Bylaws

/Bylaws
Bylaws2016-12-21T18:59:20-05:00

The Advertising Production Club of Detroit, Inc.

Article I – Name

The name of this organization shall be The Advertising Production Club of Detroit, Inc.

Article II – Object

The object of the Club shall be to study advertising production challenges across all media; to provide educational programs that will grow knowledge of members; to develop the professional, creative, technical, business, and executive aspects of advertising production; promote networking among the members and to collaborate with similar production clubs and other associations in order to promote and advance production standards in the graphic arts.

Article III – Membership

Section 1. Eligibility for membership.

Persons who are associated with Advertising, Marketing or Communications in the metropolitan Detroit area shall be eligible for membership.

Membership term is Janurary 1 through December 31.

Section 2. Classes of members.

There shall be the following classes of members:

  1. Regular members. Regular members shall be those who are signed up via the APCD website www.apcdetroit.com, involved in the programs of the Club and are in good standing according to these bylaws. They are those individuals who work in (but are not limited to) the following industries: in-house graphic studios, interactive production, art buyers, print production, etc. They shall have all the rights of membership.
  2. Vendor members. Vendor members shall be those who are signed up via the APCD website www.apcdetroit.com, involved in the programs of the Club and are in good standing according to these bylaws. They are those individuals who provide service to the graphic arts industry. They shall have all the rights of membership.
  3. Student members. Student members shall be those who are in college or are seniors in high school and are enrolled in graphic or communication arts. They shall pay no dues while actively pursuing education. They shall have no other membership rights or responsibilities. They may attend meetings as observers. They may not have the right to vote, hold office, and serve as a committee chairperson. Upon graduation, if they meet the requirements of full membership, they may become members subject to the vote of the Executive Board.

Section 3. Members in good standing. Members are considered in good standing as long as contact information is current and dues are paid.

Section 4. Dues.

The dues shall be as follows:

  1. Regular and Vendor members. Annual dues shall be voted on by the Executive Board annually by October 1 and, payable upon submission of the application for membership. Applications approved after April 1 shall have dues prorated for the remainder of the first year.
  2. Student members. Annual dues shall be waived for student members who are actively pursuing education.

Section 5. Delinquency of dues. Dues shall be due and payable as stated in Section 4 of this article.  Dues will be considered delinquent one month after they are due. If dues are not paid on or within two months after the due date, membership shall be forfeited.

Section 6. Application for membership. To be involved in the advertising industry. The application is to be completed via the APCD website www.apcdetroit.com.

Section 7. Resignation. Members may resign in good standing by sending a letter to the secretary, before dues have become delinquent.

Section 8. Voting. A member in good standing shall be entitled to one vote. There shall be no voting by proxy.

Section 9. Reinstatement of membership. Any member suspended in accordance with Section 5 of this article, whose status meets the requirements for membership as stated in Section 1 and Section 2 of this article, may rejoin the Club with payment of current dues, as stated in Section 4 from time of reinstatement.

Section 10. Unemployment. Any member in good standing who may become unemployed shall, upon written request to the secretary, be relieved of payment dues for the period of unemployment. Upon receipt of aforementioned written request to the secretary, said member may attend meetings during the period of unemployment.

Article IV – Officers and Executive Board

Section 1. Officers. The four officers of the Club shall be president, vice-president, treasurer, and secretary.

Section 2. Duties of officers.

  1. President.

The president shall:

    1. be the chief executive officer of the Club;
    2. preside at all meetings of the Club;
    3. strive to promote the welfare of the Club at all times;
    4. appoint chairpersons of all standing committees;
    5. be an ex-officio as a member of all committees (except the Election committee) without the right to vote;
  1. Vice President.

The vice president shall:

    1. assume the duties of president in the absence of the president;
    2. serve as assistant to the president in his/her efforts for the good of the Club;
    3. assume the office of president in the event of resignation, disability or death of the president until a new president is appointed by the executive board.
  1. Treasurer.

The treasurer shall:

  1. pay bills and prepare taxes in a timely manner;
  2. keep an itemized account of all receipts and disbursements;
  3. make periodic reports as needed;
  4. render a complete statement of finance at each board meeting;
  5. submit the accounts to the executive board for audit and report upon vacating office.
  1. Secretary.

The secretary shall:

  1. record and read the minutes of the regular meetings of the Club and meetings of the executive board;
  2. prepare an agenda, especially of any unfinished business, for each regular business meeting and executive board meetings when they are called;
  3. shall retain possession of these minutes during their term of office;
  4. be the custodian of correspondence, meeting notes, treasurer totals, and valuable papers except the Corporate Charter;
  5. call the roll and maintain continuous record of the names and addresses of all members, and notify them of all regular meetings;
  6. conduct all correspondence pertaining to special meetings, elections, new members, and amendments;
  7. prepare and have possession of the Club stationery and printed forms.
  1. Appointed officers.

