KHS Constitution and Bylaws

KHS Constitution

ARTICLE I. Name
Section 1. The name of this organization is the Kansas Herpetological Society, hereafter referred to as the Society.
ARTICLE ll. Purpose
Section 1. To encourage education and dissemination of scientific information through the facilities of the Society.
Section 2. To encourage conservation of wildlife in general and of amphibians and reptiles in particular.
Section 3. To achieve closer cooperation and understanding between amateur and professional herpetologists, so they may work together in the common cause of furthering science. Section 4. The general purposes of this Society are to operate solely and exclusively within the meaning of Section 501 (c) (3) as a charitable, scientific, literary, and educational organization.
ARTICLE III. Bylaws
Section 1. The Society shall establish bylaws concerning the organization and procedures to be followed.
ARTICLE IV. General Prohibitions
Section 1. Provided, however, that in all events and under all circumstances, and notwithstanding merger, consolidation, reorganization, termination, dissolution, or winding up of this Society, voluntary or involuntary or by operation of law, the following provisions shall apply:
(a) This society shall not have or exercise any power or authority either expressly, by interpretation, or by operation of law, nor shall it directly or indirectly engage in any activity that would prevent this society from qualifying (and continuing to qualify) as an organization described in Section 501 (c) (3) of the Internal Revenue code of 1986 (or the corresponding provision of any future United States Internal Revenue law).
(b) This society shall never be operated for the primary purpose of carrying on a trade or business for profit.
(c) No compensation or payment shall ever be paid or made to any member, officer, director, trustee, creator, or organizer of this Society, or substantial contributor to it, except as an allowance for actual expenditures or services actually made or rendered to or for this Society, and neither the whole nor any portion of the assets or net earnings, current or accumulated, of this Society shall ever be distributed to or divided among any such persons, provided, further that neither the whole nor any part or portion of such assets or net earnings shall ever be used for, accrue to, or inure to the benefit of any member or private individual within the meaning of Section 501 (c) (3) of the Internal Revenue Code of 1986 (or the corresponding provision of any further United States Internal Revenue law).
ARTICLE V. Distribution on Dissolution
Section 1. Upon the dissolution of the Society, the Executive Council shall, after paying or making provision for the payment of all the liabilities of the Society, dispose of all of the assets of the Society exclusively for the purposes of the Society in such manner, or to such organization or organizations organized operated exclusively for Charitable, educational, religious, or scientific purposes as shall at the time qualify as an exempt organization or organizations under section 501 (c) (3) of the Internal Revenue code of l954 (or the corresponding provision of any further United States Internal Revenue Law), as the Executive Council shall determine. Any such assets not so disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal office of the Society is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.
ARTICLE VI. Amendment of the Constitution
Section 1. Amendments to the Constitution may be proposed by the Executive Council or by petition to the Secretary by ten or more members of the Society.
Section 2. Proposed amendments must be submitted in writing to the Secretary at least three months before the general meeting at which they are to be discussed.
Section 3. Such amendments shall be submitted in writing by the Secretary to the general membership at least two months prior to the general meeting at which they are to be discussed.
Section 4. To be approved, an amendment must receive a positive vote by two-thirds of the members voting at the general meeting.
Section 5. Any adopted amendment shall become an integral part of the Bylaws and the Secretary shall be instructed to add them to copies of the Bylaws and to distribute the amended Bylaws to the members of the Executive Council of the Society and to other interested members of the Society.

