Constitutions & Bylaws

VIRGINIA SECTION CONSTITUTION

(Effective as of November 2024)

PDF FILE OF VA SECTION CONSTITUTION

ARTICLE 1: GENERAL

1.0 Name: The name of this organization shall be the Virginia Section, American Society of Civil Engineers (ASCE) (hereinafter referred to as the “Section”).
1.1 Objective: The objective of the Section shall be the advancement of the science and profession of engineering, in a manner consistent with the purpose of the American Society of Civil Engineers (hereinafter referred to as the “Society”).

ARTICLE 2: AREA AND MEMBERSHIP

2.1 Area: The area of the Section shall be divided into seven (7) Branches covering the areas below:

  • Blue Ridge Branch (established 1967): Counties of Albemarle, Augusta, Greene, Highland, Madison, Nelson, Page, Rockingham, Shenandoah, and the cities therein.
  • Bull Run Branch (established 1969): Counties of Clarke, Culpeper, Fauquier, Frederick, Loudoun, Prince William, Rappahannock, Spotsylvania, Stafford, Warren, and the cities therein.
  • Lynchburg Branch (established 1975): Counties of Amherst, Appomattox, Bedford, Campbell, Charlotte, Halifax, Pittsylvania, Rockbridge, and the cities therein.
  • Norfolk Branch (established 1955): Counties of Accomack, Greensville, Isle of Wight, Northampton, Southampton, Surry, Sussex, and the cities therein. Norfolk Branch also includes the independent cities of Chesapeake, Norfolk, Portsmouth, Suffolk, and Virginia Beach.
  • Peninsula Branch (established 1966): Counties of Gloucester, James City, Lancaster, Mathews, Middlesex, Northumberland, York, and the cities therein. Peninsula Branch also includes the independent cities of Hampton, Newport News, and Poquoson.
  • Richmond Branch (established 1955): Counties of Amelia, Brunswick, Buckingham, Caroline, Charles City, Chesterfield, Cumberland, Dinwiddie, Essex, Fluvanna, Goochland, Hanover, Henrico, King and Queen, King George, King William, Louisa, Lunenberg, Mecklenburg, New Kent, Nottoway, Orange, Powhatan, Prince Edward, Prince George, Richmond, Westmoreland, and the cities therein.
  • Roanoke Branch (established 1955): Counties of Alleghany, Bath, Bland, Botetourt, Buchanan, Carroll, Craig, Dickenson, Floyd, Franklin, Giles, Grayson, Henry, Lee, Montgomery, Patrick, Pulaski, Roanoke, Russell, Scott, Smyth, Tazewell, Washington, Wise, Wythe, and the cities therein.

2.2 Assigned Members: All members of the Society, of all grades, whose addresses of record are within the boundaries of the Section, as defined by the Society, shall be Assigned Members of the Section.

2.3 Subscribing Members: All members of the Society, of all grades, who subscribe to the Constitution and Bylaws of the Section, have paid the current dues of the Section, or are exempt by Article 4, shall be Subscribing Members of the Section in good standing.

2.3.1 Rights of Subscribing Members: Only Subscribing Members in good standing, in a voting grade of membership as defined by the Society, shall be eligible to vote in Section elections, hold Section office, serve on Section committees, or represent the Section officially.

2.3.2 Termination of Rights for Non-payment of Dues: Subscribing membership ceases for any member whose dues are more than six (6) months in arrears.

2.4 Institute-Only Members: Institute-only Members of a Society Institute may be members of a Section or Branch Technical Group or local Institute Chapter.

ARTICLE 3: SEPARATION FROM MEMBERSHIP

3.1 Separation from Membership: Upon termination of membership in the Society, a person shall cease to be a member of the Section.

ARTICLE 4: DUES

4.1 Annual Dues: Annual Dues shall be established by the Section Board of Directors as set forth in the Section Bylaws.
4.2 Exemption from Dues: Membership grades and classifications exempt from Society membership dues shall also be exempt from Section dues.
4.3 Good Standing: A Section member whose obligation to pay is current shall be considered a Section Member in Good Standing.

