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Long Island Videographers Association
BY-LAWS
Ratified on December 2003
ARTICLE I
The name of this organization shall be the Long
Island Videographers Association in the state of New
York. This organization is variously referred to in
these By-laws as LIVA or the Association.
ARTICLE II
The purposes of the Association shall be:
i. To recognize event videography as a
specialized field of endeavor.
ii. The promotion of goodwill and
advancement of videography in the New
York area.
iii. To receive in-depth knowledge from our
peers and other pros from a wide range of
fields.
ARTICLE III
Membership Requirements
Section 1.
CLASSIFICATIONS OF MEMBERSHIP
Members classified in good standing shall be entitled
to all benefits of the Association and shall be eligible
to vote and to hold office subject to the provisions
contained in, Article III, Section 3, and Article IV,
Section 2.
Paragraph 1.
Individual membership: any individual who has an interest
in or who uses video and/or primarily provides a service
and/or function related to the planning, production, and/or
distribution of video and multimedia programming.
Section 2
TERM OF MEMBERSHIP
Membership shall become effective upon payment of
dues to the Association, after a one-month
probationary period, and shall terminate at the end of
LIVA’s fiscal year unless rejected, suspended or
terminated as provided for in Section 4 and Section 5.
Section 3
MEMBERSHIP IN GOOD STANDING
A member of the Association shall be considered in
"good standing" when all their dues are paid in full
and when said member has satisfied all the criteria as
set forth in the standing rules on membership. All
memberships are automatically renewed each year by
the paying of dues within a three-month grace period.
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Section 4.
CODE OF ETHICS
All applicants for membership and all members of
the Association are bound by the following Code of
Ethics. Any violation of this code by an Association
member may result in rejection, suspension or
expulsion from the Association as described in
Section 5.
i. LIVA members should always engage
in fair and equitable business practices.
ii. LIVA members should not intentionally
use false or misleading information in
their business dealings.
iii. LIVA members should encourage the
sharing of video related knowledge and
skills so that individually and
collectively we can help elevate the
level of professionalism in the event
video industry.
Section 5.
REJECTION, SUSPENSION AND
TERMINATION
It shall be the duty of the Association to apply the
membership requirements in a fair and impartial
manner.
Paragraph 1 . Rejection: All applicants for
membership are subject to approval of the Board by
the next regular scheduled board meeting. The
decision of the Board shall be final.
Paragraph 2. Probationary Period: All applicants
for membership shall be subject to a one-month
probationary period. If during this time, the
Board does not begin proceedings to reject said
applicant, then their membership shall become
effective and they will be considered to have
been a member for 6 months .
Paragraph 3. Dues Reimbursement: Any
member applicant, rejected by the Board and
having paid yearly dues, will be entitled to a
prorated reimbursement.
Paragraph 4. Right to Hearing: Any member
accused or suspected of a violation or failure to
comply with these by-laws may be asked to
meet with the Board of Directors (at the
Board’ s discretion) for a hearing on this matter
and shall receive notice not less than ten days
prior to such a hearing. This notification shall
include all major charges brought against the
accused. The member shall have an opportunity
to present evidence regarding the same.
Paragraph 5. Suspension or Termination of
Membership : Any member, for violation of or
failure to comply with these by-laws, including,
but not limited to, provisions regarding
membership requirements and observance of
the policies and the Code of Ethics of the
Association may be suspended, expelled or
otherwise disciplined by the Board of Directors.
Paragraph 6. Unknown Decision: Any decision
by the Board, which entails suspension of
membership or permanent expulsion, must be
achieved by a unanimous vote of all 7 Board
members. This decision will be final.
ARTICLE IV
Board of Directors
Section 1.
MEMBERS OF
THE BOARD OF DIRECTORS
Paragraph 1. Members of the Board of Directors:
Subject to the provisions contained herein, the Board
of Directors shall consist of the following:
i. The Officers (President, Vice-President,
Treasurer, Secretary and 2 Sergeant at Arms)
ii. The President Emeritus (Past Presidents who
served two terms become lifetime members
of the Board. Their votes are collectively one
vote.)
Except for the President Emeritus, all members of the
Board of Directors shall be elected by the general
membership.
Section 2.
ELIGIBILITY FOR OFFICE
Any Member of the Association in good standing and
who has been a Member for at least one year prior to
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the election, may be elected to one office at a time
subject to the additional requirements established by
the Board of Directors or as otherwise contained in
these By-laws.
