Constitution
Article I. Name
Article II. Purpose
Article III. Membership
Article IV. Organization
Article V. Duties of the Officers
Article VI. Publications
Article VII. Associate Organizations
Article VIII. Amendments
Article IX. Dissolution of the Society
The Renaissance Society of America
Revised as of March 24th, 2006
San Francisco Annual Meeting
ARTICLE V. Duties of the Officers.
Section 1.
The President of the Society shall be ex officio Chair of the Council and of the Executive Board. The Executive Director shall serve as Secretary of both the Council and the Board.
Section 2.The President of the Society shall call meetings of the Executive Board, of the Council, and of the Society as a whole, or shall authorize the Executive Director to do so. Notices of annual meetings of the Council shall be mailed six weeks in advance of each meeting.
Section 3.
The Executive Board shall prepare the agenda for meetings of the Council.
Section 4.
In the absence of the President, the Vice President shall preside at Council and Board meetings. In the absence of both, the Executive Director shall preside at these meetings.
Section 5.
The Executive Board shall be responsible for the general policies of the Society between meetings of the Council and shall report on its activities at the annual meeting of the Council. A summary of the proceedings of the annual meeting of the Council shall be published in Renaissance Quarterly.
Section 6.
The Executive Board shall have authority to undertake projects in the name of the Society and to act for the Society in establishing relationships with other organizations or institutions when such relationships fall within the avowed purposes of the Society.
Section 7.
The Executive Board shall control disbursements and shall order an annual audit of the Treasurer's accounts.
Section 8.
The Executive Board shall not have power to incur a debt in excess of the current resources of the Society, nor shall it have the power to commit any future resources of the Society, except insofar as contracts and planning related to its usual professional activities, such as publications, conferences, and awards, shall constitute such a forward commitment.
Section 9.
The Executive Director's duties include the daily operations of the Society, office personnel, the operation of the Society's website, and contracts with outside technical consultants, such as website managers, and printers and distributors of Society publications in hard copy or electronic form.
The Executive Director shall keep the minutes of all meetings of the Council or arrange for them to be kept, and all decisions of the Executive Board shall be recorded and the record distributed to all members of the Executive Board before the next regularly scheduled meeting of the Board.
Section 10.
The Executive Director shall keep, in electronic form, a record of all actions taken by the Executive Board, and of all recommendations and proposals received from the Council, and these records shall be available for consultation by any member of the Society at the headquarters of the Society. The RSA office should receive an updated copy of these records at regular intervals to maintain its own copy of the files. A final set must be turned over, intact, by the retiring Executive Director to the RSA office and to his/her successor, and must be preserved by each and every succeeding Executive Director.
Section 11.
The Treasurer shall perform the usual duties of a Treasurer and shall ensure the keeping of adequate accounts. The Treasurer shall be responsible for relations with the authorities who regulate nonprofit corporations. The Treasurer shall be chair of the Committee on Investment.
Section 12.
The Executive Board shall designate the signers of checks and withdrawal orders on the Society's bank accounts, with the provision that two signers shall be required of each instrument, unless those empowered to sign singly are bonded.
Section 13.
Duties of the Chairs of the seven standing committees shall include preparing and filing regular reports and proposals as necessary for the meetings of the Executive Board and Council.
1. Committee on Constitution: The Chair of this committee shall be responsible for the formulation of amendments, and shall serve the Executive Board as a consulting body with regard to the constitutional affairs of any society or group in the formation of which our Society may take part or of which it may become a member.
2. Committee on Membership: The Chair of this committee shall be responsible for increasing the membership of the Society.
3. Committee on Associate Organizations and International Cooperation: The Chair of this committee shall be responsible for promoting the interests of associate organizations and for facilitating their relations with each other and with the Society's Executive Board and Council. He/she shall negotiate association with foreign and domestic groups and organizations, and to present recommendations to the Executive Board and the Council for decision.
4. Committee on Development: The Chair of this committee shall represent the Society in all dealings with individuals or foundations for the purpose of securing funds for the projects and activities of the Society, including capital funds. The Chair of this committee shall also serve as the RSA's representative to the American Council of Learned Societies (ACLS).
5. Committee on Publications: The Chair of this committee should identify important out-of-print material, encourage the translating and editing of Renaissance writings in the classical languages, and report potential publications to the Board for approval.
6. Committee on Electronic Media: The Chair of this committee will be responsible for advising on electronic publications and collaboration as well as promoting any activity in the area of electronic publications. The Chair shall be the Society's representative to meetings of Iter. He/she shall seek ways to enhance communication among members of the Society and to bring information about the Society's activities to potential members around the world.
The Chair of the Committee on Publications shall be a member of this committee.
7. Committee on Investment: An Investment Committee shall oversee and administer the Society's financial goals and portfolio. This committee shall consist of the President, Treasurer (chair), Executive Director, Chair of Development, and two pro bono financial advisers who will serve renewable five-year terms.
8. The membership of the Standing Committees shall be subject to the approval of the Executive Board.
Section 14. Records
In order to preserve records, all outgoing officers, including Editors and Chairs of standing committees, shall ensure that the RSA office has electronic copies of all records.