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AOCS Lipid Oxidation and Quality Division
Newsletter December 2007

Bylaw Changes

LOQ executive board has suggested changes and propose acceptance of the proposed bylaws. In January, a ballot via an email will request that you participate in a survey monkey that will ask you to vote on the proposed changes. Results of the survey will be present at the AOCS annual meeting during the LOQ business lunch.

Proposed Bylaws

THE LIPID OXIDATION AND QUALITY DIVISION

of

THE AMERICAN OIL CHEMISTS' SOCIETY (AOCS)

as amended in November 1996 (January 2008)

ARTICLE I

Name

The name of this organization is the Lipid Oxidation and Quality Division of the AOCS hereinafter referred to as "Division" and "Society," respectively.

ARTICLE II

Purpose

The objective of the Lipid Oxidation and Quality Division is to serve the professional interests of the Division membership. The Division will provide a forum through which members of similar technical interest may organize to exchange professional information, develop programs or meetings, publish monographs, etc.

ARTICLE III

Definition and Scope

The Division shall operate within the Articles of Incorporation and Bylaws of the Society. In addition, the Division shall have a supplementary set of bylaws to govern its conduct.

ARTICLE IV

Membership and Dues

1. THE DIVISION AND ITS MEMBERS. All members of the Society are eligible for membership in the Division. Dues-paying members of the Society shall pay additional dues, if they desire to belong to the Division.

AOCS members exempt from paying dues to the Society as stated in the AOCS bylaws are also exempt from paying dues to the Division but shall have all the rights and privileges of Division membership.

Active student members shall not be entitled to vote or hold elective office but shall enjoy all other rights and privileges.

2. DUES. Dues are set by the Division Board. Dues will normally be collected through the Society's annual billing or at the time they join.

3. CODE OF ETHICS. Division members shall subscribe to the Code of Ethics as expressed in the Articles of Incorporation of the Society.

4. JOINING, ELECTION, RESIGNATION. Membership in the Division becomes effective when the Division Treasurer has been paid or:

1. is notified that the dues have been received at headquarters, or

2. is notified by the Society Executive Director that a dues-exempt member has requested membership in the Division

Any dues-paying member shall be considered to have resigned if Division dues have not been received by April 1 (May 15) of the current year. A dues-exempt member shall be considered to have resigned if he/she fails to indicate a desire to continue membership on the annual billing notice of the Society.

Provisions of the Society for suspending dues without penalty shall apply to the Division also.

5. EXPULSION. Expulsion from the Society may be cause for expulsion from the Division.

ARTICLE V

Officers and Executive Board

1. OFFICERS AND THEIR ELECTION. The officers of the Division shall be a Chairperson, a Vice Chairperson, and a Secretary/Treasurer. Officers shall be elected by secret ballot every two years and shall serve for a term of two years. No elected officer may serve in the same office for more than two consecutive terms.

The biennial election shall be conducted by letter and/or internet ballot by the Nomination and Election Committee. In case of a tie vote for any office, one of the candidates shall be elected by a majority vote of the Executive Board in office.

Vacancies among elected Board Members shall be filled by the Chairperson with the unanimous consent of the remaining Board Members.

2. BOARD MEMBERS AT-LARGE AND THEIR ELECTION. Four board members-at-large shall be appointed for a two-year term. in the same election and in the same year Division officers are elected. At-large members shall be appointed by the Division Chairperson with the advice and consent of the Division Executive Committee. If an at- large member resigns, a newly appointed member may be assigned by the Chairperson and Division Executive Committee to serve a full two years from the time of the appointment. Members-at-large shall be voting members of the Division Board.

3. DIVISION BOARD. The Division Board shall consist of the Chairperson, Vice Chairperson, Secretary/Treasurer, four members-at-large and the immediate past Division Chairperson. If the immediate past Division Chairperson cannot or does not desire to serve, his/her immediate predecessor shall serve in his/her stead. The Division Board shall conduct the affairs of the Division for two years or until a new Board is elected.

4. EXECUTIVE COMMITTEE. The Executive Committee shall consist of the Division Chairperson, Vice Chairperson, Secretary/Treasurer and immediate Past President.

ARTICLE VI

Election of Officers

1. NOMINATION AND ELECTION COMMITTEE. The immediate past chairperson of the Division shall serve as chairperson of the Nomination and Election Committee. In addition to the Chairperson, the committee shall consist of the three most recent past chairpersons of the Division. The Nominating and Election Committee shall present a slate of candidates to the Division Board for approval.

