Bylaws

ARTICLE I - NAME

1.1    The name of this organization shall be the American Society for Nondestructive Testing - Greater Houston Section, Inc., hereinafter referred to as the “Section”.

ARTICLE II - PURPOSE

2.1    The Section shall operate primarily for scientific and educational purposes in the field of nondestructive testing and materials evaluation. The Section shall strive to promote fellowship among those engaged in the field of nondestructive testing and materials evaluation. The Section shall formulate and promote efforts for recognition of the field of nondestructive testing and materials evaluation as a group of distinct sciences.

ARTICLE III - LIMITATIONS

3.1    The following limitations shall apply to the operations and activities of the Section.

3.1.1    No part of the funds of the Section shall inure to the benefit of any private individual or firm.

3.1.2    The Section shall engage in only activities that are educational, scientific or charitable.

3.1.3    Whenever fees are charged for commercial exhibits, authorization must be approved by the Section’s Board of Directors

ARTICLE IV - MEMBERSHIP

4.1    General

4.1.1    Membership shall consist of the following classes: Individual Members, Corporate Members, Honorary Members, Student Members, Military Members, and Retired Members.

4.1.2    Those seeking membership to the local Section shall meet the qualification requirements specified in Article II, Section 1 of the Bylaws of the National Society, shall fully support and comply with the National Society’s Code of Ethics, and in addition, shall pay such fees as have been established. Upon approval of membership by the National Society the Member shall immediately receive all rights privileges thereof.

4.1.3    There shall be no membership restriction based on race, creed, color, sex, citizenship, or country of origin.

4.2    Voting Privileges

Voting rights are extended to Individual, Honorary, Military and Retired Members - one vote each. Corporate Member is entitled to one vote for each delegate enrolled in this Section, with a maximum of the three (3) delegates enrolled in the National Society; Individual, Honorary, Retired, Military and delegates of Corporate Members may hold office in the Section. Student members may not vote or hold office in the Section.

4.3    Refusal of Membership

The Section’s Board of Directors may refuse Section membership, may refuse to renew Section membership, or may stipulate the removal of a Member’s name from the roll of Members if by a two-thirds (2/3) vote the Member shall have been deemed guilty of conduct rendering the Member undesirable as a Member of the Section.

4.4    Delinquency and Termination

4.4.1    The membership of any Member who fails to pay any dues, fees or assessments of the Society due and owing for a period of more than sixty (60) days may be suspended. Such member shall be removed from the membership records of the Society and shall lose all of the rights and privileges of membership. It is the responsibility of the National Society to notify such Members of this suspension. To be reinstated, the member must reapply for membership and pay all fees required with new member.

4.4.2    The National Society’s Board of Directors may terminate the membership of any Member for violation of the Bylaws of the Society, or willful acts contrary to the Society’s Code of Ethics. Cause must be shown at a hearing of the National Society’s Board of Directors duly called and held after at least thirty (30) days notice in writing to the Member whose membership is in jeopardy. The Member shall have the right to speak or submit a written statement on his or her own behalf and may be represented by counsel at the hearing. The decision of the National Society’s Board of Directors shall be final.

4.4.3    Any Director or Officer of the Section may be removed from office at any time for any cause deemed sufficient by the Sections Board of Directors, by an affirmative vote of two-thirds (2/3) or more of the full number of Directors acting at a meeting of the Section’s Board. The procedure for the removal of a Director or Officer shall be as delineated in the Section’s Bylaws. Vacancies on the Board caused by death, resignation, removal from office, or any other cause other than the expiration of a term shall be filled by the Section’s Board through an affirmative vote of two-thirds (2/3) or more of the full number of the Section’s Board of Directors until the next annual election by the members of the Section.

4.5    Honorary Membership

4.5.1    Honorary Membership for One (1) Year Honorary Membership for one (1) year may be granted by the Executive Committee of the Section as a special award for a member who has demonstrated outstanding leadership in the previous year. Nominations for candidates for Honorary Membership must be supported by at least ten (10) members of the local Section. Election shall be made by unanimous vote of the Section’s Executive Committee. No more than one Honorary Membership in anyone year may be granted. Dues shall be paid by the local Section.

