To download the Constitution & Bylaws as a document click here: NABJCC_Bylaws_FINAL AMENDMENTS ADOPTED 5 20 2021docx
Amended : 5/3/2019
APPROVED: May 21, 2008
Constitution and Bylaws of the
National Association of Black Journalists–Chicago Chapter
We, the members of the National Association of Black Journalists-Chicago Chapter, in pursuit of the full benefit that arises from African-American journalists in current practice uniting for the common purpose of bettering our profession, our professionalism and our profession’s societal role by increasing Black employment in the media; increasing the number of Blacks in managerial positions; encouraging and educating young African-Americans interested in pursuing careers in journalism; monitoring media regarding racial messages; and sensitizing media to racism in its varying degrees, do, hereby, establish, amend and enact this Constitution and Bylaws for the governance of the National Association of Black Journalists-Chicago Chapter and its membership.
Constitution and Bylaws:
Article I. Name and Symbol of the National Association of Black Journalists–Chicago Chapter
Section 1. The full and complete name of the Organization shall be “National Association of Black Journalists-Chicago Chapter.” Reference to the Organization may be abbreviated and referred to as “NABJ-CC” or NABJCC or “NABJ-Chicago Chapter” or “NABJ-Chicago.” The Board of Directors shall adopt rules guiding the use of abbreviations. In this document, “NABJ-CC” or “Organization” shall hereafter be used to refer to the “Association.”
Section 2. The logo of the NABJ-CC shall include the full name of the Association. The logo shall not be used without approval.
The logo shall not be altered without approval of the Board.
- The logo may, as appropriate usages dictate, incorporate the following salute to the NABJ founding member, Vernon Jarrett:
Chapter of Vernon Jarrett, NABJ Founding Member
- The logo may, as appropriate usages dictate, incorporate the following phrase:
The Official NABJ Chapter
- The logo may be periodically updated by resolution of the Board. The proposed replacement symbol shall be presented to the membership for review and comment no less than thirty (30) calendar days before Board adoption of a new symbol.
Article II. Purpose of NABJ–CC
Section 1. The purpose of the NABJ-CC shall be to bring about a union of Chicagoland Black journalists in current practice and dedicated to truth and excellence in news gathering and reporting, and equality in the media industry. To accomplish this mission, the Association’s pursuits may include efforts to:
- strengthen the ties between Blacks who work in majority-owned media and Blacks who work in the Black-owned media;
- assist Black journalists in upgrading their skills for upward mobility toward managerial and supervisory positions;
- encourage students to identify careers in journalism;
- award scholarships to Black journalism students of accredited colleges and universities;
- encourage journalism schools of accredited colleges and universities to appoint Black professors;
- honor excellence and outstanding achievement among Black journalists;
- chronicle the history of Black journalists and journalism in the Chicago area and establish and maintain an archival repository.
Section 2. NABJ-CC may, after approval by a majority of its Board of Directors, take positions or act on issues of social or professional concern. NABJ-CC may not endorse or support any candidate for public office.
Article III. Board of Directors and Officers of the Association.
Section 1. Titles of Officers of the Association shall be President, Vice President/Print, Vice President/Broadcast, Vice President/Digital, Vice President of Archives, Secretary, Treasurer and Parliamentarian. The officers comprise the Executive Board of the Board of Directors.
Section 2. The Board of Directors shall consist of the President, Vice President/Print, Vice President/Broadcast, Vice President/Digital, Vice President of Archives, Secretary, Treasurer, Parliamentarian and no less than five nor more than nine At-Large Directors.
Section 4. At the pleasure of the Board of Directors, the Immediate Past President, who maintains good standing in the Association, may serve as ex officio member of the Executive Board. Such service shall be in a non-voting, advisory capacity.
Section 5. The Executive Board shall share responsibility for the day-to-day management of the Association and will be responsible for the development of an annual planning calendar and the scheduling of NABJ-CC events.
Section 6. All candidates for the Board shall be in good standing as of the date of submittal of the Candidate Application. Only persons who are in good standing can serve on the Board of Directors.
Section 7. The Board of Directors shall meet at least once every sixty (60) days.
Section 8. In order to conduct official business, three officers and three at-large Directors must be present at a Board of Directors’ meeting.
