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By-Laws of the AIC:

ARTICLE I
Names and Objectives
Section 1. The name of this organization shall be THE AMERICAN INSTITUTE OF CHEMISTS, INC., hereinafter referred to as The Institute. .
Section 2. Its objectives shall be to advance the chemical professions in the United States; to promote and protect the public welfare by establishing high professional standards of practice for these professions; and to promote the professional, social, and/or economic interests of its members for the benefit of society at large.
To these ends it will:
 
  1. Encourage adequate basic training for these professions and admit to membership only those of proven education, experience, and competence.
  2. Establish and maintain standards of proficiency through continuing education and/or professional experience through certification so as to encourage competent and efficient service.
  3. Seek to enhance the prestige and distinction of the chemical professions and to extend their usefulness and influence for the benefit of society.
  4. Improve the economic status of chemical scientists by cooperating with employers to set employment standards that protect the interests of chemical scientists.
  5. Establish and maintain a register of its membership.
  6. Provide a code of conduct which protects the public from fraud and imposture and justifies confidence in the integrity of chemical scientists.
  7. Provide means for the appropriate recognition of distinguished service to the professions, recognize promising chemical scientists at early stages of their careers, and encourage qualified young people to properly prepare for and enter the chemical professions.
  8. Cooperate with federal, state, and local agencies concerned with legislation, regulation, and guidelines to enhance the role of chemical scientists in the intellectual, material, and cultural progress of the nation.
  9. Increase public understanding of the contributions of chemical scientists.
  10. Render such other services to the chemical professions as developments shall warrant and The Institute shall approve.
   
Section 1. The Institute shall be composed of chemical professionals.
Section 2.

The membership of The Institute shall consist of Members, Fellows, Honorary Fellows, Life Fellows, Emeritus Fellows, Retired Members, and Retired Fellows.