Paragraph 1 . A member holding a position of
President or Vice-President cannot be on the Board
of any other video association. Treasurer, Secretary,
Sergeant at Arms may hold a Board position at
another video association.
Section 3.
TERMS OF OFFICE
Paragraph 1. The Elected Officers: The terms for
President, Vice-President, Treasurer, Secretary and
Sergeant at Arms commence on January 1 and run
through December 31, one year hence.
Section 4.
DUTIES
Paragraph 1. Duties: The Board shall be the
policymaking arm of the Association and responsible
for interpretation of the by-laws. In addition, it shall
be responsible for the review of the membership
standards and any activity and/or function not
otherwise specified by these by-laws. Therefore, the
Board may take action it deems necessary and valid
for the advancement of the Association as a whole
consistent with the by-laws.
Paragraph 2. Regular Board Meetings: The Board
of Directors shall meet prior to all regularly
scheduled meetings of the LIVA at 4pm with a to be
determined location. Prior to all regular meetings, an
agenda shall be mailed, e-mailed or faxed by the
President to all members of the Board. This shall not
preclude other topics from being introduced and
action being taken during the meetings. The use of
other mediums such as teleconferencing and e-mail
shall have the same effect as all other lawfully called
meetings.
Paragraph 3. Special Meetings: Special or
emergency meetings of the Board of Directors may
be called by any member of the Board and/or the
President.
Paragraph 4. Quorum: Five members shall
constitute a quorum. Approval of a simple majority
of Board members present and voting shall be
sufficient to pass any and all motions before the
Board unless contrary to other specific provisions of
these By-laws.
Paragraph 5. Access to the Board: Meetings of the
Board of Directors shall be open to all Members of
the Association except for special closed sessions
declared by the Board. Time shall be allocated for
those Members desiring to address a specific topic to
the Board that is currently on the agenda. Members
must request time to address the Board on a topic not
covered on the agenda.
Section 5.
LENGTH OF TERMS
All elected officers shall be elected for a one-year
term.
Section 6.
NUMBER OF TERMS
Paragraph 1. Elected Officers: The President, Vice-
President, Treasurer, Secretary and 2 Sergeant at
Arms may only serve four successive terms unless
adjusted or voted on by the Board.
Section 7.
SUCESSION
Paragraph 1. Succession of Vice-President,
Treasurer Secretary and Sergeant at Arms . If the
Vice-President, Treasurer, Secretary or Sergeant at
Arms ceases to be a Member of the Association,
resigns their office, is removed pursuant to these bylaws
or for any other reason is unable or is unwilling
to fulfill the obligations of their position, that person
shall be replaced, for the remainder of their term,
with a person selected by the Board of Directors.
Paragraph 2. Succession of the President. If the
President ceases to be a Member of the Association,
resigns their office, is removed pursuant to these Bylaws
or for any other reason is unable or unwilling to
fulfill the obligations of their position, the following
procedure shall be used:
i. If the President’s term is about to expire
and his replacement has already been elected
but has not taken office, the President-Elect
should immediately assume office.
ii. If regular elections for President have not
been held and there is no President-Elect,
then a special election shall be called to fill
the office of President with all deliberate
speed. In the interim, the Vice-President
shall assume the duties of the President.
Section 8.
ATTENDANCE REQUIREMENTS
All members of the Board of directors are required to
attend in person eight of the ten regular and board
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meetings per 12-month period beginning January 1.
Failure to fulfill the above attendance requirements
shall result in removal from office by a majority vote
of the other Board members.
Section 9.
DUTIES OF THE OFFICERS
Paragraph 1. President: The President shall be the
chief executive officer of the Association. The duties
of the President shall include presiding at all
governance and meetings of the Association and of
the Board of Directors; presenting to the membership
periodic reports on the state of the Association, as
well as an annual report, representing the Association
in dealings with the public and other organizations;
informing the general membership of all significant
board decisions; making appointments including,
without limitation, all committee chairs,
representatives to other organizations; and serving as
a full member of the Board of Directors.
Paragraph 2. Vice President: The duties of the Vice-
President shall include presiding at meetings in the
absence of the President, and all other duties as
assigned by the President.
Paragraph 3. Secretary: The Secretary’s duties shall
include recording the minutes of the Association
meetings, maintaining the Association By-laws and
completing all other duties assigned by the President.
