BYLAWS OF THE SACRAMENTO AQUARIUM SOCIETY

ARTICLE I        NAME

This society shall be known as the Sacramento Aquarium Society (SAS).

ARTICLE II        OBJECT OF THE SOCIETY

The object of this Society is to encourage and further the interest of the care and breeding of tropical fish and to promote the exchange of information between amateur aquarists.

ARTICLE III        FAMILY MEMBERSHIP AND DUES

SECTION 1.        All persons interested in the object of this Society shall be eligible for a family membership and are welcome as a member upon payment of dues or fees in force at the time of application.

SECTION 2.        There are three (3) classes of family membership: General, Lifetime, and Honorary.

SECTION 3.        Lifetime members may be admitted by a majority vote of the Board of Directors present at any Board meeting, subject to approval by the majority of members present at a general meeting. They shall be exempt from the payment of dues or fees and shall be eligible for all privileges of a membership.

SECTION 4.        Honorary members may be admitted by a majority vote of the Board of Directors present at any Board meeting. They shall be exempt from the payment of dues or fees, shall not be eligible to vote or hold office, but shall be eligible for all other privileges of a membership.

SECTION 5.        By a vote of three-fourths (3/4) of the members present at any general membership meeting, any member may be dropped for conduct considered injurious to the best interest of the Society

SECTION 6.        Annual dues shall be determined by a two-thirds (2/3) vote of the membership at a general membership meeting. Current dues rates shall be published in the Society bulletin. Nonpayment of dues shall be considered equivalent to resignation after published notice in two consecutive issues of the SAS monthly publication. Members still delinquent at the conclusion of the following general meeting shall be dropped from the roll.

ARTICLE IV        MEETINGS

SECTION 1.        There shall be one general membership meeting each month. The time and place of the general membership meetings shall be on a regularly scheduled basis, to be determined by the Board of Directors. Any change in the general membership meeting schedule shall be published one month prior the change.

SECTION 2.        Special meetings may be called by the President, or by request of 10 percent (10%) of the family memberships. One weeks notice shall be given to the membership of all such meetings.

SECTION 3.        Nominations for Board of Directors shall be opened during the October General membership meeting. Nominations will close at the November General membership meeting, and the annual election shall commence immediately.

SECTION 4.        The Annual Dinner Board Meeting shall be on the stated date in December and the Fiscal year shall start on the following January 1st.

SECTION 5.        The Board of Directors shall be installed as the final order of business at the December General Membership Meeting.

ARTICLE V        BOARD OF DIRECTORS AND STANDING COMMITTEES

SECTION 1.        The Board of Directors for the Sacramento Aquarium Society shall be composed of four (4) Officers, and a seven (7) Member “Board of Governors.”

SECTION 2.        The Officers of the Sacramento Aquarium Society shall consist of a President, a Vice President, a Recording Secretary, and a Treasurer. All Officers shall be chosen by ballot, at the November general membership meeting and shall hold office until their successors are named, or elected and installed as herein provided.

SECTION 3.        Their duties shall be as ordinarily appertain to their respective offices.

SECTION 4.        There shall also be elected at the November general membership meeting a Board of Governors of seven (7), who together with the Officers shall meet once a month to plan and provide programs for the general membership meetings, and to transact Society business.

SECTION 5.        Each member of the Board of Governors and each Officer shall have one vote in transacting the Society's business and they shall be referred to as the Board of Directors.

SECTION 6.        Vacancies and absences: non-performance of duty.

a. A vacancy of the Board of Directors shall be filled by appointment by the President, subject to a majority vote of the Board of Directors. Such appointments shall be for the remainder of the board year. The vacancy shall be announced in the society publication prior to the board meeting at which the vacancy will be filled.

b. It is requested that a Board of Directors member notify the President of their resignation as soon as possible.

c. Any Board member is considered to have resigned by having missed three unexcused consecutive meetings (general, board, or combination thereof) or missed five total unexcused meetings over the course of the year.

d. Any Board member who has failed to perform the required duties of their position, (as described in the SAS Handbook), can be dismissed and their position declared vacant by a vote of three-quarters of the Board Members present.

SECTION 7.        The treasurer shall make all disbursements upon approval of the Board of Directors or vote of the Society.