 
  1. Fellows shall have achieved full maturity in a chemical science as evidenced by a proven record of significant scientific or technological accomplishment. The record must show a substantial level of: (a) primary authorship on publication of original research and/or inventorship on patents, and (b) positions of responsibility in the advancement of the body of knowledge and/or in the application of the chemical sciences. Candidates for Fellow shall have acquired: (a) a minimum of a baccalaureate in a chemical science from an academic’ institution acceptable to The Institute, and (b) at least ten years of progressive experience and responsibility in the practice of the chemical sciences after having acquired the baccalaureate. In its discretion The Institute may: (a) admit as Fellows individuals with principal academic training in other disciplines who otherwise meet at least the minimum requirements for academic education and proven experience for chemical scientists, and (b) accept, as equivalent to a like number of years of progressive experience, up to four years of academic education beyond the baccalaureate in a chemical science from an academic institution acceptable to The Institute.
  2. Members shall have a minimum of a baccalaureate degree (or equivalent qualifications from outside the USA with a minimum of a three year academic degree) from an academic institution and four years of professional experience deemed acceptable to The Institute. Those who do not satisfy the professional experience requirement shall be admitted as Associate Members of The Institute until such time as they satisfy the requirements of Member. Associate Member is considered a transition category of membership and cannot be retained for more than five years. If an Associate Member does not qualify, after five years, for Member status, they will automatically be transferred to Affiliate status as detailed in Article III, Section1.  In its discretion, The Institute may admit individuals as Members with principal academic training in other disciplines who have demonstrated significant involvement with progressive experience and responsibility in the chemical sciences, and who may not yet otherwise qualify as Fellows. Regardless of academic training, all persons who are AIC Certified Chemical Technicians are eligible to be members. Also, Corporations are eligible for membership status and for voting purposes shall have all the rights of an individual member. Corporations must designate an individual to exercise its rights as a member.
  3. Honorary Fellows shall be persons who, by reason of service to the chemical profession and to the public and by professional accomplishment, have attained unusual distinction. They shall be chosen by the Board of Directors or by the Executive Committee acting for the Board. The number of living Honorary Fellows on the membership rolls of The Institute shall not exceed one percent of the total Institute membership. Honorary Fellowship beyond the limitation of one percent of the total membership may be authorized on recommendation of the President and concurrence by a majority of the Board of Directors. Honorary Fellows shall enjoy all the privileges of membership and shall receive The Institute's publications without payment of dues.
  4. Life Fellows of The Institute who have been members for five years or more may become, at their request and upon payment of the fee set by the Board of Directors, Life Fellows and shall for their lifetime be continued on the rolls, shall enjoy all the privileges of membership, and shall receive The Institute's publications without payment of dues. Life Fellowship and its privileges are also given to Gold Medalists and Honorary Fellows.
  5. Emeritus Fellow A Fellow whose combination of years of membership and age add to a total of at least 85 and who is no longer engaged in full-time paid professional activity may be given Emeritus status upon request. Such person shall be continued on the membership rolls with no further payment of national dues and shall be entitled to receive The Institute's publications at the prescribed membership rate.
  6. Retired A Member or Fellow whose combination of years of membership and age add to a total of at least 75 and who is no longer engaged in paid full-time professional activity may be given Retired status upon request. Such persons shall have all the privileges of membership held at the time of retirement and shall have reduced dues obligations.
  7. Sustaining Members and Fellows are those who commit to a higher level of dues as specified by the Board of Directors. They shall be issued a special certificate of recognition and shall be entitled to a special listing in The Institute's Professional Directory.
Section 3. Applications for membership shall be made in writing on a membership application form provided for this purpose by The Institute. The completed application form, accompanied by the appropriate dues payment for the first period of membership shall be sent to the official office of The Institute for processing by the Membership Committee in accordance with these bylaws.
Section 4. The Membership Committee is empowered to consider and accept qualifications other than those set forth above, which, in its judgment, would otherwise qualify an individual for membership. An appeal from the judgment of the Committee may be made on written request by any member or candidate to the Board of Directors within 30 days of the date of notification, such requests being addressed to the Secretary of The Institute. The Executive Committee may act on membership appeals between regular meetings of the Board.
Section 5. All members shall receive The Chemist, the official organ of The Institute.
Section 6. All members shall have the right to vote in elections and in meetings of members at the national and local levels on all matters brought before The Institute and its constituent bodies.
Section 7. Members who have not met their current national dues and/or assessment obligations by the end of the first quarter of any year shall have their membership privileges suspended and become inactive members until such time as dues for that year are remitted. Members shall be dropped from the rolls for failure to pay dues and assessments within six months after they become due. Notices to members whose payment of dues and assessments is in arrears shall be sent according to a schedule set by the Board of Directors upon recommendation of the Finance Committee.
Section 8. Resignations from membership shall be submitted in writing to the Secretary and must be received by December 31. Members who do not resign by this date will be carried on the rolls for six months and will incur a professional obligation for dues and any related fees and/or assessments levied for that period. Failure to pay dues and/or assessments does not constitute a resignation.
Section 9. A person whose membership shall have been forfeited for nonpayment of dues and/or assessments due The Institute, or any member who resigned 'in good standing, may be reinstated within one year thereafter upon payment of back dues and/or assessments.
Section 10. The membership of any member may be terminated for cause by a two-thirds vote of the entire Board of Directors after (a) written notice of the charge preferred has been sent to the member by certified mail, return receipt requested; (b) an opportunity to answer the same, within a period of not less than four weeks after such notice has been given, has been furnished the member; and (c) an investigation of the charge has been made on behalf of the Board of Directors.
   
ARTICLE III
Affiliates
Section 1.

Persons not qualified for membership in The Institute, but whose occupation and/or professional interest is related to the chemical sciences may become Affiliates of The Institute. Affiliates shall not have the privilege of voting for or holding an elective position in The Institute or a Local Institute, voting on articles of incorporation or bylaws, or serving as a member of a policy-making body. Upon payment of dues set by the Board of Directors, Affiliates may serve on appointed committees, shall receive the official organ of The Institute, and may participate in Annual Meetings. Associates shall be entitled to a special listing in The Institute's Professional Directory.

Section 2.

Students registered for a graduate or undergraduate degree program in a chemical science at a four-year college, university, or technical institution, but not employed full time in the chemical profession, may become Student Affiliates of The Institute. Student Affiliates shall not have the privilege of voting for or holding an elective position in The Institute or a Local Institute, voting on articles of incorporation or bylaws, or serving as a member of a policy-making body. Upon payment of dues set by the Board of Directors, Student Affiliates shall receive the official organ of The Institute and may participate in Annual Meetings. Student Affiliates are not listed in The Institute's Professional Directory.

   
ARTICLE IV
Section 1.

The Board of Directors is empowered to recognize one organization of at least 15 members of The Institute in good standing in a discrete geographical area as a constituent Local Institute and a division of The Institute. Local Institutes shall be explicitly identified in correspondence and in all other matters as "A Division of The American Institute of Chemists."

Section 2.