4.5.2    Honorary Membership for Life (Retired Members Only) Honorary Membership for Life to the Section may be granted by the Executive Committee of the Section as a special award to Section Retirees who have contributed significantly through leadership and service to the Section. Nomination for Candidates for Honorary Membership for Life must be supported by at least ten (10) members of the local Section. Approval shall be by unanimous vote of the Section’s Executive Committee. Annual membership dues shall be paid out of the Section’s treasury and shall be sustained for the life of the Member provided a formal request (in writing) by the recipient for membership is submitted annually to the Section’s Executive Committee. In addition, the Honorary Member for Life will receive a complimentary meal at all monthly Section meetings.

ARTICLE V - OFFICERS

5.1    The Officers of the Section elected from the membership shall consist of a Chairman, Vice-Chairman, Treasurer and Secretary. Each of the Officers shall perform the duties, legally and customarily attached to their respective offices under the laws of the State of Texas and such other duties as may be required of them by the Section’s Bylaws.

5.2    A temporary vacancy in the office of Chairman of the Section shall be filled in the following order:

      (a) By the Vice-Chairman

      (b) By the Treasurer

      (c) By the Secretary

      (d) By any member of the Section’s Board of Directors, as determined by the Section’s Board of Directors

5.3    Each officer shall serve a term of one (1) year beginning on July 1st. The Chairman of the Section shall not succeed himself or herself.

ARTICLE VI - DUTIES OF OFFICERS

6.1    The Chairman of the Section shall have general administrative charge of the affairs of the Section and shall preside over meetings of the Section. The Chairman of the Section shall appoint Chairmen of all Standing and Special Committees and shall receive approval of these appointments from the Section’s Executive Committee. Chairmen of the Standing and Special Committees shall report directly to the Chairman of the Section.

6.2    The Vice Chairman of the Section shall act for the Chairman in the latter’s absence. The Vice-Chairman shall be Chairman of the Vendor’s Night Committee. The Vice-Chairman of the Section shall also assist other committee Chairs as required.

6.3    The Treasurer shall receive, disburse and account for all monies belonging to the Section. The Treasurer shall be responsible for maintaining the Sections accounts and prepare financial reports as required by this document and the Sections Executive committee. The Treasurer, with the consent of the Section directors, may obtain outside consultation and/or financial oversight for advice and assistance as required.

6.4    The Secretary shall transcribe minutes of all Section Board of Directors and the Executive Committee meetings and attend to Section correspondence as required. The Secretary shall also keep or cause to be kept all minutes of the Section Board of Directors and Executive Committee meetings.

ARTICLE VII - SECTION BOARD OF DIRECTORS

7.1    General

The Section shall be governed by a Board of Directors (referred to as Section Board) which shall determine the continuing operating policies and annual programs of the Section. The Section’s Board of Directors shall consist of the following:

      (a) All Section Officers

      (b) The immediate Past Chairman of the Section

      (c) All Section Directors-at-Large

      (d) All National Directors which are members of the Section shall be an ex- officio member, without vote

The immediate Past Chairman of the Section shall preside as Chairman of the Section’s Board of Directors. The Chairman of the Board of Directors may appoint Board Committee Chairmen as needed. Chairmen of the Board Committees shall report directly to the Chairman of the Board.

7.2    Six (6) members from the Officers and the Section’s Board of Directors shall constitute a quorum of the Section’s Board of Directors.

7.3    Vacancies occurring in the elected positions of the Section, through death, resignation, Board of Directors decision, or other cause shall be filled until the next annual election by a Member of the Section selected by the Section’s Board of Directors. The affirmative vote of two-thirds (2/3) or more of the voting members of the full number of the Board of Directors shall be required to fill these vacancies.

7.4    Each elected Director-at-Large shall serve a term of two (2) years beginning on July 1st following the date of their election. The number of Directors-at-Large to be elected each year shall be determined by the Board of Directors.

7.5    The affairs of the Section shall be managed by a Section Board of Directors chosen from among its Members. The Section’s Board of Directors may appoint, remove, and fix duties of officers or committees not defined in the Section’s Bylaws.

ARTICLE VIII - SECTION EXECUTIVE COMMITTEE

8.1    General

The Section’s Executive Committee shall be responsible for managing the operations of the Section in accordance with the Section’s Bylaws. The Section’s Executive Committee shall consist of the following:

      (a) All Section Officers

      (b) All Standing Committee Chairmen appointed by the Chairman of the Section

      (c) All Special Committee Chairmen appointed by the Chairman of the Section shall be an ex-officio member, without vote

      (d) All Section Directors-at-Large

      (e) Chairman of the Section’s Board of Directors shall be an ex- officio member, without vote

8.2    The Chairman of the Section shall preside at meetings of the Executive Committee. In the absence of the Chairman, the Vice Chairman shall preside. Six (6) members from the Officers and the Standing Committee Chairmen shall constitute a quorum of the Executive Committee.

