members shall have the right to vote in Section elections. Life Members and Life Fellows shall
be entitled to all the rights and privileges of Active and Fellow
Members.
Sec. 6. Termination of Membership
Subsec. A. Resignation. Resignations of members shall be made in writing
and shall be acted upon within 30 days of receipt of said
resignation.
Subsec. B. Suspension and Termination of Membership for Nonpayment of Dues.
In the event that any member shall fail to pay dues by the end of the third
month from the due date, the membership of such person in the Society shall
automatically be suspended. Suspension of membership results in the
forfeiture of all membership rights and privileges. Such suspension shall
automatically be revoked, and all membership rights and privileges
restored, upon payment by any such suspended member of all dues in arrears
provided that they are paid within one calendar year from the due date. In
the event that dues in arrears are not so paid, the membership of such
member shall automatically be terminated.
Subsec. C. Expulsion and Reinstatement. Any member may be expelled for just
cause, other than nonpayment of dues. Expulsion may take place only upon
the vote of a majority of the entire membership of the Board of Governors
after an opportunity to be heard before the Board shall have been granted
to such member. No accused or accusing member shall be entitled to vote on
the question of any such expulsion. Any former member whose membership has
been terminated pursuant to this subsection may be reinstated upon
application made to the Board and upon approval by the vote of a majority
of the entire membership of the Board of Governors.
ARTICLE II
MEETINGS OF THE SOCIETY
Sec. 1. Annual Meeting and Notice. There shall be an Annual Meeting of the
Society held at such time and place as may be fixed by the Board of
Governors. Notice of the place, day and hour of the meeting shall be given
to each member entitled to vote at such meeting by mailing such written
notice as may be approved by the Secretary/Treasurer to each such member at
the address that appears on the records of the Society no less than 30 days
before the date of the meeting.
Sec. 2. Special Meetings and Notice. Special Meetings may be called by the
President and shall be called by the President upon the written request of
at least three members of the Board of Governors or upon the written
request of members having at least one-twentieth of the votes entitled to
be cast at such meeting. Notice of the day, place, hour and purpose or
purposes for which such meeting is called shall be mailed to each member
entitled to vote at such meeting by mailing such written notice as may be
approved by the Secretary/Treasurer to each such member at the address that
appears on the records of the Society no less than 20 days before the date
of the meeting.
Sec. 3. Members Entitled to Vote. Each member of the Society in the
Honorary, Fellow, Active and Life grades shall be entitled to one vote on
each matter presented to the membership at an Annual or Special Meeting.
Unless a greater proportion is required by these Bylaws, by the Society's
Certificate of Incorporation or by the District of Columbia Non-Profit
Corporation Act, the affirmative vote of a majority of votes entitled to be
cast by the members present or represented by proxy at a meeting at which a
quorum is present shall be necessary for the adoption of any matter voted
upon by the members.
Sec. 4. Quorum. One-fifteenth of the members of the Society entitled to
vote and present in person or by proxy shall constitute a quorum at Annual
or Special Meetings of the Society. A lesser number may adjourn a meeting
without notice other than announcement at the time of such adjournment of
the time, place and hour to which the meeting is adjourned. At any
adjourned meeting at which a quorum is present any business may be
transacted which might have been transacted at the meeting as originally
called. Members present at a duly organized meeting may continue to
transact business until adjournment notwithstanding the withdrawal of
enough members to leave less than a quorum.
Sec. 5. Proxies. At any Annual or Special Meeting of the Society, any
member entitled to vote may vote by proxy provided at Society expense and
executed in writing by such member in favor of any other member or members
of the Society. No proxy, however, shall be valid after eleven months from
the date of its execution unless otherwise provided in the proxy.
ARTICLE III
BOARD OF GOVERNORS
Sec. 1. Number and Term in Office. The Board of Governors shall consist of:
(1) the elected officers; (2) the Past President of the Society; (3)
individuals elected by the membership as hereinafter prescribed; (4) not
more than six Directors (See Administrative Practices Sec. III, D.10; E.8;
H.16 and 17) appointed, two each by the Editorial Vice President, the
Engineering Vice President and the Sections Vice President, subject to
approval of the Board of Governors for a term of one year; (5) two
individuals elected by the Board of Governors for a term of one year when
in the opinion of the Board such additional members will more adequately
represent the interests and activities of the Society's members. All
members of the Board of Governors shall be members of the Society in either
Honorary, Life Fellow, Fellow, Life Member or Active grades. All Officers
and Governors elected by the voting Membership of the Society,
International Governors and the Past President shall serve for a term of
two years (until their successors, except for the Past President, have been
duly elected) defined as follows: January 1 of each odd-numbered year shall
begin a term of office for the President, Executive Vice President, Past
President, Editorial Vice President, Secretary/Treasurer, and approximately
one-half of the Governors as specified in Article III, Sec. 2, Subsec. B.
