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BYLAWS AND STANDING RULES

SOCIETY OF WETLAND SCIENTISTS

SOUTH CENTRAL CHAPTER

Revised 10/2018

Contents:

Bylaws

ARTICLE I. Names and Objectives

ARTICLE II. Membership and Election of Members

ARTICLE III. Officers and Board of Directors

ARTICLE IV. Meeting and Voting

ARTICLE V. Adoption of Standing Rules

ARTICLE VI. Amendment of Bylaws

ARTICLE VII. Dissolution of the Chapter

ARTICLE VIII. Chapter and Society Representation

Standing Rules

Section 1. Duties of the Officers and Board Members

Section 2. Salaries and Expenses

Section 3. Dues and Fees

Section 4. Standing Committees

Section 5. Special Committees

Section 6. Section 6. Order of Business

Section 7. Rules of Order

Section 8. Support of Outside Organizations and Their Activities

BYLAWS

ARTICLE I.

Names and Objectives

The name of the organization shall be the SOUTH CENTRAL CHAPTER OF THE SOCIETY OF WETLAND SCIENTISTS, hereinafter referred to as the Chapter and as the Society. Qualified persons residing within the states of Alabama, Arkansas, Kentucky, Louisiana, Mississippi, Oklahoma, Tennessee, and Texas who are also members in good standing with the Society are eligible for Chapter membership.

The objectives are as follows:

  1. Operate solely and exclusively as a charitable and educational organization to foster conservation and understanding of wetlands.
  2. Provide an independent forum for an interchange of ideas and data developed within wetland science in the South Central Region (hereinafter referred to as the Region).
  3. Develop and promote wetland science as a distinct discipline within the Region.
  4. Promote and evaluate the educational, scientific, and technological development and advancement of all branches of wetland science and practice within the Region.
  5. Further the knowledge of wetland resources and encourage wetland protection, restoration, and stewardship within the Region.
  6. Encourage a fraternity of scientists based on shared knowledge, dedication, friendship, and mutual professionalism within the Region.

For the administration of the affairs and the attainment of the objectives of the Chapter, the Chapter shall have the power, either directly or indirectly, either alone or in conjunction or cooperation with others, to do any and all lawful acts and things, and to engage in any and all lawful activities that may be necessary, useful, suitable, desirable, or proper for the furtherance, accomplishment, fostering, or attainment of any or all of the objectives for which the Chapter is organized, as set forth in Article First 4a-f, and to aid and assist other organizations whose objectives are such as to further accomplish, foster, or attain any of such objectives.

Notwithstanding anything herein to the contrary, the Chapter shall neither have nor exercise any power, nor shall it directly or indirectly engage in any activity that would cause the Society to lose exempt status from Federal income taxation as a corporation as described in Section 501 (c) (3) of the Internal Revenue Code of 1954 and its regulations as the same now exist or as they may hereafter be amended from time to time.

ARTICLE II.

Membership and Election of Members

    1. The membership of the Chapter shall be of the following classes:
      1. Regular Members: Persons involved in the study, management, or regulation of wetlands and in any other appropriate wetland activity including research and educational endeavors.
      2. Student Members: Persons involved in full-time academic training toward any appropriate wetland endeavor.
      3. Family Members: Two members of a family may be Society members with full, active member privileges, but shall receive a limited set of publications (usually only one copy per issue of the Society's journal, Wetlands).
      4. Lifetime Members: Members joining for the rest of their lives will receive full active member’s privileges.
      5. Emeritus Members: Individuals who have retired.
    2. As used in the Bylaws and Standing Rules, the term "member in good standing" refers to a Chapter member who is a member of the Society in good standing, with dues paid in the current calendar year.

ARTICLE III.

