Appendix II: Bylaws of the Providence Engineering Society
ARTICLE I MEETINGS
Section 1. The meetings of this Society shall be held as specified in the Constitution.
The membership shall be notified of the specific date of a meeting at least one (1) week
prior to the date of such meeting. Section 2. Meetings of the Board of Directors. The
Board shall hold regular meetings on the second Monday of September and the first Monday
of other months except July and August. The Board may in specific cases change the date of
any regular meeting, or in case of an emergency the President may do so with the consent
of the Vice-Presidents. The President may call special meetings of the Board whenever he
or she deems it necessary and shall call such meetings when requested in writing by six
(6) members of the Board. The Secretary shall mail a notice of each meeting, with a copy
of the minutes of the previous meeting, to each member at least seven (7) days prior to
the date of such meeting. Section 3. The Chairman of each Affiliated Organization shall be
invited to attend meetings of the Board and participate in its deliberations without vote.
ARTICLE II ADMISSION
Section 1. Every candidate applying for admission to membership in the Society must
provide at least three (3) references, at least one (1) of whom is a member personally
known by the applicant. The application must be made on a form provided by the Society.
Section 2. Applications for membership accompanied by the initial membership fees, shall
be sent to the Secretary, who, after making a record of the same, shall refer them to the
Membership Committee. The Membership Committee shall report to the Board upon all
applications received by it, and the Board shall ballot upon the same after having
assigned each candidate to the grade of membership to which in its judgement his or her
qualifications entitle him or her. A majority vote by the Directors present shall elect.
Section 3. The fees of all candidates failing of the election shall be returned by the
Secretary, and the fees of all candidates elected shall be transmitted to the
Treasurer.Section 4. Election to Honorary Membership shall be by letter ballot of the
Board, mailed by the Secretary to each member of the Board at least fifteen (15) days in
advance of the date set for the closure of such election. Unanimous positive vote of all
Board Members shall be required to elect.
ARTICLE III DUES
Section 1. The fiscal year of the Society shall begin July first and all dues shall be
payable in advance. The first invoice for dues shall be sent to all members except student
members during the month of June preceding the fiscal year. A second and third invoice
will be sent, when needed, during the months of August and October of the fiscal year.
Newly elected members shall pay dues for the unexpired quarters of the fiscal year except
the members elected at the June Board Meeting shall pay no dues for the quarter ending
with that month. Invoices to student members shall be sent by the end of September.
Section 2. Upon election to a membership grade, and upon payment of the dues for that
grade, the candidate shall be entitled to the rights and privileges of that grade. If the
candidate’s dues are not received within six (6) months after notice of election, the
candidate shall be deemed to have declined election. The election shall be void, and the
candidate shall forfeit the initial membership fee. Section 3. The resignation of a member
shall not be accepted by the Board unless the member has no current indebtedness to the
Society. The Board, in its discretion, may make an exception to this provision under
extenuating circumstances. Section 4. A member whose annual dues are unpaid by November
first shall not be entitled to receive publications nor to vote until such arrears are
paid, and the member shall be so notified. The Board may strike from the roll the name of
any member whose dues are unpaid by April first. All members whose dues are unpaid by
April first shall be notified that the Board will consider termination of their membership
at its monthly meeting in May. Section 5. The Board, in its discretion, may restore to
membership any former member dropped for the rolls for nonpayment of dues or otherwise,
upon such terms and conditions as it may deem best for the Society. The Board may also
defer or remit the payment of dues of any member. Section 6. The Board may permanently
exempt from the payment of dues any member of the Society who shall have paid dues for
thirty-five (35) years, or who, having reached the age of sixty-five (65) years, shall
have paid dues for twenty-five (25) years. Section 7. The initial membership fee shall be
Fifteen Dollars ($15.00) for members and Associate Members. Upon election all new Members
and Associate Members shall receive a Providence Engineering Society pin. The initial
membership fee shall be waived for student members. Section 8. The Annual Membership dues
for Members, Associate Members, and Student members shall be established by the Board of
Directors at the April meeting of the Board and shall not exceed Fifty Dollars ($50.00).
Members and Associate Members less that twenty five (25) years of age as of July first of
any given year shall be allowed a Five Dollar ($5.00) credit. Members and Associate
Members who are also members of one or more Associated or Affiliated Organizations will be
allowed a Four Dollar ($4.00) credit. These credits are not additive. Section 9. Changes
for Association or for Affiliation of another organization with this Society shall be set
by the Board of Directors. Section 10. The monthly publication, hereafter called
‘Engineerings’, of the Society shall be sent to each member of the Society and
to each member of the Associated or Affiliated Organizations. On the dues invoices to
members of the Society and to the Associated and Affiliated Organizations, a portion of
the dues shall be segregated and identified as the subscription price for
‘Engineerings’. The executive boards of the Associated and Affiliated
Organizations have assumed subscriptions for their individual members when they applied
for association or affiliation with the Society. Section 11. The Annual Membership dues
for Sustaining and Supporting Members shall be established by the Board of Directors at
the April meeting of the Board.