Bylaws

ARTICLE I. Membership
Section 1. Membership shall be open to all persons who shall make formal application to the Secretary and pay the prescribed dues.
ARTICLE II. Officers of the Society
Section 1. The Officers of the Society shall be of two kinds, elective and appointive.
(a) The elective officers shall be President, President-elect, Secretary, Treasurer, and the Immediate Past-president.
(b) The appointed officers shall be the Editor and the Historian.
Section 2. No one individual may hold two or more elective offices concurrently.
Section 3. The terms of office for all officers of the Society shall be for one year.
Section 4. The duties of the elective officers shall be as follows:
(a) The President shall preside at meetings of the Society and its officers, shall be nominal head of the Society, shall rule on questions of procedure that may arise, and shall appoint standing and ad hoc committees as needed.
(b) The President-elect shall fulfill the duties of the President when the latter is absent, and shall succeed the President at the termination of the latter's term. The President-elect shall also assume the presidency should that office become vacant during a term.
(c) The Secretary shall maintain the records of the Society and officers, including all moneys received, collect the annual dues and deposit fund into the society's designated account(s), maintain the membership roster, provide mailing labels to the Editor of the Society, and notify the membership of pertinent business.
(d) The Treasurer shall keep financial records and accounts of the Society, be responsible for all moneys disbursed, and prepare and submit all financial reports required by the business of the Society. The Treasurer shall make a financial report to the membership at the general meetings, this report is to be published in the first issue of the Journal of Kansas Herpetology during the year following the general meeting.
(e) The Immediate Past-president shall serve as a member of the executive committee of the society.
Section 5.
(a) The duties of the Editor of the Society shall be as follows: The Editor shall be responsible for all phases of Society publications. The Editor may appoint staff members for assistance as needed. Inasmuch as the Journal of Kansas Herpetology is the principal mechanism for written communication to the membership, the Editor is obligated to publish all communications of the Society and its officers on a first priority basis and to include, as space permits, other items consonant with the stated objectives of the Society. The Editor shall report annually to the officers of the Society.
(b) The Historian of the Society shall compile all Society publications and other pertinent records and make provisions for permanent archival storage of those records. The Historian shall report annually to the officers of the Society.
ARTICLE III. The Executive Council of the Society
Section 1. The Executive Council of the Society shall consist of the President, President-elect, Secretary, Treasurer, immediate Past-president, Editor, and Historian.
Section 2. The Executive Council shall be empowered to manage the affairs of the society and to designate all appointive officers for terms of one year.
Section 3. The Executive Council shall fill any vacancy occurring among officers, except that of President, by an appointment for the unexpired term.
Section 4. The Executive Council shall be responsible for all publications of the Society and shall set such policy as is needed to coordinate the contents of the various media so as to further the stated objectives of the Society and to insure the availability and distribution of Society materials.
ARTICLE IV. Election of Officers
Section 1. The President shall appoint three members of the Society to serve as a nominating committee, to include not more than one member of the current Executive Council.
Section 2. The Nominating Committee shall present a slate of at least one candidate for each office to be filled. The slate must be presented at the general meeting, at which time nominations may be made by the membership.
Section 3. The Nominating Committee, or a member of the Society proposing a nominee, shall obtain the assent of the candidate to serve if elected.
Section 4. The slate of nominations shall be circulated to the entire membership by the Secretary via the Journal of Kansas Herpetology not later than one month before the general meeting.
Section 5. Voting shall take place at the general meeting of the Society and shall be conducted by secret ballot. The Secretary shall receive and count the votes. The results of the election shall be communicated to the membership via the Journal of Kansas Herpetology.
Section 6. The Secretary shall inform the elected candidates of their election. Newly elected persons will take office at the beginning of the next calendar year following the date of the general meeting election.
ARTICLE V. Meetings
Section 1. The Society shall hold a general meeting annually at a time and place set by the Executive Council of the Society. Not more than 18 months shall elapse between meetings.
Section 2. The membership shall be informed in writing of the time and place of the general meeting not later than two months prior to the opening of the meeting.
Section 3. The membership assembled at the general meeting shall elect the Society officers for the coming year.
Section 4. Special meetings may be called by vote of the majority of the Executive Council, or on a petition of a quorum of the membership. The time and place of such special meetings must be announced to the membership at least two weeks prior to the meeting.
Section 5. One-tenth of the membership will constitute a quorum to petition for a special meeting.
Section 6. All meeting shall be conducted under Robert's Rules of Order.
ARTICLE VI. Meetings of the Executive Council of the Society
Section 1. The Executive Council of the Society shall meet at least once a year on the occasion of the general meeting of the Society. The Executive Council will also meet at least once no later than one month before the opening of the general meeting.
Section 2. Any meeting of the Executive Council shall be open to attendance by interested members of the Society as observers, unless the Executive Council moves for executive session.
Section 3. A simple majority of the Executive Council shall constitute a quorum.
Section 4. A majority of those present and voting shall be necessary to pass any motion.
Section 5. The meeting shall be conducted according to Robert's Rules of Order.
Section 6. Special meetings of the Executive Council may be called by the President, or by a majority of same.
ARTICLE VII. Dues
Section 1. The Executive Council shall be authorized to establish such dues as are compatible with the financial status of the Society.
Section 2. A member in arrears for payment of dues for a period of three months after conclusion of the current membership year shall be dropped from the role after due notice from the Secretary.
ARTICLE VIII. Fiscal Year
Section 1. The fiscal year of the Society shall embrace the period of 1 January through 31 December of the same year.
ARTICLE IX. Amendment of the Bylaws
Section 1. Amendments may be proposed to the Executive Council by petition to the Secretary by ten or more members of the Society.
Section 2. Proposed amendments must be submitted in writing to the Secretary at least three months before the general meeting at which they are to be discussed.
Section 3. Such amendments shall be submitted in writing by the Secretary to the general membership at least two months prior to the general meeting at which time they are to be discussed.
Section 4. To be approved, an amendment must receive a positive vote by two-thirds of those voting at the general meeting.
Section 5. Any adopted amendment shall become an integral part of the Bylaws. The Secretary shall add them to copies of the Bylaws and distribute the amended Bylaws to the members of the Executive Council of the Society and to any interested members.