ARTICLE IX - MEETINGS

9.1    Regular Section

The Section shall hold a minimum of six (6) regular technical meetings each year in the Greater Houston area and the Members of the Section shall be notified at least ten (10) days in advance. Twenty (20) Members of the Section shall constitute a quorum at a regular meeting of the Section. This notification and all other notifications mentioned in the section Bylaws may be in the form of regular mail, electronic mail and/or by fax. It is the Section members’ responsibility to assure that a valid and current e-mail and/or fax number are registered with the Section.

The annual business meeting of the Section shall be held preferably in March of each year at the time and place specified by the Section’s Board of Directors, and announced by letter to the Members of the Section at least ten (10) days in advance. The annual business meeting may be in conjunction with a regular technical meeting. During the annual business meeting the Chairman of the Section shall hold the election for the candidates nominated by the Nominating Committee and any letter ballots received. Additionally, at this meeting the Treasurer of the Section shall present a verified report of the financial status of the Section as of the last financial audit. The annual business meeting agenda shall be published with the meeting announcement.

9.2    Special Section meetings may be called at any time by:

      (a) The Section’s Board of Directors, by notifying Section Members in writing ten (10) days in advance of meeting.

      (b) The Chairman of the Section, upon petition signed by at least ten percent (10%) of the Section’s voting Members, by notifying the Section members in writing ten (10) days in advance of the meeting the business to be conducted at the special meeting.

9.3    At least three (3) meetings of the Section’s Board of Directors shall be held in each fiscal year. The Section’s Board of Directors shall determine the times and places of these meetings. Meetings shall be announced by letter to the members of the Section’s Board of Directors at least ten (10) days in advance. Special meetings of the Section’s Board of Directors may be called by the Chairman of the Board or by the Section Secretary upon a signed petition of three (3) Section Board members. Such special meetings shall be announced by letter as stated above.

9.4    The Section’s Executive Committee shall meet monthly, as needed, to conduct the normal business operations of the Section. Additional meeting of the Executive Committee may be held as determined by the Chairman of the Section or a majority of the members of this Committee.

9.5    The Section may hold educational, technical, engineering, or scientific meetings, symposia, or conferences at such times and such places as the Section’s Board of Directors may determine subject to the policies of the Society.

9.6    The Section’s Board of Directors shall regulate its own proceedings, operating in accordance with “Robert’s Rules of Order” (revised edition) when applicable and not inconsistent with these Bylaws. The Section’s Board of Directors may, by resolution, delegate powers to special committees.

ARTICLE X - AMENDMENTS

10.1 The Bylaws of this Section may be amended, or new bylaws may be adopted, only as provided in this Article X. Amendments to the Bylaws may be proposed to the Section membership by submitting petitions to the Section’s Board which contain the substance of such proposed amendments or new Bylaws and upon:

      (a) A simple majority vote of the Section’s Executive Committee, or

      (b) A petition to the Section’s Secretary signed by at least ten percent (10%) of the Section’s voting Members.

10.2 Proposed amendments shall be submitted to members by letter ballot within thirty (30) days of the proposal. Marked and signed ballots are to be returned to the Section’s Secretary within thirty (30) days.

10.3 Approved amendments to the Section’s Bylaws will be effective the first (1st) day of the month following the close of balloting. A favorable majority of the ballots returned within the allowed thirty (30) days is required to amend the Bylaws.

ARTICLE XI - DISSOLUTION

11.1 The Section may be dissolved by affirmative vote of four-fifths (4/5) of the Section’s membership.

11.2 In event of such dissolution, the Chairman of the Section shall see to the necessary legal notifications.

11.3 Section funds remaining after paying all Section obligations shall be transferred to the Society.

ARTICLE XII - NONRESPONSIBILITY OF THE SECTION

12.1 STATEMENT OF NONRESPONSIBILITY

The Section shall not be responsible for any personal views, theories, or statements advanced in authored papers, articles, or discussions presented at its meetings or set forth in any of its publications.

ARTICLE XIII - COMMITTEES

13.1 EXECUTIVE COMMITTEE

13.1.1 The Section’s Executive Committee shall be responsible for managing the operations of the Section in accordance with these Bylaws and approved policies. This Committee is responsible for coordinating the implementation of the goals and programs approved by the Section’s voluntary organization. This Committee shall meet monthly, as needed, to conduct the normal business operations of the Section. Additional meetings of the Executive Committee may be held as determined by the Chairman of the Section or a majority of the members of this Committee.

