Organization - Full By-Laws 2004

CONSTITUTION AND BY-LAWS

CDIC
Society for Coatings Technology
Founded 1920
(As Amended March 8, 2004)

ARTICLE I
Name

The name of the organization shall be the CDIC Society for Coatings Technology, hereinafter referred to as the Society.

ARTICLE II
Objectives

A. The Society is a cooperative non-profit organization maintained for the purpose of accomplishing the objectives set forth in these By-Laws and to serve the welfare and interest of the public. The objectives of the Society shall be:

1. To develop or provide practical and technical data, facts and standards fundamental to the development, manufacture and use of paints, varnishes, lacquers, related protective and decorative coatings, pigments, printing inks and other allied and related products.
2. To provide for investigation and interchange of ideas among its members, and to promote research and application of the sciences in the development, manufacture and use of paints, varnishes, lacquers, related protective and decorative coatings, pigments, printings inks and other allied and related products.
3. To arrange for the collection and dissemination of information pertinent to the industries served by the Society and for presentation, discussion and publication of papers and other contributions.
4. To operate as a Constituent Society of the Federation of Societies for Coatings Technology in accordance with the Constitution and By-Laws of that organization.
5. To perform a public service by the constant improvement of products and elimination of wasteful methods in manufacture.
6. In conjunction with the foregoing, there shall be established an Educational and Technical Research Fund.
   
   a) The money for this fund will be all that of the Society declare in excess of that required to operate the Society satisfactorily. The amount of money to enter this fund shall be recommended yearly by the Executive Committee after are accepted audit of the books and establishment of budgetary accounts for the coming year. Approval shall be by majority vote of voting members present at a regular Society meeting.
   
   b) Disbursements from this fund shall be made only by authorization of a majority vote of voting members present at a regular Society meeting.
7. There shall be established an Ernest R. Mueller Memorial Education Award Fund. The money in this fund shall be used for a non-monetary award annually to the Society member who has made an outstanding contribution to education for the Society.
   
   a) Disbursements from this fund shall be made by the Executive Committee for the above stated purpose only and with the intention of the basic fund of five hundred dollars remaining intact for continuing awards.

   b) The recipient of this award shall be selected annually by the Executive Committee. No person shall receive the award more than once. If there is no Society member worthy of the award in any one year, no award shall be given for that year.

B. It is expressly provided that none of the income or assets of the Society shall accrue to the personal benefit of any individual member, group of members, or any other organization, except as compensation for services rendered, when duly authorized by the Executive Committee. In the event the Society ceases to function, all money remaining, after all legitimate liabilities have been satisfied, shall be transferred to the Educational Fund of the Federation.

C. This Society shall operate within the territorial boundaries defined by the map and description dated May 9, 1949, and revisions thereof, which are in the keeping of the executive Secretary of the Federation.

ARTICLE III
Membership

Membership in the Society shall be:

A. Full-Any qualified person engaged in production, supervision, or technical work in the manufacture of paints, varnishes, lacquers, related protective coatings, and printing inks, and/or the preponderance of whose vocational activity is devoted to research, engineering, or technical development in the improvement of manufacturing methods and facilities, in the production of raw materials, or in the advance of product design for the protective coatings industry, and who is associated with a commercial establishment, an educational institution, a government agency, or a private research organization, is eligible for membership.

B. Society Honorary-Any former member who has rendered outstanding service to the Society is eligible.

C. Retired Membership-Any Full member shall be eligible for Retired membership when he has severed his connection with his employer by nature of retirement due to age, disability, or for the reasons deemed suitable by the Society, and is no longer considered a permanent employee in the protective and decorative coatings and printing ink industries-

D. Educator and Student Membership-Any individual who is a college or high school educator, or who is a student registered in a course of study in chemistry, engineering, physics or other related sciences leading to a degree, shall be eligible for Educator and Student membership, but such membership shall terminate three months after the individual ceases to qualify.

ARTICLE IV
Election of Members

B. Names proposed for Society Honorary membership shall be submitted to the membership at a regular meeting; election shall be deferred until a subsequent meeting. Election shall be by a 95% favorable secret vote of members present and voting.

