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THE AMERICAN BELL ASSOCIATION INTERNATIONAL, INC.

 

CERTIFICATE OF INCORPORATION

 

EFFECTIVE JANUARY 4, 1984

 

STATE OF CONNECTICUT

 

ARTICLE I - NAME

 

                The name of the Corporation shall be The American Bell Association International, Inc.

 

ARTICLE II - PURPOSE

 

                The Corporation is organized exclusively for educational and scientific purposed related to the collection, preservation, restoration, study and research of bells.  As such, the Corporation is empowered to conduct all affairs necessary or desirable to achieve these purposes.

 

The foregoing enumeration of powers shall not be in limitation of the rights, powers and privileges of this Corporation.  This Corporation may exercise all of the rights, powers, and privileges granted to Corporations under the general laws of Connecticut and may conduct in any manner whatever any business not prohibited by law to a Corporation organized under Chapter 600 of the General Statutes of Connecticut.

 

ARTICLE III - NON-PROFIT

 

                The Corporation is non-profit and shall not have or issue shares of stock or pay dividends.

 

ARTICLE IV - MEMBERSHIP

 

There shall be one class of members.  All members shall have voting privileges as set forth in the Bylaws of the

Corporation.

 

Member shall mean and refer to any person who has paid his or her membership dues.

 

ARTICLE V - OTHER PROVISIONS

 

No part of the income of the Corporation may be distributed to any member, director or officer of the Corporation,

provided, however, reasonable compensation may be paid for services rendered by such individuals.

 

In addition, benefits may be granted to its members, directors or officers in conformity with the Corporation non-profit purposes, and further provided that the distribution upon dissolution or final liquidation of this Corporation shall not be deemed a distribution of income (if in accordance with Chapter 600 of the General Statutes of Connecticut).

 

Directors shall hold office as set forth in the Bylaws of the Corporation.

 

Explanatory Notes

 

1. This Certificate of Incorporation (or Corporate Charter) has, in essence, replaced our Constitution.  This Certificate is on file in the Office of the Secretary of the State of Connecticut.  The wording cannot be altered in any way without notifying that office and receiving its approval.

 

2. The Executive Board of The American Bell Association International, Inc., shall be considered Corporate Directors.

 

                3. Current Connecticut Statutory Resident Agent, Marcia Andrus, Past President


 

 

 

THE AMERICAN BELL ASSOCIATION INTERNATIONAL, INC.

 

BYLAWS AND STANDING RULES

(Revised July 2008)

 

 Note: The Official name of this Corporation is THE AMERICAN BELL ASSOCIATION INTERNATIONAL, INC.;

 however, for brevity, the title ABA shall be used in all cases where these Bylaws and Standing Rules refer to the Corporation.

 

ARTICLE I - MEMBERSHIP

 

As set forth in the Certificate of Incorporation, there shall be one class of membership available to persons interested in bells, whether it be the collecting of bells, bell lore, or the origin and history of bells with membership including all members of the same family residing at the same address.

 

ARTICLE II - FISCAL YEAR

 

The fiscal year of the ABA shall be April 1 through March 31.

 

ARTICLE III - RULES OF ORDER

      

The rules contained in the current Robert's Rules of Order shall govern the Corporation in all cases to which they are applicable, and in which they are not inconsistent with the rules of order of this Corporation.

 

ARTICLE IV - OFFICERS AND DISTRICT REPRESENTATIVES

      

A. The Officers of the Corporation shall be a President, First Vice President, Second Vice President, Recording Secretary, Corresponding Secretary, and Treasurer.

      

B. There shall be one Representative from each of the four Districts.

      

C. The Officers, the Immediate Past President, and the four District Representatives are the Directors of the

 Corporation.

 

ARTICLE V - EXECUTIVE BOARD

      

A. The Executive Board shall consist of the Officers, the Immediate Past President, and one District Representative from each of the four ABA Districts, and it shall be the governing board of the ABA.

      

B. Two (2) Past Presidents selected by the Past Presidents' group shall serve on the Executive Board for a two year

term in an advisory capacity only with no voting privileges. The Legal Advisor shall also serve on the Executive Board with no voting privilege.

      

C. Seven voting members of the Executive Board shall constitute a quorum.

      

D. Two members of the same family may not serve on the Executive Board at the same time.

      

E. The Districts shall be:

            

Eastern District: Ohio, West Virginia, Virginia, Pennsylvania, Maryland, Delaware, New Jersey, New York, Vermont, New Hampshire, Massachusetts, Connecticut, District of Columbia, Rhode Island, Maine, Quebec, New Brunswick, Nova Scotia, Newfoundland, Prince Edward Island, Great Britain, and other countries in Europe.

            

Southern District: North Carolina, Kentucky, Tennessee, South Carolina, Georgia, Florida, Alabama, Mississippi, Louisiana, Arkansas, Oklahoma, Texas, Mexico, and other countries in Central and South America and the Caribbean.

            

Central District: North Dakota, South Dakota, Nebraska, Kansas, Minnesota, Iowa, Missouri, Wisconsin, Illinois, Michigan, Indiana, Ontario, and Manitoba.

