Articles and Bylaws
Articles of Association
United States Large Hadron Collider Users Association
Adopted on June 6, 2013
ARTICLE I – NAME
The United States Large Hadron Collider Users Association (hereinafter referred to as “USLUA”) shall be an association as defined by these articles. This name may be designated with the acronym “USLUA”.
ARTICLE II – PURPOSE
The purpose of USLUA is to provide a forum for discussions of the US participation in the LHC research program, with a focus on how best to enhance scientific participation in the discoveries expected from this research. In particular, USLUA aims to help the US LHC community work effectively with their colleagues at CERN while in the US, and to adapt to work at CERN and to living in the environs of the CERN laboratory. USLUA also provides communication channels between scientists working on LHC experiments, the US agencies supporting this research and the US Congress.
ARTICLE III – OBJECTIVE
To enhance participation by United States scientists and engineers in the work of the Large Hadron Collider.
ARTICLE IV – PRINCIPAL OFFICE LOCATION
The USLUA shall be located in Washington, DC at 1111 19th Street, NW, Suite 400, Washington, DC 20036. The activities of USLUA may be conducted there or elsewhere.
ARTICLE V – MEMBERSHIP
Membership in USLUA is open to any scientist and engineer who carries out research and development using the Large Hadron Collider experiments and accelerator systems.
ARTICLE VI – AUTHORITY, AND RESPONSIBILITIES
Section 1. The composition, terms of office, and manner of election of the Executive Committee of USLUA shall be established by a democratic vote of the membership of USLUA. Elections for the Executive Committee are to be led by a subgroup of the current Executive committee, to be appointed by the Chairman. The nomination period for elections should open by Oct 1 of each year, with elections to start by the end of October and election results to be announced by the end of November. The election committee should act proactively during the nomination process to ensure representation from all communities. If the committee is not successful in this regard, the chair will appoint extra members from these communities as observers so that each is represented on the executive committee.
Section 2. The Executive Committee shall be the governing body of USLUA and shall be responsible for the policies, rules and regulations, and programs of USLUA. The Executive Committee shall be responsible for the control of all funds and property administered by USLUA.
Section 3. The Executive Committee may authorize the payment of compensation to the officers and staff of USLUA for their services as may from time to time be appropriate. In addition, the Executive Committee may authorize reimbursement of the officers and members of the Executive Committee and of all committees for traveling and other incidental expenses incurred in carrying on the work of USLUA.
ARTICLE VII – Executive Committee
The Executive Committee shall consist of fourteen elected members. The chair is to be elected from among the Executive Committee members. At the first meeting of the new Executive Committee, officers are to be nominated by the chair. The new term for each Executive Committee is to start on January 1, with an overlap period during December between the old and new committees. To ensure breadth and balance of youth, gender and other qualities, the election committee and the chair may proactively appoint up two observers to the Executive Committee.
ARTICLE VIII – MINUTES AND FINANCIAL RECORDS
USLUA shall keep minutes of the proceedings of its members, Executive Committee, and committees having authority under the Executive Committee, and it shall also keep books and records of its financial transactions.
ARTICLE IX – RESTRICTIONS ON ACTIVITIES
No part of the income or assets administered by USULA shall inure to any member or official of USLUA, or be distributable to any such person during the life of USLUA or upon its dissolution or final liquidation. Nothing in this section, however, shall be construed to prevent the payment of reasonable compensation to any such person as authorized in Section 3 of Article VI hereof.
ARTICLE X – USE OF ASSETS ON DISSOLUTION OR LIQUIDATION
Upon final dissolution or liquidation of USLUA, and after discharge or satisfaction of all the outstanding obligations and liabilities for which it is responsible, the remaining assets in the hands of USLUA shall be distributed in a manner that is consistent with the purposes of USLUA. Except as provided in Article XI hereof, such distribution shall be determined by the Membership of USLUA.
ARTICLE XI – DISPOSITION OF ASSETS UPON INCORPORATION
Should USLUA be incorporated independently at a later date, all permanent assets under its control (whether by way of endowment or otherwise) shall be transferred to such new corporation, provided that such transfer is not inconsistent with Section 501(c) (3) of the Internal Revenue Code and comparable statutory tax- exemption provisions. The disposition of any funds or property that USLUA is then administering shall be determined by agreement between the Executive Committee and the membership of USLUA.
ARTICLE XII – AMENDMENTS
Any proposed amendment to these Articles of Association shall be considered by the Executive Committee of USLUA and, if two-thirds of the Executive Committee approve the same, it shall be submitted to the membership of USLUA, by notice given to all members of USLUA not less than thirty (30) days in advance, for final action at their next stated meeting. Members who are unable to attend that meeting may send their votes on the proposed amendment to the Executive Committee of USLUA, and such votes shall be counted as if the members were present. If the proposed amendment is approved by a majority of the votes cast, it shall be declared adopted.
ARTICLE I – NAME
The name of the association shall be “The United States Large Hadron Collider Users Association” (USLUA).
ARTICLE II– PURPOSE
The USLUA is a not-for-profit group of scientists and engineers who carry out research and development using Large Hadron Collider experiments and accelerator systems.
ARTICLE III – MEMBERSHIP
Any individual involved with science and engineering with respect to the Large Hadron Collider, and who completes a membership application, is an equal member of the association and is granted the right to vote in all matters brought to the association membership.
No dividends or pecuniary profits shall be declared to any members of the association.