C. An applicant for Educator and Student membership must be proposed by a Full member and be endorsed by another Full member. The application shall be processed in the same manner as an application for Full membership.

D. An applicant for Retired membership, after recommendation by the Membership Committee, shall be subject to election to membership by a two-thirds vote of the members present and voting at any regular meeting. If the applicant is elected to membership, a copy of the application bearing the Society Secretary's certification shall be forwarded to the Executive Vice-President of the Federation.

E. An application for the transfer of a Full member from one firm to another within the Society shall be processed in the same manner as an application for Retired membership. If the firm to which the member is transferring currently employs a member of the same class, the application need not be subject to a vote by the membership, may be certified by the Secretary and forwarded to the Executive Vice-President of the Federation. An application for a transfer from another Constituent Society will be handled in the same manner as presently set forth for Full membership.

F. An application for a new Full, Educator and Student, or Retired member can be accepted by the Federation. If the proposed member resides or is employed, or performs services within the territorial boundaries of the Society, the application will be forwarded to the Society's Membership Committee for processing in accordance with Article Section IV (A), IV (B), IV (C), IV (D), or IV (E) of the Society's By-Laws. The Federation will collect the Society's dues at the time of application. The Society's portion of that amount for the proposed member will be forwarded when the Federation receives the certified application back from the Society. If the application is not certified by the Society, the collected dues will be returned to the proposed member.

ARTICLE V
Dues

A. Annual dues for Full members shall be established by the Treasurer for each year by adding an amount determined by the Society Executive Committee to the dues per member which the Society must pay to the Federation during that year. Dues of Honorary members may be waived at the discretion of the Executive Committee.

B. Annual dues for Retired members and for Educator and Student members shall be determined by the Society Executive Committee based on the current dues per member which the Society must pay for that member to the Federation during that year.

C. Dues are to be paid by the calendar year, and are payable in October of the preceding year. Dues of members elected during the year shall be the full amount of that year's dues regardless of the month of their election.

D. Failure to pay dues shall be cause for expulsion. In such cases, the delinquent shall be given not less than 60 days written notice by the Treasurer of such intended action. Actual expulsion shall be operative on expiration of this notice without formal action by the Society. Members so expelled may be reinstated upon payment of the current year's dues, but after more than one year may only be re-elected to membership by the regular procedure given in ARTICLE IV when current dues have been paid.

ARTICLE VI
Voting

A. All members are entitled to vote.

B. Ballots shall be mailed to the membership for the following purposes:
a) Amendments to the Constitution and By-Laws.
b) Election of officers.
c) For other purposes if requested by ten members.

ARTICLE VII
Meetings

A. Regular meetings will be held as stated in the Standing Rules.

B. Special meetings may be called on ten days notice by the President or the Executive Committee.

C. The Annual Election Meeting shall be held during the month of March.

ARTICLE VIII
Fiscal Year

The fiscal year shall end on June 30 with the acceptance of the annual audit of the Treasurer's books.

ARTICLE IX
Officers

The officers of this Society shall be:

A. A President who shall be the chief executive of the Society, who shall preside at all meetings of the Society, appoint committees as provided in ARTICLE XII, and who shall serve as Chairman of the Executive Committee. The President shall represent the Society at the Annual Meeting of the Federation of Societies for Coatings Technology.

B. A Vice-President who shall act as President during the latter's absence and who shall be Chairman of the Program Committee. The Vice-President shall also be custodian of the lists of Officers Duties.

C. A Secretary who shall discharge the usual duties of his office and send detailed reports of all meetings, lectures and discussions to the JCT CoatingsTech. The Secretary shall be allowed an appropriation not to exceed two hundred dollars to defray the expenses incident to the discharge of the Secretary's duties, including postage, stationary and incidental expenses each year.

D. A Treasurer who shall send out bills for dues, collect all monies and pay bills authorized by the Executive Committee. He must also give to the Society Secretary and send to the Secretary of the Federation, by the date required for inclusion in the yearbook, a complete roster of the Society. With the consent of the Executive Committee the Treasurer shall attend the annual orientation meeting for new Constituent Society officers held by the Federation of Societies for Coatings Technology.

