By-Laws

Note: Revisions to the Bylaws amended on May 12, 1998 are marked by a single vertical line in the right margin. Revisions to the Bylaws amended on May 16, 2000 are marked by a double vertical line in the right margin. Revisions to the Bylaws amended on May 29, 2008 are marked by a single vertical line in the left margin.

SECTION 1: The principal office of the Corporation shall be located at the office of the Secretary of the Board of Directors.

SECTION 2: The Corporation shall have and will continuously maintain in the State of New Hampshire a registered office and a registered agent whose office is identical with such registered office.

SECTION 1: Members: Individuals who are licensed in the State of New Hampshire as professional engineers and practice structural engineering shall, upon application and approval, be admitted as Members of the Structural Engineers of New Hampshire.

(a) Member applications shall be reviewed by the Board of Directors of the Corporation. A majority vote by the Board in favor of each applicant shall be required for admission.

SECTION 2: Associate Members: Individuals who are not otherwise eligible for membership and share an interest in the activities of structural engineers and this Corporation shall, upon application and approval, become participants in the communications and activities of this Corporation.

(a) Associate Member applications shall be reviewed by the Board of Directors of the Corporation. A majority vote by the Board in favor of each applicant shall be required for admission.

(b) Associate members shall neither have voting privileges nor be eligible for election as an Officer or Director.

SECTION 3: Student Members: Individuals who are enrolled full-time in an accredited two-year or four-year engineering or technical program at a school located within New Hampshire or attending a school outside New Hampshire with permanent residence in New Hampshire.

(a) Student Member applications shall be reviewed by the Board of Directors of the Corporation. A majority vote by the Board in favor of each applicant shall be required for admission.

(b) Student members shall neither have voting privileges nor be eligible for election as an Officer or Director.

SECTION 4: Retired Members: Individuals, Members or Associate Members who have retired from practicing or working in the Engineering or technical field, and share an interest in the activities of structural engineers and this Corporation may, upon application and approval, become participants in the communications and activities of this Corporation.

(a) Retired Member applications shall be reviewed by the Board of Directors of the Corporation. A majority vote by the Board in favor of each applicant shall be required for admission or change of membership status.

(b) Retired members shall neither have voting privileges nor be eligible for election as an Officer or Director.

SECTION 1: Removal of Members: Members no longer meeting the requirements of Article II, Section 1 shall be removed from membership. The removed member may apply for Associate Member status.

SECTION 2: Members, Associate Members, Student Members, and Retired Members are subject to suspension or removal for activity blatantly and knowingly contrary to the purpose of this Corporation by the petition of at least five Members. The Board of Directors shall consider such petitions, and if the circumstances appear to warrant, notify the individual concerned, and offer the individual the opportunity to defend himself or herself against the claim at a subsequent Board Meeting. After such a hearing, or the rejection of the offer of the hearing, the Board shall vote on the matter. A majority vote of the Board is necessary for the suspension or removal of a Member, Associate Member, Student Member or Retired Member.

SECTION 3: Members, Associate Members, Student Members or Retired Members removed from membership shall not again be entitled to membership unless the Board of Directors, by a majority vote, decides that circumstances favor such consideration.

SECTION 4: A Member, Associate Member, Student Member or Retired Member may resign his or her membership in this Corporation by written communication to the Board of Directors.

SECTION 5: Neglect or dereliction in the performance of the duties of an Officer or Director, may be grounds for removal from the Board. A hearing on removal of an Officer or Director shall be held if a petition for removal is presented with the signatures of three Board members or ten members in good standing. The hearing shall be held at a membership meeting within 90 days of receipt of the petition; the decision on removal will be by a majority vote of those present at the meeting. A notice of a hearing on removal of a Board member shall be sent to the membership at least 30 days in advance of the meeting.

SECTION 1: Application fees for Members, Associate Members, Student Member, Retired Member and categories subsequently created by this Corporation, will be established by the Board of Directors of this Corporation.

SECTION 2: The annual dues for this Corporation shall be set by the Board of Directors for all categories of membership, and shall be paid in advance by all members in accordance with a schedule approved by the Board.

SECTION 3: Any member whose Corporation dues are more than two months in arrears shall be suspended and thereby shall forfeit all privileges of membership. However, the Board of Directors at its discretion, may extend the time of payment and privileges.

SECTION 4: The Board of Directors, at its discretion, may remit or waive part or all of the dues of any member.

SECTION 5: Any additional moneys required to carry on the activities of this Corporation shall be raised through assessments. Any assessments levied by the Board of Directors shall be referred to the Members by a letter ballot or electronic ballot. If two-thirds of those voting vote favorably, provided at least 50% of the Members vote, the assessment shall be declared carried.

SECTION 7: The Treasurer of the Corporation shall submit a budget for the following year to the Board of Directors on or before December 15 each year and the budget, as approved by the Board, shall be published and transmitted to the membership by January 31.

