QUAD CITIES ASTRONOMICAL SOCIETY BY-LAWS
ARTICLE I
Name
This organization shall be known as the Quad Cities Astronomical Society. It shall be referred to herein as the Society.
ARTICLE II
Objectives
The Objectives of the Society shall be to secure the pleasures
and benefits of an association of persons interested in amateur
astronomy; to promote astronomical work and craftsmanship in its
various fields; to encourage education and coordinate amateur
activities in astronomy and to act as interpreter of astronomical
developments and events to the public.
ARTICLE III
Membership and Dues
Section 1. Active Member Classifications:
A... Individual Members - Any person who subscribes to the
objectives of the Society shall be eligible for membership and may
be admitted for active membership upon written application to the
Secretary and payment of dues.
B... Family Group Members - Husband, Wife and Children shall be
eligible for Family Group Membership. Family Group Membership
application shall be made as stated in Section A.
Section 2. Honorary Members: Any person who has made an
outstanding contribution to the objectives of the Society may be
elected as an Honorary Member upon recommendation of the Board of
Directors and the unanimous vote of the membership present and
voting at the Annual Dinner Meeting. Honorary Members shall be
exempt from annual dues, but shall be entitled to all the privileges
of active membership.
Section 3. Dues: The amount of the Society's annual dues shall
be recommended by the Board of Directors to the membership at the
Annual Dinner Meeting. Approval shall require consent of two-thirds
of the members present and voting and shall be due and payable
January 1st. New members' dues paid during the last quarter of the
calendar year shall be considered paid for the following year.
Section .4. Delinquent Members: Non-payment of annual dues by
March 31st shall constitute suspension of membership--the Treasurer
having so advised the Board of Directors and the delinquent member
in writing at least two weeks before that date.
Section 5. Expelling Members: Any member may be expelled for
cause by a two-thirds majority of a quorum at a regular meeting, a
fair opportunity first having been furnished the accused for a
hearing in his defense before a meeting of the Board of Directors.
ARTICLE IV
Officers and Directors
Section 1. Officers: The Officers shall be President, Vice
President, Secretary, and Treasurer; to be elected for a term of one
year. No officer shall serve more than three consecutive terms in
the same office.
Section 2. Directors:
A... Three Directors shall be elected by the membership for a
term of one year. A fourth Director shall serve as Director At-Large
and shall be the immediate past-President who shall serve until
replaced by the next past-President or until elected to an office.
B... Should there be no immediate past-President not holding an
office, the membership shall elect a Director At-Large for a term of
one year, using the same procedure as election of other Directors
and Officers required herein.
ARTICLE V
Duties of the Officers
Section 1. President: The President shall administer the
operation of the Society and shall preside at all Society and Board
of Directors meetings. He shall be ex-officio member of all
committees except the nominating committee. He shall call extra
business meetings if required, temporarily fill vacancies, appoint
committees not otherwise provided for, and shell perform all other
duties normally required by this office.
Section 2. Vice President: The Vice President shall assist the
President in the discharge of his duties and preside in the absence
of the President.
Section 3. Secretary: The Secretary shall record all Society
meetings, keep the minutes of all Board of Directors Meetings, have
charge of all Society papers, keep such records, make such reports,
disperse all membership information and perform other such duties as
are incidental to the office.
Section 4. Treasurer: The Treasurer shall keep an accurate
account of all financial transactions of the Society, shall receive
and disperse all moneys, shall send Society dues annually to the
Astronomical League Treasurer, shall pay all bills justly accrued by
the Society and shall otherwise administer the financial accounts of
the Society. The Treasurer's accounts shall be audited at the end
of each year by a member selected by the Board of Directors.
ARTICLE VI
Executive Committee and Board of Directors
Section 1. Board of Directors: The Board of Directors shall
consist of the Executive Committee, Chairmen of the Standing
Committees, and the Astronomical League Correspondent.
Section 2. Executive Committee: The Executive Committee shall
consist of the elected Officers and the four directors. This
Committee shall be empowered to act in an emergency when transaction
of such business by the full Board of Directors is not feasible.
