constitution and bylaws
CONSTITUTION AND BYLAWS
of the
GREATER AKRON AUDUBON SOCIETY
Revision Date: February 7, 2003
Article I: Name
This organization shall be known as the Greater Akron Audubon Society. (Amended February 24, 1976.)
Article II: Purpose
Section1. The purpose and objectives of this Society shall be to engage in any such educational, scientific, investigative, literary, historical, philanthropic and charitable pursuits as may be part of the stated purposes of the National Audubon Society, of which this Society shall function as a Chapter.
Section 2. This Society is not organized, nor shall it be operated, for pecuniary gain or profit, and it does not contemplate the distribution of gains, profits, or dividends to the members thereof, or to any private shareholder or individual. The property, assets, profits, and net income of this Society are irrevocably dedicated to the charitable purposes and no part of the property, assets, profits, or net income of this Society shall ever inure to the benefit of any director, officer, or member thereof or to the benefit of any private shareholder or individual. Upon the dissolution, or upon abandonment, the assets of this Society remaining after payment of or provision for all debts and liabilities of this Society, shall be donated to National Audubon Society, Inc. or its successor or, if unwilling or unable to accept said donation, to such corporation or corporations, association or associations, fund or funds, or foundation or foundations having similar objects and purposes as this Society, as the Executive Committee of this Society may designate, subject to the order of a Court as provided by law; provided that none of such assets shall be donated to any organization other than one organized and operated exclusively for charitable purposes as presently set forth in Section 501 (c) (3) of the Internal Revenue Code.
Section 3. No substantial part of the Society’s activities shall consist of carrying on propaganda, or otherwise attempting to influence legislation, nor shall the Society participate in, or intervene in (including the publishing or distributing of statements), any political campaign on behalf of any candidate for public office.
BYLAWS
Article I: Membership
Section 1. Any person interested in the purposes of the Society is eligible for membership.
Section 2. Classes of membership shall be the same as those maintained by the National Audubon Society.
Section 3. Annual dues of membership shall be as established by the National Audubon Society and shall include the following categories or others that may be set by the National Audubon Society: Regular (individual), Family, Student, Sustaining, Supporting, Contributing, Donor, Life.
Section 4. All classes of members shall enjoy all the rights and privileges pertaining to the members of both this and the National Society.
Section 5. Membership dues shall be payable at the time of application and shall be effective from the date of election, and, in the case of Regular, Family, Student, Sustaining, Supporting, Contributing, and Donor members, yearly thereafter. In the case of Life members, dues shall be paid in full in one sum at the time of application and will be accepted as of the time of election.
Section 6. Should renewal of membership dues not be paid within six months after the time they are payable, a member so in default shall forthwith be dropped from the rolls.
Article II: Meetings
Section 1. Regular meetings of the Society shall be held on the fourth Tuesday of each month from September through June.
Section 2. The annual Meeting of the Society shall be held on the fourth Tuesday of June at which time new officers will be installed and take office.
Section 3. Fifteen members in good standing shall constitute a quorum for the transaction of business at any duly called regular or special meeting.
Article III: Executive Committee
Section 1. The control and conduct of business of the Society shall be vested in its Executive Committee. The Executive Committee shall determine the policies of the Society. The Executive Committee shall include (a) the elected officers, (b) chairmen of Standing Committees and (c) not more than six (6) Directors elected by the members for terms of one year.
Section 2. A majority of the Executive Committee shall constitute a quorum at any meeting of the Executive Committee.
Section 3. Special meetings of the Executive Committee may be called by the President or upon the request of the majority of the Executive Committee.
Article IV: Officers
Section 1. The elected officers of the Society shall be a President, a Vice-President, a Secretary, and a Treasurer. All officers shall serve one (1) year terms.
Section 2. A vacancy in the office of the President or in any other office shall be filled by the person receiving a majority vote of the Executive Committee. He shall hold office until the next annual meeting at which time the vacancy shall be filled in the regular way.
Section 3. The President shall be President of the Society, Chairman of the Executive Committee and an ex-officio member of all committees and shall perform all other duties associated with the Office of President.
Section 4. The Vice-President shall assist the President in the carrying out of his duties and shall preside at all meetings in the absence of the President. He shall be designated by the President to head one of the Standing Committees.