SECTION 8: A treasurer's report for the prior fiscal year corresponding in form to the approved budget shall be published and transmitted to the membership before March 1.

SECTION 1: The powers of the Corporation shall be exercised, its property controlled, and its affairs conducted by the Board of Directors, except as limited by these bylaws.

SECTION 2: The Board of Directors of this Corporation shall consist of five persons, all of whom shall be Members as described in Article II, Section 1.

SECTION 3: The term of office for Directors shall be two years; provided that for the first election two Directors shall be elected for terms of one year, two Directors shall be elected for terms of two years, and one Director shall be elected for a term of three years. No Director shall be elected to serve for more than three consecutive terms.

SECTION 4: The election of Directors shall be as set forth in Article VII. In the absence of elections, each Director shall continue until a successor is duly elected.

SECTION 5: Terms of office shall commence on June 1, except in the case of appointments to unexpired terms as hereinafter provided.

SECTION 6: A vacancy in any Officer or Director position caused by death, disability, removal or resignation shall be filled by the Board of Directors, and the person so appointed shall hold office for the remainder of the unexpired term.

SECTION 1: The officers of this Corporation shall be selected by the Board of Directors from the members within their group. The officers shall be a President, a Vice President, a Secretary, and a Treasurer. Officers shall be selected by August 1.

(a) The President shall be the chief governing officer and shall be the Chairperson at all meetings of the Corporation and of the Board of Directors.

(b) The President shall serve as spokesperson for the Corporation and the Board of Directors.

(a) The Vice President shall fulfill the duties of the Chairperson in absence of the President.

(b) In the event that the office of President is vacated, as hereinbefore provided, the Vice President shall fulfill the duties of the President, and appoint another Director to fulfill the duties of Vice President, both for the remainder of the term.

(a) The Secretary shall keep an accurate record of all meetings of the Corporation and the Board of Directors. A copy of such minutes shall be preserved in the Corporation's offices.

(b) The Secretary shall preserve the Articles of Agreement, the Bylaws, membership lists and all other Corporation records and have charge of communications to members.

(a) The Treasurer shall be custodian of all funds and financial records of the Corporation. The Treasurer may make disbursements, and shall be accountable to the Board of Directors.

(b) The Treasurer shall prepare budgets and financial reports as specified in Article IV.

(a) The Board of Directors shall appoint all committees and committee members. Each committee shall have a Director as a liaison.

(b) The Board shall prepare and maintain an appropriate form for Member, Associate Member, Student Member and Retired Member membership applications and any other membership categories subsequently created by this Corporation.

(c) The Board may appoint delegates, liaisons, or representatives as needed to fulfill the objectives of the Corporation.

(e) Committees, delegates, liaisons, and representatives shall report to the Board and shall not represent the Corporation except as specifically permitted by the Board.

(f) The Board has the right to dissolve any special committee and to remove appointed delegates, liaisons, representatives, or committee members that the Board deems are not acting in the best interest of the Corporation.

SECTION 1: The Board of Directors shall appoint a Nomination Committee who shall select a nominee for each expiring position of Director, and submit nominations to the Board for approval. The Board shall publish their nominations to the membership by March 15. Additional nominations may be submitted in writing, signed by representatives of no fewer than three Members, on or before March 31.

SECTION 2: The nominees shall be submitted to all members for consideration, on or before April 15. Voting shall be by a hand vote at the annual meeting.

SECTION 3: The Director vacancies shall be filled by those attaining the highest number of votes. Ties for the last vacant position shall be immediately decided by a hand vote of the Board of Directors to select one of the candidates for whom the vote is a tie.

SECTION 4: In the event a candidate receiving a majority of the votes is unable to take office, the Board of Directors shall appoint, within thirty days, one or more Members to fill the vacancy. The appointment to fill such vacancy shall be for the remainder of the unexpired term.

SECTION 3: A majority vote shall be sufficient to take any action except as otherwise provided.

SECTION 1: Regular meetings shall be held at times and places hereafter determined by the President, with the approval of the Board of Directors. Special meetings may be held either at the call of the President, or of three other members of the Board of Directors.

SECTION 2: An Annual Meeting shall be held in May of each year. Notice shall be given at least thirty days in advance.

(a) Representation by twenty percent of the Members in good standing shall constitute a quorum at any meeting of this Corporation.

(b) Three-fifths of the Members of the Board of Directors shall constitute a quorum of the Board.

(a) The Professional Development Committee shall be responsible for educational activities directed toward advancing the technical and business practice knowledge of structural engineers. The committee shall monitor research and development in these fields, and organize at least one Corporation meeting each year, focused on a technical subject or a business practice of interest and importance to the membership.

(b) The Nominating Committee shall be responsible for finding and soliciting Members who, following approval by the board, shall be put before the membership for election to the position of Director.

