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District 6 Bylaws &
Charter
Approved 6/25/06
BYLAWS
ARTICLE I -- MEMBERSHIP
Section 1.1 -- Any Institute member of any grade
who resides within the area designated for the District shall
be a member of the District. Throughout these Bylaws, the
term "resides" refers to the individual's preferred
Institute mailing address, either home or place of business.
Section 1.2 -- Fellows and Members shall be
eligible to hold any elective office of the District. Associate
Members shall be eligible to hold the office of Secretary-Treasurer.
A person may no longer hold elective office when they are
no longer a member of District 6. Other grades shall enjoy
all the privileges of membership, except the right to vote
and to hold elective office.
Section 1.3 - Voting members are Institute members
who are members of District 6 in good standing as determined
by Institute records, excluding student and affiliate members.
ARTICLE II - RESIGNATION AND EXPULSION
Section 2.1 -- Any Institute Member whose Institute
membership has been forfeited shall also forfeit membership
in the District. Any member of the Institute who is placed
on inactive status by the Institute Board of Direction shall
also be placed on inactive status by the District Board of
Direction. Members will be reinstated in the District only
if reinstated to active membership in the Institute.
Section 2.2 -- In the event charges of unethical
conduct are brought against a member of the Institute, the
District Board of Direction shall immediately refer the matter
to the Institute Board of Direction for handling as provided
in Article II, Section 17 of the Institute's Constitution.
ARTICLE III - FEES, DUES, AND ASSESSMENTS
Section 3.1 -- Annual dues shall be established
by the District and shall be billed by the Institute at the
time of billing Institute dues.
Section 3.2 - The District Board of Direction
may not increase annual dues by more than 10 percent in any
year without an affirmative vote of a majority of those voting
in a membership ballot following the same procedures as specified
in Section 10.2.
Section 3.3 -- Annual dues are collected in
accord with Institute Board of Direction policy.
ARTICLE IV - OFFICERS AND BOARD OF DIRECTION
Section 4.1 -- The District Board of Direction
is comprised of four District Officers and the International
Director(s) who represent District 6 on the International
Board of Direction. The District Officers consist of the President,
Vice President, Secretary-Treasurer and Past President. All
of the District Officers, with the exception of the Past President,
shall be elected at the District Annual Meeting per Article
5 and will assume office upon election, as provided in Section
7.3, or as soon as practical thereafter. The Past President
office will be filled by the most recent Past President who
remains a member of the District. International Director position(s)
shall be elected to office at the District Annual Meeting
and assume office as stated in the Institute's Constitution.
Section 4.2 -- The District Board voting membership
shall consist of the District Officers and the International
Director(s) who represent District 6. Additionally, the Editor
of WesternITE and the District Administrator shall be ex-officio,
non-voting Board of Direction members.
Section 4.3-- The terms of President, Vice President,
Secretary-Treasurer and Past President shall be for approximately
one year, ending in conjunction with the next Annual Meeting
of the District. The terms of International Director(s) shall
be as stated in the Institute's Constitution. No member shall
occupy the same elective office for more than two consecutive
terms.
Section 4.4 -- If a vacancy occurs in the office
of President, the unexpired term shall be filled by the Vice
President. If a vacancy occurs in the office of Vice President
or Secretary-Treasurer, the District Board of Direction may
elect a member to fill the unexpired term, or may choose to
temporarily assign the respective duties of the vacant position
among the remaining elected Board of Direction members. If
a vacancy occurs in the office of International Director,
the District Board of Direction shall elect a member to fill
the unexpired term. If a vacancy occurs in the office of Past
President, the Past President whose term has most recently
expired and who remains a member of the District shall fill
the unexpired term.
ARTICLE V - NOMINATION AND ELECTION OF OFFICERS
Section 5.1 -- Within 60 days after the District
Annual Meeting, the President shall appoint a Nominating Committee.
The Nominating Committee consists of the District's immediate
Past President (who chairs the committee) plus at least five
members, each from different Sections. If the immediate Past
President has a conflict of interest, or otherwise is unable
to serve as Chair, the Board will select another District
Past President to serve as Chair.
Section 5.2 -- The Nominating Committee shall
prepare its slate of one or more qualified candidates for
each elective office for consideration of the Board of Direction.
