Bylaws of the Society of Government Economists
Amended on February 1, 2015
Table of Contents
- ARTICLE I. NAME
- ARTICLE II. OBJECTIVES AND POLICIES
- ARTICLE III. MEMBERS
- ARTICLE IV. FINANCING
- ARTICLE V. ELECTED OFFICERS
- ARTICLE VI. DUTIES OF ELECTED OFFICIALS
- ARTICLE VII. APPOINTED OFFICERS
- ARTICLE VIII. GENERAL COUNSEL
- ARTICLE IX. MEETINGS
- ARTICLE X. BOARD OF DIRECTORS
- ARTICLE XI. COMMITTEES
- ARTICLE XII. PARLIAMENTARY AUTHORITY
- ARTICLE XIII. AMENDMENT OF BYLAWS
- ARTICLE XIV. DISSOLUTION
- ARTICLE XV. CONFLICTS OF INTEREST
The organization shall be known as the Society of Government Economists, hereinafter referred to in these bylaws as the Society or SGE.
Section A. Purpose. This Society is organized for the professional and educational purposes of: exclusively charitable and educational purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986, as now in effect or as may hereafter be amended. Without limiting the generality of the foregoing, such purposes included the following:
1. Promote the profession of economics.
2. Encourage discussion, research and education in the field of economics.
3. Promote a greater understanding of economic principles and their application to government decision-making and policy.
4. Promote the visibility of research produced by government economists.
Section B. Policies.
1. There shall be no discrimination as regards to race, religion, sex, or age in any of the Society’s activities.
2. The Society shall not adopt a resolution nor take a public position in support of a political action or candidate for public office.
Section A. Membership.
1. Regular. Any person who has a professional interest in government economic problems may qualify as a regular member.
2. All questions on membership eligibility shall be decided by a majority vote of Board of Directors.
Section B. Applications.
Applications for membership shall be accompanied by the necessary dues and fees as prescribed in the Standing Rules of the Society.
Section C. Class of Members.
1. Individual. Any member who furthers the objectives of the Society, and fulfills the membership requirements as outlined above in Section A.
2. Institutional. Any organization, profit or non-profit, institution, or association desirous of supporting the Society and its objectives may become a member. Institutional members may designate five (5) persons who would otherwise qualify as individual members under Section A.
3. All individual members shall have voting rights and be eligible to hold office.
Section A. General. The Society shall keep itself in a positive equity position. The Board of Directors shall approve all new investment instruments.
Section B. Dues. The annual dues of the Society shall be set by a majority vote of the Board of Directors and recorded in the Standing Rules of the Society’s bylaws.
Section A. Composition. The Directors of the Society shall consist of at least 9 and no more than 15 members. Nine of these Directors will hold the following Officer Positions: President, Vice-President, Executive Director, Treasurer, Executive Secretary, Membership Director, Website Director, Conference Chair, and Outreach Director and Event Planner. These officials, known collectively as the Board of Directors, shall perform the duties as prescribed in Article VI of the bylaws and by parliamentary authority adopted by the Society. All Directors shall be members in good standing of the Society of Government Economists at the time of their nomination and election.
Section B. Election.
1. All ballots shall be collected electronically as determined by the Election Committee.
2. The President and Vice President shall be elected for a one (1) year term, or until their successors are elected.
3. The Executive Director shall be elected for one four (4) year term or until a successor is elected.
4. All other positions (Executive Secretary, Treasurer, Membership Director, Website Director, Conference Chair, Outreach Director and Event Planner, and other Directors) shall be elected for one two (2) year term or until a successor is elected.
5. Officers are expected to hold their positions for the full term of their office. However, those holding terms of more than one year, and who must resign prior to the completion of their full term because of unforeseen circumstances, are encouraged to time their resignation (if feasible) to allow for the election of a successor at the same time other elections will be held.
6. No one officer shall hold the same office for more than three (3) consecutive terms.
7. For each officer position, elections shall be by a plurality of votes cast. Election of the Directors shall be on the basis of those receiving the highest totals among the positions being contested. In case of ties, the undecided contests shall be decided by lot under the supervision of the newly elected Board of Directors at its first meeting.
