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Silicon Valley Aquarium Society Articles of Organization and By-Laws


Mission Statement

The Silicon Valley Aquarium Society is a non-profit fraternal and educational organization whose purpose is to help tropical fish hobbyists of the San Jose, California area learn about, share and enjoy their hobby in a congenial, family atmosphere.

 

Terminology

  1. Society Name:  The name of the organization shall be "Silicon Valley Aquarium Society", hereafter referred to as SVAS.
  2. Board of Directors:  Management of SVAS affairs shall be delegated through the Board of Directors, hereafter referred to as BOD.
  3. For the purposes of these Articles of Organization and By-Laws, the word 'shall' is obligatory, while 'will' and 'may' are optionally binding.
  4. Member: A member of the SVAS in good standing who has paid the yearly dues in full and is not under any current or pending disciplinary action.
  5. Records:  SVAS records must be kept in writing.  The word 'writing' or 'written records', 'records' or 'archives' shall include printed, faxed or electronically transferred information, or media as accepted substitutes, provided that the format is compatible and useful to the membership in meeting disclosure and archival requirements.

 

Meetings

  1. The SVAS shall have a general meeting once per month.  SVAS general meetings are open to all members and prospective members. 
  2. The BOD shall meet once per month usually just prior to the general meeting. Any SVAS member has the right and is encouraged to attend BOD meetings.  Members can request changes or propose new articles to the by-laws at BOD meetings.  Members may also bring new business to a board meeting for the BOD's consideration.

 

SVAS Rules, Policies, Secrecy and Privacy

  1. The fundamental SVAS rule is: Social deportment or language that is crude or offensive, stealing, lying and cheating is forbidden.
  2. Any SVAS rule or policy shall remain in effect if it encounters no opposition.
  3. The SVAS shall have no secret rules or policies of any kind.
  4. The SVAS as a whole and all of its members individually will respect the privacy of its members' personal information including, but not limited to names, postal and email addresses and telephone numbers.  The SVAS and its members shall not use any member information for any purpose other than SVAS business.  Any use of member information except for communication between SVAS members must be approved by the Board of Directors.

 

Membership

  1. There shall be two (2) classes of membership.
    1. Individual Membership is defined as  a single individual.
      1. Individual Membership shall cost $12 per year.
      2. A new individual member will receive five (5) raffle tickets upon joining the SVAS.
      3. Individual members shall have one (1) vote in SVAS general elections.
    2. Family Membership is defined as any group of individuals residing at the same address.
      1. Family Membership shall cost $18 per year.
      2. A member family will receive ten (10) raffle tickets upon joining the SVAS.
      3. A Family Membership shall have two (2) votes in SVAS general elections.
      4. Only one copy of the SVAS Newsletter will be sent to a member family.
  2. Membership Benefits include but are not limited to:
    1. Members will receive SVAS Newsletters via email.
    2. Members will be able to run a tab during SVAS auctions at general meetings.
    3. Members can receive discounts at several local merchants.
    4. The SVAS maintains a website where members can obtain information about SVAS activities and local merchant discounts.
    5. Members will be able to pay the SVAS with a check.  All others must pay cash.
  3. Membership Dues
    1. The membership year is June 1 through May 31. There is no grace period for membership. Non-paid members will not be allowed to run an auction tab, compete in the bowl show or receive any other membership benefits. Renewing members must pay all dues including past dues to regain membership benefits. Members are not removed from the mailing list until they request to be removed.
    2. New Memberships will be charged a six month minimum and will pay through to the end of the membership year.  If it is less than six months to the end of the membership year, new members will pay a prorated amount for the current year as well as the following year's dues. The following chart illustrates new member fees.  Individual member dues prorate at $1.00 per month.  Family membership dues prorate at $1.50 per month.  The chart below illustrates how much should be collected when a new member joins the SVAS.
    4. Ind.
    Fam.
    January
    17.00
    25.50
    February
    16.00
    24.00
    March
    15.00
    22.50
    April
    14.00
    21.00
    May
    13.00
    19.50
    June
    12.00
    18.00
    July
    11.00
    16.50
    August
    10.00
    15.00
    September
    9.00
    13.50
    October
    8.00
    12.00
    November
    7.00
    10.50
    December
    6.00
    9.00
  4. Discipline and Termination of Membership
    1. Joining the SVAS constitutes acceptance of all SVAS rules and policies including the disciplinary process, the fundamental rule, privacy and secrecy rules.  See Section " SVAS Rules, Policies, Secrecy and Privacy" above.
    2. Membership in the SVAS may be suspended or terminated for:
      1. Conduct deemed harmful to the mission of the SVAS.
      2. Intentional disregard of SVAS rules, policies and by-laws.
      3. Failure to pay dues.
    3. Disciplinary actions against members can include but are not limited to:
      1. Expulsion from the SVAS.  Remaining dues will be refunded to the expelled member prorated by the months remaining in the membership year.
      2. Removal from office (either from the BOD or a chair position)
      3. A one or more month suspension of membership benefits.
      4. Public Reprimand.
      5. Small fine (never to exceed yearly Family Membership dues amount).
    4. Disciplinary Process
      1. Any disciplinary action will be considered at a BOD meeting with a full quorum of Board Members.
      2. Disciplinary  hearings shall be held promptly.
      3. No member shall be disciplined or person refused membership without an opportunity to appear before the BOD to hear charges and offer arguments to refute them, or to call witness to correct errors of fact.
      4. All records of disciplinary hearings and actions will be recorded and become part of the SVAS archives.
      5. Discipline of a member shall require a majority vote of the BOD to be sustained.
      6. If an officer is being charged, he or she may not vote.
      7. The mission statement of the SVAS and the fundamental rule of the SVAS are to be considered the primary requirements in interpreting the disciplinary process.