Subject to compliance with the objectives and procedures of The Institute as set forth in the Articles of Incorporation and these bylaws, and in conformity with policies of The Institute, Local Institutes have full autonomy in all matters of concern to their particular geographic areas, but may call upon The Institute for advice, counsel, and assistance. All policies and procedures of Local Institutes shall conform to these bylaws and applicable policies and procedures of The Institute.

Section 3.

A new Local Institute shall operate under charter bylaws prepared by The Institute's Bylaws Committee. Local Institute bylaws may be amended by submitting proposed amendments through the Secretary of The Institute to the Local Institutes Committee and the Bylaws Committee for review, and shall become effective on approval by the committee acting for the Board of Directors.

Section 4.

No Local Institute or committee or officer thereof, acting or appearing to act in an official capacity, shall issue any statement or take any action on any matter contrary to established policy of The Institute.

Section 5.

A Local Institute may be dissolved for failure to conform to the objectives, policies, and/or procedures of The Institute. Such action may be taken by the Board of Directors after due and specific notice has been given said Local Institute and after said Local Institute has had an opportunity to be heard.

Section 6. Membership in a Local Institute shall be encouraged for all members.
Section 7.

Any Local Institute which fails to maintain a membership of at least 15 may be dissolved by the Board of Directors. However, any Local Institute of less than 15 members, but maintaining activity, may remain a recognized division. Any Local Institute may be dissolved at the request of two-thirds of its members.

Section 8.

At the beginning of each calendar year, each Local Institute shall submit to The Institute, an annual report of its operations, including an itemized statement of receipts and expenditures and a review of programs and accomplishments during the period covered by the report.

Section 9.

Any Local Institute which fails to file an annual report of its operations for three consecutive years may be declared inactive by action of the Board of Directors. This action may be taken after specific notice has been given to the individual members of said Local Institute and after said Local Institute has had an opportunity to be heard. At the time a Local Institute is declared inactive, any accumulated funds shall be forwarded to The Institute's National Office to be held in trust until such time as it returns to active status. An inactive Local Institute may return to active status within two years after being declared inactive by formally notifying the National Office, electing officers, and filing an annual report for the most recent year. During the period of its inactive status, a Local Institute shall be carried in the official records of The Institute with the notation "Inactive."

Section 10. Local Institutes may provide for Associates in their bylaws within the following provisions:
 
  1. Local Institute Associates shall only be persons who are not, or have not been, members of The Institute.
  2. Local Institute Associates may be persons approved by the local unit regardless of whether or not they possess full qualifications for membership in The Institute. However, Local Institute Associates who are eligible to be a Member or a Fellow of The Institute may continue their Local Institute Associate status for a maximum of 24 months. Prior to that time, such persons must apply for membership in The Institute; they may remain as Local Institute Associates only if their application for membership in The Institute is rejected.
  3. Local Institute Associates shall pay local dues at least equal to those paid by Members and Fellows. Dues shall be paid directly to the local unit.
  4. Local Institute Associates shall not have the privilege of voting for or holding an elective position in The Institute or the local unit, voting on articles of incorporation or bylaws, serving as a member of a policy-making body, participating in benefit programs of The Institute, or receiving the official organ of The Institute.
Section 11.

The bylaws of each Local Institute shall provide that no part of the net assets of the Local Institute shall inure to the benefit of any other organization or individual. In the event of the dissolution of the Local Institute, its assets shall first be applied to the payment of its obligations. Any assets remaining thereafter shall be conveyed to The Institute, provided that The Institute shall at that time be exempt under Section 501(c) (6) of the Internal Revenue Code of 1954 as amended or under such successor provision of the Code as may then be in effect; and if The Institute is not then so exempt or does not then exist, disposition shall then be made as provided in Article 4 of the Articles of Incorporation of The Institute.

Section 12.

All officers of Local Institutes shall be members in good standing of the American Institute of Chemists, that is, the national organization.

   
Section 1.

The governing body of The Institute shall be the Board of Directors which shall manage the affairs of The Institute, establish policies and procedures, and transact business for and on behalf of The Institute. It shall adopt an annual budget; set the schedules of dues, fees, and assessments; keep a record of its proceedings; and authorize disbursements by the Treasurer. The Board of Directors shall report to the membership of The Institute at a specific, designated time and place at each Annual Meeting; the report shall be published in the official organ of The Institute.

Section 2.

The Officers of The Institute shall be the President, the President-Elect, the Secretary, and the Treasurer. The Directorate shall be the Officers, the most recent Past President able to serve, and twelve elected Directors.

