Constitution

Article I – Name and Objectives

Section 1 – The name of this organization shall be the Art Directors Club of New Jersey (ADCNJ).

Section 2 – The location of the ADCNJ shall be in the state of New Jersey.

Section 3 – The purpose and objectives for which the ADCNJ is formed are:

1. To raise the professional stature of the Art Director and related graphic practitioners.

2. To improve performance and efficiency in the field of visual communications through close contact and exchange of ideas and experiences.

3. To engage in educational endeavors and charitable work and non-political activities as the ADCNJ may deem proper.

4. To foster professional standards and promote closer understanding with business and industry by means of public exhibitions and lectures.

5. To support a "Code of Fair Practice" for all members of the ADCNJ.

Article II – Membership

Section 1 – The active (voting) membership shall consist of Art Directors, Professional Members and Associate Members. The Associate Membership shall not exceed one-third of the total membership.

Section 2 – There shall be six (6) classes of membership.

1. Art Directors (voting) shall consist of those who the ADCNJ recognizes as being authorized by an organization to create, direct and purchase art and graphics as applied to business, industry and reside or conduct business in the state of New Jersey.

2. Professional Membership (voting) shall consist of Creative Directors, Design Consultants, Creative Photographers, Art Educators, and such similar professions that may be deemed by the Board of Trustees and the Membership Committee to be within the limits of this category and reside or conduct business in the state of New Jersey.

3. Associate Membership (voting) shall consist of printers, typographers, and allied crafts and services as may be deemed by the Board of Trustees and Membership Committee to be within the limits of this category and reside or conduct business in the state of New Jersey.

4. Honorary Membership (non-voting) shall be awarded to persons who may be elected by the Board of Trustees by a three-quarter vote of Board Members. Honorary members shall not be assessed any dues and the recipient of honorary membership shall have rendered outstanding service to this organization or to their field of endeavor.

5. Life Membership (voting) any member who has been a member in good standing for no less than ten (10) consecutive years and who retires from active practice shall be eligible for a Life Membership upon application to and approval by the Board of Trustees. There shall be no dues assessed for Life Membership.

6. Student Membership (non-voting) shall consist of persons residing and/or attending schools in New Jersey and matriculating in the field of visual communications, photography, illustration or other studies as may be deemed by the Board of Trustees and Membership Committee to be within the limits of this category.

Section 3 – All members shall be allowed to propose the endowment of scholarships in their names. They will be responsible for all costs attributable to said scholarship and will provide suitable guarantee to the ADCNJ for the scholarship(s). The ADCNJ will supervise the administration approve the standards for and provide the judges for the awarding of the scholarship(s), all subject to Board approval.

Section 4 – The name of each applicant for any class of membership shall be endorsed by two members in good standing. The application shall be submitted to the Membership Committee. The Membership Committee shall then determine the eligibility of each applicant for a three month period.

The Membership Committee shall not approve the admission of a proposed member if the Committee has received three valid objections from the general membership during the probationary period. Each applicant shall agree to abide by the Constitution of the Club. No candidate for membership shall be excluded for matters of race, sex, creed or color. The Membership Committee may exercise the option of requiring examples of the applicant's work.

Article III – Officers, Board of Trustees, & Committees

A. The administration and control of the ADCNJ shall repose in a Board of Trustees.

B. The Board of Trustees shall consist of twelve (12) members elected from the membership and will always have a minimum of eight (8) of the twelve (12) members as Art Directors or Professional Members.

C. Elections for new Officers will be heard In the month of June before the end of the fiscal year. The Board will accept nominations from the Nominating Committee up to one month prior to the Annual Meeting. All nominees must be Art Directors or Professional Members who have served on the Board at least one (1) year.

D. The term of office of all Trustees shall be three (3) years. Vacancies, as they occur, maybe filled by the Board for the balance of the term vacated. No two Board members may come from any one corporate structure.

E. Offices consisting of President, First Vice President, Second Vice President, Secretary, and Treasurer shall be elected by the Board of Trustees for a term of one and not more than two consecutive years.

F. Committees shall be formed or dissolved as the President sees fit, in order to carry out the established aims and purposes of the ADCNJ.

G. Standing committees consisting of two or more members shall be established for the following: Membership, Education, Annual Award Show, Newsletter, Programs and Nomination. Decisions of the Board shall be determined by a majority vote of the Board of Trustees. A quorum shall consist of seven Board Members. Board Members may vote either in person or by written proxy. Said written proxy must be specific and particular in its directions to the holder.

H. Any member of the Board of Trustees who fail to attend three (3) successive Board meetings maybe dismissed from the Board and the President shall promptly appoint a replacement with Board approval.

I. At least one meeting of the Board of Trustees shall be held each month. The President may call additional meetings if advisable, with forty-eight (48) hours written notice to all the Trustees.

K. Minutes of all Board meetings shall be kept and a copy sent to all Board members before the next meeting.

J. No Officer or Member of the Board or member of any ADCNJ Committee shall receive any salary or compensation what so ever from the ADCNJ for official services.

L. The Board of Trustees shall approve bank or repositories for funds and valuables of the ADCNJ.

M. The Board must approve any selection of counselors, auditors or any other services for the ADCNJ and establish the terms and conditions of their services.