January 1 of each even-numbered year shall begin a term of office for the
Engineering Vice President, Financial Vice President, Sections Vice
President, Conference Vice President, and the remaining approximately
one-half of the Governors as specified in Article III, Sec. 2, Subsec.
B.
Sec. 2. Regional Representation. The elected Governors prescribed in Sec. 1
(3) shall provide for geographical representation as follows:
Subsec. A. Regions. For the purpose of representation on the Board of
Governors, the membership is divided into Regions, each Region having no
less than 500 members of any grade. These Regions are as follows: (1) New
York, (2) Southern, (3) Eastern, (4) Central, (5) Western, (6) Hollywood,
(7) Canadian, (8) Asia and Australia, (9) International. The Board of
Governors will assign Sections to the Regions in which they are located
geographically.
Subsec. B. Representation. Each Region shall be represented on the basis
of one Governor for each 500 members, or fraction thereof, of any grade.
No one section within a Region shall have more than one Governor for each
500 Section members or fraction thereof, of any grade except by two-thirds
vote of the Board of Governors. Governors representing Regions shall be
elected by the voting membership in their respective Region. To increase
the number of Governors, the regional membership must exceed the nearest
multiple of 500 by at least 25 members for two consecutive years.
Conversely, the number of Governors representing a Region will not be
reduced unless the membership falls at least 25 members below the
determining multiple of 500 for two consecutive years.
Subsec. C. Continuity. To insure continuity of regional representation,
relocation of the permanent residence of an individual serving as a
Governor to a new location outside the Region represented shall constitute
a vacancy which shall be filled as described in Article III, Sec. 6.
Sec. 3. Nominations
Subsec A. Nominating Committee. Before the second Monday in January, the
President shall appoint eleven voting members of the Society to form an
SMPTE Nominating Committee. The committee shall consist of the Past
President, five members (one being an alternate) from the current Board
of Governors who are serving in the first year of a two-year term of
office and five members (one being an alternate) from any previous Board
of Governors within the past six years. The President shall be an
honorary member of the committee, voting only when it is required for a
quorum. The Past President shall be the Chair and a voting member of the
committee. In the event that the Past President is not available, a
former President shall be appointed to chair the committee.
Subsec. B. Nominees. The committee shall nominate one or more candidates
for each office of the Society to be filled for the term beginning the
following January 1. The Committee shall nominate at least two and not
more than three candidates for each vacancy to be filled on the Board of
Governors for the term beginning the following January 1. Individuals
nominated must be in voting membership grades of the Society. In the
unusual case(s) where it is impractical to nominate multiple candidates
for a regional position, the Board of Governors, by a three quarters
majority of those present and voting at the summer meeting, may waive the
requirement on a case-by-case basis.
Subsec. C. Acceptance of Nomination. The Chair of the Committee shall
determine in writing that the nominees are willing and able to accept the
position if elected before including the individual's name on the report
of the Committee to the Board of Governors.
Subsec. D. Nomination by Petition. The name of any voting member in good
standing may be placed in nomination for an office by a petition signed
by at least five percent of the Society's voting members as published in
the latest official membership list issued prior to the closing date for
nomination. For a Governor, the petition must be signed by five percent
of voting members in the Governor's region published in the latest
official membership list issued prior to the closing date for
nominations. Nomination petitions must be delivered to the
Secretary/Treasurer at Society Headquarters before the closing date for
nominations which shall be the close of business on the first Monday of
August and must be accompanied by an assurance in writing from the
nominees that they are willing and able to serve, if elected. The names
of petition nominees will be added to the ballot and identified
accordingly.