Section 3.

At its last regular meeting each year, the Board of Directors shall elect a Chair and a Vice Chair from the members of the Board who, for the ensuing year, will not be Officers of The Institute but who will be Directors. The Chair and Vice Chair shall serve for terms of one year commencing January 1 of the year following their election, or until a successor is elected. In the event the Chair or Vice Chair cannot serve, election will be held at the next Board meeting after such a determination is made. If the Chair cannot serve, the Vice Chair shall assume the duties of the Chair until elections can be held. If neither can serve, the eligible member of the Board with the longest term of consecutive service shall assume the duties of the Chair until the elections can be held.

Section 4.

The Board of Directors shall hold at least one regular meeting each year. Special meetings of the Board may be called by the Chair of the Board or upon written request of at least five members of the Board. Members of the Board must be present in person to hear the debate on matters to be voted on at a meeting at which a quorum is present; no alternates or proxy votes are allowed. For all meetings of the Board of Directors, notice shall be given to the members of the Board at least two weeks before the date of the meeting. In emergencies declared jointly by the President and the Chair of the Board, action may be taken by telephone conference calls provided that an attempt is made to reach all members of the Board, two-thirds of the Directors are available for discussion and vote, and a two-thirds affirmative vote of participating Directors is achieved.

Section 5.

The Chair of the Board shall preside at all meetings of the Board of Directors, shall call regular and special meetings of the Board as specified in these bylaws, shall propose agendas for all meetings of the Board, and shall be a member of the Executive Committee and the Finance Committee.

Section 6.

The Vice Chair of the Board shall assume the duties and responsibilities of the Chair of the Board in the absence, incapacity, or at the request of the Chair and shall be a member of the Executive Committee.

Section 7. Nine shall constitute a quorum for all meetings of the Board of Directors.
Section 8.

The rules contained in the current 'edition of Roberts' Rules of Order shall govern meetings of the Board of Directors whenever they are consistent with these bylaws and any special rules adopted by the Board.

Section 9.

All meetings of the Board of Directors shall be open for observation to all members of The Institute with one exception. Executive sessions, limited to the Directorate, may be called to consider personnel matters. Active Local Institutes shall be entitled to have a representative with voice, but without vote, present at all Board meetings with the exclusion of conference call meetings. Observers, committee chairs, and Local Institute representatives may be recognized for presentations or comments at the discretion of the Chair.

Section 10.

Any Officer or Director who is absent from three consecutive regular meetings of the Board of Directors may be declared by the Board at its next regular meeting to have vacated the office, and the vacancy shall be filled as provided in these bylaws.

Section 11.

The Board of Directors shall have an Executive Committee consisting of the President of The Institute who shall chair this Committee, the Chair of the Board, the Vice Chair of the Board, the President-Elect, the Secretary and the Treasurer. The Executive Committee shall be empowered to act for the Board of Directors on matters that require action between Board meetings, subject to review and ratification by the Board. Valid action by the Executive Committee requires the affirmative vote of four members, and such action shall be recorded in the minutes of the Executive Committee and of the Board of Directors. Actions of the Executive Committee may be taken by telephone conference calls.

Section 12.

The Board of Directors shall have a Finance Committee, the majority of whose members shall consist of Directors, appointed by the Chair of the Board, and the Treasurer, who shall chair the committee. The Finance Committee shall be responsible for the formulation and recommendation of financial policy; for preparing the annual budget and reviewing budgeted expenditures; for receiving auditors' and accountants' reports; for recommending schedules of dues, assessments, and fees; for all other financial affairs of The Institute; and for reporting thereon to the Board. The Board of Directors may elect an Assistant Treasurer and/or appoint Special Financial Advisors. The Assistant Treasurer, when elected, shall be a member of the Finance Committee.

Section 13. The Board of Directors shall have such committees as it deems appropriate. In addition, it shall have the following standing committees of The Institute consisting of a Chair, appointed by the President, and additional members and/or Associates of The Institute appointed by the President in consultation with the Chair of the committee, except as otherwise specified. These committees shall report to the Board.
 
