The Northeast Council of Aquarium Societies. Incorporated - Constitution
Be it known, That we, the subscribers, do hereby associate ourselves as a body politic and corporate, pursuant to the statute laws of the State of Connecticut regulating the formation and organization of corporations without capital stock, and the following are our articles of associationt
ARTICLE 1. The name of said corporation shall be the NORTHEAST COUNCIL OF AQUARIUM SOCIETIES, Incorporated.
ARTICLE 2. The purposes for which said corporation is formed are the following, to wit:
A. To assist local aquarium groups, members of the Council, to obtain program material;
B. To facilitate exchange of information among member groups;
C. To set up standards of judging Tropical Fish, and to train personnel to become qualified judges;
D. To establish and maintain a clearing house of sources of available material relating to the Tropical Fish Hobby;
E. To assist in the organization of new groups, or the reactivation of existing groups, where requested;
F. To promote the Tropical Fish Hobby in general, and to urge local groups to obtain all possible publicity concerning their activities.
ARTICLE 3. The said corporation is located in the town of Wethersfield, Conn. and its principal office is a No. 254 Wella Road, and the agent upon whom process against it may be served is Clyde Jasmin.
Dated at Hartford, Conn. this 13th day of September, 1956.
The Northeast Council of Aquarium Societies, Incorporated - By-Laws
ARTICLE I: MEMBERSHIP AND DUES
A. Any regularly organized aquarium society may apply for membership and upon a two-thirds (2/3) majority acceptance of the Board of Governors and the current dues, shall become a member; and shall remain a member upon payment of dues yearly.
B. Dues for each coming year shall be determined by the needs of the Council, and shall be recommended by the Board of Governors to the Council at the meeting of the Council help in March of each year, and be voted upon at each annual meeting of the council.
C. Any group which joins the Council on or Before September 30, 1956, shall be exempt from payment of the entrance fee. These Societies shall be considered Charter Members.
D. Any Charter member who resigns from the Council shall be considered a Charter member inactive. Any Charter Member inactive or Member Club inactive can return to an active status only by a vote of the Board of Governors, and payment of an entrance fee and current dues.
E. Dues shall be paid annually, and any member more than three months in arrears shall be considered as not in good standing.
F. Each member society shall select a Delegate to the Council and an Alternate, at least one of whom shall attend the meetings of the Council.
G; Voting power at all council meetings shall be limited to members of the Board of Governors and the Delegate or Alternate of each Member Society.
H. The Chairman of the meeting shall cast the deciding vote in case of a tie.
ARTICLE II: OFFICERS
A. The officers of this Council shall be a President, a Vice President, a Recording Secretary, a Corresponding Secretary, and Treasurer. The immediate Past President shall remain a member of the Board of Governors.
B. The Board of governors shall consist of five (5) officers, the immediate past President, six (6) members at large, and the chairman of all standing committees. The five officers and six members at large shall be elected at an Annual meeting for the period of two years.
C. Any vacancy on the Board of Governors shall be filled by the Board.
D. Two consecutive absences on the part of any Board member without sufficient reason and without notice to the President, shall automatically cancel membership on the Board.
E. Two meeting previous to the Annual Meeting, a nominating committee of five (5) shall be elected and shall prepare a ballot for the officers and members at large of the Board of Governors, and their report shall accompany the call for the Annual Meeting.
F. Additional nominees for any of these offices may be made from the floor at the annual meeting.
ARTICLE III: MEETINGS
A. The Council shall meet quarterly. The last meeting year shall be the Annual Meeting and the biennial election and installation of officers.
B. Special meetings may be called by the President and shall be called upon by two thirds (2/3) vote of the Board of Governors.
C. A quorum at any meeting of the Board of Governors shall be seven board members, at least 5 must be executive committee members. At any meeting of the Council a quorum shall be forty (40) percent of the members of the council in good standing.
ARTICLE IV: AUDIT OF BOOKS
A. Each incoming Board of Governors shall audit the books of the Treasurer the preceding 2 years.
ARTICLE V: DUTIES OF OFFICERS
A. The President shall direct this Council and:
1. Preside at all meetings.
2. Appoint any special committees .
3. Call any and all special meetings as deemed necessary.
4. Decide all points of order under Constitution and By- Laws.
B. The Vice President shall:
1. Assume all duties of the top officer upon the absence of the President.
2. Be an active aide to the President at all times.
3. * Shall assume the general liaison of any convention, or workshop sponsor by the Council, between the committees and the Council.
4. * Shall make all reports concerning said affairs to the President and to the Council and/or Board of Governors.
5. * Shall be responsible for turning over of all monies on a timely basis to the Treasurer of the Council.
C. The Recording Secretary shall keep a true and accurate report of the meetings, reading same at succeeding meetings.
D. The Corresponding Secretary shall carry on all correspondence required and notify all members of regular and special meetings, as directed by the Board of Governors.
