SOCIETY OF PETROLEUM ENGINEERS – DENVER SECTION BY-LAWS
ARTICLE I
Name
The name of this section shall be the Society of Petroleum Engineers Denver Section.
ARTICLE II
Aims and Purposes
The aims and purposes of this section shall be the promotion of mutual cooperation in furthering the objectives of the society by (1) providing regular meetings for the discussion of subjects relating to the exploitation and development of petroleum and natural gas; and (2) developing social fellowship.
ARTICLE III
Jurisdiction
The jurisdiction of this section will encompass the State of Colorado, excluding the following counties: Archuleta, Baca, Dolores, Garfield, LaPlata, Mesa, Moffat, Montezuma, Powers, Rio Blanco, and Routt; the following counties in the State of Nebraska: Banner, Cheyenne, Duel, Garden, Kimball, and Morrill.
ARTICLE IV
Membership
All Members, Junior Members, Associate Members, Associate Junior Members, and Student Members of the Society in good standing, residing in the territory of the Denver Section shall be Members of the Section.
ARTICLE V
Officers
Section 1. The Officers of this Section shall be a Chairman, Vice Chairman, Treasurer, Secretary, Membership
Chairman, and a Community Outreach Chairman, who shall be selected annually. The Chairman shall not succeed himself.
Section 2. The Board of Directors shall be composed of the aforenamed officers and three directors who are member of the section. One Director shall be the past Chairman and serve a one-year term. Two directors shall have staggered two-year terms
Section 3. All officers must be Denver Section Members in good standing at the time of their election. Candidates for the office of Chairman must have had previous experience as an officer, director, Study Group or Committee Chairman of a local section of SPE.
Section 4. A vacancy in any office occurring between annual elections shall be filled by the Board of Directors.
ARTICLE VI
Election of Officers
Section 1. The Chairman shall either appoint a nominating committee or present names for candidates to the Board of Directors for approval no later than the March Board meeting of each year. A nominating committee shall be composed of five members, one member to be the carry-over Director who will chair the Committee, and one member to be the outgoing Chairman. All members of the Nominating Committee must have been members of the Denver Section for at least one year.
Section 2. The Nominating Committee shall canvass the members of the Denver Section to determine those qualified to serve as officers. The Nominating Committees shall present the name of at least one candidate for each office and the two-year directorship. The names of candidates shall be presented to the membership before or at the April meeting. Additional nominations from the floor shall be accepted at the April meeting.
Section 3. The names of all candidates for office, as determined at the April meeting, shall be listed in the May issue of the Denver Section newsletter. The names will also be posted to the Denver Section web site at least one week before the May meeting.
Section 4. Voting of the Officers shall be by show of hands from the membership in attendance at the May general meeting. In the event of a tie for any office the Chairman shall vote to break the tie.
ARTICLE VII
Duties of Officers
Section 1. The Chairman shall preside at all meetings of the Section and the Board of Directors; he shall appoint all committee chairmen and perform all other duties that pertain to the direction of the Section.
Section 2. The Vice Chairman shall be responsible for the arrangement of programs, entertainment, and incidental details relating to meetings. In the absence of the Chairman, he shall serve as Chairman.
Section 3. The Treasurer shall receive and disburse all money received by the Section. The Treasurer shall submit his financial records for an annual audit by committee to be named by the Chairman. In the absence of the Chairman and the First Vice Chairman, he shall serve as chairman.
Section 4. The Secretary shall record the proceedings of the meetings of the Section and the Board of Directors, attend to all correspondence, and issue all calls or announcements of meetings.
Section 5. The Community Outreach Chairman shall be responsible for promoting the Section within the industry and community.
Section 6. The Membership Chairman shall be responsible for membership activities. The Membership Chairman shall also serve as liaison between the Emerging Leaders Program and the Board.
ARTICLE VIII
Notice of Meetings
The Secretary shall provide notice, by mail or other convenient means, of forthcoming meetings.
ARTICLE IX
Dues and Finances
Section 1. The expenses of the Section shall be paid from the money appropriated by the Board of Directors.
Section 2. Accounts payable for amounts of USD 5,000 or less shall be paid by check and require only the signature of the Treasurer. Accounts payable for amounts over USD 5,000 shall be paid by check signed by two officers; normally one signature would be that of the Treasurer.
Section 3. On the dissolution of this Section, all funds remaining after the payment of its debts shall be turned over to and paid to the Society of Petroleum Engineers, unless such corporation shall be non-existent or shall be in dissolution, in which event the funds shall be turned over to some other organization exempted under section (c) (3) of the Internal Revenue Code of 1954. This ARTICLE IX, Section 3 of these Bylaws is not amendable during the existence of this Section.
Section 4. The Chairman shall be responsible for establishing an annual finance committee in September. This committee is to consist at a minimum the Chairman, past Treasurer if available, Treasurer and at least one other Officer or Director. It will be this committee’s responsibility to review the previous years banking transactions. A report should be presented to the Board no later than December. This committee will also be responsible for reviewing the Section’s investments and provide a recommendation regarding same by the end of December.
ARTICLE X
Amendments to Bylaws
Amendments to these Bylaws shall be made by a two-thirds vote of all members present at the General Meeting providing that all those members of the Section shall have been notified at least one week in advance of a meeting to consider amendments.
ARTICLE XI
Meetings
Section 1. The annual meeting of the Section for the election of officers and directors shall be held in the month of May. Officers and directors shall hold office from July 1 to June 30.
Section 2. Regular meetings of the Section shall be held each month of the year except the months of June, July, and August.
Section 3. Special meetings of the Section or of the Board of Directors to consider important business or to hear technical papers of discussions that cannot be scheduled at regular meetings may be called by the Chairman, with the approval of the Board of Directors.
ARTICLE XII
Quorum
Section 1. A quorum at any regular or special meetings of the Section shall consist of ten members.
Section 2. A quorum at a meeting of the Board of Directors shall consist of four Board members.
ARTICLE XIII
Parliamentary Authority
Robert’s Revised Rules of Order shall be the official guide of this Section in the conduct of business