Section 1. Meetings
(A) The association shall hold its first meeting for the election of Executive Committee, on or within 30 days of the establishment of the association. Within 90 days after that vote is official, the Executive Committee will submit the proposed bylaws to the members for approval.
(B) All meetings, discussions, votes and communications will be done via the internet. The vehicle for this communication is teleconferencing. All membership voting will be done via email, or if stated up front, done via IM to the Chairman of the Executive Committee and a second designated Executive Committee member.
ARTICLE IV – EXECUTIVE COMMITTEE
Section 1. Composition
The USLUA Executive Committee shall consist of fourteen elected members. At least one member of the Executive Committee shall be a member of each of US ALICE, US ATLAS, US CMS, US LARP and US LHCb.
There shall be four officers and ten at-large seats:
(E) At-Large (10)
Section 2. Eligibility
Any active member in good standing is eligible to be nominated and to run for office.
Section 3. Term
All Executive Committee members shall serve two year terms and are eligible for re-election. Seven members are elected each year.
Section 4. Authority and Responsibility
(A) Authority and Responsibilities of the Executive Committee:
- Is directly responsible to the membership for all management, and business affairs of USLUA.
- Establishes and promulgates policy, directives, codes of conduct for the Board members, rules and regulations pertaining to USLUA, duties and responsibilities of committees and any document necessary for the effective operations of USLUA.
- Hires and fixes the compensation of any and all employees, which they in their discretion may determine to be necessary for the conduct of the business of the organization.
- Serves as an investigative committee when necessary.
- Each director shall have one vote and such voting may not be done by proxy.
(B) Authority and Responsibilities of the Chairman:
- Serves as Chairperson of the Executive Committee.
- Presides over all Executive Committee and general membership meetings.
- Is an ex-officio member of all committees.
- Signs all contracts made and executed in USLUA’s name.
- Appoints Executive Committee members to an investigative committee when required, and chairpersons to other committees.
- Appoints, with the Executive Committee’s approval, a member to a temporary position on the Executive Committee to fill a vacancy.
(C) Authority and Responsibilities of the Vice Chairman:
- In the absence or disability of the Chairman, has full authority to perform all the duties, and functions of the Chairman.
- Assists the Chairman in the affairs of USLUA as required by the Chairman.
- Records and maintains each Executive Committee member’s name, email address and phone number.
(D) Authority and Responsibilities of the Treasurer:
- Collects all dues and fees and deposit same to USLUA account.
- Keeps accurate records for all receipts and disbursements.
- Directs all financial reviews and audits.
- Makes quarterly financial reports.
- Makes all financial reports available to the membership upon request.
(E) Authority and Responsibilities of the Secretary:
- Keeps minutes of all Executive Committee, general and special Executive Committee meetings.
- Conducts all correspondence of USLUA under the direction of the Chairman and the Executive Committee.
- Makes all notices provided by the bylaws.
(F) Authority and Responsibilities of the At-Large members:
- Assist the Chairman in the affairs of USLUA as required by the Chairman.
Section 5. Meetings
(A) Executive Committee meetings will be held as needed, but not less than quarterly. The usual format will be for the Chairman to provide notice of the meeting at least 7 days in advance with a list of agenda topics.
(B) The annual member meeting of this organization shall be set by the Executive Committee.
(C) Notice of the annual meeting and of any special meeting shall be provided to any person at least 7 days prior to such meeting, unless such notice is waived by the person entitled thereto.
Section 6. Quorum
Fifty per cent of the Executive Committee members shall constitute a quorum to conduct official committee business and is needed to hold an official Executive Committee vote.
Section 7. Vacancies
Vacancies in the Executive Committee shall be filled by a vote of the majority of the remaining members of the Executive Committee for the balance of the term of the vacated position.
Section 8. Removal of Executive Committee Members for Cause
(A) An Executive Committee member may be removed when sufficient cause exists for such removal. The Executive Committee may entertain charges against any member. The Executive Committee shall adopt such rules for this hearing as it may in its discretion consider necessary for the best interests of the organization.
(B) Impeachment proceedings against an Executive Committee member may be initiated by any member of USLUA by delivering formal notice to the Chairman. Following a level of discussion deemed appropriate by the Executive Committee to demonstrate the will of the membership, the Chairman of the Executive Committee will decide whether to schedule a vote by USLUA membership to impeach; if the Chairman is the target of the impeachment proceedings, the Vice Chairman will make the decision to proceed. A vote for impeachment by USLUA membership by a 2/3 majority of the votes cast will be required to remove an Executive Committee member.
Section 9. Remuneration
The Executive Committee members shall serve without compensation.
Section 10. Committees
The Executive Committee may create committees as needed and set the duration for such committees.
ARTICLE V – FISCAL YEAR
The fiscal year shall be from 1 January to 31 December.
ARTICLE VI – DISSOLUTION
In the event that the USLUA members vote by 2/3 majority to dissolve this association, dissolution shall proceed in accordance with the Articles of Association.
ARTICLE VII – AMENDMENTS
These Bylaws may be amended when necessary by a 2/3 majority vote of the Executive Committee. Any proposed bylaw change(s) shall be submitted in writing to the Executive Committee.
ARTICLE VIII – RULES OF ORDER
The latest edition of Roberts Rules of Order shall govern USLUA in all applicable cases provided they are not inconsistent with the adopted bylaws of USLUA.
Date of last amendment: October 1st, 2015.