of the ASTRONOMICAL ASSOCIATION of NORTHERN CALIFORNIA — A California Corporation
Article I General Provisions
Section 1. Principal Office
Subject to the provisions of Section 1, third of Article
III of these By-laws, the principal office of the corporation
shall be located in the State of California.
Section 2 Annual Meetings of Members
The annual meeting of the members shall be held during
the month of December of each year.
Section 3. Number of Delegates
Subject to the terms of Article III, Section 1 of these
By-laws, there shall abe one delegate to the corporate
board from each member organization.
Section 4. Regular Meeting of the Directors
Regular meetings of the Delegates shall be held at 2:00
P.M. on one Sunday each month.
Section 5. Annual Dues
The annual dues shall be set by the Board of Delegates
and shall be payable by all members, wishing to renew
membership, on the first day of January of each year. Dues
not paid within ninety days after the due date become
delinquent, and the member shall be so notified by the
Treasurer. If dues are not paid within
ninety days following this notice, the member's name
shall be removed from the membership role, at the discretion
of the Board of Delegates, with subsequent loss of any
accumulative privileges and seniority.
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I. General
Provisions
II.
Meetings
III.
Board of Delegates
IV. Officers
V.
Election Procedure
VI. Records
VII.
Presidential Committees
VIII.
Amendments
IX. Rules of Order |
ARTICLE II Meetings
Section 1. Place of Meetings
Except as otherwise provided by law, all
meetings shall be held either at the principal office
ar at any other place within or without the State of
California which may be designated wither by the Directors
pursuant to authority hereinafter granted to said Board,
or by the written consent of all persons entitled to
vote thereat, given either before or after the meeting
and filed with the secretary of the corporation.
Section 2. Annual Meetings
The annual Assembly meeting shall be held at the time
and date provided in Article I, Section 2 hereof. At
such meeting, officers shall be considered and elected,
and any other business may be transacted which is within
the powers of the Board of Delegates.
Written notice of each annual meeting is hereby dispensed
with, except that actions shall not be taken on any of
the following proposals unless written notice o the general
nature of the business or proposal has been given as
in the case o a special meeting: a) A proposal
to sell, lease, convey, exchange, transfer, or otherwise
dispose of all of the property of assets of the corporation,
except action involving a mortgage, deed of trust, pledge,
or other hypothecation of all or any part of the corporation's
real or personal property subject to the provisions of
section 3900 of the California Corporations Code. b)
A proposal to merge or consolidate with another foreign
or domestic corporation. c) A proposal to amend
the Articles of the corporation, except of the purpose
of extending the term of the corporate existence. d)
A proposal to wind up or dissolve the corporation.
Section 3. Special Meetings
Special meetings of the Delegates for any purpose or
purposes whatsoever, may be called at any time by any
two officers. Except in special cases where
other express provision is made by statute, notice of
such special meetings shall be given to each member entitled
to vote, either personally or by mail, charges prepaid,
addressed to each member at his address appearing on
the books of the notice. If a member gives
no address, notice shall be deemed to have been given
him if sent by mail or other means of written communication
addressed to the place where the principal office of
the corporation is situated, or if published at least
once in some newspaper of general circulation in the
county where said office is located. All
such notices shall be sent to each member entitled Thereto
not less than seven days before each meeting. Such
notices shall specify the place, the day, and the hour
of such meeting, state such other matters, if any, as
may be required by statute.
Section 4. Quorum
The presence in person, or by proxy, of 30% of the Delegates
shall constitute a quorum for the transaction of business. The
members present at a duly-called or-held meeting at which
a quorum is present may continue to do business until
adjournment, notwithstanding the withdrawal of enough
members to leave less than a quorum.
Section 5. Adjourned Meeting and Notice Thereof
Any Delegates meeting, whether or not a quorum is present,
may be adjourned from time to time by the vote of a majority
of the members present, but in the absence of a quorum
no other business be transacted at such meeting.
When any Delegates meeting, regular, annual or special,
is adjourned for thirty days or more, notice of the adjourned
meeting shall be given as in the case of an original
meeting. Save as aforesaid, it shall not
be necessary to give any notice of the time and place
of the adjourned meeting or of the business to be transacted
thereat, other than announcement at the meeting at which
such adjournment is taken.
