Bylaws

CHAPTER BYLAWS METROPOLITAN MARYLAND CHAPTER of ARMA INTERNATIONAL

ARTICLE I, NAME

The name of this Chapter shall be the Association of Records Managers and Administrators, Inc -METROPOLITAN MARYLAND CHAPTER; hereafter referred to as Metro Maryland Chapter or the Chapter.

ARTICLE II, MISSION, VISION, and OBJECTIVES 

The mission of ARMA International is to empower the community of information professionals to advance their careers, organizations, and the profession.

ARMA’s vision is to be the driving force that enables organizations to harness the strategic power of information.

As such, the objectives of the Metro Maryland Chapter of ARMA are:

  • To advance the records and information management, as integral part of information governance, as a discipline and a profession;
  • To organize and promote education, research, and networking programs in the industry;
  • To support the enhancement of professionalism of the Metro Maryland Chapter members;
  • To promote cooperative endeavors with related professional groups; and
  • To enable Chapter members to use their skills, experience, and knowledge to leverage the strategic value of information as a corporate asset and as a contribution to organizational success.

ARTICLE III, MEMBERS 

Section 1: Membership Classes 

The ARMA Metro Maryland Chapter shall have two classes of membership: 

  1. Professional Member – A duly qualified individual in good standing entitled to full rights and benefits of ARMA International. Membership in ARMA International is a prerequisite to membership in the ARMA Metro Maryland Chapter. Any individual may have regular Chapter membership in more than one chapter. The individual must indicate in writing to ARMA International which Chapter will have the individual’s primary Chapter membership listing. 
  2. Associate Member – This is a first step into membership, and is recommended for students and retired professionals. Associate members will be allowed to join ARMA International chapters but will not be eligible for membership-based discounts, give-aways, elections, or to hold office on the Metro Maryland Chapter Executive Board (Refer to Article VI, Section 1). 

Section 2: Requirements

The requirements for each of the various classes of membership, and the processes for application, in addition to those contained in these Bylaws and the Bylaws of ARMA International, shall be established and published by the ARMA International Board of Directors. Membership in ARMA or the Metro Maryland Chapter shall not be denied nor abridged on account of race, color, religion, sex, age, national origin, disability, sexual orientation or choice of life style.

Section 3: Qualifications 

Any individual, holding or occupying a position as manager, supervisor, educator, student, or generally interested in the field of Records and Information Management, shall be eligible for membership. Any individual so qualified may not be excluded from or denied membership in ARMA International, subject to the provisions of “Section 7” of this Article.

Section 4: Good Standing 

A member in good standing is one whose current dues are paid to ARMA International, the Metro Maryland Chapter, and complies with the provisions and obligations of the Articles of Incorporation and the Bylaws.

Section 5: Applications 

Applications for membership (regular or associate) shall be made in writing on forms furnished by ARMA International for this purpose. Applications are to be sent directly to ARMA International.

Section 6: Non-Renewal and Reinstatement 

  1. Members whose dues have not reached ARMA International or the Chapter within one calendar month following the expiration date of membership shall be considered non-renewed.
  2. A non-renewed member or a former member may apply for membership upon full payment of annual Association and Chapter dues.

Section 7: Censure, Suspension, or Expulsion 

Any member may be censured, suspended, or expelled by the Executive Board for good cause, or if according to its findings, violation of any provisions or obligations of the Bylaws, Code of Professional Responsibility or rules and regulations has occurred. Conduct unbecoming a member, conduct inimical to the welfare of ARMA International and indebtedness to ARMA International shall also be cause for such disciplinary action. When such action is contemplated, the Executive Board shall provide written notification to the party concerned, and afford an opportunity for a hearing before the Board or a special committee appointed for this purpose. Should revocation result, any dues paid to a date beyond such revocation will not be refundable.

ARTICLE IV, OFFICERS 

Section 1: Officers 

The Officers of the Chapter shall consist of four (4) elected positions:  President, Vice President, Secretary, and Treasurer.

Section 2: Qualifications 

All Officers shall be members in good standing of ARMA International and the Chapter. Elected Chapter Officers must have their primary membership in the Metro Maryland Chapter. 

Section 3: Nominations 

The Nominating Committee, appointed by the President, shall prepare a slate of nominees annually to fill the positions of Officers. Nominations for all elected positions will be submitted to the Executive Board for approval.  

Section 4: Balloting 

  1. All Chapter elections shall be conducted, with approval by the Executive Board, via a secure on-line or verified email voting method. The Chapter Secretary is responsible for preparing and providing the ballot to all members in good standing, including instructions for their return by a specified date. The ballot shall contain the slate of nominees and provide space for write-in votes. For balloting purposes, “members” are defined as those persons on the Chapter membership list who are in good standing with the Chapter and ARMA International.
  2. An Election Teller, appointed by the President, who is not a candidate for election, shall tally and report the results of the election to the Secretary for recording, and to the President for announcement at the Annual Meeting in June. Any candidates receiving a majority of votes shall be declared elected. If no candidate receives a majority of votes on the first ballot, a second ballot shall be taken of the two candidates who received the highest numbers of votes on the first ballot.

