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SRS Bylaws

The SRS Bylaws were amended in 2015 and approved by the SRS membership January 4, 2016

Society for Romanian Studies Bylaws

Article I. The Society for Romanian Studies

A. Name
This organization shall be known as the Society for Romanian Studies (SRS).

B. Purpose
1. The Society for Romanian Studies is an international interdisciplinary academic organization based in the United States of America dedicated to promoting the professional study, criticism, and research of all aspects of Romanian culture and civilization, particularly concerning the countries of Romania and Moldova.
2. The SRS shall not serve as a platform for promoting political parties, ideologies, or agendas.

C. Means
The Society holds annual meetings and periodic international congresses to promote Romanian studies.  The SRS publishes a Newsletter to keep its membership informed, maintains a website, and carries out other activities designed to advance the field of Romanian studies.

Article II: Membership

A. Eligibility
1. The Society for Romanian Studies is open to all academics (faculty, researchers, and students) who have an interest in Romanian studies, in Romania, Moldova and their diasporas, regardless of where they reside. Independent scholars, writers, jurists, retired academics, diplomats, librarians, professionals working in the private sector, students, and others with an interest in deepening their knowledge and understanding of Romanian and Moldovan society, culture, literature, history and politics are also invited to join.
2. There are six membership categories in the SRS: regular members, discount members, sustaining members, life members, sponsors, and patrons. In addition, organizational sponsors and patrons may be approved by the Board on a case by case basis. Organizational sponsors and patrons do not have a vote but their support will be acknowledged by SRS, including linking to organizational websites.
3. Members shall be subject to such dues as may be determined from time to time by the Executive Board.
4. Any person as defined under Article II.A.1 and in agreement with the statement of purpose given in Article I.B may become a member by full payment of annual dues for the calendar year in which her/his membership is to begin.
5. If a member resigns during any given year, her/his dues for the calendar year in which she/he resigns will be forfeited.
6. It is the responsibility of all members to remain in good standing with the SRS, which includes abiding by the Society’s purpose and principles as stated in these by-laws. The Executive Board of the SRS shall have the power to review membership status accordingly and decide upon contested cases.

B. Membership Year
The membership year shall start on January 1 and end on December 31. Membership in the SRS shall be renewable on either an annual or three-yearly basis, according to the fee structure determined by the Executive Board.

C. Rights
Members shall have the right to participate, subject to rules established by the Executive Board and the Bylaws, in programs and activities of the SRS. In addition, individual members shall have the right to:
1. hold office in the SRS;
2. vote for elective officers;
3. vote on matters referred to the membership by the Executive Board;
4. petition the Executive Board.

Article III: Members of the Executive Board

A. Definition and Composition
The Executive Board of the Society for Romanian Studies is the administrative unit of the Society. The Executive Board shall consist of the President, Vice-President, Immediate Past-President, Secretary, Treasurer, Newsletter Editor, Webmaster, eight Board Members at large, and two Graduate Student Representatives.

B. Terms of Office
Regular terms of office begin on January 1 and end on December 31.
1.  The President serves a three-year term.
2.  The Vice-President serves a three-year term.
3.  The Past-President serves a three-year term.
4.  The Secretary serves a four-year term.
5.  The Treasurer serves a four-year term.
6.  The Newsletter Editor serves a four-year term.
7.  The SRS Webmaster serves a four-year term.
8.  Board Members-at-large serve staggered four-year terms.
9.  Graduate Student members serve a two-year term.

C. Duties of the Board
1. The Board shall be responsible for the administration of the affairs of the Society. The Board shall have authority to execute on behalf of the SRS all powers and functions of the SRS consonant with the Bylaws.
2. The Board shall meet either in person or electronically at the call of the President or a majority of the Executive Board. The Board meetings shall be as frequent as needed and at least once every year. The Board is responsible for enabling full participation of all Board members.
3. The Board shall supervise the use of SRS funds.
4. The Board shall approve the sites and themes of International Congresses, as well as regional and other meetings.
5. The President shall be the presiding officer of the SRS and Chair of the Board. The President shall exercise the duties and responsibilities commonly associated with the office and as further defined under Article IV.

D. Decision-making
1. Valid board decisions require that a quorum of at least nine members of the Executive Board Members (including the President or Vice-President) participating and voting (either in person or virtually).
2. Decisions by the Board shall be made by a simple majority of those voting.

E. Attendance
Each elected officer has the duty to participate in Board meetings in person or electronically.

F. Vacancies
1. In the event of death, resignation, incapacity, or inability to carry out the duties of the office of the President (as determined by two-thirds of the Executive Board), the Board shall declare the office vacant, and the Vice-President shall assume the duties of the President and fill out the term.  The Executive Board may elect a new Vice-President to fill out the term or it may choose to leave the office vacant.
2. In the event of death, resignation, incapacity, or inability to carry out her/his duties of any of the other officers or of other board members, (as determined by a two-thirds vote of the Executive Board) the Executive Board shall declare such office vacant. Vacancies for other officers or Board positions will be filled for the remainder of the term on the basis of nominations made by the President and subsequently ratified by the Executive Board.
3.   To remain on the Executive Board a person must continue to be a member in good standing of the SRS.