SECTION 8.        The Board of Directors shall provide for the appointment of a Finance Committee, and the President shall appoint a chairperson.  Said committee shall consist of a chairperson, the Society Treasurer, and two (2) other society members who are appointed by the chairperson. Said committee shall present a Society operating budget to the Board of Directors at the November Board meeting and the Budget must be approved by a vote of 2/3 of the Board of Directors by the December Board Meeting.  The approved budget will be in effect from the January General Meeting through the December Board Meeting of the following year.  The Finance Committee shall also perform an audit of the Society records for the previous fiscal year (January through December) and present a report to the Board of Directors.

ARTICLE VI        ALTERATIONS AND AMENDMENTS

  1. Alterations and amendments to the bylaws may be proposed at any Board Meeting by any Member in good standing.

        

  1. Notice of a possible vote to adopt any proposed alterations and/or amendments must be made in writing to all the general membership at least three days before the general membership meeting.         

  1. Alterations and/or amendments shall be adopted by a two thirds (2/3) vote of the members present at a general membership meeting.

ARTICLE VII        PARLIAMENTARY PROCEDURES

SECTION 1.        At any general membership meeting of the Society, the members present shall constitute a quorum.

SECTION 2.        At any meeting of the Board of Directors, a majority of the board members shall constitute a quorum.

SECTION 3.        Robert's Rules of Order shall be the authority in all transactions not provided for by this Constitution.

SECTION 4.        The Bylaws shall also serve as the Constitution of this society.

SECTION 5.        The SAS Handbook shall be considered the procedural manual. All rules, job descriptions, policies, and programs not covered by these Bylaws shall appear in the SAS Handbook upon approval by the Board of Directors.

SECTION 6.         The Bylaws and SAS Handbook shall be published on the SAS Website.

ARTICLE VIII        PUBLICATIONS PERIODICALS

SECTION 1.         Any regular Publication or periodical sponsored by the Society shall have an Editor, of whom is expected to attend the general membership and Board meetings (with Board approval this can have exceptions).

SECTION 2.        The Editor shall be appointed by the President.

SECTION 3        The Editor shall be responsible for all phases of publication, but the policy shall be the providence of the Board of Directors.

SECTION 4        The Editor shall draw on the Treasurer for the necessary expenses and shall be accountable for such receipts as there may be.

SECTION 5        Any such regular publication or periodical shall be considered the official communication of the Society, but the opinions and views expressed therein shall not necessarily be considered those of the Society unless so stated.

SECTION 6        Any regular communication shall contain the official minutes of the immediately preceding meetings of the Society and Board, in lieu of verbal presentation at the subsequent meeting for approval or correction.

SECTION 7        Each member of the Society in good standing shall be furnished one (1) copy of each issue of such communication as a condition of their membership.

SECTION 8        Rates for such advertisements as may be solicited shall be established with the agreement of the Board of Directors.

ARTICLE IX        TAX EXEMPT STATUS

SECTION 1.         SAS is organized exclusively for educational purposes within the meaning of Section 501 C (3) of the Internal Revenue Code of 1954.

SECTION 2.         Notwithstanding any other provisions of these articles, the SAS shall not carry on any other activities not permitted to be carried on (a) by an association exempt from Federal Income Tax under Section 501 C (3) of the Internal Revenue Code of 1954 (or the corresponding provisions of any future United States Internal Revenue Law) or (b) by an association’s contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code of 1954 (or the corresponding provisions of any further United States Internal Revenue Law).

SECTION 3. The property of SAS is irrevocably dedicated to educational purposes. No part of the net earnings of this society shall ever inure to or for the benefit of or be distributable to its members, trustees, officers, or other private persons, except that the SAS shall be empowered to make payments and distributions in furtherance of the exempt purposes for which it was formed.

ARTICLE X        DISSOLUTION OF THE SAS

Upon winding up and dissolution of the SAS, after paying or adequately providing for the debts and obligations of the SAS, the remaining assets shall be distributed to a nonprofit fund, foundation or association which is organized and operated exclusively for charitable, educational, and/or scientific purposes and which has established its tax exempt status under Section 501 C (3) of the Internal Revenue Code.