|
BYLAWS OF THE COUNCIL OF STATE SCIENCE SUPERVISORS, INC. As Amended October 2004 ARTICLE I Principle Office The principle office for the transaction of the business of this corporation, known as The Council of State Science Supervisors, Inc., and identified in this document as the Council, shall be located in the state of Virginia. The Board of Directors may at any time determine the location of other offices. ARTICLE II Members Section 1. Admission to Membership
Section 2. Classes of Members and Voting
ARTICLE III Meetings Section 1. Annual Meetings
Section 2. Special Meetings
Section 3. Notice of Meetings
Section 4. Waiver of Notice
Section 5. Officers of the Meeting
Section 6. Quorum
Section 7. Proxies
Section 8. Election of Officers
ARTICLE IV Board of Directors Section 1. General Powers and Standards of Care
Section 2. Number, Tenure and, Qualifications
Section 3. Vacancies
Section 4. Removal of Officers and Directors
Section 5. Regular Meetings
Section 6. Special Meetings
Section 7. Notices
Section 8. Quorum
Section 9. Manner of Acting
Section 10. Informal Action
Section 11. Open Meetings.
Section 12. Compensation
Section 13. Directors' Conflict of Interest
Section 14. Loans to Directors
Section 15. Liability of Directors for Wrongful Distribution of Assets
ARTICLE V Officers Section 1. Number and Title
Section 2. President
Section 3. President-elect and Past President
Section 4. Secretary
Section 5. Directors-at-Large
Section 6. Election and Term of Office
Section 7. Vacancies
Section 8. Removal
ARTICLE VI Committees Section 1. Standing Committees
Section 2. Annual Conference Program Committee
Section 3. Nominating Committee
Section 4. Finance Committee
Section 5. Ad Hoc Committees
Section 6. Duties
Section 7. Term of Office
ARTICLE VII Staff Section 1. Employees
ARTICLE VIII Miscellaneous Section 1. Indemnification
Section 2. Depositories
Section 3. Contracts
Section 4. Check, Drafts, Etc.
Section 5. Fiscal Year
Section 6. Investment
Section 7. Annual Audit
Section 8. Books and Records
Section 9. Dissolution
Section 10. Nondiscrimination
Section 11. Political Activity
Section 12. Gifts
Section 13. Dues
Section 14. Parliamentary Procedures
Section 15. Bonding
ARTICLE IX Amendments Section 1 These Bylaws may be altered, amended, or repealed, and a new set of Bylaws adopted by a two-thirds majority of the vote of the states. Notice shall be sent to the states at least ten (10) days prior by US mail or email setting forth the proposed action and time and place of the meeting shall be given to the Board and states. Section 2 The Board of Directors shall have the authority to make technical and non-substantive changes in the Bylaws without submitting such changes to a vote of the membership of the organization. Secretary Certification This is to certify that the foregoing Bylaws have been duly amended by the Board of Directors at a meeting held in October 2004. |