  1. The Awards Committee shall consist of a Chair and three subcommittees: (a) Chemical Pioneers, (b) Gold Medal and (c) Special Awards. The Chemical Pioneers and Gold Medal Subcommittees shall each include two members who have been recipients of the respective award. The Special Awards Subcommittee shall have among its duties recommending to the Board of Directors potential nominees for non-AIC awards.
  2. The Bylaws Committee shall review the bylaws and recommend any required or desirable changes. It shall be responsible for the appropriate wording of all amendments submitted and shall make its recommendations promptly thereon. This Committee shall also review proposed amendments to the bylaws of Local Institutes for consistency with the Articles of Incorporation, bylaws, and policies of The Institute.
  3. The Ethics Committee shall recommend to the Board of Directors any desired changes in the Code of Ethics. It shall investigate all alleged infractions of the Code and shall present a full statement of findings in each instance to the Board of Directors. The Committee shall solicit nominations for, and recommend to the Board, the recipient of The Institute's Ethics Award.
  4. The Membership Committee shall be responsible for developing objectives, policies, guidelines, and programs relating to classes of and qualifications for members and associates, and increasing and retaining membership. It shall consider and rule on eligibility of those applying to be members or associates of The Institute. In the event of a challenge to a decision of the Qualifications and Admissions Committee, the Board of Directors shall make the final judgment in accordance with Bylaw II, 4.
  5. The Nominations and Elections Committee shall consist of the President-Elect as Chair, the Immediate Past President, and three Directors whose terms do not expire in a given election year. This Committee shall nominate candidates for all national offices of The Institute in accordance with procedures described in these bylaws. Invitations shall be extended to the Presidents of Local Institutes to submit suggestions to the Committee for nominees for Directors and offices that require candidates.
  6. Other committees of The Institute may be established by the Board to act within the area of assigned responsibility.
  7. All committees shall present written reports to the Board at each of its regularly scheduled meetings according to their assigned responsibility.
Section 14.

Directors shall coordinate the activities of Local Institutes, assist them in establishing effective local programs, assist in the organization of new Local Institutes, and respond to special problems which may arise. The Chair of the Board and the President shall jointly assign to each Director responsibility of a Local Institute or region.

Section 15.

The Board of Directors may employ persons, who may or may not be members of The Institute, to assist the Officers in the performance of their duties and to implement the objectives of The Institute, with duties, responsibilities, and authorities prescribed by the Board of Directors. If any employee is a member of The Institute, such employee shall not hold national elective office while serving The Institute as an employee. Employees shall serve at the pleasure of the Board and report to the Board through the President. Employees in the National Office shall provide services needed to carry out the programs of The Institute, including those needed for meetings of The Institute, the Board of Directors, and the Executive and other Committees.

Section 16.

All Officers and Directors shall serve The Institute without payment, direct or indirect, for services to The Institute. However, reimbursement may be made for expenses incurred, according to policies recommended by the Finance Committee and established by the Board of Directors.

Section 17.

No Officer, Director, or employee of The Institute may retain, without approval from the Board, any gratuity, gift, emolument, or courtesy beyond the payment of expenses from any third party, directly or indirectly, by virtue of such Officer's, Director's or employee's position with The Institute, and any such gratuity received shall be reported to the Board.

Section 18.

With attention to due process, any Officer or Director may be removed from office for cause by vote of two-thirds of the entire Board of Directors, in which event such office shall be deemed vacant and shall be filled as provided in these bylaws.

   
Section 1.

The officers shall perform all the duties regularly or customarily pertaining to the offices they hold, including those specifically prescribed by these bylaws.

Section 2. The President shall:
 
  1. Be the chief executive officer of The Institute.
  2. Preside at all meetings of the Executive Committee.
  3. Supervise the National Office.
  4. Call meetings of The Institute as specified in these bylaws.
  5. Appoint all chairs of all standing committees, except as otherwise specified in these bylaws.
  6. Be a voting ex officio member of the Gold Medal and Chemical Pioneers Subcommittee of the Awards Committee and a nonvoting ex officio member of all other standing committees of The Institute, except The Nominations and Elections Committee.
  7. Present an annual report to the membership of The Institute at a specific, designated time and place at Each Annual Meeting; the President's annual report shall be published in the official organ of The Institute. The policies or policy-making processes implemented by the President and by the National                        Office under the President's direction shall be those approved or specified by the Board of Directors.
Section 3. The President-Elect shall:
 
  1. Be the second-ranking executive officer of The Institute.
  2. Assume the duties and responsibilities of the President in the absence or incapacity or at the request of The President.
  3. Chair the Nominations and Elections Committee and the Planning Committee.
  4. Serve as General Chair of the Annual/National Meeting.
Section 4. The Secretary shall:
 
