BYLAWS OF THE SOCIETY
FOR
CZECHOSLOVAK PHILATELY, INC.
Approved by the Board of Directors
on 30 May 2002
Bylaw I - Membership
1A. Membership in the Society for Czechoslovak Philately, Inc.
shall be granted to any qualified collector or applicant in the following
categories:
a. Regular member
b. Patron member
c. Senior member (50 consecutive years of Regular and/or Patron membership)
d. Honorary member (designated by the Board for outstanding contributions
to Czechoslovak Philately)
e. Youth member (under 18 years of age)
Membership shall take effect on the first day of the year in which
dues are first paid. Senior and Honorary membership shall begin in the
year following the granting. If dues are paid in the third or
fourth quarter of the year, the new member shall have the option of
applying them to the following year. If the new member chooses
to apply dues to the current year of joining, he or she is entitled
to all issues of The Specialist for that year.
1B. The Secretary shall assign membership numbers seriatim from
a single list. The membership number of a deceased member of the
Society may be assigned to a surviving relative upon written request
to the Secretary.
1C. The resignation of a member shall become effective upon the
expiration of 30 days after receipt of the written request, if such
member is then in good standing or, if not, at such later time as he
or she shall be restored to good standing. No refund of membership
dues will be made under this section.
1D. If a member is delinquent in the payment of indebtedness
to the Society, or any of its activities, for a period of 30 days, the
Treasurer shall report that fact to the Board of Directors. If
such indebtedness is not paid within a period of time fixed by the Board
of Directors, the Secretary shall prefer charges to that effect against
the delinquent member, which shall be considered and acted upon by the
Board of Directors, as provided for in Bylaw 11B (e).
Bylaw II - Board of Directors
2A. The Society shall be governed by a Board of Directors consisting
of 15 members other than youth members. Five board members shall
be elected every two years and each board member shall serve a term
of six years.
2B. The Board of Directors shall be elected by members in good
standing in accordance with procedures stated in Bylaw 4.
2C. The Board shall convene at least once a year to transact
the business of the Society, the date and location to be decided by
the President. Ten (10) board members, including a minimum of
five (5) in attendance (the remaining five may be represented), shall
constitute a quorum for the transaction of business. Any board
member who is unable to attend a board meeting is required to give his/her
proxy to another member of the Board and to notify the Secretary of
the proxy. The board member must give his/her proxy and notify
the Secretary of the Proxy in writing, prior to the board meeting.
Any board member who fails to attend (2) successive board meetings without
designating a proxy may have his/her seat declared vacant by the President.
2D. All terms of office shall commence upon certification of
the winning candidates by the election committee. The terms of
office of outgoing board members shall expire at that time. Following
the election, the new Board shall convene at a Society Board Meeting
in a timely manner (the date to be set by the current President) to
elect new officers and to conduct any other Society business as necessary.
2E. A board member who writes a philatelic article or letter
for publication (other than in The Specialist), over his or her name
as an officer or director of the Society shall make a disclaimer that
the opinions presented are personal, and do not reflect or represent
any official Society position. Failure to comply with this requirement
may subject that member to forfeiture of his or her board membership
for the remainder of the term at the discretion of the Board of Directors.
This shall not be construed so as to prevent the President of the Society
with the approval of the Board, from writing letters or articles in
the name of the Society.
Bylaw III - Officers
3A. The President shall appoint the following staff positions
- an editor, librarian, American Philatelic Society Representative,
circuit manager, auditing chairman, webmaster, and such other committee
chairpersons and staff members as needed. Staff members need not
be members of the Board, but must be members in good standing of the
Society. One person may hold more than one appointed staff position.
The President shall also appoint Society members to fill any vacancies
that may occur on the Board for the unexpired term of office.
Staff members, who are not members of the board, may attend Board meetings
and participate in discussions, but may not vote on decisions.
3B. The Vice-president shall assist the President by making himself
available to serve such staff positions and temporary assignments as
determined by the President.
3C. The Secretary shall be in charge of all official correspondence
between the Society and its members (past, present, and prospective),
shall maintain a complete and current membership list, shall take minutes
of all board meetings, and shall furnish a typed copy of the minutes
to each board member in a timely manner. The Secretary shall edit
and approve all official notices to be published in The Specialist,
or other philatelic publications. The Secretary shall be charged
with the collection and preservation of all general records and official
documents of the Society, except as otherwise herein provided.