Article IV – Meetings

A. There shall be a minimum of nine (9) general meetings per year. The final meeting of the fiscal year shall be the annual meeting.

B. The Board may call a Special Members Meeting, provided notice of the meeting, stating its place, date, time and purpose is mailed to the Membership at least fifteen (15) days prior to such meeting.

C. Should a portion of the regular membership, on its own initiative, wish to have a special meeting called, a request signed by 25 members and delivered to the Secretary, shall cause such a meeting to be called,following the procedure outlined above.

D. A quorum for all business and special meetings of the Members shall consist of 15 or more of the regular members in good standing.

Article V – Finances

Section 1 – Membership Dues

1. A Member shall pay annual dues at rates to be established by the Board,

2. All dues shall be payable annually on the first day of September for the ensuing year,

3. When a Member's dues are in arrears for ninety (90) days, the Treasurer shall notify the Member. At the discretion of the Board, any Member whose dues are in arrears for more than three (3) months will cease to be a Member upon written notice sent by the Treasurer. Any Member suspended for non-payment of dues or who resigns while owing dues, may be reinstated upon written application addressed to and approved by the Board, and payment of reinstatement fees to be determined by the Board.

4. Any Member, who, while in good standing, has resigned, may apply to be reinstated. Such reinstatement will be effected by approval of the Membership Committee and the Board.

5. All checks, notes or other evidences of indebtedness of this Organization shall be signed by the President and the Treasurer or, in their absence, by the lst Vice President or Secretary with the authorization of the President.

6. Neither the Board nor the Officers of the ADCNJ shall have the authorization to borrow money or make loans in the name of the ADCNJ.

7. No person or committee shall have the authority to commit or expend ADCNJ funds without the specific authority of the Board.

8. At the end of the fiscal year, each member shall receive a current Financial Report.

Article VI – Discipline

A member maybe suspended for conduct unbecoming a Member as ruled by the Board and a one-third vote of the regular membership. A similar vote shall be necessary for reinstatement. Ten days previous notice shall be given by the Secretary, to the regular membership of the violation or misconduct with which the Member is charged and the Member shall be permitted to be heard in his or her own defense before action is taken by the Board against each charge.

Article VII – Amendments

This Constitution may be amended upon recommendation by the Board of Trustees. A majority of three-fourths of the eligible voting Members is required to carry an amendment. Mail ballots will be considered, provided the entire membership is advised in writing of the Board's recommendation at least ten days before the meeting at which it is to be voted upon. The ballot shall clearly state the language of the recommended amendment and shall be so stated that failure to appear at the meeting or to return the ballot will constitute an affirmative vote.

Article VIII – Impeachment

Dismissal of one or all of the Board Members maybe accomplished as follows:

A. A petition of no less than fifteen (15) Members in good standing, stating the reason for dismissal, must be presented to the Board.

B. The Board must, within ten days notice given by the Secretary to the regular membership, bring the petition to a floor vote of the next regular meeting.

C. The Board Member(s) shall be Permitted to be heard in his or her own defense before voting takes place. A majority of three fourths of the eligible voting Members is required to carry a dismissal. At that time, the vacancy may be filled with a new Board Member: elected by a majority vote of the membership.

Article IX – President’s Advisory Council (PAC)

Section 1 – PAC Membership

1. All past Presidents still members in good standing are members of the PAC for a permanent term.

2. Past Board Members In good standing with at least seven (7) years membership maybe appointed by the President for membership on the PAC. This is a voting membership with a two (2) year term, renewable at the President's discretion. Membership is optional, not mandatory.

Section 2 – PAC Tasks

1. Advise President and Board on policy and direction. (Advise and consent function)

2. Rule on constitutional matters and oversee audit and transfer of funds from old administration to new. (Checks and balances)

3. Provide continuity to Club. Hold Club minutes and records. Recommend Constitution Amendments. Install officers.

Section 3 – PAC Meetings At least four (4) times a year: September, December, March, June or more at the discretion of the Council. The June meeting will be the Annual Meeting.

Section 4 – PAC Officers Offices consisting of Chairperson, Vice Chairperson, and Secretary. All Council Officers are elected by the Council for a one (1) year term. Terms are renewable.

Section 5 – PAC Amendments

1. The Presidents Advisory Council shall appoint one member of the Presidents Advisory Council to attend all Board of Trustees meetings as a voting member. The term of this appointed member shall be a period of one year.

2. A member of the Presidents Advisory Council shall be a member of the nominating committee for new officers and members of the Board of Trustees. The nominating committee shall consist of five (5) members appointed by the President.

The Art Directors Club of New Jersey is a statewide, non-profit organization of art directors, graphic designers, illustrators, photographers, art educators, and other creative professionals whose talent and services contribute to excellence in the design and production of advertising, promotion, and publishing.

Founded in 1961, the ADCNJ provides an opportunity for stimulating ideas, discovering new talents, sources, techniques, and a forum for the promotion and advancement of the professional designer and artist.

The ADCNJ holds meetings throughout the year. Programs feature outstanding guest speakers offering inspiration in the pursuit of design excellence and occasionally special exhibits. The Club sponsors an annual design exhibition and awards dinner, student competition, scholarship awards, technical workshops and seminars. Membership is open to individuals whose residence or place of business is in New Jersey.

For more information please contact the ADCNJ office at (201) 997-1212.