2. ELECTION PROCESS. A call for nominations shall appear in the Division Newsletter prior to development of a slate of candidates. Once the slate of candidates is approved by the Division Board the ballot shall be sent to the Division membership. Results of the election should be announced at the business meeting of the Division held during the AOCS Annual Meeting & Expo.

3. ELECTION BALLOT. The Vice Chairperson, if eligible, shall be nominated without opposition for the office of Chairperson. If for any reason, the Vice Chairperson is not a candidate for Chairperson, the Nominating and Election Committee shall nominate candidate(s) for the office of Chairperson.

4. COUNTING ELECTION RETURNS. To be valid, election ballots shall be returned to the Society Headquarters office. In the case of electronic submission, a member must first log in prior to voting. This will serve as a means to verify their vote. The AOCS Staff shall verify the validity of the paper ballots returned, count the ballots and notify the Division Chairperson and Chairperson of the Nomination and Election Committee of the results..

ARTICLE VII

Duties of the Officers

1. The officers shall perform the duties customarily associated with the offices they hold unless provided otherwise in the Articles of Incorporation and Bylaws of the Society. Specific responsibilities will be outlined by the Division Board.

ARTICLE VIII

Division Board Duties

The Division Board is the general executive body of the Division. The Division Board shall determine the policies and direct the affairs of the Division to promote its best interests. It shall direct the manner in which all funds are to be expended and invested and shall set the annual dues of members.

Five voting members of the Executive Board shall constitute a quorum.

The Division Board shall meet at least once a year at the annual meeting of the Society. During the year, the Division Chairperson can ascertain the view of Board members through letters, emails or phone calls. Additional meetings of the Division Board may be called during the year by the Chairperson or by 4 (four) Board members upon notice of at least 30 days.

ARTICLE IX

Appointed Committees

1. TYPES OF COMMITTEES. The Division Board may appoint committees as needed.

ARTICLE X

Meetings

1. TIME AND PLACE OF MEETINGS. There shall be at least one business meeting of the Division each year in connection with the annual meeting of the Society but not conflicting with the annual business meeting of the Society.

2. NOTICE OF MEETINGS. At least thirty days notice of time, place, and purpose of each regular or special meeting shall be communicated to members of the Division.

4. POSTPONEMENT OF MEETINGS. If the annual meeting cannot be held for a valid reason, the Division Board shall announce the results of election to the membership by newsletter or mail.

If no quorum exists at an annual meeting of the Division, the Executive Committee may submit any matter originally scheduled for presentation at the meeting to the membership for ratification or rejection by letter ballot.

5. SPECIAL BUSINESS MEETINGS. A special business meeting of the Division may be called at any time at the discretion of the Executive Board. The call for the meeting shall be issued at least thirty days prior to the meeting and shall state the purpose of the meeting. No other business shall be transacted. Official notice of the meeting may be given in INFORM, by newsletter, email or mail.

ARTICLE XI

Meeting Procedures

1. QUORUM. Twenty-five members present shall constitute a quorum for conducting Division business. Any member may cast his/her vote in person or by written proxy. The majority of votes cast upon any question shall control.

2. VOTING. Every question coming before a meeting of the Division, the Executive Board or a committee shall be decided by a majority of the votes cast unless otherwise provided by the Articles of Incorporation or the Bylaws of the Society or Division.

3. PROCEDURE. Robert's Rules of Order, Revised, its most recent available edition, shall govern meetings of Division, wherever applicable.

ARTICLE XII

Amendments to the Bylaws

Proposed amendments of the Bylaws shall be presented in writing to the Division Board and if approved by a majority of the Board, shall be communicated to Division members at the annual meeting of the Division. At the annual meeting of the Division, the proposed amendments shall be presented by a member of the Executive Board for adoption or rejection. A favorable vote by a quorum of members present certifies adoption. Alternatively, the proposed amendments may be submitted to the membership by internet or mail ballots. Amendments approved by the Division membership at the annual meeting or by mail ballot shall take effect immediately.

ARTICLE XIII

Duration of the Division

The duration of the Division shall be perpetual but shall not exceed the duration of the Society.

ARTICLE XIV

Dissolution

No part of the net earnings of Division shall inure to the benefit of any private individual. In the event of dissolution of the Division, its assets shall be applied first to the payment of its obligations. Any assets remaining shall be transferred to the Governing Board of the Society.

Also in this newsletter:

Message From the Chair, by Jim Barren

Newsletter Sponsorship

Member Highlight: Clifford Hall, Ph.D.

Technical Session Highlights

Lipid Oxidation and Quality Division Profile, by Catherine Watkins (from inform)

AOCS, 2710 S. Boulder, Urbana, IL 61802-6996 USA