ARTICLE IV DUTIES OF OFFICERS
Section 1. The President shall have general supervision of the affairs of the Society,
shall preside at all meetings of the Society and of the Board at which he or she may be
present, and shall be ex officio a member of all committees. He or she shall be
accountable to the Society and the Board for proper conduct of the affairs of the Society,
and in accordance with the Constitution and Bylaws and under the direction of the Board,
he or she shall be the chief executive officer of the Society. He or she shall nominate an
Executive Secretary at a recommended salary and present the name of the nominee at a
monthly meeting of the Board of Directors. The Board shall by a majority vote approve or
disapprove the appointment and recommended compensation of said nominee. Section 2. The
Senior Vice-President in attendance shall, in the absence of the President, preside at
meetings of the Board of the Society. Each of the Vice-Presidents shall be responsible to
the Board for the activities of the committees that are assigned to him or her in Art. V
of these Bylaws. Each Vice-President shall be a member of his or her assigned committees,
and may request such committee members as deemed necessary to attend meetings of the Board
to discuss important matters. Each Vice-President shall be responsible for collecting the
annual reports of his or her committees and submitting them to the Secretary at least
forty-five (45) days prior to the Annual Meeting. Section 3. The Secretary, in addition to
the duties prescribed in the Constitution, shall keep a classified record of the
membership of the Society, he or she shall promptly present all resignations and all
applications for membership received by him or her to the Membership Committee, together
with such information as he or she may have concerning the applicants; he or she shall
collect all initial fees and annual dues for membership and all other amounts due to the
Society except income from investment and shall deposit such funds to the credit of the
Society as directed by the Finance Committee; he or she shall from time to time present to
the Board a list of the names and individual indebtedness of all members in arrears for
dues. The Secretary shall be ex officio a member of all committees. Section 4. The
Treasurer, in addition to the duties prescribed in the Constitution, shall have custody of
all securities, funds and bank books of the Society, shall collect all income from
investments and shall deposit such funds to the credit of the Society as directed by the
Finance Committee; he or she shall pay all bills or other evidence of indebtedness which
have been approved in writing by the Chairman of the Committee or other person authorized
to incur the expense and by the Chairman of the Finance Committee; and he or she shall
invest the funds of the Society in such amounts and in such securities as may be ordered
from time to time by the Finance committee provided, however, that no securities shall be
purchased except such as are legal for savings banks in Rhode Island. His or her books of
account shall be open at all reasonable times, and he or she shall make up an annual
report covering the year’s activities for the fiscal year, which, when duly audited,
shall be filed with the Secretary.
ARTICLE V COMMITTEES
Section 1. The Vice-Presidents are assigned to the following committees, and, as soon as
possible after the Annual Meeting, they should appoint a chairman to each of their
committees. The President may, at his discretion, change these assignments at any time.
1st Vice President Awards Education Finance 2nd Vice-President Library Membership
Publications 3rd Vice-President Associated and Affiliated Organizations Program and
Banquet Public Relations Section 2. The following committees are under the direction of
the President. Constitution and Bylaws House Planning Section 3. The President shall
appoint other committees for the advancement of the purposes of the Society, or as
directed by the Board.
ARTICLE VI DUTIES OF COMMITTEES
Section 1. The Membership Committee shall seek to increase membership of the Society. It
shall propose to the Board ways on increasing membership; it shall carefully consider the
qualifications and desirability of all applicants for membership in the Society; it shall
make a report with recommendations at each monthly meeting of the Board, giving name,
title, and place of employment of each applicant whose application has been examined; it
shall present a report with recommendations upon each resignation which has been referred
to it; it shall present an annual report to the Secretary showing the work accomplished
during the year. Section 2. The Program Committee shall be responsible for the meetings of
the Society as to place, time, program and publicity notices. It shall cooperate the
Associated and Affiliated Organizations in all matters connected with meetings and shall
promote joint meetings. At the close of the year, it shall submit a complete report to the
Secretary. Section 3. The Publications Committee shall have charge of the preparation of
all publications authorized by the Board, and shall cooperate with the Secretary in their
proper distribution to the members; it shall make an annual report to the Secretary.
Section 4. The Library Committee shall have charge of the collection and disposition of
books, periodicals, and other resource materials related to the objectives of the Society.