8. Elections for the new board shall take place a month before the Annual Conference, via email to all members.
9. The new officers shall be announced via email to all members and also during the Annual Conference.
10. These new officers will have the opportunity to be “groomed” while they participate and observe the Annual Conference, which they will conduct the year after.
11. During the Annual Conference, the President shall present the Annual Report of the Society to the members/attendees
12. The end of the President’s term shall be tied to the Annual Conference, which will include the inauguration of the next President and new Board Members.
13. After the Annual Conference, and before the end of the calendar year, the new President shall hold an annual Board meeting.
14. The President shall be in charge of the Annual Conference–appointing a committee and recusing himself or herself in case of conflicts of interest (as with paper submissions).
15. The President shall also appoint a committee to choose papers for the ASSA sessions.
Section C. Vacancy. A vacancy in office may be filled by a majority vote of the Board of Directors, with the exception of a vacancy in the office of President, in which case the Vice President shall automatically become President.
1. The President shall:
a. Assist the officers in implementing SGE programs.
b. Appoint a Parliamentarian, a Bulletin Editor, and all standing committees as outlined in Article XI with the approval of the Board of Directors.
c. Appoint special committees, task forces, advisors, etc., with the approval of the Board of Directors, subject to reappointment by the succeeding President.
d. Be ex-officio member of all Society committees, except the Election Committee.
e. Conduct meetings in accordance with established parliamentary procedures.
f. Execute contracts and incur obligations as required to carry out Society programs and objectives as budgeted. Non-budgeted items greater than three hundred dollars ($300.00) shall require the approval of the Board of Directors.
g. Present an annual report of the Society at its annual meeting.
h. Organize an annual Board meeting as a dinner meeting before the end of the calendar year in which new Board Members were inaugurated..
i. Perform such other duties as may be required.
2. The Vice President shall:
a. Preside in the absence of, or at the request of, the President.
b. Participate in the general management of the Society.
c. Perform such other duties as may be required.
3. The Executive Director shall:
a. As the President’s representative, monitor and direct the work assignments and accomplishments of SGE Board Members, Officers, and Volunteers.
b. Identify any deficiencies or problems, or areas for improvement, in the tasks assigned to Officers, Board Members, and volunteers, and make recommendations accordingly to the President and to all those involved.
c. Coordinate luncheon activities.
4. The Treasurer shall:
a. Record all receipts and disbursements.
b. Deposit funds in financial accounts established in the name of the Society, in accordance with sound financial principles.
c. Pay expenses, within the budget, in a timely manner and pay such other expenses, not within the budget, which are approved by the Executive Board.
d. Prepare and present monthly, quarterly, and annual financial reports or as requested by the Executive Board.
e. Prepare all necessary tax reports by the Society.
f. Have all the books and records available for inspection by the Board of Directors.
g. Submit books for audit by an accredited accountant or auditor, not a member of the Society, at any time that the board or membership demand an audit.
h. Be an ex-officio member of the Budget and Finance Committees.
i. Performs such other duties as may be required.
6. The Executive Secretary shall:
a. Call the roll at each meeting to establish that a quorum is present.
b. Keep accurate minutes of all meetings of the Society and of the Executive Board.
c. Supervise the publication of all Society publications, notices and correspondence.
d. Supervise the filing of all documents and essential correspondence, maintenance of a current file of bylaws and standing rules.
8. The Conference Chair shall:
a. Oversee all conference planning and development of promotional conference materials.
b. Advise the President and Board of Directors of progress on a regular basis.
c. Maintain an accurate accounting of finances.
d. Recommend the SGE Conference registration fee, that must be approved by the Board of Directors by a two-thirds vote.
e. Organize a committee to help oversee the development of the SGE Conference and Materials.
f. Have the authority to allocate conference responsibilities as needed to streamline all aspects of planning.
9. The Outreach Director and Event Planner shall:
a. In collaboration with the Treasurer, Executive Director, Vice President, President, manage logistics and details regarding SGE events, such as contracting with caterers and renting rooms in facilities where the SGE conference will be conducted.
b. Preside over luncheon events in the absence of the Vice President.
Section A. General. The appointed officers of the Society, not to exceed the term of the President (unless approved by the succeeding President), and with the approval of the Board of Directors, shall be a Parliamentarian and a Bulletin Editor.
Section B. Duties of Appointed Officers.
