BOARD OF TRUSTEES
The Board of Trustees administers and manages the affairs of the Society, formulates and executes its policies, and realizes its stated purposes. It acts in the name of the Society between the members' annual business meetings, and it may exercise all powers except those which are vested exclusively in the members.
The Board of Trustees comprises the elected officers of the Society and one ex-officio member. Eleven officers are elected and are voting members of the Board: President; the President-elect or the immediate Past President; Vice-President; Secretary; Treasurer; and six Members-at-Large; the ex-officio member is the Executive Director who is appointed by the Board and serves in an advisory capacity.
The Executive Committee of the Board consists of the President, Vice-President, Secretary, and Treasurer as voting members, with the Executive Director ex-officio.
a. Officers serve until the transfer of office takes place at the annual business meeting. The length of term is outlined under the description for each office.
b. The Executive Director serves until the first meeting of the new Board.
a. Parliamentary authority
The rules in the current edition of Roberts Rules of Order (Newly Revised) govern the conduct of the Society in all cases to which they are applicable so long as they are not inconsistent with the Society's bylaws, any special rules of order the Society may adopt, or this handbook.
The President, President-elect or Past President, Vice-President, Secretary, Treasurer, and six Members-at-Large may vote. Decisions are made by a majority of the Board's voting members. The designations “board approves”, “board must approve”, “board approval”, “board authorization”, and other such designations indicating board action by a majority of its voting members in this Handbook hereinafter denote a quorum (defined below in 5e). Votes taken by email should be attached to the minutes of the following meeting of the Board for informational purposes and without further discussion.
The Board meets in conjunction with the annual conference of the Society and may meet at other times. It is customary for the Board to hold an interim meeting in the fall. Special meetings may be convened either when called by the President or when requested in writing by three of the Board members (in accordance with 6a, item 3, below).
Board meetings are open to members of the Society, who may attend as auditors except when, at its discretion, the Board meets in closed session. Editors of standing publications of the Society are encouraged to attend Board meetings.
A majority of the voting Board members constitutes a quorum as long as the President or the Vice-President is present.
The Secretary sends the agenda for Board meetings and all written reports to Board members in advance of the meetings.
g. Emergency actions
Emergency action is taken by unanimous vote of the Executive Committee and is subject to Board ratification at the following Board meeting.
h. Budget requests
Board members and committee chairs submit annual budget requests for expenditures necessary to the performance of their official duties to the Finance Committee according to that committee's schedule (refer to section on Finance Committee). Requests should include anticipated reimbursements as authorized under policies of the Society.
Board members receive no compensation as such. All Board members may be reimbursed for half of their transportation to and from meetings other than those held during the annual conference; such reimbursement is only for that part of travel expenses not covered by Board members' institutions, and must be requested in writing and be accompanied by written receipts. All Board members whose expenses are not covered by their institutions may be reimbursed for 50% of the hotel room cost for the Tuesday night before the Wednesday Board meeting at the annual SAM conference. Other reimbursements may be authorized under Society policies.
j. Maintenance of records
In a timely fashion all Board members and appointees convey their Society correspondence and papers to their successors or to the Society archivist by the end of the year in which the member steps down.
NB: Email messages between members of the Board, and other official electronic communications of the Board, are part of the records to be transferred to the Archives.
k. Society policies
A Society policy is a decision that is made upon formal vote of the Board and that is intended to govern subsequent action of the Society.
a. Annual meetings
1. The Board decides when and where annual conferences of the Society will be held, with the advice of the Conference Site Selection Committee.
2. The Society shall hold an annual business meeting at the time of the annual conference.
3. The Board may ask the President to call special meetings. At the written request of three or more Board members, the President shall call special meetings. At such a meeting no business may be transacted other than that stated in the notice of the meeting.
1. Executive Director.
At its fall meeting every fourth year the Board appoints an Executive Director whose term begins at the first meeting of the new Board following appointment.