Section 6. Voting
To be a "voting member" of this corporation,
one must have paid in full by the beginning of the 11th
month following that in which the elections are held,
all fees due from him. A record date other
than specified in this section shall be controlled by
edict of the Delegates if they so determine. The
secretary shall maintain a list of those qualified to
cast votes for the Officers by the time elections are
held.
Only members who have paid in full all fees due from
them, and who fulfill their other requirements of these
by-laws and the Articles may cast votes. Such
votes may be viva voce or by ballot. Every
member entitled to vote in such an election of shall
cast one vote for each office. Votes for
any one candidate may not be cumulated. The
candidates receiving the highest numbers of votes shall
be declared elected. The offices of President,
Executive Vice-President, Treasurer, and Secretary shall
be elective, to be filled by vote of the Delegates. The
Officers thereby elected must by of age eighteen (18),
or older. The Officers shall serve as Delegates
of the corporation also.
Section 7. Consent to Absentees
The transactions of any Delegates meeting, regular,
annual, or special, however called and noticed, shall
be as valid as though had at a meeting duly held after
regular call and notice, if a quorum be present, and
if, either before or after the meeting, each of the persons
entitled to vote, not present in person, signs a written
waiver of notice, or a consent to the holding of such
meeting, or an approval of the minutes thereof. All
such waivers, consents or approvals shall be filed with
the appropriate corporate records, or made a part of
the minutes of the meeting.
Section 8. Inspectors of Election
In advance of any Assembly meeting, the Board of Delegates
may appoint any persons other than the nominees for office,
inspectors of election to act at such meeting or any
adjournment thereof. If inspectors of election
be not so appointed, the chairman of any such meeting
may, and on the request of any member shall, make such
appointment at the meeting. The number of
inspectors shall be three. If appointed
at a meeting upon the request of one or more members,
the majority of members present shall ratify or not each
inspector appointed. In case any person
appointed as an inspector fails to appear or fails to
act, the resulting vacancy may be filled by appointment
of the Board of Delegates in advance of the meeting,
or at the meeting by the chairman.
The duties of the inspectors shall be as prescribed
by Section 2233 of the Corporations Code of California
and shall include: determination of all challenges
and questions in any way arising in connection with the
right to vote. determining the existence of a
quorum. receiving votes, ballots, and consents. counting
and tabulating all votes and consent. determining
the result. and such acts as may be proper to
conduct the election or vote with fairness to all members.
Section 10. Membership Qualifications
There shall be one class of membership in the corporation
Assembly called general.
The qualifications, requirements, privileges, and disabilities
of general membership shall be:
a) A scientific, social
educational, or commercial organization dedicated to
the support of the activities and principles of the AANC,
as outlined in the Articles of Incorporation.
b) Payment of annual
fees according to Article I, Section 6.
c) Exercise of one membership
vote per annual fee paid.
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I. General
Provisions
II.
Meetings
III.
Board of Delegates
IV. Officers
V.
Election Procedure
VI. Records
VII.
Presidential Committees
VIII.
Amendments
IX. Rules of Order |
ARTICLE III Board of Delegates
Section 1. Powers
Subject to limitations of the Articles of Incorporation,
of the By-laws, and of the California General Corporation
Law as to action to be authorized or approved by the
member organizations, and subject to the duties of delegates
as prescribed by the By-laws, all corporate powers shall
be exercised by or under the authority of, and the business
and affairs of the corporation shall be controlled by,
the Board of Delegates. Without prejudice
to such general powers, but subject to the same limitations,
it is hereby expressly declared that the Delegates shall
have the following powers to wit:
First--To select and remove all Officers of the corporation,
and prescribe such powers and duties for them, as may
not be inconsistent with the Articles of Incorporation
or the By-laws.
Second--To conduct, manage, and control the affairs
and business of the corporation, and to make such rules
and regulations therefor which are not inconsistent with
law, with Articles of Incorporation, or with the By-laws,
as they may deem best.