1. The Parliamentarian shall:
a. Advise the President on parliamentary procedures when requested.
b. Attend Executive Board meetings if requested.
c. Attend the annual meeting of the Society.
d. Be ex-officio member of the Bylaws and Standing Rules committees.
e. Perform such other duties as may be required.
2. The Bulletin Editor shall preside over the Editorial Board and shall:
a. Compile and edit a Society Bulletin.
b. Report recommendations and actions of the Board of Directors to the membership.
c. Notify the membership of all Society meetings, functions, and official actions.
d. Perform such other duties as may be required.
Section C. Removal of Officers or Directors
The Board of Directors may remove any other Director or any Officer from their position with at least a 2/3 vote of all existing current Directors.
The Executive Board may select a general counsel who will serve at the pleasure of the President and who shall advise the organization on legal matters.
Section A. Annual Meetings. The President shall call a meeting of the full membership of the Society at least once a year. Notice of this meeting shall be sent to the membership at least thirty (30) days prior to the date of the meetings.
Section B. Board of Directors Meetings. The Board of Directors shall meet quarterly to conduct Society business. Board meetings shall be called by the President at the request of any other three (3) members of the Board of Directors. At least three (3) days’ notice shall be given to all Board members. The three (3) days’ notice requirement may be waived for any emergency meeting.
Section A. Composition. The two immediate past Presidents may serve as ex-officio members of the Board of Directors.
Section B. Quorum. A majority of the Board of Directors shall constitute a quorum. Proxy voting is not permitted.
Section C. Chair. By a majority vote, the Board of Directors may elect a chair from among its members; otherwise, the President shall act as the presiding officer.
Section D. Authority. The Board of Directors shall conduct the affairs of the Society, and shall be the chief policy making body. It shall insure that the business of the Society is conducted in accordance with the bylaws and standing rules of the Society.
Section A. Budget and Finance Committee. A Budget and Finance Committee shall be composed of the Treasurer and up to four (4) other persons appointed by the President promptly after taking office. It shall be the duty of this committee to prepare a budget for the fiscal year following the election, and to submit it to the Board of Directors. The proposed budget shall include a statement of the Society’s current financial condition, a review of the Society’s recent financial experience, and anticipated revenues and expenditures by type and/or program. It shall require a two-thirds (2/3) vote of the Board of Directors to adopt or amend the budget.
Section B. Bylaws and Standing Rules Committee. The Bylaws and Standing Rules Committee shall study the current bylaws and standing rules of the Society and shall initiate changes as necessary, with the advice of the general counsel. The bylaws committee shall be appointed by the President. A bylaws committee shall be convened at least once every three years. A majority vote of the Board of Directors shall be binding interpretation of the bylaws.
Section C. Conference Coordinating Committee. A Conference Coordinating Committee, under the direction of the Conference Chair shall, with the approval of the President, arrange all the details of the annual conference.
Section D. Nominating Committee. Subject to approval by the Board of Directors, the President shall appoint a Nominating Committee (in early January of each year), consisting of not less than three (3) members, none of whom are candidates for, or voting member of the Board of Directors. The Nominating Committee shall select at least one nominee for each elected position of the Society; whenever possible, more than one candidate shall be nominated for each position. Consideration of experience and qualifications shall be used in making selections. Each candidate shall indicate to the Nominating Committee a willingness to serve, if elected. The Nominating Committee shall forward their nominations to the Elections Committee. Additional nominations may be made by membership petition to the Elections Committee (see rules under Elections Committee).
