PE&RS February 2016 - page 103

PHOTOGRAMMETRIC ENGINEERING & REMOTE SENSING
February 2016
103
ASPRS
NEWS
strengthen the Society. The Chair of the Council shall be a
full voting member of the Board of Directors.
Section 10. Region Officers Council
The Region Officers Council shall consist of two representa-
tives from each Region selected by the Region members based
on the Region’s Operating Procedures. The Chair of the Coun-
cil shall be a full voting member of the Board of Directors.
Section 11. Student Advisory Council
Membership in the Student Advisory Council shall be open
to all Society members with the Student distinction. The Stu-
dent Advisory Council shall focus on introducing members
with the Student distinction to the mission, goals, activities,
and professions represented by the Society. In addition, the
Council shall actively develop and promote activities that
support these members and give feedback to the Board of Di-
rectors on the best way to serve this segment of the member-
ship. The Chair of the Council shall be a full voting member
of the Board of Directors.
Section 12. Technical Division Directors Council
The Technical Division Directors Council shall consist of the
Directors and Assistant Directors of the Technical Divisions
of the Society. The Chair of the Technical Division Directors
Council may be a Director, an Assistant Director, and/or a sit-
ting Chair whose term has not yet expired. The Chair of the
Council shall be a full voting member of the Board of Directors.
ARTICLE IX. COMMITTEES
Section 1. Appointment
The President, acting for the Board of Directors, shall appoint
such Society Permanent Committees, Standing Committees,
and Task Forces as may be required by the Bylaws, or as may
be necessary. Committees and Task Forces shall report to the
Board of Directors through the President.
Section 2. Permanent Committees
Permanent Committees are appointed by the President, act-
ing for the Board of Directors, to address primary Society
activities of governance and finance, and insure continuing
Society structure for support, development and maintenance
for programs. Permanent Committees report to the Board of
Directors. There shall be the following Permanent Commit-
tees: Audit, Governance.
Section 3. Standing Committees
Standing Committees may be developed as needed and are
appointed by the President, acting for the Board of Directors,
to address primary Society activities and insure continuing
support, development and maintenance for programs . Stand-
ing Committees report to the Board of Directors at least an-
nually. They may be created and dissolved by the Board with
a two-thirds majority vote.
Section 4. Task Forces
Task Forces of any size may be formed by the President to un-
dertake a single task and are automatically terminated upon
completion of that task. Assignment of tasks to Task Forces
shall be in the form of a written charge from the President to
the Chair with copies to members of the Board of Directors.
Section 5. Joint Committees
When considered to serve the interests of the Society, the Pres-
ident, with the approval of the Board of Directors, may estab-
lish Joint Committees with other organizations for treating
matters of common interest within the limits of the Bylaws.
Section 6. Audit Committee
The Audit Committee shall consist of aminimumof the Treasur-
er and two ASPRS Board members appointed by the President.
The Treasurer shall serve as the Chair. At least the Chair or one
member of the Audit Committee must be generally knowledge-
able about accounting and finance matters. The Executive Di-
rector shall provide information and support to the Committee
but shall not participate in the Committee’s decisions.
The Audit Committee shall observe best practice in recom-
mending the change in the independent outside audit team;
solicit and review proposals from prospective audit teams;
provide a documented recommendation to the Board for se-
lection from among the best candidates; meet with the con-
tracted auditor to review the scope of work for the annual au-
dit; and meet with the auditor at the completion of the audit
to review the resulting report including any accompanying
management letter. The Committee shall have the authority
to engage other advisors as it deems necessary and must ap-
prove in advance any non-audit services procured by ASPRS
from the outside auditor. The Committee shall provide a re-
port to the Board prior to Board action on the annual audit.
Section 7. Governance Committee
The Governance Committee shall consist of the five most
recent and available Past Presidents of the Society. The
Immediate Past President, one of the five members of the
Governance Committee, shall be the Chair. The next most
immediate Past President available shall serve as Chair in
the event the Immediate Past President is unable to do so.
The Governance Committee shall transact business to ensure
that critical management functions of the Society are fulfilled
professionally, including, but not limited to, the following:
a. Bylaws
The Committee shall be responsible for periodically re-
viewing the Operating Procedures of the Society to de-
termine if they are consistent with these Bylaws and,
as appropriate, recommending to the Board of Directors
amendment or extension of the Bylaws. The Committee
shall advise the officers or directors of Bylaws require-
ments relative to current or proposed Society actions.
b. Nominations
Th
e Committee shall nominate candidates for Society of-
fices as req
uired by Article IV of these Bylaws.
Notice of Proposed Change to the Bylaws: Member Comment Invited
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