  1. Keep a roll of the members and associates of The Institute and notify new members and associates of their elections.
  2. Keep records of official proceedings and reports and minutes of meetings of the Board of Directors, the Executive Committee and the Finance Committee.
  3. Notify Officers and Directors of election.
  4. Sign copies of acts of The Institute and certificates.
  5. In the absence of the Treasurer, transact the business of the Treasurer, including disbursement of funds.
  6. Present reports to the Board and to The Institute at its Annual Meeting.
  7. Issue the annual membership report, including comparison figures for at least the three immediately preceding prior years, which report shall be published in the official organ of The Institute.
Section 5. The Treasurer shall:
 
  1. Be responsible for the collection of all monies and disbursements as authorized by the Board of Directors.
  2. Have custody of The Institute's funds.
  3. Keep regular accounts, which shall be open to inspection by any member of the Board at any time.
  4. Issue notices of dues, fees, and assessments.
  5. Chair the Finance Committee.
  6. Be responsible for preparation of a budget for presentation to the Board of Directors through the Executive Committee.
  7. Administer the financial policies of The Institute.
  8. Present financial and fiscal reports to the Board.
  9. Present the books and vouchers of The Institute for such audits and/or reviews as prescribed by the Board of Directors.
  10. Present to The Institute at its Annual Meeting a complete financial statement, with comparison figures from the previous year, which shall be published in the official organ of The Institute.
Section 6. The Directors shall, in addition to ordinary duties implied and described in Article V:
 
  1. Be responsible for geographical areas of membership in The Institute as assigned by the President.
  2. Be committee liaison as assigned by the President.
   
Section 1. All members of The Institute in good standing shall be eligible to serve in national elective offices, with the following exceptions. No person may serve as Director, Secretary, or Treasurer for more than two, full, regularly elected terms consecutively. No person who has held the office of President of The Institute may subsequently again be a candidate for that office. No National Officer shall serve as an officer of a Local Institute at the same time. No person shall hold more than one elective office as an Officer or Director simultaneously.
Section 2.

There shall be at least twice the number of candidates required for each elective position; and in its discretion, the Nominations and Elections Committee may place additional names on the ballot. Any member in good standing may nominate candidates for Officers and/or Directors, and Local Institutes will be solicited to nominate candidates. The Nominations and Elections Committee will prepare the final slate of candidates, including their acceptance to stand for election, by September 1 of the year prior to that in which there will be vacancies in the positions being sought.

Section 3.

Nominations shall also be valid and names of candidates shall be added to the ballot when submitted by petition signed by at least 4% of the membership in good standing for Officers and 2% of the membership in good standing for Directors, (in no case fewer than 50 signatures will be accepted), accompanied by the candidates' approval of nomination and a letter of qualifications and willingness to serve, and presented to the Nominations and Elections Committee by July 1 of the year in which the election is to be held.

Section 4.

A ballot shall be prepared in accordance with the procedures of Sections 1, 2, and 3 containing at least twice the number of candidates required for each elective position. Included with the ballot shall be summaries of each candidate's qualifications and statements of each candidate's goals for The Institute and the office being sought. The order of names of candidates on the ballots shall be determined separately by lot for each office and the ballots shall so state. Ballots shall be sent to all members in good standing on or before October 15. The deadline for postmarking of returned, completed ballots shall be December 1.

Section 5.

The count of ballots shall be supervised by at least two tellers appointed for that purpose by the President, said tellers not being candidates for office, and the results shall be certified to The Institute. The person receiving the highest number of votes for each office shall be declared elected. In the event of a tie vote for the election of an Officer or Director, a runoff election by mail ballot shall be conducted among the sitting members of the Board within 30 days thereafter.

Section 6.

All Officers and Directors elected at a regular election shall take office on January 1 of the year following that in which the regular election is held and their term of office shall be based on the calendar year. Vacancies shall be filled as specified elsewhere in these bylaws.

Section 7.

The President-Elect, Secretary, and Treasurer shall be elected by the membership to serve terms of two years or until their successors are duly elected and installed.

Section 8.

The President-Elect shall succeed to the office of President for a two-year term. In the event of vacancy in the office of President before the first annual election of the incumbent's term, the President-Elect shall assume the duties and responsibilities of that office and shall complete the predecessor's term of office. The office of President-Elect shall be filled by election at the next regular election of The Institute. In the event of a vacancy in the office of President after the first annual election of the incumbent's term, the President-Elect shall assume the duties and responsibilities of the office and shall complete the predecessor's term of office before serving the full term of two years as President, for which the member was elected. In the event of a vacancy in the office of President-Elect, the Board of Directors shall order a special membership election to fill the vacancy. In the event of vacancies in both offices of President and President-Elect, the Chair of the Board shall assume the duties and responsibilities of President until successors are chosen by a special membership election called as soon as practicable.