E. A delegate to the Ohio Paint Council who shall attend meetings of the Ohio Paint Council and of its committees to which he or she may be appointed, shall participate in the work of the Council and shall regularly report to the Society on the activities of the Council. The term of office of the delegate shall be two years, each term to begin at the end of the summer recess prior to the opening of a new session of the Ohio General Assembly. (Legislative sessions begin in January of each odd numbered year.)

ARTICLE X
Election of Officers

A. Officers shall serve for one year and shall be elected from Full membership, except that no Associate member may be nominated for or elected to an office which is presently held by an Associate member, and that no Associate member may be nominated or elected if his election would cause more than two of the governing offices-President, Vice-President, Secretary and Treasurer-to be held by Associate members. No member shall serve two consecutive terms as President. Officers elected at the Annual Election Meeting shall take office at the first regular meeting following the summer recess.

B. Candidates for the elective offices shall be presented by the Nominating Committee at the January meeting each year. Nominations for the offices will also be accepted from any member at both the January and February meetings provided that the nominee consents to his nomination before his name is presented. A ballot bearing names of all nominees shall be sent to each member at least one week prior to the Annual Election Meeting. Returned voted ballots received before announcement of results shall be tabulated at the March meeting. Candidates who receive a majority or plurality of returned voted ballots shall be declared elected.

C. Vacancies in elective offices shall be filled as outlined above except that candidates shall be nominated at the meeting following the occurrence of the vacancy, and election shall be held at the next regular meeting.

ARTICLE XI
Federation Society Director and Alternate Director

A. A Director to the Board of Directors of the Federation shall be elected from the Full membership by a majority or plurality of the mailed ballots tabulated at the Annual Election Meeting in every third year beginning with 1956. This procedure shall coincide with the election of officers in ARTICLE X.

In addition, the Voting Members of the Society shall also elect an Alternate Director to serve in the event the duly elected Society Director is unable to attend any meetings of FSCT requiring our Society vote.

B. He shall serve a term of three years and shall take office immediately after the annual meeting of the Federation in the year during which he is elected. He may be removed for good and sufficient causes by a two-thirds majority of the members present at a regular meeting of the Society.

C. He shall act and vote for the Society at meetings of the Board of Directors of the Federation.

D. Candidates for the office of Federation Society Director and Alternate Director shall be presented by the Nominating Committee at the January meeting in every third year, beginning in 1956, together with the slate of the regular Society officers. This procedure shall coincide with the election of officers in ARTICLE X.

E. The President may appoint an alternate to serve in the event that the elected Federation Society Director is unable to attend any meeting of the Board of Directors of the Federation.

ARTICLE XII
Committees

A. The following standing committees shall be appointed in October of each year by the President to serve during his term of office:

1. Membership-The duties of this committee shall be to publicize the advantages of membership and to provide membership information to qualified non-members, to receive applications for membership and determine qualifications of applicants and to present applications to the Society and process them as provided in ARTICLE VI of these By--Laws and in the By-Laws of the Federation.
2. Nominating-The chairman of this committee shall be the most recent available past president. The most recent available past president other than the chairman shall also be a member. The duties of this committee shall be to select candidates for office, to obtain the consent of each candidate and to submit nominations to the Society membership at appropriate times as required by ARTICLE X of these By-Laws.
3. Program-The duties of this committee shall be to arrange a suitable technical program for each meeting of this Society. Members of the committee shall act as hosts to speakers and a member of the committee shall preside during the program.
4. Education-A duty of this committee shall be to provide a program of general interest to supplement the technical program, at each meeting of this Society at which such a program is appropriate. An additional duty shall be to cooperate with and assist the Education Committee of the Federation of Societies for Coatings Technology whenever assistance may be requested and appropriate, and to otherwise further the education of members and non-members in the field of coatings technology. With the consent of the Executive Committee the chairman of the Education Committee shall attend the meeting for the constituent society education committee chairmen held annually by the Federation.
5. By-Laws-This committee shall keep in touch with changes and proposed changes in the Federation By-Laws and shall make recommendations to the Society concerning action on such matters. It shall also propose to the Society such amendments to these By-Laws as it deems desirable for the good of the Society or as may be required to conform with Federation By-Laws and Standing Rules.
6. Publicity-The duties of this committee shall be to prepare and submit for publication in industry periodicals news releases concerning Society activities, with Photographs when appropriate.
7. Technical-The duties of this committee shall be to conduct such technical work and research as it may determine to be in the best interest of the Society in accordance with ARTICLE II. With the consent of the Program Committee of the Federation it shall present verbal reports on the results of its work at annual meetings of the Federation, and it shall submit technical papers describing its work, for publication in the JCT CoatingsTech.
8. Environmental Affairs-The duties of this committee shall be to cooperate with Federation environmental activities in appropriate ways and to keep the Society informed of such activities.
9. Manufacturing-The duties of this committee shall be to foster the development and to disseminate knowledge of improved paint manufacturing methods and equipment within the membership of the Society and to cooperate in appropriate ways with activities of the Federation Manufacturing Committee. The committee may, with the consent of the Program Committee of the Federation, present verbal reports on the results of its work at annual meetings of the Federation, and may submit technical papers describing its work for publication in the JCT CoatingsTech.

