ARTICLE I. NAME
This organization shall be known as the
Arkansas Audubon Society, Inc. The corporation shall be referred to
herein as the "Society".
ARTICLE II. OBJECTIVES
1. To foster a greater knowledge of the
natural history of Arkansas through observation, investigation,
education and publication.
2. To actively promote the effective
stewardship of the natural resources of Arkansas.
ARTICLE III. MEMBERSHIP
Section 1. Active Membership shall consist
of Adult members and Student members who have a sincere interest in
the objectives of the Society. Members shall be classed as student,
regular (individual or family), sustaining (individual or family),
contributing (individual or family), life and patron, depending on
the amount of dues paid. Student, regular, sustaining and
contributing shall be annual classes, and life and patron shall be
Section 2. Honorary Membership may be
bestowed by a majority vote of the Board of Directors upon persons
who have made outstanding contributions in the fields of nature or
ARTICLE IV. DUES AND FINANCE
Section 1. The Fiscal Year shall begin
April 1, and end March 31 of the ensuing year.
Section 2. (a) Annual Dues shall be set by
the Society by a majority vote of the members present and voting.
Dues shall be on a calendar year basis. Members whose dues are not
paid by March 31 will have their names removed from the mailing
list. (b) Notification: Members shall be notified and reminded in
the winter newsletter of their payment of dues. The Membership
Chairman shall send a reminder of delinquent dues to those members
who have not paid their dues by February 15.
Section 3. The Budget for the coming year
shall be prepared by the Finance Committee, and upon recommendation
by the Board of Directors, shall be presented for adoption at each
Section 4. An Audit of the treasurer's
books shall be made after the end of the fiscal year or as necessary
by an auditor(s) appointed by the president. The audit may be
performed by a committee of members of the Society or by a
ARTICLE V. OFFICERS
Section 1. Officers of the Society shall
be a president, vice-president, secretary, treasurer, editor,
curator and Immediate Past President.
Section 2. Term of officers shall be for
two years or until their successors are installed.
Section 3. Vacancies in any office shall
be filled for the unexpired term by appointment by the president.
Section 4. Officers and committee members
must be members in good standing of the Society.
ARTICLE VI. DUTIES OF OFFICERS
Section 1. The President shall preside at
all meetings of the Society and of the Board of Directors; shall
appoint all committee chairs; shall be a voting member ex-officio of
all committees except the nominating committee; and shall supervise
the work of the Society.
Section 2. The Vice-President shall
perform the duties of the president in the absence of that officer
and shall serve as chair of the Convention Committee.
Section 3. The Secretary shall keep in
permanent form the minutes of all meetings of the Society and the
Board of Directors, providing the president with copies of same; and
shall handle correspondence as directed by the president.
Section 4. The Treasurer shall be
custodian of all funds of the Society, and shall disburse funds in
accordance with the budget or upon order of the Board of Directors.
The treasurer shall collect membership dues and keep a serially
numbered log of the membership. Upon request from a member, the
treasurer shall provide that member with a numbered and dated
certificate of membership. The treasurer shall present an annual
report to the Board of Directors and shall deliver the books to the
auditor(s) after the end of the fiscal year but no later than June
Section 5. The Editor shall be responsible
for the publication and distribution of Society publications.
Section 6. The Curator shall be
responsible for compiling and preserving all bird records including
seasonal summaries and documentation forms, and any other property
of scientific value to the Society. The curator shall serve as chair
of the Bird Records Committee (BRC) and submit an annual report on
actions taken by the BRC at the fall Board meeting.
Section 7. The Immediate Past President
shall assure smooth transfer of President's duties and
responsibilities, advise the Board of Directors, and assist the
President as required.
ARTICLE VII. MEETING AND QUORUMS
Section 1. State Meetings of the Society
shall be held twice each year, one meeting in the spring and one in
the fall, unless otherwise ordered by the Board of Directors.
Section 2. The Annual Meeting shall be
held during the spring meeting of the Society.
Section 3. Board of Directors meetings
shall be held during the state meetings of the Society, upon the
request of the president or upon request of three members. Board
meetings are open to any member of the Society who wishes to attend.
Section 4. Quorums are not necessary to
conduct business at meetings of the Society provided thirty days
written notice has been given, or of the Board of Directors provided
three days notice has been given.
Section 5. The Board of Directors and all
committees may conduct business either in person or by electronic
means whenever necessary. Electronic shall include telephone, fax,
e-mail, and such other electronic means as may be in common use in
the future. Printed copies of electronic communications shall be
retained as part of the Society’s permanent records.
