Constitution and Bylaws as Amended
Preamble
The objectives of the Corporation are: to promote the general welfare of its members; to further the practical benefits to be derived from personal acquaintance; and to foster the discussion of subjects pertinent to the trading division of the securities business.

Article I
Section 1.
The name of the Corporation shall be "Security Traders Association of Chicago, Inc.".

Article II
Section 1.
The officers of the Corporation shall consist of a President, a Vice-President, a Secretary, a Treasurer, and a Financial Secretary.

Section 2.
The President, or in his/her absence the Vice-President, shall preside at all meetings of the members and of the Board of Directors. The President, or in his/her absence the Vice-president, shall, with the Secretary or Treasurer or Financial Secretary, sign all contracts and obligations of the Association and shall perform such duties as the Board of Directors may assign to him/her.

Section 3.
The Vice-president shall perform the duties of the President in his/her absence and shall perform such other duties as may be delegated to him/her by the Board of Directors. The Vice-president shall serve as Chairperson of the Membership Committee.

Section 4.
The Secretary shall give notice of all general meetings and all elections of the Corporation and of the Board of Directors. He/she shall also notify persons elected to membership of their election.

Section 5.
The Treasurer shall collect all dues and assessments, shall keep the accounts of the Corporation, and shall report whenever requested to do so by the Board of Directors at the end of the fiscal year. Such report is to be made available to any member upon request. The Treasurer shall serve as Chairperson of the Budget and Finance Committee.

Section 6.
The Financial Secretary shall assist the Treasurer, and shall perform such other duties as may be delegated by the Board of Directors.

Section 7.
The fiscal year shall be from March 1st to the last day of February, inclusive.

Section 8.
Should a vacancy occur in the Association's officers or directors during any year, the Board of Directors shall select a replacement to serve the balance of the elected term.

 

 

 

Article III
Section 1.
The Board of Directors of the Corporation shall consist of sixteen (16) members: the five Officers, the ten members appointed by the elected officers to serve as Directors, and the retiring President.

Section 2.
The Board of Directors shall have general charge of the affairs of the Organization. They shall have full power to carry out the By-laws. A majority of its members shall constitute a quorum.

Article IV - National Delegates
Section 1.
The Board of Directors shall appoint national Delegates and alternates in such numbers as may from time to time be provided by the regulations of the Security Traders Association. No two or more national Delegates or alternates shall be members or employees of the same organization. Officers and Directors shall be eligible for the office of national Delegate or alternate. The President of the Organization shall be ex officio one of such national Delegates.

Article V - Committees
Section 1.
In accordance with Article III, the Board of Directors shall annually appoint the Chairperson of the Membership, By-laws, and the Budget & Finance Committees.

Section 2.
The Chairperson shall select the other members of the committees with the approval of the Board of Directors.

Section 3.
The Membership Committee shall receive all applications for membership and after due consideration shall submit the names of applicants to the Board of Directors with recommendations.

Section 4.
The Bylaws Committee shall have the responsibility of reviewing the existing constitution and by-laws, and recommending suggested changes to the Board of Directors.

Section 5.
The Budget & Finance Committee shall have the responsibility of reviewing the financial status of the organization, and making investment recommendations to the Board of Directors.

Section 6. The Board of Directors shall annually review and/or establish any other committees they deem necessary (i.e. Chicago Liaisons, NASDAQ, Information & Education).

Article VI - Meetings
Section 1.
The annual membership meeting shall be held in conjunction with the "Members Only Dinner."

Section 2.
The President may call a meeting of the members at his/her discretion or shall call a meeting at the request of the Board of Directors.

Section 3.
Ten percent of the members shall constitute a quorum at any business meeting.

 

Article VII - Membership
Section 1.
The membership in the Organization shall consist of four classes: Active, Life, Associate, and Honorary.

Section 2.
Any person shall be eligible for Active Membership in the Organization who is employed as a trader of securities by a broker, dealer, financial institution, or other trading related business (subject to Board approval) located in the Chicagoland investment community, and who has served in such capacity for a period of not less than one year (however, the one year requirement may be waived at the discretion of the Membership Committee.) A membership shall become void at the end of the fiscal year during which the member ceases to be active in the securities business in the Chicagoland investment community except as explained in Section Four, or with approval from the Membership Committee.

Section 3.
Active Membership in this Organization shall be by election by the Board of Directors upon written application, sponsorship by two members in good standing, and with the approval of the Membership Committee.

Section 4.
Life Membership in the Organization shall be by appointment of the Board of Directors. Any retired member of the Security Traders Association of Chicago after twenty (20) years of membership may submit in writing a request for Life Membership. Upon acceptance and approval by the Board of Directors, the member will not be assessed dues and will be termed a Life Member in good standing. If a Life Member returns to the securities business, Life Membership will cease and he/she must reinstate their Active Membership. If a Life Member desires membership in the Security Traders Association, he/she will be charged accordingly.