Section 5. The Secretary shall keep a record of all proceedings of the Executive Committee and the Society and shall conduct all the correspondence of the Society.
Section 6. The Treasurer shall have custody of the Society’s funds. He shall disburse the funds as may be ordered by the Executive Committee. He shall report to the Executive Committee at their regular meetings, or as requested. He will prepare an annual report on the financial condition of the Society for distribution to the members at the annual meeting of the members, and a copy of which shall be forwarded to the National Audubon Society. He may serve as Chairman of the Finance Committee.
Section 7. All checks and drafts of the Society may be signed by the Treasurer, the President, or vice-President.
Article V: Nominating Committee
Section 1. The Executive Committee shall annually appoint prior to March 1 a Nominating Committee to consist of not less than three (3) members. The names of the members of the Nominating Committee shall be made known to the membership of the Society and suggestions for nominations for officers may be submitted to the Committee by any member of the Society.
Section 2. The Nominating Committee shall nominate candidates for officers to succeed those whose terms of office expire. Its report shall be presented to the membership at a regular meeting one month prior to the Annual Meeting.
Section 3. Nothing herein contained shall prevent nominations of officers from the floor at the time of the meeting at which elections are held.
Article VI: Elections
Section 1. The election and installation of officers and directors shall take place at the Annual Meeting.
Section 2. Officers presented by the Nominating Committee shall be elected by a voice vote of the membership present at the regular members meeting one month prior to the Annual Meeting, or by motion of the membership instructing the Secretary to cast a unanimous ballot in favor of the recommendations presented by the Nominating Committee: Provided, however, if there is more than one candidate for any office, the election to such office shall be by ballot with the winner receiving the majority vote of the ballots cast.
Article VII: Committees
Section 1. The President, with the approval of the Executive Committee, shall appoint chairmen of Standing Committees who, in turn, may select their own committee members with recommendations and suggestions from the Executive Committee. Terms of office shall be for one year or until successors are appointed. Standing Committees shall be composed of not less than three (3) members.
Section 2. The President, with the approval of the Executive Committee, may appoint Special or Task Force Committees whose terms of office will be determined by the length of the assignment to be done.
Section 3. Standing Committees of the Society may be as follows, and other such Committees as become necessary to carry out the functions of the Society.
Membership Committee
The President shall appoint a Membership Chairman. It shall be the duty of this committee to cooperate with the Membership Department of the National Audubon Society by such measures as obtaining lists of names and addresses of potential members residing within the allotted territory of this Society. It shall also be the duty of this committee to conduct membership campaigns and to attempt to obtain the continuing membership of those who have become delinquent in the payment of their dues.
Program Committee
The President shall appoint a Program Chairman. It shall be the duty of this committee to make all plans and arrangements for the regular meetings of the Society, and it shall promote interest and appreciation through lectures, discussions, exhibits, publications and meetings.
Conservation Committee
The President shall appoint a Conservation Chairman. It shall be the duty of this Committee to keep informed on local, state and national governmental policies and actions affecting natural environment and the conservation of natural resources, to advise the Executive Committee, and to carry out the policies of the Society. It shall be the duty of this committee to endeavor to coordinate its actions with the policies and activities of the National Audubon Society insofar as conservation measures and policies of national scope are concerned and to keep the National Audubon Society informed of such actions.
Field Trip Committee
The President shall appoint a Field Trip Chairman. It shall be the duty of this committee to plan, organize and arrange for the proper conduct of field trips, that may be participated in, not only by the members of the Society, but by non-members and friends.
Article VIII: Commitments
This Society, or its officers or Executive Committee, shall not enter into any commitments binding on the National Audubon Society without authorization from the latter. In like manner, the National Audubon Society shall make no commitments binding on this Society without its consent.
Article IX: Discontinuance
This Society may terminate its status as a Chapter of The National Audubon Society, and the National Society may terminate the status of this Society as a chapter of the National Society, pursuant to procedures set forth in the 2001 Audubon Chapter Policy adopted by the National Society’s Board of Directors on December 8, 2001.
Article X: Parliamentary Authority
In matters not covered by these Bylaws, Roberts Rules of Order shall govern.