ARTICLE VIII. BOARD OF DIRECTORS
Section 1. Authority for the control of
the property and the conduct of business of the Society shall be
vested in the Board of Directors.
Section 2. Number and Term: The Board of
Directors shall be composed of fifteen (15) members: the officers,
and the chairs of the Conservation Committee, the Education
Committee, the Finance Committee, the Membership Committee, the
Publicity Committee, the Edith and Henry Halberg Ecology Camp
Committee, the Website Committee, and the Trust.
ARTICLE IX. NOMINATING COMMITTEE AND
Section 1. Number and Appointment: A
Nominating Committee of three members shall be appointed by the
Board of Directors at their fall Board meeting preceding the
election year. In case any member of this committee is unable to
serve, the committee itself shall fill the vacancy.
Section 2. Responsibilities: At the Annual
Meeting following their appointment the committee shall present to
the Board of Directors nominations for officer elections.
Section 3. Elections: Officers shall be
elected by a majority vote of members present at the Annual Meeting.
Nominations may be made from the floor.
ARTICLE X. BOARD COMMITTEES
Section 1. Convention Committee shall be
responsible for the arrangements for the state meetings of the
Section 2. Education Committee shall be
composed of the chair and one or more appointed members. The
committee shall promote the objectives of the Society through
education, programs, and educational scholarship awards.
Section 3. Finance Committee shall be
composed of three members: the chair, the treasurer, and the
vice-president. The duties of the Finance Chair shall be to Chair
the Finance Committee and prepare the annual budget for the Society.
Further, the Finance Committee shall be responsible for managing
investments of the Society. Management shall include researching
current interest rates and risk, and investing the available liquid
assets of the Society with appropriate consent and approval of the
Board of Directors. These duties shall relate only to the general
operation of the Society and not that of the Ecology Camp nor the
Section 4. Membership Committee shall be
composed of the chair and one or more appointed members. This
committee shall be responsible for maintaining a current list of
members and for all promotional activities to increase the
Section 5. Publicity Committee shall be
composed of the chair and one or more appointed members. This
committee shall be responsible for public relations.
Section 6. Conservation Committee shall be
composed of the chair and members representing diverse regions of
the state. This committee shall promote the objectives of the
Society by handling all matters pertaining to effective
Section 7. Bird Records Committee shall be
composed of the curator and four members appointed by the curator
and approved by the Board of Directors. This committee shall
maintain the official Arkansas bird list and shall accept or reject
any reports of unusual sightings submitted to the curator.
Section 8. Website Committee shall be
composed of the webmaster and one or more appointed members. This
committee shall be responsible for construction and maintenance of
ARTICLE XI. ECOLOGY CAMP COMMITTEE
The Ecology Camp Committee shall be
composed of the chair or co-chairs and three or more appointed
members. The chair or co-chairs shall be approved by the Board of
Directors of the Society. This committee shall be responsible for
all aspects of the Edith and Henry Halberg AAS Ecology Camp,
including fund raising, camper recruitment, staff hiring and camp
publicity. This committee will also select recipients of the Iola
Rea Scholarship. The chair or co-chairs shall appoint members of the
committee and an Ecology Camp treasurer who shall be responsible for
all Ecology Camp finances. The chair or co-chairs shall submit an
annual report and a financial report to the Board of Directors at
the fall meeting of the Society.
ARTICLE XII. OPERATION OF COMMITTEES
Section 1. All committees shall operate
under policy established by the Board of Directors.
Section 2. Any committee may be operated
under a chair or co-chair as appointed by the president. In the
event of a co-chair arrangement, the committee will have one vote
when Board business is conducted.
ARTICLE XIII. AAS TRUST
The Arkansas Audubon Society Trust shall
consist of five Trustees appointed by and serving at the pleasure of
the AAS Board of Directors plus the president of the Society, an ex
officio member. No other officer of the Society shall be eligible to
serve as a Trustee. The Trust Agreement, made October 28, 1972 and
amended May 5, 1973 shall govern the operation of the trust. The
trust shall submit an annual report and a financial report to the
Board of Directors at the fall meeting of the Society.
ARTICLE XIV. PARLIAMENTARY AUTHORITY
The rules contained in Robert's Rules of
Order revised shall govern the proceedings of the Society in all
cases to which they apply and in which they are not inconsistent
with these By-Laws.
ARTICLE XV. AMENDMENTS
These By-Laws may be amended at any
meeting of the Society by a majority vote of the members present and
voting, provided the amendments were submitted in writing at least
one month in advance of the meeting.
[AS Adopted by General membership 11/ 03/