THE CONSTITUTION AND BYLAWS
OF THE
CENTRAL STATES CIRCULATION MANAGERS’ ASSOCIATION
Adopted at Annual Meeting March 24, 1937
Palmer House, Chicago, IL
Revised August 1948
Amended March 16, 1959
Amended March 22, 1965
Amended September 23, 1974
Amended March 18, 1984
Amended March 11, 1991
Amended March 13, 1994
Amended March 17, 1996
Amended April 10, 2000
Amended April 12, 2003
Amended October 24, 2003
The name of this organization shall be The Central States Circulation Managers’ Association.
The mission of CSCMA is to provide its members with information, training, development and a forum for idea exchange in the areas of circulation marketing, leadership and management.
Regular membership in CSCMA is open to directors, managers and supervisors in circulation, circulation marketing and circulation promotion departments at paid circulation daily and weekly newspapers in Illinois, Indiana, Iowa, Kentucky, Michigan, Minnesota, North Dakota, South Dakota, and Wisconsin. Memberships are not transferable.
The officers of this association shall be President, First vice-President, Second Vice-President and Secretary-Treasurer. These officers shall be elected by ballot at each annual meeting of the association and must receive a majority of the votes cast by members present and voting. They shall hold their office for a period of one year, or until the election of their successors. Each of these officers shall be an ex-officio member of the Board of Directors, which shall also contain six additional members elected for a term of two years, one additional member elected for a term of one year (Trustee) and one additional member elected for a term of three years (NAA Representative) by the members present and voting at the annual meeting of the association. One additional board member, the Vendor Representative will be elected for a term of two years by the Associate/Vendor members present and voting at the annual meeting of the association. Board members may run and succeed oneself upon the approval of the Board Chair and President. The elected officers and Board of Directors will conduct and control the affairs of the association. The immediate past president shall automatically become Board Chair and all past presidents shall be ex-officio members of the Board with a voice but without vote.
The annual meeting of the association shall be held in the spring of each year. The day and date of this meeting should be approved by the President and Secretary-Treasurer. The Board of Directors, by a three-fourths vote, may change the month and days and place of the annual meeting of this association.
This constitution may be amended by a favorable majority vote of the members present and voting at any regular meeting or at a special meeting called for that purpose.
The Board of Directors shall have power to fill any and all vacancies that may occur any time during their term of office. Appointments shall expire at the next annual meeting of the association.
The Board of Directors shall meet prior to the opening of each annual meeting of the association, and special meetings may be called at such times and places determined by the Board Chair or any two Directors. Notice of special meetings will be mailed by the Board Chair to each Board member at least thirty (30) days in advance of the meetings.
ARTICLE III – Quorums
A majority of the members of the Board of Directors shall constitute a quorum to transact association business. A quorum at any annual meeting or an approved board meeting shall consist of a majority of the members actually present and registered.
Unless otherwise specified in these Bylaws, Roberts Rules of Order shall govern the conduct of this body.
ARTICLE V – Duties of Officers
Section 1. President. The President shall preside at all meetings of the association and appoint all special and standing committees, unless otherwise provided for in the Constitution and Bylaws, or by action of the association. He/she shall perform such other duties as may apply to his/her office, or which may be assigned to him/her by the majority vote of members.
Section 2. First Vice-President. The First Vice-President will take over the duties of the President in case of his/her absence or disability. In addition, he/she shall serve as the program chairperson for the annual meeting.
Section 3. Second Vice-President. The Second Vice-President will take over the duties of the First Vice-President in case of his/her absence or disability. He/she will also aid the Secretary-Treasurer in selling advertising space in the conference guides issued prior to the annual meetings.
Section 4. Secretary-Treasurer. The Secretary-Treasurer will keep the records of the association, and shall attend to the correspondence of the office. He/she will collect all monies owed the association from fees and dues, and retain in his/her care all the funds of the association.