Additionally, the Secretary shall be responsible for
submitting the minutes of the general meetings for
publication in the LIVA newsletter. These records are
open to inspection by any member at reasonable
times, and where a committee needs records, for the
proper performance of its duties, they should be
turned over to the chairman. In addition to the above
duties, the secretary should have, at each meeting, a
list of all standing committees, and all special
committees as are in existence at the present time.
Paragraph 4. Treasurer: The duties of the Treasurer
shall include responsibility for ensuring that the
association funds are reasonably and prudently
invested within board approved guidelines; that
periodic reports to the membership on the
Association’s income, expense and investment
activities and that regular reports on the financial
status of the Association are presented at governance
and association meetings.
Paragraph 5 . Sergeant at Arms: The Sergeant at
Arms duties is to check nametags for submission into
meetings at the door and to conduct order of the
members during a meeting.
Paragraph 6. Delegation of Duties: Members of the
Board of Directors of the Association shall have the
right, subject to the approval of the President, to
delegate authority to perform certain duties as set
forth in the Policies and or Procedures of the
Association.
Section 10.
STANDARDS OF CONDUCT,
METHODS OF REMOVAL,
REPLACEMENT PRODEDURES
Paragraph 1. Standards of Conduct: No officer or
Member of the Board shall, for reason of office, be
entitled to receive any salary or compensation.
Paragraph 2. Removal: Removal of an officer or
Member of the Board may be accomplished also as
follows:
i. Thirty percent of the Association membership
petitions for a recall ballot setting forth their
reasons therefore.
ii. The Board shall review said petition, investigate
it, and within thirty days of receipt of the petition
to put it on a ballot form. The Board may
recommend for or against removal, but the issue
must be presented to the total membership unless
the petitioners withdraw the petition.
iii. A three-fourths majority of the total membership
must vote for removal for it to be effective
Paragraph 3. Replacement: (refer to Article IV,
Section 7).
ARTICLE V
Committees
Section 1.
STANDING COMMITTEES
The President shall appoint the Chairman of each
committee.
Paragraph 1 . The current standing committees are:
I. Election Committee
II. Event Coordinator Committee- organizes
annual picnic & holiday party.
Section 2.
OTHER COMMITTEES OR
SUBCOMMITTEES
The Board may create committees on an as-needed
basis, either on it’s own initiative or in response to a
request from the membership.
Section 3.
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COMMITTEE REPORTS
All committees shall keep the Board of Directors
apprised of their activities.
Section 4.
COMMITTEE MEMBERSHIP
Committee Membership shall be open to all
Association Members in good standing.
ARTICLE VI
Nominations, Campaigning
And Elections
Section 1.
NOMINATIONS
Paragraph 1. Date to be held: Nominations for all
officers and Members of the Board shall be held at a
regularly scheduled meeting. Nominations are held in
September and October at the regularly scheduled
meeting.
Paragraph 2 Nomination Procedure: Nominations
shall be taken from the floor and can be made and
seconded by any Association Member in good
standing.
Section 2.
CAMPAIGNING
Paragraph 1. Campaign Speeches: Every nominee
shall be given the opportunity to speak on behalf of
his/her candidacy at the October regularly scheduled
meeting. The amount of time allotted to each
candidate for his/her speeches will be set for three
minutes.
Section 3.
ELECTIONS
Paragraph 1. Date to be Held: Elections for all
officers and Members of the Board shall be held at
November scheduled meeting of the Association.
Paragraph 2. Eligibility to Vote: In order to be
eligible to vote in an election of officers, a person
must be a member in good standing for three months
prior to that election.
Paragraph 3. Election Procedure: The election shall
be conducted by a paper ballot.
Paragraph 4. Simple Plurality: A simple plurality of
the votes cast shall be sufficient to elect all officers of
the Board.
Paragraph 5 The Director of Elections and
Certification of Election Results : Votes shall be
tabulated by the Election Committee. The Election
Committee is appointed by the Board.
Paragraph 6 . In case of an electoral tie, attending
members will be handed a printed ballot to vote until
a tie is broken.
ARTICLE VII
Dues, Finances and Fiscal Year
Section 1.
DUES AND FEES
Paragraph 1. Dues: Membership dues shall be
established by a majority vote of the Board of
Directors.