B. The President shall suggest representatives to Federation Committees upon request of the President of the Federation.

C. The President may also appoint such other committees as he may see fit for the good of this Society.

D. Executive Committee-This committee shall consist of the President as Chairman, the Vice-President, the Secretary, the Treasurer, the two available immediate past presidents, the Federation Society Representative and the delegate to the Ohio Paint Council. The duties of this committee shall be the following: meet immediately before each regular meeting of the Society, plan the business to be considered by the Society, approve expenditures, and prepare recommen-dations for the Society's action on each item of business. Authorization of any expenditure to exceed $250 must be obtained prior to payment, by a majority vote of the members present at a regular or special Society meeting.

ARTICLE XIII
Quorum

A. A quorum for regular and special meetings shall be fifteen percent of the number of members in good standing.

B. Mailed ballots require a vote by at least twenty percent of the membership.

ARTICLE XIV

A. This Society is a Constituent Society of the Federation of Societies for Coatings Technology and subscribes to all existing provisions of the Federation By-Laws. No provision of this instrument shall operate in conflict with the spirit and intent of any provision wherein the Federation By-Laws are intended to affect the membership standards, operational functions or obligations of the Constituent Societies.

B. This Society shall not take final action upon matters involving the interests or policies of the industry. Recommendations in such matters shall be made to the Board of Directors of the Federation.

C. All matters involving coatings specifications shall be referred to the Federation Technical Advisory Committee for consideration and contemplated action.

ARTICLE XV
Amendments

A. Motions to amend the Constitution and By-Laws of this Society may be made at any meeting, and if seconded shall be referred to the By-Laws Committee for study. This committee shall report its recommendations at the next March or November meeting, whichever is nearer. Voting on proposed amendments shall be in accordance with ARTICLE VI.

B. These By-Laws may be amended by a two-thirds vote cast in accordance with ARTICLES VI and XIII.

C. Any organizational or constitutional matter not specifically covered by the By-Laws shall be decided in agreement with the By-Laws of the Federation.

ARTICLE XVI
Parliamentary Procedure

The latest revised edition of Robert's Rules of Order shall govern all meetings.

ARTICLE XVII
Standing Rules

A. Standing Rules are written statements of operating procedures and/or details of the organization of the Society.

B. The Executive Committee shall temporarily adopt or amend Standing Rules provided two-thirds of all members of the Executive Committee shall vote in favor of adoption at any regular or special meeting of the committee.

C. The text of any affected Standing Rule shall be sent to all members with the next monthly mailing (but not to exceed 31 days), preceding its adoption.

D. Within 40 days of temporary adoption by the Executive Committee, the general membership must approve the change by voting in accordance with ARTICLE VI, or the change will become void.

E. Under no circumstances may the Standing Rules be used to change By-Laws.

CDIC Society for Coatings Technology Standing Rule Number One
Authorization for Reimbursement of Travel Expense

Upon adoption by the Society this Standing Rule shall constitute continuing authorization under ARTICLE XII, Paragraph D of the By--Laws for payment, upon approval by the Executive Committee of a full expense report by the attendee, of the following expenses to the extent that each submission of expense may exceed the sum of $250.00.

