i. name
ii. objectives
iii. membership
iv. meetings
v. officers
vi. elections
vii. committees
viii. amendments
ix. principles
x. parliamentary authority
–
By-Laws
of the
[fill in with the name ] Chapter
of the
Azalea Society of America, Incorporated
-ARTICLE I. NAME
The name of this organization shall be the [fill in with the name ] Chapter of the Azalea Society of America, Incorporated.
– ARTICLE II OBJECTIVES
The objects and general purposes of this Chapter shall be:
A. To promote interest in and exchange of knowledge of the azalea, its forms and uses.
B. To study the principles of hybridization, propagation, culture and care of azaleas.
C. To bring together those whose interest in the exchange of knowledge of and appreciation of azaleas form a bond of friendship.
D. To support the objectives of the Azalea Society of America, Incorporated, (hereinafter “National Society”).
– ARTICLE III. MEMBERSHIP
A. Membership shall be open to any individual, two individuals at the same address (joint), club, firm, or organization interested in azaleas, who by making application, submitting dues, and accepting membership, affirm their support for the objectives of the National Society.
B. Classes of membership, annual dues to the National Society, and termination of membership shall be as defined in the National Society by-laws.
C. The President and Secretary of the National Society and the Editor of The Azalean shall be ex officio members of the Chapter and shall enjoy all privileges of Chapter membership, except such ex officio members shall pay no fees to the Chapter and may not vote in Chapter matters nor hold Chapter office unless they are also regular members of the Chapter.
D. Dues
1. The Board of Directors of the National Society shall determine the amount of dues to be paid.
2. Annual dues are due and payable January 1 of each year. Membership of any member shall be terminated upon failure to pay such dues on or before March 1 of each year. A membership terminated due to failure to pay dues may be reinstated by written application and the payment of full dues for the current year.
3. The Chapter shall be authorized to fix fees for local activities in addition to the annual dues as approved by a majority of [fill in with either “all members” or “those members present” ] at a regularly called meeting.
E. A member may resign by filing a written resignation with the Secretary, but such resignation shall not relieve the member so resigning of the obligation to pay any dues, assessments, or other charges theretofore accrued and unpaid.
F. Classes of Membership
1. Individual Members. A person, firm, club, or organization, as an individual member, shall be entitled to one (1) vote.
2. Joint Members. Two (2) persons at the same address may be a joint member, entitled to one (1) vote. Each person shall be entitled to all other privileges of the Chapter.
3. Associate Members. Members of other chapters of the National Society who desire affiliation with this Chapter and pay the associate-member dues as determined by the Chapter, shall be entitled to all the privileges of Chapter membership. Associate members shall be entitled to one (1) vote.
4. Life Members. Life memberships are open to persons (individual or joint members), not to organizations. Each life member is entitled to all the privileges of the Chapter and is entitled to one (1) vote.
5. Honorary Members. Honorary memberships may be granted in accordance with the by-laws of the National Society.
– ARTICLE IV. MEETINGS
A. The Chapter shall meet not less than four times per year, with the time and place determined by the Executive Committee.
B. The Annual Meeting shall be the last regularly scheduled meeting of the Chapter year and shall include the election and installation of officers, final reports of outgoing officers and committee chairmen and the presentation of the proposed budget for the following year.
C. Special meetings may be called by the President, the Executive Committee, or upon the written request of not less than ten members.
D. Written notice stating the place, agenda, day and hour of any meeting of members shall be given to each member not less than fifteen (15) days in advance of any regular or special meeting.
E. The quorum for all Chapter meetings shall be a minimum of ten (10) voting members.
F. Members entitled to vote may vote in person or by written proxy at any meeting. Proxies may be requested through the Secretary. Only proxies actually received by the Secretary prior to the commencement of a meeting may be counted in determining the results of any vote.
G. Decisions shall be reached by majority vote of those present or represented by proxy once a quorum is established unless otherwise stated in these by-laws.
– ARTICLE V. OFFICERS
A. The elected officers of the Chapter shall be a President, a Vice-President, a Secretary, and a Treasurer.
B. The Executive Committee shall be the elected officers, the immediate past President of the Chapter, and any other members elected by the membership to that committee. Committee chairmen shall be invited to all Executive Committee meetings as non-voting members.
C. The Executive Committee shall have general charge of the affairs of the organization, shall have the power to authorize routine expenditures and to act upon all questions not requiring a vote of the organization. A representative of the Executive Committee shall present the proposed budget to the membership at the Annual Meeting.
D. The Executive Committee may appoint a Corresponding Secretary, Librarian, Editor, Historian, Committee Chairmen or other such agents as it shall determine desirable or necessary. These individuals shall have such authorities, perform such duties, and serve for such periods of time as established by the Executive Committee.