 

Finances of the SVAS

  1. All monies obtained by the SVAS shall be deposited into a single account that must include three signatories, each of whom is a current member of the Board of Directors.
  2. Two Signatures shall be required for any withdrawal or expenditure in any amount over one hundred dollars ($100).

 

Management of SVAS

  1. The SVAS will be governed by  a Board of Directors  (BOD).  The BOD shall be responsible for all aspects of the SVAS. The BOD is empowered to make binding decisions for the benefit of the SVAS.  These decisions can include but are not limited to organizing the general meetings, arranging for publications and meeting notices, organizing and conducting special events.
    1. All decisions made by the BOD are final.
    2. The BOD will have seven members.  There will be a President, Finance Officer, Secretary and four members at large.  The President, Finance Officer and Secretary positions must be filled by three different people.  All other BOD positions can be shared by any BOD members as decided by the board.  The President, Finance Officer and Secretary may have other responsibilities beyond their official role as decided by the board provided the duties do not conflict with their primary duties.
      1. President
        1. The president shall call the General and Board meetings to order.
        2. The president shall set the agenda for and run the General and Board meetings.
        3. The president shall run the day to day operation of the SVAS.
      2. Finance Officer
        1. The finance officer shall maintain accurate financial records of the SVAS and provide monthly reports at the BOD meeting which the secretary will put into the SVAS records.
        2. The finance officer shall be responsible for the deposit and safekeeping of all moneys belonging to the SVAS.
        3. SVAS money can come from raffles, auctions, and membership. Money can also come from other sources.
        4. The finance officer will also keep records of all SVAS property.
        5. The finance officer will repay member's expenses on behalf of the  SVAS when presented with proper receipts.
        6. The finance officer will assist the BOD and the programs officer with the budget for speakers, programs and special events.
      3. Secretary
        1. The secretary shall maintain the minutes of the BOD Meetings and all other SVAS records. The minutes for the previous BOD meeting will be provided to all BOD members prior to or at the next meeting.
        2. There shall be no secret SVAS records.
        3. The secretary shall provide access to SVAS records and archives to any SVAS member in good standing.
        4. The secretary will maintain the records of the SVAS in any manner written or electronic that will allow retrieval when required.
        5. All general and board meetings of the SVAS will follow the current version of Robert's Rules of Order.  The secretary shall decide proper application of the rules at any meeting.
      4. Communications
        1. The Communications officer shall oversee the publication of the newsletter.
        2. The Communications officer shall oversee the maintenance of the SVAS website.
        3. The Communications officer shall maintain the SVAS membership email list  (and provide another form of communication to members without email) for SVAS business.
        4. The communications officer shall be in charge of  all other forms of communication such as flyers, posters, etc.
      5. Programs
        1. The program officer shall oversee the selection of monthly speakers and other events for the monthly general meetings.
        2. The program officer shall oversee relations with the various study groups within the SVAS.
        3. The program officer shall be responsible for making sure the SVAS pays for all expenses for speakers and events at general meetings.
      6. Auction/Raffle/Donors
        1. The Auction/Raffle/Donors officer shall oversee communications with donors.
        2. The Auction/Raffle/Donors officer shall oversee the running of the bowl show at general meetings.
        3. The Auction/Raffle/Donors officer shall oversee the auction at general meetings.
        4. The Auction/Raffle/Donors officer shall oversee the raffle at general meetings.
      7. Membership
        1. The membership officer shall maintain the records of SVAS membership.
        2. The membership officer shall oversee membership renewal.
        3. The membership officer shall oversee efforts to secure new members.