Third--To change the principal office for the transaction
of the business of the corporation from one location
to another, and to fix and locate from time to time one
or more subsidiary offices of the corporation within
or without the State of California. to designate
any place within or without the State of California for
the holding of any meeting or meetings, and to adopt,
make, and use a corporate seal, and to prescribe the
forms of certificates of membership, and to alter the
form of such seal and of such certificates from time
to time, as in their judgement they may deem best, provided
such seal and such certificates shall at all times comply
with the provisions of law.
Fourth--To borrow money and incur indebtedness for the
purposes of the corporation, and to cause to be executed
and delivered therefor, in the corporate name. promissory
notes, bonds, debentures, deeds of trust, mortgages,
pledges, hypothecations, or other evidences of debt and
securities therefor.
Fifth--To appoint an Executive committee and other committees,
and to delegate to the Executive committee any of the
powers and authority to the Board in the management of
the business and affairs of the corporation, except to
adopt, amend, or repeal the by-laws. The
Board of Delegates shall have the power to prescribe
the manner in which proceedings of the Executive committee
and other committees shall be conducted. The
Executive committee shall be composed of two or more
Delegates. Unless the Board of Delegates
shall be otherwise provide. regular meetings of
the Executive, notice of which is hereby dispensed with,
shall be held at such times as are determined by the
Board of Delegates, or by such committee if appointed.
A special meeting of the Executive committee shall be
held at the principal office of the corporation,
or at any place which has been designated from time to
time by resolution of the Executive Committee or by written
consent of all members thereof, and may be called by
the President, or any two members thereof, upon written
notice to the members of the Executive committee of the
time and place of such special meeting given in the manner
provided for the giving of written notice to members
of he Board of Delegates of the time and place of special
meetings of the Board of Delegates. Minutes shall be
kept of each meeting of the Executive committee. Vacancies
in the membership of the Executive committee may be filled
by the Board of Delegates a majority of the authorized
number of members of the Executive committee shall constitute
a quorum for the transaction of business and transactions
of any meeting of the Executive committee, however called
and noticed or wherever held, shall be as valid as though
had at a meeting duly held after regular call and notice,
if a quorum is present and if, either before or after
the meeting, each of the members not present signs a
written waiver of notice or a consent to holding such
meeting or an approval of the minutes thereof. All
such waivers consents, or approvals shall be filed with
the corporate records or made a part of the minutes of
the meeting.
Section 2. Number and Qualification of Delegates
Each Delegate shall be eighteen (18) years of age or
older at the time of taking office. The
authorized number of Delegates shall be as provided in
Article I, Section 3 hereof, until changed by amendment
of the Articles of Incorporation or by a By-law duly
adopted by the members amending Section 3 or Article
I. and if it is proposed to alter the authorized
number of Delegates, a majority vote of the Board shall
be necessary for such alteration.
Section 3. Election and Term of Office
The Officers shall be elected at each annual meeting,
but if any such meeting is not held ar if the Officers
are not elected thereat, they may be elected at any special
Delegate meeting held for that purpose. All
Officers shall hold office until their respective successors
are elected and installed.
Section 4. Vacancies
Vacancies on the Board of Delegates shall be
filled by the appropriate member groups and each Delegate
so elected shall hold office until his successor is designated. A
vacancy shall be deemed to exist in the case of death,
resignation, or removal of any Delegate or if the authorized
number of delegates be increased.
The Delegates may elect an Officer or Officers at any
time to fill any vacancy or vacancies not filled by the
Delegates. If the Board of Delegates accepts
the resignation of an Officer rendered to take effect
at a future time, the Board of Delegates shall have power
to elect a successor to take office when the resignation
is to become effective.
No reduction in the authorized number of Officers shall
have the effect of removing any Officer prior to the
expiration of his regular term of office.
Section 5. Removal and Resignation
Any Officer may be removed from office, with or without
cause, by a majority vote of the Delegates.
Any officer who misses two consecutive board meetings,
or a total of three in the course of his annual term,
may be considered to have thereby tendered his resignation
as an Officer, which may be accepted or not at the discretion
of the Board.
