Constitution and Bylaws

CONSTITUTION

NAME

The name of the organization is The Grateful Dead Studies Association.

PURPOSE

The Grateful Dead Studies Association is organized to offer scholars and academic professionals an opportunity to participate in the study and appreciation of the work and impact of the Grateful Dead. A not-for-profit organization, the Association—through such activities as meetings, special symposiums, and web and print publications—provides a forum for communication by interested scholars and expands the possibilities for Grateful Dead studies. The sole purposes of the Association are educational and literary within the meaning of those terms in section 501 (c) (3) of the Internal Revenue Code of 1954 or corresponding section of any future Federal tax code, and the Association shall not carry on any activities not permitted to be carried on by any organization exempt from Federal income tax under that section. (Especially: no substantial part of the activities of the Association shall involve the creation and/or dissemination of propaganda, or any attempt to influence legislation, except as otherwise provided by Internal Revenue Code section 501 (h), and it will not participate in, or intervene in—including the publication or distribution of statements—any political campaign on behalf of any candidate for public office; no part of the earnings of the Association shall inure to the benefit of any member or other individual, except that reasonable compensation may be paid for services rendered to or for the Association; and in any taxable year in which the Association may become a private foundation as described in IRC section 509 (a), it shall distribute its income for that period in such time and manner as not to subject it to tax under IRC section 4942, and shall not (A) engage in any act of self-dealing as defined in IRC section (d), retain any excess business holdings as defined in IRC section 4943 (c), or (B) make any investments in such manner as to subject it to tax under IRC section 4944, or (C) make any taxable expenditures as defined in IRC section 4945 (d) or corresponding provisions of any subsequent Federal tax laws.)

DISSOLUTION OF THE ASSOCIATION

Upon dissolution of the Association, all assets belonging to the Association after the discharge of any and all outstanding obligations shall become the property of the institutional repository that maintains the Association archive, now Northwestern University Library. In the event that Northwestern University Library is no longer housing the Association archive, the Executive Council shall designate another institution with demonstrated commitment to the preservation of the Grateful Dead’s work and impact, or their associated contexts; and the institution must qualify as a tax-exempt institution under the terms of section 501(c) (3) of the Internal Revenue Code of 1954 or corresponding section of any future Federal tax code. Especially shall no member or other individual be entitled to share in the distribution of any of the Association’s assets on dissolution of the Association.

AMENDMENT OF THE CONSTITUTION

Proposed amendments shall be submitted by email, postal mail, or through an Association publication or website to the entire membership of the Association and shall require approval by two-thirds of the members returning ballots. All proposed amendments must be circulated among or made available to the entire membership at least four weeks prior to the ballot deadline.

BYLAWS

I. CONSTITUTION

All aspects of the Association must be in keeping with the Constitution of the Association.

II. MEMBERSHIP

Members of the Association are professionals, scholars and students in academe, education, libraries, and cultural heritage organizations who support the scholarly study of the Grateful Dead phenomenon, abide by the Association Code of Ethics, and pay dues. Applications for membership must be unanimously approved by the Executive Council whose decision is binding and final. The Council may, at their discretion, elect anyone to membership if the Council unanimously deems that individual’s contributions to the field of Grateful Dead studies and/or to the Association merit that status.

Membership in the Association is fourfold: (1) Charter Members are those who join the Association prior to December 31, 2020, and who pay a one-time rate of five times the rate of Regular Members; (2) Regular Members are those who pay annual dues established by the Executive Council; (3) Lifetime Members are those who contribute at least twenty-five times the annual dues of either individuals or institutions, as appropriate; (4) Institutional Members pay six times the rate paid by Regular Members.

