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By-Laws

BY-LAWS
GEOLOGICAL SOCIETY OF MINNESOTA

1. MAILING ADDRESS

The mailing address of the Society shall be specified by the Board of Directors.

2. MEMBERSHIP AND DUES

The term of membership in the Society shall be for one year beginning September 1 and ending August 31. Qualifications for membership shall be:

A. An interest in the subject of Geology.
B. Approval by the Board of Directors of the Society.
C. Payment of dues fixed by said Board of Directors.

The annual dues and membership categories will be set by the Board of Directors as they are responsible for, and most cognizant of, the fiscal viability of The Society. This facilitates efficient and timely flexibility in necessary adjustments. The current rates will be listed on the Geological Society of Minnesota's website.

3 . ANNUAL MEETING

The Annual Meeting of the Society for the election of Directors and the transaction of other business shall be held in September at a date determined by the Board of Directors. Publication of the date, time, and place of the Annual Meeting in the next preceding issue of the official Society publication shall be deemed sufficient notice.

4. QUORUM

Twenty percent (20%) of the membership in good standing shall constitute a Quorum for the transaction of all business.

5. DIRECTORS

The Directors shall be elected from the membership by a majority vote of the members present at the Annual Meeting. No less than two months prior to the Annual Meeting, the President shall appoint a committee who shall nominate at least one member for each vacancy on the Board. The names of the nominees shall be published in the issue of the official Society publication preceding the Annual Meeting. Any member may, with the consent of the Nominee, submit additional nominations from the floor at the Annual Meeting.

The term of office of the Directors shall be two years, commencing January 1 and terminating December 31 of the second year, or when their successors are elected and qualify. No Director shall serve more than two consecutive terms in office.

It shall be the duty of the Directors to manage the affairs of the Society, and of each Director to serve on the committee or committees to which he or she is assigned.

Meetings of the Board of Directors shall be at such times and places as determined by the Board, but generally at least quarterly. If required, the President, or the Vice President acting in his or her stead, may call additional meetings. In addition, Board meetings may be called by any three Board members acting together, who shall give written notice of such meeting to all Board members not less than five days before such meeting. Board meetings between the time of the Annual Meeting and January 1 shall be attended by both the incumbent Board members and the newly-elected Board members. However, the newly-elected Board members shall not be eligible to vote, except in the election of officers.

A majority of the Board of Directors shall constitute a quorum.

If any Director shall fail to attend three consecutive meetings, the other Directors may declare the office of such Director to be vacant. Vacancies in the Board of Directors may be filled by appointment by resolution of the Board for the unexpired term.

6. OFFICERS

The Officers of the Society shall consist of President, Vice President, Secretary, and Treasurer, all of whom shall be elected by the Board of Directors from among its membership. The Election of Officers shall be held by the Board-Elect at the first Board Meeting following the Annual Meeting. The term of office of Officers shall be one year commencing January 1 and terminating December 31, or when their successors are elected and qualify.

The President shall preside at all meetings of the Society and of the Board of Directors, unless other arrangements are made. The Vice President shall perform the duties of the President in his or her absence. If neither the President nor the Vice President will be available for a meeting, then the President can designate a substitute in advance. The Secretary shall record all proceedings of the Board of Directors, send copies of such minutes to each member of the Board for action no later than the next meeting, see that notice of all meetings is given, and take care of all correspondence of the Society. The Treasurer shall be the primary custodian of funds due or belonging to the Society, and shall make a written report and accounting to the Board of Directors at each regular meeting of the Board, and to the membership at the Annual Meeting. He or she shall cause to have published the Annual Report in the official Society publication. He or she shall deposit funds in such financial institution as shall be designated by the Board of Directors, and withdrawals from such deposits shall be made only upon approval of the Board. He or she shall annually file such information as may be required by the Internal Revenue Service. Any committee chairperson who, by Board approval, is allowed to maintain an operating account, not regularly to exceed $500, in order to most efficiently facilitate the activities of that committee, must make a financial report to the Treasurer 30 days prior to the Annual Meeting. The report shall include a copy of the current bank statement and a signed and dated certification of any cash on hand. The Board of Directors shall appoint a member of the Society or an independent firm to audit the accounts at the end of the fiscal year. Otherwise, the Officers shall perform such duties as are commonly and usually performed by such officers. If any office becomes vacant, it may be filled by appointment by resolution of the Board for the unexpired term.