Any action so taken must be reported and reviewed at the next Board
at directors meeting.
Section 3. Executive Power: The Executive Power of the Society
shall be vested in the Board of Directors which shall have charge of
the affairs and funds of the Society. The Board of Directors shall
have the power and authority to perform all acts and functions
related to the transaction of Society business in accordance with
these By-Laws.
ARTICLE VII
Committees
Section 1. Standing Committees: The Standing Committees shall
be: Nominating, Facilities, Public Relations, and others so
designated by the President and approved by the Board of Directors.
Chairmen of these committees shall be appointed by the President and
approved by the Board of Directors. The term of office for all
committee chairpersons shall be indefinite or until they are removed
at their request or by a two-thirds majority of the Board of
Directors. Before a committee chairperson is forcibly removed by
the Board of Directors they shall be given a thirty (30) day notice
of intent and be provided a hearing before the Board of Directors
where all issues shall be presented and discussed.
A... Nominating Committee - The Nominating Committee shall
consist of an appointed Chairman and up to two committee members.
Duties - The Nominating Committee shall prepare a slate of nominees
for officers and directors, such slate to be mailed to the
membership two weeks in advance of the Society's Annual Dinner
Meeting. Should a vacancy occur among the members of the Nominating
Committee, it shall be the duty of the Nominating Committee Chairman
to appoint someone to fill such vacancy.
B... Facilities - The Facilities Committee shall consist of one
(1) chairperson appointed by the Board of Directors and any
committee members chosen by the chairperson and approved by the
Board of Directors. The duties of the Facilities Committee shall be
to oversee any construction at the Society observatory sites, ensure
that maintenance is performed in a timely manner and provide status
reports on activities and projects at said sites.
Section 2. Special Committees: Special Committees shall consist
of all committees other than the Executive Committee and the
Standing Committees. Such Committees shall be appointed by the
President with approval of the Board of Directors. Special
Committee Chairmen may appoint additional members to assist them at
their discretion. Members of these Committees shall attend Board of
Directors meetings when requested to do so by the President, and
shall have a voice but no vote in the transaction of Board of
Directors business. Replacement or removal of committee chairmen
can similarly be made at the discretion of the President with the
approval of the Board of Directors.
ARTICLE VIII
Administrative Year
The administrative year shall begin following elections at the
Annual Dinner Meeting and end at the Annual Dinner Meeting the
following year.
ARTICLE IX
Meetings
Section 1. Society Meetings
A... There shall be at least nine regular Society meetings
scheduled each year to transact necessary Society business.
B... The Annual Dinner Meeting of the Society shall be held in
October; officers shall be elected at this meeting.
Section 2. Board of Directors Meetings
A... Board of Directors Meetings shall be held at least quarterly
during the year to transact Society business and prepare
recommendations for presentation to the membership at Society
meetings.
B... Special Board of Directors meetings may be called by the
President or at the request of five members of the Board of
Directors.
C... Board of Directors meetings shall be open to all Society
members in good standing, who shall be entitled to a voice but no
vote.
ARTICLE X
Elections
A. The Officers and Directors shall be elected at the Annual
Dinner Meeting from a slate of nominees presented by the Nominating
Committee and nominations from the floor. Election, when two or
more candidates are nominated for the same office, shall require a
secret ballot to be tallied by the Chairman of the Nominating
Committee.
B. Any vacancy occurring among the Officers and Directors may be
filled by ballot at any business meeting. Such Officer or Director
shall serve the remainder of the unexpired term. This period shall
not be considered part of their time-in-office for the maximum
number of consecutive terms.
C. Each Individual Member is entitled to one vote. Each Family
Group Membership shall be entitled to two votes.
D. Written proxy votes shall be counted, provided they can be
validated by the Membership Committee Chairman or the Treasurer
before the vote is taken.
ARTICLE XI
Quorum
A. 20% of or ten (10) members having the right to vote, whichever
is least, shall constitute a quorum at Society meetings held for
elections, action on By-Laws, and regular Society business.