Credentials: The Secretary-Treasurer of the association will issue annually, upon payment of dues, an updated membership listing of all active members printed in the newsletter. The Secretary-Treasurer will receive remuneration in an amount established by the Board of Directors. He/she will perform other duties assigned by the Board of Directors. He/she will be custodian of the funds of the association, and will pay out funds only upon receipt of vouchers, and then only under conditions prescribed by the President or Vice-President. He/she will keep an account of all transactions of his/her office, and will make two (2) reports to the Board members on the day of the annual meeting and on the day of the Board meeting of the association.
The duties of the Secretary-Treasurer will include arranging for the printing of annual Buyers’ Guide and the securing of the advertising. He/she will also serve as the publisher for the newsletters and other membership communications and printing as assigned.
The Secretary-Treasurer will furnish bond in an amount specified by the Board of Directors. The bond is to be approved by the Board of Directors and paid for by the association. The Secretary-Treasurer will deposit association funds in banks or other places of deposit approved by the Board of Directors.
Section 5. Any elective officer who severs his/her connection with the management and direction of the circulation department of a daily or weekly newspaper, or moves outside the territory of the association shall resign his/her board position. The Secretary-Treasurer will notify the Board of Directors who will have an option on whether the resignation shall be accepted at once or at the next annual meeting of the association.
ARTICLE VI – Application for Membership
Section 1. All applications for membership must be submitted in writing and forwarded to the Secretary-Treasurer.
The annual dues and initiation fees will be established by the Board of Directors. The effective date will be at least thirty days after notifying the membership. Dues are payable on or before March 1 for a calendar year.
It shall be the duty of the Secretary-Treasurer to mail a statement of dues to members. If, within sixty (60) days after the time of the membership mailing, the member has not paid his/her annual dues, a second statement shall be sent to the last known address of the member in arrears. If thirty (30) days after the second statement has been mailed, the dues are not yet paid, the name of the member shall be dropped form the membership roll and the Board of Directors shall be notified by the Secretary-Treasurer at the next meeting.
The order of Business at the annual meeting shall be:
(1) Call to Order.
(2) Consideration and approval of minutes of the previous meeting.
(3) Report of the First Vice-President.
(4) Report of Secretary-Treasurer.
(5) Report of standing committees.
(6) Appointment of new committees.
(7) General business; unfinished business, new business.
(8) Election of officers.
(9) Adjournment.
ARTICLE IX – Honorary Life Membership, Honorary Membership, and Recognition Award
The Board of Directors, at its discretion, may grant:
HONORARY LIFE MEMBERSHIPS in this Association to retiring members who have served as the President of the Association or who have made other major and significant contributions to CSCMA during their years of membership. Honorary Life Members may attend any and all meetings and conventions of this Association and enjoy all the privileges of the Association other than voting or holding office. They may receive their newsletter and other membership communications if they annually notify the Secretary-Treasurer to continue sending them.
HONORARY MEMBERSHIP AND RECOGNITION AWARDS: The Board of Directors may issue an appropriate Recognition Certificate to members of this Association who, upon retiring from active work in the circulation field, have completed a significant number of years in service to the Association. The length of required service will be determined by the Board. Former members receiving the Recognition Certificate may attend any and all meetings and conventions of the Association but may not receive the regular newsletter and other membership communications.
ARTICLE X – Nominations
All officers and directors will be nominated by a committee chaired by the Board Chair and two other members (preferably active past Presidents) who are appointed by the Chair. Individual nominations also may be made in open session by members of the association. Election is by a collected and counted ballot. Members who are present are permitted to vote.
ARTICLE XI – Representation
At meetings of the association, each member shall be entitled to one vote.
ARTICLE XII – Resignations
Resignations may be made in writing to the Board of Directors of the association. A resignation results in the loss of all rights and interest in the association.
Any member, who shall sever connection with the management and direction of the circulation department of a daily or weekly newspaper or moves outside the territory of this association, shall resign. If this is an officer or board member, the Secretary will notify the Board of Directors. All members who do not qualify shall be deleted.
Any member, whose connection with the circulation department of a daily or weekly newspaper is severed due to promotion to management of another department within CSCMA, shall automatically become an associate member of the association with all rights, privileges, and responsibilities retained, except the right to vote or hold office.