Any Officer may resign at any time by giving written
notice to the Board of Delegates, to the President, or
to the Secretary of the corporation. Any
such resignation shall take effect at the date of receipt
by the secretary of such notice, or at any later time
specified therein, and unless otherwise specified therein
the acceptance of such resignation shall not be necessary
to make it effective.
Section 6. Place of Meetings
Regular meetings of the Board of Delegates shall be
held at any place within or without the State which has
been designated from time to time by resolution of the
Board or by written consent of all members of the Board. In
the absence of such designation, regular meetings shall
be held at the principal office of the corporation. Special
meetings of the Board may be held at a place so designated
or at the principal office.
Section 7. Organization Meeting
Immediately following each annual meeting, the Board
of Delegates shall hold a regular meeting for the purpose
of organization, and the transaction of other business. Call
and notice of such meetings are hereby dispensed with.
Section 8. Regular Meetings
Regular meetings of the Board of Delegates shall be
held without call at the time and day provided for in
Article I, Section 4 hereof. Notice of all
such regular meetings of the Board of Delegates is hereby
dispensed with.
Any general member may attend any regular Board session,
provided that his presence will not unduly conflict with
time and space limitations, or extensively interfere
with the conduct of business. A member having
requested to attend such meeting of any Delegate shall
not unreasonably be prevented from doing so.
Section 9. Special Meetings
Special meetings of the Board of Delegates for any purpose
or purposes shall be called at any time by the President,
or if he is absent and unreachable, unable or unreasonably
refuses to act, by the Vice President and any two additional
Delegates or by a Quorum of the full Board.
Written notice of the time and place of special meetings
shall be delivered personally to each Delegate or sent
to each Director by mail or by other form of written
communication, charges prepaid, addressed to him at his
address as it is shown on such records, or if not readily
ascertainable, at the place in which the meetings of
the Delegates are regularly held. In such
case that the notice is mailed or telegraphed, it shall
be deposited in the United States mail or delivered to
the telegraph company at the place in which the principal
office of the corporation is located at least forty-eight
(48) hours prior to the holding of the meeting. In
case such notice is delivered as above provided, it shall
be delivered at least twenty-four (24) hours prior to
the time of the meeting. Such mailing, telegraphing,
or delivery as above provided shall be due, legal, and
personal notice to each Delegate.
Section 10. Quorum
Attendance of 30% of the Delegates shall be necessary
to constitute a quorum for the transaction of business,
except to adjourn as hereinafter provided. Every
acto or decision by a majority of Delegates present at
a meeting duly held at which a quorum is present shall
be regarded as an acto or decision of the Board, unless
a greater number be required by law, or by the Articles
of Incorporation, or by specific exception o these By-laws.
Section 11. Waiver of Notice
The transactions of any meeting of the Board of Delegates
however called and noticed or wherever held, shall be
as valid as though had at a meeting duly held after regular
call and notice, if a quorum be present and if, wither
before or after the meeting, each Delegate not present
signs a written waiver of notice or a consent to holding
such meeting or an approval of the minutes thereof. All
such waivers, consents, or approval shall be filed with
the corporate records or made a part o the minutes of
the meeting.
Section 12. Adjournment
A quorum of the Delegates may adjourn any Board meeting
to meet again at a stated day and hour. provided,
however, that in the absence of a quorum a majority o
the Delegates present at any Board meeting, either regular
or special, may adjourn from time to time until the time
fixed for the next regular meeting of the Board.
Section 13. Notice of Adjournment
Notice of the time and place of holding and adjourned
meeting need not be given to absent Delegates of the
time and place to fixed or determined at the meeting
adjourned.
Section 14. Fees and Compensation
Delegates and officers may receive such compensation,
if any, for their services, and such reimbursement for
expenses, as may be fixed or determined by resolution
of the Board.
Section 15. Action without Meeting
Any action which, under any provision of the California
General Corporation Law, may be taken at a meeting of
the Board of Delegates except approval of an agreement
for merger or consolidation of the corporation with other
corporations, may be taken without a meeting if authorized
by a writing signed by all of the persons who would be
entitled to vote upon such action at a meeting, and filed
with the Secretary of the corporation.