Paragraph 2. Fees: Additional fees to cover the cost
of special projects, catering and rental expenditures
and various activities shall be established by the
Board of Directors and approved by a simple
majority of the members present at a regularly
scheduled meeting of the Association.
Section 2.
FINANCES
Paragraph 1. Budgets: All budgets require the
approval of the Board of Directors.
Paragraph 2. Modification to the Budget: The
Treasurer shall submit requests to the President for
all expenditures over and above or in addition to
budgeted items. The President shall request approval
from the Board of Directors for the same.
Paragraph 3. Expenditures The signature of either
the President or the Treasurer shall be required for
any expenditure of funds from the General Account.
Paragraph 4. Membership Approval: Any
budgetary item in excess of $2000 must be brought
before the membership at a regularly scheduled
meeting and shall be approved by a simple majority
vote to those members present.
Paragraph 5. Bank Accounts: All funds of the
Association shall be deposited in recognized
federally insured banks or savings institutions.
Section 3.
FISCAL YEAR
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The fiscal year of the Association shall be September
1 through August 31.
ARTICLE VIII
General Membership Meeting
Section 1.
FREQUENCY AND LOCATION OF
MEMBERSHIP MEETINGS
Paragraph 1. Frequency: Membership meetings
shall be held on the second Tuesday of every month.
Paragraph 2. Regular Location Regular Location:
The regular location shall be held at the Long Island
Marriott in Uniondale. The location may be changed
by the Board.
Section 2.
QUORUM
One third of Association Members in good standing
must be present to constitute a quorum and no official
business shall be conducted if a quorum is not
present. A simple majority vote of those in
attendance and voting is sufficient to approve any
items of business during said meeting.
ARTICLE IX
Amendments
Section 1.
INITIATION OF AMENDMENT
A vote on proposed amendments to the By-laws of
the association may be initiated by any one or more
of the following:
i. The Board of Directors.
ii. Any voting member by presenting the Board of
Directors a petition signed by not less than 10
percent of the voting members of the Association
as of the date of the petition stating the proposed
change and the reasons therefore.
Paragraph 1. Consideration of Amendments: A
proposed amendment submitted under Section 1,II
must be included on the agenda of the next regularly
scheduled meeting of the Board of Directors. The
Board may act upon the proposal by approving it by a
majority vote or returning it to the sponsor for
revision or clarification. They may also revise its
wording or format to be consistent with the format of
the By-laws. The proposed amendment must be
submitted to the membership for discussion at the
next regularly scheduled meeting unless the sponsor
agrees to an extension of time.
Section 2.
AMENDMENT RATIFICATION PROCEDURE
Paragraph 1. Balloting: Following discussion of a
proposed amendment at the Association meeting the
said amendment may be voted on by show of hands
or paper ballot and passed by a simple majority vote
of all Association members in good standing. Should
fifty percent of Association members in good
standing not be present at the meeting, the vote may
be proposed until such a majority is present. For
purposes of further discussion and/or revision or for
any reason deemed appropriate by the Association
members present, a vote on the amendment may be
postponed until the following regularly scheduled
meeting, should the majority of Association members
present at the meeting vote to do so.
Paragraph 2 . Implementation: An amendment to
these By-laws shall take effect immediately upon
tabulation of the votes by the Secretary.
Paragraph 3. Informing the Membership: The
members of the Association must be informed of any
approved amendment to the By-laws at the next
regularly scheduled meeting of the Association and
through the LIVA newsletter.
ARTICLE X
Identification and Ratification
Of these By-laws
Section 1.
INDENTIFICATION
For purposes of identification, these proposed
by-laws shall be referred to as the December 2003
By -laws.
ARTICLE XI
Limitations of Liability
Section 1.
LIMITATION OF LIABILITY
Paragraph 1. Not a Partnership: Nothing herein
shall constitute members of the Association as
partners for any purpose.
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Paragraph 2. . Limitation of Liability: No members,
officers, directors, agents or employees of the
Association shall be liable for the acts or failure to
act on the part of any other member, officers,
directors, agents or employees be liable for their acts
or failure to act under these By-laws excepts for acts
or omissions arising from their willful misfeasance or
negligence.
ARTICLE XII
Dissolution
Section 1.
DISSOLUTION
Paragraph 1. Dissolution may be accomplished only
by a three-fourths majority vote of the entire
Association Membership and a unanimous vote of the
Board of Directors. Upon ratification, the Board of
Directors shall appoint a trustee who shall be
responsible for the administration of the dissolution
of the membership.
