Official Document 14

National Tax Association Communications And
Electronic Commerce Tax Project

Organizing Documents (OD-14) BYLAWS OF THE NTA STEERING COMMITTEE

Bylaws of the NTA Steering Committee

Adopted At Salt Lake City on April 23, 1998

Article I. Attendance and Participation At Steering Committee Meetings

Section 1.01 Participation at Meetings. All meetings of the Steering Committee shall be designated in the advance announcements and on the Project's web site as either

"Steering Committee Meetings," where participation during the meeting shall be limited to guests invited by the Chair, Steering Committee and Operating Committee members. The general public will be invited to comment during specifically designated time periods at each such meeting; or
"Public Hearings," where participation during the meeting is open to the general public.

The Chair may determine in advance that different portions of a single meeting may be designated as Steering Committee Meetings and Public Hearings.

Section 1.02 Open Meetings. All meetings of the Steering Committee shall be open to the public and to the press. The Chair shall announce the participation rules at the beginning of each meeting.

Section 1.03 Meeting Room Arrangement. Where possible, meeting rooms shall be configured in a manner which permits two seats at the main table for each Steering Committee member and one additional seat at the main table for each member of the Operating Committee and the Drafting Committee. If this is not possible, seating will be determined by the Chair, with preference given to the Operating Committee members, to the voting representative of Steering Committee members, and to an appropriate balance of participants. The Operating Committee will provide name cards for each person seated at the main table.

Article II. Voting

Section 2.01 Quorum. No vote shall be binding unless it is taken when there are at least 30 Steering Committee members present (in person or by proxy) and authorized to vote.

Section 2.02 Whether To Vote.

Any Steering Committee member present and authorized to vote may "Move The Previous Question" at any time. If such a Motion is seconded by another Steering Committee member present and authorized to vote, the Chair shall immediately terminate debate and discussion of the Previous Question (i.e., the measure then under consideration.) Discussion of the Motion Of The Previous Question will ensue. The Chair and the Secretary shall then take the votes on the Motion, and if it is approved by the majority described in Section 2.03, the Previous Question shall immediately be put to a vote without further debate or discussion.
In the event the Motion calls for the vote on the Previous Question to be taken at a later date or time, it shall be treated as a Motion To Table. If such a Motion is seconded by another Steering Committee member present and authorized to vote, the Chair shall immediately terminate debate and discussion of the Previous Question. Discussion of the Motion To Table will ensue, followed by a vote on the Motion To Table. If the Motion To Table is approved by the majority described in Section 2.03, the Previous Question shall immediately be tabled to the designated date and time without further debate or discussion.

Section 2.03 Required Majority. The Steering Committee Consensus required for decisions is a 75% majority of those Steering Committee members or their designees present (in person or by proxy) and authorized to vote, provided that such majority must include at least six votes from government representatives and six votes from business representatives.

Section 2.04 Roll Call Voting. All votes shall be by roll call made by the Secretary. Votes shall be cast only by the Steering Committee Member or Alternate(s) identified in the Official Roster published on the web page, or in accordance with Section 2.05.

Section 2.05 Voting Proxies. A proxy may be given in advance for a single meeting by a Steering Committee Member or Alternate(s), authorizing another person to vote on that member's behalf. Any such proxy must be in writing (including fax or e-mail), and the writing must be in the possession of the Secretary before the meeting begins.

Article III. Authority Of The Chair

Section 3.01 Publishing of Agendas. The Chair, in consultation with the Operating Committee, shall determine and publish in advance the agenda for Steering Committee meetings.

Section 3.02 Publishing of Minutes. The Chair, in consultation with the Operating Committee, shall cause minutes to be published on the Project's official web site promptly after all Steering Committee meetings.

Article IV. Public Statements

Section 4.01 Limited to the Chair. No one except the Chair shall be authorized to make a public statement on behalf of the Project.

Section 4.02 Responsibility of Steering Committee Members. All Steering Committee members are expected to use their best efforts when speaking in public to emphasize that they cannot speak on behalf of the Project, and that they are speaking on their own behalf.

Section 4.03 Press Releases. At times to be determined by the Operating Committee, press releases will be prepared by the Chair and approved by the unanimous vote of the Operating Committee.