Notice to EMC Society Membership:
Proposed Bylaws Change

At the EMC Society’s 24 May 2005 Board meeting, a motion passed to explicitly allow e-mail to be used for conducting Society business. In general, “or email” was inserted in paragraphs 1.0, 4.1, 4.5, 5.0, and 9.1. Also, an editorial change was included in 9.1 to add the word “been” after the word “have” in the last sentence. The amendments were approved by IEEE and will become effective after this Newsletter Notice has been distributed to the membership. The text of the amended paragraphs (changes underlined) follows:

1.0 These Bylaws provide detailed guidance for the supervision and management of the EMCS affairs, in accordance with the Society Constitution. Amendments may be made by means of the procedures described in Article IX, Section 2, of the Constitution.
Suitable Bylaws, and amendments thereto may be adopted by a two-thirds vote of the Board of Directors in meeting assembled, provided that notice of the proposed Bylaw, or amendment, has been sent to each member of the Board of Directors at least 15 days prior to such meeting; or a Bylaw, or amendment, may be adopted by a two-thirds mail or email vote for the members of the Board of Directors, provided a 30-day period is provided for such responses. In either event, the proposed Bylaw, or amendment, shall be published in the Society Transactions or Newsletter. No Bylaw, or amendment, shall take effect until it has been published and it has been mailed or emailed to the Technical Activities Secretary of the IEEE, and he/she has obtained approval of the General Manager. Editorial changes in the Bylaws, which clarify the meaning, structure or operation of the Board of Directors, shall require only the approval of the Board of Directors.
4.1 The Nominating Committee shall immediately upon being formed, or no later than 15 April mail or email notices for the solicitation of nominations for membership as Directors-at-Large on the Board of Directors to existing Board of Directors members and to Chapter Chairpersons. There shall also be published in the first Newsletter of the year a call for nominations for the Board of Directors. Such nominating petitions shall be received by the Chairperson of the Nominating Committee by 30 May. Persons nominated and elected to the Board of Directors should possess significant technical and professional stature in Electromagnetic Compatibility and should have adequate resources and/or backing to be able to attend meetings and actively contribute to the Board of Directors, including committee activities, correspondence, telephone calls, etc.

4.5 On or before 15 July, the Chairman of the Nominating Committee shall mail or email to IEEE Headquarters the slate of at least 9 nominees for election to the six offices to be filled on the Board of Directors.

5.0 Election of Officers of Board of Directors: During the first year of the sitting President’s term of office and at the first meeting following the election of the incoming Directors-at-Large, the Board of Directors comprised of the newly elected members and current Directors-at-Large and Executive Directors shall nominate and elect from among the Directors-at-Large and the Executive Directors, a President-elect who shall serve one year in that office coinciding with the second year of the President’s term of office. The President-elect then becomes President. From the Society membership, a Secretary, Treasurer and Vice-Presidents shall be nominated and elected who will occupy those respective offices for the succeeding two years. Election shall be by secret ballot and when a quorum is not present, by mail or email balloting. The first meeting shall be prior to 1 January if at all possible.
9.1 No Board of Directors meetings shall be held for the purpose of transacting business unless each member shall have been sent notice of the time and place of such meeting at least 30 days prior to the scheduled date of the meeting. The last meeting of the calendar year shall be the “annual meeting” of the Board of Directors.
If less than a quorum attend a duly called meeting, tentative actions may be taken which will become effective upon subsequent ratification, either at a meeting, or by mail, or by electronic means by a sufficient number of members as to constitute a majority. Minutes of such meetings shall be mailed or emailed by the Secretary to each Board member who shall register disapproval of any actions taken at such meetings, within 15 days after receiving said minutes, or they shall be deemed to have been ratified. EMC

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