Section 9.

Vacancies in the offices of Secretary and Treasurer shall be filled by election by the Board of Directors at their next meeting, said officers to serve for a term specified or until their successors are duly elected and installed.

Section 10.

Directors shall be elected for three-year terms by direct vote of the membership of The Institute. Four Directors shall be elected each year. Vacancies in the office of Director shall be filled by election by the Board of Directors until the next regular national election when less than one year of the term remains to be served; when one year or more of the term remains to be served, a new Director shall be elected from candidates proposed by the Nominations and Elections Committee to complete the unexpired term. The latter shall be by special membership election at the next regular national election.

   
Section 1.

Dues, fees, and assessments for each year shall be determined by the Board of Directors in advance, on a calendar year basis. Notices for the coming year shall be mailed at least 30 days prior to the beginning of the year for which they apply. Dues, fees, and assessments are not refundable.

Section 2.

The Board of Directors shall set the schedule of dues, fees, and assessments upon recommendation of the Finance Committee.

Section 3.

The Board of Directors, upon recommendation of the Finance Committee, shall establish the portion of dues that constitutes payment in full for The Chemist and incorporate the appropriate amount in The Institute's budget.

Section 4.

All income to The Institute shall be collected as the Board of Directors may designate. The Board is authorized and empowered to receive by devise, bequest, donation, or otherwise either real or personal property and to hold and manage the same. It is the responsibility of the Board to allocate and apply the funds of The Institute to accomplish its objectives.

Section 5.

Any member who is unemployed or disabled for a period of six months or longer may have dues waived for the period of unemployment or disability, on written application, and subject to re-request by the member each year, without loss of any privileges of membership, the total period of waiver not to exceed two years.

Section 6.

A prospective member who is unemployed or disabled for a period of six months or longer at the time of acceptance for membership shall be entitled to full privileges of membership upon payment of an initial enrollment fee set by the Board of Directors, said privileges to extend upon annual request during the period of unemployment, but for no longer than two years.

Section 7.

There shall be an annual external audit or review of The Institute's financial records. The Treasurer shall make the audit or review available to the Finance Committee and report to the Board of Directors.

   
Section 1.

Honorary Fellows of The Institute shall be entitled to describe themselves as Honorary Fellows of The American Institute of Chemists (HonAIC). Fellows of The Institute shall be entitled to describe themselves as Fellows of The American Institute of Chemists (FAIC); and Associate Members as Associate Members of The American Institute of Chemists (AMAIC).

Section 2.

All members and associates, when elected, shall be entitled to a certificate setting forth their proper title with respect to The Institute, but no certificate shall be issued in advance of the receipt of dues.

Section 3.

An Honorary Fellow shall be awarded a certificate which cites the professional accomplishment and distinction which led to election to Honorary Fellowship.

Section 4.

A Chemical Pioneer shall be awarded a certificate which cites the contributions made to chemical science or industry which led to recognition. Chemical Pioneers shall be given one year's free membership as a Fellow during the year in which they are so honored.

Section 5.

The Gold Medal Award shall consist of a medal and a certificate which cites the accomplishment or distinction for which the awardee was selected. Gold Medalists shall be given Life Fellowship in The Institute.

Section 6.

The Ethics Award shall consist of a certificate which cites the accomplishment or distinction for which the awardee was selected.

Section 7.

The American Institute of Chemists supports and encourages students with the potential to advance the profession through the Student Awards Program administered by The American Institute of Chemists Foundation.

Section 8.

A Presidential Citation of Merit may be awarded to encourage and honor innovation and creativity in matters affecting the professional interests of chemical scientists or to recognize exemplary service to the profession and/or The Institute.

Section 9.

The Institute may invite a prominent chemical scientist to lecture to Members, Fellows, and other interested persons on topics of current professional interest. Such Members and Fellows Lecturers shall be presented with a special certificate in honor of their selection.

   
Section 1.

The official organ of The Institute shall be called The Chemist. The frequency of the publication shall be determined by the Board of Directors upon recommendation of the Finance Committee.

Section 2.

The subscription fees to The Institute's publications for members, associates, and others shall be set by the Board of Directors, upon recommendation of the Finance Committee.

Section 3.

