BYLAWS OF KENTUCKY-TENNESSEE
SOCIETY OF AMERICAN FORESTERS
ARTICLE 1: NAME AND OBJECTIVES
This organization is a unit of the Society of American Foresters (the Society) and shall be known as the ``Kentucky-Tennessee Society of American Foresters." As provided in Article VI, Section 1, of the Constitution of the Society of American Foresters.
The objectives shall be:
1. to advance the science, education, technology, and practice of forestry; to enhance the competency of its members; to establish professional excellence; and to use the knowledge, skills, and conservation ethic of the profession to ensure the continued health and use of forest ecosystems and the present and future availability of forest resources to benefit society.
2. to provide an opportunity for better communication among the individual members, their regional representatives, and the Society.
ARTICLE 2: ACTIVITIES LIMITED TO EXEMPT PURPOSES
No part of the net earnings of the state society shall inure to the benefit of, or be distributable to, its members, trustees, officers, or other private persons, except that the state society shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article I hereof. No substantial part of the activities of the state society shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the state society shall not participate in or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office. In the case of a written request from a governmental body, committee, or subdivision, the state society shall provide technical assistance and advice providing the state society deems it appropriate to provide such assistance. Notwithstanding any other provision of these articles, the state society shall not carry on any other activities not permitted to be carried on (a) by an organization exempt from Federal income tax under Section 501(c)(3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law) or (b) by an organization, contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code of 1954 (or the corresponding provisions of any future United States Internal Revenue Law).
ARTICLE 3: MEMBERSHIP
Every member of the Society in good standing is entitled to membership in the state society in which the member has established domicile. The domicile of a member shall be the member's principal home or residence, unless the member's place of business and professional affiliations lie within the territory of another state society, when, by notification in writing to the national office, the member may establish domicile with said other state society for the purpose of state society membership. An individual may be a voting member of and be eligible for office holding in only one state society.
Only voting members, as defined in the Society's Constitution, in good standing, shall be entitled to vote on any question before the state society. Other members may attend any meeting of the state society and take part in the discussions, but shall have no vote. Members of a student chapter shall be entitled to vote only on any question before the student chapter.
Membership in the state society may be terminated by (1) voluntary resignation, (2) failure to pay dues, (3) expulsion from the Society for unprofessional conduct, or (4) transfer of domicile to another state society.
ARTICLE 4: DUES
The annual dues of the state society shall be due upon receipt of the invoice. With the exception of Student Members who shall not be assessed, dues shall be collected by the Society concurrently with the collection of national dues and transmitted to the Treasurer of the state society.
Members who have not paid national and state society dues by March 1 shall be notified by the Society that they are in bad standing, and thus ineligible to vote, receive Society publications, be a candidate for office, or hold office, until the dues are paid.
A member who transfers to another state society and has paid annual dues in the state society from which the transfer is being made shall not be required to pay additional dues for the year of transfer and shall automatically become a member of the state society to which transferred for the remainder of the year. New members admitted during the year shall pay pro?rata dues beginning with the quarter after the admission is accepted. No member shall be entitled to a return of fees or dues upon discontinuance of membership.
ARTICLE 5: OFFICERS
The officers of the state society shall include a Chair, a Vice-Chair, a Secretary, a Treasurer and such other officers as may be found necessary. Officers shall be voting members of the Society and the state society for the duration of their terms. Terms shall be for one year and commence on January 1.
The Vice-Chair is elected for a one?year term and automatically shall become Chair for the subsequent term. The Treasurer is elected for a one-year term and automatically shall become Secretary for the subsequent term.
Other officers (nonelected) of the state society shall be appointed by the Chair with the approval of the Executive Committee.