An associate membership in this association is available to advertisers in the program booklet and authorized sales representatives and exhibitors who are not eligible for regular membership. Such associate members shall have all the privileges of the association except for voting and holding office.
ARTICLE XIV – Suspension & Forfeiture
The object of this association is to promote newspaper circulation networking and improve communication between newspapers within the region. Any abuse or misuse of the privileges afforded a member of this association, or any misconduct upon the part of any member shall cause a forfeiture of membership.
ARTICLE XV – Re-Instatement
A member who resigns or is terminated for non-payment of dues may be readmitted to membership under the same provisions as a new applicant.
ARTICLE XVI – Amendments
These bylaws may be amended by a majority favorable vote of members present and voting at any regular meeting of the Association, or at a special meeting called for the purpose.
The following shall be a guide for all officers, directors and committee chairpersons to ensure that they know their duties and responsibilities assumed.
Duties and responsibilities will be reviewed annually at the first meeting of the new Board of Directors. If changes are indicated, the Board should pass on the change and instruct the Secretary-Treasurer to incorporate such changes in the outline. Any change made should show the date the change is made.
New chairperson assignments are to be made by the Board Chair, who will detail duties so that they may be incorporated in its outline. This outline’s latest revision was on September 24, 1999.
The Board Chair is the immediate past president or any past president approved by the board.
General Function:
Ø The Board Chair conducts all Board meetings and serves as Nominating Committee Chair.
Ø The Board Chair is granted authority by and is responsible to the Board of Directors for fulfilling his/her office.
Responsibilities:
1. Attends all Board of Directors meetings.
2. Conducts all Board meetings and sets time and place with help of the Board. Notifies members as to details.
3. Selects other CSCMA members from among immediate past presidents to serve on the Nominating Committee which he/she chairs.
4. Determines which officers’ and directors’ terms expire.
5. Selects candidates from the membership and secures promise from each candidate that if elected, he/she will fulfill the office to the best of his/her ability.
6. Presents a list of candidates to the Board after permission has been obtained from the nominee’s publisher for him/her to run. Try to alternate candidates from small-large newspapers.
7. Presents the names of the candidates to the conference and supervises the election.
8. Serves as overall Chair of the Circulation Executive of the Year Award along with the past recipient of the CSOCEA and the First Vice-President.
CENTRAL STATES’ OUTSTANDING
CIRCULATION EXECUTIVE AWARD
Guidelines for eligibility are:
1. Served as a Central States Circulation Manager’s Association member for at least three years at the time of the presentation.
2. Served on at least one committee.
3. Held an elective office. This is not mandatory but is preferable.
4. Exemplify what every circulation executive aspires to be.
5. Be innovative, a thinker, a doer, a promoter, able to motivate, a friend to and a leader of his/her peers.
6. Board Chair presents this award and serves as chair of this committee along with the past winner and the First Vice-President.
It is essential that there be membership involvement. For this reason, nominations from membership for this award should be encouraged. This should not be the only source, but should help in bringing some people to the attention of the Nominating and Selection Committee that may be otherwise overlooked.
This committee will include the Board Chair, the immediate past recipient of the CSOCEA, and the First Vice-President. They could also make additional nominations and would be responsible for making the final selection.
It is important to retain the interest of as many people in our profession as possible and this award serves to strengthen our profession in the years ahead.
Elected by the membership and serves for one year.
General Function:
Ø The President conducts all sessions at the annual meeting including both business and entertainment.
Ø This officer also should represent CSCMA wherever possible.
Responsibilities:
1. Attend all Board of Directors meetings.
2. Conduct all business sessions.
3. Serve as master of ceremonies at luncheons, dinners, etc.
4. Promote CSCMA wherever possible.
5. Appoints all special and standing committees.
6. Maintains CSCMA’s Website.
PROGRAM COMMITTEE CHAIR
The First Vice-President shall be Program Committee Chair and serve for one year.
