Article 5.1:

The administration of the Chapter shall be conducted by the Chapter Board, which shall consist of a Chair, a Secretary, a Treasurer, the most recent past Chair (provided he or she completed a term of duty), and four (4) Board members. The \[**DELETE: Secretary-</font>\] Treasurer of the ACL shall ex-officio be a member of the Chapter Board. Except for the past Chair they shall be elected by the Chapter Members for a two-year term of office. If vacancies occur, the Chapter Board shall appoint replacements, subject to approval by the Association Executive Committee, to serve until the next election. Except for the Treasurer, no Board member shall serve more than two (2) terms in any single \[</span>**(B) ADD: elected\] office, \[****(B, cont.) REPLACE: and no longer than six (6) consecutive years on the Board WITH: and no more than three (3) terms in any elected office\]. The Treasurer may serve for a maximum of ten (10) years in that position, subject to the satisfaction of the Board, the Members, and the Association Executive Committee. After the first Chair, every Chair must have served on the Board for at least one year during the past five years. </blockquote> </p> Rationales:

(A) The ACL has split the position of Secretary-Treasurer into two positions. The Treasurer is the more appropriate to continue ex officio on the Chapter Board because of the very close financial working between NAACL and ACL.

(B) The present six-year limitation leads to anomalies. The Past Chair is supposed to provide experience and corporate memory, and yet might have to step down early in his or her term if he or she had spent six years, or nearly that as President or Board Member, only to be replaced by an inexperienced appointee. Similarly, the ACL Treasurer might spend more than six years in that office and hence should be available for more than six years as an ex officio member of the Chapter Board. The new wording tries to capture what is assumed to be the intent of the original wording, a limitation on re-election, while not restricting the terms of unelected members of the Chapter Board. </p> Article 5.4:
To oversee the elections, there shall be a Nominating Committee consisting of at least three members, who shall each serve a three year term. Retiring members of the Chapter Board who are not re-elected to positions as officers or board members become new members of the Nominating Committee. \[**ADD: Any member of the Nominating Committee who is elected to the Chapter Board shall stand down from the Committee.</font>\] If the size of the Nominating Committee falls below three, the requisite number of new members shall be elected by the Members as part of the elections of new officers. Nominating Committee members must be Chapter Members in good standing. The Chair of the Nominating Committee shall be determined by random draw from among the members of the Nominating Committee whose terms are about to expire. The \[</span>**(D) REPLACE: outgoing WITH: Past\] Chair of the Chapter Board shall \[**REPLACE: meet WITH: consult</font>\] with the Nominating Committee \[</span>**(F) DELETE: in an ex officio capacity\] to provide advice about potential nominees. </blockquote> </p> Rationales:

© A member of the Nominating Committee who is re-elected to the Executive Board should stand down from the committee, to prevent overlap of membership.

(D) There is only a neutral "outgoing" Chair in years when the Chair's term has expired and the incumbent is ineligible for re-election or doesn't wish to stand for re-election.

(E) The Nominating Committee need not physically "meet".

(F) To preserve the independence of the Nominating Committee from the Executive Committee, it should be clarified that the Past Chair is not an ex-officio member of the Nominating Committee.

Article 5.5:

Elections shall be conducted annually as follows: the Nominating Committee shall by the first of September preceding the end of a term of office nominate at least one person for each position to be filled, including \[**REPLACE: a WITH: any necessary</font>\] new \[</span>**(G,cont.) REPLACE: Nominations WITH Nominating\] Committee member. </blockquote> </p>

Rationale: (G) Clarification and correction of typo.

Title of Article 6:

\[****(H) REPLACE: Adminstrative WITH: Administrative\] Duties and Representation
Rationale: (H) Correction of typo.

Articles 7.1 and 7.2

Should the Chapter have funds administered \[****(I) REPLACE: independenly WITH: independently\] from the parent Association, its financial year shall coincide with the financial year of the Association. The Administration will be under the obligation to keep such account of the financial position of the Chapter in accordance with the requirements arising therefrom, and to keep the books, records and other data carriers belonging to the accounts in such way that the rights and obligations of the Chapter can be learned at all times. Should the Chapter have funds administered \[****(I, cont.)\] REPLACE: independenly WITH: independently\] from the parent Association, the Chapter Treasurer will supply a current balance sheet and a statement of assets and liabilities to the Secretary-Treasurer of the Association quarterly. In addition, once a year, these financial statements will be approved and signed by all members of the Board, and will form part of a report on the activities and operations of the Chapter, which will be distributed to the Chapter Members.
Rationale: (I) Correction of typo.