The committee shall make an annual report to the Secretary. Section 5. The Finance
Committee shall have general supervision of all financial affairs of the Society, and
shall advise the Board in reference thereto; it shall obtain and hold suitable surety
bonds at the expense of the Society for the Treasurer and the Secretary in such amounts as
the Board may direct; it shall submit to the Board for action at its meeting in October a
classified budget for the fiscal year ending June 30th following. All bills or other
evidence of indebtedness shall be forwarded to the Finance Committee, which shall tabulate
them against their respective budget appropriation, and after approval in writing by the
Chairman, shall transmit them to the Treasurer for payment. It shall provide to the
Secretary financial data as required in Art. VII, Sec. 2 of the Constitution and also a
statement as to the probable financial condition at the end of the fiscal year. At the
close of the fiscal year it shall audit the books of the Secretary and Treasurer, its
duties not being complete until this is done, and upon approval of the Board, it may
employ an expert accountant for this purpose. It shall also have charge of the investments
of the Society, provided, however, that all investments of shall be made in such
securities only as are legal for savings banks in Rhode Island. Section 6. The House
Committee shall be composed of the President, 1st Vice-President and Treasurer. They shall
have general charge of the Society rooms, property, and personnel; it shall see that said
rooms and property are properly maintained; it shall periodically evaluate the property of
the Society and present to the Board, recommendations for additions or alterations; it
shall, at the May meeting of the Board, present a written report of its work during the
year, together with an inventory of the property of the Society. Section 7. The Public
Relations Committee shall be responsible for all matters affecting the relation of the
Society with the City, State, or public at large. It shall make an annual report to the
Secretary. It shall coordinate its efforts with the Trustees. Section 8. The Committee on
Associated or Affiliated Organizations shall seek out organizations for Association or
Affiliation as specified in Article XI of the Constitution. It shall evaluate the
qualifications of each applicant, particularly as to whether the organization should be an
Associate or an Affiliate, and it shall present a recommendation to the Board for each
applicant. It shall maintain communication with all Associated and Affiliated
Organizations. It shall consider any necessary or requested changes in the status of or
the Agreement with an Associated and Affiliated Organization and present its
recommendation to the Board. It shall make an annual report to the Secretary. Section 9.
The Education Committee will be responsible for promoting Engineering as a career. It will
maintain a list of speakers who will be available for educational guidance work in the
secondary schools and undertake other work of a promotional nature as it sees fit or as
directed by the Board. It shall seek ways to raise scholarship monies and propose these to
the Board. It shall, at the April meeting of the Board, present a proposal for
distribution of scholarship funds for the coming year. It shall make an annual report to
the Secretary. Section 10. The Awards Committee will develop a set of awards to be given
by the Society, organize the procedures for selecting recipients and nominate the
recipients. At least four Associated or Affiliated Organizations shall be represented on
the membership of this Committee. It shall make an annual report to the Secretary. Section
11. The Planning Committee will propose to the Board from time to time ways of further
implementing the purposes of the Society. The chairman and the membership of this
Committee will be chosen in such a way as to ensure continuity in planning. The Committee
shall make an annual report to the Secretary. Section 12. The Constitution and Bylaws
Committee shall formulate and propose to the Board amendments to the Constitution or
Bylaws as directed by the President or the Board. It shall make an annual report to the
Secretary.
ARTICLE VII GENERAL
Section 1. The Society, as a body, is not responsible for any statement made or opinion
expressed in papers or discussions at its meetings; and discussions shall not include
political or purely trade subjects. Section 2. Expenditures. No expenditures in excess of
the appropriations provided in the classified budget adopted by the Board will be
permitted unless approved by vote of the Board. Committees and others authorized to make
expenditures will be considered responsible for the proper apportionment throughout the
year of the funds allotted. Section 3. The Fee Fund shall be perpetuated to which shall be
added all money received from initial membership fees, all deductions from income
representing depreciation and such monies as shall be voted by the Board from time to
time. No money shall be appropriated from this fund except by a three-fourths vote at any
two successive meetings of the Board. Section 4. The “P.E.S. Education Fund”
shall be perpetuated, said Fund having been established by resolution of the Council of
the Providence Engineering Society adopted December 5, 1955; and it shall be administered
in accordance with said resolution and all properly made amendments to it. Section 5. The
Executive Secretary shall assist the elected Secretary and the Treasurer in the
performance of their duties as specified in Art. IV, Sec. 3 and 4 of the Bylaws. He or she
shall administer the affairs of the office and shall be responsible to the President of
the Society.
ARTICLE VIII AMENDMENTS
The Board may, by a two-thirds vote of those present at a meeting duly called amend the
Bylaws, provided that written notice of such proposed amendment shall have been given at a
previous meeting of the Board, and that the Secretary shall have mailed a copy of such
proposed amendment to each member of the Board at least ten (10) days before the meeting
at which action thereon is to be taken.
