The name of this organization shall be “Midwest Association for Latin American Studies.”
ARTICLE 2. REGION The region included in the Midwest Association shall be the states of Illinois, Iowa, Indiana, Kansas, Kentucky, Michigan, Minnesota, Missouri, Nebraska, North Dakota, Ohio, South Dakota, West Virginia, and Wisconsin.
ARTICLE 3. PURPOSES The purposes of this not-for-profit Association shall be:
(a) To stimulate public interest in and understanding of the area of Latin America;
(b) To promote the study of the area in institutions of education;
(c) To encourage research in the area by scholars of all disciplines;
(d) To serve as a forum for the exchanges and dissemination of information relative to the area; and
(e) To cooperate with the Latin American Studies Association and regional associations, the Organization of American States, and institutions and individuals within Latin America and elsewhere, for the achievement of these purposes.
ARTICLE 4. MEMBERSHIP Membership in the Association shall be open to all persons interested in Latin America. Membership shall be effective upon payment of the annual dues as fixed by the Board of Directors. The membership year shall begin with the annual meeting.
ARTICLE 5. MEETINGS The Association shall hold an annual meeting of the members in the fall for the transaction of its business. Special meetings may be called by the Board of Directors upon due notice mailed to the membership at least 15 days prior to the scheduled meetings. Quorum shall be 15 percent of the members in good standing.
Most meetings shall be held within the Midwest region at locations determined by the Board of Directors; but, some meetings could be held outside the region, including internationally.
ARTICLE 6. OFFICERS, BOARD OF DIRECTORS, AND TERMS 1. The elective officers of the Association shall be a President, a Vice-president, a Secretary, and a Treasurer, all of whom must be members of the Board of Directors. All officers are to be elected by the membership of the Association.
2. The President shall serve a one-year term. Upon retirement, the President shall remain on the Board of Directors for one year. The same person may hold the position of President for up to two consecutive years only.
3. The Vice President shall serve a one-year term upon the completion of which he/she shall be considered to the Presidency. The Vice President should be elected at the annual meeting by a majority of the members present and voting. In the event of a vacancy in the Presidency, the Vice President shall succeed to the office. In the event that the Vice President does not advance to the Presidency, nomination and election of the President shall be carried out at the annual meeting. If the Vice Presidents’ inability becomes known after the annual meeting, the Board of Directors shall elect one of its own members to serve as President until the next annual meeting.
4. The Secretary shall serve a two-year term and be elected at the annual meeting by a majority of the members present and voting. If the Secretary is unable to complete the two-year term, election to fill the unexpired term shall be at the next annual meeting. If the vacancy occurs following the annual meeting in the second year of the term, the Board of Directors shall choose a Secretary to fill the unexpired term.
5. The Treasurer shall serve a two-year term and be elected at an annual meeting by a majority of the members present and voting. If the Treasurer is unable to complete the two-year term, election to fill the unexpired term shall be at the next annual meeting. If the vacancy occurs following the annual meeting in the second year of the term, the Board of Directors shall choose a Treasurer to fill the unexpired term. The Treasurer shall give an annual financial report at the annual meeting.
6. The Board of Directors of this Association shall consist of seven (7) members, of which four (4) are the officers.
7. The three (3) at-large directors include the immediate past-president and two other directors, all of whom shall serve a one-year term. Except for the past-president, the other two directors shall be elected by the members at the annual meeting.
ARTICLE 7. COMMITTEES The President shall appoint all chairs of committees, which may be members of the Board of Directors.
1. Nominating Committee, whose main responsibility includes identifying potential candidates to the Board of Directors.
2. Auditing Committee, whose main responsibility includes reporting to the membership at the annual meeting on the condition of the financial records of the organization.
3. Newsletter Committee, whose main responsibility shall be to prepare the organization’s newsletter and its distribution.
4. Membership Committee, whose main responsibility is to increase the number of members of the organization.
5. Program Committee, composed of members representing different disciplines with no more than two members from the same institution.
6. Annual Conference Committee, which shall include the following subcommittees, among others: Local Arrangements; Papers and Sessions; and Speakers and Programs.
The President may appoint any other committee that may be deemed desirable for facilitating the functions and purposes of the Association. In appointing committees, the President shall give due regard to the varied membership of the Association.
ARTICLE 8. NOT-FOR-PROFIT STATUS Being a not-for-profit corporation, no substantial part of the activities of the Association shall be legislative in nature, or involve participating to any extent in a political campaign for or against any candidate for public office.
The Association shall not carry on any other activities not permitted to be carried on by a corporation exempt from Federal income tax under section 501(c)(3) of the Internal Revenue Code as may be from time to time amended, or by a corporation, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code.
In the event of the dissolution of the Association, the Board of Directors, after paying or making provision for the payment of all the liabilities of the Association, shall turn over all assets of the Association to an organization which qualifies as an exempt organization under the provisions of section 501(c)(3) of the Internal Revenue Code.
No part of the net earnings or income of the Association shall inure to the benefit of, or be distributed to, its members, officers, private persons, or any other activities in violation of section 501(c)(3) of the Internal Revenue Code
ARTICLE 9. AMENDMENTS These By-Laws may be amended by the Association upon the approval of two-thirds of the members present and voting at any one annual or special meeting.