Section 9. The Board of Directors shall have the power to set policy within the parameters of the Constitution and Bylaws and the Rules, establish ad hoc committees and pass resolutions. A simple majority of the Board of Directors must approve all such actions. Policies and resolutions must be dated and approved in writing.
Article IV. Duties and Descriptions of Officers.
Section 1. The President shall preside over all Board meetings of NABJ-CC and function as its principal executive officer. The President shall ensure that all resolutions, orders and contracts authorized by the Board of Directors are executed.
Section 2. The President is an ex officio member of every committee and shall also have the power to appoint or remove committee chairs, except as otherwise provided in the Constitution and Bylaws.
Section 3. The Scholarship Committee and the Program, Events & Fundraising Committee report directly to the President
Section 4. The Vice President/Broadcast, Vice President/Print, Vice President/Digital and Vice President of Archives shall assist the President in the discharge of the duties outlined in Article IV, Section 2, as assigned by the President. In the absence of the President, the Vice Presidents shall jointly and cooperatively assume the duties of the President. The further duties of the Vice Presidents shall be as follows:
- Vice President of Broadcast shall oversee and be the President’s liaison for Media Advocacy
- Vice President of Print shall oversee and be the President’s liaison for Mentorship/Community Service Committee;
- Vice President of Digital shall oversee and be President’s liaison for the Membership/Communications Committee;
- Vice President of Archives shall oversee the photo, video and audio collection and preservation of Association forums, interviews, workshops and other activities. The Vice President of Archives shall work collaboratively with the Secretary in pursuit of comprehensive records preservation.
Section 5. The Secretary shall serve as the principal communications officer and shall keep, or cause to be kept, proper minutes of all meetings and shall maintain formal records. The Secretary shall work collaboratively with the Vice President of Archives in pursuit of comprehensive records preservation. The membership shall have appropriate access to minutes of all meetings of the Board of Directors. Reasonable access shall be granted at a time and place determined by the Secretary. The Secretary shall be responsible for providing timely notices of general and annual meetings to the members. Approval by the Board of Directors shall be necessary to release copies of the minutes of the Board of Directors’ meetings.
Section 6. The Treasurer shall serve as the principal financial officer of NABJ-CC. S/he shall be responsible for the maintenance and submission of all financial records of NABJ-CC, the submission of monthly financial reports and an annual financial report to the membership, the deposit of funds authorized to NABJ-CC in an account and/or accounts designated by the Board of Directors and the disbursement of funds of the Association on order from the President and/or the Board.
- The Treasurer’s signature is mandatory for any and all disbursements of funds on behalf of NABJ-CC.
- Should any disbursement of funds appear to be unlawful, the Treasurer shall submit the question of the legality of such order for the vote of the Executive Board, and s/he shall follow the course outlined by the majority vote of the Executive Board and in compliance with applicable Federal, State and local laws and regulations
- The Treasurer shall be bonded.
- Candidates being considered for Treasurer must submit, as part of their successful applications, substantive professional experience in the practice of financial accounting.
- No check or electronic withdrawals and/or payments shall be issued without the signature and/or approval of two of the six voting officers.
- The Board shall establish rules as necessary to assure the Treasurer maintains compliance with governing laws, regulations and standards of practice.
Article V. Duties and Description of the Parliamentarian.
Section 1. The Parliamentarian shall be a non-voting member of the Executive Board. The Parliamentarian shall be selected from the Association’s membership by the President and approved by the Board of Directors. The Parliamentarian shall be responsible for ensuring compliance of NABJ-CC to its Bylaws and Constitution and Rules, maintaining proper parliamentary procedure and overseeing elections and amendments.
Section 2. This provision is not to be construed as a restriction on the Parliamentarian in casting ballots on matters before the Association.
Section 3. The Parliamentarian shall serve as Chair of the standing Constitution & Bylaws Committee and ad hoc committees that periodically consider provisions of or changes to the Constitution and Bylaws and the Rules.
Article VI. Eligibility for Office and Term of Office.
Section 1. To be eligible for elected office in the Association, a candidate for an elected Executive or At-Large position on the Board of Directors must be a Full Member in good standing with NABJ-CC and a member in good standing with the National Association of Black Journalists.