General Function:
Ø It is the function of the Program Committee Chairperson and the 2nd Vice-President to work closely with the Board of Directors and other committee chairs to coordinate and schedule the entire event. In the absence of the President, the 2nd Vice-President serves in his/her place.
Ø The Program Committee Chair is granted the authority and responsibility with accountability to the Board of Directors in performing and fulfilling the following responsibilities:
1. Attend all Board of Directors meetings.
2. Finalize all conference arrangements working with the assistance of the Secretary-Treasurer.
3. Determine what city, date, and area the next conference is to be held. This decision is to be made in conjunction with the Second Vice-President and the Secretary-Treasurer with the approval of the Board of Directors.
4. Appoint workshop or discussion chairperson.
5. Invite special speakers or guests and confirm in writing. It is his/her responsibility to furnish necessary travel arrangements and make them welcome. Copies of all communications are to be sent to the Secretary-Treasurer.
6. Schedule entertainment. Floor space and location for entertainment must be clearly lined up 60 days or more in advance of banquet.
7. Arrange for place cards for speaker’s table at luncheons or banquets.
8. Arrange to have the program outline with speakers, costs, etc., for programs in the hands of the officers and Board of Directors 90 days prior to conference for the purpose of their guidance. Final program to Secretary-Treasurer within 60 days of conference.
9. Obtain copies of talks and papers to be included in forthcoming bulletins.
10. Write “Thank You” notes to all sponsors and participants in the program. Copies of those also sent to Secretary-Treasurer.
ADVERTISING COMMITTEE CHAIR
The Second Vice-President shall be the Advertising Committee Chair and serve one year.
General Function:
Ø It is the function of the Advertising Committee Chair to secure advertising for the conference Program-Buyer’s Guide. Revenue obtained is vital to the support of the association and its activities.
Ø In the event the First Vice-President is incapacitated, he/she will take over his/her duties as Program Chair.
Ø The Advertising Committee Chair is granted the authority and responsibility with accountability to the Board of Directors in performing and fulfilling this position.
Responsibilities:
1. Attend every Board of Directors meeting.
2. Check with Secretary-Treasurer for deadline for accepting advertising copy for the Program / Buyer’s Guide.
3. Submit list of prospects outline, and package for soliciting advertising for conference to Secretary-Treasurer within 60 days after prior conference.
4. Send at least one mailing to prospective advertisers for each Program-Buyer’s Guide along with follow-up calls in order to produce maximum sales.
5. Sell advertising to a basic list of prospects obtained from the previous Advertising Chair. Develop new leads to whomever advertising may be sold, and update the basic list of prospects for the next chairperson. Communicate activities with the Secretary-Treasurer.
6. Give Advertising Committee Chair’s report at conference and introduce advertisers present at the conference to the membership during the opening session.
7. Obtain attendance prizes to be used at various sessions.
8. Arrange space for those advertisers who wish to exhibit at conferences.
9. Serve as overall chairperson for selection of the President’s Award recipient: committee to consist of the immediate past president of CSCMA and the past recipient of the Herb Gilmore/President’s Award.
Criteria for selecting the President’s Exemplary Service Award as follows:
1. Member in good standing of CSCMA.
2. Past member of the Board of Directors, or officer, or served on a special committee.
3. Contributed to professionalism in the circulation field.
4. Given time and talent to improve the Circulation Executive’s image. Second Vice-President serves as chair along with the immediate President and past winner.
The committee may accept nominations in writing from the CSCMA Board. The membership can also nominate individuals for consideration. The chair will be responsible for seeing that the traveling trophy and wall plaques are engraved and the president is responsible for the presentation at the annual conference.
Elected by the membership and serves from year to year.
General Function:
Ø Duties of Secretary-Treasurer are set out fully in the CSCMA Bylaws, Article V, section 4.
Ø The Secretary-Treasurer is responsible and accountable to the Board of Directors for all aspects of the position.
Responsibilities:
1. Attend all Board meetings
2. Arrange all details with conference hotel as to room requirements and food functions. Select menus for various meals as well as accommodations for President.