7 . LIAISON OFFICER

The Board of Directors may appoint a Liaison Officer who shall primarily act as Liaison between the Society and other related organizations. The Liaison Officer shall be responsible for distributing all communications to the Society to the appropriate Officer or Committee. This officer shall be an ex-officio member of the Board, but without vote. Although the position is subject to re-appointment, the number of terms in office shall not be limited, and the position is intended to be stable.

8. COMMITTEES

The Board of Directors shall approve a committee chairperson for the following standing committees:

A. FIELD TRIPS

To make all plans and arrangements necessary to present a series of field trips, and to cause the dates and destinations to be published in the official Society newsletter.

B. HISTORY AND ARCHIVES

To collect, catalog, and file material relating to the history and activities of the Society.

C. MEMBERSHIP

To solicit new members; to receive all membership applications and present them to the Board for its approval; to turn over all monies received to the Treasurer; to keep a current file of all memberships including mailing address, telephone number, e-mail address, and information helpful to the President in forming committees; to keep attendance at all meetings, and to publish yearly a roster of all members in good standing.

D. NEWSLETTER

To prepare and send to each member-family a quarterly newsletter giving notification of forthcoming Society events, news of Society members, and other items relating to the Earth Sciences; and to prepare and send such other information on Society events as may be required from time to time.

E. PROGRAM-LECTURES AND LABS

To make all plans and arrangements necessary to present a series of lectures and accompanying laboratory meetings during the year; to publish the program in sufficient quantity for each member-family and for public distribution.

F. PUBLIC SERVICE, PUBLICITY, AND FUNDRAISING

To promote an awareness of and interest in the study of Geology in the schools and among the general public. This may be done by providing speakers, exhibits, literature, maps, recordings, or by such other means as seem appropriate.

To publicize the activities of the Society in the appropriate media and wherever it is believed an interest in the Earth Sciences may exist.

To plan and conduct fundraising campaigns, activities, or write grant proposals; and to forward all proceeds directly to the Treasurer.

G. SHOWS AND EXHIBITS

To collect appropriate material, including literature, photographs, maps, and specimens for exhibit at such shows or events as shall be determined by the Board of Directors and to plan and manage such exhibits.

H. SOCIAL

To make arrangements for the banquet and Annual Meeting, or any other social events.

I. VIDEO LIBRARY

To maintain and make available to the membership a collection of Earth Science related videos and other electronic media.

The President may, with the consent of the Board, appoint such other temporary committees as may be deemed necessary.

Committee chairpersons may be requested to report on the activities of their committees to the Board.

9. OPERATIONS GUIDE

The Board of Directors shall maintain an Operations Guide detailing the job guidelines and customary obligations of the officers, Board members, committee chairpersons and current operational policies with rationale for the same. This frequently updated document will aid in the consistent performance of positions that are regularly transferred.

10. FISCAL YEAR

The Fiscal Year of the Society shall commence September 1 and end August 31.

11. AMENDMENTS

These By-Laws and any subsequent amendments thereto shall become effective when approved by the Board of Directors and adopted by a majority vote of the membership present at a regular or special meeting called for the purpose. Written notice of the time and place of such meeting, with a copy of the proposed changes to the By-Laws, or publication in the official Society newsletter, shall be sufficient notice when sent to each member-family at least one full week before such meeting.

Board of Directors Approval: February 29, 1988. Adopted by Membership: April 25, 1988.

Amended by Board: September 25, 1995. Adopted by Membership: September 25, 1995.

Amended by Board: July 31, 2014. Adopted by Membership: September 15, 2014.