Section 5: Recall Procedure 

Any Officer may be recalled upon petition of at least 20 percent (20%) of Chapter members in good standing with the Chapter and ARMA International and approved by a recall referendum. 

Section 6: Term of office 

  1. All Officers shall assume office July 1.
  2. Term Limits: 
    1. Officers: The President, Vice President, Secretary and Treasurer shall be elected for a term of two (2) years. 
    2. No Officers may be elected to the same position for more than two (2) consecutive terms, with the exception of the Treasurer, who because of the time involved in learning the duties of the office, and the desirability of maintaining continuity in the management of Chapter finances, may serve no more than four consecutive terms (eight years).
    3. An Officer who has served for more than half a term shall be considered to have served a full term.

Section 7: Vacancies 

A vacancy in any office except for that of President shall be filled by election by the Executive Board for the unexpired term.

Section 8: Duties of the Officers

  1. Officers
    1. President:
      1. Provide leadership, guidance and direction in implementing ARMA International and Chapter policies;
      2. Be responsible for enforcement of the Chapter Bylaws;
      3. Preside at all Chapter meetings and keep the Executive Board fully informed of Chapter activities;
      4. Appoint heads of all standing and ad hoc committees and special activities and by the same process fill vacancies, as necessary, to execute Chapter business. Serve as Ex-Officio on all standing committees except the Nominating Committee;
      5. Represent the Chapter at Region and Association levels;
      6. Delegate authority to members of the Executive Board, Committee Chairpersons, and heads of special activities, as necessary, to execute Chapter business;
      7. Be ultimately responsible for all Chapter records maintained by Committee Chairs, and as such, must ensure that these records are available to the succeeding Officers, Directors and Committee Chairs as appropriate; and
      8. Exercise general supervision over Chapter affairs.
    2. Vice President:
      1. The Vice President shall assume the duties of the President when that Officer is absent, or as specifically requested by the Chapter President;
      2. In addition, the Vice President coordinates and monitors the activities of all standing and ad hoc committees; and
      3. The Vice President also serves as the Chairperson of the Bylaws Review Committee.
    3. Secretary:
      1. Prepare minutes of the Executive Board meetings and distributes to all Board members and committee Chairpersons;
      2. Ensure appropriate documents are maintained on-line and are accessible;
      3. Preserve all official records, regardless of media, of the Chapter except as otherwise noted and provide proper transfer to the successor;
      4. Prepare the slate of nominees and official ballots for all elective offices;
      5. Prepare a roster of all Officers, Directors, Chairpersons and Committee members, including name, office number and address; and
      6. Brief the succeeding Secretary and the Chapter President regarding status of record-keeping at the June Executive Board meeting.
    4. Treasurer:
      1. Protect the Chapter’s financial integrity and act as custodian of all Chapter funds which shall be deposited in a federally-insured institution;
      2. Prepare Annual Budget;
      3. Issue checks and/or money orders, or other payment documents and dispense Chapter funds according to the approved Annual Budget or amended Annual Budget;
      4. Maintain accurate and adequate records of all financial transactions including receipt of membership dues, transfers of funds from the Association to the Chapter, receipt of monies derived from membership meetings and other sources, and all deposits, investments and disbursements;
      5. Provide a financial statement at each regular Executive Board meeting;
      6. Prepare a year-end financial statement as required by the Association for tax purposes; and
      7. Turn over all financial records of the Chapter to successor.

 Section 9: Removal

  1. Any Chapter Officer whose conduct shall be considered detrimental to the best interest of the ARMA International or the Chapter or who shall willfully exploit the organization for personal gain or otherwise violate the Bylaws as they are written or other rules or regulations may be removed from his/her office by a majority vote of the Executive Board.
  2. When such action is contemplated in the case of an Officer, he/she shall be entitled to receive specific charges in writing from the Executive Board and shall, if he/she expresses a desire in writing, be afforded an opportunity for a hearing before the Executive Board or a special committee appointed by the Executive Board for this purpose.
  3. Any Officer removed from office under this section shall be ineligible for election to any office for at least one term.

ARTICLE V, DIRECTORS

A minimum of three (3) Directors shall be appointed by the President and confirmed by the unanimous approval of elected Officers serving during the year of the appointment.  Directors shall be appointed each year following the June installation of Officers and may serve an unlimited number of terms.  Directors shall be voting members of the Executive Board.   

ARTICLE VI, EXECUTIVE BOARD

Section 1: Governing Body

The governing body of the Metropolitan Maryland Chapter shall be known as the Executive Board. The Executive Board shall consist of the elected Officers and the Directors appointed by the President with approval of the elected Officers. 