III.  OFFICERS

Officers are a President, President-Elect, Vice President, Secretary,  Treasurer, the immediate past President, the Editor of the Association journal, and the Executive Director. The governing body of the Association, composed of the officers listed above, is referred to throughout as the Executive Council. The President-Elect, Vice President, Treasurer, and Secretary are nominated by the Executive Council, with nominations also accepted from the floor, and are elected by majority vote of the members present at the annual meeting. The Executive Director and the Editor of the Association journal are unanimously elected by the Executive Council and serve for three years, renewable. All other officers serve for two years. The President organizes the annual meeting and any special meetings, presides at meetings, conducts necessary business throughout the year, convenes a meeting of the Executive Council preceding the annual meeting of the Association and at other times as may be required, reviews minutes for publication, and oversees the functions of the Association. The President may authorize expenditures totaling $200.00 or less that need to be made between annual meetings. With the consent of the Executive Council the President can authorize expenditures totaling more than $200.00. The President-Elect assists the President, shares in the program planning for meetings, presides in the President’s absence, and becomes President at the conclusion of his or her predecessor’s term. The Vice President is responsible for the Association conference program, collects and transfers the records of each year’s work to the Association archive at the end of his or her term, and assists the Secretary with the website. The Secretary is responsible for the Association newsletter, maintains the Association website, manages the Association listserv, keeps a list of members and their addresses, handles correspondence, and records minutes of meetings of the Executive Council. The Treasurer monitors the Association bank account and endowment account, monitors inventory of Association publications, and gives an annual financial report. The Executive Director is responsible for assisting the Executive Council with governance; legal and statutory compliance; development, marketing and outreach; organizational continuity; and other such tasks as designated by the Executive Council. The Executive Council helps to plan meetings, aids the officers in conducting the business of the Association, serves as a nominating committee for officers, appoints committees, and serves in a supervisory capacity in regard to the Association’s publications.

IV. BOARD OF ADVISORS

The Executive Council may establish a Board of Advisors to provide input and insight into the subject of the work of the Association. Members of the Board of Advisors shall demonstrate significant historical or current responsibility for the work of the Grateful Dead. Board of Advisors Members shall be nominated by any member of the Executive Council and elected by majority vote of the Executive Council. Members will serve three-year terms, renewable.

V. BOARD OF ADVOCATES

The Executive Council may establish a Board of Advocates to provide support for the work of the Association. Board of Advocates membership is awarded to those individuals who provide substantial monetary donations or equivalent gifts-in-kind of professional services to the Association. Board of Advocates Members shall be nominated by any member of the Executive Council and elected by majority vote of the Executive Council. Members will serve three-year terms, renewable.

VI. COMMITTEES

The Executive Council may establish standing committees, administrative committees, or special committees as deemed necessary. Members of  committees must be members of the Association. Committee chairs shall be appointed by majority vote of the Executive Council.

VII. MEETING

The Association meets at an academic conference or other setting as designated by the Executive Council. In addition, there may be occasional special symposia convened by the Executive Council, especially at locations appropriate to the Grateful Dead’s work or to its scholarly study.

VIII. PUBLICATIONS

The Association will publish, as often as funds allow, a journal devoted to the academic study of the Grateful Dead phenomenon. The Association will also publish, as often as funds allow, proceedings following the meeting that contain the schedule, abstracts of panels and presentations, presenter biographies, and any relevant additional information on Grateful Dead studies or on the Association that the Executive Council elects to include, such as meeting minutes, financial reports, research in progress, short articles, past presentations, notes and queries, and announcements. Major changes in the design or format of the journal and the proceedings must be approved by the Executive Council. Each member of the Association will receive one copy of the journal and proceedings. Two print copies of each publication are to be placed in the Association archive with electronic versions to be published on the Association website, the journal website, or their successors.

IX. ENDOWMENT FUND

In order to advance the stated purposes of the Association, the Executive Council shall establish a permanent endowment fund by soliciting donations from members, friends, corporations, and other interested parties. Designated donations and Lifetime Member dues will be placed in this endowment fund which will be maintained as a separate account, the interest from which may be used by the Association for purposes as approved by the Executive Council. The Council may designate a professional investment manager or member of the Board of Advocates to supervise, manage, and invest the funds with the oversight of the Executive Council.

X. DISCIPLINARY ACTIONS

Infractions of the Association Code of Ethics may result in a formal warning; suspension for one or more years; or removal from membership for life. Infractions may be reported to any member of the Executive Council by any member or by any administrator of the conference hosting the Association’s meeting. The Executive Council will serve as the deciding body, investigating the allegations and determining any measures. Decisions must be ratified by a two-thirds majority of the Executive Council. The Executive Council will strive to ensure fairness in its deliberations and all deliberations will be conducted privately. Complaints found to be malicious or fraudulent will be treated as violations of the Code of Ethics. References to disciplinary proceedings in minutes and official publications shall not name members.

XI. AMENDMENT OF THE BYLAWS

Proposed amendments to these bylaws shall be included in the program and/or posted on the website at least four weeks prior to the annual meeting or the ballot deadline. Proposed amendments shall require approval by two-thirds of the members returning ballots.