A written consent to hold office must be received from each
nominee. The Board of Direction shall approve a slate of candidates
not later than 120 days prior to the election.
Section 5.3 -- Not later than 90 days prior
to the election each year, the list of nominees shall be published
in WesternITE and displayed on the District website or otherwise
directly conveyed or transmitted to the membership by the
Secretary-Treasurer. Additional nominations for any elected
office may be made by petition, signed by at least 2% of the
eligible voting membership. To be valid, the signatures on
the petition shall include voting membership representation
from at least one-third (1/3) of the Sections in the District
(a minimum of five (5) signatures from each of these Sections
shall define adequate representation). The remaining signatures
can come from the voting membership at large. Each petition
shall be accompanied by written consent of the nominee running
for the office for which nominated, and must be received by
the Secretary-Treasurer not later than 60 days prior to the
election. A member may be a candidate for only one office.
Section 5.4 -- The election shall be at the
District's Annual Business Meeting. Not later than 30 days
prior to the election, the Secretary-Treasurer will transmit
a final ballot, listing the candidates nominated for offices
and containing a statement from the candidates (if provided
by the candidate). Final ballots returned by eligible voters
to the Secretary-Treasurer shall be canvassed. Canvassing
of the ballots shall be completed at the District's Annual
Meeting by a Teller's Committee appointed by the President.
The candidate receiving the highest number of votes for each
office shall be declared elected. In case of a tie vote, the
new District Board of Direction at its first meeting shall
choose between the candidates.
Section 5.5 -- Prior to the District Annual
Meeting, each Section and Chapter will elect a President,
who will serve as the Section/Chapter representative to the
District Board of Direction.
ARTICLE VI - GOVERNMENT
Section 6.1 -- The government of the District
shall be vested in the Board of Direction.
Section 6.2 -- The District Board of Direction
shall establish policies for the operation of the District
in conformity with the provisions of the Institute Constitution,
these Bylaws, and the District Charter.
Section 6.3 -- The Board of Direction meets
at the District Annual Meeting and at such other times and
places as it may determine. At the District Annual Meeting,
the Board of Direction shall meet and consult with the Section/Chapter
Presidents.
Section 6.4 -- The President presides at meetings
of the District and of the Board of Direction. In the absence
of the President, the Vice-President shall preside at meetings
and discharge the duties of the President. A majority of the
voting membership of the District's Board of Direction constitutes
a quorum.
Section 6.5 -- The District Board of Direction
shall act on all proposals received from its committees, Sections,
or the membership assembled at the District Annual Meetings
on matters intended as policies, standards, or recommendations
of the District. Approval by the Board is required before
District policies, standards, or recommendations become official
statements.
Section 6.6 -- The President shall be an ex-officio
member of all committees, except the Nominating Committee.
Section 6.7 -- The President shall appoint the
Chair of the Standing Committees and those special committees
as may be desirable. Standing committees include Membership,
Technical and Legislative Committees, along with others established
by the Board or Board Policies.
Section 6.8 -- The President, with Board concurrence,
shall appoint the Editor of WesternITE and charge the Editor
with responsibility for its publication and distribution.
Section 6.9 - The President, with Board concurrence,
shall appoint the District Administrator and charge the Administrator
with the responsibility of keeping the historical records
of the District and other duties deemed necessary by the Board.
Section 6.10 -- The membership may, by petition
to the District Board of Direction, initiate a vote to determine
if an officer shall be deposed from office. The petitioners
must include at least 20 percent of the eligible voters, with
at least 20 percent of the eligible voters in each of at least
three Sections. Within 30 days after receipt of the petition
by the District Board of Direction, the following question
shall be submitted to each member eligible to vote for the
office in question by secret ballot: "Shall (Name) be
deposed from the office of (Office) ?" Should the affirmative
carry a majority and if at least 50 percent of the eligible
voters cast ballots, the office shall be declared vacant and
the vacancy filled in the manner prescribed in Section 4.4.
Section 6.11 -- The membership may, by petition
to the District Board of Direction, initiate a vote to determine
if any action of the Board shall be rescinded. The petitioners
must include at least 20 percent of the eligible voters with
at least 20 percent of the eligible voters in each of at least
three Sections. Upon receipt of such petition by the District
Board of Direction, the petitioned action shall be suspended
and within 30 days the following question shall be submitted
to each eligible voter by secret ballot: "Should the
following action of the District Board of Direction be upheld:
?" Should the negative carry a majority and if at least
50 percent of the eligible voters cast ballots, the petitioned
action shall be rescinded; otherwise the suspension shall
be lifted.
