ARTICLE I 

 In this Constitution and Bylaws, the above-named chapter is referred to as the “Club”.

ARTICLE IIOBJECTIVE

This organization is exclusively for educational and scientific purposes with the objective of promoting, encouraging and fostering the development and improvement of the genusHemerocallis and public interest therein.

ARTICLE IIIORGANIZATION

Section 1. 

Establishment: 

This Club is a non-profit, unincorporated membership association established August 16, 1990.  The Club function is autonomous from but striving to adhere to the disciplines and published guidelines of the AHS (American Hemerocallis Society).

Section 2.

Operation: 

This Club shall operate under a constitution the provisions of which shall be subject to approval by the Club’s Executive Board.

ARTICLE IVMEMBERSHIP

A person may be a member of this Club by registration with the Treasurer and by paying dues for one (1) year. Membership term is one (1) calendar year beginning January 1^st.

ARTICLE VGOVERNMEN

Section 1.   

Administration:   

The activities of the Club shall be administered by a President, Vice President, Secretary, Treasurer, and Newsletter Editor, who together shall constitute the Executive Board.

Section 2.  

Officers’ Terms and Duties:

The officers shall be a President, Vice President, Secretary and Treasurer, whose duties in both this Club and the Executive Board shall be those customary to those offices and as herein further described.  No one person may serve simultaneously in more than one office.

A)    The President, as executive head of this Club, shall also act as spokesman of this Club and its representatives at meetings with other organizations and committees unless some other member is delegated by the President, Executive Committee, or this Club, so to act.

B)    The Vice President shall possess all the powers of the President in the absence of the President or in case of his/her disability, refusal, or failure to act.  The Vice President oversees all established committees and reports to the Executive Board.

C)    The Secretary shall keep records of all actions by this Club.  This will include detailed minutes of each monthly meeting.  If unable to attend a meeting he/she is responsible for appointing a temporary recorder.  Minutes will be typed, reread to membership at the next meeting, and kept on a yearly basis.

D)    The Treasurer shall have charge and exercise general supervision of financial affairs of this Club and keep the records and book of accounts thereof.  He/she shall report to any tax authorities as necessary, shall report a balance sheet at monthly meetings, and shall maintain an accurate list of all paid members including their address and phone.  He/she shall have custody of all papers involving finance and financial commitments and shall turn over to his/her successor all the records and books of account and all monies and papers belonging to this Club that are in his/her custody and possession.  The incoming Treasurer shall check the same, and if found correct, shall give the retiring Treasurer his/her receipt thereof.c

Section 3. 

Elections.

Elections of officers for the following year shall be held at the November meeting of this Club.  Prior to the election a nominating committee appointed by the President will meet and prepare a single candidate slate for presentation at the November meeting. 

Nominations may be made from the floor at this meeting and voting shall be for each office singly.  The positions of President, Vice President, Treasurer and Secretary should be voted on at that time and each of the candidates should be current BADS and AHS members.  All BADS members who have paid the current year’s dues are eligible to vote. The same member may hold a club office for no more than two (2) consecutive years[1]. 

The outgoing Executive Board continues to run the Club until the December meeting, at which time the incoming Executive Board assumes its duties, receives records and files, and sets their goals for the upcoming year.  Newly elected officers shall serve in an “officer-elect” capacity until assuming office at the end of the calendar year.

Section 1.  

Vacancies.

Vacancies in elective office shall be filled by election at the next regular meeting with nominations from the floor. Election shall be by majority vote of eligible members present, provided a quorum is present.

Section 5. 

Executive Board.

The Club is governed by members who have been elected by their Club membership or appointed by the President to serve on the Executive Board govern the Club.  The Board consists of a President, Vice President, Secretary, Treasurer and Newsletter Editor, with other officers added at the direction of the Executive Board.  The Board shall direct, control and administer the affairs of this Club.  It shall carry out the policies and instruction of this Club adopted by any duly called meeting, and shall act for and on behalf of this Club in all matters within its jurisdiction.  It shall meet at the discretion of the President, not less frequently than one time a year.

ARTICLE VI

 MEETINGS

A regular meeting of general members shall be held at least once each month of the year, with the exception of June, July and August.  Special meetings may be called by the Executive Committee at any time either at its own discretion or at the written request of twenty (20) percent of the members of this Club.  At least four days notice shall be given for any general meeting of this Club, except as otherwise noted.  “Roberts Rules of Order” shall govern the conduct of all meetings.

QUORUM:

A quorum shall be necessary for the transaction of any business at a meeting of this Club.  A quorum shall be considered as one-third of the total number of eligible enrolled member of this Club, including at least two officers.

DECISIONS:

Every decision at a meeting shall be made by a majority vote unless otherwise required by these Bylaws.

ARTICLE VII

COMMITTEES

Committees can be formed at the discretion of this Club. The duties of these committees shall be defined by the President at the time of appointment.  The President shall appoint a Chairman for all necessary standing committees. Appointment, including the chair of each committee, shall be for a term of one year.

ARTICLE VIII

 GENERAL PROVISIONS

Section 1. 

Limitation of Club Actions: 

No action of this Club, the Executive Board, any committee of this Club, or any officer shall directly or indirectly nullify or contravene any act or policy of the American Hemerocallis Society.

ARTICLE IX

 DISSOLUTION

Upon the dissolution of this association, the officers shall, after payment or making provision for the payment of all liabilities of the Bay Area Daylily Society, dispose of all assets of the Club to the American Hemerocallis Society which is a 501(c)(3) corporation.

ARTICLE X

 AMENDMENTS.

Amendments to this constitution may be made consistent with the Bylaws at any duly scheduled meeting of this Club upon written proposals signed by ten (10) eligible members and publicly posted at least ten (10) days before such meeting.  A two-thirds majority is required for passage.