Northwest Branch Bylaws
Adopted September 16, 1975
Name and Object
Section 1. The name of this organization shall be the Northwest Branch, Wisconsin Section, American Society of Civil Engineers.
Section 2. The objective of the Northwest Branch shall be the advancement of the science and profession of engineering, in a manner consistent with the objective of the American Society of Civil Engineers.
Area and Membership
Section 1. The area of the Northwest Branch shall be the Counties of Polk, Bam, Rusk, Price, Iron, Vilas, Oneida, Lincoln, Marathon, Taylor, Chippewa, Dunn, St. Croix, Pierce, Pepin, Eau Claire, Clark, Wood, Portage, Adams, Juneau, Monroe, La Crosse, Jackson, Trempealeau, and Buffalo in the State of Wisconsin.
Section 2. All members of the American Society of Civil Engineers of all grades, who subscribe to the Bylaws of the Northwest Branch and who have paid the current dues to the Section and Branch, and who are resident in the Branch area, shall be subscribing members of the Branch. All other members of the American Society of Civil Engineers of all grades, whose addresses are within the boundaries of the Branch as defined by the Society, shall be Assigned Members of the Branch.
Dues and Finances
Section 1. Branch activities will be financed by an annual allocation of monies from the Wisconsin Section based on a budget proposed by the Branch and approved by the Section.
Section 2. There shall be no entrance fee.
Section 3. There shall be no branch dues.
Officers and Governing Body
Section 1. The officers of this Branch shall be President, a President Elect, and a Secretary Treasurer.
(a) The governing body of the Branch shall be a Board of Directors consisting of the Officers, the latest resident past president of the Branch, and no more than three directors–one of whom shall be an associate member under 31 years of age at the time of his election.
(b) The latest resident past president of the Branch shall be the Branch Director on the Wisconsin Section Board of Directors. In the event of his absence, the Branch President may represent the Branch Director at Section Board Meetings.
Section 2. All officers, except the President and the Directors, shall be elected at the Annual Meeting for terms of 1 year, which terms shall begin at the close of the Annual Meeting and continue until their successors are elected.
Section 3. The term of office for the President shall be 1 year. The President-Elect shall succeed to the office of President at the close of the Annual Meeting.
Section 4. Only subscribing members of the Branch shall be eligible for election to office.
Section 5. The duties of officers shall be those usual for such officers.
Section 6. A vacancy in the office of President shall be filled by the President-Elect. Other vacancies shall be filled for the unexpired term by appointment by the Board of Directors.
Section 7. At meetings of the Board of Directors, three (3) members shall constitute a quorum.
Nomination and Election of Officers
Section 1. By November 1st of each year, the President shall appoint, subject to confirmation of the Board of Directors, a nominating committee of not less than three (3) subscribing members.
Section 2. By January 1st of each year, the nominating committee shall choose one or more candidates for election to each office, except the office of President, and for the directors, and obtain the consent of each nominee to serve if elected.
Section 3. The Secretary shall send, or cause to be sent, a letter ballot containing the list of official nominees and a space for a write in vote for another candidate for each office, to each subscribing member of the Branch on or before the 15th day of April of each year.
Section 4. Ballots returned to the Secretary by the last day of May of each year shall be opened and counted by three tellers appointed by the President. For each office the candidate receiving the highest number of votes cast shall be declared elected.
Section 5. Upon dissolution of the Branch, the assets remaining after the payment of the debts of the Branch shall be distributed to such corporation, community chest, fund, or foundation, organized and operated exclusively for religious, charitable, scientific, testing for public safety, literary or educational purposes, or for the prevention of cruelty to children or animals, which would then qualify under the provisions of Section 501(c)(3) of the Internal Revenue Code, as they now exist or as they may hereafter be amended, as the Board of Directors shall have designated and in the absence of such designation they shall be conveyed to the American Society of Civil Engineers.
Section 1. The Annual Meeting shall be held on such date in September and at such place as the Board of Directors designates. Other meetings shall be called at the discretion of the Board of Directors — or by the President upon the written request of at least 10 subscribing members.
Section 2. In addition to the Annual Meeting, at least three (3) other meetings shall be held each year at regular intervals.
Section 3. At all meetings, six (6) subscribing members shall constitute a quorum.
Section 4. Notice of call for a Branch meeting shall be mailed to all members of the Branch not less than seven (7) days in advance of the meeting date.
Section 5. All business meetings of the Branch and of the Branch Board of Directors shall be governed by Robert’s Rules of Order, revised, except as provided in these Bylaws.
Section 1. The President each year shall appoint the following committees: Program, Membership, Arrangements, and Public Information.
Section 2. The President shall appoint such other committees as are from time to time deemed necessary.
Section 1. Bylaws may be adopted or amended only by the following procedure:
(a) The proposed Bylaw or amendment shall receive an affirmative vote of not less than two thirds of the subscribing members voting.
(b) To become effective, it shall receive the approval of the Board of Directors of the Wisconsin Section.
Section 1. No part of the net earnings of the Branch shall inure to the benefit of any private shareholder or individual and no substantial part of the activities of the Branch shall be carrying on propaganda, or otherwise attempting to influence legislation and the Branch shall not participate in, or intervene in (including the publishing or distributing of statements), any political campaign on behalf of any candidate for public office.
Section 2. Upon dissolution of the Branch, the assets remaining after the payment of the debts of the Branch shall be distributed to such corporation, community chest fund, or foundation, organized and operated exclusively for religious, charitable, scientific, testing for public safety, literary or educational purposes, or for the prevention of cruelty to children or animals, which would then qualify under the provisions of Section 501(c)(3) of the Internal Revenue Code, as they now exist or as they may hereafter be amended, as the Board of Directors shall have designated and in the absence of such designation they shall be conveyed to the American Society of Civil Engineers.