Section E. Elections Committee. The Elections Committee, consisting of three (3) members, none of whom shall be nominees or members of the Nominating Committee, officers or members of the Executive Board, shall conduct the election. The Elections Committee shall arrange for publication in the Society Bulletin of a notice that includes the nominations by the Nominating Committee and procedures for additional nominations by petition. Additional nominations may be made by membership petition of a least twenty (20) members or three percent (3%) of the members, whichever is less each valid signature on a petition must be a member in good standing on the date of the signature. Petitions must be received by the Elections Committee no later than twenty (20) calendar days after the Society Bulletin containing the above mentioned notice is mailed to the membership. The Elections Committee, in consultation with the Executive Secretary, shall determine that submitted petitions are valid. To be included on the ballot, each candidate nominated by petition shall indicate to the Elections Committee a willingness to serve, if elected. The Elections Committee shall request from each candidate statements on past Society participation and duties, qualifications for office, and goals if elected. The Elections Committee shall provide candidates with guidelines on content, length, and accuracy. The Elections Committee shall attempt to verify the accuracy of statements made by candidates, and shall delete any portions of statements that do not conform to guidelines. The Elections Committee shall prepare an information sheet containing, in the order listed on the official ballot, the name of each candidate, whether the nomination was made by the Nominating Committee or by petition, and candidate statements. The Elections Committee shall prepare and receive the official ballots. the ballot shall indicate procedures for casting the ballot and the final date for receipt of valid ballots by the Elections Committee. The order for nominations for each office shall be randomly selected, followed by space(s) for write-in choices. On the official ballot, the names of all candidates shall be shown without any indication of incumbency or method of nomination; these items will be shown on the information sheet. In conjunction with the Executive Secretary, the Elections Committee shall arrange for printing and mailing of ballots and information sheets to members in good standing. The Elections Committee shall certify ballots as valid, tabulate the ballots, summarize and certify results, submit the results to the Board of Directors no later than one (1) week following the deadline date for receipt of mail ballots, and promptly notify each candidate as to whether each was elected or not.
Section F. Other. Such other committees, standing or special, shall be appointed by the President as the Society or the executive Board may deem necessary to carry on the work of the Society. The President shall be ex-officio member of all committees except the Elections Committee.
Section G. Reports. Each standing and special committee shall maintain appropriate files and records which shall be forwarded to its successors as directed by the incoming president. Each committee shall prepare an annual report.
Section A. The rules contained in the current edition of Robert’s Rules of Order, Newly Revised shall govern the Society in all cases to which they are applicable, and in which they are not consistent with these bylaws and standing rules, or with any special rules of order which the Society may adopt.
Section B. STANDING RULES OF THE SOCIETY OF GOVERNMENT ECONOMISTS
1. Regular meetings of the Board of Directors shall be held at a time and place that is mutually convenient to the members. (see article IX, Section 2).
2. Society of Government Economists’ dues shall be affixed on an annual, from the month membership payment is received. The following represents the current dues structure:
Individual Membership: One Year Regular $30.00 or Two Years Regular $50.00
Institutional Membership $150.00
3. Dues shall be payable annually, and shall be considered delinquent 45 days after the expiration of the 12 month period for which they were last paid. A reminder shall be sent by the membership director one month prior to expiration and no more than two (2) reminder notices after expiration shall be sent to a delinquent member, after which the delinquent member shall be dropped from the active membership listing, but may be retained on the announcement list.
These bylaws may be amended by a two-thirds (2/3) vote of the Board of Directors.
Dissolution may be authorized by a majority vote of the Board. Upon dissolution, all creditors shall be properly notified, and any financial assets not obligated to pay the Society’s debts shall be distributed for one or more exempt purposes, within the meaning of section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose according to the laws and applicable regulations of the District of Columbia.
Section A. PURPOSE. The purpose of the conflict of interest policy is to protect this tax-exempt organization’s (Organization) interest when it is contemplating entering into a transaction or arrangement that might benefit the private interest of an officer or director of the Organization or might result in a possible excess benefit transaction. This policy is intended to supplement but not replace any applicable state and federal laws governing conflict of interest applicable to nonprofit and charitable organizations.
Section B. DEFINITIONS.
1. Interested Person
Any director, principal officer, or member of a committee with governing board delegated powers, who has a direct or indirect financial interest, as defined below, is an interested person.
2. Financial Interest
A person has a financial interest if the person has, directly or indirectly, through business, investment, or family:
a. An ownership or investment interest in any entity with which the Organization has a transaction or arrangement,
b. A compensation arrangement with the Organization or with any entity or individual with which the Organization has a transaction or arrangement, or
c. A potential ownership or investment interest in, or compensation arrangement with, any entity or individual with which the Organization is negotiating a transaction or arrangement.
Compensation includes direct and indirect remuneration as well as gifts or favors that are not insubstantial.
A financial interest is not necessarily a conflict of interest. Under Section C, Part 2, a person who has a financial interest may have a conflict of interest only if the appropriate governing board or committee decides that a conflict of interest exists.