Section 6.12 -- The membership may, by petition
to the District Board of Direction signed by at least five
percent of the eligible voters, cause any subject to be placed
on the agenda at the District Annual Meeting. At this Annual
Meeting, the membership assembled may advise the Board in
any manner germane to the petition. The Board, within six
months, shall report to the membership its action on the subject.
ARTICLE VII - DISTRICT MEETINGS
Section 7.1 -- Regular meetings of the District
shall be held as determined by the Board of Direction, but
not less than one meeting a year shall be held. The District
Board of Direction may call a special District meeting when
conditions justify. No action affecting the District shall
be taken at a special district meeting, however, unless at
least 14 days' written notice concerning the matter has been
sent to all members.
Section 7.2 -- The Annual Meeting of the District
shall be held at a time and place as determined by the District
Board of Direction. The Secretary-Treasurer will report the
District's financial condition at the Annual Meeting. Committee
reports and reports by the President may be made at any meeting.
Section 7.3 -- Installation ceremonies of District
Officers shall be held during the Annual Meeting.
Section 7.4 -- Section or Chapter meetings may
be held at any time not in conflict with District Meetings.
Section 7.5 -- Meetings of the District Board
of Direction shall be called by the District President as
the President deems necessary, or when the Board receives
a petition signed by the majority of the other voting members
of the Board. At least 20 days notice shall be given of any
called meeting.
Section 7.6-- Provided that all voting District
Board of Direction members are given the opportunity to participate,
the Board may conduct business using technologies such as
email and/or telephone or video conference calls. Actions
conducted in this method shall be affirmed at the next regularly
scheduled board meeting.
Section 7.7 -- The Rules contained in the current
edition of Robert's Rules of Order shall guide the Board in
conducting its business in all cases where they are applicable
and consistent with the Institute's Constitution, the District
Charter, these Bylaws, or other procedural rules established
by the District Board of Direction.
ARTICLE VIII - VOTING AND VOTING ELIGIBILITY
Section 8.1 -- Voting for officers, for amendments
to these Bylaws, for petitions to amend the Charter, and for
other matters which affect the relationship of the District
to the Institute shall be by secret ballot.
Section 8.2 -- When such a secret ballot is
required, ballots shall be sent or transmitted to voting members
in accordance with established Board policy to ensure both
the secrecy and the validity of the ballots. Voters shall
indicate their selection on the ballot, and return or transmit
the ballot to the Secretary-Treasurer or other designated
canvassing agent.
ARTICLE IX - SECTIONS AND STUDENT CHAPTERS
Section 9.1 -- The District shall administer
Sections and Student Chapters as specified in Article V of
the District Charter.
ARTICLE X - AMENDMENTS
Section 10.1 -- Proposals to amend these Bylaws
or to petition amendments to the Charter may be made by resolution
of the District Board of Direction or by written petition
to the District Board of Direction signed by at least five
percent of the District's voting members.
Section 10.2 -- Proposed amendments to these
Bylaws shall be published in WesternITE and displayed on the
District website. Written comments will be accepted for sixty
days after publication. All comments, summarized as necessary
to meet space requirements, shall be published in a subsequent
issue of WesternITE and displayed on the District website.
Proposed amendments will be discussed, and modified if appropriate,
at an Annual Business Meeting, unless the District Board of
Direction determines that a more expeditious amendment process
is necessary. The amendments, as modified by the District
Board of Direction in response to comments, shall be submitted
as prescribed in Section 8.2 of these Bylaws, normally in
conjunction with the annual election of officers and canvassed
within 60 days following such submission by the Secretary-Treasurer.
Section 10.3 -- Adoption of any amendment shall
be by an affirmative vote of a majority of those voting.
Section 10.4 - Adopted amendments to these
Bylaws take effect when approved by the International Board
of Direction, as provided in the District's Charter.