Paragraph 2. Membership Notification: It shall be
the duty of the Board of Directors to inform the
membership of the Association of the dissolution and
the rationale therefore, and keeping the membership
advised as to the status of the dissolution action and
completion.
Paragraph 3. Valuation of Assets: The Board must
reach agreement with the trustee on the fair-market
value of the assets of the Association.
Paragraph 4. Distribution of Remaining Assets:
The Board must reach agreement with the trustee as
to the distribution of the assets of the Association.
Section 2.
TRUSTEE’S DUTIES
The trustee shall be responsible for:
Paragraph 1. Sale of Assets: The sale of all assets
of the Association at the most favorable free-market
price.
Paragraph 2. Settlement of Debts: Settlement of all
debts of the Association, and for reaching an agreed
upon price of settlement with the various creditors
should there be insufficient assets to pay all debts in
full.
Paragraph 3. Distribution of Remaining Assets:
Devising a formula for the distribution of the
remaining assets of the Association, after settlement
of all debts and expenses of dissolution.
Paragraph 4. Legal Notification: Providing all
required notification and financial reports to state and
federal authorities.
RULES OF ORDER
Section 1.
ORDER OF BUSINESS
At the regularly scheduled Association Meetings, the
order of business shall be as follows:
i. Reports of Boards and Standing
Committees.
ii. Reports of Special (Select) Committees.
iii. Unfinished Business and General Orders.
iv. New Business.
Section 2.
CONDUCT OF MEETING
i. Association meetings will be conducted
informally.
ii. Should a disagreement arise as to proper
procedure, the question will be settled by
referring to Robert’s Rules of Order.
iii. Cooperative behavior and courteous
language is expected during the meetings.
iv. Dress code for our meetings is "Business
Casual", as appropriate when meeting with
a client.
DECLARATION
The LIVA By-Laws that was ratified on December 3,
2003 supersedes all previous LIVA by-laws.
STANDING RULES
They require no notice in order to adopt them and
may be adopted from time to time, as they are needed
by the Board of Directors.
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RULE 1. Individual Member Dues: An annual
membership fee of $150 is due at the Association meeting
in September. For those joining later in the year, the dues
are prorated as follows.
September: $150
October: $135
November: $120
January: $105
February: $90
March: $75
April: $60
May: $195
June: $180
July: $165
Current members renew their annual fee of $125 due
at the Association meeting in September.
RULE 2 . Membership Renewal: If an association
member fails to pay his/her dues by December 31st
meeting, said member will have to pay $150 and will
not be allowed to pay a guest fee.
RULE 3. Meeting Fee: Non-Member: $15 per
meeting - up to two guest fees for new attendees.
RULE 4. Spending Approval: Any budgetary item
in excess of $2000 must be brought before the
membership at a regularly scheduled meeting and
shall be approved by a simple majority vote of those
members present.
RULE 5 . Location of Meetings: Unless otherwise
announced, LIVA will hold its monthly meetings at
Long Island Marriott Hotel in Uniondale, New York.
RULE 6. Video Contest.
The rules for competition are as follows:
Entries are limited to a maximum length of five (5)
minutes.
Tapes must be cued to their desired start point
BEFORE the meeting.
Tapes will be stopped at the five-minute mark
regardless of whether the production has ended.
One entry per member, per company, per competition.
The most entries allowed in the competition are
seven. If there are more than seven entries, the
entrants will randomly get picked to reach seven
entries in a lottery system.
Entrants must be a member in good standing of
LIVA in order to enter.
Studio names, logos or personnel must not appear in
entry at any time.
RULE 7. Board Member Dues:
All board members shall not be required to pay
membership dues. Past Presidents who served 2 full
years are not required to pay dues.
Rule 8. If fiscally possible, meals for the Board of
Directors meetings will be paid by LIVA.
Compensation for dinner cannot exceed $70.
Rule 9 . A LIVA recognized President of a video
association shall receive an honorary membership
during that person’s presidential term.
Rule 10. Any arrangement between someone from
LIVA and a vendor must have a signed written
agreement between the two parties. LIVA contact,
LIVA President and vendor must all sign the
contracts . Two copies have to be made, one to the
LIVA contact and one to a LIVA board member.
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