B. Six (6) members of the Board of Directors shall constitute a
quorum for the transaction of business at a Board of Directors
meeting.
ARTICLE XII
Fiscal Year
The fiscal year of the Society shall commence on January 1 and
shall end on December 31.
ARTICLE XIII
Rules of Procedure
When not otherwise herein provided, Roberts Rules of Order Newly
Revised, shall govern all procedure at the Board of Directors or
Society meetings.
ARTICLE XIV
Amendments
Section 1. Proposed Amendments to these By-Laws shall be
presented to the Board of Directors for consideration and study.
Approval of the majority of the members of the Board of Directors
shall be required before presentation to the Society.
Section 2. Notice of a proposed amendment shall be given to each
voting member at least 30 days prior to the date of presentation at
a regular Society meeting (or Annual Dinner Meeting).
Section 3. Adoption of an amendment shall require the approval
of two-thirds of the Society members present and voting. Written
proxy votes shall be counted, provided they can be validated by the
Membership Committee Chairman or the Treasurer before the vote is
taken.
ARTICLE XV
Approval
These By-Laws shall become effective immediately by a two-thirds
vote of consent of the Society members present and voting.
AMENDMENT I
Membership
Article III, Section 1, Paragraph A - The part that reads
'Written application to the Secretary and" shall be deleted.
Article III, Section 1, Paragraph B - The word
'application" shall be deleted.
AMENDMENT II
Officers and Directors
Article IV, Section 2, Paragraph A - Shall read: "The
immediate past-President shall serve as Director At-Large until
replaced by the next past-President or until elected to an office."
Article IV, Section 2, Paragraph B - Shall read: "Should
there be no immediate past-President not holding an office, the
membership shall elect a Director At-Large for a term of one year,
using the same procedure as election of other Officers required
herein."
Article VI, Section 1 - Shall read: "The Board shall
consist of the officers and the Director At- Large".
Article VI, Section 2 - Shall be deleted.
AMENDMENT III
Committees
Article VII, Section 1 - The words "Public Relations,"
shall be deleted. The words "and others" shall be changed to read:
"and other special committees".
Article VII, Section 1, Paragraph A - The words "and
directors" shall be changed to read: "and Director At-Large".
Article VII, Section 2 - The words "the Executive
Committee and" shall be deleted. The sentence "Members of these
Committees shall attend Board of Directors meetings, when requested
to do so by the President, and shall have a voice but no vote in the
transaction of Board of Directors business." shall be deleted.
AMENDMENT IV
Meetings
Article IX, Section 1, Paragraph B - Shall be deleted.
Article IX, Section 2, Paragraph B - The word "five" shall
be replaced by the word "three".
AMENDMENT V
Elections
Article X, Paragraph A - The words "Officers and
Directors" shall read "Board".
Article X, Paragraph B - The words "Officers and
Directors" shall read "Board". The words "Such Officer or Director"
shall read "Such Officer(s)".
AMENDMENT VI
Quorum
Article XI, Paragraph A - The words "20% of or ten (10)
members having the right to vote, whichever is least," shall read
"20% of the members having the right to vote".
Article XI, Paragraph B - The words "Six (6) members of
the Board of Directors" shall read "Three (3) members of the Board".
AMENDMENT VII
Article of Dissolution
Should the Society dissolve or cease to function, all remaining
assets shall be donated to a Quad City college, university, or
science-oriented organization under the guidance of the Board,
unless the sale of equipment is required to pay off any debts.
AMENDMENT VIII
Amendments
Article XIV, Section 2 - The words "(or Annual Dinner
Meeting)" shall be deleted.
Article XIV, Section 3 - Shall read "Adoption of an
amendment shall require the approval of two-thirds of the society
members present and voting in person or by proxy, provided the proxy
votes can be validated by the Treasurer before the vote is taken."
AMENDMENT IX
All references to the words "Annual Dinner" shall read "October
Membership".
AMENDMENT X
All references of the word "Chairman" or "Chairmen" shall be
changed to "Chairperson" or "Chairpersons".
AMENDMENT XI
All references to the words "Board of Directors" shall read
"Board'.