ACTS By-Laws – Adopted July 2015

Article I - The name of the corporation shall be Advisory Commission on Textbook Specifications, Inc. (ACTS, Inc.) and the principal office of the corporation shall be located at the offices of the Book Manufacturers’ Institute, Inc. (BMI).

Article II – The purpose of ACTS is to manage and maintain the Manufacturing Standards and Specifications for Textbooks.  The MSST is used to maintain appropriate physical standards of quality and performance for printed elementary and high school instructional materials, which may include textbooks, related educational materials, bound, unbound and kit or package form materials.

Article III - The members of the corporation (ACTS, Inc.) shall consist of the State Instructional Materials Review Association (SIMRA), the Association of American Publishers (AAP) and the Book Manufacturers’ Institute, Inc. (BMI).  Each association shall designate 3 representatives from their association to make up the Board of Directors (BOD).  Each association shall designate a designee from its representatives.  The BOD shall manage the affairs of ACTS Inc, maintain the MSST and oversee meetings of the Commission.  Each association will get one vote and for changes/proposals to pass, the vote must be unanimous and will be cast by the designee for each association.  A quorum will be defined as the designee and one additional member from each association in attendance at a meeting.

Article IV - The Corporation (ACTS, Inc.) shall be financed by fees collected in connection with sales of MSST or other revenue generation agreements such as sponsorships or meeting proceeds. In the event of dissolution of the corporation (ACTS, Inc.), any funds in the treasury at that time shall be distributed to a mutually agreed upon charitable organization.

Article V – ACTS Inc shall hold three meetings each year.  There shall be a winter meeting which is to be a working session of the BOD only.  Then there will be a summer BOD meeting which prepares for the Commission meeting and a summer Commission meeting.  All meetings will be held virtually unless the BOD determines their needs to be face to face meeting.  In that case, 60 days notice will be provided.  The time for such meetings  shall  be  determined  by  the  Chairperson and appropriate notice, agenda and supplemental information  shall  be  sent  to each member of the BOD prior to each meeting.  The Chairperson shall send a 30-day advance  notice  and  a  copy  of  the  agenda  of  the summer Commission  meeting  to  SIMRA members, publishers, book manufacturers,  textbook  component  and  materials  manufacturers,  and  other  interested  persons requesting notice.

Article VI – The BOD shall be directed by a Chairperson and Vice Chairperson and supported by an ACTS Coordinator.  The role of Chairperson and Vice Chairperson shall be filled for 2 year terms.  Each organization will rotate into each of these roles with the BMI designee filling the Chairperson role and the AAP designee filling the Vice Chairperson role upon ratification of these bylaws.  After two years, the AAP designee will fill the Chairperson role and the SIMRA designee will fill the Vice Chairperson role.  BMI will not fill a role at that time.  This rotation will continue until changed by a bylaw amendment. 

  • Chairperson – the chairperson shall oversee the scheduling of all meetings, the management of all meetings and ensure the bylaws are upheld.  Appointment of the Chairperson shall be by the association responsible for filling the role at that time.
  • Vice Chairperson – the vice chairperson shall fill in for the chairperson if the chair cannot fulfill their duties.  Appointment of the Vice Chairperson shall be by the association responsible for filling the role at that time.
  • ACTS Coordinator – the ACTS Coordinator role will be filled during 2016 and 2017 by a member of the BMI association.  This role will be non-voting and will be in addition to the 3 BMI members on the BOD.  The role will be to respond to inquiries on the MSST, coordinate printing of the MSST after revisions are made, manage and track financial matters, take meeting minutes, coordinate virtual meeting agendas and notifications.  ACTS will pay BMI $3,000 annually for this service during 2016 and 2017.

Article VII – The Corporation shall have a seal of such design as the Board of Directors may adopt. 

Article VIII - The by-laws  may be amended  by  an  affirmative unanimous vote of the ACTS, Inc. BOD provided that notice of the proposed amendments shall have been served on all members at least fifteen (15) days in advance of the time for voting at a meeting.