Section 2. Each elected Board member is required to remain in good standing, adhering to the professional standards of Full Membership as defined by the Bylaws, maintaining the established standards of conduct for the journalism profession and remain financially current in the payment of local Chapter and NABJ dues.
Section 3. Associate Members, Student Members and General Members shall not be eligible to hold elected office in the Association.
Section 4. A term of office is a two-year period. The full Board of Directors will be selected on a staggered basis with half of the board selected on alternate years. Ex-officio members will also serve on a two-year cycle. The Board shall adopt rules to guide the transition timeline and procedural guidelines necessary to institutionalize this term provision.
Article VII. Authority of the Directors to Appointment Advisors and the Role of Appointed Advisors.
Section 1. The authority of Board of Directors to Appointment Advisors is that the Board of Directors shall have the authority to appoint an Advisor with a select field of expertise to serve at the pleasure of the Board. Multiple fields of expertise may have a representative Advisor appointed.
Section 2. The role of Appointed Advisors is that each Advisor may attend Board meetings as requested by the Board and shall provide regular advice and counsel to the Board in its consideration of various aspects of the specialty area of his/her expertise. Each Advisor may Chair a committee on behalf of the Board and, as deemed appropriate by the Board, may fully engage with multiple committees providing advice and counsel in the specialty area.
Article VIII. Membership Criteria.
Section 1. All membership applications for Full, Student, Associate or General status will be subject to the review of the Board of Directors or, of its designated Committee. The Board maintains sole and final authority to accept or reject any recommendation of the designated Committee regarding a membership application.
Full, Student, Associate and General Members must conduct themselves in a manner appropriate to ethical standards of acceptable professionalism.
Each Full Member is required to be in good standing – which is, with limited exception, to be current in the practice of journalism, meet and maintain the established Standards of Conduct for the journalism profession and remain financially current in the payment of Chapter dues.
Section 2. Full Membership:
- NABJ-CC grants Full Membership status to individuals in good standing with the Chapter who meet the following professional standards:
- full-time journalist in current practice; or
- current part-time, freelance or per diem journalist with substantive, demonstrable journalism experience and ongoing assignments that provide the individual with a steady and viable source of earned income; or
- journalist not currently in practice, but with recent substantive, demonstrable journalism experience; or
- journalism professor at accredited academic institution.
- Full-time Journalists are defined as writers, reporters, editors, columnists, newsroom managers, photographers and artists who produce, gather, disseminate and distribute news and are employed by institutions such as newspaper and magazine publishing companies, television and radio stations, wire services, and other media outlets, including online news programming entities, that are properly vetted by the Board of Directors or its designate. The Board of Directors shall have sole and final discretion as to the determination of the essence of characteristics that constitute a journalistic media outlet.
- Full Membership also shall be open to college and university journalism professors of accredited academic institutions who attained five years’ newsroom experience prior to joining academia.
- Full Membership also shall be open to retired journalists who attained five years’ newsroom experience prior to retirement.
- Full Members are entitled to vote in all matters before the membership body of NABJ-CC and are eligible to hold office, participate in all NABJ-CC functions and receive all NABJ-CC correspondence.
- Full-time Journalists and journalism professors may take a leave of absence from the profession and may petition the NABJ-CC Board of Directors for permission to retain their NABJ-CC Full Membership status during the period of the leave.
Section 3. Associate Membership:
- NABJ-CC grants Associate Membership status to media-related professionals if their goals and purposes are consistent with the NABJ-CC Constitution and Bylaws and the spirit of NABJ-CC and the National Association of Black Journalists. Associate Members shall be admitted to meetings; may voice a non-binding opinion; and may serve on committees. Beyond their appropriate role in committee membership, Associate Members may not vote in any other circumstance.
- Associate members are eligible to receive all NABJ-CC correspondence.
Section 4. Student Membership:
- NABJ-CC grants Student Membership status to persons who are currently registered as a full-time equivalent student at a high school or an accredited academic institution. The student must be majoring in print or broadcast journalism or multi-media communication, or indicating a strong interest in pursuing a journalism career (in the event the attended college or university has no print or broadcast journalism curriculum). Student Membership status may continue for six months after graduation. Student Members shall be admitted to meetings; may voice a non-binding opinion; and may serve on committees. Beyond their appropriate role in committee membership, Student Members may not vote in any other circumstance.