E. In the event of a vacancy in any office, other than President, it shall be filled by appointment by the Executive Committee. The vacancy in the office of President shall be filled by the Vice-President.
F. The President shall preside at all meetings of the Chapter and shall present the recommendations of the Executive Committee to the membership. The President shall be an ex officio member of all committees but may vote only in case of a tie.
G. The Vice-President shall be considered an alternate to the President and may fulfill any of the duties of the office in the event of absence of the President or vacancy of the office. The Vice-President shall be Program Chairman.
H. The Secretary shall keep the official minutes of the meetings of the members and of the Executive Committee.
I. The Treasurer shall be the custodian of the organization funds. The Treasurer shall keep accurate records of all transactions and shall file a complete financial report at the annual meeting. At this time all records, vouchers, etc., which shall make possible a proper review or audit of accounts shall be made available to any reviewer or auditor appointed by the Executive Committee.
J. The Historian shall handle all press releases for the organization, shall compile and be custodian of the organization’s scrapbook, and shall send originals or copies of all chapter materials to the National Society Archive Committee Chair at least annually.
K. The Librarian shall maintain and shall be responsible for any books and pamphlets purchased or donated to the Chapter library for use by its members. Lost books will be paid for by the borrowing member. The Librarian shall be responsible for all book sales, proceeds of which will be turned over to the Chapter Treasurer.
– ARTICLE VI. ELECTIONS
A. At least two (2) months before the annual meeting, the Executive Committee shall appoint a Nominating Committee of three (3) chapter members, one of whom shall be a member of the Executive Committee and shall be the Chairman of the Nominating Committee.
B. The Nominating Committee shall present to the membership at least one (1) month in advance of the Annual Meeting a proposed slate of officers, together with a short resume of each such candidate.
C. The election of officers shall be held at the Annual Meeting. Nominations may be made from the floor or by proxy. A majority of those present and those proxy voting shall constitute an election.
D. The results of the election will be promptly reported to the Chapter members, the President and Secretary of the Azalea Society of America, Inc., and to the Editor of The Azalean.
– ARTICLE VII. COMMITTEES
Standing Committees may be formed at the direction of the Executive Committee for such purposes as plant sales, seed exchanges, supplies, and shows.
– ARTICLE VIII. AMENDMENTS
A. These Chapter by-laws may be amended at any regular meeting of the organization by a two-thirds vote of those present and voting; provided that the proposed amendment has been submitted in writing to the membership at least fifteen (15) days in advance of such meeting.
B. There shall be an automatic review of the by-laws every five (5) years by a committee of three (3) chapter members appointed by the Executive Committee.
C. Any amendment of these Chapter by-laws must be approved by the National Society before it can take effect.
– ARTICLE IX. PRINCIPLES
A. As a Chapter of the National Society, we affirm our support to the objectives of the National Society and to the authority of the National Society by-laws.
B. The Chapter shall at all times be operated solely and exclusively in accordance with the following principles as adopted by the National Society:
1. The Chapter shall operate solely and exclusively for scientific and/or educational purposes related to the study of azaleas, their hybridizing propagation, culture, care and development.
2. No part of the net income of the Chapter may under any circumstances inure to the benefit of any private individual.
3. The Chapter shall not carry on any propaganda or otherwise attempt to influence legislation.
4. The Chapter shall not participate in or intervene (including the publishing or distributing of statements) in any political campaign on behalf of any candidate for public office.
5. The Chapter shall not participate in any transactions resulting in a diversion of its income or assets to any officer, employee, member, or contributor.
6. The Chapter shall not conduct or participate in any activity whatsoever which a totally tax-exempt organization is not permitted to carry on under the provisions of the United States Internal Revenue Service laws and regulations then in effect.
7. In the event of the dissolution of the Chapter, all Chapter property and assets shall be liquidated, and all monies and ASA property shall be distributed to the National Society if it exists, or if not, to the [fill in with the name of a specific non-profit or charitable institution of your choice ].
8. Invalidation of any one or more of the articles set forth herein (or part thereof by ruling of the National Society) shall not in any way affect any of the other articles set forth herein which shall remain in full force and effect.
– ARTICLE X. PARLIAMENTARY AUTHORITY
Roberts Rules of Order – Revised shall be the Parliamentary Authority for this organization where they are not inconsistent with the by-laws of the Azalea Society of America, Inc..
Approved
_____________________________
_____________________________
_____________________________
(For the Executive Committee of the [name ] Chapter)
Accepted
_____________________________
_____________________________
_____________________________
(For the Board of Directors of the Azalea Society of America, Inc.)
Adopted by the membership of the [name ] Chapter of the Azalea Society of America, Inc. at a regular meeting on _______________, 20____