In the event the Chair is unable to complete the full term of office, the Vice-Chair shall succeed and complete the unexpired term prior to serving the full term as Chair. Should this occur, the Executive Committee by a majority vote shall appoint a replacement Vice-Chair who shall assume the duties of the vacant office until the next regular election of officers. In the event the Vice?Chair is unable to complete the term of office and succeed to the office of Chair, the Executive Committee shall appoint an acting Vice-Chair to serve until the next election at which time both a chair and a vice?chair shall be elected. The Executive Committee shall fill vacancies in the offices of Secretary and Treasurer.
ARTICLE 6: DUTIES AND RESPONSIBILITIES
The Chair shall be responsible for developing and continuing state society activities during the term of office and for organizing the membership toward meeting the objectives. The Chair shall preside at meetings of the state society; serve as chair of the Executive Committee and as ex?officio member of all other committees; oversee the business affairs; appoint, with the approval of the Executive Committee, the standing committees and other special committees; act as the official delegate to the House of Society Delegates, or, with the approval of the Executive Committee, appoint an alternate; and perform all other duties commonly incident to such office.
The Vice-Chair, in the absence of the Chair, shall preside at state society meetings, act for, and assist the Chair in conducting state society affairs, as may be requested by the Chair.
The Secretary or another officer as described by the Executive Committee shall conduct all state society elections and referendums that are not conducted by the national office of the Society; keep the minutes of the state society's meetings and send a copy to the Executive Vice-President; conduct correspondence; announce meetings; send agenda for meetings to the Executive Vice-?President 30 days in advance when possible, and perform such other duties as may be assigned by the Executive Committee or Chair. The Secretary shall prepare and present at the annual meeting a report on the state society's activities, and shall provide a copy of the report to the Executive Vice-President. The Secretary shall report to the Executive Vice-President the adoption of and amendment to these bylaws.
The Treasurer or another officer directed by the Executive Committee shall act as custodian of the state society's accounting records and accounts; receive and deposit all moneys and disburse all moneys authorized by the Chair (or Executive Committee) on behalf of the state society; and perform such other duties as may be assigned by the Executive Committee or the Chair. The Treasurer shall prepare and present at the annual meeting a report of the state society's financial status, including an income and expense statement for the year's operations and a balance sheet as of the end of the Society's fiscal year, i.e., December 31. Upon certification by the Auditing Committee, copies of the written report shall be submitted to the Chair and to the Executive Vice? - President. The Treasurer, in response to an annual request from the Executive Vice-?President, shall provide all information required by the Internal Revenue Service Form 990 and, if the state society has unrelated business income, Internal Revenue Service Form 990?T. And, in the event that Internal Revenue Service reporting requirements are changed, the Treasurer shall provide the Executive Vice-?President the information required on any additional form of the Internal Revenue Service.
ARTICLE 7: ELECTIONS
Nominations made by the Nominating Committee shall be transmitted to the Chair with a copy to the Secretary by September 1. Nominations by the membership at large, if endorsed by at least 25 voting members in good standing and presented to the Secretary in writing by September 1, shall be included on the mail ballot.
The Secretary shall determine whether all nominees are voting members in good standing, eligible to hold state society office, and agreeable to serve if elected. The Secretary shall report to the Chair and Nominating Committee the name of any nominee who fails to qualify. The Nominating Committee, if necessary, shall make further nominations, by September 15.
The Secretary shall mail or provide for mailing a letter ballot to each voting member in good standing in early October. The ballots shall (1) state the offices to be filled, (2) list the names of the candidates for each office in alphabetical order, (3) show the closing date for receiving the ballots, and (4) be accompanied by a brief factual professional biography of each candidate and return envelope or post card addressed to the Secretary, someone designated by the Secretary, or the Tellers Committee.
Election of officers shall be by letter ballot in October. The ballots shall be counted by December 1. Election results will be reported to the national office not later than December 8.
A plurality or simple majority of those voting shall determine the outcome of all elections. In the case of a tie vote, a run?off election shall be held within one month. The ballots shall be counted by a Tellers Committee, which shall promptly certify the results of the election to the Chair, the Executive Committee, the Executive Vice?-President (by December 8), and all candidates for office. The membership shall be informed of the election results as soon as possible.
