Constitution 2003 (with changes from the original in red)
I. Name of the Organization.
The name of the organization shall be the Edith Wharton Society.
The purpose of the Edith Wharton Society is to offer Wharton scholars and other interested persons an opportunity to share in the study and appreciation of the life and works of this author. Through annual meetings, special conferences, and its journal, the Edith Wharton Society provides a forum for Wharton studies.
A. Membership is open to anyone interested in the study and appreciation of Edith Wharton’s life work. Individuals become members upon payment of dues to the Treasurer.
B. Membership dues shall be set by the Executive Board.
A. An annual membership meeting shall be held for reporting to the membership and conducting business. The meeting shall take place concurrently with the annual meeting of the Modern Language Association of America.
B. Special meetings of the Society may be called by the Executive Board. Members shall be given at least sixty days notice of such meetings.
V. Officers and Their Responsibilities
A. The officers of the Wharton Society shall be the President, Vice-President, Secretary, Treasurer, and the Editor of the Edith Wharton Review.
B. The President shall serve as the head of the Executive Board, preside at the annual meeting of the Society and at special Society meetings, insure that sessions on Wharton are organized for the Modern Language Association convention and the American Literature convention,and have general supervision of the Society, including the appointment of committee chairs and members as appropriate, and the assignment of tasks to other officers as needed. The President shall ordinarily propose a topic for and chair at least one annual Edith Wharton session at the Modern Language Association convention. In consultation with the Executive Board, the President shall prepare an agenda for the annual meeting and any special Society meetings. The President or his/her designee shall act as representative of the Society to other organization. If the President is incapacitated, the Vice-President shall perform these duties.
C. The Vice-President shall ordinarily propose a topic for and chair one Edith Wharton session at the annual American Literature Association convention. The Vice President shall chair the Program Committee.
D. The Secretary shall take and distribute minutes of all meetings of the Society and of the Executive Board, shall keep minutes of previous meetingsand shall cause a written record of these meetings to pass on to the next Secretary. The Secretary shall communicate with others and chair the Nominations Committee.
E. The Treasurer shall collect membership dues and keep financial and membership records and shall maintain stewardship of the finances of the Society. The Treasurer shall report, in writing, at least once annually to the Executive Board on the financial status of the Society, including giving a written report on all income to and disbursements of the Society.
F. The Editor of the Edith Wharton Review shall prepare, publish, and distribute the Review. The Editor may appoint an Associate Editor to assist with these functions and to sit in on Executive Board meetings when the Editor is not available.
G. Each officer and member at large shall serve for a term of two years, excepting the Treasurer, who serves for a two-year renewable term, and the Editor, who serves for a five-year renewable term. To achieve continuity, other officers shall ordinarily succeed one another, the Vice-President becoming President, and the Secretary, Vice-President.
H. Topics for second Edith Wharton sessions at the Modern Language Association and American Literature Association conferences may be selected from proposals made by any member at a Wharton session at the prior year’s convention or by proposals solicited by the Society in advance.
I. Officers and Members at Large of the Executive Board are encouraged to propose sessions on Edith Wharton at regional conferences.
VI. Executive Board
A. The governing body of the Edith Wharton Society shall be the Executive Board. The Board shall be composed of the five officers and at least two at-large elected representatives who are also members of the Edith Wharton Society.
B. The Executive Board shall not exceed eleven members. A majority of the members of the Board shall be considered a quorum.
C. The Executive Board shall meet at least once a year.
D. The Executive Board shall review the financial status of the Society at each annual meeting and be empowered to appropriate funds from the Treasury for Society business. The Executive Board shall supervise the actions of the standing committees and exercise all powers not herein assigned to other parties.
E. Robert’s Rules of Order shall govern the Executive Board and the Society in all parliamentary situations.
A. Officers and members of the Executive Board shall be elected by mail-in ballot.
B. The Nominations Committee shall solicit nominations for office during the months of January through March and by April 15th submit a slate of officers to the President, who shall announce the slate at the American Literature Association convention and in writing to the membership.
C. The Elections Committee shall prepare ballots, mail them to members, establish deadlines for voting, tabulate results, and report results to the President by December 1st.
D. Results will be announced to the membership at the Annual meeting of the Society and, afterward, posted on the Edith Wharton Society website.
A. There shall be three standing committees formed from the Society membership.
1. Program: This committee, chaired by the Vice President, shall plan, publicize, and organize Society activities that do not fall within the responsibilities of the Society officers and the Executive Board. Among these might be conferences on Edith Wharton and activities such as the Spring Walking Tour in New York.
2. Nominations: This committee, chaired by the Secretary, shall prepare a slate of nominees for the annual election as provided for in section VII of this Constitution.
3. Election: This committee shall act according to the election rules set forth in section VII of this Constitution. It
‘s chair, who may not be a member of the Executive Board, will be chosen by the President in consultation with the Executive Board.
B. Members may nominate themselves or other members for committee appointments to be made by the President at least one month prior to the annual meeting.
C. The Executive Board, on behalf of the Society, may create or dissolve ad hoc committees in order to perform specific tasks or forward specific goals.
A. Amendments to the Society constitution may be proposed by the Executive Board or by any Society member presenting a petition signed by at least five other members. All proposed amendments must be presented to the President at least one month prior to the annual meeting.
B. The Edith Wharton Society constitution may be amended by two-thirds of the members voting at the annual meeting.
Rationale for Proposed Changes to the Constitution of
the Edith Wharton Society
The Executive Board of the Edith Wharton Society has undertaken a revision of the constitution of the Society as part of its due diligence in keeping the Society working in good order. Changes we being proposed in order to clarify the duties of the officers, to delineate the term of office of the Treasurer and Editor, to insure the safety of our finances by requiring the Treasurer to report in writing to the Executive Board, and to insure the continuity of our history by requiring the Secretary to keep a written record of all Executive Board and Society business meetings and to pass that record along to succeeding secretaries. Furthermore the changes will codify the election process and build into it a reasonable timetable and some mechanism to bring new people to the Board. Another concern was to encourage activities that forward Wharton studies, including insuring that sessions on Edith Wharton are routinely proposed for major conferences and that them is a mechanism for planning events such as conferences, tours, or other events that might forward the study of Wharton’s life and work. These changes also repair minor inconsistencies and irregularities of the previous constitution.
One major change in the constitution is the removal of the Assistant Editor of the Edith Wharton Review and the past President of the Society from the Executive Board. Since the Assistant Editor is appointed by the Editor and serves an unlimited term at the Editor’s discretion. it seemed inappropriate for that person to sit on the Executive Board except when representing the Editor in the Editor’s absence. The original purpose of having the immediate past president remain on the Board was to ensure continuity. We feel that, with officers succeeding each other, experience and continuity are already built into the Board and to require the past President to remain on the Board may place an undue burden on that person, who is likely to have served on the Board for at least six, more likely eight or more years already. It is feared that adding two more years to this service my discourage members from being willing to serve as officers. Furthermore, this may allow the new President to come forward to readily with changes if s/he sees fit. And, since the number of members of the Executive Board is limited, by removing two members we also make room for new people to serve.
A second major change is the inclusion of rules for elections Most of these rules were already approved at a Society business meeting at the American Literature Association in 2001; however, since the constitution requires that all changes to the constitution be made at the annual meeting held concurrently with the Modem Language Association meeting we bring them before the membership again. Furthermore, we have added a timetable to the election process so as to guide future committees in the timely execution of their jobs.