ARTICLE 5: MANAGEMENT

5.1 Board of Directors: The governing body of the Section shall be a Board of Directors (hereinafter referred to as the “Board”). The Board shall be responsible for the supervision, control, and direction of the Section, and shall manage the affairs of the Section in accordance with the provisions of the Section and Society governing documents.

ARTICLE 6: OFFICERS AND DIRECTORS

6.1 Officers: Officers of the Section shall be:

  • President
  • President-elect
  • Past President
  • First Vice President
  • Second Vice President
  • Secretary
  • Treasurer

6.2 Directors: There shall be two (2) elected Directors.

6.3 Board of Directors: The Board shall consist of the Officers, the elected Directors, and the President of each Branch.

ARTICLE 7: ELECTIONS

7.1 Elections: The Board shall establish and maintain procedures for the annual election of Officers and Directors.

ARTICLE 8: MEETINGS

8.1 Membership Meetings
8.1.1 Annual Meeting: The Section shall hold at least one (1) business meeting annually, termed the Annual Meeting, on a date fixed in accordance with the Bylaws.
8.1.2 Other Meetings: Other meetings shall be called at the discretion of the Board, or by the President upon the written request of at least twenty-five (25) Subscribing Members.

8.2 Board of Directors Meetings
8.2.1 Meeting Frequency: The Board shall hold at least three (3) meetings annually. One (1) of these meetings shall be at the Annual Meeting.

ARTICLE 9: SUBSIDIARY ORGANIZATIONS AND COMMITTEES

9.1 Subsidiary Organizations: Subsidiary Organizations may be formed within the Section to facilitate the carrying out of the objectives of the Section, to promote interest in the Society, and to provide members of the Section a better opportunity for participation in local Society activities, in accordance with the provisions of the Bylaws.

9.2 Committees: The Board may establish standing or task committees to carry out the work of the Section.

ARTICLE 10: ADMINISTRATIVE PROVISIONS

10.1 Proper Use of Section Resources: No part of the net earnings of the Section shall inure to the benefit of, or be distributable to its Directors, Officers, or any other private persons, except that the Section shall be authorized and empowered to pay reasonable reimbursements, payments, or compensation for services rendered in furtherance of the purposes set forth above.

10.2 Limitations on Political Activity: No substantial part of the activities of the Section shall involve carrying on propaganda or attempting to influence legislation. The Section shall not participate in or intervene in any political campaign on behalf of or in opposition to any candidate for public office. The Section shall not engage in any activities prohibited by the Society’s governing documents.

10.3 Conflict of Interest: A Conflict of Interest shall be defined as any activity, transaction, relationship, service, or consideration which is, or appears to be, contrary to the best interest of the Section or the Society. Any interested individual must disclose any actual or potential conflict of interest to the Section entity considering the proposed transaction. Actions to address the conflict shall be taken by either the interested individual or the Section entity.

10.4 Distribution of Section Assets: Upon dissolution of the Section, remaining assets shall be distributed to organizations that qualify under Section 501(c)(3) of the Internal Revenue Code, as determined by the Board, or to the Society if no designation is made.

ARTICLE 11: AMENDMENTS

11.1 Amendment of the Constitution:

11.1.1 Proposal: An amendment to this Constitution may be proposed by one (1) of the following two (2) methods:

  • 11.1.1.1 Board of Directors: A two-thirds (2/3) vote of the members of the Board present at a duly constituted Board meeting where a quorum is in attendance, provided that a written notice containing the text of the proposed amendment is published to the membership at least thirty (30) days in advance of the meeting.
  • 11.1.1.2 Written Petition: A Written Petition submitted to the Section Secretary containing the text of the amendment, signed by not less than fifty (50) Subscribing Members of the Section.

11.1.2 Society Approval: The proposed amendment shall be reviewed and approved by the appropriate Society Committee(s) before being voted upon by the Subscribing Members.

11.1.2.1 Boundary Changes: If the proposed amendment involves a change in the Section boundaries, this change shall be approved by the Region Board of Governors prior to any consideration of the Constitution amendment by the Section.

11.1.3 Section Approval: The proposed amendment shall be distributed to the Subscribing Members of the Section who shall be given the opportunity to vote. To become effective, the proposed amendment shall receive an affirmative vote of not less than two-thirds (2/3) of the Subscribing Members voting.