Sec. 4. Approval of Nominations. Before the last Monday of July, the list
of nominees proposed by the SMPTE Nominating Committee shall be reviewed
by the Board of Governors, and said list shall be final unless the Board,
by a three-fourths vote of the members present, directs that any
individual's name be deleted therefrom. If the Board directs that a name
be removed from the list of nominees, it must remain in session until it
selects, by a simple majority, a replacement candidate and has received
assurance in writing that the candidate is willing and able to serve if
elected. It shall be the duty of the Chair of the SMPTE Nominating
Committee to notify affected individuals of any changes resulting from
Board action, and to obtain further information of acceptance if deemed
appropriate. The Chair of the SMPTE Nominating Committee shall present to
the Secretary/Treasurer copies of all letters of notification and
acceptance derived from these changes and from the procedures of Subsec. C
above. The names of all such persons who indicate their assent shall then
be placed upon a letter ballot prepared by the Secretary/Treasurer.
Sec. 5. Election. Not later than the third Monday of August, the
Secretary/Treasurer shall cause a letter ballot to be mailed to each
voting member of the Society at the last known address appearing on the
records of the Society. The ballot shall contain, under the title of each
position to be filled, the names of the candidates whose nominations have
been approved, any petition nominees and a blank space. This blank space
shall be provided for the voting members to indicate, if they so wish, an
alternate choice of candidate for each position to be filled. Completed
ballots shall be returned and received by the Secretary/ Treasurer at
Society Headquarters before the closing date indicated on the accompanying
instructions. The closing date shall be before or on the last Monday of
September or on the Monday two weeks preceding the opening of the Fall
Conference, whichever shall be earlier. Immediately after the closing
date, all sealed ballots shall be delivered to a Committee of Tellers
appointed by the President. This Committee shall tabulate the votes not
later than the Monday following the designated closing date for the poll.
Election of candidate shall be by plurality vote, and in the case of a
tie, the choice shall be decided by lot, conducted by the Committee of
Tellers. The individuals elected shall take office on January 1 of the
following year.
Sec. 6. Filling of Vacancies. Whenever a vacancy shall occur in the Board
of Governors or in any office of the Society other than that of the
President, the remaining Governors may, by the affirmative vote of a
majority of them, elect an individual to fill such vacancy. Individuals so
elected shall serve for the unexpired term of their respective
predecessors.
Sec. 7. Meetings and Quorum. The Board of Governors shall hold at least
three meetings each year, one of which shall be at the time and place of
the Annual Meeting of the Society. At least two weeks notice of the time
and place of all regular meetings shall be sent to the members of the
Board. Special meetings may be called at any time by the President or by
any two Vice Presidents upon at least seven days' notice. At each meeting
of the Board of Governors, a majority of members shall constitute a
quorum.
Sec. 8. The Board of Governors may, by resolution adopted by a majority of
the governors eligible to vote thereon, indemnify any governor or officer
or former governor or officer of the Society or any person who may have
served at its request as a director, governor or officer of another
corporation against expenses actually and reasonably incurred in the
defense of any action, suit or proceeding, civil or criminal, in which
such person is made a party by reason of being or having been such
director, governor, or officer except in relation to matters as to which
that person shall be adjudged in such action, suit or proceeding to be
liable for negligence or misconduct in the performance of a duty.
ARTICLE IV
OFFICERS
Sec. 1. President
Subsec. A. Function. The President shall preside at all meetings of the
Society, the Board of Governors, and at all meetings of the Executive
Committee. Subject to the direction of the Board of Governors, the
President shall be the executive head of the Society.
Subsec. B. Substitute. During any period of absence or temporary
incapacity of the President, the Executive Vice President shall perform
and have the duties and powers of the President. In the event that both
the President and Executive Vice President are absent, the Engineering
Vice President or the Financial Vice President (in that order) shall
perform and have the duties and powers of the President.
Sec. 2. Executive Vice President. In the absence of the President due to
death, resignation or incapacity, the Executive Vice President shall
perform and have the duties and powers of the President. In addition, the
Executive Vice President shall perform such other duties as may be assigned
by the President.
Sec. 3. Past President. The Past President shall serve in an advisory
capacity to the other officers and governors of the Society. The Past
President shall chair the SMPTE Nominating Committee and the Fellow
Membership Committee and may be requested to assume other duties suited to
experience gained in Society affairs.
Sec. 4. Engineering Vice President. The Engineering Vice President shall be
responsible for the supervision and coordination of the work of all
technical committees of the Society, and, when authorized to do so by the
Board of Governors, may appoint committees, define their scope and
designate the members thereof.