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I. General
Provisions
II.
Meetings
III.
Board of Delegates
IV. Officers
V.
Election Procedure
VI. Records
VII.
Presidential Committees
VIII.
Amendments
IX. Rules of Order |
ARTICLE IV Officers
Section 1. Officers
The officers of the corporation shall be President,
Vice President, a Secretary, and a Treasurer. These
Officers shall be of age eighteen (18) years or older. One
person may not hold more than one above office concurrently.
Section 2. Election
The officers of the corporation, except such Officers
who may be appointed in accordance with the provisions
of Section 3 or Section 5 of this Article, shall be chosen
annually by the Delegates at the December meeting, and
each shall hold his office until he shall resign or shall
be removed or otherwise disqualified to serve, or until
his successor shall be elected.
Section 3. Subordinate Officers, Etc.
The Board of Delegates may appoint, and may empower
the President to appoint such other officers as the business
of the corporation may require, each of whom shall hold
office for such period, have such authority and perform
such duties as are provided for in the By-laws, or as
prescribed by the Board of Delegates may from time to
time determine.
Section 4. Removal and Resignation
Any Officer may be removed either with or without cause,
by the Board of Delegates. Any Officer who
is also a Delegate, may be relieved by a majority vote
of the Full Board of his office, but not of his Board
membership. A vacancy shall in such case
be deemed to exist in that office. Filling
of vacancies and procedures involving resignations shall
be handled as outlined for Delegates under Article III
of these By-laws.
Section 5. President
The President shall be the Chief Executive Officer of
the corporation and shall have the general direction,
supervision, and control of the business and Officers
of the corporation. He shall preside at
all meetings. He shall be ex-officio a member
of all standing committees, and shall have sole authority
to appoint committee chairmen. He may also
appoint and dismiss, with or without cause, any committee
personnel, save those on committees specifically appointed
by the Board. The President shall have sole power
to appoint and dissolve standing Presidential committees,
and other committees, to assist with the execution of
normal executive responsibilities.
Section 6. Vice-President
In the continuing unqualified absence, or in case of
disability of the President, the Vice-President shall
be the one to assume the Presidency, on either a temporary
of permanent basis, when so requested by a majority of
the Full Board in Board session. In such
event, he shall assume all the duties of the President,
and when so acting shall have all the powers of, and
be subject to all restrictions upon the President. The
Vice-President shall otherwise have such powers and perform
such other duties as from time to time may be prescribed
for him respectively by the Board, the President, or
by provision of these By-laws.
Section 7. Secretary
The Secretary shall keep, or cause to be kept, at the
principal office or such other place as the Board of
Delegates, with the time and place of minutes of all
meetings of the Delegates, with the time and place of
holding, whither regular or special, and, if special,
how authorized, the notice thereof given, the names of
those present at the meetings, and the proceedings thereof.
The Secretary shall keep, or cause to be kept, at the
principal office, or such other place as the Board may
direct, a register of members showing the names and addresses
of members of the membership, the dates when membership
fees were received and the amounts thereof. Such
register shall be available for inspection at all times
by members, and at all annual Assembly meetings.
The Secretary shall give, or cause to be given, notice
of all meetings of the members and of the Board required
by the By-laws to be given, and shall keep the seal of
the corporation, if any, in safe custody, and shall have
such other powers and perform such other duties as may
be prescribed by the Board of Delegates, the President,
or by provision of the By-laws.
Section 8. Treasurer
The treasurer shall keep and maintain, or cause to kept
and maintained, adequate and correct accounts of the
properties and business transactions of the corporation,
including accounts of its assets, liabilities, receipts,
disbursements, gains, losses, and capital. The
books of account shall at all reasonable times be open
to inspection by any Delegate or member upon request.
The Treasurer shall deposit all monies and other valuables
in the name and to the credit of the corporation with
such depositaries as may be designated by the Board of
Delegates. He shall disburse the funds of
the corporation as may be ordered by the Board when-ever
they request it, and an account of all of his
transactions as Treasurer, and of the financial condition
of the corporation, and shall have such other powers
and duties as may be assigned by the Board, the President,
or by provision of these By-laws.
