By-Laws of the Microscopy Society
of Northeastern Ohio, Inc. (MSNO)
(Click here for a printable version in Adobe Acrobat format MSNO Bylaws)
PURPOSE
The principal purpose of this Society, as provided in its Certificate of Incorporation, is to serve as an educational, scientific, non-profit and non-political organization to increase and disseminate knowledge pertaining to the ultrastructure and composition of matter and to the instruments and methods by which this knowledge is obtained.
ARTICLE I
Office
The business office of the Society shall be located at the business office of the incumbent Treasurer.
ARTICLE II
Membership and Dues
Section 1 - Membership Any person interested in the aims of the Society shall
be eligible for membership. Classes of membership shall be regular, corporate,
student, retired and unemployed. Membership classes shall be defined as follows:
regular - individuals having full or part-time employment; corporate - corporations
interested in the Society; student - individuals carrying a full-time course
load at an accredited university; retired - individuals previously employed
and interested in remaining technically active; and unemployed - current members
at time of membership renewal seeking technical employment. Other classes of
membership may be established by an amendment of the by-laws. Membership is
granted upon submission to the Treasurer a completed application form and annual
dues payment for the appropriate class listed above.
Section 2 - Privileges All regular, corporate, student, retired and unemployed
members of the Society are entitled to voting privileges and the right to hold
office within the Society.
Section 3 - Termination Membership in the Society
may be terminated at anytime by a two-thirds majority vote of the members of
the Board of Trustees present and voting at a regular or 2
special meeting. Failure to pay dues for one year will be deemed sufficient
cause for termination of membership.
Section 4 - Reinstatement A former member may apply for reinstatement by following
the procedures outlined in Section 1.
Section 5 - Dues The annual dues of the Society shall be determined at the
final spring meeting and shall be payable during the first month of the calendar
year.
ARTICLE III
Meetings
Meetings of the Society shall be held at least three times a year, beginning in the fall and ending in the spring. The date, place and order of business of all meetings shall be determined by the Board of Trustees. The Board of Trustees shall also arrange the scientific programs of all meetings, but this responsibility may be delegated to an officer or committee appointed by the Board.
ARTICLE IV
Board of Trustees
Section 1 - Number The management of the affairs and assets of the Society
shall be vested in a Board of Trustees made up of eight members and elected
by a majority vote of the membership. The Board of Trustees shall consist
of President, President-Elect, Past President, Secretary, Treasurer, and
three (3) Trustees. One Trustee shall be elected yearly for a three year
term so that the terms will be staggered to provide Board continuity. A trustee
may succeed himself in office.
Section 2 - Vacancies Any vacancy occurring in the Board of Trustees may
be filled for the period until the next annual election by a majority vote
of the remaining Board members present and voting.
Section 3 - Meetings The President of the Society shall serve as Chair of
the Board of Trustees. The Chair shall convene the Board in conjunction with
each meeting of the Society or at such other time he deems necessary.
ARTICLE V
Officers and Committees
Section 1 - Officers The officers of the Society shall be a President-Elect,
President, Past- President, Secretary, and Treasurer. The President serves
three years, once each as President-Elect, President, and Past-President.
The President-Elect may rotate each year between a member engaged in one
of the biological sciences and a member engaged in one of the physical
sciences. The Secretary and Treasurer shall each serve for a term of two
years.
Section 2
- Eligibility and Tenure of Office Any member of the Society is eligible
for election to office. The President may not succeed himself, but the Secretary
and Treasurer may be elected for additional terms. In the event of a vacancy,
the Board of Trustees shall elect a successor to hold office for the unexpired
portion of the term.
Section 3 - Nominations and Elections The Board of Trustees
shall designate nominees for President - Elect, Secretary, Treasurer, and Trustees
as needed. In the event of a vacancy on the Board of Trustees, replacements
shall be nominated to serve the duration of the unexpired term. The slate shall
be submitted to the membership by the mailing of ballots to all members in
the spring. Officers and trustees are elected by a simple majority of the returned
ballots.
Section 4 - President The President of the Society shall be a member
of the Microscopy Society of America, shall preside at all meetings of the
Society and of the Board of Trustees, and shall perform such other duties as
the Board of Trustees may prescribe. The President shall only vote in those
cases to prevent a tie vote. In the absence of the President, the President-Elect
shall preside on a pro-tem basis.
Section 5 - Secretary The Secretary shall keep the records of the Society,
the roll of the members, minutes of each meeting of the Society and the Board
of Trustees, and shall inform the membership of regular and special meetings
of the Society.
Section 6 - Treasurer The Treasurer shall collect the dues,
make payment on the bills approved by the Board and keep an accounting of
receipts and expenditures. Unexpended funds shall be retained in a bank account
established in the name of the Society by the Treasurer under the approval
of the Board of Trustees. The Treasurer shall be empowered to deposit and
withdraw funds and the President shall be appointed joint holder for the
account for the purpose of access under approval of the Board of Trustees
in the event of inability of the Treasurer to transact the financial business
of the Society.
The Board shall annually appoint a two person Audit Committee (not including
the Treasurer) to audit the Treasurer's books. One member of the Committee
may be a non-member who is knowledgeable in finances and auditing. The committee
shall be appointed at the Spring Board Meeting and shall be required to submit
the results of the audit to the Board at or before the following fall meeting.
Section 7 - Committees The Board of Trustees shall appoint from its own members
or the membership of the Society such committees as it considers necessary
in managing the affairs of the Society, and may authorize such committees to
discharge the function assigned to them by the Board. Each committee shall
be automatically discharged at the time of the annual election unless the Board
or membership takes specific action to continue the committee.
Section 8 -
Newsletter Editor The Newsletter Editor shall be appointed by the Board of
Trustees for a term of two years. The Newsletter Editor shall be a voting member
of the Board of Trustees and may succeed himself. The duties of the Newsletter
Editor shall be to issue a newsletter to the membership on a biannual basis.
ARTICLE VI
Affiliation
The Society may affiliate with other societies having similar aims upon recommendation of the Board of Trustees.
ARTICLE VII
Amendments
These by-laws may be amended by a majority vote of the membership. Amendments shall be proposed in writing to the Secretary, who shall submit them in writing to the Board of Trustees for approval. Upon approval by the Board, amendments shall be sent to the membership for ratification. A thirty day notice of all changes to the By-Laws approved by the Board must be given to the membership prior to any meeting where voting on the By-Law amendments shall occur.
Revised: 06-30-05