ARTICLE 8: STANDING COMMITTEES
Standing committees of the state society shall include, but not be limited to, the Executive, Nominating, Tellers, and Auditing Committees. The Chair of the state society, with the approval of the Executive Committee, shall appoint a chair and members of the standing committees, except as specified below for the Executive Committee. The Chair of the state society serves as ex?officio member of each committee.
EXECUTIVE COMMITTEE. The Executive Committee shall consist of the Chair of the state society acting as chair of the committee, Vice-Chair, Secretary, Treasurer, all Chapter Chairs, and Chairs of standing committees with charters. A quorum is present when 6 of 11 of the following Executive Committee members are present: Chair, Vice-Chair, Secretary, Treasurer, Policy/Legislative Committee Chair and each of the six Chapter Chairs. In the event that a Chapter Chair is unable to attend an Executive Committee meeting, he or she may designate a proxy by mail, fax, or e-mail to the Chair prior to the meeting. A proxy may not be designated for the Chair, Vice-Chair, Secretary, Treasurer, or Policy/Legislative Committee Chair. The Executive Committee shall give general supervision to the affairs and interests of the state society and its contacts with the National Society; shall control the expenditure of all funds; and approve the place, date, and program of all meetings. The Executive Committee shall adopt a charter for each of the other committees, outlining the objectives, organization, and activities of the committees. Each incoming Chair shall recommend to each new Executive Committee at its first meeting additions, deletions, and changes in committee charters. Action on any charter, however, may be taken at any Executive Committee meeting. The Committee shall fill by appointment the unexpired term of any Executive Committee member, approve or disapprove proposed appointments by the Chair, advise the Chair on all matters that the Chair presents to the committee; and act for the state society on urgent matters that require immediate action between state society meetings. Committee business may be transacted by mail ballot, conference call, or electronic mail, but at least one committee meeting shall be held annually. Any action of the Executive Committee shall be subject to a member referendum upon petition of at least two percent but in no case less than 10 of the members of the state society.
STANDING COMMITTEE CHARTERS. Standing Committee Charters accompany the state society bylaws with their objectives, organization, and activities. Each charter may be amended by majority vote of the Executive Committee. New standing committees may be created or existing standing committees may be dissolved by majority vote of the Executive Committee.
ARTICLE 9: SPECIAL COMMITTEES AND APPOINTMENTS
Special Committees and Appointments, authorized by the Executive Committee, shall be designated by the Chair.
ARTICLE 10: STATE DIVISIONS AND CHAPTERS
STATE DIVISIONS (of multi?state societies). A State Division may be authorized by the Executive Committee upon written petition of 30 or more voting members resident in the state and upon approval by referendum of the members in the state. The boundaries of a State Division shall follow state lines except in cases approved by the Council. The authorization for a State Division may be rescinded by the Executive Committee or upon the affirmative vote of at least 10 members of the Council. A State Division shall hold at least one meeting each year to retain authorization and be governed by a set of officers as described for state societies.
State Divisions may adopt bylaws subject to the approval of the Executive Committee and the Council, provided that no part thereof shall conflict with the Constitution and Bylaws of the Society.
A State Division shall report promptly to the state society Chair and the Executive Vice-?President, the election of State Division officers, the adoption of State Division bylaws and amendments thereto, and shall report at least once a year on the activities of the State Division. Actions or recommendations of a State Division will be transmitted to the state society for recommendation to the Council.
A state society is authorized to appropriate funds to the State Division for the conduct of its business.
Upon request, the Executive Vice-?President will collect and forward dues of State Divisions, and may provide mailing labels, membership rosters, and other automation products.