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I. General
Provisions
II.
Meetings
III.
Board of Delegates
IV. Officers
V.
Election Procedure
VI. Records
VII.
Presidential Committees
VIII.
Amendments
IX. Rules of Order |
ARTICLE V Election Procedure
Section 1. Board of Directors
The Board shall have the authority to determine all
matters of election procedure not specifically set forth
in the Articles or By-laws, and not in conflict with
the laws of this nation, state, or county, and provided
that such does not prevent the obtaining and maintenance
of tax exempt status under both California and federal
laws.
Section 2. Nominations
Any member may make nominations from the floor at any
meeting during which nominations are open. Nominations
shall be opened sixty (60) days prior to the elections
meeting.
A nominating committee may be appointed not more than
sixty (60) days, nor less than thirty (30) days before
elections, who may propose nominees for offices for which
two or fewer people have been nominated from the floor
of the Assembly.
Any name offered into nomination must receive a second
from the floor before being officially recognized as
nominated.
Any nominee may decline nomination with or without cause,
or withdraw from consideration, with or without cause,
at any time preceding the elections. A nominee
must indicate willingness to serve before his name shall
be entered on the printed ballots to be used in the elections. Silence
or absence of comment shall be construed as assent.
Section 3. Ballots
All elections for officers shall be held by use of secret
ballot. Ballots shall be printed prior to
the elections meetings and distributed either by inclusion
in the final announcement of elections distributed to
the Assembly membership by mail or comparable means,
or by distribution by hand at the elections meeting.
Section 4. Record Date
The Board of Delegates may fix a time in the future
as a 'record date' for the determination of the Assembly
members entitled to noted of, and to vote at, any Assembly
meeting. The record date so fixed shall
not be more than fifty days prior to the date of the
meeting or event for which it is fixed. When
a record date is so fixed, only members or record on
that date are entitled to notice of, and to vote at,
the meeting, or to exercise the rights, as the case may
be, notwithstanding any gain or loss of memberships on
the books of the corporation following the record date.
Section 5. Taking Office
Each elected Officer shall assume the rights, duties,
and privileges of his office at the Board meeting following
the elections, canvassing, certification of results,
and announcement of results of all elections to be conducted
at the particular meeting, whether such election, certification,
etc. are conducted by the Board or its delegatee(s).
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I. General
Provisions
II.
Meetings
III.
Board of Delegates
IV. Officers
V.
Election Procedure
VI. Records
VII.
Presidential Committees
VIII.
Amendments
IX. Rules of Order |
ARTICLE VI Records
Section 1. Inspection of Corporate Records
The membership register or duplicate membership register,
the books of account, and minutes of the proceedings
of Board meetings, and of the Executive and other Board
committees shall be open to inspection upon the written
demand of any member at any reasonable time, and for
a purpose reasonably related to his interests as a member
and shall be exhibited at any time when required by the
demand of .10% of the members at any meeting. Such
inspection may be made in person, or by an agent or attorney,
and shall include the right to make extracts. Demand
of inspection other than at a meeting shall be made in
writing upon the President or Secretary of the corporation.
Any individual requesting or demanding an audit of the
corporation and its records must be prepared to arrange
for such at his own expense. In no case
will the corporation fund or provide means to audit itself
except when specifically authorized by a majority of
the Board.
Section 2. Checks, Drafts, Etc.
All Checks, drafts, or other orders for payment of money,
notes, or other evidences of indebtedness, issued in
the name of, or payable to the corporation, shall be
signed, endorsed, or authorized by such persons and in
such manner as, from time to time, shall be determined
by resolution of the Board of Delegates.
Section 3. Annual Report
Annual report to shareholders referred to in Section
3006 of the Corporations Code of California is expressly
dispensed with, but nothing herein shall be interpreted
as prohibiting the Board of Delegates from issuing such
reports.
Section 4. Contracts, Etc. How Executed
The Board of Delegates, except as when otherwise provided
in the By-laws, may authorize any officer or Officers,
agent or agents, to enter into any contract or execute
any instrument in the name of or on behalf of the corporation,
and such authority may be general or confined to specific
instances. and unless so authorized by the Board
of Delegates, no Officer, agent or employee shall have
any power or authority to bind the corporation by any
contract or engagement or to pledge its credit or to
render it liable for any purpose or to any amount.