The Secretary shall keep records of members and issue membership cards.
3D. The Treasurer shall maintain a bank account or accounts in
the name of the Society and shall submit a written report on the financial
status of the Society three weeks prior to all board meetings.
As a part of this report, the Treasurer shall have available photocopies
of all current bank statements of the Society since the last board meeting.
The names of the President and Vice-president shall be added to all
of the Society's financial accounts. The Treasurer shall be responsible
for administering all funds or securities of the Society and shall advise
the President in all matters concerning the financial duties discharged,
and shall make disbursements of funds. Any single disbursement
exceeding $1500.00 requires the approval by the President.
3E. All outgoing officers and staff members shall transfer their
records or portfolios to those succeeding them in their office and shall
take time to explain or describe their portfolios to their successor.
Bylaw IV - Elections
4A. In January of the election year, the President and the Secretary
(acting as an election committee) shall accept nomination of candidates
to the Board.
4B. Candidates to the Board shall be members in good standing
of the Society. Each candidate shall be nominated in writing by
two (2) members of the Society (other than themselves). They may be
reelected to the Board without limitation.
4C. The election committee shall contact the nominees for their
acceptance, and the nominators shall be notified of the nominee's decisions.
Nominations shall close on the last day of January of the election year.
4D. The names of all persons nominated for the Board shall be
placed on the ballot, which shall be published and sent to all members
in the March/April issue of The Specialist. Members shall send
their voted ballots to the election committee postmarked no later than
April 1st of the election year. The election committee shall count
the ballots and certify the winners. If the 5th and 6th candidate
receive the same number of votes, the current President shall select
the winner. The election committee shall notify all candidates
of the number of votes each candidate received. The winners shall
be published in the May/June issue of The Specialist.
4E. The Board shall elect the President, Vice-president, secretary,
and treasurer at the first meeting following an election of Board members.
The President, Vice-president, Secretary, and Treasurer shall be elected
for a term of two (2) years. The President and the Vice-president
can only serve two (2) consecutive terms.
Bylaw V - Chapters and Sections
5A. Local chapters and sections of study groups may be established
in response to a request submitted in writing to the Secretary and signed
by at least three (3) members of the Society.
5B. Local chapters and sections may elect their own officers
and committees, assess their own dues, manage their own funds, and vote
any rules and regulations to govern themselves which do not conflict
with the Society's Bylaws or undermine the best interests of the Society.
5C. Local chapters and sections shall submit a report of their
activities and finances to the President as he may direct.
Bylaw VI - Convention and Exhibition
6A. There shall be at least one (1) annual convention and exhibition
of the Society in participation with a stamp show for the presentation
of lectures, seminars, transactions of business, and exhibition of philatelic
material. The date and location of the convention/exhibition shall
be planned at least three years in advance and submitted by the President
for the Board's approval.
Bylaw VII - Society Publication
7A. The official publication of the Society shall be called The
Czechoslovak Specialist and shall be published periodically not less
than six (6) times a year.
7B. Each member in good standing shall receive one (1) copy of
each of that year's issues of The Specialist. Patron members will
receive a bound copy of The Specialist. Honorary members and Senior
members, if they were already patron members when they received the
additional designation, will also receive a bound copy of The Specialist.
7C. The Editor shall submit an annual report to the Board before
each Board meeting. The report shall include the following year's
proposed expense budget.
Bylaw VIII - Committees and Divisions
8A. The Board may at any time form committees or divisions within
the Society to govern or provide services to the membership. Rules
governing these entities will also be determined by the Board.
The committees or divisions formed shall be identified and their functions
described in The Specialist as soon as possible.
Bylaw IX - Library
9A. The Society shall own and maintain a library for the benefit
of its members. The material shall be available to the members
on a loan basis according to the terms set forth by the Board.
9B. The Board shall allot funds to the Librarian each year for
the purchase of books and material necessary to keep the library current.
9C. The Librarian shall submit an annual financial statement
concerning the library prior to the annual board meeting.
9D. The Librarian shall also function as the Society Archivist.
9E. Loans of library materials shall also be made without charge
to philatelic judges accredited by FIP, FEPA and the American Philatelic
Society.