The Board of Directors shall authorize the publication of a directory of members, at suitable times, and set its price for members, associates, and others upon recommendation of the Finance Committee. In addition to the list of current members with addresses and titles with respect to The Institute, the following lists shall be included in any directory published by The Institute:

 
  1. All Gold Medalists with date of award.
  2. All Chemical Pioneers with date of award.
  3. All recipients of the Presidential Citation of Merit with date of award.
  4. All Honorary Fellows with date of award.
  5. All Presidents of The Institute with dates of service.
  6. All Members and Fellows Lecturers with date of award.
  7. Other groups as the Board of Directors may prescribe.
   
Section 1.

A regularly scheduled meeting called the Annual Meeting of The Institute shall take place each calendar year at a specific time and place decided upon by the Board of Directors.

Section 2.

All Officers, Committees, Local Institutes, Directors, and the national office shall submit written annual reports summarizing their past year's activities at least 30 days before the Annual Meeting.

Section 3.

Notice of the time and place of the Annual Meeting shall be announced in The Institute's official publication at least 45 days in advance. It shall be open to attendance by all members and associates of The Institute.

Section 4.

The quorum for the Annual Meeting shall be 20 members in good standing. In the absence of a quorum, the members shall hear reports but may take no actions.

Section 5.

Special business meetings of The Institute may be called by the President with the consent of a majority of the Board or upon written request of fifty (50) or more members actively enrolled on no less than 60 days' written notice to the membership at large. The quorum for any special business meeting of The Institute shall be 2% of the membership in good standing. In the absence of a quorum, members shall hear reports, but may transact no business.

Section 6.

The rules contained in the current edition of Roberts' Rules of Order shall govern meetings of The Institute whenever they are applicable and consistent with the bylaws and any special rules which may be adopted by The Institute or its various bodies.

   
Section 1.

The National Commission on Certification in Chemistry and Chemical Engineering shall recognize as Certified Professional Chemists or Certified Professional Chemical Engineers those chemical scientists who engage actively in continuing education and professional development. The Commission shall be comprised of nine Certified Fellows of the Institute serving staggered three-year terms.

Section 2.

The Chair of the Commission shall be appointed by the President, and the members of the Commission shall be appointed by the President in consultation with the Chair.

Section 3.

The Commission shall devise appropriate policies, rules, and procedures to fulfill its purposes, and these shall be reviewed annually with the Board of Directors for aptness and conformance with The Institute's objectives.

Section 4.

The Commission shall set standards and a rating system to evaluate the credentials of individual chemists and chemical engineers who wish to be certified. Applicants need not be members or associates of the Institute. An applicant meeting the standards shall be recognized as a Certified Professional Chemist (CPC) or a Certified Professional Chemical Engineer (CPChE). Persons so designated are entitled to a certificate, to be described as Certified Professional Chemist (CPC) or Certified Professional Chemical Engineer (CPChE), and to use the official Certification seal.

Section 5.

Any appeals from Commission decisions shall be decided by the Board of Directors with the Commission Chair being present with voice, but without vote. Both written and oral evidence may be submitted by the parties. The Board's decision shall be rendered within two months after a given hearing, and may be by mail ballot.

   
Section 1.

The corporation shall indemnify any person, his or her executor, administrator, and heirs, who has served or is serving as a Director, Officer, or employee of the corporation against expense actually and reasonably incurred by the individual in connection with the defense of any action, to the extent permitted by law, upon determination by the Board of Directors or by a majority of the members of The Institute, that the indemnification is proper in each specific case. The right of indemnification shall not be exclusive of other rights to which any Director, Officer, or employee may be entitled as a matter of law.

   
Section 1.

These bylaws may be amended upon due consideration of suggested changes at two successive meetings of the Board of Directors or at one meeting on the recommendation of the Bylaws Committee where notice of the proposed changes was included in the call for the meeting. The amendments must be approved by at least a majority of the entire Board of Directors, either in person at the meeting at which amendments are considered or in writing within 30 days thereafter. Amendments thus approved by the Board of Directors shall be published in the next available issue of The Chemist. A note calling for comment shall accompany such publications and if 2% or more of the membership asks for a vote within 45 days of mailing of that issue, ballots shall automatically be mailed to the entire membership of the amendment(s) in question. Ballots shall be valid if postmarked within 30 days after the date of the mailing. If a majority of the valid votes cast, provided that not less than 20% of the total membership shall have voted, disapproves, the amendment(s) shall be rejected.

   
Revised 3/5/2004