CHARTER
Article I - PREAMBLE
Section 1.1 - As authorized by the Constitution of the INSTITUTE OF TRANSPORTATION ENGINEERS, INC., hereinafter referred to as the Institute, the Board of Direction of the Institute, as recorded in the minutes of its meeting on January 20-21, 1972, and amended on August 4, 2006, grants this Charter for District 6 of the INSTITUTE OF TRANSPORTATION ENGINEERS, hereinafter referred to as the District.
Section 1.2 - This Charter shall be effective beginning January 1, 1973, and shall remain in effect including any amendments, including those approved by the Board of Direction of the Institute on August 4, 2006, until rescinded by the Board of Direction of the Institute.
Section 1.3 - This Charter shall, on the date
it becomes effective, supersede any previous charter or constitution
of a District enrolling members from the designated area and
shall annul any bylaws of such a District which may be in
conflict with it.
Article II - AREA AND PURPOSE
Section 2.1 - The area designated as that of
this District shall be Alaska, Arizona, California, Colorado, Hawaii, Idaho, Montana, Nevada,
New Mexico, Oregon, Utah, Washington, Wyoming, and all U.S.
territories outside the Atlantic Ocean and Caribbean Sea,
or as the area shall have been established from time to time
by the Board of Direction of the Institute in accord with
Article VIII, Section 1 of the Constitution as described in
the attachment(s) hereto.
Section 2.2 - To assist in advancing the purposes
shown below, this District shall be exclusively administered
and operated to receive, administer and expend funds for charitable
and educational purposes within the meaning of Section 501
(c)(3) of the Internal Revenue Code of 1986. The purpose of
this District shall be to improve the administration of the
Institute affairs, provide member representation on the International
Board of Direction, conduct an annual meeting for the interchange
of technical and professional information, provide a regional
conduit for the flow of information, and provide an opportunity
for membership participation in Institute affairs.
Section 2.3 -- Notwithstanding any other provisions
of this Charter, the District is organized exclusively for
one or more of the purposes specified in Section 501 (c)(3)
of the Internal Revenue Code of 1986, and shall not carry
on any activities not permitted to be carried on by an organization
exempt from Federal income tax under Internal Revenue Code
501 (c)(3) or corresponding provisions of any subsequent Federal
tax laws.
Section 2.4 -- No part of the net earnings of
this District shall inure to the benefit of any member, trustee,
director, officer of the organization or any private individual
(except reasonable compensation may be paid for services rendered
to or for the organization), and no member, trustee, director,
officer of the organization or any private individual shall
be entitled to share in the distribution of any of the organization's
assets on dissolution of the organization.
Section 2.5 -- No substantial part of the activities
of the District shall be carrying on propaganda, or otherwise
attempting to influence legislation [except as otherwise provided
by Internal Revenue Code 501 (h)] and it does not participate
in, or intervene in (including publication or distribution
of statements), any political campaign on behalf of any candidate
for public office.
Section 2.6 -- In the event of dissolution,
all of the remaining assets and property of the District shall
after payment of necessary expenses thereof be distributed
to such organizations as shall qualify under Section 501 (c)(3)
of the Internal Revenue Code of 1986.
Section 2.7 -- In any taxable year in which
the organization is a private foundation as described in Internal
Revenue Code 501 the organization shall distribute its income
for said period at such time and manner as not to subject
it to tax under Internal Revenue Code 4942, and the organization
shall not:
- engage in any act of self-dealing as defined
in Internal Revenue Code 4941 (d)
- retain any excess business holdings as defined
in Internal Revenue Code 4943 (c)
- make any investments in such manner as to
subject the organization to tax under Internal Revenue Code
4944; or (d) make any taxable expenditures as defined in
Internal Revenue Code 4944
- or corresponding provisions of any subsequent
Federal tax law.
ARTICLE III - MEMBERSHIP
Section 3.1 - Institute members of any grade
who, according to Institute records, reside within the area
designated for the District shall be a member of the District.
Section 3.2 - Institute members who are members
of the District shall be entitled to all privileges of the
District, except that Student members and Institute Affiliate
members may not vote or hold elective office in the District
unless the District Bylaws specifically grant such privileges
and specify that such privileges extend only to those actions,
elections, and offices which fall within the exclusive jurisdiction
of the District.
ARTICLE IV - GOVERNMENT
Section 4.1 - The government of the District
shall be vested in its elected officers and representatives
who shall constitute a District Board. The International Director(s)
shall be an ex-officio voting member(s) of the District Board.
