Article I: Name and Object
- The name of the society is The Society for Text and Discourse, Inc.
- The objective of the society is to:
- promote the communication of scientific research in discourse processing and text analysis.
- contribute to the education and professional development of those in the field or entering the field.
Article II: Membership
- Anyone may become a member of the society if she or he shows an interest in the study of text and discourse. Interested persons may apply for membership by writing to the Secretary-Treasurer or Treasurer and by paying the annual dues.
- The Society recognizes two categories of membership: members and student members.
Article III: Governing Board
- The Governing Board shall exercise general supervision over the affairs of the society subject to the provisions of Articles IX and X.
- The Governing Board shall consist of twelve members elected for staggered terms of six years each, with two new members elected each year, and ex-officio, the Secretary-Treasurer or the Secretary and the Treasurer of the society, and the editor of the journal Discourse Processes, if they are not already members of the Board. Elected members of the Governing Board may not succeed themselves.
- The Governing Board shall elect its own Chair. The term of the Chair shall be for three years. The Chair may serve no more than two consecutive terms.
- The Governing Board shall, from time to time, appoint such committees as it deems necessary to conduct the affairs of the society.
- The Chair shall preside at meetings of the Governing Board and at the Annual Business Meeting.
Article IV: Officers
- The officers of the society shall be the Chair of the Governing Board and the Secretary-Treasurer or a Secretary and a Treasurer.
- The Secretary-Treasurer, or Secretary and Treasurer, shall be elected by the Governing Board to serve a term of three years. The Secretary-Treasurer, or Secretary and Treasurer, may be re-elected once, but may not serve more than six consecutive years.
- The Secretary-Treasurer, or Secretary, shall be responsible for maintaining a list of membership of the society and for communications with the membership. The Secretary-Treasurer or Treasurer shall be responsible for the collection of dues and other assessments, and for disbursement of funds as directed by the Governing Board. The Secretary-Treasurer or Treasurer, in consultation with the Chair of the Governing Board, shall prepare an annual financial report to be presented at the annual membership meeting and subsequently available to members,
Article V: Elections
- When a vacancy of the Governing Board arises, the Secretary-Treasurer or Secretary shall canvas the membership by postal or electronic mail for nominations of members to fill the vacancy(ies) on the Governing Board.
- The candidates for the election will be selected by choosing those with the most nominations, who are willing to serve, up to a total of three times the number of vacancies. The Governing Board may at its discretion add up to one person for each vacancy to those nominated by the membership. The names shall be placed on an election ballot which shall be mailed to all members. The Hare voting system will be used with each member rank ordering the candidates.
- Thirty days after the mailing of the election ballot, the election shall be closed, and the ballots counted. The candidates receiving the highest ranks shall be elected to fill the vacancies on the Governing Board. In case of ties, the Chair of the Governing Board shall cast the deciding ballot.
- In the case of resignation, recall, or death of a member of the Governing Board, the resulting special vacancy shall be filled in conformity with Sections 1, 2, and 3 above, at the time of the next scheduled election. The special vacancies shall be filled last, with the nominees receiving the most votes filling the regular vacancies. People elected to fill special vacancies shall serve the unfilled term of office of that vacancy. However, those members are then eligible for re-election.
- Student members may not serve on the Governing Board.
Article VI: Meetings
- The society shall hold Scientific Meetings at times and places and under rules determined by the Governing Board. One of the meetings shall be designated as the Annual Scientific Meeting.
- An Annual Business Meeting shall be held in conjunction with the Annual Scientific Meeting. Only members of the society may vote at the Annual Business Meeting.
- All motions of the Annual Business Meeting require only a simple majority for passage.
- The Chair shall convene a meeting of the Governing Board at least once a year for considering admission of new members and any changes in the by-laws.
Article VII: Publications
- The society shall publish such programs, abstracts of scientific papers, and lists of membership, as the Governing Board shall authorize. With approval of the membership, the Governing Board may undertake the editing, publishing, or both of scientific journals.
- The journal, Discourse Processes, is the official journal of the society.
Article VIII: Dues
- The annual dues of membership for student and nonstudent members shall be determined by the Governing Board.
- A member failing to pay dues for two consecutive years shall be considered to have resigned, but may be reinstated any time.
- Dues will be collected from existing members in the fall for membership benefits beginning the subsequent January.
- New members joining the society at the summer conference will receive membership benefits for that calendar year (including receiving “back-started” issues of the journal).
Article IX: Recall
- Upon petition of 10% of the membership, an election by mail ballot will be held on proposals with respect to the recall of members of the Governing Board, of the Secretary/Treasurer or of the Secretary or Treasurer. Such recall will be effective upon a majority vote of all members of the society with a sixty-day limit as specified in Article V. The recalled Board members shall be replaced in accordance with the election procedure prescribed in Article V.
Article X: Amendments
- Amendments to these By-Laws may be proposed by majority action of the Governing Board at a regular meeting called by the Chair, or by the affirmative vote of the majority voting at an Annual Business Meeting on a resolution for amendment of the By-Laws introduced from the floor. In the latter case, the proposed amendment of the By-Laws must then be considered by the Governing Board at its next meeting.
- Every proposed amendment shall be submitted to the membership with recommendations of the majority of the Governing Board, together with a statement of the basis of the recommendations, and in the case of a tie with the arguments pro and con. These By-Laws may then be amended either by affirmative vote of two-thirds of the membership present and voting on the proposed amendment or, if either 10% of those members at the meeting or a majority of the Governing Board wish, by mail vote of the members. Two-thirds affirmative vote of those voting by mail shall be required for adoption of the proposed amendment.
Article XI: Corporate Seal
- The corporate sear of the corporation shall consist of the words “The Society for Text and Discourse, Inc. Corporate Seal” and may be affixed to any document by writing, typewriting, impression, or other means.