Bylaws & Policies

Article I: Name and Object

1. The name of the Society is The Society for Text and Discourse.
2. The Society is organized exclusively for charitable, educational, and scientific purposes under section 501(c)(3) of the Internal Revenue Code.                                                                                                   

3. The objective of the Society is to:
   • promote the communication of scientific research in discourse processing and text analysis.
   • contribute to the education and professional development of those in the field or entering the field.

Article II: Membership

1. Anyone may become a member of the Society if they demonstrate an interest in the study of text and discourse. Interested persons may apply for membership in the Society for Text and Discourse by registering their membership with the Secretary and paying the annual dues. Dues must be paid to be considered a current member.

2. The Society recognizes two categories of membership: members and student members.

3. All members of the Society shall agree to abide by policies established by the Governing Board. Official policies of the Society for Text and Discourse shall be communicated to the membership by the Secretary, in consultation with the Chair and Governing Board.

4. Members who fail to abide by official policies can have their membership revoked through a majority vote of the Governing board.

Article III: Governing Board

1. The Governing Board shall exercise general supervision over the affairs of the Society subject to the provisions of Articles IX and X.

2. The Governing Board shall consist of twelve members elected for staggered terms of six years each, with two new members elected each year. Elected members of the Governing Board may not succeed themselves.

3. The Governing Board shall elect its own Chair from among current members of the Governing Board. The term of the Chair shall be for three years. The Chair may serve no more than two consecutive terms. Under the condition where a Chair of the Governing Board is elected to a term that exceeds their Governing Board term, this person’s Governing Board position will be replaced as normal. The Chair will also continue as a member of the Governing Board for the remainder of their term as Chair. There will thus be one extra Governing Board member for the remainder of the Chair’s term.

4. The Governing Board shall, from time to time, appoint such committees as it deems necessary to conduct the affairs of the Society.

5. The Chair shall preside at meetings of the Governing Board and at the Annual Business Meeting.

Article IV: Officers

1. The officers of the Society shall be the Chair of the Governing Board, a Secretary, and a Treasurer.

2. The Secretary and Treasurershall be elected by the Governing Board to serve a term of three years. The Secretary and Treasurer may be re-elected once, but may not serve more than six consecutive years.

3. The Secretaryshall be responsible for maintaining a list of membership of the Society and for communications with the membership. The Treasurer shall be responsible for the collection of dues and other assessments, and for disbursement of funds as directed by the Governing Board. The Treasurer, in consultation with the Chair of the Governing Board, shall prepare an annual financial report to be presented at the annual membership meeting and subsequently available to members.

4. In year two of each officer’s final term, the Governing Board shall elect a successor titled Chair-elect, Secretary-elect, or Treasurer-elect. They will succeed the person they are elected to succeed upon that person’s completion of their final term.

Article V: Elections

1. When a vacancy of the Governing Board arises, the Secretary, in consultation with Chair and current Governing Board, shall conduct an election to choose new Governing Board members. Only current members and student members may participate in the nomination or voting process of the election. Student members may not serve on the Governing Board.

2. The Secretary shall distribute a call for nominations to the membership. The call will include the names of all current members who are eligible to serve on the Governing Board. The nominees for the election will be those with the most nominations, who are willing to serve, up to a total of three times the number of vacancies. In the case of a tie among nominees, the Secretary will conduct a vote among Governing Board members to determine which nominees shall appear on the ballot. Each nominee’s name, along with a brief statement, shall be placed on an election ballot which shall be distributed to all members by the Secretary. Nominees will be ranked in order of preference by eligible voters.

3. Thirty days after the distribution of the election ballot, the election shall be closed, and the ballots counted by the Secretary. The candidates receiving the highest ranks shall be elected to fill the vacancies on the Governing Board. In case of ties, the Chair of the Governing Board shall cast the deciding ballot.

4. In the case of resignation, recall, or death of a member of the Governing Board, a special election shall be called by the Chair in consultation with the Governing Board, and the resulting special vacancy shall be filled in conformity with Sections 1, 2, and 3. Individuals who are elected to fill special vacancies shall serve the unfilled term of office of that vacancy. However, those members are then eligible for re-election.

Article VI: Meetings

1. The Society shall hold Scientific Meetings at times and places and under rules determined by the Governing Board. One of the meetings shall be designated as the Annual Scientific Meeting.

2. An Annual Business Meeting shall be held in conjunction with the Annual Scientific Meeting. All current members and student members of the Society may vote at the Annual Business Meeting.

3. All motions of the Annual Business Meeting require a simple majority for passage.

4. The Chair shall convene a meeting of the Governing Board at least once a year for considering business related to the Society.

Article VII: Publications

1. The Society shall publish such programs, abstracts of scientific papers, and lists of membership, as the Governing Board shall authorize. With approval of the membership, the Governing Board may undertake the editing, publishing, or both of scientific journals.

2. The journal, Discourse Processes,is the official journal of the Society.

Article VIII: Dues

1. The annual dues of membership for members and student members shall be determined by the Governing Board.

2. The membership period for each year runs January 1 to December 31.

Article IX: Recall

1. Upon petition of 10% of the membership, an election by electronic ballot will be held on proposals with respect to the recall of members of the Governing Board, or of the Secretary or Treasurer. Such recall will be effective upon a majority vote of all current members and student members of the Society with a thirty-day limit as specified in Article V. The recalled Board members shall be replaced in accordance with the election procedure prescribed in Article V.

Article X: Amendments

1. Amendments to these bylaws may be proposed by majority action of the Governing Board at a regular meeting called by the Chair, or by the affirmative vote of the majority voting at an Annual Business Meeting on a resolution for amendment of the bylaws introduced from the floor. In the latter case, the proposed amendment of the bylaws must then be considered by the Governing Board at its next meeting.

2. Every proposed amendment shall be submitted to the membership with recommendations of the majority of the Governing Board, together with a statement of the basis of the recommendations, and in the case of a tie with the arguments pro and con. These bylaws may then be amended by an electronic vote of all current members and student members. Two-thirds of those voting are required to vote in the affirmative for adoption of the proposed amendment.

Article XI: Corporate Seal

1. The corporate seal of the corporation shall consist of the words “The Society for Text and Discourse, Corporate Seal” and may be affixed to any document by writing, typewriting, impression, or other means.