Article XI: Amendments
The Constitution and Bylaws may be amended by a majority vote of members in good standing present at any regular meeting or at any special meeting thereof, regularly called, provided a quorum is present.
of the
GREATER AKRON AUDUBON SOCIETY
Revision Date: February 7, 2003
Article I: Name
This organization shall be known as the Greater Akron Audubon Society. (Amended February 24, 1976.)
Article II: Purpose
Section1. The purpose and objectives of this Society shall be to engage in any such educational, scientific, investigative, literary, historical, philanthropic and charitable pursuits as may be part of the stated purposes of the National Audubon Society, of which this Society shall function as a Chapter.
Section 2. This Society is not organized, nor shall it be operated, for pecuniary gain or profit, and it does not contemplate the distribution of gains, profits, or dividends to the members thereof, or to any private shareholder or individual. The property, assets, profits, and net income of this Society are irrevocably dedicated to the charitable purposes and no part of the property, assets, profits, or net income of this Society shall ever inure to the benefit of any director, officer, or member thereof or to the benefit of any private shareholder or individual. Upon the dissolution, or upon abandonment, the assets of this Society remaining after payment of or provision for all debts and liabilities of this Society, shall be donated to National Audubon Society, Inc. or its successor or, if unwilling or unable to accept said donation, to such corporation or corporations, association or associations, fund or funds, or foundation or foundations having similar objects and purposes as this Society, as the Executive Committee of this Society may designate, subject to the order of a Court as provided by law; provided that none of such assets shall be donated to any organization other than one organized and operated exclusively for charitable purposes as presently set forth in Section 501 (c) (3) of the Internal Revenue Code.
Section 3. No substantial part of the Society’s activities shall consist of carrying on propaganda, or otherwise attempting to influence legislation, nor shall the Society participate in, or intervene in (including the publishing or distributing of statements), any political campaign on behalf of any candidate for public office.
BYLAWS
Article I: Membership
Section 1. Any person interested in the purposes of the Society is eligible for membership.
Section 2. Classes of membership shall be the same as those maintained by the National Audubon Society.
Section 3. Annual dues of membership shall be as established by the National Audubon Society and shall include the following categories or others that may be set by the National Audubon Society: Regular (individual), Family, Student, Sustaining, Supporting, Contributing, Donor, Life.
Section 4. All classes of members shall enjoy all the rights and privileges pertaining to the members of both this and the National Society.
Section 5. Membership dues shall be payable at the time of application and shall be effective from the date of election, and, in the case of Regular, Family, Student, Sustaining, Supporting, Contributing, and Donor members, yearly thereafter. In the case of Life members, dues shall be paid in full in one sum at the time of application and will be accepted as of the time of election.
Section 6. Should renewal of membership dues not be paid within six months after the time they are payable, a member so in default shall forthwith be dropped from the rolls.
Article II: Meetings
Section 1. Regular meetings of the Society shall be held on the fourth Tuesday of each month from September through June.
Section 2. The annual Meeting of the Society shall be held on the fourth Tuesday of June at which time new officers will be installed and take office.
Section 3. Fifteen members in good standing shall constitute a quorum for the transaction of business at any duly called regular or special meeting.
Article III: Executive Committee
Section 1. The control and conduct of business of the Society shall be vested in its Executive Committee. The Executive Committee shall determine the policies of the Society. The Executive Committee shall include (a) the elected officers, (b) chairmen of Standing Committees and (c) not more than six (6) Directors elected by the members for terms of one year.
Section 2. A majority of the Executive Committee shall constitute a quorum at any meeting of the Executive Committee.
Section 3. Special meetings of the Executive Committee may be called by the President or upon the request of the majority of the Executive Committee.
Article IV: Officers
Section 1. The elected officers of the Society shall be a President, a Vice-President, a Secretary, and a Treasurer. All officers shall serve one (1) year terms.
Section 2. A vacancy in the office of the President or in any other office shall be filled by the person receiving a majority vote of the Executive Committee. He shall hold office until the next annual meeting at which time the vacancy shall be filled in the regular way.
Section 3. The President shall be President of the Society, Chairman of the Executive Committee and an ex-officio member of all committees and shall perform all other duties associated with the Office of President.
Section 4. The Vice-President shall assist the President in the carrying out of his duties and shall preside at all meetings in the absence of the President. He shall be designated by the President to head one of the Standing Committees.
