SOCIETY OF PETROLEUM ENGINEERS, INC.
BY-LAWS
Article I
Name
The
name of this organization shall be the Dallas Section of the Society of
Petroleum Engineers, Inc. (SPE, Inc.)
Article II
Aims and Purposes
The
aims and purposes of this Section shall be the promotion of mutual cooperation
in furthering the objectives of the Society by providing regular and special
meetings for the exchange of information and ideas concerning energy resources
as well as to provide members the opportunity to upgrade and maintain
individual competence.
Article III
Jurisdiction
The
jurisdiction of this Section shall include the following counties of
Article IV
Membership
Section
1. All Members, Associate Members and
Student Members, in good standing, of the Society of Petroleum Engineers, Inc.
residing or working in the territory outlined under Article III, shall be
eligible for membership.
Section
2. Section Affiliate membership
(non-voting) shall be open to non-members of the SPE, Inc. residing in the
territory outlined under Article III who may express an interest in the
Section's activities.
Section
3. Other SPE, Inc. Members who desire
affiliation with the Dallas Section may be so assigned with the approval of
SPE, Inc. and the Executive Committee of the Dallas Section.
Article V
Officers and Directors
Section
1. The officers of the Section shall be
a Chairman, Chairman-Elect, First Vice Chairman, Second Vice Chairman, Third
Vice Chairman, Secretary, and Treasurer.
Three directors shall also be elected annually as hereinafter
provided. In addition, the Chairman with
Section Board approval may appoint a non-elected Director-at-large for a one
year term. The Chairman shall not
succeed himself.
Section
2. The Board of Directors shall consist
of the above officers and directors and the immediate Past Chairman.
Section
3. The Executive Committee shall consist
of the Chairman, Chairman-Elect, Immediate Past Chairman and the First Vice
Chairman. It may act for the Board in
all matters except the replacement of officers and the setting or changing of
dues. Any actions of the Executive
Committee shall be recorded by the Chairman and distributed to the Board of
Directors within thirty (30) days.
Section
4. All Officers must be in good standing
in SPE, Inc. throughout the term of their office and maintain high ethical and
moral standards.
Section
5. A vacancy in any office occurring
between annual elections shall be filled by the Board of Directors.
Section
6. If any Officer or Director neglects
his duties and fails to perform or does not maintain high ethical and moral
standards, after being counseled by the Chairman, and advised in writing by the
Executive Committee, may be asked to resign.
Article VI
Election of Officers and Directors
Section
1. The Chairman shall appoint, not later
than March 1 of each year, a Nominating Committee composed of five members of
the Section to canvass the membership to determine those qualified to serve as
officers and directors. The Past Chairman shall chair the Nominating Committee,
composed of the Chairman, Chairman-Elect, Secretary and one member at large.
The Nominating Committee shall present a slate of officers and directors to the
general membership at all April general section meetings and on the section
website advising the membership that nominations from the floor can be made by
contacting the Chairman of the
Nominating Committee. The slate shall consist of at least onecandidate for each
position. Nominations from the floor
must be received no later than April 30.
Section
2. Officers of the Section other than
the Chairman shall be elected during the month of May by letter ballot of the
Members and Associate Members. The
Chairman shall appoint tellers who will count the ballots and shall announce
the results at the June meeting. The runner-up candidates shall be appointed to
positions as determined by the chairman.
Article VII
Duties of Officers and Directors
Section
1. The Chairman shall preside at all
meetings of the Section, the Board of Directors, and the Executive
Committee. He shall appoint all
Committees and perform all other duties that pertain to the management of the
Section as well as serve as ex-officio member of all Committees.
Section
2. The Chairman-Elect shall preside at
meetings in the absence of the Chairman, shall chair such committees as the
Chairman designates and shall succeed to the office of Chairman upon expiration
of the Chairman's term. In the event of
a vacancy in the Chairmanship, he shall assume the Chairmanship for the
remainder of the unexpired term and shall then serve his own elected term.