Section 5. Proof of Membership
Any organization that can demonstrate to a majority
of the Board of Delegates that it has paid the membership
fee and fulfilled the other requirements of these By-laws
of membership shall be members.
The Register of Members shall be prima facie evidence
of membership in this corporation.
Section 6. Inspection of By-Laws
The corporation shall keep in its principal office,
for the transaction of business, the original or a copy
of the By-laws as amended or otherwise altered to date,
certified by the Secretary, which shall be open to inspection
by the Delegates or members at all reasonable times during
office hours.
Section 7. Construction and Definitions
Unless the context otherwise requires, the general provisions,
rules of construction and definitions contained in the
California General Corporation Law shall govern the construction
of these By-laws. Without limiting the generality
of the foregoing, the masculine gender includes the feminine
and neuter, the singular number includes the plural and
the plural number the singular, and the term 'person'
includes a corporation as well as a natural person.
|
I. General
Provisions
II.
Meetings
III.
Board of Delegates
IV. Officers
V.
Election Procedure
VI. Records
VII.
Presidential Committees
VIII.
Amendments
IX. Rules of Order |
ARTICLE VII Presidential
Committees
Section 1. Creation and Basis for Establishment
Presidential committees shall be created or dissolved by
the President to assist in the normal conduct of the
corporation's affairs. The Presidential
committees shall be specifically responsible to, and
directed by, the President, and he in turn shall be directly
responsible for actions and commitments of any Presidential
committee. The Presidential committees shall
not assume authority to act on behalf of the corporation,
the Board, or the President, except where specifically
authorized by the President. As such, the
Presidential committees shall not be required to keep
official minutes, nor adhere to procedures beholden upon
Executive or Board committees as established under Article
III, Section 1 for establishment of meeting dates and
locations, or for other activities and actions. Although
not required to maintain official records or meetings,
actions, or activities, the chairman of all Presidential
committee may be called upon to give a general accounting
of the business of his committee by the President, or
by a majority vote of the Board.
Section 2. Personnel
Presidential committee Chairmen shall be appointed by
the President. The President or the specific
committee chairman may appoint other members of a Presidential
committee, or remove them with or without cause. Appointments
by a committee chairman or subject to removal by the
President, with or without cause, and may in addition
resign or be removed in accordance with procedures outlined
for other Officers in Articles III and IV of these By-laws.
Section 3. Permanent Committees
Any Presidential committee may be made a permanent committee
of the corporation by its inclusion in these By-laws,
by means of amendment to add subsequent sections to Article
VII.
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I. General
Provisions
II.
Meetings
III.
Board of Delegates
IV. Officers
V.
Election Procedure
VI. Records
VII.
Presidential Committees
VIII.
Amendments
IX. Rules of Order |
ARTICLE VIII Amendments
Section 1. Power of Board of Delegates
New By-laws may be adopted, or these By-laws amended
or repealed by majority vote of the Board of Delegates,
as authorized to exercise majority voting power of the
corporation, or by the written assent of such Delegates
except as otherwise provided by law or by the Articles
of Incorporation.
|
I. General
Provisions
II.
Meetings
III.
Board of Delegates
IV. Officers
V.
Election Procedure
VI. Records
VII.
Presidential Committees
VIII.
Amendments
IX. Rules of Order |
ARTICLE IX Rules of Order
Section 1. Robert's Rules of Order
Unless otherwise provided for in these By-laws, the
provisions in Robert's Rules of Order, as amended by
the United States House of Representatives shall govern
the operation of this corporation, and the conduct of
its affairs
|
I. General
Provisions
II.
Meetings
III.
Board of Delegates
IV. Officers
V.
Election Procedure
VI. Records
VII.
Presidential Committees
VIII.
Amendments
IX. Rules of Order |
RATIFIED 5 Feb 1972
AMENDED -- Dec 1972
AMENDED 26 Jun 1981
AMENDED 18 Dec 1988
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