Sec. 5. Financial Vice President. The Financial Vice President shall be
responsible for the financial operations of the Society to ensure that they
conform to the budget submitted to and approved by the Board of Governors.
The Financial Vice President shall keep all funds in the name of the
Society in a bank, or banks, approved by the Board of Governors. The
Financial Vice President may invest the surplus funds of the Society in
such manner as may be approved by the Board of Governors. At the end of
each fiscal year the books shall be audited by a certified public
accountant selected by the Board of Governors, and a report of such audit
shall be made to the Board of Governors which shall mail it to each member
of the Society.
Sec. 6. Editorial Vice President. The Editorial Vice President shall be
responsible for the content and publication of the Society's Journal and
the editorial aspects of all other publications of the Society. The
Editorial Vice President shall appoint and supervise the work of certain
administrative committees as defined in the Administrative Practices.
Sec. 7. Conference Vice President. Subject to the approval of the Board of
Governors, the Conference Vice President shall be responsible for the
national technical conferences of the Society.
Sec. 8. Sections Vice President. The Sections Vice President shall be
responsible for the coordination and administration of Subdivisions to
ensure that their activities conform to the purposes set forth in Article
II of the Constitution, and shall aid and assist Subdivisions by
interpreting the Society's policy. As a member of the Board of Governors,
the Sections Vice President shall represent on the Board the sectional
interest of all Subdivisions. The Sections Vice President shall be
responsible for aiding and furthering the formation of new
Subdivisions.
Sec. 9. Secretary/Treasurer. The Secretary/Treasurer shall chair the
Revisions Committee. The Secretary/Treasurer shall keep a record of all
meetings of the Society, the Board of Governors and the Executive
Committee. The Secretary/Treasurer shall be responsible for the maintenance
of a membership roster. The Secretary/Treasurer shall have the custody of
the records of the Society and the corporate seal. The Secretary/Treasurer
shall perform such other duties as may be required by these Bylaws or
specified by the Board of Governors. The Secretary/Treasurer shall have
custody of the funds and assets, except in invested surplus, of the
Society, and shall keep proper books of account. The Secretary/Treasurer
shall disburse the funds of the Society under the direction of the
Financial Vice President and the Board of Governors. The
Secretary/Treasurer shall give a surety company bond for the faithful
performance of duties in such amount as may be required by the Board of
Governors. The premium on such bond shall be paid by the Society.
ARTICLE V
COMMITTEES
Sec. 1. General
Subsec. A. Appointment. Such standing and ad hoc committees as may be
necessary or convenient for the proper conduct of the affairs of the
Society may be appointed as provided by the Constitution, Bylaws and
Administrative Practices of the Society. The Chairs of all such committees
shall be voting members of the Society.
Subsec. B. Term. The members of all standing committees shall hold office
until December 31 of the year following appointment or until their
successors are appointed.
Subsec. C. Term of Office of Chairperson. No person shall hold the office
of Chairperson of a standing committee for more than two consecutive
terms, but may be reappointed if there has been a lapse of one year
between the date of retirement and subsequent appointment.
Subsec. D. Quorum. A majority of the members of a committee shall
constitute a quorum unless otherwise specified in these Bylaws.
Subsec. E. Voting. No member of a standing committee may vote by proxy.
Where alternates have been appointed, an alternate may vote in the absence
of the Committee member for whom the alternate has been designated.
Sec. 2. Standing Committees
Subsec. A. Executive Committee. The members of the Executive Committee
shall consist of the President, Executive Vice President, Past President,
Engineering Vice President, Editorial Vice President, Financial Vice
President, Conference Vice President, Sections Vice President and
Secretary/Treasurer of the Society. Subject to direction by the Board of
Governors, the Committee shall have all powers of the Board of Governors
to transact business between meetings of the Board and shall have such
other powers and duties as may be delegated to it by the Board. All
transactions of the Committees shall be fully reported at the next
scheduled meeting of the Board of Governors.
Subsec. B. Honorary Membership Committee. The membership of the Committee
shall consist of five voting members of the Society comprised of the Past
President (if available, and if not, the next available former President)
as Chair, and four former Presidents (if available) as members or other
members of the Board as appointed by the President. The Committee may
recommend persons to the Board of Governors for election to membership in
the Honorary grade or their name for addition to the Honor Roll if the
person is deceased.
