BYLAWS CLASSICAL ASSOCIATION OF THE ATLANTIC STATES, INC. Revised 7 October 2007 (printable Acrobat version)

Article I - NAME

This Association shall be known as the Classical Association of the Atlantic States, Inc. For the purposes of this Association, the Atlantic States are understood to include Delaware, the District of Columbia, Maryland, New Jersey, New York, and Pennsylvania.

Article II - PURPOSE

The purpose of this Association shall be to unite all persons in the Atlantic States who are interested in the study of the languages and literatures, the life and art of ancient Greece and ancient Rome and of the classical tradition, that the position of the Classics may be strengthened in every possible way through the development of better teaching, through the encouragement of research, and the fostering of public support of the Classics.

Article III - MEMBERSHIP

All people who reside or work within the territory of the Association and are interested in the study and the teaching of Classics, whether they are actually engaged in teaching or not, shall be eligible for membership. The Board of Directors may offer membership to those who reside and work outside the Atlantic States. These members shall not, however, be eligible to vote or to hold office.

Article IV - BOARD OF DIRECTORS AND OFFICERS

Section 1. The Association shall be managed by its Board of Directors which shall consist of the Officers named in Section 2 plus chairs of Standing Committees. The privilege of attending meetings of the Board of Directors and participating in its debates, but not of voting shall be extended to past Presidents and past Treasurers of the Association, and to such other persons as the President and/or the Board of Directors may invite.

Section 2. The officers of the Association shall be President, First Vice President, Second Vice President, Executive Director, Program Coordinator, Treasurer, Secretary, Officer-at-Large, and Editor of Classical World, all of whom shall be members of the Board of Directors. The Board of Directors may appoint Regional Representatives according to need, an Archivist, and a Webmaster, who shall be members of the Board of Directors.

Section 3. Nine officers shall constitute the Executive Committee: the President, the First Vice President, the Second Vice President, the Secretary, the Executive Director, the Program Coordinator, the Officer-at-Large, the Treasurer, and the Editor of Classical World. The Executive Committee shall be authorized to act on the Board of Directors' behalf between meetings of the Board of Directors.

Section 4. The President, the First Vice President, and the Second Vice President, after having served for one year, may not be immediately re-elected to the same office; but after serving one year the Second Vice President may be elected First Vice President, and either Vice President may be elected President. The outgoing President shall become the Officer-at-Large. The Second Vice President shall become First Vice President and the First Vice President shall become President.

Section 5. Regional Representatives shall be appointed by the Board of Directors for a term of two years and will be eligible for re-appointment to a second, consecutive term. At the expiration of two consecutive terms, at least one year must elapse before a person will again be eligible for appointment to the same office.

Section 6. The Executive Director, the Secretary, the Treasurer, the Webmaster, the Program Coordinator, and the Archivist by reason of the special services which they render to the Association, shall severally be appointed by the Board of Directors for three-year, renewable terms, subject to annual review by the Board of Directors. The Editor of Classical World shall be appointed by the Board of Directors and serve for a five-year, renewable term, subject to annual review by the Board of Directors.

Section 7. The Associate Editors, insofar as they are members of the Classical World staff, shall be appointed by the Editor with the advice and the consent of the Board of Directors.

Section 8. No person may hold two offices simultaneously.

Article V - ELECTIONS

Section 1. The President, First Vice President, and Second Vice President shall be elected at a Business Meeting of the Association.

Article VI - MEETINGS

Section 1. The Association shall hold at least one meeting of members in each calendar year. The time and place shall be determined by the Board of Directors. The Annual Business Session of the Association shall be convened at that meeting.

Section 2. Special Meetings may be called by the Board of Directors at such times and places it may deem necessary.

Section 3. Announcements of meetings shall be sent to all members, and shall be published in Classical World.

Article VII - POWERS AND DUTIES OF OFFICERS

Section 1. The Officers shall severally perform duties as follows:

The President: (a) shall chair the Board of Directors and the Executive Committee; (b) shall chair all business sessions of the Association.