Article IV: Officers

A. The officers of the SRS shall be President, Vice-President, Immediate Past-President, Secretary, Treasurer, Newsletter Editor, and Webmaster.  These officers, except for the Newsletter Editor and the Webmaster, shall be elected by the membership.  The Newsletter Editor and the Webmaster will be elected by the Executive Board on the recommendation of the President.

B.  The President shall call and preside at all meetings of members and shall be the Chair of the Executive Board. She/he shall sign all contracts, agreements and other instruments which may be entered into by or on behalf of the SRS.  The President shall appoint as needed non-voting members as advisory to the Board (committee chairs, such as the prize committees, program committee chairs, or ad hoc committee chairs) with the approval of the Board.  The President (assisted by the Vice-President) shall be responsible for monitoring Board participation and making recommendations to the Board in cases of perceived nonfeasance, misfeasance, or malfeasance.

C. The Vice-President shall assist the President in the execution of her/his functions and perform the duties of the President in the absence of the President. She/he shall also perform those specific duties assigned by the Executive Board.

D. The Past-President shall assist the President and the President-Elect in the execution of their functions.

E. The Secretary shall keep the minutes of all meetings of the Society and of the National Board; shall maintain the Archives of the Society; shall keep current the list of the Society’s liaison/representatives to other societies and associations that the SRS is affiliated or related to, as well as informing the President and the Board when replacements need to be made; shall receive and answer correspondence addressed to the Association in consultation with the president; and shall send out, receive, and tabulate election ballots, and report the result of elections to the Board. The Treasurer will also serve as an acting Secretary for purposes concerning the organization’s financial transactions.

F. The Treasurer shall have the care and custody of all funds of the Society which shall come into her/his hands, shall deposit the same in such manner and in such banks as the Executive Board or the President may direct, and shall disburse such funds under the direction of the Board. She/he shall keep true books of account and render statements thereof whenever required, and in no case less frequently than once a year, at the annual meeting of the Society; shall manage the collection of dues, and keep accurate lists of the members in each category; and shall provide to the annual meeting of the Society a written statement of disbursements and assets for the current fiscal year.

G. The Newsletter Editor shall have the responsibility for gathering news from members and other sources, for compiling the SRS Newsletter, and distributing the Newsletter at least twice a year, usually Fall and Spring.

H.  The SRS Webmaster shall have responsibility for editing, maintaining, and updating the SRS website under the direction of the President and the Secretary.  She/he will keep the Board apprised of trends and needs involved in keeping the SRS website current, useful, and primarily focused on SRS concerns and materials.

Article V: Elections

A. All SRS members in good standing at the start of the voting period will be eligible to vote for the election of officers.

B. Nominating Committee
1. The Past-President shall chair the Nominating Committee, which shall consist of the Past-President and two or three persons appointed by the President and approved by the Executive Board.
2. The Nominating Committee shall prepare a slate of candidates with at least one nominee for each vacancy. The Committee shall strive to promote balanced representation in regard to age, gender, professional background, locations of residence, and geographical and disciplinary areas of specialization, but shall not be bound by any particular formula.  It shall solicit nominations from the membership.  The Nominating Committee may not nominate for office any of its members.
3. The Committee shall ascertain that each candidate is a member of the SRS in good standing, and that the candidate has given formal consent to be nominated. To be eligible for election as President, Vice-President, Secretary, or Treasurer, a person must be a member in good standing for at least the calendar year prior to the election.
4. The Committee will submit a list of nominations (including a brief CV for each) to the President no later than October 1st of the election year.  The President will circulate this list to the Board for confirmation in a timely fashion so that the ballot can be prepared by the Secretary for circulation to the membership by November 1.

C. Ballots
1. Ballots shall be sent by the Secretary to the membership electronically no later than November 1 of the election year.  Opportunity will be given on the ballot for write-in votes.  2.  Ballots shall be returned to the Secretary no later than December 1 of the election year.  The Secretary shall tabulate the results and forward them to the President by December 10.  The President will announce the results no later than December 15.

D. Voting
1. The procedure for voting shall strive to ensure that voting is secret.  Only members in good standing may vote.
2. Voting will be by electronic media.

Article VI: Financial Operations

A. Fiscal Year: The fiscal year for the SRS shall be January 1 to December 31.

B. Funding: The SRS shall raise operating funds from donors and membership dues. The Board may approve additional fund-raising activities.

C. Membership Dues
1. Dues shall be set by the Board. The Board may create various categories and durations of membership.
2. If membership dues are not paid, memberships shall expire one calendar month after the renewal date.