13.1.2 The Section’s Executive Committee may appoint representatives to act in an advisory capacity in any allied societies or organizations.

13.1.3 The Section’s Executive Committee shall function to aid and assist the Chairman of the Section and to conduct meetings in the absence of the Chairman and Vice Chairman.

13.2 STANDING COMMITTEES

The Chairmen for Standing Committees shall be appointed by the Chairman of the Section and, with the exception of the Nominating Committee, shall be subject to approval by the Section’s Board of Directors. The Standing Committees shall be composed, but not limited to, the following:

13.2.1 The Program Committee shall be responsible for assuring that the annual Program for the Section is arranged and published.

13.2.2 The Yearbook Committee shall be responsible for assuring that the annual Yearbook for the Section is published. This includes the preparation, printing, and distribution. The Vice Chairman of the Section shall assist the Chairman of this Yearbook Committee.

13.2.3 The Arrangements Committee shall be responsible for assuring the arrangements for monthly meetings of the Section, and Executive Committee meetings.

13.2.4 The Sponsors Committee shall be responsible for soliciting and obtaining sponsors for the monthly meetings of the Section.

13.2.5 The Educational Committee shall be responsible for determining the wants and needs of the Section’s membership with regard to continuing education, and developing the appropriate programs to fit these needs.

13.2.6 The Membership Committee shall be responsible for all efforts to secure new members, maintaining members, and to encourage membership growth in the interest of the Section and ASNT.

13.2.7 The Nominating Committee shall be responsible for selection of the candidates who have expressed their willingness to serve as officers and/or directors-at-large for the Section.

13.2.8 The Vendor’s Night Committee shall be chaired by the Vice Chairman of the Section. This Committee shall be responsible to encourage and promote exhibitors participation at the Section’s annual Vendor’s Night function.

13.3 SPECIAL COMMITTEES

Special Committees shall be composed of, but not limited to, the following:

13.3.1 The Scholarship Award Committee shall be chaired by a Section’s Director-at-Large as appointed by the Chairman of the Section. The Scholarship Award Committee shall be responsible for encouraging the study of nondestructive testing as a profession by providing financial assistance to students/technicians pursuing a program of study at a university, college, or technical school within the State of Texas, leading to a degree or certificate in NDT related coursework.

13.3.2 The Technician of the Year Committee shall be chaired by a Section’s Director-at-Large as appointed by the Chairman of the Section. This Committee is responsible for encouraging and obtaining recommended recipients for the Section’s Technician of the Year award.

13.3.3 The Newsletter Committee shall be chaired by a Member of the Section as appointed by the Chairman of the Section. This Committee shall be responsible for ensuring that a monthly newsletter is published and distributed in a timely manner.

13.3.4  The Mentor of the Year Committee shall be chaired by a Section’s Director-at-Large as appointed by the Chairman of the Section. This Committee is responsible for encouraging mentorship within the Section and obtaining recommended recipients for the Section’s Mentor of the Year award.

13.4 BOARD COMMITTEES

Board Committees shall be composed of, but not limited to, the following:

13.4.1 The Bylaws Committee shall be chaired by a Section’s Director-at-Large as appointed by the Chairman of the Section’s Board of Directors. This Committee is responsible for formulating and drafting revisions and amendments to the Section’s Bylaws.

In addition, this Committee shall review, develop, and maintain Operating Procedures and Job Descriptions to govern the administrative actives of the Section, and assure that these are distributed to Section Policy Manual holders. This Committee shall report and obtain approval from the Section’s Board of Directors.

13.4.2 The Financial Auditing Committee shall be chaired by a Member of the Section as appointed by the Chairman of the Section’s Board of Directors. This Committee is responsible for performing four yearly audits and to verify the annual report of the financial status of the Section at the end of fiscal year (June 30th). This Committee shall report the results of all audits to the Section’s Board of Directors.

13.4.3 The Topical Conference Committee shall be chaired by a Member chosen by the Section’s Board of Directors, or as approved by National ASNT Headquarters. The Chairman of this Committee shall provide reports on a regular basis regarding the status of this Committee and any requests for Section’s assistance.

ARTICLE XIV - FINANCIAL

14.1 FISCAL YEAR

The fiscal year of the Section shall commence on July 1st and terminate on June 30th.