            

Western District: Washington, Oregon, California, Idaho, Nevada, Montana, Wyoming, Utah, Arizona, Colorado, New Mexico, Hawaii, Alaska, Saskatchewan, Alberta, British Columbia, Australia, New Zealand, Japan, and other countries in Asia.

 

ARTICLE VI - EXECUTIVE COMMITTEE

 

A. The Executive Committee shall consist of the Officers, Immediate Past President, District Representatives, Editor of The Bell Tower, all Chairmen of existing committees, and any other appointees of the President.

 

B. A majority of the members of the Executive Committee shall constitute a quorum.

 

ARTICLE VII - MEETING AND QUORUM

 

A. The Corporation shall hold one business meeting each year, to be known as the annual convention.

 

B. A quorum for the transaction of business shall be a majority of paid registered ABA members present.

 

ARTICLE VIII - NOMINATION AND ELECTION PROCEDURE

 

A. SLATE OF OFFICERS AND DISTRICT REPRESENTATIVES

 

(1).  The Nominating Committee shall submit a slate of nominees consisting of one candidate for each Officer position and one candidate for District Representative from each of two Districts (see Article IX, B - 4).  The offices of President and First Vice President are filled by the previous First Vice President and Second Vice President, respectively; who automatically move up to said positions unless they indicate, in writing, that they do not desire to serve.

 

(2). An alternate slate for the same offices as submitted by the nominating committee may be submitted to the President not later than thirty days before the annual convention.  It must be signed by at least fifteen accredited members of the ABA and must have written permission of the candidates attached thereto.

 

B. VOTING

 

If there is but one candidate for each office, the ballot may be dispensed with and the nominees elected by voice vote.  A majority vote of the members present at the annual convention shall be required for election.  Voting shall be by ballot if there is an alternate slate or more than one candidate presented for an office.  In the event that no candidate receives a majority vote on the first ballot, all but the two highest for such office shall be eliminated and the balloting continued.

 

C. TELLERS

 

When a ballot vote is necessary, the President shall appoint a committee of three tellers to distribute and collect ballots and tally the vote.  The Chairman of the committee shall, before the meeting is adjourned, report the final results of the election to the membership and the President shall declare who are elected.

 

D. INSTALLATION

 

Although the newly elected officers and District Representatives hold office upon being elected, they shall be formally installed as the last order of business on the final night of the annual convention.


 

ARTICLE IX - OFFICERS' AND DISTRICT REPRESENTATIVES QUALIFICATIONS, TERM OF OFFICE AND VACANCIES

 

A. QUALIFICATIONS

 

Candidates for elective offices shall have been members in good standing for at least two years immediately prior to their nomination. Candidates for Officer shall have previously served either as an Officer, District Representative, Chairman/Co-Chairman of a Committee of the Corporation, President/Chairman of a local chapter, or as members for at least three years of The Bell Tower Standing Committee or the Convention Standing Committee. Candidates for District Representative shall have resided in the district for at least one year. No member shall hold more than one elective office at one time. Any Officer may serve as a non-voting member of a committee.

 

B. TERM OF OFFICE

 

(1). Officers are elected for a period of one year.

 

(2). With the exception of the Treasurer, the Recording Secretary, and the Corresponding Secretary, no officer shall succeed himself/herself in office.

 

(3). The terms of the Treasurer and the Recording Secretary shall be limited to four years.

 

(4). District Representatives from each of four districts are elected for two years.  When the position of District Representative is established initially, representatives from the Western and Central Districts will be elected for two years and representatives from the Eastern and Southern Districts will be elected for one year to permit one District Representative from each of two districts to be elected each year thereafter.

                                                                     

C. VACANCIES

 

The president, upon written approval of the Executive Board, shall have the authority to fill any vacancy caused by the death, resignation, or the removal from office of any member of the Executive Board.

 

ARTICLE X - DUTIES OF OFFICERS AND DISTRICT REPRESENTATIVES

 

A. PRESIDENT

 

(1). The President shall preside at all meetings of the Corporation, the Executive Board, the Executive Committee, and shall be responsible for the general conduct and affairs of the Corporation.  He/she shall be responsible for all necessary arrangements for any meetings.

 

(2). With the approval of a quorum of the new Executive Board, the President shall appoint a Parliamentarian; a Chaplain; a Town Crier, a Custodian of Properties; a Historian; a Legal Advisor, a Tax Consultant; a Special Services Chairman; a Coordinator of Regional Groups, Chapters, and Study Clubs; a Welcome Letter Writers Committee Chairman with necessary Welcome Letter Writers; an Internet Coordinator, and also any Special Committees deemed necessary.  The President shall also appoint one member to each of the following rotating committees; Trustees; Membership Expansion; Nominating; Audit; Job Description; Charter, Bylaws, and Standing Rules; and Educational Endowment Board.

 

(3). The President shall be ex-officio member of all committees except the nominating committee, audit committee, and tellers' committee.

            

(4). The President shall approve in writing, all special orders drawn upon the treasury.

            

(5). The President shall have the honor of receiving at time of installation, the official General Grant Bell with engraved base along with the Presidents’ Organizational Bell, and shall be responsible for same during his/her term of office.

