Bylaws

Article I. Name and Purpose

  1. The name of the Society shall be Società Dante Alighieri of New York City, Inc. (hereafter, “Società”)
  2. The purpose of the Società shall be:
    1. To promote the knowledge of Italian language and culture through the study of the arts, literature, history and science of Italy.
    2. To promote better intra-group and intra-community relations.
    3. To promote a better understanding of Italian contributions to USA culture and society in the arts, literature, history and science through various media such as symposia, web, radio, television newspaper, and other fora.
    4. To encourage, sponsor, and coordinate Italian-American activities and to participate in same, i.e. visiting dignitaries, cultural manifestations, etc.
  3. The Società is incorporated as a non-profit organization under the general laws of the state of New York.

Article II. Membership

  1. Membership in the Società shall be open to all persons; however no person shall be entitled to vote as a member until he/she has reached the legal age to vote and has paid his/her annual dues for the current year.
  2. Only members in good standing shall enjoy the rights and privileges of the Società Dante Alighieri of New York City. A member in good standing is defined as a member who is current in payment of his/her annual dues. A member who fails to pay his/her annual dues by the end of March shall automatically lose membership in the Società and can be reinstated only by payment of all past monetary obligations due to the Società.
  3. The Società fiscal year begins on January 1 and ends on December 31 of each year.
  4. The annual dues cover membership for the fiscal year in which the dues are paid.
  5. Società membership dues are due and payable by the last day of February of each year.
  6. Società dues shall be proposed by the Executive Committee at the annual meeting and approved by simple majority of the membership present.

Article III. Officers, Their Powers and Duties

  1. The officers of the Società shall consist of the President, one Vice President, one Secretary and one Treasurer (the offices of secretary and treasurer may be held by the same person). They shall be members of the Executive Committee.
  2. The President shall:
    1. Preside over all meetings of the Società Dante Alighieri of New York City and of the Executive Committee.
    2. Have powers to perform the duties customarily associated with the office. Among these powers, the President shall be able to fill vacancies among the Officers resulting from any cause whatsoever.
    3. Countersign all checks issued by the Treasurer.
    4. Designate certain positions such as a Director for Professional Development, whose duties will include the organization of workshops and symposia on topics related to the teaching of Italian language and culture.
    5. Vote only to break voting ties.
  3. The Vice President shall:
    1. Assist the President in the discharge of his/her duties.
    2. Have all the powers and perform all duties of the President during the absence of or the inability to act of the President.
  4. The Secretary shall:
    1. Prepare the minutes of all the meetings of the Società Dante Alighieri of New York City and of the Executive Committee.
    2. Maintain a file of all the records and documents of the Società Dante Alighieri of New York City, such a file must include names of the officers and committee members, applications, list of members, minutes, copies of the by-laws and revisions, financial records and reports, and any other pertinent material.
    3. Shall attend to all correspondence of the Società Dante Alighieri of New York City.
    4. Shall keep and safeguard the Corporate Seal.
  5. The Treasurer shall:
    1. Maintain complete and accurate financial records of the Società Dante Alighieri of New York City.
    2. Prepare an annual financial report and present it to the Executive Committee no later than January 31, for the past fiscal year.
    3. Appoint an Assistant Treasurer who shall be approved by the Executive Committee and who shall have the power to countersign checks in the absence of the President and/or Treasurer.
    4. Have the powers and shall perform all duties usually incident to the office and such other duties and powers that shall be given to him/her by the Executive Committee.

Article IV. Elections

  1. Nominations:
    • Between the period of October 1 and November 30 preceding the election year, the President shall appoint a Nominating Committee of three members of the Società. The Nominating Committee shall prepare a list of candidates for the position of Officers and four (4) Members at Large. This list shall be published by January 15.
    • Any member wishing to add to the nominating list must submit in writing his/her choice of candidates, including self, no later than February 15. The post-mark / email time stamp shall determine the validity of this nomination. All nominations submitted by mail/email shall be addressed to the Secretary, and must be accompanied by a brief resume of the nominees. The Nominating Committee shall prepare a ballot of candidates and shall send them, together with a resume of each candidate, to each member in good standing by March 15.
    • The members shall return the voted ballots to the Secretary, post-marked no later than March 31. The Secretary will give the unopened ballots to the Counting Committee, made up of the Vice President and at least two members of the Nominating Committee. The Counting Committee will open and count the ballots, and will report the results to the Executive Committee no later than April 15.
  2. The newly elected Officers and Members at Large will be listed in the letter announcing the annual meeting and will be inaugurated at the annual meeting. The elected Officers and Members at Large will serve for a period of three (3) years, beginning the first day of June.
  3. All officers are elected by simple majority of the valid votes cast.

Article V. Committees

  1. The following shall be the Standing Committee of the Società: Executive Committee, made up of the Officers of the Società (President, Vice President, Secretary, Treasurer) plus four (4) Members at Large elected by the membership.
  2. The President shall point AD HOC Committees as/when deemed necessary.
  3. The Executive Committee shall appoint individuals to an Advisory Board as well as to an Executive Board, from whose expertise the Società can benefit.

Article VI. Meetings of the Società

  1. The annual meeting shall be held no later than the third week in May of each year, and at such a place and time as the President may determine, provided that the place is within Allegheny County. Notice of said meeting shall be sent out at least eight (8) days before the date of the meetings.
  2. The President may also call Special meetings of the Società. Notices of all such meetings shall be mailed/emailed at least five (5) days in advance and shall specify the matters to the acted upon. No other business than that specified or action related to said business it shall be transacted at such meetings.
  3. Five (5) members present in person shall constitute a quorum at all annual and special meetings of the Società.
  4. A regular meeting of the Executive Committee shall be held immediately after the adjournment of the annual meeting of the Società and no new notice of such a meeting shall be necessary. The Executive Committee shall hold regular meetings during the last week of September, November, January and March of each year. Other meetings of the Executive Committee may be called at any time by the President, or by any three members of the Executive Committee.
  5. Any Officer, Member at Large, or Member of a Committee that is absent more than three consecutive times from a duly called meeting without notice and justification shall be automatically removed from office.
  6. Quorum of the Executive Committee: Three members present in person shall constitute a quorum for the transaction of business.

Article VII. Amendments

  • These By-laws may be amended at any Annual Meeting of the Società or at any Special Meeting duly called for the purpose. Any such amendment must be approved by vote of simple majority the members present and voting.

Article VIII. Dissolution of the Società

  • Upon dissolution of the “Società Dante Alighieri of New York City, Inc.”, after the discharge of all debts and obligations of the Società, the Executive Committee, or other governing body of the Società at the time of dissolution, shall use all remaining assets of the Società Dante Alighieri of New York City, Inc., to advance the purpose and objective of the Società as outlined in Article I of these By-laws, provided that these assets may only be distributed to Italian-American organizations that are exempt under the rules of the Internal Revenue Service in effect at the time of the dissolution of the Società, and provided that the recipient are located in the County of New York, New York, firstly, in the neighboring counties, secondly, or in other counties of the State of New York, thirdly.

Article IX: Rules of Order

  • The rules contained in the latest edition of Robert’s Rules of Order shall govern the Società in all cases to which they are applicable, and in which they are not inconsistent with these By-laws.