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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