 


 

B. FIRST VICE PRESIDENT

 

(1). In the absence of the President, the First Vice President shall preside and perform the duties of the President.  Upon the death, resignation, or removal from office of the President, he/she shall assume the Presidency.

            

(2). The First Vice President shall serve in an advisory capacity on the Educational Endowment Board.

 

C. SECOND VICE PRESIDENT

            

(1). In the event of death, resignation, or removal from office of the First Vice President, the Second Vice President shall assume the duties of the office of First Vice President.

            

(2). The Second Vice President shall serve in an advisory capacity on the Membership Expansion Committee.

 

D. RECORDING SECRETARY

            

(1). The Recording Secretary shall keep accurate minutes of all meetings of the Corporation, the Executive Board, and the Executive Committee, and shall send the transcribed minutes to the President for approval.

            

(2). He/she shall keep on file copies of the Charter, Bylaws, and Standing Rules that he/she receives from the Chairman of the Charter, Bylaws, and Standing Rules Committee that was chairman when they were written.

            

(3). Copies of the minutes of meetings and committee reports shall be furnished each member of the Executive Board, the President's file, and the Historian, within 90 days after the conclusion of the convention.

            

(4). As Immediate Past Recording Secretary, he/she shall make available the minutes of the previous year's annual meeting at the following annual convention.

 

E. CORRESPONDING SECRETARY

 

The Corresponding Secretary, upon instruction of the President or the Executive Board, shall receive and answer correspondence.

 

F. TREASURER

               

(1). The Treasurer shall deposit all Corporation funds in the same bank, in separate savings and checking accounts, or CD's in the name of "The American Bell Association International, Inc.", with bank-required signature cards signed by the current President, Treasurer, and First Vice President until a total sum of $100,000 is reached.  At that time enough accounts should be transferred so that bank insurance coverage will apply.  A separate account shall be maintained for the ABA Educational Endowment Fund, (using Corporation's full name) with the same aforementioned signature cards being used.  The same ruling will apply to any other accounts that are restricted funds.

              

(2). The Treasurer shall pay all bills of the Corporation as budgeted, and any other bills upon written voucher   signed by the president, or as authorized by a majority of the Executive Board.

               

(3). The Treasurer shall retain all financial instruments such as passbooks, statements, or certificates of deposit in order to assure timely and efficient handling.  A listing of these instruments shall be given to the President, and said list shall be updated as changes are made.  In addition, this list will be used for audit purposes as well as a check-off list for both officers when records are passed on to a newly-elected Treasurer at the close of Convention.  The Treasurer shall prepare quarterly financial reports and submit copies to the full Executive Board and the Tax Consultant.

             

 (4). The Treasurer shall be bonded for an amount sufficient to cover the financial exposure of the Corporation and said bond shall be held by the ABA Legal Advisor.  If the Treasurer is unable to serve or fulfill the duties of his/her office, the President shall be empowered to sign checks and be covered by the blanket bond until a successor has been appointed or elected.

              

(5). The Treasurer shall be Chairman of the Budget Committee.

       (Refer to Budget Committee ARTICLE XV [C]).

              

(6). The Treasurer shall assist the Convention Treasurer, and upon receipt of the detailed report, as to income and expenses of the convention which the Convention Treasurer has submitted for audit, he/she shall receive the surplus funds or pay the deficit within four months after the convention.

              

(7). The Treasurer shall prepare the complete financial report for each fiscal year ending March 31st and forward it to the Tax Consultant no later than the end of May for his/her review and preparation of the required tax returns.  This fiscal report along with the June quarterly financial statement shall be presented by the Treasurer at the annual Convention to provide a current corporate picture and to establish a basis for the Budget Committee's assignment.

 

G. DISTRICT REPRESENTATIVES

             

(1). The Representative from each ABA District must have been an ABA member for at least two years, have attended at least two ABA conventions, and have resided in the district for one year.  They shall be voting members of the Executive Board.

             

(2). District Representatives may be assigned by the President to serve in an advisory capacity on various committees.

 

H. IMMEDIATE PAST PRESIDENT

             

(1). The Immediate Past President shall conduct the installation of the newly elected officers.

             

(2). The Immediate Past President shall be a voting member of the Executive Board.

             

(3). The Immediate Past President shall be a non-voting ex-officio member of the Nominating Committee.

 

 ARTICLE XI - TERMS OF OFFICE FOR APPOINTEES

      

All appointees may serve an unlimited number of successive terms, unless specifically prohibited in the Bylaws. All appointments are subject to reappointment by the incoming President and must be approved by the new Executive Board

 

ARTICLE XII - DUTIES OF APPOINTEES

      

Reports are required to be given at the annual Executive Committee Meeting by all committee chairmen and an operating budget shall be provided for those committee chairmen and appointees who incur expenses in the completion of their assigned duties. These reports are to be made available to the general membership upon request.

      

A. THE BELL TOWER EDITOR

             

(1). The Editor of The Bell Tower shall be responsible for publication of The Bell Tower and shall provide camera ready copy, for the outside printing company retained by the ABA, after editing, proofreading, and selecting pictures and/or graphics.  The Bell Tower is to be known as the official publication of the Corporation.                                     