D. Financial Control
1. The Executive Board shall exercise financial control over SRS funds. To facilitate this control, the Treasurer shall render statements thereof to the Board whenever required, in compliance with Article IV.F.
2. The Treasurer shall disburse such funds under the direction of the Board. For amounts greater than USD500, the Treasurer shall seek prior Board approval.
3. The Treasurer shall be able to disburse amounts up to USD500 as needed, to cover postage, newsletter expenses, website construction and maintenance, and the like.
4. The Board shall provide for a periodic (at least once every three years) audit of the Treasurer’s books, and at the end of a treasurer’s tenure.

Article VII: General Meeting

A. The General Meeting shall consist of a Membership Meeting on an annual basis and a planned program of discussions organized by the Board.

B. The Membership Meeting shall be called by President and shall be open to all members and guests of the SRS. Reports shall be presented by the President, Secretary, and Treasurer. Other committees and individuals as appropriate may also give reports.

C. Elections for the Executive Board and amendments to the Bylaws shall not be conducted at the General Meeting but shall be conducted in accordance with Article V.

Article VIII: Committees

A. The Executive Board or the President shall establish such committees as may be necessary for the conduct of the SRS affairs. Such committees shall be established as either standing committees or ad hoc committees.

B. Committee Membership:  The Executive Board shall serve as a Committee on Committees, advising the President as to the establishment, abolition, and composition of standing and ad hoc committees. All committee members shall be appointed by the President subject to the approval of the Executive Board.  Committee appointments expire when the President who appointed them leaves office unless otherwise specified when such an appointment is made.

C.  Standing Committees:  Standing Committees of the SRS include the following: the Nominating Committee, the Public Relations and Membership Committee, the SRS Book Prize Committee, the SRS Graduate Student Essay Prize Committee, and the International Congress on Romanian Studies Committee. Other standing committees can be created at the suggestion of the President with the approval of the Board.

D.  Program chairs of International Congresses, regional, and other meetings shall be appointed as needed by the president and approved by the Board. Their responsibilities will be mutually agreed on in writing.

E.  Committee and Program chairs shall be nominated by the President and approved by the Executive Board.  Board approval will not be needed if a chair-designate is already a member of the Board.  Committee and Program chairs who are not members of the Board will be non-voting ex officio members of the Board.

Article IX: Publications

A.  The Newsletter:  The SRS shall publish a Newsletter, usually twice a year, distributed via the organization’s major channels of electronic communication and posted on the website.  The Newsletter Editor is a member of the Executive Board.

B.  Studii Romanești/Romanian Studies. In collaboration with Polirom, the SRS shall maintain the Studii Romanești/Romanian Studies book series by publishing a number of scholarly volumes yearly. The Series editors will be appointed by the Executive Board for a five year, usually renewable term, and, in turn, will have the responsibility for naming consulting editors, advisory board members, and others, as well as reporting on a regular basis the progress of the series to the Board.  The SRS collection editors and the Polirom representatives shall jointly decide which manuscripts are worthy of publication, seeking advice from the Advisory Board as needed. With the approval of the Executive Board, the SRS shall make financial contributions towards each publication.

C.  Other Publications:  The SRS shall publish such other regular or occasional publications as the Executive Board deems necessary for the advancement of the SRS’s objectives.  This might include conference publication volumes, promotional materials, and so forth as approved by the Board.

Article X: Affiliations of SRS

The SRS is formally affiliated with the American Historical Association, the American Political Science Association, the Association for Slavic, East European and Eurasian Studies, the Southeast European Studies Association, and the Romanian Studies Association of America. Official SRS liaison representatives for these groups will be maintained. The National Board has the power to approve additional affiliations with other scholarly societies.

Article XI: Amendments to Bylaws

A.  Amendments to these Bylaws may be proposed by the Executive Board or by written petition to the Executive Board signed by twenty percent of the voting membership.

B.  Proposed amendments shall be submitted to the membership for formal ratification.

C.  Amendments need a simple majority of votes cast to be adopted.

Article XII: Dissolution of the SRS

The SRS can be dissolved by a membership referendum that ratifies a dissolution proposal submitted to it by the Executive Board. To be valid, such a proposal must be supported by 60% or more of the active membership when such a proposal is submitted.  In case the Society is dissolved, its assets shall be used to cover liabilities. The remaining assets shall be donated to further research and other work that is commensurate with the goals of the SRS as stated in the Bylaws. It is the responsibility of the Treasurer to provide full disclosures and reports on the financial and assets situation prior to each distribution step involved in the dissolution of the Society. While all members will be able to suggest suitable recipients for the donation, the decision shall be made by the Board with a simple majority vote. The President has the power to break a voting deadlock. A full final report by the President, officers, and the Board on all dissolution proceedings shall be distributed by electronically to the membership. With the distribution of the final report, all officers and Board members are relieved of their duties, powers, and responsibilities, and the organization ceases to exist.

Article XIII: Final Dispositions

These Bylaws entered into force on January 1, 2011 and were amended on June 15, 2015, and December 31, 2015.