Section 2: Duties

The Executive Board shall:

  1. Manage the activities of the Chapter.
  2. Establish overall mission objectives and goals.
  3. Approve annual budget, additional expenses, and provide financial oversight.
  4. Ensure Chapter is responsive to the membership in terms of communications, education, programs, and representation in ARMA International.
  5. Select dates and plan for meetings of members.
  6. Liaison or work with other organizations, such as the Institute of Certified Records Managers or other Chapters, to promote overall goals of  the Chapter and for the benefit of the members.
  7. Maintain Chapter Website and social media presence.

Section 3: Executive Board Meetings

  1. Regular Meetings – The Officers of the Executive Board will hold a management meeting at least monthly to discuss Chapter operations. The Chapter President shall be responsible for scheduling and arranging regular Board meetings.
  2. Quorum – A majority of the Executive Board shall constitute a quorum to transact Chapter business.
  3. Executive Board Votes – The Executive Board meeting in session may vote on any motion by secret ballot, show of hands, or voice vote and the result shall be recorded by the Secretary. It is recognized that it is at times necessary to vote electronically via electronic mail or a survey tool and the results shall be recorded by the Secretary. Electronic votes MUST be done in such a way that it is open to all Executive Board members and that they are able to follow the vote should they choose to do so.

ARTICLE VII, MEETINGS 

Section 1: Chapter Membership Meetings 

  1. Regular Meetings – Unless otherwise indicated by the Executive Board, the Chapter membership shall meet monthly at a place and time to be determined by the Executive Board. Chapter members shall be notified of meetings at least 10 days prior to the meeting date.
  2. Special Meetings – The notice and the purpose of a special meeting, including an agenda, shall be distributed to all parties concerned at least seven (7) days prior to the date of the meeting. A special meeting may be called as follows:
  3. By the President.
  4. By petition to the President by two-thirds of the Executive Board.
  5. By petition to the President or the Executive Board by 20 percent (20%) of Chapter members in good standing. 

Section 2: Annual Meeting 

The Annual Meeting will be held to announce the results of the annual elections, to introduce and install newly elected Officers, and to entertain questions or remarks from any member in attendance, and shall be held in June of each year as specified by the Executive Board.

Section 3: Quorum 

Twenty percent of Chapter Members in Good Standing shall constitute a quorum to transact Chapter business during membership meetings.

ARTICLE VIII, FINANCES 

Section 1: Fiscal Year 

The Fiscal Year of the Metropolitan Maryland Chapter shall begin July 1 and end June 30 of the following calendar year.

Section 2: Chapter Dues 

  1. Chapter membership dues and fees shall be set at the discretion of the Chapter Executive Board in advance of the new fiscal year. The amount will be in addition to the amount designated by the Association. The Chapter shall notify the Association of any changes in local dues no later than May 1st.
  2. The Chapter dues structure must provide for the payment of ARMA International dues to ARMA International Headquarters.

Section 3: Disbursements 

  1. The Executive Board shall approve expenditures. The Chapter’s financial institution shall be notified in writing of the Executive Board members authorized to withdraw funds. The Treasurer will issue checks to cover normal expenses incurred, provided the amount is less than six hundred dollars or otherwise board-approved and/or routine Chapter business as determined by the board.
  2. Requests for reimbursement for monies expended on behalf of the Chapter must be submitted to the Treasurer in writing, including an explanation and/or receipt for the expense incurred. 

ARTICLE IX, COMMITTEES 

All Chapter committees shall be composed of sufficient members to accomplish designated tasks.

Each Committee Chairperson shall:

  • Select Chapter members, in good standing, for their respective committee.
  • Notify the Executive Board of Committee members.
  • Submit committee membership changes to the Executive Board as they occur.
  • Maintain adequate documentation on committee activities and brief their successors.

Standing committees have a continuous function throughout the year, although the level of activity may vary. The Chapter President, with approval of the Executive Board, appoints committee Chairpersons. Chairpersons may attend Executive Board meetings and are expected to report on their activities. The President shall serve as ex-officio on all committees, except the Nominating Committee.

ARTICLE X, DISSOLUTION 

In the event of dissolution of the Chapter, all of its assets shall be paid over or transferred to one or more exempt organizations of the kind described in Section 170(b)(1)(A) of the Internal Revenue code 1954, as amended, and the regulations promulgated thereunder, as both now exist or may hereafter be amended. These assets are to be paid over or transferred to ARMA International as prescribed in its Policies.

ARTICLE XI, PARLIAMENTARY AUTHORITY 

The rules and procedures contained in Robert’s Rules shall govern the proceedings of the chapter in all cases not provided for in these Bylaws or Articles of Incorporation and ARMA International Policies and Procedures.

ARTICLE XII, AMENDMENTS 

Section 1: Revisions and/or Amendments to Bylaws

Any revisions and/or amendments to Chapter Bylaws will be submitted to ARMA International in compliance with existing policy.

Section 2: Adoption of Amendments

Proposed amendments to the Chapter Bylaws shall be adopted with a two-thirds vote of the Executive Board members. 

Approved by ARMA Metro MD Executive Board on November 16, 2021

Contributions

Contributions or gifts to ARMA International, Inc. are not tax-deductible as charitable contributions. However, they may be tax deductible as ordinary and necessary business expenses.

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