Officers and Board of Directors

  1. The Officers of the South Central Chapter shall be President, President Elect, Past President, Secretary, Treasurer, and four Board Members who are elected by Chapter members. These Officers and Board Members constitute the Executive Board of the Chapter who shall have the authority to meet in closed sessions.
  2. Only active members in good standing shall be eligible for nomination for an elected Chapter office.
  3. The President, President-elect, and Past-president shall each serve for a period of two years, ending at the next annual meeting, for a total commitment of six years. The Secretary, Treasurer, and Board Members shall serve for a period of two years. Board Members shall be elected to serve two-year terms, so that in each calendar year, two new Board Members are elected and two will rotate off the Executive Board, with four elected Board Members serving in overlapping years.
    1. The President shall serve one term (two years) in office, and upon the termination of that term shall immediately become the Past President, and continue as a member of the Executive Board.
    2. The President-elect shall serve one term (two years) in that office, and shall automatically succeed the President for one term (two years) in office.
  4. In the event of cancellation of an annual meeting, the Officers and Board Members of the Chapter and the members in any Standing or Special Committee shall continue to serve and be responsible for the business and activities of the Chapter in accordance with the provisions of the Bylaws, or Robert's Rules of Order in the absence of specific guidelines, until new elections and an annual meeting are held.
  5. If an Officer or Board Member cannot fulfill or complete the term of office to which he or she was elected, the Executive Board is authorized to appoint a replacement until an election is held at the next annual meeting.
  6. If the President cannot attend the Society annual meeting or the Society Board of Directors meeting(s), the President shall appoint another active Member in good standing to represent the Chapter at that specific meeting.
  7. If no eligible person is nominated (by self or others) for any of the offices listed above, then the standing officer may continue to serve in the same position in excess of the term limits mentioned above.

ARTICLE IV.

Meeting and Voting

  1. The Chapter shall meet twice annually at the site of the Society annual meeting and at a place to be determined by a majority of the active members attending the previous annual meeting. The Program Committee will consist of members residing in or near the place of meeting and other duly appointed active members.
  2. In the event of an emergency, the Executive Board may cancel a meeting or change the place of meeting, or order a special meeting. If a meeting is canceled, the Executive Board shall schedule the next meeting and a place agreed upon among the Board.
  3. A quorum for the transaction of official business of the Chapter shall consist of any number of active members in good standing present. A quorum for the transaction of official business among the Executive Board shall consist of a simple majority.
  4. A motion to amend the Bylaws or to establish or dissolve a Standing Committee shall require a two-thirds majority of those voting. A Special Committee may be established or dissolved at the Executive Board's discretion or upon completion of that committee's appointed task(s).
  5. The Chapter Secretary shall certify the voting status of members.
  6. Electronic voting may be used for any Chapter business the Board of Directors deems necessary. Should electronic voting be used, the question will be distributed and managed by the Society business office with a closing date for the vote. Once the vote is closed, the President will distribute the results to the full Board and membership when applicable.

ARTICLE V.

Adoption of Standing Rules 

  1. The Executive Board is authorized to adopt and amend Standing Rules necessary for conduct of Chapter business by a majority vote.
  2. The Standing Rules must include, but shall not be limited to, the following:
    1. Matters pertaining to Chapter finances.
    2. Prescribed duties of Chapter Officers and Board Members.
    3. Provisions for the establishment, duties, and methods of selection of Standing Committees and other committees necessary to conduct the business of the Chapter. A Standing Committee is defined as one that is established permanently in the Bylaws as part of the basic organization of the Chapter, or by amendment of said Bylaws.

ARTICLE VI. 

Amendment of Bylaws

The Bylaws may be amended by a two-thirds vote of the members in good standing who attend a Chapter business meeting or respond to an electronic vote as authorized by the Board of Directors. Proposals for amendments may be generated in the following ways:

  1. a) Recommendation of a majority of voting members of the Executive Board or
  2. b) Petitions signed by not fewer than twenty members in good standing or 10 percent of the Chapter membership eligible to vote, whichever is fewer, and presented to the President at the next business meeting. The petition will be presented for a vote at the next Chapter business meeting.

ARTICLE VII.

Dissolution of the Chapter 

  1. If the Society is dissolved, the Chapter is also dissolved, and all Chapter net assets will be distributed to a similar not-for-profit organization. Designation of the organization(s) to receive said assets will be at the discretion of both the Chapter Executive Board and the Society Board of Directors.

ARTICLE VII.

Chapter and Society Representation 

  1. No member of the Society will represent the Society without prior approval of the Society Board of Directors, nor represent the Chapter without prior approval of the Chapter Executive Board.
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