Section
3. The First Vice Chairman shall be
responsible for the arrangement of programs for the regular Section meetings. In the absence of the Chairman and
Chairman-Elect, the First Vice Chairman shall serve as Chairman of the regular
meetings.
Section
4. The Second Vice Chairman shall be
responsible for the arrangements of continuing education programs through Study
Group Meetings, seminars, and other forums.
Section
5. The Third Vice Chairman shall be
responsible for the Membership Committee activities.
Section
6. The Treasurer shall receive and
disburse all monies for the Section. The
Treasurer must exercise a high degree of fiscal responsibility in making
deposits, paying budgeted expenses, and reporting the status of assets at Board
of Director meetings. Non-budgeted
expenditures must be approved by the Chairman if under $250 and by the Board of
Directors if over $250.
Section
7. The Secretary shall record and
distribute all proceedings of the Board of Directors.
Section
8. The Directors shall serve as members
of various ad-hoc Committees as appointed by the Chairman.
Article VIII
Notice of Meetings
The
Newsletter Editor or other such person, under the direction of the Chairman,
shall notify the membership by email, regular mail, or other convenient means,
of all forthcoming meetings.
Article IX
Dues and Finances
Section
1. Annual section dues for Members and
Affiliate Members shall be determined by the Board of Directors and approved by
a majority of the vote received in a letter ballot.
Section
2. The Treasurer and one other officer,
designated by the Chairman, shall have "either/or" signature authority
over the checking, savings and investment accounts. Both of these officers
shall be bonded for the amount of the assets of the Section.
Article X
Dissolution
On
the dissolution of this Section, all funds remaining after the payment of all
its debts shall be turned over to the Society of Petroleum Engineers, Inc.
(SPE, Inc.), unless that corporation shall be nonexistent or also be in
dissolution, in which event the remaining funds shall be turned over to some
other organization exempted under Section 501(c)(3) of the Internal Revenue
Code of 1934, and which has goals and aims similar to SPE, Inc. This article of the By-Laws is not amendable
during the existence of this Section.
Article XI
Amendments to the By-Laws
Section
1. Proposed By-Law amendments shall be
posted on the section website, as well as announced and presented in writing at
all regularly scheduled section meetings held within sixty (60) days just prior
to the meeting scheduled for voting on the amendments. Notice of the meeting scheduled for voting on
the By-Law amendments shall be made on the website, at all regularly scheduled
section meetings and in all Newsletters during the sixty (60) days prior to the
meeting.
Section
2. Amendments to these By-Laws, with the
exception of Article X, shall be approved by a
two-thirds affirmative vote of all current eligible members present at a
meeting scheduled for By-Law amendment(s).
Article XII
Meetings
Section
1. The schedule of the regular monthly
meetings, the schedule of the study group meetings, and special section
meetings shall be approved by the Board of Directors.
Section
2. Regular or special meetings of the
Board of Directors or of the Executive Committee shall be called as needed by
the Chairman.
Article XIII
Quorum
Section
1. A quorum at any regular or special
meeting of the Section shall consist of twenty-five (25) Members or Associate
Members.
Section
2. A quorum at a meeting of the Board of
Directors shall consist of six (6) members of
the Board.
Section
3. A quorum at a meeting of the
Executive Committee shall consist of three (3) members of the Executive
Committee.
Article XIV
Parliamentary Authority
Robert's
Revised Rules of Order shall be the official guide for this Section in the
conduct of its business.
Article XV
Order of Business
The
order of business of the Board of Directors shall be as follows, unless revised
by the Chairman with the approval of the Board of Directors.
1. Call to order by appropriate officer as
specified by Article VII.
2. Approval of minutes of previous meeting.
3. Treasurer's Report.
4. Reports of Committees.
5. Unfinished Business.
6. New Business.
7. Adjournment.