BYLAWS

ARTICLE 1 -- NAME and PURPOSE

1.1 The Dress and Body Association (hereafter referred to as DBA) is a non-profit, public charity corporation organized for educational purposes.

1.2 The purpose of the DBA is to bring together scholars and researchers  from diverse disciplines and areas of the world in order to share academic research about dress and the body, to offer quality opportunities for professional networking, to offer small research grants, and to forge links with like-minded individuals and organizations. All major activities shall operate online.

1.3 The DBA shall not endorse or make contributions to any political candidates or conduct lobbying activities.

ARTICLE II -- DIRECTOR(S)

2.1 The DBA shall be managed by at least one (but no more than three) long-term Director(s). The founding Directors are Heather M. Akou and Therèsa M. Winge.

2.2 The Director(s) shall select members of the Advisory Board and regularly consult with them regarding finances, event planning, and long-term vision.

2.3 Director(s) (and appointed staff) shall have responsibility for the day-to-day operations of the Association, including communications, finances, and filings that are necessary to maintain non-profit status. Directors shall not be compensated except for reimbursement of expenses and fees for services. The Advisory Board shall determine reasonable compensation (if any) independently of the Director(s).

2.4 Under no circumstances shall Director(s) (or appointed staff) employ a line of credit on behalf of the organization or cause expenses to exceed the balance of existing funds.

2.5 Director(s) shall regularly (at least once per year) provide Association financial statements to the Advisory Board.

2.6 Director(s) are responsible for calling and leading meetings with the Advisory Board. Notice must be given to members at least five days in advance.  All communications shall be conducted through email and video conferencing.

2.7 In the event that it becomes necessary or desirable to replace a Director, the Advisory Council and any remaining Director(s) shall vote on candidate(s).

2.8 In order to maintain the DBA’s status as a US-based 501(c)(3) non-profit organization, at least one Director must always be a US citizen.

ARTICLE III -- ADVISORY BOARD

3.1 Members of the Advisory Board are selected by the Director(s). If there is more than one Director, there must be consensus to invite. Members may be scholars and researchers from any discipline or career stage, but must support the mission of the DBA described in Article I.

3.2 There shall be at least five members of the Advisory Board, but no more than twelve. Members should represent diverse viewpoints and locations around the world, ideally bridging the DBA with relevant organizations and resources. All Director(s) shall also vote as members of the Advisory Board, except in matters involving compensation for Director(s) (if any).

3.3 Advisory Board members are expected to provide professional service to the DBA.

3.4 Board members are also encouraged (but not required) to provide modest financial or in-kind support and may request to review the DBA’s finances at any time. 

3.5 Board members shall not be compensated except for reasonable reimbursement of expenses incurred with DBA verified expenses.  

3.6 Board members shall serve terms of one to three years as determined by the Director(s). Various lengths may be needed for the purposes of staggering membership, but terms may be renewed. Advisory Board members may resign with written notice of at least one month.

3.7 The main tasks of the Advisory Board are to propose policies and advise the Director(s) on communications, budgeting, event-planning, and long-term vision.

3.8 Although the Director(s) may call upon individual members for advice when needed, the Board shall meet online as a body at least once per year. 

3.9 The Director(s) may dismiss members of the Board at their discretion for reasons such as lack of participation in annual meetings, failure to support the mission of the DBA, or unprofessional behavior. Director(s) must convene with at least one Advisory Board member and reach consensus in order to dismiss an Advisory Board member.

ARTICLE IV -- MEETINGS

4.1 A meeting between the Director(s) and full Advisory Board shall occur at least once per year. 

4.2 A quorum for meetings is established with a simple majority.

4.3 Director(s) may call special meetings. The Advisory Board may call a special meeting if at least one-third of members agree and notify the Director(s) in writing. 

4.4 At any official meeting (including meetings limited to Directors and/or staff), the group shall select a person to record minutes. This important function shall rotate among members who are present.

4.5 Minutes shall be posted to the DBA’s website after approval from Advisory Board members and Director(s) for the purposes of transparency and maintaining non-profit status.

ARTICLE V -- SUB-COMMITTEES

5.1 As desired, the Director(s) and/or Advisory Board may form sub-committees for specific purposes such as conferences, fundraising, or public relations.

5.2 All sub-committees must be chaired by a Director or member of the Advisory Board, but may include individuals who are not members.

5.3 Sub-committees do not have authority to set long-term policies or to contradict the purposes of the DBA as described in Article I.

ARTICLE VI -- CONFERENCES

6.1 DBA shall organize at least one online global conference per year.

6.2 Delivery must be online, although local organizations may host in-person events that are shared with other registered participants online (for example, a virtual exhibit).

6.3 The annual conference shall include a meeting between the Director(s) and Advisory Board with a public portion open for viewing and questions. This meeting shall include disclosure of the DBA’s annual budget, revenues, and expenses.

6.4 Although conferences may have various themes, the focus of all presentations and events must be research about dress and/or the body.

ARTICLE VII -- MEMBERSHIP

7.1 General members shall not have voting rights.

7.2 Benefits to general members shall include resources such as access to events, newsletters, grants, fellowships, and professional directories.  

7.3 Individuals may apply for membership. Organizations and communities may also apply for membership.

7.4 General membership shall not be required for annual conferences. Conference participation and attendance requires registration.

7.4 Fee(s) for general membership shall be determined by the Advisory Board, ensuring a broad base of public support consistent with the regulations for a 501(c)(3) non-profit organization.  

7.5 The DBA may offer fellowships and reduced-price memberships.

ARTICLE VIII -- NOTICES

8.1 These Bylaws may be amended when necessary by a two-thirds majority of the combined Director(s) and Advisory Board members. Updates may also be made to comply with changes in state and federal laws.

8.2 In all financial transactions with individuals and organizations who are outside of the United States, Director(s), Advisory Board members, and members acting as DBA agents will comply with federal laws and embargoes. The DBA is not responsible for advising members living outside of the United States on tax laws regarding charitable contributions.

8.3 Director(s) and members of the Advisory Board (and their family members) shall not be eligible for research grants. 

8.4 Applicants for conferences and grants will be considered with positive respect for differences in race, gender, sexual orientation, nationality, religion, physical and mental health, and academic discipline.

8.5 In the event that the DBA ceases to function, all assets must be transferred to another qualified 501(c)(3) organization.

 Incorporated in the State of Indiana, #202006051396275