Section 4.2 - The District Board shall manage
the affairs of the District in conformity with the provisions
of this Charter, the Constitution and the policies of the
Institute and the policies of the Board of Direction.
Section 4.3 - The District shall adopt bylaws
setting forth the structure of the District Board in accordance
with this Charter and providing the manner of nominating and
electing District officers and Section representatives and
shall specify their terms of office.
Section 4.4 - The District should elect and
announce the names of their successful candidate for International
Director at least fifteen (15) days prior to the date of the
Annual Business Meeting of the Institute in the year prior
to that Director's three (3) year term of office. Should the
office of Director become vacant, the District Board may appoint
a Director to complete the unexpired term. If the District
Board fails to act within sixty days of notification of the
vacancy, or at the request of the District Board, the Institute
Board of Direction may appoint a Director to complete the
unexpired term.
Section 4.5 - The District bylaws shall establish
and govern appointment of committees as otherwise provide
heretofore, number and times of meetings, methods of amending
bylaws, and such other matters as the District may desire,
provided such bylaws do not conflict with this Charter, the
Constitution, and policies of the Institute or policies of
the Institute Board of Direction.
Section 4.6 - Bylaws of the District may be
adopted and amended after adoption only if the proposition
is submitted as a ballot to all voting members of the District
at least thirty days in advance of the date on which action
is proposed. Adoption and amendment shall be by an affirmative
vote of a majority of those voting.
Section 4.7 - Bylaws of the District shall take
effect thirty days after being filed with the Institute. At
any time the Institute Board of Direction may annul any part
of the District's bylaws which it considers contrary to the
Constitution or best interest of the Institute by giving notice
in writing to the District.
ARTICLE V - ADMINISTRATION
Section 5.1 - The District may issue a Charter
establishing a Section within its area upon written request
of at least eight voting members residing in the proposed
Section area. The Charter shall be in a form approved by the
Institute Board of Direction. The District may rescind a Section
Charter in the manner provided in the Section Charter.
Section 5.2 - The District may issue a charter
establishing a Student Chapter at a graduate or undergraduate
school of recognized standing within its area upon written
request from the Faculty Advisor in charge of transportation
and traffic engineering courses. The charter shall be in a
form approved by the Institute Board of Direction. A Student
Chapter charter may be withdrawn by a District.
ARTICLE VI - RELATION OF DISTRICT TO INSTITUTE
Section 6.1 - The District shall not speak for
the Institute unless authorized in the particular matter in
question by the Board of Direction of the Institute. The District
may speak for itself on matters pertinent to its geographical
area of the District.
Section 6.2 - The District may not identify
itself with groups or organizations which are identified with
a geographical area not wholly within the District boundary.
It may identify itself with groups of organizations serving
wholly within the geographical area of the District.
Section 6.3 - Names and addresses of all elected
officers of the District and the dates on which the terms
of each begins and expires shall be reported in writing to
Institute Headquarters within 30 days after election.
Section 6.4 - The Institute will not be responsible
for debts contracted by the District. No dues or fees will
be required to be paid by the District to the Institute.
Section 6.5 - The District may charge annual
dues, fees and special assessments as provided in the District
bylaws. All dues and fees shall be billed by the Institute
at the time of billing Institute dues, and upon collection
remitted to the District. Annual dues for Districts shall
be levied so as to cover time periods identical with those
covered by annual dues of the Institute.
ARTICLE VII - AMENDMENT OF CHARTER
Section 7.1 - The District's elected officers
will be notified in writing by the Board of Direction of the
Institute of any proposed amendment to or withdrawal of this
Charter at least 30 days prior to the next Board of Direction
meeting so that the District may have an opportunity for a
hearing before the Board of Direction concerning the proposed
amendment or withdrawal. The amendment with or without change
or the withdrawal shall become effective 30 days after the
next scheduled Board of Direction meeting following notification.
Section 7.2 - The District may petition the
Board of Direction to amend this Charter or rescind withdrawal
action. The Board of Direction will act on the petition at
its next regular meeting scheduled at least 45 days after
receipt of the petition or at its discretion at the next regular
meeting and thus initiate the procedure described in Section
7.1 of this Charter, giving the District an opportunity for
a hearing if the question is denied.
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