| BYLAWS
GOLBY-REASONER CHAPTER
AMERICAN HIBISCUS SOCIETYARTICLE I NAME: This organization shall be known as the "Golby-Reasoner Chapter" of the American Hibiscus Society, hereinafter referred to as "The Chapter." The Chapter is a non-profit organization devoted to education of the public in growth and culture of hibiscus.
ARTICLE II RELATIONSHIP TO THE AMERICAN HIBISCUS SOCIETY: The Chapter is a component of the American Hibiscus Society, Inc., (Society) and Chapter members shall be members of the Society. The Society is incorporated under Florida Statute 617 and as such shall be governed under the provisions of F.S. Section 617 which shall be superior to any provisions listed herein. The Society is a non-profit corporation organized under the provisions of Section 501(c)(30) of the internal revenue code of 1954, as amended, or the comparable provisions of any past or subsequent Federal tax law. The chapter shall abide by the bylaws of the Society; Chapter bylaws shall not conflict with those of the Society.
ARTICLE III ACTIVITY:
Section 1 The purposes for which this Chapter of the American Hibiscus Society is organized are exclusively charitable, scientific and educational within the meaning of section 501(c)(3) of the Internal Revenue Code of 1986, or the corresponding provision of any future United States Internal Revenue law.
Section 2 Notwithstanding any other provision of these articles, this organization 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) of the Internal Revenue Code of 1986, or the corresponding provision of any future United States Internal Revenue law.
Section 3 Upon dissolution of the Chapter, assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any such assets not so disposed of shall be disposed of by the Court of Common Pleas of the county in which the principle office of the chapter is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.
Section 4 No part of the net income of the Chapter may, under any circumstance, inure to the benefit of any officer, director, member, private shareholder or other individual.
ARTICLE IV BYLAWS: Chapter bylaws will be created and adopted locally by majority vote. Bylaws may be amended by majority vote at any regular meeting, or at any meeting called for that purpose with 30 days prior notice. Exception: ARTICLE III ACTIVITY is inserted in the bylaws by Society mandate dated 10 Jun 1996 in its entirety without modification and is to be complied with completely)
ARTICLE V MEMBERSHIP:
Section 1 All persons interested in the study and cultivation of hibiscus shall be eligible for membership. Membership in the Chapter and the Society begins upon completion and acceptance of membership form and payment of dues.
Section 2 Chapter members are those who satisfy Section 1. Honorary Chapter Members are those who, upon recommendation of the Board of Directors, are elected by two thirds of all members present and voting at any Chapter Meeting. Affiliated Chapter Members are those who belong to and pay national dues through another Chapter.
ARTICLE VI OBJECTIVES:
Section 1 To educate the public in the study, cultivation, propagation and hybridization of hibiscus.
Section 2 To present annually to the public an "Hibiscus Show" in furtherance of Chapter objectives: (1) Fund-raising, (2) Enlisting new members, (3) Demonstrations and Exhibits as stated in Section 1.
Section 3 To cooperate with the Society in furtherance of Society objectives: (1) Support development and maintenance of the Nomenclature, Catalogues, Hibiscus Handbooks and publication of pertinent information re: hibiscus varieties—old and new.
ARTICLE VII DUES:
Section 1 Society dues will be paid by all members, except Affiliated Chapter Members and Honorary Chapter Members, as stipulated in the Society bylaws and in accord with the Society and Chapter fiscal year of June 1 to May 31. Chapter dues will directly reflect decreases or increases in Society dues.
Section 2 Chapter dues changes, not caused by a change in Society dues, shall be proposed to the members by majority vote of the Board of Directors. A majority vote of Chapter members in attendance at a regularly scheduled Chapter Meeting is required to establish any change in Chapter dues not caused by a change in Society dues. Any change so voted is not effective for at least 30 days after the vote. Not more than one change in dues structure is permitted in any calendar year.
Section 3 Honorary Chapter Members are exempt from paying dues. That is, the difference between Society and Chapter dues are excused while the Society dues will be paid by the Chapter. Affiliated Chapter Members pay the difference between Society and Chapter dues, and pay Society dues through another Chapter.
ARTICLE VIII MEETINGS: Meetings will be held on the second Sunday of each month at two o’clock in the afternoon at a site acceptable to the majority of Chapter members; unless otherwise voted by the members. Attendance of fifteen (15) members in good standing shall constitute the required quorum.
ARTICLE IX ELECTION OF OFFICERS AND BOARD OF DIRECTORS MEMBERS:
Section 1 Chapter officers and Board of Directors Members shall be elected annually at the May meeting by majority vote of members attending. The Chapter president shall appoint a nominating committee to prepare a slate for presentation to the membership at the April meeting prior to the election. Each nominee must have agreed to hold office, if elected. The term of service of officers and Board of Directors Members begins with their installation at the June Chapter Meeting.