SECTION 1: These bylaws may be repealed or amended by a two-thirds majority of votes cast.

SECTION 2: Bylaws changes may be initiated by a petition signed by at least three Members, or by the Board of Directors.

SECTION 3: Proposed bylaws changes, in writing, shall be sent to all Members at least thirty days before voting takes place.

SECTION 4: Voting bylaws changes and amendments thereto shall be by a hand vote at the annual meeting. A quorum of the Members is required to conduct a vote for amending or repealing these bylaws.

The undersigned, being officers of Structural Engineers of New Hampshire during the 2008 annual meeting, do hereby certify that these bylaws are a true record of the bylaws as amended by two-thirds vote of the members present at the annual meeting held on May 29, 2008 for the purpose of amending the bylaws.

i. Traditionally, these meetings are held in September, November, January, March, and May.

ii. The January meeting has traditionally been on the bridge subject and one meeting is to be dedicated to a �business practice� topic.

b. �No show� members who have made dinner reservations for the General Membership Meetings shall not receive a refund when unable to attend.

c. Membership meetings shall generally include engineering content adequate for 2 PDH credits.

a. The annual membership fee is due on January 1st for the January through December of the fiscal year. If dues are not received by the January 31st, a reminder will be sent by the SENH administrative assistant to the unpaid members. The administrative assistant will send a list of the unpaid members to the board of directors by February 28th. The board of directors may choose to extend the membership of the unpaid members for a specified length of time.

b. The first year membership fee for the Students who choose to become members during Job Fairs or other events approved by the board of directors shall be waived.

d. The dues for the new members joining after the September meeting shall carry through the next year.

a. There shall be at least (6) Board meetings annually. The president may choose to hold more.

b. Traditionally, five board meetings are held immediately before the membership general meetings.

c. The President shall determine the time and place for the regular meetings of the board of Directors.

a. SENH policy for providing the cost for room, board, transportation, etc. for out-of town guest speakers shall be considered individually by the Board of Directors. The Professional Development Committee (PDC) chair shall submit a program cost including any guest speaker expenses and their recommendation to the board of directors for review and approval. Speaker cost should be kept to a minimum as much as possible.

b. The dinner meeting cost for all speakers at the general membership meetings, including speakers who are SENH members, shall be covered by SENH.

c. Invitation to dinner before or after a seminar may be appropriate for the guest speaker. PDC should submit the request to the board for approval.

a. SENH activities will not be used to further the candidacy of an individual for public office, or for campaigning for a political party or group.

b. If the occasion warrants and the Board of Directors approves, political candidates or parties may attend SENH sponsored activities.

c. If the occasion warrants and the board of directors approve, SENH may write or appear in person to testify for or against a bill affecting the structural engineering community.

a. The nomination committee generally consist s of the current president, immediate past president, and one past president.

b. The committee is appointed by the current president no later than January first. The chairman of the nomination committee will report the committee�s recommendations to the board as soon as possible but no later than the February board meeting.

a. Chairman of the Professional Development committee is authorized to sign the agreement with the organizers for the general membership monthly meeting events provided the event is approved by the board.

b. Generally, at the first meeting of the new board of directors, the chairman of this committee reports on their plans for the coming year.

c. The chairman of the committee will submit cost of speakers to the board for approval (see also additional policies under item Cost of Speaker).

a. SENH Board of directors will appoint one SENH member to act as the delegate and one as the alternate delegate to represent SENH.

b. The term will be for two years. Alternate the terms for the delegate and the alternate delegate.

d. The cost for attending the annual NCSEA event for both delegates will be covered by SENH and will be accounted for by the board as an item in the annual budget.

e. As there is a value in having the delegates serve multiple terms, when possible and reasonable, the same delegate and alternate delegate will be appointed again for the next term.

f. The delegates should submit estimates for their cost to the board for review and approval.

a. SENH Board of directors will appoint one SENH member to act as the delegate to represent SENH.

d. The cost of the attending the annual NCSEA event above and beyond the portion covered by SEI will be covered by SENH and will be accounted for by the board as an item in the annual budget.

e. As there is a value in having the delegates serve multiple terms, when possible and reasonable, the same delegate will be appointed again for the next term.

a. The recipients of the SENH scholarships are selected by the Professional Relation Committee.

b. SENH invites and pays for the cost of the dinner at the Engineer of the week event.

c. The PR committee coordinates with NHJSPE for a time slot at the Engineer of the Week event to recognize the winners.

a. As part of the cost of a seminar, when a seminar includes a hand out, SENH will provide one copy to each attendee who has paid the seminar cost in full.

b. Attendees, who are paid in full but cannot attend the seminar, are entitled to their copy upon request if the request is made within one month after the date of the seminar.

c. No seminar copies will be provided to those who have not paid for the seminar.