    3. Any BOD member may delegate some or all of their responsibilities to other SVAS members. The BOD member is ultimately responsible for all their duties and must see that they are carried out in a timely manner.
    4. Election of the Board of Directors
      1. Four members of the BOD shall be elected by the general membership in January. They shall serve a one year term ending at the next election for their position.
      2. Three members of the BOD shall be elected by the general membership in June.  They shall serve a one year term ending at the next election for their position.
      3. At the Board meeting following each election of Board members, the Board will elect the officers described above from among the current Board members. No Board member may hold more than one officer position.
      4. Officers are elected at SVAS general meetings in January and June. All SVAS members in good standing in attendance at the meeting may vote the number of votes their membership level allows per open Board position.
      5. Officers are elected by majority vote.
      6. Each ballot will have the same number of blank lines as there are BOD members to be elected (four in January and three in June).  A valid ballot must have a different name written on each line, but not all lines must be filled in.  Any  ballots with the same name on multiple lines will be disqualified.
      7. Each regular member will receive one ballot.  Two ballots will be issued for each family  membership.
      8. Any SVAS member in good standing may nominate themselves or another SVAS member in good standing as a candidate for Board member.  The names of nominated members will be posted on a list at the election meeting.  If a nominated member declines nomination, their name will be removed from the list prior to the vote.
      9. If an officer is removed from membership or is unable to serve for any reason, the Board of Directors will hold an election for a replacement officer at the next SVAS meeting.  The new officer will serve the remainder of the term of the officer they will replace.
    5. BOD  Meetings
      1. Five Board members are required to establish a quorum.
      2. Regular SVAS members attending a BOD meeting may join in discussion and present their views and suggestions before the board. They may not present measures directly for a vote, nor may they vote.
      3. During the meeting BOD members may present measures to be voted upon.
      4. A second BOD member must voice support for a measure before the BOD may vote upon the measure.
      5. Each BOD member has one equal vote.
      6. Four votes are required to pass any given measure.
      7. If a measure includes a request for money, the board member originating the measure may not vote on the measure.
      8. The BOD may vote on any decision that has a direct or indirect effect on the SVAS.
      9. An emergency meeting may be called for by any board member without establishing a quorum in the event of an emergency up to three times per year.  An emergency is defined as anything that would affect either of the next two general meetings.  This meeting shall not be required to occur in person, but instead may be conducted by any other means of communication. Such an emergency meeting does not require a second member's support before it is heard.  No board member may overrule another board member's decision to call such an emergency meeting.
  2. Approval, Amendment and Suspension of the Articles of Organization and By-laws
    1. These articles and By-laws shall be approved, suspended or amended only upon a vote of 2/3 of the members voting at a general meeting of the SVAS.
    2. The intent to hold a vote at a general meeting for this purpose must be announced at the previous general meeting and in all announcements and reminders for the meeting at which the vote will be held.
    3. Any future changes must be published for the perusal of the membership before the announcement of the intent to hold a vote.  The proposed changes must be included in all announcements and reminders for the meeting at which the vote will be held.
    4. These articles and By-laws may be amended, but shall not be suspended without unanimous consent of the members voting at a meeting announced in the manner noted above for that purpose.
    5. Upon dissolution of the SVAS all remaining assets, money and property of the SVAS will be donated to the Monterey Bay Aquarium.