Section C. PROCEDURES.
1. Duty to Disclose
In connection with any actual or possible conflict of interest, an interested person must disclose the existence of the financial interest and be given the opportunity to disclose all material facts to the directors and members of committees with governing board delegated powers considering the proposed transaction or arrangement.
2. Determining Whether a Conflict of Interest Exists
After disclosure of the financial interest and all material facts, and after any discussion with the interested person, he/she shall leave the governing board or committee meeting while the determination of a conflict of interest is discussed and voted upon. The remaining board or committee members shall decide if a conflict of interest exists.
3. Procedures for Addressing the Conflict of Interest
a. An interested person may make a presentation at the governing board or committee meeting, but after the presentation, he/she shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement involving the possible conflict of interest.
b. The chairperson of the governing board or committee shall, if appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement.
c. After exercising due diligence, the governing board or committee shall determine whether the Organization can obtain with reasonable efforts a more advantageous transaction or arrangement from a person or entity that would not give rise to a conflict of interest.
d. If a more advantageous transaction or arrangement is not reasonably possible under circumstances not producing a conflict of interest, the governing board or committee shall determine by a majority vote of the disinterested directors whether the transaction or arrangement is in the Organization’s best interest, for its own benefit, and whether it is fair and reasonable. In conformity with the above determination it shall make its decision as to whether to enter into the transaction or arrangement.
4. Violations of the Conflicts of Interest Policy
a. If the governing board or committee has reasonable cause to believe a member has failed to disclose actual or possible conflicts of interest, it shall inform the member of the basis for such belief and afford the member an opportunity to explain the alleged failure to disclose.
b. If, after hearing the member’s response and after making further investigation as warranted by the circumstances, the governing board or committee determines the member has failed to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action.
Section D. RECORDS OF PROCEEDINGS. The minutes of the governing board and all committees with board delegated powers shall contain:
1. The names of the persons who disclosed or otherwise were found to have a financial interest in connection with an actual or possible conflict of interest, the nature of the financial interest, any action taken to determine whether a conflict of interest was present, and the governing board’s or committee’s decision as to whether a conflict of interest in fact existed.
2. The names of the persons who were present for discussions and votes relating to the transaction or arrangement, the content of the discussion, including any alternatives to the proposed transaction or arrangement, and a record of any votes taken in connection with the proceedings.
Section E. COMPENSATION.
1. A voting member of the governing board who receives compensation, directly or indirectly, from the Organization for services is precluded from voting on matters pertaining to that member’s compensation.
2. A voting member of any committee whose jurisdiction includes compensation matters and who receives compensation, directly or indirectly, from the Organization for services is precluded from voting on matters pertaining to that member’s compensation.
3. No voting member of the governing board or any committee whose jurisdiction includes compensation matters and who receives compensation, directly or indirectly, from the Organization, either individually or collectively, is prohibited from providing information to any committee regarding compensation.
Section F. ANNUAL STATEMENTS. Each director, principal officer and member of a committee with governing board delegated powers shall annually sign a statement which affirms such person:
1. Has received a copy of the conflicts of interest policy,
2. Has read and understands the policy,
3. Has agreed to comply with the policy, and
4. Understands the Organization is charitable and in order to maintain its federal tax exemption it must engage primarily in activities which accomplish one or more of its tax-exempt purposes.
Section G. PERIODIC REVIEWS. To ensure the Organization operates in a manner consistent with charitable purposes and does not engage in activities that could jeopardize its tax-exempt status, periodic reviews shall be conducted. The periodic reviews shall, at a minimum, include the following subjects:
1. Whether compensation arrangements and benefits are reasonable, based on competent survey information, and the result of arm’s length bargaining.
2. Whether partnerships, joint ventures, and arrangements with management organizations conform to the Organization’s written policies, are properly recorded, reflect reasonable investment or payments for goods and services, further charitable purposes and do not result in inurement, impermissible private benefit or in an excess benefit transaction.
Section H. USE OF OUTSIDE EXPERTS. When conducting the periodic reviews as provided for in Section 7, the Organization may, but need not, use outside advisors. If outside experts are used, their use shall not relieve the governing board of its responsibility for ensuring periodic reviews are conducted.