- Student Members are eligible to receive all NABJ-CC correspondence.
Section 5. General Membership:
- NABJ-CC grants General Membership status to persons who share a strong interest in journalism and the goals and objectives of NABJ-CC.
- General Members are eligible to receive all NABJ-CC correspondence; shall be admitted to meetings; and may voice non-binding opinions, and may serve on committees. Beyond their appropriate role in committee membership, General Members may not vote in any other circumstance.
- The number of General Members may not exceed half the Association’s membership roster.
Section 6. Disciplinary Actions and Revocation of Membership:
- The Executive Board shall oversee actions concerning disciplinary measures against members and membership revocation. Any member is subject to disciplinary action or revocation of membership if judged by the Executive Board to have breached journalistic ethics, misrepresented the Association, engaged in improper conduct or behavior that could injure the good name of the Association, disturb its well-being, hamper it in its good work or committed theft of the organization’s funds.
- The Board of Directors shall adopt rules and provisions governing the process for Disciplinary Actions and Revocation of Membership.
- In all matters of Disciplinary Actions and Revocation of Membership, the decision of the Board shall be final.
Article IX. Membership Meetings, Powers and Voting.
Section 1. The membership shall assemble at least six times per year at such times and places as may be determined by the Board for the purposes of:
- Hearing and acting upon the reports of the President, Treasurer, Secretary and various committees.
- Participating in education and professional development forums, seminars and workshops.
- Hearing and acting on such business that may be of interest to the membership.
- Membership assembling may be achieved virtually via online technology.
Section 2. Powers.
Full Members in good standing shall have the power to:
- adopt amendments to the Constitution and Bylaws.
- elect officers at least once every two years.
- address other matters as may be necessary or appropriate for the good of the Association and its members.
- vote on all matters for action brought before the body.
Article X. Fiscal Year and Membership Dues.
Section 1. The fiscal year of NABJ-CC shall begin on January 1 and end on December 31 of each calendar year.
Section 2. All NABJ-CC members are required to pay dues. The term of a membership is 12 months beginning on the date of payment of dues. The fee amount for annual dues shall be set by periodic resolution of the Board of Directors.
Article XI. Elections.
Section 1. Election of the Board of Directors, including the Executive Board, shall occur at an Annual Meeting. All members of the Board of Directors shall concurrently serve the two-year term of their respective positions.
Section 2. The Board of Directors shall adopt rules governing the Association’s nominating procedure. The Constitution & Bylaws Committee shall oversee all elections and voting procedures on ballot issues.
- Any member may nominate a Full Member. Each nominee must consent to candidacy in writing in order to appear on the official ballot. Only Full Members in good standing are eligible to serve on the Board in elected positions. Only Full Members are entitled to vote for candidates.
- During February of an election year, the Secretary shall mail to all members in good standing the official notice of availability of the Candidate Nomination Form, along with information concerning eligibility requirements, available Board positions, their respective terms and responsibilities. The forms and information shall be available online. The mailings shall be accomplished by regular post and/or electronically, as determined appropriate by the Board. The selected mode for each mailing shall provide all voting members the reasonable assurance of receiving all election related documents and materials.
- Each member is responsible for providing NABJ-CC with updated and current contact information.
- Successful write-in candidates must be able to provide valid evidence of Full Membership in good standing at the Annual Meeting election. Failure to timely provide such evidence may result in forfeiture of elected position to the candidate receiving the next highest vote tally. If no other qualifying member receives ballot votes, the Executive Board shall appoint a Full Member for the position at the earliest opportunity.
- Each candidate shall select the specific office in which he/she is seeking to serve as a Director on the Executive Board or in an At-Large position.
- In the event of a vacant Executive Board position, the President shall appoint a Full Member to fill the vacancy. The appointment shall be limited to the time remaining in the term of the position. Such appointment requires both the approval of a minimum of four members of the Executive Board and an official notification of the appointment to the general membership.
Section 3. Voting.
- An official pre-printed or electronic ballot is required for the election of officers or to make an amendment to the Constitution and Bylaws. An official ballot must bear the NABJ-CC logo and be signed by two members of the Constitution & Bylaws Committee.