3. Arrange for the printing of stationery, all envelopes and various forms used by the association during the year.
4. Arrange for printing of identification cards and holders and other supplies used at conferences.
5. Keep complete roster of all members as well as address labels for members, associate members and complimentary list.
6. Notify membership and industry publications of dates for conferences, when set, as well as city and hotel. Training chair will notify membership of all training seminars. See that room reservation cards are sent to all members.
7. Work with Advertising Committee Chair to sell greatest volume of advertising possible.
8. See that printer gets Buyers’ Guide printed on time.
9. Arrange for front cover for Buyers’ Guide and lay out ad and editorial content to best possible advantage.
10. Supply mailing lists or addressed envelopes for all officers and directors.
11. Do everything possible to be helpful to members in all matters pertaining to the circulation profession and the advancement of CSCMA.
12. Arrange for distribution of the newsletter and other membership communications.
NEWSLETTER COMMITTEE CHAIR
The Newsletter Committee Chair is appointed by the Board Chair and serves for one year.
General Function:
Ø It is the function of the Bulletin Committee Chair to communicate to the membership all information concerning the circulation profession, committee reports, progress reports, etc., in the shortest period of time using the CSCMA newsletter.
Ø The Bulletin Committee Chair is accountable to the Board of Directors in performing and fulfilling this chair in coordination with the Secretary-Treasurer.
Responsibilities:
1. Attend all Board of Directors’ meetings
2. Publish newsletters and send to all members.
3. Solicit material for publications from membership
a. Select exceptional items from other sectional bulletins.
b. Get pictures if possible for publication.
c. Use publications to assist any chair in promoting his/her duties.
d. Arrange to have photographer at all conferences.
MEMBERSHIP COMMITTEE CHAIR
The Membership Committee Chair is appointed by the Board Chair and serves for one year.
General Function:
Ø It is the function of the Membership Committee Chair to solicit and process applications of new members.
Ø The Membership Committee Chair is granted the authority and responsibility with accountability to the Board of Directors in performing and fulfilling its duties.
Responsibilities:
1. Attend every Board of Directors’ meeting.
2. Appoint additional members to his/her committee at his/her discretion.
3. Solicit members from newspapers having no member in CSCMA.
4. Solicit new members from newspapers having present membership where management permits more than one member.
5. Send application and dues to the Secretary-Treasurer as applications are received so names can be included in next program book.
6. Introduce the new member applicants at the conference business meeting and then move for the acceptance of the applicant.
ASSISTANT TRAINING AND DEVELOPMENT CHAIR
The Assistant Training and Development Committee Chair is appointed by the Board Chair and serves for one year.
General Function:
Ø The Assistant Training and Development Chair assists the Membership Chair and the Training Chair in all details to solicit and process applications of new members.
Ø The Assistant Training and Development Chair is granted the authority and responsibility with accountability to the Board of Directors in performing and fulfilling this chair.
Responsibilities:
1. Attend all Board of Directors meetings.
2. Assist Membership and Training Chair wherever needed to solicit members from newspapers having no members in CSCMA.
3. Assist Membership Chair wherever needed to solicit new members from newspapers having present membership where management permits more than one member.
4. Send applications and dues to the Secretary-Treasurer as applications are received.
5. Assist Conference Secretary wherever needed.
6. Assist Training Chair in development and promotion of all training functions.
PROMOTION COMMITTEE CHAIR
The Promotion Committee Chair is appointed by the Board Chair and serves for one year.
Ø It is the responsibility of the Promotion Committee Chair to encourage participation in conference displays of circulation activities conducted throughout the year. The purpose of these displays is to share ideas and network.
Ø The Promotion Committee Chair is granted the authority and responsibility with accountability to the Board of Directors in fulfilling these duties.
Responsibilities:
1. Attend every CSCMA Board of Directors’ meeting.
2. Communicate with all CSCMA members to ask that they prepare and send in promotions on sales, service, collections, marketing etc. to be displayed at each conference.
3. Set up display awards and categories for promotion displays.
4. Notify all members about the displays, including where and to whom they are to be shipped.
5. Arrange with the Secretary-Treasurer for an area or space for the displays and
take care of labeling, etc.