Expenses for travel, food and lodging for members who travel as authorized representa-tives of the Society to meetings sponsored by the Federation of Societies for Coatings Technology. This authorization shall be limited to the following meetings and Society members:

Attendance at the Annual Meeting of the Federation by the President of the Society.

Attendance of the Society Director at meetings of the Board of Directors of the Federation of Societies for Coatings Technology.

Attendance at the annual orientation meeting for new officers, by the Treasurer of the Society.

Attendance at the annual meeting of Education Committee chairmen by the chairman of the Education Committee.

Attendance at the annual meeting of Technical Committee chairmen by the chairman of the Technical Committee.

Reimbursement for travel by automobile shall not exceed the then current rate per mile approved by the United States Internal Revenue Service.

Reimbursement for travel by airline shall not exceed the lowest discounted coach class fare reasonably available to the attendee. If because of airline fare restrictions the attendee shall find it necessary to spend one or more additional nights at the meeting site in order to receive the lowest fare, and if the sum of the additional per diem expenses and the fare paid shall not exceed the alternate fare otherwise available, then the Executive Committee may reimburse the actual expenses incurred. This option shall be the choice of the attendee and no attendee shall be required to spend additional time at a meeting site in order to receive reimbursement.

The Executive Committee shall pay no expense for which reimbursement is available to the attendee from the Federation.

Payment of expenses for attendance of the President at the Federation Annual Meeting shall be limited to commercial passenger fare or automobile mileage except as follows:

If the President shall submit a request for additional expenses not to exceed those authorized above for attendees at other meetings, on the grounds that he or she will otherwise be financially unable to attend, then the Executive Committee at its discretion may pay those expenses necessary for attendance.

CDIC Society for Coatings Technology Standing Rule Number Two
Authorization for Reimbursement of Social Expense

Upon adoption by the Society, this Standing Rule shall constitute continuing authorization under ARTICLE XII, Paragraph D of the By--Laws for payment of the expense for the Immediate Past President and Spouse/Guest to attend the annual Joint CDIC/CPCA (Social) Outing, formerly known as the CDIC Society's Past President Night, or similar event designed to honor the Immediate Past President.

CDIC Society for Coatings Technology Standing Rule Number Three
Meetings

The Society will meet on the second Monday of each month beginning in September and ending with the May meeting unless the Executive Committee determines an alternate date is a more suitable.

Geographical Boundaries
of the
CDIC Society for Coatings Technology

Beginning at Madison, Indiana, westerly to Vincennes, Indiana, thence northerly along the Illinois-Indiana line to a point directly west of Lafayette, Indiana, thence easterly through Lafayette, Logansport and Huntington, Indiana, to Lima, Marion and Coshocton, Ohio; thence southwesterly to Zanesville and Portsmouth, Ohio, and Lexington, Kentucky; thence northwesterly to Madison.

From the Pages of History

The May 1920 issue of the Monthly Digest of the Plant Managers Committee of the National Varnish Manufacturers Association describes the formation of the Cincinnati and Dayton Superintendents' Club. The minutes of the first meeting are reproduced herewith in entirety.

CINCINNATI AND DAYTON

At the direction of Mr. Fred Hugenberg, of the Queen City Varnish Company, this city, there was organized a Plant Superintendents' Club for the districts comprising Cincinnati and Dayton. The new organi-zation will be known as the Cincinnati & Dayton Superintendents Club The following were elected as officers:

President--Fred Hugenberg, Queen City Varnish Co.

Vice President--Edgar Fasig, Low Brothers Co., Dayton, Ohio.

Secretary & Treasurer--J. A. Kolesa, The Ault & Wiborg Co.

A copy of the By-Laws is appended, which have been adopted, excepting article three, which is still under discussion.

The next meeting will be held at the Metropole Hotel, Cincinnati, Friday, May 14th, at which final organization matter will be handled and several subjects of interest discussed.