             

(2). The position of Editor shall be for an indefinite number of years.  The performance of the Editor shall be evaluated yearly by The Bell Tower Standing Committee, and approved by the Executive Board.

             

(3). If an Editor is to be replaced, an application for the position will be advertised in The Bell Tower.

             

(4). Selection of a new Editor will be made by The Bell Tower Standing Committee and approved by the Executive Board.  The Editor shall be an independent contractor and shall operate under a contract delineating the fee and expense schedule mutually acceptable to the Editor and to The Bell Tower Standing Committee and approved by the Executive Board.

              

(5). The Editor shall endeavor to incorporate, inasmuch as possible, all basic and informative material and still maintain the personal and intimate feeling The Bell Tower has had from its inception.

      

B. HISTORIAN

             

(1). The Historian shall keep and preserve the historical records of the Corporation, keep a complete file of all The Bell Towers, copies of all available researched material made by members, and published books on bells and other materials which might be of value to members.  All purchased items shall have the approval of the Executive Board.

            

(2). The Historian shall make available to the membership, when requested, copies of any materials in the files, and is responsible to insure that all loaned material (books, pamphlets, clippings, etc.) are returned in accordance with established library rules.  Whenever possible, copies should be made and the requesting member(s) charged for same.

      

C. MEMBERSHIP CHAIRMAN

            

(1). The Membership Chairman shall receive all payments of dues and shall forward all monies to the ABA account, with quarterly reports to the Treasurer.

            

(2). The Membership Chairman shall be bonded and said bond to be held by the Legal Advisor.

            

(3). The Membership Chairman shall send a renewal notice to each member as required.

            

(4). The Membership Chairman shall keep an up to date membership roster and provide membership changes and/or labels for mailing of The Bell Tower by the printer.  A computer disk listing all paid members shall be furnished to a designated member of The Bell Tower Standing Committee on a bi-monthly basis.

            

(5). The position of Membership Chairman shall be for an indefinite number of years subject to annual review by The Bell Tower Standing Committee and with the approval of the Executive Board.

            

(6). If a Membership Chairman is to be replaced, an application for the position will be advertised in The Bell Tower.

            

(7). Selection of a new Membership Chairman will be made with the majority vote of The Bell Tower Standing Committee and by approval of the Executive Board.

      

D. CUSTODIAN OF PROPERTIES

            

(1). The Custodian of Properties shall maintain an inventory of all tangible properties of the Corporation and shall assume the responsibility and/or care therefore.  He/she shall at all times know with whom and where all properties are located and shall render an annual report of same.  He/she shall assist in seeing that all properties are properly cared for and arrive at their destination safely.

            

(2). He/she shall see that the ABA banner is properly displayed during convention and removed after convention.

            

(3). He/she shall see that sufficient insurance is carried on all paraphernalia and property.

 

(4). In the absence of a Custodian of Properties, the assigned duties shall be assumed by the Convention Standing Committee.
 

E. SPECIAL SERVICES CHAIRMAN

      

The Special Services Chairman shall be responsible for the procurement and sale of ABA stationery, postcards, jewelry, bell badges, and any other articles which shall be authorized for sale by the Executive Board. Any change in price of items shall be approved by the Executive Board.  All items shall be displayed for sale in the sales room during the annual Convention, and shall be advertised in The Bell Tower and be available by mail order.

                  

F. COORDINATOR OF REGIONAL GROUPS, CHAPTERS, AND STUDY CLUBS

                        

(1). The Coordinator of Regional Groups, Chapters, and Study Clubs shall assist and encourage any members or member in the formation of a Regional Group, Chapter, or Study Club and encourage their representation at the annual convention.  He/she shall help to establish some basic rules, instruct officers, suggest a format for meetings, programs, dues, etc.

                         

(2). The Coordinator shall have a meeting during the annual convention of the Chapter Chairman/President or Representative of the Regional Groups, Chapters, or Study Clubs.

                        

(3).          (a).  The Coordinator shall provide a capsule review of the minutes sent by the chapters for printing in The Bell Tower. 

(b).  The Coordinator shall include selected pictures and information for publication, subject to editing by the Editor of The Bell Tower.

                  

G. TOWN CRIER

                 

The Town Crier shall possess dignity and poise and be able to reflect the character he/she portrays, and therefore, serious thought and consideration shall be given to his/her appointment.

                 

H. CONVENTION CHAIRMAN

                 

The Convention Chairman shall work and confer with the President, the Convention Standing Committee, and various committees as required. He/she shall endeavor to keep within the prescribed convention budget and approve vouchers to the convention treasurer for payment. After obtaining approval of the President, the Chairman shall present an outline of the convention program to The Bell Tower as early as possible.  The Chairman shall keep a file of all records for the convenience of succeeding Chairmen.  The Chairman shall receive advance appropriations for convention use, the amount and date to be determined by the Executive Board.

                 

I. CHAPLAIN

                 

The Chaplain shall give the invocations for the official opening of the annual convention and for the closing banquet.  Invocations at other times during the convention may be given by other persons as requested by the President.