Section 5. The Secretary shall keep a record of all proceedings of the Executive Committee and the Society and shall conduct all the correspondence of the Society.
Section 6. The Treasurer shall have custody of the Society’s funds. He shall disburse the funds as may be ordered by the Executive Committee. He shall report to the Executive Committee at their regular meetings, or as requested. He will prepare an annual report on the financial condition of the Society for distribution to the members at the annual meeting of the members, and a copy of which shall be forwarded to the National Audubon Society. He may serve as Chairman of the Finance Committee.
Section 7. All checks and drafts of the Society may be signed by the Treasurer, the President, or vice-President.
Article V: Nominating Committee
Section 1. The Executive Committee shall annually appoint prior to March 1 a Nominating Committee to consist of not less than three (3) members. The names of the members of the Nominating Committee shall be made known to the membership of the Society and suggestions for nominations for officers may be submitted to the Committee by any member of the Society.
Section 2. The Nominating Committee shall nominate candidates for officers to succeed those whose terms of office expire. Its report shall be presented to the membership at a regular meeting one month prior to the Annual Meeting.
Section 3. Nothing herein contained shall prevent nominations of officers from the floor at the time of the meeting at which elections are held.
Article VI: Elections
Section 1. The election and installation of officers and directors shall take place at the Annual Meeting.
Section 2. Officers presented by the Nominating Committee shall be elected by a voice vote of the membership present at the regular members meeting one month prior to the Annual Meeting, or by motion of the membership instructing the Secretary to cast a unanimous ballot in favor of the recommendations presented by the Nominating Committee: Provided, however, if there is more than one candidate for any office, the election to such office shall be by ballot with the winner receiving the majority vote of the ballots cast.
Article VII: Committees
Section 1. The President, with the approval of the Executive Committee, shall appoint chairmen of Standing Committees who, in turn, may select their own committee members with recommendations and suggestions from the Executive Committee. Terms of office shall be for one year or until successors are appointed. Standing Committees shall be composed of not less than three (3) members.
Section 2. The President, with the approval of the Executive Committee, may appoint Special or Task Force Committees whose terms of office will be determined by the length of the assignment to be done.
Section 3. Standing Committees of the Society may be as follows, and other such Committees as become necessary to carry out the functions of the Society.
Membership Committee
The President shall appoint a Membership Chairman. It shall be the duty of this committee to cooperate with the Membership Department of the National Audubon Society by such measures as obtaining lists of names and addresses of potential members residing within the allotted territory of this Society. It shall also be the duty of this committee to conduct membership campaigns and to attempt to obtain the continuing membership of those who have become delinquent in the payment of their dues.
Program Committee
The President shall appoint a Program Chairman. It shall be the duty of this committee to make all plans and arrangements for the regular meetings of the Society, and it shall promote interest and appreciation through lectures, discussions, exhibits, publications and meetings.
Conservation Committee
The President shall appoint a Conservation Chairman. It shall be the duty of this Committee to keep informed on local, state and national governmental policies and actions affecting natural environment and the conservation of natural resources, to advise the Executive Committee, and to carry out the policies of the Society. It shall be the duty of this committee to endeavor to coordinate its actions with the policies and activities of the National Audubon Society insofar as conservation measures and policies of national scope are concerned and to keep the National Audubon Society informed of such actions.
Field Trip Committee
The President shall appoint a Field Trip Chairman. It shall be the duty of this committee to plan, organize and arrange for the proper conduct of field trips, that may be participated in, not only by the members of the Society, but by non-members and friends.
Article VIII: Commitments
This Society, or its officers or Executive Committee, shall not enter into any commitments binding on the National Audubon Society without authorization from the latter. In like manner, the National Audubon Society shall make no commitments binding on this Society without its consent.
Article IX: Discontinuance
This Society may terminate its status as a Chapter of The National Audubon Society, and the National Society may terminate the status of this Society as a chapter of the National Society, pursuant to procedures set forth in the 2001 Audubon Chapter Policy adopted by the National Society’s Board of Directors on December 8, 2001.
Article X: Parliamentary Authority
In matters not covered by these Bylaws, Roberts Rules of Order shall govern.
Article XI: Amendments
The Constitution and Bylaws may be amended by a majority vote of members in good standing present at any regular meeting or at any special meeting thereof, regularly called, provided a quorum is present.
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