Constitution and Bylaws
Adirondack Chapter North American Rock Garden Society
The name of this organization shall be “Adirondack Chapter, North American Rock Garden Society.”
The purpose of this Chapter shall be:
ARTICLE III: MEMBERSHIP
Section 1. Membership is open to all who apply and pay dues.
Section 2. There shall be five classes of membership: Student (do we offer this category?), Individual, Family, Life, and Honorary. Family membership shall include two members of a household both of whom shall have all the rights of an Individual Membership.
Section 3. Honorary members shall be those individuals in the field of horticulture as may be selected by the Executive Committee. Honorary members shall have all the privileges of membership except that of voting.
Section 4. Only members in good standing shall be eligible to vote or hold any position in the Chapter.
Section 5. Each Membership unit shall receive the Chapter newsletter and other publications of the Chapter as authorized by the Executive Committee.
ARTICLE IV: DUES
Section 1. Dues shall be established by the Executive Committee
Section 2. Any members delinquent for more than six months shall forfeit their membership in the Chapter.
Section 3. Dues shall be due and payable on or before 1 January of each year.
ARTICLE V: OFFICERS
Section 1. The Officers shall consist of a Chair, Vice-Chair, Secretary and Treasurer. Only members of NARGS may hold office in the Chapter.
Section 2. The Officers shall be elected by a majority vote at the Annual Meeting for a term of two years. Term of office begins on 1 January following the election.
Section 3. Neither the Chair nor the Vice-Chair may serve for more than two terms consecutively.
Section 4. The Chair shall preside at Chapter meetings and is responsible for organizing the functions of the Chapter. The Chair shall submit an annual report of the Chapter’s activities to the President of NARGS by 1 April of each year.
Section 5. The Vice-Chair shall assume the duties of the Chair in the Chair’s absence. The Vice-Chair shall serve as the Program Chair and shall present a tentative program for the year to the Executive Committee for approval.
Section 6. The Secretary shall maintain the minutes of Chapter and Executive Committee meetings and shall be responsible for correspondence as required.
Section 7. The Treasurer shall collect all dues, hold all Chapter funds, and dispense funds according to the direction of the Executive Committee. The Treasurer shall provide a financial statement at the Annual Meeting and a financial report for the fiscal year which shall appear in the Chapter newsletter.
Section 8. Any vacancies in Officers shall be appointed by the Chair with the approval of the Executive Committee. Such appointments shall be for the unexpired term.
ARTICLE VI: EXECUTIVE COMMITTEE
Section 1. The Executive Committee shall establish Chapter policies and conduct the affairs of the Chapter between business meetings.
Section 2. The Executive Committee shall consist of the Officers of the Chapter, the Members-at-Large, the Immediate Past-Chair, the Newsletter Editor, Membership Chair, Assistant Program Chair, Publicity Chair, and Plant Sale Chair (s).
Section 3. The Members-at-Large shall be elected at the Annual Meeting for a period of three years. One Member-at-Large shall be elected each year. Term of office begins on 1 January following the election.
Section 4. The Members-at-Large shall assist the Chair and Vice-Chair in the operation of the Chapter.
Section 5. The Officers and Members-at-Large shall appoint members to the following positions: Editor, Membership Chair, Assistant Program Chair, Publicity Chair and Plant Sale Chair(s).
Section 6. Vacancies in Members-at-Large shall be appointed by the Chair with the approval of the Executive Committee for the remainder of the year.
ARTICLE VII: MEETINGS AND ELECTIONS
Section 1. The Annual Business Meeting shall be held in November of each year at a location selected by the Executive Committee.
Section 2. Written notice of the Annual Meeting shall be published in the Newsletter one month prior to the meeting.
Section 3. A Nominating Committee of three members shall be appointed by the Chair three months prior to the Annual Meeting.
Section 4. The Nominating Committee shall designate its nominees at the October meeting when additional nominations will be accepted from the floor.
Section 5. Names of these nominees for office shall be published in the November newsletter. Additional nominations will be accepted from the floor at the Annual Meetings.
Section 6. Proxies must be received by the Secretary before the Annual Meeting.
ARTICLE VIII: AMENDMENTS
Section 1. Proposed amendments to the Bylaws must be submitted in writing to the membership thirty days prior to a vote by the membership.
Section 2. Approval of an amendment requires a two-thirds vote of the members present.
ARTICLE IX: USE OF FUNDS
Section 1. The Chapter shall operate on a not-for-profit basis.
Section 2. Chapter funds are to be used solely for the purpose of the Chapter. Officers may receive funds only as reimbursement for expenses incurred in conducting Chapter business.
Section 3. Should the Chapter dissolve, all funds and other assets become the property of the North American Rock Garden Society.
Revision approved August 1995
ARTICLE X: DISSOLUTION PROVISION
In the event of dissolution, all of the remaining assets and property of the organization shall after necessary expenses thereof be distributed to such organizations as shall qualify under section 501 (c)(3) of the Internal Revenue Code, or corresponding provisions of any subsequent Federal tax laws; or to the federal government, or to a state or local government for a public purpose.
ARTICLE XI: NON-INUREMENT PROVISION
No part of the net earnings of the organization shall inure to the benefit of any member, trustee, director, office of the organization, or any private individual (Except that reasonable compensation may be paid for services rendered to or for the organization), and no member, trustee, officer of the organization or any private individual shall be entitled to share in the distribution of any of the assets upon dissolution of the organization.
ARTICLE XII: RESTRICTIVE LEGISLATION PROVISION
No substantial part of the activities of the organization shall be carrying on propaganda, or otherwise attempting to influence legislation (except as otherwise provided by section 506 (h) of the Internal Revenue Code, as amended), nor shall the organization participate in, or intervene in (including the publication or distribution of statements), any political campaign on behalf of or in opposition to any candidate for public office.
ARTICLE XIII: RESTRICTIVE PURPOSES AND ACTIVITIES PROVISION
Notwithstanding any other provision of these articles, the organization is organized exclusively for one or more of the following purposes: religious, charitable, scientific, testing for public safety, literary, or educational purposes, or to foster national or international amateur sports competition (but only if no part of its activities involve the provision of athletic facilities or equipment), or for the prevention of cruelty to children or animals, as specified in section 501 (c)(3) of the Internal Revenue Code of 1986, and shall not carry on any activities not permitted to be carried on by an organization exempt from Federal income tax under section 501 (c)(3) or corresponding provisions of any subsequent Federal tax laws.
Revision approved April 11, 1999.
Chair: Tom Myers
Vice-Chair, Program Chair: Krys Cail
Treasurer: William Dress
Secretary: Anne Klingensmith