The 2005 officers and Board of Directors Members will have their terms extended until the June Chapter Meeting following their last year in office. This paragraph should be deleted at the next revision of these Bylaws.
Section 2 Chapter officers shall hold office for one year and are eligible for re-election. Chapter presidents shall be limited to one successive term.
ARTICLE X OFFICERS:
Section 1 President
The president shall preside at all meetings of the Chapter and at the Board of Directors meetings, and shall be a member ex-officio of all committees, except the Nominating Committee. Shall appoint chairpersons of all committees and shall consult with said chairperson pertaining to the appointment of members to said committees.
The President shall be recognized as a delegate to all meetings of the American Hibiscus Society, and shall appoint an alternate if unable to attend said meetings. The President shall serve no more than two (2) years consecutively, but may be eligible for re-election after being out of office for one (1) year.
The President may authorize expenses of $50, or less, without approval of the Board of Directors.
Section 2
(a) First Vice President
The First Vice President in the absence of the President shall perform the duties of the President, and perform other duties as requested by the President.
(b) Second Vice President
The second Vice President shall be knowledgeable of presidential duties and shall perform the duties of First Vice President (and President) if incumbents are unable to do so.
Section 3 Secretary
The Secretary shall record the proceedings of the Chapter meetings and of the Board of Directors meetings. Shall attend to all correspondence of the Chapter, shall maintain a correct list of names, addresses, zip codes, and telephone numbers of all members of the Chapter. The Secretary shall send written or verbal notices of meetings to members when requested to do so by the President.
Section 4 Treasurer
The Treasurer shall have custody of all Chapter funds, shall keep a full and accurate account, may make expenditures of $50, or less, at the direction of the President. Disbursement of single expense items in excess of $50 will require approval and consent of the President and Board of Directors. All disbursements are to be paid by check. The Treasurer shall present an itemized report to the Chapter at each regular meeting and shall pay the dues to the American Hibiscus Society.
The Treasurer shall maintain a correct list of names, addresses, zip codes, and telephone numbers of all members of the Chapter.
Reimbursement to Chapter members for approved Chapter expenses requires itemized receipts be submitted to the Treasurer at, or before, the Board meeting following the date of the expense incurred. At the close of the May meeting the Treasurer will bring the up-to-date Chapter records and give them to the Auditing Committee, which will be appointed by the Board of Directors. After being audited, the Treasurer’s books are to be given to the incoming Treasurer as of the last day of the outgoing Treasurer’s term of office.
ARTICLE XI BOARD OF DIRECTORS:
Section 1 The Board of Directors shall be the governing body of the Chapter, and are: the President, First Vice President, Second Vice President, Secretary, Treasurer, the immediate Past-President, and six (6) elected Directors.
Section 2 There shall be a total of six (6) Directors. Each year two (2) Directors will be elected by ballot by members of the Chapter to serve terms of three (3) years. Directors will be voted on at the regular November election meeting. If a Director leaves the Chapter, or is unable to perform the duties of his office, the vacancy shall be filled by appointment by the President with the approval of the Board of Directors.
The OBJECTIVE of the Board of Directors is to assist the President in conducting the business of the Chapter. Directors of the Chapter shall have full voting privileges. The Board of Directors shall approve all financial disbursements of the Chapter in excess of $50 and approve ALL Chapter projects.
Section 3 Any member of the board failing to attend two (2) consecutive meetings of the Board without explanation of extenuating circumstances may be replaced by a member of the Chapter appointed by the President and approved by the Board of Directors.
Section 4 No Director may serve more than three (3) consecutive years, but may be reelected after being off the Board for one or more years. Nothing herein shall prevent a Director from being elected to any other office, nor shall such election affect his term as Director. While serving in a dual capacity however, such Officer shall have but one (1) vote in Board Meetings.
ARTICLE XII PARLIAMENTARY AUTHORITY: "Robert’s Rules of Order" (revised) shall be used for conduct of Chapter meetings.
ARTICLE XIII DISSOLUTION: refer to ARTICLE III ACTIVITY: Section 3 of these bylaws for complete instruction should dissolution of the Chapter be necessary.
ADDENDUM
The original Bylaws of the American Hibiscus Society were reviewed and extensively revised during 1993-1995. The amended Bylaws were presented to the membership at the June, 1995 convention of the Society, and duly accepted by vote of the members attending. The original Norman Reasoner Chapter Bylaws last amended March, 1994, have been revised to conform as necessary to the Society Bylaws. A new Charter incorporating the change of the name of the Chapter from Norman Reasoner to Golby-Reasoner was presented and approved by the Society, effective June 1995.
By letter dated 10 Jun 1996, a mandate from the Office of the Executive Secretary of the Society made ARTICLE III ACTIVITY part of the Golby-Reasoner Chapter bylaws.
The Golby-Reasoner Chapter Bylaws herein were accepted by majority vote of members attending the regular slated meeting of June 9, 1996.
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