E. The Treasurer shall:
1. Collect all dues and other monies payable to this Council.
2. Pay out such monies owed by this council in accordance with the direction of the Board of governors, receiving such receipts as necessary for the protection and proper records this office.
3.Be present at each meeting of the Council and report its financial standing to date, and to attend to such other matters as the President of the Council shall direct.
F. The Board of Governors shall carry out all matters voted at any meeting of the Council; make necessary decisions between meeting of the Council, and transact other such business as may be necessary.
ARTICLE VI: STANDING COMMITTEES
A. There shall be the following Standing Committees: Committee on Constitution and by Laws; Committee on Program; Committee on Judging and Standards; Committee on Organization; Committee on Public Relations; Committee on Shows; Committee on Planning; Committee on Legislation; Committee on Raffle; Committee on Competitive Events; Committee on Workshop; Webmaster.
B..The Chairman and Committee members shall be appointed by the President for a period of 1 year and approved by the Board of Governors, after appointment. Removal from office for just cause (as provided elsewhere) shall be done by the President and only after approval by the Board of Governors. A simple majority of those present shall be required for removal. The individual shall be notified by the President that this action is being taken at the next board meeting. The individual will be given an opportunity to present an explanation in their defense.
ARTICLE VII: DUTIES OF COMMITTEES
A. The Committee on Constitution and By-Laws shall draw up and submit to the Council a suggested constitution and By-Laws, shall receive from any member any suggested changes and recommend to the Council any changes which, in their opinion, will increase the effectiveness of the activities of the Council.
B. The Committee on Program shall collect information on all types of program material and make same available to all member societies.
C. The Committee on Judging and Standards shall set up standards for judging tropical fish and shall supervise the training of personnel to become competent judges.
D. The Committee on Organization shall assist in the organization of new groups or the reactivation of existing groups, where requested.
E. The Committee on Public Relations shall promote the tropical fish hobby in general and urge local groups to obtain all possible publicity concerning their activities; and shall act as liaison between the Board of Governors and local societies.
F. The Committee on Planning shall plan and arrange programs for council meetings subject to the approval of the Board of Governors.
G. The Committee on Legislation shall keep abreast of Federal bills and regulations on fish and wildlife as well as those in Council areas (i.e., Connecticut, Massachusetts, Rhode Island, New Hampshire, etc.) Alert Council Delegates to pending harmful laws and regulations. Represent Northeast Council before regulatory agencies.
H. The Committee on Competitive Events shall be the adviser to the Board on all competitive events sponsored by the Northeast Council and their services can be made available upon request to all member clubs.
I. Committee on Raffle:
1. Will obtain items to be raffled off (will be paid for by the Council).
2. Conduct the raffle.
3. Fund raising for the Council, as needed.
K. * Committee on Convention or Workshop:
1. This committee shall be responsible for any convention or workshop, its organizing, its conduct, the invitation of guests and speakers or lecturers, and the fund-raising and cash turnover to the treasurer.
2. The location of these affairs are subject to the approval of the Board of Governors.
3. Copies of all notices must be sent to the Secretary of the Council.
ARTICLE VIII: AMENDMENTS
A. Amendments to this Constitution and By-Laws may be made by a two thirds (2/3) vote of the Council present at any regular meeting, provided written notice of the proposed amendment is presented to each member society at least forty five (45) days prior to the date of the meeting at which such amendment is to be voted.
B. Nothing in the Constitution and By-Laws of the Northeast Council shall in any way negate any part of the Constitution of the United States Government.
C. In the event of dissolution of the Society, all properties and monies of the society shall be donated to a non-profit organization; such nonprofit organization being one that is recognized as such by the Internal Revenue Service of the United States of America.
D. The Corporate Agent of the Northeast Council of Aquarium Societies, Inc. shall be a voting member of the Board of Governors.
E. * Only duly authorized delegates can vote in elections.
F. * It is not necessary to be a delegate, but a member must be present to be nominated. (Question on a letter of intent)
* Amendments made prior to August 25,1985.
G. The President of the NEC can call for a vote of the BOG’s on a motion using the Internet. This procedure should be reserved for situations where:
1. Assembling of the BOG’s would be impractical due to
inclement weather or holiday considerations
2. A deadline exists limiting the decision lead-time.
a. The BOG’s must be copied on all responses.
b. Responses are limited to the current BOG’s.
c. There must be a quorum as defined by the NEC
d. The president will attempt a second method of contact
if a response is not received from each Member of the
BOG’s, in a reasonable amount of time.
H. An Individual can only represent one club for the purpose of quorum and voting; representation is to be stated at role-call.
I. Executive Committee; Defined as elected officers and members-at-large.
J. Sliding Quorum Scale (for General Meetings); If a club doesn’t send representation to at least 2 consecutive meetings, they will be temporarily removed from the quorum count. They must then attend 2 meetings within a calendar year or 2 consecutive meetings to be reinstated in the quorum count.
Amended December 2, 2013