                 

J. PARLIAMENTARIAN

                 

The Parliamentarian should be thoroughly familiar with ABA Bylaws and Standing Rules and Robert's Rules of Order, and be prepared to advise the President at all times as to proper parliamentary procedure.  The Parliamentarian shall be present to advise the President at the plenary meetings and at any other time as desired by the President.

                 

                

K. TAX CONSULTANT

                

The Tax Consultant shall receive copies of all of the Treasurer's quarterly financial reports for information and review; however, upon receipt of the complete financial report for the fiscal year ending March 31st, by the end of May, the Tax Consultant shall prepare and file timely Federal/State tax returns.  He/she shall prepare and file Federal/State tax returns as required for the Treasurer's signature and submit them to the taxing authorities.  Copies are to be sent to the President and the Legal Advisor.

        

L. LEGAL ADVISOR

             

(1). The Legal Advisor shall be responsible for the handling of all legal matters for the Corporation.  He/she shall approve, prior to the signing, all contracts and legal documents that bind the Corporation.

              

(2). In the absence of a Legal Advisor, the Executive Board shall approve, prior to the signing, all contracts and legal documents that bind the Corporation.

             

(3). The Legal Advisor shall serve as:

 

                                                (a). Advisory member of the Executive Board

                                               

(b). Advisor to the Bell Tower Standing Committee

                                               

 (c). Ex-officio member of the Charter, Bylaws and Standing Rules Committee

             

(4). The Legal Advisor is custodian of bonds covering the Treasurer and Membership Chairman.

 

(5). In the absence of a Legal Advisor, the President is custodian of bonds covering the Treasurer and Membership Chairman.

 

M. INTERNET COORDINATOR

                

(1). The Internet Coordinator shall manage, monitor and update the ABA Internet website (http://www.americanbell.org) that promotes the ABA, and shall act as liaison between the Internet user and ABA in order to build goodwill.

 

(2). The Internet Coordinator shall work with resource persons who have Internet access and knowledge of specific bells and/or bell related subjects so as to respond to the various inquiries about bells and/or bell related subjects of the Internet user.

 

 

 

 

ARTICLE XIII - ROTATING COMMITTEE APPOINTMENTS

      

A. When establishing a rotating committee, the President, with the approval of the Executive Board, shall appoint three members thereto.  One member shall be appointed Chairman and shall serve for one year only.  One member shall be appointed to serve for two years and shall become Chairman during the second year.  One member shall be appointed for three years and shall serve as Chairman during the third year.

      

B. After the initial appointments are made, each succeeding President shall, with the approval of the Executive Board, appoint one member to the committee and that member shall be the third member and serve for three years.

      

C. Upon the death, resignation, or removal from the committee of a committee member, the President, with the approval of the Executive Board may appoint a new member.  The new member will serve the remainder of the unexpired term as the third member of the rotating committee; the current third member and/or the second member advances to the position directly ahead, wherein the vacancy occurred.

 

ARTICLE XIV-ROTATING COMMITTEES

      

A. TRUSTEES

            

(1). There shall be three trustees.  They shall render any service which shall propagate a feeling of friendship and good will among the members and shall perform duties as assigned by the President.

            

(2). The Senior Trustee shall serve as a member of the Budget Committee.

      
 

B. MEMBERSHIP EXPANSION COMMITTEE

            

(1). This committee shall be chaired by the senior member of the three appointed rotating committee members.  It shall also include the Membership Chairman, the Second Vice President, and The Bell Tower Editor serving in an advisory capacity.

            

(2). The goal of this committee is to expand our membership throughout the world.

      

C. NOMINATING COMMITTEE

            

(1). A list of members indicating those willing to serve as elected officers and District Representatives, as well as those unwilling to do so, and their reasons, shall be kept in duplicate; one copy with the Chairman of the Nominating Committee, and one with the Immediate Past President.

            

(2). The Nominating Committee shall be chaired by the senior of the three appointed members; one of whom shall be a Past President of the Corporation.

            

(3). The Immediate Past President shall be ex-officio member of the nominating committee without voting privileges and shall serve when called upon, as a resource and reference person for the committee.

            

(4). The Chairman of the Nominating Committee shall confer with other members of the committee to prepare a slate of nominees for Officers and District Representatives to be presented for election. Candidates presented for election shall meet the qualifications stated in Articles VIII A (1) and IX A, within the provisions of Article V D. A written affirmative statement must be obtained from each nominee.

            

(5). The slate for election shall be published in the March-April issue of The Bell Tower and the Chairman of the committee shall present it at the annual convention.

                 

D. AUDIT COMMITTEE

                

(1). The Audit Committee shall audit the Treasurer's books and any other treasury records, verify the bank balance, examine the check book, spot check the vouchers, and verify the membership list with the amount of dues received.  It shall be understood that the aforementioned audit shall include the April/June quarter as well as any required financial transactions made by the incumbent Treasurer at the Convention, thus permitting an orderly transfer of all records to the newly elected Treasurer.

                       

(2). A report of the audit shall be given at the annual convention by the chairman of the committee.

                       

(3). The Convention Treasurer's records shall be audited by the Chairman of the Audit Committee who shall be in receipt of them within 120 days after the conclusion of the convention.  This audit shall be completed within 45 days thereafter with copies of the report to be sent to the ABA President, ABA Treasurer, Convention Standing Committee Chairman, Convention Chairman, and Convention Treasurer of the convention.