- The ballot shall be designed to allow for the addition of at least one write-in candidate per office. Ballots will be available at Annual Meeting elections for distribution to Full Members in good standing or provisions will be made for electronic voting during the no less than fourteen (14) days preceding the election at the May Annual Meeting.
- Only Full Members in good standing are entitled to cast a vote.
- Rules governing absentee voting shall be established and periodically updated by Board approval.
Article XII. Committees.
Section 1. NABJ-CC shall have standing committees, as follows:
- The Program, Events & Fundraising Committee shall plan and implement all standard forums and activities that gather the membership and audiences for regular general meetings;
- The Program, Events & Fundraising Committee provides guidance, input and support for programs and presentations offered in online/digital/virtual formats by the Association.
- The Program, Events & Fundraising Committee shall plan and implement all non-standard events and activities designed to generate income for the Association. All referenced meetings, activities and gatherings may be in-person or in digital/virtual/online format.
- The Media Advocacy Committee shall be charged with monitoring the institutional media for discrimination and other injustices to African-Americans in news coverage and employment practices. The Media Advocacy Committee shall report to the Board and the membership regarding issues of concern for Chapter consideration and/or action.
- The Membership & Communications, Committee shall 1) review and decide whether to accept all applications for membership; and 2) manage outreach communications supporting the ongoing membership activities and the Annual Membership Drive. The committee shall be responsible for activities related to career development, advancement and opportunity and shall prepare press releases and internal flyers/and develop publicity strategies for NABJ-CC-sponsored events.
- The Social Media Committee shall be responsible for managing the activities and informational postings on the Organization’s website and various social media platforms.
- Mentorship & Community Service shall be responsible for the Chapter’s educational and goodwill outreach to the Chicagoland community with input from the Executive Board.
- The Constitution & Bylaws Committee shall be responsible for overseeing all elections and procedures requiring a ballot vote.
- The Scholarship Committee shall manage all administrative matters leading to the awarding of student scholarships.
- The Finance Committee shall provide financial advice to ensure that the Chapter’s Board of Directors successfully meet its financial goals. The committee shall also be available to provide financial advice and counsel to the President, Treasurer and Board of Directors, review and advise the Board on the annual budget, review spending and income quarterly, review quarterly to the membership, and review and advise the board on the chapter’s strategic plan, when one is provided. The committee shall be comprised of: The NABJ-CC Treasurer, two current board members and two independent financial advisors.
Section 2. Ad hoc committees may be formed at the discretion of the Board Each Ad hoc committee shall be established at the pleasure of the Board and shall expire at a time determined by the Board.
Section 3. Membership to a committee will be open to all categories of NABJ-CC membership. The number of members serving on a committee may be determined by the Committee Chair and the limitation is subject to the approval of the Board of Directors. The Constitution & Bylaws Committee is excepted from Board approval. The Constitution & Bylaws Committee composition is reported to the Full Membership present at a regular meeting.
Article XIII. Vacancies, removals from office and successions.
Section 1. The President shall appoint a Full Member to fill a vacancy created by the departure, resignation or removal from office of any member of the Board of Directors. The appointment shall be limited to the time remaining in the term of the vacated position. Such appointment requires both the approval of a minimum of four members of the Executive Board and an official notification of the appointment to the general membership.
Section 2. A member of the Board who does not attend three successive, regularly scheduled meetings of the Board, nor notify the Board regarding absences and who, likewise, has been substantively unengaged in the routine performance of Board duties, may be deemed to have resigned his/her position and such resignation may be accepted by action of the Board.
Section 3. A member of the Board may be removed from his/her position and the Association for dereliction of duty or unethical behavior. A two-thirds majority of the Board vote in favor of removal is required for removal action to succeed.
- The Board of Directors shall adopt rules and provisions governing the process for addressing vacancies, removals from office and successions.
Section 4. In the event the President is unable to serve, the remaining members of the Executive Board shall have the power to appoint an Acting President. The Acting President may hold office for a period of no more than 12 months. An open election is then required to officially fill the President’s office. The election must take place no more than 12 months from the effective date of the vacancy.
Article XIV. Meetings.