Appointed officers shall:

a.   have such duties as the executive board directs in writing.

b.   shall have the authority, in group session, to make any single expenditure.

Section 3. Election and appointment of officers.

  1. Elected officers. The officers and members of the executive board shall be elected by secret ballot (electronic or paper) biennually. They shall take office during the first meeting in January following the election. Elected officers shall serve a term of two years or until their successors are elected. A majority vote shall elect.
  2. Executive board. The immediate-past president shall become a member of the executive board for two years following the end of their term. In addition, five members of the Club shall be elected to serve on the executive board. Eligible members will be in good standing. The members of the executive board shall counsel on policy for the Club. The president-elect shall be chairperson of the executive board. Five members of the executive board shall constitute a quorum.

Section 4. Vacancies in office. In the event of a vacancy in office, the president and the executive board will appoint a member in good standing to fill the vacancy for the duration of the term. In the event of the vacancy of the presidency, the vice president shall assume the position of the president until the executive board appoints a replacement. At that time, the vice president shall resume the position of vice president.

Article V – Meetings

Section 1.  Meetings. Meetings shall be held a minimum of four times per year.

Section 2. Triennial meeting. The meeting in the fourth quarter of the second year shall be the triennial meeting for the purpose of election of officers and directors, receiving reports of officers, the executive board and committees, and for any other business which shall properly come before the meeting.

Section 3. Special meetings. Special meetings of the membership may be called by the executive board, provided that notice of such meetings shall be given at least 7 days prior to the date of the meeting. Notice shall include the specific business to be conducted at the meeting.

Section 4. Quorum. 

  1. Membership meetings. The quorum for regular meetings and any special meetings of the membership shall be 10.
  2. Executive board meetings. A quorum for meetings of the executive board shall be 5.

Section 5. Executive board meetings. Executive board meetings shall be held quarterly, at a time and place to be determined by the president.

Section 6. Order of business.

The order of business at all meetings shall be:

  • Call to Order
  • Reading and Approval of Minutes
  • Reports of Officers and Standing Committees
  • Reports of Special Committees
  • Unfinished Business
  • New Business
  • Adjournment

Section 7. Annual events. The Club shall host at least two events for purposes of networking and fundraising each year.

Article VI – Executive Board

Section 1. Composition. The Executive Board shall consist of the elected and appointed officers, five directors elected by the membership, and the immediate past president.

Section 2. Responsibilities. The Executive Board shall be responsible for the management and administration of the Club in all respects and for all purposes. The Executive Board shall have the power to conduct business of the Club except that which is retained by the membership as provided in these bylaws. The Executive Board shall be responsible for adoption of the annual budget. Meetings of the Executive Board shall be as provided in Article V.

Section 3. Presiding Officer. The presiding officer shall be The President.

Section 4. Vacancies. Vacancies among the Executive Board shall be appointed by the President with approval from the Executive Board for the remainder of the term.

Article VII – Committees

Section 1. Standing Committees. There shall be the following standing committees: Bylaws, Membership, Education, Elections and Ad Hoc.

Section 2. Appointment. Except as provided elsewhere in these bylaws, the president shall appoint the chairmen and members of committees with the approval from the Executive Board.

Section 3. Election Committee. The Election committee shall choose a slate of officers, and propose such a slate in writing to the membership at least two weeks before the quarterly meeting prior to the triennial meeting. Additional nominations for each office may be made from the floor at same meeting, prior to the triennial meeting. A candidate for any office must indicate acceptance if present or, in the event of his/her absence, have his/her written acceptance available when his/her nomination is presented. No member may be a candidate for more than one office of the executive board.

Article VIII – Amendments

Section 1. Amendments. These bylaws may be adopted, amended or repealed by a majority vote of the quorum of members present at any regular meeting, provided that written notice of the proposed amendment shall have been given to the membership at least 14 days prior to meeting. The notice shall include the complete text of the proposed amendment. In lieu of a meeting, voting may take place via online or postal survey, provided written notice was given to the membership at least 14 days prior to close of voting.

Section 2. Effective date of amendments. Amendments to these bylaws shall take place effective at the adjournment of the meeting at which they are adopted unless otherwise provided.

Article IX – Dissolution

The Club shall use its funds only to accomplish the objectives and purposes specified in these bylaws and no part of said funds shall be distributed to the members of the Club.  In the event of dissolution, all assets, real and personal, shall be distributed to such organizations approved by the Executive Board and considered Section 501 (c) (3) organizations as defined by the Internal Revenue Code or the corresponding provisions of a future United States Internal Revenue Law.

These amended bylaws were approved by the Executive Board on January 25, 2016.

Jim Reno            Donna Nobles

PresidentChair, Ad Hoc ByLaws Committee

APCD History:

Organized:  1963

Subsequent amendments:February 24, 1971

September 17, 1975

March 21, 1984

April 16, 1994

August 15, 1995

December 15, 1997

January 21, 2009

September 5, 2012

January 25, 2016