In order to carry out the broad objectives of The Combustion Institute on the basis of closer and more frequent contacts between members residing in the Eastern United States of America, therefore: in recognition of the fact that The Combustion Institute is organized to promote the science and application of combustion; and in recognition of the fact that combustion science encompasses many disciplines, while combustion engineering extends to many diverse applications, neither the scientific nor the engineering aspects being already fully served by one existing technical society; the following By-Laws are submitted to the Board of Directors of The Combustion Institute as the basis upon which the Eastern States Section of The Combustion Institute does herewith petition said Board of Directors for official recognition and sanction of said Section.
Identity and Purpose
Section 1. Corporate Identity
The Eastern States Section of the Combustion Institute shall be a legal subdivision of The Combustion Institute Corporation, operating under the charter and applicable by-laws of the Corporation and under appropriate action of the Board of Directors of the Corporation.
Section 2. Compositional Identity
The Eastern States Section shall be composed of all members of The Combustion Institute resident in the District of Columbia and the States of Connecticut, Delaware, Florida, Georgia, Maine, Maryland, Massachusetts, New Hampshire, New Jersey, New York, North Carolina, Pennsylvania, Rhode Island, South Carolina, Vermont, Virginia and West Virginia, without obligation upon the part of any member so included.
Section 3. Purpose
The purpose of the Eastern States Section shall be to promote the science and application of combustion by means of: sponsorship of sectional meetings, promotion of the preparation of technical papers, education of combustion scientists and engineers, and promotion of membership in The Combustion Institute among eligible persons resident in the geographical area of the Section.
Section 1. Qualification
The qualification for membership in the Eastern States Section shall be certification to the Section from The Combustion Institute that the individual in question is a member of The Combustion Institute and in the records of The Institute his/her mailing address falls within the geographical area of the Section.
Section 2. Financing
The Eastern States Section shall have no compulsory dues for its membership beyond that required for individuals residing in the United States to join The Combustion Institute. Financing shall be obtained through registration fees for technical meetings and such activities of a solicitous and/or enterprising nature as the Section may in good taste devise. The Section may establish a differential in registration fees for technical meetings sufficient to defray the cost of a then-current membership (and related expenses) in The Combustion Institute for prospective registrants who are not already members of The Institute.
Section 3. Members Business Meetings
There shall be a biannual regular business meeting of the members of the Eastern States Section, with additional special meetings as necessary; each meeting to be held on a date and at a place set by the Executive Committee of the Section, which Executive Committee and the authority thereof are generally described in Article III, following.
Section 4. Notice of Business Meetings
Except as otherwise required by statute, notice of each meeting of members, whether regular or special, shall, at least twenty days before the day on which the meeting is to be held, be given to each member by delivering an electronic, written or printed notice thereof to such member personally or by mailing (electronically or hard copy with postage prepaid) such notice, addressed to the member at his/her e-mail or post office address as the same appears upon the records of the Section.
Section 5. Quorum
Twenty members, at any meeting of members, shall constitute a quorum unless a larger number are required by law, in which case the number so required shall constitute a quorum.
ARTICLE IIIOfficers and Executive Committee
Section 1. Officers
The officers of the Eastern States Section shall be a Chair, a Vice-Chair/Chair Elect, a Treasurer, and a Secretary. All of such officers shall hold office until their successors are elected and qualified.
Section 2. Executive Committee
Executive authority of the Eastern States Section, including the collection and disbursement of funds, shall be vested in an Executive Committee composed of the four officers of the Section, the Past Chair, the Chairs of the following standing committees: Arrangements and Program/Papers, and Committee members elected “at large”. All of such elected standing committee Chairs shall hold office until their successors are elected and qualified. Throughout these By-Laws, each reference to the Executive Committee shall indicate the Executive Committee of the Eastern States Section, as defined above, and no such reference shall indicate the Executive Committee of The Combustion Institute.
Section 3. Election
Members of the Executive Committee shall be elected, by specific individual designations, to serve for two-year terms. At the discretion of the Executive Committee, the election shall either take place at the regular members’ business meeting or it shall be conducted electronically. In the event of the resignation of any member of the Executive Committee, his/her place may be filled for the remainder of his/her term of office by a motion of the Executive Committee meeting in authorized session. The Executive Committee may terminate any membership on the Executive Committee for cause.
Section 4. Nomination
Nominations for election to the Executive Committee shall be made by a Nominating Committee appointed by the Chair of the Section. In general the Nominating Committee is expected to adhere to the “Guidelines for Nominations and Elections” approved by the Executive Committee.
In the case of an election at the members’ business meeting, the names of the nominees designated by the Nominating Committee shall be included in the announcement of the regular members’ business meeting of the Section. Nominations may also be made from the floor during the business meeting by any member present. Nominees receiving the greatest number of votes from members of the Section shall be elected.