The Vice Presidents: (a) shall share between them the duties of the President, when through incapacity or death the President is unable to perform these; (b) shall perform such other tasks as the President may assign from time to time. In addition, the First Vice President shall act as chair of the Finance Committee.

The Executive Director: (a) shall serve as the official representative of the Association; (b) shall maintain continuity in the Association and ensure compliance with all rules and regulations; (c) shall coordinate all meetings of the Association; (d) shall perform such other duties as the Regulations specify

The Secretary: (a) shall keep the minutes of all the regular sessions of the Board of Directors and of the Association and the minutes of all special sessions.

The Treasurer: (a) shall carry out all banking functions for the Association; (b) shall maintain the Association's financial records and produce periodic financial reports for the Board; (c) shall prepare and submit reports and forms as required by state and federal law; (d) shall perform such other duties as the Regulations specify.

The Editor: (a) shall be responsible for the content and publication of Classical World; (b) shall report at least annually on the journal to the Board of Directors.

The Associate Editors: (a) shall perform such duties as the Editor may assign them.

The Program Coordinator: (a) shall solicit papers, panels, and programs for each meeting; (b) shall organize and chair the committee that evaluates papers; (c) shall be subject to general supervision of the Board of Directors.

The Regional Representatives: (a) shall be the chief liaisons between the Association and the people of their region; (b) shall have as their primary task the facilitation and development of communication among classicists in their region.

The Officer-at-Large: (a) shall chair a Committee on Nominations; (b) shall serve as adviser to the Board of Directors and to the several Officers in the discharge of their duties; (c) shall serve as counselor to the Association in matters requiring careful review of past actions and procedures affecting the policy and welfare of the Association.

The Archivist: (a) shall maintain the historical records of the Association in an organized and accessible form; (b) shall be responsible for writing or periodically updating the history of the Association.

Section 2. All other duties of the Association shall be vested in the Board of Directors which: (a) shall decide on the time and the place of the Association's meetings: (b) shall convene in at least one Business Session at each meeting; (c) shall have the authority to appoint additional members of the Board of Directors to fill vacancies; (d) shall delegate authority to the Executive Committee to act for it between meetings; (e) shall convene itself if an emergency affects the affairs and the welfare of the Association at any time.

Article VIII - DUES

Section 1. Every member shall annually pay into the treasury of the Association the annual membership fee, which shall be determined by the Board of Directors and shall be subject to the approval of the members of the Association in Business Session.

Section 2. The subscription price of Classical World for individuals and for institutions shall be reviewed regularly by the Board of Directors.

Section 3. Any member of the Association may, upon payment of a sum, which the Board of Directors will determine, become a Life Member of the Association.

Article IX - COMMITTEES

Section 1. There shall be a Finance Committee consisting of the President, the Treasurer, the Executive Director, the First Vice President, who will act as chair, the Second Vice President, and the Officer at Large. At the discretion of the President, others may also be invited to attend meetings of the committee.

Section 2. There shall be other committees as the Board of Directors shall determine, but the President may appoint committees for short periods until the Board has an opportunity to act.

Article X - QUORUM

Section 1. A quorum at a meeting of the Board of Directors shall be nine.

Section 2. A quorum at a meeting of the members of the Association shall be those members attending.

Article XI - AMENDMENTS

These Bylaws may be amended at any Business Session of the Association, provided that the proposed amendment(s) shall have been sent to the membership and posted on the Association's web site no later than the call to that meeting either in conjunction therewith or separately. A two-thirds vote of all the members present and voting shall be necessary for passage.

Article XII - PARLIAMENTARY AUTHORITY

The parliamentary authority for the Association shall be Robert's Rules of Order

Article XIII - INDEMNIFICATION

Section 1. The Association shall indemnify all officers and Directors of the Association, made or threatened to be made a party to an action or proceeding, other than one brought by such indemnified party by or in the right of the Association which such person served in any capacity at the request of the Association against judgments, fines, amounts paid in settlement and reasonable expenses including attorneys' fees actually and necessarily incurred by reason of such action or proceeding, or any appeal therein if such person acted in good faith for a purpose he or she reasonably believed to be in the best interest of the Association and had no reason to believe that the conduct of such person was unlawful.