2. Appointment of editors.
On the recommendation of the Chair of the Publication Council, the Board appoints the editors of the Journal of the Society for American Music and the Bulletin . On recommendation of the Editors of JSAM and the Bulletin , the Board appoints the various review editors and, for JSAM , the members of the Editorial Board.
3. Other appointments.
The Board, on the recommendation of the President, appoints all delegates to other organizations (e.g., COPAM, ACLS, etc.)
The Board may, at a special or regular meeting, for just cause, remove any elected or Board-appointed person. Removal of an elected official of the Society requires an eight-vote majority (two-thirds of the Board). (Refer to By-Laws, Article IV, Section 6.)
d. Fiscal duties
Membership dues are set by the Board.
2. Financial depositories
In consultation with the Treasurer, the Board approves the depository for monies and negotiable instruments in the name, and to the credit, of the Society for American Music.
3. Budget and expenditures
The Board approves the budget prepared by the Finance Committee for each fiscal year, authorizes expenditures as specified therein and approves amendments to the budget as they occur throughout the fiscal year. The fiscal year begins January 1 and ends the following December 31. The Board also approves requests for extraordinary disbursements. Financial matters brought to the Board's attention are usually referred to the Finance Committee before official action is taken. Emergency budget action may be taken between Board meetings by the executive committee; such action is ratified at the following Board meeting. If during the course of a fiscal year the Board approves unbudgeted expenditures, it amends the budget and identifies the source of income which is to cover the expenditures. Depletion of the Society's reserves is to be avoided, but it is also understood that the money is there to serve the stated purposes of the Society.
e. Approval of publications
The Board must approve any publication that bears the Society's name. Publications other than JSAM , the Bulletin , and the Directory are screened by the appropriate publications committee (book or non-print), or by an appointed ad hoc committee, and forwarded to the Board with recommendations for action.
f. Approval of programs
The Board approves general program plans for conferences and continuing education events sponsored by the Society, acting in response to reports of program and local arrangements committees. The Board assures that such programs fulfill the objectives of the Society with distinction, ensures that the programs are of high quality, and confirms that any fees charged are sufficient to offset the expenses of such events. Any individual or organization requesting that SAM serve as fiscal agent, that is, for the purpose of channeling grant funds through the Society, requires a member of the Society to act as liaison between the applicant and the Society.
g. Reports to the members
The Board maintains free and open communications with the membership. To this end the President reports ongoing items of interest to the membership in the Bulletin . Committee chairs, representatives to other organizations, and other appointees and special officers as appropriate make oral reports at the annual business meeting; the agenda for this meeting is prepared by the President and the Secretary. A summary of Board actions appears in the Bulletin following each meeting.
h. Nominations and elections
1. The slate of candidates for election, including sample documentation of candidates' qualifications, is presented by the Nominating Committee to the Board for its approval according to the schedule (see section on Nominating Committee). Members of the Board and Nominating Committee keep these names confidential until they are approved by the Board.
2. A tie vote in an election for national officers is broken by a majority vote of members of the Board.
i. Service of Board members on committees
Board members may serve as chair or as member of any Society committee except as described elsewhere in this Handbook.
j. Establishment of membership categories.
The main categories of membership are Individual, Spouse/Partner, Student, Post-Graduate, Retired, Honorary, and Non-academic Institutional Affiliate. The Board may establish additional membership categories as appropriate. At present, those categories are Lifetime, Sustaining, Corporate, and Corporate Patron. (See Bylaws Article II)
k. Designation of privileges of membership.
The Board may designate privileges of membership in the Society beyond those specified in the bylaws.
With Board approval, the President enrolls or withdraws the Society as an institutional member or affiliate of another organization.
No Society member may speak on behalf of the Society except as authorized by the Board. Similarly, no member may use the name of the Society in conjunction with an endorsement of any kind. It is recognized that members of the Society retain the right to respond to inquiries as private individuals or in their own professional capacities.
The Board may from time to time present awards and citations. (See Funds and Awards)