Subsec. C. Fellow Membership Committee. The membership of the Committee
shall consist of all members of the Board of Governors, the Chairs of
Engineering Technology Committees and the Chairs of Sections of the
Society. The Past President shall serve as Chair of the Committee; or, if
unavailable, the President shall appoint a Chair from among the members of
the Committee. The Committee may recommend persons to the Board of
Governors for election to membership in the Fellow grade.
Subsec. D. International Relations Committee. The President shall appoint
at least three members to this committee. At least one of these members
shall be from a country where there is a section of the Society outside
the United States and Canada. All appointees must be voting members of the
Society. The Committee shall advise the Board of Governors concerning
matters involving the organizational relations of the Society with
individuals or groups outside the United States and Canada. The Committee
shall also recommend to the SMPTE Nominating Committee candidates for
Governor in Regions 8 and 9.
Subsec. E. Conference Committee. The membership of this committee shall
consist of the Executive Vice President, serving as Chair, the Conference
Vice President, the Editorial Vice President, the Engineering Vice
President, the Sections Vice President, and the Financial Vice President,
or in the absence of the Financial Vice President, the
Secretary/Treasurer, and the Executive Director of the Society serving as
an ex-officio member. The Committee shall maintain a continuing long range
plan for scheduling, business arrangements and subject matter of all
regular SMPTE conferences. Sanctioning and coordination of scheduling of
special, regional or sectional conferences, jointly sponsored conferences
or section meetings, shall be the responsibility of this committee.
ARTICLE VI
Special rules relating to the administration of the Society and known as
Administrative Practices shall be established by the Board of Governors and
shall be added to or revised as necessary to the efficient pursuit of the
Society's objectives.
ARTICLE VII
DUES
Sec. 1. Amount of Dues. Annual dues for grades of membership other than
Sustaining shall be set from time to time by the Board of Governors, such
action requiring approval by a majority of all voting members of the
Board.
Sec. 2. Payment of Dues. Annual dues for membership in all grades will be
on a cyclical billing basis. The billings for the annual dues will be
forwarded to members and are payable on before their cyclical billing
dates.
Sec. 3. Transfer of Grade. Change in the grade of membership to a grade
with lower or no dues shall be without effect upon the amount of annual
dues payable in the year in which such change occurs.
ARTICLE VIII
PUBLICATIONS
Sec. 1. The Journal. The Society shall publish a monthly technical journal.
The editorial policy of the Journal shall be based upon the provisions of
the Constitution and a copy of each issue shall be supplied to each member
except those whose membership has been suspended pursuant to the provisions
of Article I, Sec. 6, mailed to the last address of record. Copies may be
made available for sale at a price approved by the Board of
Governors.
Sec. 2. Other Publications. The Society may publish such books, pamphlets
or other publications as may further the objectives of the Society.
ARTICLE IX
SECTIONS
Sec. 1. Section Authorization. Sections of the Society may be authorized in
any locality where the number of members of Associate, Active and above exceed fifty.
The geographic boundaries of each Section shall be determined by the Board
of Governors. Upon written petition for the authorization of a Section of
the Society, signed by fifty or more members of the grade of Associate, Active or
above, the Board of Governors may grant such authorization.
Sec. 2. Section Membership
Subsec. A. All members of the Society of Motion Picture and Television
Engineers in good standing residing within the geographic boundaries of
any local Section shall be considered members of that Section.
Subsec. B. Should the enrolled voting membership of a Section fall below
ten, or should the technical quality of the presented papers fall below an
acceptable level, or the average attendance at meetings not warrant the
expense of maintaining that Section, the Board of Governors may cancel its
authorization.
Sec. 3. Section Officers. The Officers of each Section shall be a
Chairperson and a Secretary/Treasurer. Each Section Officer shall hold
office for one year, or until a successor is chosen.
Sec. 4. Board of Managers. The Board of Managers shall consist of the
Section Chairperson, the Section Past Chairperson, the Section
Secretary/Treasurer, and six voting members. Each manager of a Section
shall hold office for two years. Sec. 5. Section Elections
Subsec. A. Section Nominating Committee. Before the first Monday in
January, the Chairperson of the Section shall appoint seven voting members
of the Section to form a Section Nominating Committee. The Committee shall
consist of the Section Past Chairperson (or a former Section Chairperson
if the Past Chairperson is not available) who shall act as Chairperson,
the Section Chairperson, two other members of the Board of Managers who
are serving in the first year of a two-year term, and three other voting
members of the Section who are not members of the Board of Managers.