Section 5.
Associate Membership in the Organization shall be by election by the Board of Directors. Any person who is engaged as a trader of floor broker for any broker, financial institution or securities firm either in or outside of the Chicagoland investment community is eligible for Associate Membership after review by the Membership Committee. Membership shall be based on a flexible number agreed upon by the officers and directors on a fiscal year basis, never to exceed 49% of the regular membership. Such members are entitled to all of the privileges of the Organization, except the right to vote or hold office.

Section 6.
Honorary Membership shall be conferred on individuals by the Board of Directors.

Section 7.
The Active Membership of the Organization shall be unlimited in number.

Section 8.
A member may be expelled for conduct deemed either harmful to the interest of the Corporation, or inconsistent with just and equitable principals of trade by a majority vote of the Board of Directors. But, the Board shall not act on the expulsion of a member until after ten-day written notice has been given to him/her, and he/she has had an opportunity to be heard in person by the Board of Directors.

Article VIII - Dues
Section 1.
Dues of Active and Associate Members shall be determined by the Board of Directors.

Section 2.
Should the dues of any member remain unpaid for sixty days following a dated invoice, the membership involved shall be suspended. Any member thus suspended may be reinstated at the discretion of the Board of Directors.

Article IX - Nominations
Section 1.
Every year, on or before September 15th, each member of the Board of Directors shall recommend one Active Member as a candidate for the Nominating Committee. Not more than one employee of a firm shall be eligible for the Nominating Committee during the same term. The general membership will vote for appointment to the Nominating Committee by selecting 7 of the 16 candidates submitted. The Nominating Committee will then be selected by November 1st, and will consist of ten members. The Chairman of the committee shall be the past President two years removed. Also serving on the committee will be the past President and the current outgoing President. In the event they are unable to serve in this capacity, selection will be made by the Board of Directors. Within one week after the appointment of this Committee, the Secretary shall notify the membership of the Nominating Committees appointment and at the same time request suggestions for the elective offices.

All suggestions made must be on file with the Nominating Committee no later than two weeks after the announcement of the appointment has been made. All suggestions must be made in writing. All candidates must be prepared to make a personal appearance before the committee to present his/her reason for candidacy, if said committee deems it necessary. If a candidate feels for any reason that he/she should make a personal appearance before the committee, the Chairperson must be notified two weeks prior to the committee's convening. Not more than one employee of a firm shall be eligible for elective office during the same year. The Nominating Committee, through its Chairperson, shall notify the President and Secretary in writing not later than December 31st of its selection of officers for the ensuing year and the Secretary shall immediately make formal announcement to the entire membership.

Section 2.
The Nominating Committee's selections shall be considered unanimously elected at the termination of the Committee.

Section 3.
If an alternate nomination of an officer is received within the allotted time, the Nominating Committee shall reconvene to consider the alternate nomination and shall provide for allowing a responsible member proposing the alternate to be heard by the Nominating Committee. The decision of the Nominating Committee shall then be final. The President shall have the responsibility of adjourning the Committee.

Section 4.
No member will be allowed to serve two consecutive terms on the Nominating Committee.

Article X - Terms of Office
Section 1.
The term of office for the Officers shall be one year.

Section 2.
The term of office for the Directors shall be for two years, with the exception of the Past President who shall serve for one year. New members of the Board of Directors must serve a minimum of one year on the Advisory Committee, and shall then be appointed by the officers each year. In the event that a candidate for a retiring Director does not come forward, the Director may continue to serve on a yearly basis or until such a replacement is found. New officers must have served a minimum of one year as a Director. This requirement may be waived by unanimous approval of the current officers.

Section 3.
The term of Advisor shall be for one year. Candidates will submit written application to the incoming President of STAC no later than February 15th. Not more than one employee of a firm shall be eligible for the Advisory Committee during the same year. The committee will consist of not more than 20 members. New members of the Advisory Committee shall be appointed by the Officers each year. In the event that a candidate for a retiring Advisor does not come forward, that Advisor may continue to serve on a yearly basis or until such a replacement is found.

Section 4.
The Officers, members of the Board of Directors, and the Advisory Committee shall assume their duties on March 1st and shall hold office until their successors have been elected or appointed.

Article XI - Amendments
Section 1.
Amendments to the Constitution may be proposed to the Board of Directors by any member, provided that the member puts his/her proposal in writing to the Chairperson of the By-laws Committee. The proposed amendment shall be voted upon at any regularly or specially called meeting of the Board of Directors, provided that there is a quorum present, in order to pass such an amendment, and that notice of the proposed amendment was given 30 days prior to the vote.

Amended May 13, 2003