                 

E. CHARTER, BYLAWS, AND STANDING RULES COMMITTEE

                 

The committee shall make themselves completely familiar with the Corporation's Charter, Bylaws, and Standing Rules. The Committee shall consider (accept, reject, modify) suggested changes to the Bylaws initiated by committee members, received from the Executive Board, or received from ABA members. Then the committee shall prepare a draft of proposed changes and forward this draft to the Executive Board for their consideration and review. After resolution, the committee shall prepare a final version of the proposed changes to be sent to the Editor for publishing in the March-April Bell Tower for the membership vote at convention for approval or rejection. If one or more positions or viewpoints cannot be resolved by the Committee and/or Executive Board, then the different positions shall be sent to the Editor. Only the Chairman of the Committee shall send proposed changes to the Editor for publishing. If Bylaws changes are approved by the membership at convention, the Bylaws Committee Chairman who was chairman at the time the changes were made shall prepare a revised copy of the Bylaws and send it to the Recording Secretary.

                
 

F. CONVENTION GUIDELINES COMMITTEE

 

The Committee shall be composed of the three most recent Convention Chairman.

  

 

G. EDUCATIONAL ENDOWMENT BOARD

                       

(1). With the approval of the Executive Board, this Board shall administer the distribution of the Educational Endowment Fund for the purpose of furthering the education of the public in the study, restoration, and research of bells in order to preserve their historical significance in relation to the world's heritage.

                       

(2). This Board shall be chaired by the senior member of those appointed rotating committee members.  The First Vice President shall serve in an advisory capacity.

                 

 

H. JOB DESCRIPTION COMMITTEE

                       

(1). Responsible for keeping all office/committee Job Descriptions current.

                       

(2). Annually update Job Descriptions and Procedures with changes submitted by officers/committees.

                       

(3). One member of the committee shall be a Past President.

 

 

ARTICLE XV - NON-ROTATING COMMITTEES

                 

A. WELCOME LETTER WRITERS COMMITTEE

                      

(1). The Welcome Letters Writers Committee shall be composed of members so dedicated to their avocation that they are willing to give of their time and talent to write letters of welcome and orientation to new members of the Corporation.

                      

(2). The Chairman of the committee shall, upon receipt of the names and addresses of new members from the Membership Chairman, assign those names and addresses to the other letter writers, who in turn shall send a personal letter to the new members).

                      

(3). Operating funds are provided for the Chairman and for each letter writer.

        

B. SPECIAL COMMITTEES

               

(1). All special committees are appointed for specific purposes by the ABA President and the Executive Board.  These committees continue intact until the appointed task is completed, through as many administrations as may be necessary.  The size of any special committee may vary according to the scope of the assigned task.  The current President, however, shall always be an ex-officio member of such a committee.

               

(2). Special committee assignments shall continue for a reasonable period of time to assess effectiveness of their decisions.

              

(3). The special committee chairman shall advise the presiding President and the Executive Board when the assigned task has been completed.  At this time detailed mechanics for committee dissolution or establishment of a permanent committee to carry on the duties shall be presented for approval.

        

C. BUDGET COMMITTEE

        

The Budget Committee shall consist of the Treasurer, the Senior Trustee, a representative from The Bell Tower Standing Committee, the Immediate Past Treasurer, and one member-at-large to be chosen by the Chairman. The Treasurer shall be the Chairman, and shall present the budget at the annual convention

  


 

ARTICLE XVI - DUES

        

A. Membership shall be renewed one year from the date of joining; a renewal notice will be sent all members and dues shall be paid to the Membership Chairman.  All paid memberships shall include a yearly subscription to The Bell Tower, the official publication of the Corporation.

        

B. Any change in the amount of annual dues or in the apportionment of the annual dues shall be approved first by the Executive Board and then by the members at the annual convention.

        

C. The amount for annual dues shall be published in each issue of The Bell Tower.

        

D. No life members shall be accepted.

 

 

ARTICLE XVII - REGIONAL GROUPS, CHAPTERS, AND STUDY CLUBS

        

A. The ABA encourages the formation of new Regional Groups, Chapters, and Study Clubs.  A Regional Group shall cover a geographic area large enough to include numerous urban areas and shall have, or anticipate having, several Chapter or Study Clubs within its geographical boundaries.  The name of a Regional Group shall include words describing the geographic area covered; e.g. New England, Illinois-Wisconsin, etc.

        

B. The Constitution, Bylaws, and Standing Rules of Regional Groups, Chapters, and Study Clubs, shall not conflict in any way with the ABA Charter, Bylaws, and Standing Rules.

        

C. The officers of any Regional Group, Chapter, or Study Club shall be members of the ABA, if that group, chapter, or club is to be a part of the ABA and be listed in The Bell Tower.  The presiding officer of a chapter may use either the title President or Chairman, as long as it is preceded by the Chapter name.