Bylaw X - Membership Dues
10A. Membership dues shall be assessed annually by the Board
for each category of membership except Honorary and Senior members who
are exempt from dues.
10B. Any member who fails to pay dues before the end of December
will be automatically dropped from membership by the Secretary.
Any member renewing membership after the end of December will be required
to pay a three dollar ($3) reinstatement fee in addition to the dues.
Bylaw XI - Disciplinary Action
11A. The Board of Directors may take whatever disciplinary action
it deems appropriate against any member for cause. This action
can only be taken by two-thirds (2/3rds) majority vote of the Board
of Directors.
11B. Any member found guilty by the Board of Directors of conduct
declared either by general resolution of the Society or the Board of
Directors to be unbecoming a member may be suspended for a definite
period or expelled from the Society.
a. Charges of such conduct shall be in writing, and may be preferred
by the Board of Directors itself or by any other officer or by any member
in good standing. All charges shall be given to the member against
whom they are preferred, either in person or by certified mail, not
less than 30 days prior to the date fixed for a decision by the Board
of Directors. On or before that date, the member against whom
the charges have been preferred shall have the right to file to the
Secretary an answer in writing to the charges against him.
b. Charges preferred against a member shall be investigated in such
manner as the Board of Directors deems proper. Upon the review
of such charges, the Board members shall consider the results of all
investigations and all evidence, including correspondence and other
documents submitted in support of and defense against the charges, and
shall make findings in writing thereon, and in case the charges are
sustained, shall impose the penalty of suspension for a definite period,
or expulsion. The findings of the Board of Directors, and the
penalty imposed when the charges are sustained, shall be recorded, and
a separate file of all data pertaining thereto shall be permanently
preserved in the office of the Secretary. A two-thirds (2/3) majority
of the Board of Directors shall prevail.
c. Any member found guilty by the Board of Directors of charges preferred
against him or her may file within 30 days with that Board a notice
of appeal to the Board of Review. The Board of Directors shall
transmit to the President all evidence and other data in its possession
relating to the charges. The President shall thereupon appoint
a review board consisting of no less than three members, headed by the
Vice-President. Any member or official in good standing and not
previously connected in any way with the original charge or finding
shall be eligible to serve. The President shall thereupon transmit
to the chairman of the Review Board all evidence and other data in his
possession relating to the charges, and the appeal shall be determined
by the Review Board without undue delay and shall be final. The
disposition of the case after final decision shall be published in The
Specialist. The findings of the Board of Directors and the penalty
imposed by it, when no appeal is made, shall be final.
d. Any member indicted in any court of justice with a crime involving
philatelic material or any other felony shall be suspended by the Board
of Directors pending trial and upon conviction thereof, shall be expelled
by said Board from the Society.
e. Any member found guilty by the Board of Directors of failure to
pay his or her indebtedness to the Society within the period of time
fixed by the Board shall be suspended for a definite period of time
or expelled from the Society as herewith provided.
f. Members expelled from the Society shall not be entitled to return
of dues paid.
11C. Any former member may make application for reinstatement.
All applications for reinstatement shall be subject to a review by the
Secretary, approval of two-thirds (2/3rd) majority of the Board, and
the payment of dues for the current calendar year, plus any reinstatement
fee to be set by the Board of Directors from time to time, as well as
all indebtedness to the Society, if any.
Bylaw XII - Amendments
12A. Any proposed change in the Bylaws shall be presented to
the Board by any two (2) board members and signed by them. Such
proposed changes if approved by the Board shall be distributed with
The Specialist within four (4) months of adoption.
Bylaw XIII - Termination
13A. The Society may be dissolved only by the unanimous vote
of the entire Board of Directors. The Board will satisfy all debts
and liabilities out of the corporate assets. The Board shall dispose
of all the remaining assets of the corporation exclusively for the purposes
of the corporation in such manner, or to such organization or organizations
organized and operated exclusively for charitable, educational, religious,
or scientific purposes as shall at the time qualify as an exempt organization
or organizations under section 501(c)(3) of the Internal Revenue Code
of 1986 (or the corresponding provision of any future United States
Internal Revenue Law), as the Board of Directors shall determine.
Any such assets not so disposed of shall be disposed of by the Court
of Common Pleas of the county in which the principal office of the corporation
is then located, exclusively for such purposes or to such organizations,
as such court shall determine.
|