14.2 EXPENDITURES

No officer, member of the Section’s Board of Directors, Committee Chairmen, or Member of the Section shall incur any financial obligations in the name of the Section or make payment of any monies of the Section without having previously had such action approved by the Section’s Board of Directors. Such approval by the Section’s Board of Directors may be as follows:

      (a) Approval of individual items of expense.

      (b) Approval of a detailed operating budget for a given Committee, or function as long as such budget is limited to the current fiscal year.

14.3 PAYMENT OF MONIES

All checks and other instruments for payment of monies of the Section shall be drawn by the Treasurer in the name of the Section and shall be signed by a Section officer or Director-at-Large.

14.4 FINANCIAL REPORT

The Treasurer shall present a verified report of the financial status of the Section at fiscal year end, at regular monthly meetings of the Section’s Executive Committee, at meetings of the Section’s Board of Directors, at annual business meeting, or at any other time as requested by the Section’s Board of Directors.

14.5 FINANCIAL AUDITS

The Financial Audit Committee shall perform four yearly audits (preferably on a quarterly basis) and verify the annual report of the financial status of the Section at the end of fiscal year (June 30th). The results of these audits shall be reported to the Section’s Board of Directors.

14.6 The Section’s Board of Directors may, at its discretion, provide a stipend to designated persons as it may be found necessary to effectively carry out the work and aims of the

Section. Any such stipend shall be approved by the Section’s Board of Directors and shall be limited to no more than an amount budgeted for anyone instance.

ARTICLE XV - NOMINATIONS

15.1 APPOINTMENT OF NOMINATING COMMITTEE

A Nominating Committee, consisting of three (3) active Members of the Section, shall be appointed by the Chairman of the Section before December 31st. The immediate Past Chairman of the Section should be given preference as Nominating Committee Chairman. Current officers and Directors-at-Large shall be excluded from voting membership on the Nominating Committee.

15.2 DUTIES OF NOMINATING COMMITTEE

The Nominating Committee shall meet the first available week in January of each year and shall nominate at least one candidate for each of the offices of Chairman, Vice Chairman, Treasury, and Secretary and a number of candidates for Directors-at-Large to replace the out-going Directors-at-Large. The number of incoming Directors-at-Large shall be determined by the Board of Directors. The nominating Committee shall secure the consent of each nominee before submitting their name into nomination.

15.3 REPORT OF NOMINATING COMMITTEE

The Nominating Committee shall report the names of the nominees to the Chairman of the Section and the Secretary prior to the publication of the Section’s Newsletter for the February regular technical meeting. The selection of the candidates who have expressed their willingness to serve shall be published in the February Newsletter. Additionally, the Chairman of the Section shall announce the names of all candidates during the February meeting.

15.4 ADDITIONAL NOMINATIONS

After the names of the candidates submitted by the Nominating Committee have been published and at any time prior to March 1st of the same year, additional nominations for any or all of the offices may be made by written communication addressed to the Chairman of the Section and signed by any ten (10) voting Members of the Section.

ARTICLE XVI - ELECTIONS

16.1 ANNUAL ELECTION

If no additional nominations are received by the Chairman of the Section prior to March 1st, nominations shall be closed and the Secretary at the next succeeding annual business meeting (preferably in March) of the Section shall cast the unanimous vote of all Members of the Section for the election of the candidates nominated by the Nominating Committee. The nominees are then declared elected as of that time and shall be formally installed at the first Executive Committee meeting to be held in July of the same year.

16.2 ADDITIONAL NOMINATIONS: LETTER BALLOT

If the Chairman of the Section receives additional nominations for officers of the Section prior to March 1st, the Chairman shall request the Secretary of the Section to prepare a letter ballot which shall be sent prior to April 1st to each Section voting Member in good standing. Marked and signed ballots are to be returned to the Secretary and must be postmarked no later than by April 15th.

16.3 VERIFICATION AND COUNTING OF BALLOTS

The Secretary of the Section shall receive such ballots and shall determine from the Section’s records if the voter is entitled to vote. Tellers shall be appointed by the Section’s Chairman of the Board of Directors to count the ballots by May 1st. and to certify immediately the results of the vote to the Secretary. The candidate receiving the highest number of votes shall be elected. In the event of any tie in the voting, the individual selected by the Nominating Committee shall be declared elected. The nominees are then declared elected as of that time and shall be formally installed at the first Executive Committee meeting to be held in July of the same year.