Subsec. B. Nominations. The Section Nominating Committee shall nominate
one or more persons for the offices of Section Chairperson and
Secretary/Treasurer, and at least two but no more than three persons for
each Manager's office to be filled. All nominees shall be voting members
of the Section. Nomination shall be made by three-fourths affirmative vote
of the Section Nominating Committee. In addition, each Section Nominating
Committee shall select, for consideration by the SMPTE Nominating
Committee, two or more persons for each Governor's position to be filled
in their respective Region.
Subsec. C. Approval of Nominations. The Section Nominating Committee shall
determine that nominees are willing and able to accept the position if
elected. No later than the first Monday of February, the list of persons
selected for consideration as nominees for Governor shall be forwarded to
the Chairperson of the SMPTE Nominating Committee through Headquarters. No
later than the last Monday of February, the list of nominees for Section
offices shall be presented to the Section Board of Managers. Nominations
shall be final unless any nominee is rejected by a three-fourths vote of
the Board of Managers, and in the event of such rejection, the Board of
Managers shall make its own nomination by majority vote of the members
present.
Subsec. D. Election. The list of nominees as approved by the Board of
Managers shall be forwarded to the Secretary/Treasurer of the Society at
Headquarters no later than the first Monday of March. No later than the
third Monday of March, the Secretary/Treasurer of the Society shall cause
a letter ballot to be mailed to each voting member of the Society residing
in the geographical area covered by the Section. On the ballot, under each
office to be filled, the names of those candidates approved by the Section
Board of Managers shall be listed along with a blank space in which the
name of any other voting member of the Society may be written in.
Appropriate space shall be provided on the ballot to indicate a single
choice of candidate for each office. The ballots having been returned to
the Secretary/Treasurer at Headquarters in accordance with the
accompanying instructions before or on the last Monday of April shall be
delivered to the Committee of Tellers appointed by the President. Said
Committee shall tabulate the votes not later than the first Monday of May.
The election of candidates shall be by plurality vote and, in case of tie,
the choice shall be decided by lot. Announcement of the results shall be
communicated promptly to the respective Sections. The newly elected
officers shall take office on July 1 of the same year.
Sec. 6. Filling of Vacancies. Whenever a vacancy shall occur in the Board
of Managers or in any office of the Section, the remaining Board of
Managers may, by the affirmative vote of a majority of them, elect an
individual to fill such vacancy. Individuals so elected shall serve for the
unexpired term of their respective predecessors, and shall meet the
qualifications required for the office being filled.
Sec. 7. Section Business. The business of a Section shall be conducted by
the Board of Managers.
Sec. 8. Section Expenses
Subsec. A. Prior to the beginning of each fiscal year each Section shall
submit to the Sections Vice President the proposed budget requirements of
the Section for the next fiscal year.
Subsec. B. The Secretary/Treasurer of the Society shall deposit with each
Section Secretary/Treasurer a sum of money for current expenses, the
amount to be fixed by the Board of Governors.
Subsec. C. The Secretary/Treasurer of each Section shall send to the
Secretary/Treasurer of the Society, quarterly, or on demand, an itemized
account of all expenditures incurred during the preceding period.
Subsec. D. Expenses other than those enumerated in the budget, as approved
by the Board of Governors of the Society, shall not be payable from the
general funds of the Society without express permission from the Board of
Governors.
Subsec. E. The Section Board of Managers shall defray all expenses of the
Section not provided for by the Board of Governors from funds raised
locally.
Subsec. F. The Secretary/Treasurer of the Society shall, unless otherwise
arranged, supply to each Section all stationery and printing necessary for
the conduct of its business
Sec. 9. Section Meetings. The regular meetings of a Section shall be held
in such places and at such hours as the Board of Managers may designate.
The Secretary/Treasurer of each Section shall forward to the Sections Vice
President of the Society, not later than five days after a meeting of a
Section, a statement of the attendance and of the business
transacted.
Sec. 10. Constitution and Bylaws. Sections shall abide by the Constitution
and Bylaws of the Society and conform to the regulations of the Board of
Governors. The conduct of Sections shall always be in conformity with the
general policy of the Society as fixed by the Board of Governors.