 

ARTICLE XVIII - STANDING COMMITTEES

       

A standing Committee in a legislative body of an organization is appointed for a specific purpose and continues during the existence of such body or organization. While this does not preclude changes in the composition of a Standing Committee, such changes are generally made infrequently in order to preserve the smooth operation and the effective administration of its duties. Chairmen of these committees shall be elected by the voting members of the committee, with the approval of the Executive Board. Two members of the same family may not serve on the same standing committee at the same time.

       

A. BELL TOWER STANDING COMMITTEE

          

(1). The Bell Tower Standing Committee shall work closely with the Editor, the printer, and the Membership Chairman to coordinate the production of The Bell Tower.

 

(2) The committee shall be responsible for soliciting advertising to be placed in The Bell Tower publication. Only advertising concerning bell materials (bells, books, pamphlets about bells, or bell sales) shall be accepted. The Executive Board must approve any exceptions. The committee shall determine the cost of advertising. .

        

(3). The committee shall be responsible for allocating funds required to produce The Bell Tower within the budget they have recommended; this budget shall be approved by the Executive Board and voted upon by the Convention membership.

          

(4). This is not a rotating committee and shall consist of five voting members plus the current ABA President, the Editor, and Membership Chairman as ex-officio members.

                

(5). The individual members of The Bell Tower Standing Committee shall have the training and expertise necessary to handle their respective duties.

               

(6). Committee members may serve an indefinite number of years and replacement shall be made not frequently than each two years.

               

(7). The replacement of a committee member(s) shall be made by the joint decision of the committee, dependent upon the experience needed at that time and/or by vacancies that occur.  The name of the replacement recommended by the Committee shall be approved by the Executive Board.

              

(8). A member who has served on this committee for three years or more shall be considered as having fulfilled qualifications to serve as an ABA officer.

           

B. CONVENTION STANDING COMMITTEE

              

(1). The Convention Standing Committee shall consist of the four District Representatives, the Convention Hotel Coordinator, the ABA President (ex-officio) and such other members selected by the committee and approved by the Executive Board as the Committee feels are necessary to perform its duties.

              

(2). The Committee is not a rotating committee, and members may serve an indefinite number of years, except for  the four District Representatives who will serve on the committee during their elected two-year terms. Each committee member shall have one vote.

               

(3). The duties of the committee shall be as follows:

 

(a). The committee shall select locations and dates for future ABA conventions.

                                               

(b). The committee shall work to assist and support local chapters and leaders to facilitate all phases of ABA conventions.

                    

(c). The committee, through the District Representatives, shall help to recruit Convention Chairmen and others needed to fulfill the responsibilities of convention leadership.

                    

(d). Although local chapters are encouraged to retain any convention leadership task(s), the committee shall have oversight of any convention leadership task(s) which it determines should be elevated to national status.

              

(4). In the event of an emergency, this committee could take over the leadership of a convention.

              

(5). A member who has served on this committee for three years or more shall be considered as having fulfilled qualifications to serve as an ABA officer.

    

 

ARTICLE XIX - INSURANCE AND BONDING

           

The corporation shall maintain comprehensive general liability insurance in sufficient amounts at all times and arrange for the bonding as outlined in these Bylaws.

    

ARTICLE XX - USE OF ABA BELL LOGOS

          

When a money or sales transaction is involved, no use of the General Grant bell logo or The Bell Tower logo shall be made without written permission of the ABA Executive Board.

    

 

ARTICLE XXI - THE COLLINS MEMORIAL BELL TOWER FUND

                               (Established by the Executive Board November 9, 1991)

 

The purpose of The Collins Memorial Bell Tower Fund is to maintain and assure the continued excellence and perpetuation of The Bell Tower publication and to keep The Bell Tower professional, membership growing, and costs under control so that membership dues can remain constant for some time.  The fund is to be administered by The Bell Tower Standing Committee.

    

           

ARTICLE XXII - THE CONVENTION EMERGENCY RESERVE FUND

 

The purpose of The Convention Emergency Reserve Fund is to protect The American Bell Association International, Inc., when circumstances beyond its control may result in a convention financial loss. The guidelines for the fund are:

 

(a). The fund shall be administered by the Executive Board.

 

(b). The fund is to cover possible contractual penalties.

 

(c). All convention contracts must be approved by the Legal Advisor prior to signing by the convention committee.

               

 

ARTICLE XXIII - NEW ITEMS

 

If any new item is brought to the floor, the presiding officer shall refer it to the Executive Board for study before any vote is taken.

               

 

ARTICLE XXIV - DISSOLUTION

                      

Upon dissolution of the Corporation, the Board of Trustees shall, after paying or making provisions for the payment of all the liabilities of the Corporation, dispose of all the assets of the Corporation exclusively for the purposes of the Corporation in such manner, or to such organization or organizations organized and operated exclusively for charitable, educational, religious, or scientific purposes as shall, at the time, qualify as an exempt organization or organizations under sections 501(C)(3) or 501(C)(4) of the Internal Revenue Code of 1954 ( or the corresponding provision of any future United States Internal Revenue Law), as the Board of Trustees shall determine.  Any such assets not so disposed of shall be disposed by the Court of Common Pleas of the county in which the principle office of the Corporation is then located, exclusively for such purposes or to such organization or organizations, as said court shall determine, which are organized and operated exclusively for such purposes.