In the case of electronic elections, the Nominating Committee should seek nominations from all members of the Section at least two months prior to the close of the election. All members of the Section shall be informed of the election and the slate of candidates at least one month prior to the close of the election. Nominees receiving the greatest number of votes from members of the Section shall be elected.
Section 5. Executive Committee Meetings
The Executive Committee shall meet regularly once a year for its annual meeting, and more frequently as necessary in the form of special meetings, and a simple majority shall constitute a quorum. Special meetings shall be called formally by the Chair of the Section. For all meetings, formal notice shall be given either electronically or in writing at least twenty days prior to the meeting date.
Section 6. Chair
The Chair of the Eastern States Section shall be the Chief Executive Officer of the Section. It shall be his/her duty to preside at all meetings of the members and of the Executive Committee; he/she shall have general and active management of the business of the Section; he/she shall see that all orders and resolutions of the Executive Committee, and of the Board of Directors of The Combustion Institute, are carried into effect; and he/she shall execute all contracts and agreements authorized by the Executive Committee. He/She shall have general supervision and direction of the other officers of the Section, and shall see that their duties are properly performed. The Chair shall, with the concurrence of the respective standing committee chairs, make membership appointments to the various standing committees from among the Section membership. After completion of his/her term in office, the Chair shall serve as Past-Chair in the following term.
Section 7. Vice-Chair/Chair Elect
The Vice-Chair of the Eastern States Section shall be vested with all the powers and required to perform all the duties of the Chair in the event of the absence or disability of the latter. After completion of his/her term in office, the Vice-Chair shall serve as Chair in the following term.
Section 8. Treasurer
The Treasurer of the Eastern States Section shall have custody of the funds and securities of the Section and shall keep full and accurate accounts of receipts and disbursements in books belonging to the Section, and shall deposit all moneys and other valuable effects in the names of and to the credit of the Section in such depositories as may be agreed to by the Executive Committee. He/She shall disburse the funds of the Section as may be ordered by the Executive Committee, taking proper vouchers for such disbursements, and shall render to the Executive Committee at its meetings, whenever required by same, an account of all his/her transactions as Treasurer and of the financial conditions of the Section. He/She shall give the Section a bond, if required by the Executive Committee, in such sum and form and with such security as are satisfactory to the Board of Directors, for the faithful performance of the duties of his/her office and the restoration to the Section in case of his/her death, resignation, or removal from office, of all books, papers, vouchers, money, and other property of whatever kind in his/her possession belonging to the Section. He/She shall perform such other duties as the Executive Committee may from time to time prescribe or require.
Section 9. Secretary
The Secretary of the Eastern States Section shall keep the minutes of all meetings of members and of the Executive Committee and shall maintain all additional records of the Section, exclusive of financial statements maintained by the Treasurer. The Secretary shall attend to the giving and serving of all notices of the Section and shall maintain liaison with the officers and the Board of Directors of The Combustion Institute. When authorized by the Executive Committee, he/she shall affix his/her signature to any instrument requiring the same as official signatory for the Section.
ARTICLE IVCoordination Amongst U.S. Sections
Section 1. Organization and Purpose
The Executive Committee of the U.S. Sections of the Combustion Institute was formed to increase communication amongst U.S. Combustion Institute members. The major activities of the Committee are to sponsor the U.S. Combustion Meeting and other national meetings and workshops for U.S. researchers in combustion science and engineering, and to promote awareness of combustion to the public.
Section 2. Membership
Each U.S. Section of the Combustion Institute shall have three voting members or designates, chosen by each section. For the Eastern States Section, the voting members shall be the Chair, the Vice-Chair, and the Arrangements Chair, unless otherwise designated by the ESS Executive Committee.
ARTICLE VExpenditures and Records
Section 1. Payments of Money
All checks, drafts, or orders for the payment of money, unless otherwise ordered by the Executive Committee, shall be signed by the Treasurer, and in the absence of the Treasurer, and not otherwise, by the Chair or the Secretary.
Section 2. Records
The books, accounts, and records of the Eastern States Section shall be open to inspection by the Executive Committee, and by the Board of Directors of The Combustion Institute, at all times.
Ratification and Amendments
Section 1. Ratification
Acceptance of these By-Laws by the Board of Directors of The Combustion Institute shall place them in force as of the date of acceptance and shall ratify the election of the first Executive Committee as made at the organizational meeting of the Eastern States Section on 4 March 1967*. The Executive Committee shall then communicate the action of the Board of Directors to the Eastern States Section membership at its early convenience, either by mail or by calling a special business meeting of the members for this purpose at the next technical meeting of the Section.
Section 2. Amendments
Subject to the limitations in the Certificate of Incorporation of The Combustion Institute, the Executive Committee shall have power to make, alter, amend, or repeal any By-Laws by the affirmative vote of two-thirds of all of the members of the Executive Committee.
* As amended by The Executive Committee on July 27, 2011
* Having been accepted by the Board of Directors of The Combustion Institute, these By-Laws are in force.