Section 1. Annual Meetings
- There shall be an Annual Meeting of NABJ-CC membership each month of May. Full Members present at the Annual Meeting shall establish a quorum and the present members, along with any absentee ballots and/or electronic ballots cast, shall have the authority to elect Board members, adopt resolutions, amend the constitution and conduct other appropriate business. Alternatively, voting may be accomplished electronically at or prior to the Annual Meeting. The Board shall determine the format of a ballot – paper ballot/in-person or electronic/virtual meeting– as it will be most suitable for each respective election event. The Annual Meeting, whether the membership is gathered in-person or virtually via an electronic platform, shall provide reports on business matters that include:
- the election of officers during election years;
- the reading and acceptance of the annual financial report; and
- reports of officers and standing committees and active ad hoc committees
- notice of increases in membership dues.
Section 2. Regular Meetings
- A regularly scheduled NABJ-CC meeting requires advance notification of five days. A regularly scheduled meeting should occur at least quarterly. Business matters are reported at regularly scheduled meetings. A quorum shall consist of Full Members in attendance at such meetings, whether the meetings are assembled in-person or virtually on an online electronic platform.
Section 3. Special Meetings
- A Special Meeting of the Full Members may be called by the President, a simple majority of the Board of Directors, or a vote earning the approval of two-thirds of the Full Members. A Special Meeting is called to address a discrete business matter of significant urgency. NABJ-CC Special Meetings requires two days advance notification to Full Members and is open only to Full Members in good standing. A quorum shall consist of Full Members in attendance at such meetings, whether the meetings are assembled in-person or virtually on an online electronic platform.
Section 4. Limitations in Audio/Video Recording and Broadcast/Publication/Internet Distribution
- The Chapter reserves the right to designate entire forums, or portions thereof, as off-the-record. In such instances, discussion points and information shared is not for release via any media without prior approval of the Executive Board. Non-compliance with this provision is cause for revocation of membership.
Advanced permission to record any portion of an NABJ-CC meeting must be requested of and granted by the Executive Board. Upon the granting of such permission, a full and complete copy of the audio and/or visual recording must be provided to the NABJ-CC Board by the recording party within twelve (12) hours of the conclusion of the meeting. NABJ-CC reserves the right to confiscate any recording made at a Chapter meeting without Board permission and to eject from the meeting any party involved in the recording effort. This provision refers to audio and/or visual recordings and is not intended to limit manual note-taking. The Executive Board’s permission is activated only upon the requestor’s signed agreement to these terms.
Article XV. Constitutional Amendments and Effective Date.
Section 1. Proposal of Amendments.
- Amendments to this Constitution may be proposed by any Full Member.
Section 2. The Constitution may be amended as follows:
- The Constitution may be amended by an affirmative vote of two-thirds of the voting Full Members participating in the vote. Any proposed amendment to this Constitution shall be submitted in writing to the Parliamentarian at least eight (8) weeks prior to an Annual Meeting or a Special Meeting. The Parliamentarian will convene and chair the Constitution & Bylaws Committee to consider each proposal solely and comprehensively. At least 15 (fifteen) calendar days prior to the Annual Meeting or Special Meeting, the Committee will circulate proposed amendments that the Constitution & Bylaws Committee accepts for ballot consideration, along with a recommendation, to all members. At the next Annual Meeting or Special Meeting, the membership may decline said amendments by a majority vote or approve said amendments with a majority vote. Approved amendments shall be considered adopted immediately. A minimum of 14 calendar days notice must be provided for a Special Meeting called to consider amendments.
- Approved amendments to the Constitution and Bylaws shall be circulated to all members either by distribution at the Annual or General meetings, regular postal mail or electronically. Notice of the update shall be posted on the Chapter’s website.
Article XVI. Parliamentary Authority.
Section 1. Robert’s Rules of Order, as revised, shall be used to provide guidance in governing all NABJ-CC meetings and apply to all matters of the Association not covered by either the NABJ-CC Constitution and Bylaws or the National Association of Black Journalists’ Constitution.
Article XVII. Procedural and Regulatory Compliance.
Section 1. Upon adoption, the provisions of this Constitution shall, as necessary, be subject to compliance with applicable Federal and State of Illinois laws and City of Chicago ordinances governing the transaction of NABJ-CC business.
Section 2. NABJ-CC shall conduct its activities as acceptable and in accordance with guidance for non-profit corporations in Section 501 (c)(3) of the United States Internal Revenue Code, as amended, and the rulings and regulations there under.