1. Name: This club shall be known as the CINCINNATI AND DAYTON SUPERIN-TENDENTS' CLUB.
2. Object: The object of this club will be to promote sociability, co-operation, and educational development among the various paint and varnish superintendents.
3. Membership: The membership shall be limited to paint and var-nish superintendents and their associates and shall be restricted to five (5) men from any one firm. The superinten-dent and four (4) associates, whom he would select. The member must be a representative of a reputable paint concern and must be actively engaged in the actual manufacture of paint or varnish.
4. Eligibility: The superintendent must be elected by a majority vote of the club. His associates shall be accepted by the club upon his recommendation.
5. Officers: The officers of this club shall be President, Vice -President, and Secre-tary-Treas-urer.
6. Election of Officers: The officers shall be elected annually by a majority vote of those members present at the annual meeting of the club, but vacancies in any office may be filled by a majority vote of those members present at any regular meeting of the club for the balance of the year.
7. Duties of Officers: The President shall preside at all meetings. He shall appoint all committees and serve ex-office member of all committees. He shall have the power to call Special meetings when necessary. The Vice-President shall act in the capacity of President in the absence of the latter. The Secretary-Treasurer shall collect all dues of the club and keep track of all disburse-ments, and report at the annual meetings, shall record all minutes of the meeting, shall receive and read all communications addressed to the club and shall send out notices at least one week before all regular and special meetings of the club.
8. Standing Committees: The following committees shall be appointed to serve for one year--Member-ship, Entertainment, Publicity. The President is to be Chairman of the Membership Committee. The Secretary, Chairman of the Entertainment Committee, the Vice -President of the Publicity Committee.
9. Quorum: A quorum shall consist of five members.
10. Meetings: Meetings of this club shall be held on the second Friday of each month of the year unless otherwise provided for.
11. Payment of Dues: The dues shall be Fifteen Dollars ($15.00) per year, payable every four months in advance, per member.
12. Non-Payment of dues: Any member being in arrears two payments and being duly notified by the Secretary shall be automatically sus-pended from the club.
13. Reinstatement of Members: Members shall be reinstated upon payment of all back dues and a majority vote of the members present at a regular meeting of the club.
14. Amendments: All amendments to by-laws must be presented in writing at a regular meeting of the club and must have three signatures.
15. Voting: Each superintendent in good standing shall have one vote.
16. Rules of Order: Robert's Rules of Order shall govern all meetings.

Beginning with the second meeting on May 14, 1920, the principles stated in the Constitution were put into practice. An address was made to the club by Mr. Arthur Brown on "The Value and Uses of Soya Bean and Fish Oils in the Manufacture of Paint and Varnish." A pro-posal was made that members suggest topics for discussion at future meetings. "On account of the difficulty of securing raw materials," a bureau was established, "through which Club members could secure from each other materials they might temporarily be in need of."

Discussions played a large part in these early meetings and many diverse topics were covered, such as Controls in Varnish Making, Causes of Pitting in Black Baking Japan, Paint Makers' Varnish Requirements, the Proper Method of Testing Production.

Technical questions were prominent and recommended changes in ASTM Specifications for China Wood Oil were suggested on April 10, 1922.

First research work was begun in 1926. They sought the reason for livering of paints, enamels and printing inks. This investigation re-sulted in the first club paper in 1928. This was the beginning of a long list of contributions of the Federation Annual Convention program.

The records indicate that Indianapolis became a member of C and D in 1929, followed by Columbus in 1936 when the name change became final.

The life of the organization was carried over into the social activities: one early meeting was adjourned for bowling; various Ladies' Nights were enjoyed; the Past President's Party has become an annul fixture, and the June Golf Outing has been the summer event for the past 33 years.

The Society is proud of the men who have received national recognition over the 53 years of its existence, by their selection to the official family of the Federation.

For some years new presidents have been presented with a gavel when they begin their term of office. This gesture of esteem is made by the local representative of a raw materials supplier and is gratefully received.

Outgoing presidents are given a suitably engraved tie clasp by the Society as a memento of their years of service through the chairs.

The individual members of CDIC are encouraged to accept their rightful place in the society by acceptance of duties and cooperation in all en-deavors which will result in growth of the members and their employers in the industry and the community. To this end CDIC is a member of the Federation of Societies for Coatings Technology, whose title explains its purpose.

LIST OF PRESIDENTS

* Also served as Officer of the Federation
(D) Deceased

Revised August 9, 2004

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