               

 

ARTICLE XXV – AMENDMENTS

 

These Bylaws may be amended by a two-thirds vote of the general membership at the scheduled annual convention, a quorum being present, provided that any changes or new amendments, whether proposed by the Executive Board, individual members of Regional Groups, Chapters, or Study Clubs in good standing, shall be published in March-April issue of The Bell Tower in the year of that annual convention.

 

      


 

THE-AMERICAN BELL ASSOCIATION INTERNATIONAL, INC

 

STANDING RULES

 

 ARTICLE I - NECESSARY EXPENSE

                   

A. All expenses over and above the budgeted amount of all members of the Executive Board the Executive Committee, and special appointed committees shall be paid by the Corporation upon the presentation of a statement of these expenses and approval of same by the Executive Board. Expenses, such as postage, telegrams, and long distance telephone calls, shall be considered necessary expenses.

                   

B. An operating budget shall be established for each committee, as noted in the Bylaws, and shall be included in the tentative budget prepared by the Budget Committee.

 

 

ARTICLE II - SUSPENSIONS

                   

A. Any member or members who by their action or behavior, disturb or disrupt a program or become objectionable in general, shall not be eligible for continued membership.  The Executive Board shall be the governing body.

                  

B. Any member, regional group, chapter or study club operating contrary to or in violation of the Charter Bylaws and Standing Rules of the ABA will be subject to disciplinary action, suspension, and/or expulsion.  The course of action shall be determined by the Executive Board.

 

 

ARTICLE III - CONVENTION FINANCES

                  

A. The Convention Treasurer shall be bonded in an amount sufficient to cover the liability of the convention time period.  The ABA Treasurer shall obtain and pay for this bond which should then be retained by the President. The Convention Treasurer shall have the authority to pay all convention bills.

                  

B. The Treasurer, Convention Treasurer, and Executive Board shall establish firm rules for rental of space to persons desiring to sell bells, books, etc., at the annual convention.  Such authorization shall not interfere with the convention program.  Persons holding sales shall be required to pay a flat fee.

                  

C. The Treasurer and Convention Treasurer shall give consideration to the registration of children under twelve years of age and, if practical, charge only the flat rate for meals and passage on sightseeing trips, etc.

                  

D. An official convention photographer shall be appointed by the Convention Chairman with the approval of the President.  Expenses are paid by the ABA All photographs become the property of ABA for inclusion in the historical records.

 

 

ARTICLE IV - MEMBERSHIP DATA AND DIRECTORIES

                  

              A.  Membership data collected by the Membership Chairman are confidential and intended for internal use only, for specific tasks approved by the Executive Board.  These data shall not be released to any individual or organization except by prior approval of the Executive Board.

                  

B. New membership directories shall be published every third year, if practical. Supplements should be published for the intervening years.  The method of distributing the directories to the members will be determined by the Executive Board  such determination to be made each year of publication, taking into consideration the cost of production, the cost of postage and the status of the Corporation treasury.                                                                          '

                 

C. Directories are furnished for the private and non-commercial use of the members only.  Membership Directory/data are not to be made available electronically through the ABA website.  Directories are confidential and should not be released to any individual or organization outside of the membership except by written consent of the Executive Board.

                 

D. Any action taken by the Directory Committee shall have prior approval of the Executive Board.

 

 

 

ARTICLE V- AUCTION

                  

A convention auction shall be held at the discretion of the Executive Board, the Convention Committee and the Auctioneer.

 


 

ARTICLE VI – MISCELLANEOUS

                 

A. No member or group of the ABA can commit the Corporation to a policy, project, or purpose, without the written approval of the Executive Board.

                 

B. Copies of reports of Rotating and Special Committees shall be available at the annual convention.

                 

C. Copies of the ABA Charter, Bylaws, and Standing Rules shall be made available, upon request, by the Recording Secretary or by the Chairman of the Charter, Bylaws and Standing Rules Committee.

      

D. No substantial part of the activities of the Corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office.  Notwithstanding any other provision of these articles, this Corporation shall not, except to an insubstantial degree, engage in any activities or exercise any powers that are not in furtherance of the purposes of this Corporation. 

                       

                               

ARTICLE VII - TRAVEL

       

The American Bell Association International, Inc. cannot accept responsibility for any travel arrangements made by members to or from Convention, Executive Board/Committee or Chapter meetings, as well as pre-or post-convention tours.

 

 

DISCLAIMER

 

The American Bell Association International, Inc. will not accept responsibility for any pre-convention or post-convention tours or travels.  If such travel arrangements or tours are considered, any related advertising may not be published in The Bell Tower, the official publication of our organization.  However, if any ABA member or member travel agent wishes to submit a brief paid notice to The Bell Tower Advertising Chairman for publication, it must merely provide the date and general travel area to be covered, with a request that anyone interested contact the maker of the notice directly for further information.  Moreover, when agents submit advertisements or travel itineraries for inclusion in the organization's mailings for the use of members in establishing their own plans, it must be understood that the ABA will not be liable for any sickness, injury, damage, loss, accident, delay, strikes, weather, or other misfortunes which may be caused by the defect on any vehicle or the negligence or default of any company or person engaged in performing any of the service involved.