Constitution & Bylaws

CONSTITUTION AND BYLAWS GOVERNING THE NORTHERN ILLINOIS NEWSPAPER ASSOCIATION
(As revised Oct. 24, 1985, amended Oct. 23, 1992; Oct. 23, 1997; Jan. 15, 1999; Oct. 27, 2000; Oct. 26, 2001; Oct. 24, 2003; and Jan. 23, 2009)

CONSTITUTION

ARTICLE I

Section 1. The name of this organization shall be the Northern Illinois Newspaper Association. It shall be incorporated not for profit in the State of Illinois.

ARTICLE II

Section 1. Mission statement: NINA's mission is to advance the quality, integrity and credibility of journalism and journalism education in northern Illinois. (revised 1-23-09)

ARTICLE III

Section 1. Membership of this Association shall consist of six classes: Regular; Employee, member newspaper; Employee, non-member; Associate; Honorary; and Education.

A. Regular membership shall include establishments and their duly accredited representatives engaged in publishing newspapers in the 26 northernmost counties of Illinois, or from other such counties that seek membership. The primary counties include: Boone, Bureau, Carroll, Cook, DeKalb, DuPage, Grundy, Henry, Jo Daviess, Kane, Kankakee, Kendall, Knox, Lake, LaSalle, Lee. Marshall, McHenry, Mercer, Ogle, Putnam, Rock Island, Stephenson, Whiteside, Will and Winnebago.

Any regular member in good standing is eligible to hold office in this association.

B. Employee membership shall be granted to employees of member newspapers who are not included in their company's membership. This member, if in good standing, is eligible to hold office in the Association.

C. Employee Membership shall be granted to employees of non-member newspapers. This member, if in good standing, is eligible to hold office
in the Association.

D. Associate membership shall include any person, firm, corporation, or organization engaged in furnishing machinery, supplies or services to
publishers, or otherwise interested in the promotion of the newspaper industry.

E. Honorary Membership may be granted by a majority of the Board of Directors present at any regular meeting, or by a vote of the members
present at any regular meeting of the Association. The Honorary Member shall be entitled to such rights and privileges as the Board of Directors may provide.

F. Education Membership shall include professors, faculty members and/or advisers to student newspapers and students at either the university,
college, community college, or high school level.

Section 2. Application for membership shall be made with membership fee, to the treasurer of the Association, and be subject to the approval of the Board of Directors.

Section 3. Dues for all classes of membership shall be as determined by the Board of Directors from time to time.

This includes free distribution newspapers if there is at least 25 percent locally originated editorial content. Dues shall be based on the circulation figures provided by the most recently published Illinois Press
Association directory.

Section 4. The membership year starts on January 1 and ends December 31.

ARTICLE IV

Section 1. A 21 member Board of Directors, including 6 officers, shall be responsible for conducting the Association's business. (note: original language stated "15 member Board of Directors, plus officers")

Section 2. The officers of the Association shall be a president, first vice president, second vice president, executive secretary, treasurer and immediate past president. In addition, a board member at large shall serve as a member of the Executive Committee (see Bylaws). Officers shall be elected at the fall meeting of the Board of Directors and shall hold their offices until their successors are elected and qualified. Vacancies may be filled by the Board of Directors for the balance of the unexpired terms of members who resign.

Section 3. Members of the Board of Directors, at their fall meeting, shall elect five members to the board, each to serve a three-year term.

Section 4. Qualifications for officers: a) the president, vice president and second vice president must be active NINA members and have served on and been active on the Board of Directors. b) The treasurer must be an active association member and have shown interest in serving the Association. c) The executive secretary shall be a representative from the Northern Illinois University communication department faculty.

Section 5. Qualifications for board members: a) Must be an active Association member and b) have shown an interest in serving the Association.

Section 6. A quorum of eight members and officers shell be necessary to transact business at a meeting of the Board of Directors.

Section 7. The executive committee shall appoint a communications coordinator who shall be responsible for the publication of the newsletter and other duties as assigned.

ARTICLE V

Section 1. Regular meetings of the Association shall be held in the spring and fall of each year, the time and place to be set by the Board of Directors unless previously set by the Association. No less than 10 days notice of the meeting shall be given by the president to every member of the Association.

Section 2. Additional general membership meetings may be called by the Executive Committee with 10 days notice to all members.

ARTICLE VI

Section 1. The Constitution or Bylaws may be amended at any regular meeting by a vote of two-thirds of the members present. Proposed amendments must be circulated by newspaper or special mailing to the membership 30 days prior to voting.

BYLAWS

ARTICLE 1

Section 1. The duties of the president shall be to preside at all meetings of the Association and to serve as spokesperson for the Association between meetings as authorized by the Executive Committee. The president shall also have the authority to call special meetings of the Executive Committee of the Board of Directors.

Section 2. The Executive Committee shall be comprised of the officers and one at-large board member.

Section 3. The first vice president shall take the place of the president in the president's absence.

Section 4. The second vice president shall take the place of the first vice president in the first vice president's absence.

Section 5. The second vice president, or a designee, shall keep an accurate record of all Association and Board of Directors meetings and shall perform such other duties as prescribed in the Bylaws or by the Board of Directors. The executive secretary shall maintain the Association's archives.

Section 6. The treasurer shall have custody of the funds of the Association and shall disburse them with the approval of the president and executive secretary. The treasurer shall make a written report to each meeting of the Board of Directors and the membership. The treasurer also is authorized by the Board of Directors to invest surplus funds of the treasury in interest-bearing accounts as the treasurer deems wise and prudent, in consultation with the president and executive secretary. The treasurer shall be responsible for the collection of membership dues.

ARTICLE II

Section 1. The Association shall have five standing committees:

A) Executive Committee, consisting of the president, first vice president, second vice president, executive secretary, treasurer, immediate past president and one at-large board member. The committee shall set a yearly agenda, budget and bylaws with the approval of the Board of Directors.

B) Program Committee shall organize association conventions, camps, speakers and other projects to benefit Association members. The chair of this committee will be an Executive Committee member, appointed by the president subject to the approval of the board.

C) Education Committee shall be responsible for overseeing the Association's internship program, training of Association members, contests, the awarding of student scholarships and advising on journalism curriculum in university, college and high school journalism programs. The chair of this committee will be an Executive Committee member, appointed by the president subject to the approval of the board.

D) Membership/Marketing Committee shall coordinate the recruiting of new Association members, retaining current members, and nomination of new board members. The chair shall present a current member list at each Board meeting. The chair of this committee will be an Executive Committee member, appointed by the president subject to the approval of the board.

E) Resource Committee shall produce newsletters, Web sites and other materials for the use of members, and keep in close contact with Executive Secretary and staff regarding database. The chair of this committee will be appointed by the president subject to the approval of the board.

Section 2. The president, with the approval of the Board of Directors, shall have authority to establish other committees as the need arises.

Section 3. Each board member shall serve on at least one Association committee. Non-board members also may be appointed to Association committees.

ARTICLE III

Section 1. The Board of Directors shall have the authority to provide compensation for the executive secretary and the communications coordinator.

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