ARTICLE X
STUDENT CHAPTERS
Sec. 1. Chapter Authorization. Following a written petition for a Student
Chapter, the Board of Governors of the Society may authorize Student
Chapters at an educational institution. This petition must be signed by a
minimum of 12 SMPTE student members who are currently enrolled and in good
standing at the educational institution (application for Society membership
may be included with the petition), an adviser (an active or higher grade
member), and the dean or the department head of the institution.
Sec. 2. Chapter Membership. Attendance at Student Chapter events shall also
be open to interested nonmembers who are students at the institution, and
guests, as space and campus policy allow.
Subsec. A. All members of the Society in good standing who are attending
the designated educational institution shall be eligible for membership in
the Student Chapter, and when so enrolled they shall be entitled to all
privileges that such Student Chapter may, under the Constitution and
Bylaws, provide.
Subsec. B. Should the attendance at student chapter events fall to below
ten, or the activity of the Student Chapter fall to fewer than four events
in a school year, the Board of Governors may cancel the
authorization.
Sec. 3. Chapter Officers. The officers of each Student Chapter shall be a
Chairperson and a Secretary (not excluding holding both offices). Each
Chapter officer shall hold office for one school year, or until a successor
is chosen. The procedure for holding elections shall be by ballot vote
during the first or second official meeting of the school year.
Sec. 4. Adviser. It shall be the Adviser's duty to advise the officers of
the chapter on its conduct and to approve its reports of activities.
Sec. 5. Chapter Expenses. Each Student Chapter shall be independently
responsible for expenses incurred.
Sec. 6. Chapter Meetings. The Chapter shall hold at least four meetings per
year. The Secretary shall forward to the Executive Director, Sections Vice
President, Society President and closest Section chairperson of the Society
at least quarterly reports of all activities for that period, giving the
subject, speaker and attendance of each meeting or event.
ARTICLE XI
AMENDMENTS
Sec. 1. Procedure and Required Vote. Proposed amendments to these Bylaws
may be initiated by the Board of Governors or by a recommendation to the
Board of Governors signed by ten voting members. All amendments, before
they are submitted to the membership for discussion, shall first have been
approved by the Board of Governors by resolution adopted by the votes of a
majority of the whole membership thereof. Proposed amendments may be
approved at any regular meeting of the Society at which a quorum is
present, by the affirmative vote of two-thirds of the Members present or
represented by proxy and eligible to vote thereon. Such proposed amendments
shall have been published in the Journal of the Society, in the issue next
preceding the date of the stated business meeting of the Society at which
the amendment or amendments are to be acted upon.
Sec. 2. Lack of Quorum. In the event that no quorum of the voting members
is present at the time of the meeting referred to in Sec. 1, the amendment
or amendments shall be referred for action to the Board of Governors. The
proposed amendment or amendments then become a part of the Bylaws upon
receiving the affirmative vote of three-quarters of the entire membership
of the Board of Governors.
ARTICLE XII
ENGINEERING DOCUMENTS
Sec. 1. Purpose. The Society's Engineering Documents, including SMPTE
Standards, SMPTE Recommended Practices and SMPTE Engineering Guidelines, as
well as American National Standards sponsored by the Society, are adopted
in the public interest; they are designed for the purpose of promoting and
furthering the interests of the general public through the statement and
dissemination of technical and engineering principles applicable to the
motion-picture, television and related arts and sciences.
Sec. 2. Definition. The Society's Engineering Documents and American
National Standards sponsored by the Society describe a product, process or
procedure with reference to one or more of the following: nomenclature,
composition, tolerances, safety, operating characteristics, performance,
testing and the service for which designed.
Sec. 3. Use. Existence of an Engineering Document of the Society does not
in any respect require that any member or nonmember adhere to it, and such
persons are free to accept or reject any adopted Engineering Document as
they see fit in the exercise of their individual discretion.
ARTICLE XIII
EXECUTIVE DIRECTOR
The Board of Governors shall appoint an Executive Director who shall be
employed by the Society on such terms and conditions as the Board shall
determine. Subject to approval by the Board of Governors, the Executive
Director may employ administrative, technical or other specialists to serve
the Society. The Executive Director shall be responsible to the Board of
Governors for the operation of the principal and such other offices as the
Society may maintain and shall be responsible to the Board for the
supervision of other employees of the Society.
ARTICLE XIV
REGISTRATION AUTHORITY
The Society shall serve as a registrar of identifiers needed by the motion
imaging and related industries to identify or process programs or other
materials for the purpose of creation, modification, storage, distribution,
or display.
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