CHAPTERS. A Chapter within a state society or state division may be authorized by the Executive Committee upon written petition of 15 or more voting members resident in an area where a strong local organization may be affected. The boundaries of a Chapter shall be established by the Executive Committee. Where a viable Chapter can be sustained only by including members from both sides of a state boundary, the Chapter shall be affiliated with the state society in which a majority of the Chapter members are resident.
A Chapter shall hold at least one meeting each year to retain its authorization and be governed by a set of officers as described for state societies.
The authorization for a Chapter may be rescinded by the Executive Committee or upon the affirmative vote of at least 10 members of the Council.
Chapters may adopt bylaws subject to the approval of the Executive Committee and the Council, provided that no part thereof shall conflict with the Constitution and Bylaws of the Society.
A Chapter shall report promptly to the state society Chair and the Executive Vice-?President the election of Chapter officers, the adoption of Chapter bylaws and amendments thereto, and shall report at least once a year on the activities of the Chapter. Actions or recommendations of a Chapter on Society affairs will be transmitted to the state society or state division for recommendation to the Council.
A state society is authorized to appropriate funds to the Chapter for the conduct of its business.
Upon request, the Executive Vice-?President will collect and forward dues of Chapters, and may provide mailing labels, membership rosters, and other automation products.
STUDENT CHAPTERS. A Student Chapter may be authorized within a state society by the Executive Committee upon written petition of 15 or more Student Members at an institution designated as SAF?accredited or as a candidate institution for accreditation or an SAF?recognized forest technician training program, or upon written petition of 15 or more voting members.
Student Chapters shall be composed of Student Members and other Society members employed by an institution designated as SAF?accredited or as a candidate institution for accreditation or by an SAF?recognized forest technician school. Student Chapter officers shall serve for the school year.
Student Chapter officers shall be students or graduate students who are members of the Society.
ARTICLE 11: MEETINGS
At least one business meeting consisting of no less than five percent of the voting membership shall be held during the year to consider business of sufficient importance to require careful consideration by the membership at large.
Other meetings as needed shall be scheduled by the Chair, with the approval of the Executive Committee, and may be open to friends of members and other interested persons for the exchange of ideas on subjects of interests to the profession of forestry. Resolutions of gratitude, regret, and other non?policy matters may be adopted by a majority vote of those present at these meetings.
Important business matters that cannot be delayed until the next business meeting may be submitted to the voting membership by mail ballot.
ARTICLE 12: RECALL
Any officer may be removed from office for reason of misconduct, incompetence, or neglect of duty provided such removal is approved by two?thirds vote of all members voting in a letter ballot. Such ballot may be initiated by the Executive Committee on its own volition or it shall be required to conduct such a ballot if it receives a petition setting forth the points of contention and signed by at least two percent but in no case less than 10 of the voting members of the state society. Ballots shall be mailed and received by a member of the Executive Committee as chosen by the committee.
ARTICLE 13: AMENDMENT OF BYLAWS
Amendments to these bylaws may be proposed by the Executive Committee or upon written petition of at least two percent but in no case less than 10 of the voting members of the state society. Proposed amendments shall be submitted to the Executive Vice?-President for approval prior to a mail ballot of voting members. Amendment of these bylaws shall require a two?thirds vote of the members voting.
ARTICLE 14: ASSETS
State society assets belong to the state society membership as a whole. In the event of division or merger of state societies, the assets of the parent state society(s) will be audited and allocated to the new state society(s) in proportion to the percentage of the voting members transferred.
Upon the dissolution of the state society, the Executive Committee shall, after paying or making provision for the payment of all of the liabilities of the state society, transfer all the assets of the state society to the National Society, or dispose of all of the assets of the state society exclusively for the purposes of the state society 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 1954 (or the corresponding provision of any future United States Internal Revenue Law), as the Executive Committee shall determine.
Adopted by the Kentucky-Tennessee Society of American Foresters on December 14, 1998. Previous revisions: October 30, 1948; September 1, 1955; December 7, 1963; November 2, 1965; January 19, 1973; December 11, 1980.