6. Appoint a committee to judge the displays.
7. Select trophies or awards with the approval of the Board of Directors. Trophies are presented to the winners by the Promotions Chair and are to be purchased within a budget amount.
The Conference Secretary is appointed by the Board Chair and serves for one year.
General Function:
Ø The Conference Secretary handles all details of Conference Registration and is granted the authority and responsibility with accountability to the Board of Directors in performing and fulfilling this chair.
Responsibilities:
1. Staff the conference registration desk according to the time schedule listed in the program to register members and guests.
2. Collect a registration fee that has been previously set and approved by the Board of Directors.
3. See that all registrants receive name badges.
4. Reconcile all monies and registration cards at the completion of registration and turn over both to the Secretary-Treasurer.
5. Issue special identification to new member applicants at conference registration so members can properly recognize and welcome them to the association.
6. See that all new members attending the conference are properly recognized with new member ribbons and made to feel welcome.
The NAA Director is elected for a three-year term.
General Function:
Ø Represents CSCMA on the NAA Circulation Federation Board and carries out any recommendations from the CSCMA Board of Directors to further relationships between the two organizations.
Responsibilities:
1. Attend all CSCMA Board of Directors’ meetings and reports to the CSCMA Board on the functions of NAA.
2. Attend all CSCMA conferences and provide relevant reports to CSCMA members in attendance concerning NAA.
3. Take active part in Board discussions of CSCMA and help formulate proper functions of CSCMA.
4. Attend all NAA Circulation Federation Board meetings and take an active part in the operation of NAA.
5. Promote CSCMA whenever and wherever possible.
6. Keep in touch with NAA and work with them closely on matters affecting circulation departments.
This Chair is elected by the membership and serves a term concurrent with the Secretary-Treasurer.
General Function:
Ø The function of the Trustee is to keep abreast of all the financial income and expenses of CSCMA.
Ø The Trustee will have access to all monies belonging to CSCMA and will in case of death or sickness by the Secretary-Treasurer, be able to perform the Secretary-Treasurer’s duties until a new Secretary-Treasurer is elected.
Responsibilities:
1. Attend all Board of Directors’ meetings.
2. Communicate through the CSCMA publications any legislation pertaining to the circulation profession.
3. Serve as the parliamentarian.
4. Compile and orally give the necrology report at the annual association meeting.
The training and Development Chairperson is appointed by the Board Chairperson and serves for one year.
General Function:
Ø Coordinate all CSCMA activities relating to the training and development of members.
Responsibilities:
1. Attend all Board of Directors’ meetings.
2. Assess CSCMA training and educational needs. Provide recommendations for CSCMA seminars and training programs. Provide reports on previous CSCMA training programs and suggest future programs.
3. Assume responsibility for all CSCMA seminars and training programs. This includes: identifying the programs, recruiting and assigning program chairs, determining schedules and locations, promoting the programs, working closely with the Secretary-Treasurer regarding financial plans and results.
4. Provide materials for a training section in the CSCMA Bulletins.
5. Coordinate the CSCMA Educational and Development awards program. This includes the communication and promotion of the program to all CSCMA members. The chair will also process applications, appoint a committee to select winners, communicate with applicants and winners. All applicants not selected should receive communiqués and results should be published in the newsletter. The chair should coordinate all activities with the Secretary-Treasurer regarding program finances.
VENDOR REPRESENTATIVE CHAIR
This chair is voted on by the Associate/Vendor membership present at the annual meeting of the association. This chair maintains a voting position within the Board of Directors and serves a two-year term. Should the Vendor Representative Chair be unable to fulfill the term a replacement shall be appointed by the Board Chair until the next annual meeting of the association.
General Function:
Ø Represents the vendor perspective as well as that of the Board of Directors acting as a liaison between the two.
Ø Works on maintaining the integrity of the vendor-newspaper relationship.
Ø Shall promote and extend influence of CSCMA to all other advertisers and vendors concerning their participation in the annual conference and exhibit area plus advertising in the Buyer’s Guide.
Responsibilities: