By Laws
ARTICLE I.NAME AND PURPOSE
Section 1.THE NAME of this corporation shall be Carmel Orchid Society, Inc., hereafter referred to as the Society.
Section 2.THE PURPOSE of the Society shall be to stimulate interest in the study of plants of the family Orchidaceae, to promote the conservation of native orchids, and to acquire and disseminate to members and the public at large, practical and scientific information regarding the collection, culture, hybridization, propagation, and appreciation of these plants.
ARTICLE II.MEMBERSHIP
Section 1.ACTIVE MEMBERSHIP is available to any person interested in the objectives of the Society. It is divided into four classes: 1) Single, 2) Joint, 3) Life, 4) Honorary.
Section 2.SINGLE MEMBERSHIP is open to individuals. Single members may participate in all activities of the Society, shall pay dues, and exercise the membership voting power of the Society.
Section 3.JOINT MEMBERSHIP is available to two or more members of the same household. Each joint member has the same rights and privileges as a single member.
Section 4.LIFE MEMBERSHIP is available to any individual member upon the payment of prescribed dues in one lump sum. This exempts him/her from the payment of any further dues for life.
Section 5.HONORARY MEMBERSHIP is bestowed upon active presidents of other orchid societies that reciprocate the courtesy, or as an expression of the Society's special esteem, upon occasional individuals selected by the Board of Directors for their prominence in the growing or study of orchids, or for some service to the Society. No honorary member may vote or hold office.
Section 6.APPLICATION FOR MEMBERSHIP may be made to the treasurer and accompanied by dues for the current year.
Section 7.TERMINATION OF MEMBERSHIP because of conduct deemed prejudicial to the good of the Society may be decreed after a complete hearing before the Board of Directors and on the vote of seven of eight directors of the board. The membership of any person, over three months in arrears in dues shall be terminated automatically.
Section 8.GUESTS are welcome at meetings, but they are expected to apply for membership if they become regular attendees. Individuals are entitled to attend three meetings as guests in any one-year.
Section 9.ANNUAL ROSTER Each Member shall receive an annual roster of the society.
ARTICLE III.DUES
Section 1.ANNUAL DUES of the Society shall be for the calendar year. They are payable from November 1st of the preceding year and become delinquent after March 1st of the current year. If dues are not received by May 1st the membership will be terminated and the member dropped from the roster.
Section 2.THE BOARD OF DIRECTORS is authorized to modify the annual dues as deemed necessary.
Section 3.DUES FOR JOINT MEMBERSHIP shall be 150% of single membership dues for the first two members of a family group and another 50% for any additional member.
Section 4.DUES FOR LIFE MEMBERSHIP shall be 15 times the annual dues.
Section 5.HONORARY MEMBERS are exempt from payment of dues.
ARTICLE IV.DIRECTORS AND OFFICERS
Section 1.THE BUSINESS OF THE SOCIETY shall be transacted by the Board of Directors composed of a President, Vice-President, Recording/Corresponding Secretary, Treasurer, Membership Coordinator, Back Bulb Editor, four directors, AOS representative and the May Faire Coordinator.
Section 2.THE FOUR ELECTED DIRECTORS the Treasurer and the Back Bulb Editor shall hold office for a term of two years. Two of the four directors will be elected each alternating year. All other offices shall be elected to a term of one year.
Section 3.TERMS OF OFFICERS and DIRECTORS shall be limited to three consecutive terms in the same office.
Section 4.AOS REPRESENTATIVE shall serve a term of not more than five years.
Section 5.DUTIES OF THE OFFICERS shall be as follows: The President is responsible for conducting the general business of the Society; the Vice-President is responsible for the non-event regular monthly programs of the Society and shall preside in the absence of the President and succeed in that office if it becomes vacant; the Recording/Corresponding Secretary is responsible for the keeping of the minutes of the Board meetings and handling the Society’s official correspondence; the Treasurer is responsible for conducting the financial business and keeping the financial records of the Society; the Membership Coordinator is responsible for maintaining the active roster, collecting annual membership dues and coordinating the publishing of the Society annual roster; the Back Bulb Editor is responsible for collecting articles and publishing the monthly Back Bulb electronically as well as printed, the mailing shall be the joint responsibility of the Recording/Corresponding Secretary and the Back Bulb Editor; the May Faire Coordinator is responsible for coordinating the efforts of the May Faire Committee. All officers and directors may have other duties assigned by the President with the approval of the Board of Directors.
Section 6.SERVICES PERFORMED BY THE OFFICERS shall be voluntary and without compensation.
Section 7.DISBURSEMENT OF MONEY shall be by checks in the name of the Society, signed by a signatory designated by the Board of Directors. Business matters which relate to the purchase, sale or encumbrance of property of the Society involving amounts in excess of $1,000 must be approved by the general membership at a regular meeting.
ARTICLE V.MEETINGS
Section 1.MEETINGS OF MEMBERS shall be held at approximately monthly intervals at such time and place as the Board of Directors shall determine. No meeting is to be scheduled on a legal holiday. Notice of these meetings shall be included in the Backbulb, the bulletin of the Society, as well as posted on the Carmel Orchid Society web site and may either be mailed to all members or downloaded from the web site by the members.
Section 2.REGULAR MEETINGS OF THE BOARD shall be held at least eight (8) times a year or more often if necessary. A quorum shall consist of seven members.
Section 3.SPECIAL MEETINGS OF THE BOARD may be called at any time and place by the President, Secretary, or any three Board members. Notice of such special meetings shall be given personally or by mail to each Board member at least two days before the meeting.
Section 4.STANDING RULES shall be reviewed and established on an annual basis.
Section 5.INSTANCES OF CONFLICT OF INTEREST shall be stated by a board member and that member shall abstain from voting on the specific matter.
Section 6.PARLIAMENTARY AUTHORITY at all meetings of the members or of the Board of Directors shall be Robert's Rules of Order, Revised.
ARTICLE VI.ELECTIONS
Section 1.A NOMINATING COMMITTEE consisting of two members of the Board and a minimum of two members at large shall be appointed by the President. It shall be the duty of the committee to present a slate of nominees at the October meeting. Additional nominations for any of the elective positions may be made from the floor. Consent must be given prior to presenting a name in nomination.
Section 2.ELECTION OF ALL DIRECTORS AND OFFICERS shall be by written ballot or by oral vote with the consent of members present at the November general meeting. Proxies shall not be allowed.
Section 3.INSTALLATION OF OFFICERS shall take place at or prior to the January meeting of members.
Section 4.UNEXPIRED TERMS OF OFFICE OF DIRECTORS OR OFFICERS, which occur during any given year, shall be filled by the Board of Directors. The tenure of such appointees shall be until the next annual election of the Society.
ARTICLE VII.AMENDMENT OF BYLAWS
Section 1.THE BYLAWS may be adopted, amended, or repealed by a majority vote of the members present at any regular meeting provided such action was proposed and read at the previous meeting.
ARTICLE VIII.DISSOLUTION OF THE SOCIETY
Section 1. In the event of the dissolution of this society all properties will be sold and the monies received donated to another local orchid society or to the American Orchid Society.
