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BYLAWS OF THE
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| Section 1. | Membership shall be open to persons interested in any aspect of aquatic vegetation management and furthering the goals and objectives outlined in Article I. |
| Section 2. | Memberships shall be contingent upon payment of annual dues. Delinquent membership fees for a period of three consecutive years shall be cause for dropping a member's name from the membership rolls. |
| Section 3. | The fiscal year for membership dues shall be the calendar year. |
| Section 4. | All current members in good standing have voting privileges. |
ARTICLE III
Activities Limited to Exempt Purposes
No part of the net earnings of the Society shall accrue to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the Society shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article First hereof. No part of the activities of the Society shall be lobbying or otherwise attempting to influence legislation and the Society shall not participate in or intervene in (including the publishing or distribution of statements) and political campaign on behalf of any candidate for public office. In the case of a written request from a governmental body, committee, or subdivision, the Society shall provide technical assistance and advice providing the Society deems it appropriate to provide such assistance. Notwithstanding, any other provision of these articles, the Society shall not carry on any other activities not permitted to be carried on by (A) by an organization exempt from Federal income tax under Section 501 (c) (3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law) or (B) by an organization, contributions to which are deductible under Section (170) (c) (2) of the Internal Revenue Code of 1954 (or the corresponding provisions of any future United States Internal Revenue Law).
ARTICLE IV
Officers and Terms
The officers of the Society shall be a President, a Vice-President, a Secretary-Treasurer, and two (2) directors. A Secretary-Treasurer shall be elected bi-annually by mail ballot vote of the membership, with results presented at alternating Annual Meetings. All other officers shall be elected annually by mail ballot vote of the membership with results presented at the Annual Meetings. All candidates for office shall be elected by a plurality of the members voting, unless a majority select one candidate. The President and Vice-President shall serve for one year, beginning at the close of the annual meeting, and ending at the close of the next annual meeting or until their successors have been elected. The Secretary-Treasurer shall serve for two years. The two Directors will serve two years in staggered terms. Elected officers will normally progress from Vice-President to President. Any member shall be eligible to hold office. The Immediate Past President shall remain as a member of the Executive Board for one year.
ARTICLE V
Duties
| Section 1. | President: The President shall preside at all meetings of the Society and of the Executive Board, shall call the Executive Board together when necessary, and shall perform any other duties or functions authorized by the Executive Board. The President may appoint such committees, their members, and chairs, as he or she deems necessary to assist in carrying out the purposes of the Society. The President is an Ex-Officio member of all committees of the Society. |
| Section 2. | Vice-President: The Vice-President shall perform the duties of the President in the absence of the President or because of his/her failure or inability to act. The Vice-President shall serve as the Program Chair for the Annual Meeting. |
| Section 3. | Secretary-Treasurer: The Secretary-Treasurer shall be responsible for correspondence in the interest of the Society and shall also perform the duties of corresponding as directed by the President or Board. The Secretary-Treasurer shall record the minutes of all scheduled meetings of the Executive Board. The Secretary-Treasure shall keep a proper book showing the name of each member of the Society, shall receive all dues or other payments due from members, shall be the custodian of funds of the Society, shall make disbursements authorized by the Board; shall keep all funds in such depositories as the Executive Board may prescribe from time to time; shall keep a permanent file of the minutes of all official meetings; and shall discharge other such duties as may be prescribed by the Board. On Demand, the Secretary-Treasurer shall make a full report to the Executive Board or to the members covering the financial affairs of the Society. All funds, books, records, and vouchers in the Secretary-Treasurer's hands or under his/her control shall at all times be subject to inspection and verification by the Executive Board. At the expiration of his/her term of office, the Secretary-Treasurer shall deliver to his/her successor all books, records, money, and accounts pertaining to or belonging to the Society. The Secretary-Treasurer shall be responsible for the publication of the program for the Annual Meeting. |
| Section 4. | Directors: The Directors and the Immediate Past President shall be active members of the Executive Board and each shall have equal voice with the elected Board members. Assignments, in the best interest of the Society, may be delegated to the Directors and the Immediate Past President by the Board. |
ARTICLE VI
Meetings
| Section 1. | Meetings of the Society shall be held at least once each year, at such time and place as the Executive board shall determine. It shall be the policy to schedule meetings following the time and at the location of the Annual Meeting of the Western Society of Weed Science whenever possible. |
| Section 2. | During the Annual Meeting held in March of each year, one session shall be designated the annual business meeting and shall be for the purpose of presenting the new officers, receiving reports of officers and committees, and for any other business that may arise. |
ARTICLE VII
Executive Board
| Section 1. | The officers of the Society, including the Directors and Immediate Past President, shall constitute the Executive Board. |
| Section 2. | The Executive Board shall have general supervision of the affairs of the Society between its annual meetings, set the dates and place of meetings, make recommendations to the Society, and shall perform other duties as are appropriate to the function and goals of the Society. |
| Section 3. | Three members of the Board shall constitute a quorum. |
| Section 4. | The Executive Board shall meet at the call of the President of any four members of the Board. The President shall chair meetings of the Executive Board. |
ARTICLE VIII
Dues
The annual dues of members shall be determined by a majority vote of the membership at the Annual Meeting upon recommendation of the Executive Board.
ARTICLE IX
Committees
Standing committees shall be recommended by the President-Elect and approved by the Executive Board to serve during his/her term as President as follows:
Membership Committee: This committee shall consist of not less than three members, one of whom shall be the Secretary-Treasurer. This committee shall promote memberships in the Society.
Program/Local Arrangements Committee: The program committee shall consist of the members of the Executive Board chaired by the Vice President and its duty shall be to provide programs for each Annual Meeting and make such arrangements and agreements as needed to provide space and other facilities for the Annual Meeting.
Nominating Committee: The nominating committee shall consist of not less than three members, one of whom shall be a Past President, who shall recommend to the Society candidates for election to the several offices.
Special Committee: Such other committees as from time to time may be deemed necessary shall be appointed by the President or the Executive Board.
Internal Audit Committee: This committee shall consist of at least two members who shall audit all books and fiscal documents of the Society annually, prior to the Annual Business Meeting.
ARTICLE X
Order of Business
All business sessions of the Society shall be conducted according to Robert's Rules of Order, newly revised.
ARTICLE XI
Amendments
These bylaws can be amended by a majority vote of the eligible voting members present at the Annual Business Meeting.
ARTICLE XII
Dissolution
Upon the dissolution of the Society, the Executive Board shall, after paying or making provisions for the payment of all of the liabilities of the Society, transfer all the assets of the Society to the Aquatic Plant Management Society, Inc. or to such organization or other organizations organized and operated exclusively for educational or scientific purposes, as the Executive Board shall determine. No member of the Executive Board or of the Society shall be held personally liable for payment of liabilities beyond the capability of the Society to pay.
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