| American Chinese Toxicology Society (ACTS) |
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| BY-LAWS | |||||||||||||||||||||||||||||||||||||||
| By-Laws in WORD | |||||||||||||||||||||||||||||||||||||||
| ARTICLE FIRST | |||||||||||||||||||||||||||||||||||||||
| Officers | |||||||||||||||||||||||||||||||||||||||
| Section 1.� The 1993-1994 President, Vice President, Secretary, and Treasurer of the American Chinese Toxicology Society shall serve as the first President, Vice President, Secretary, and Treasurer, respectively, of the American Chinese Toxicology Society, Inc. (the Society) until June 30, 1995. | |||||||||||||||||||||||||||||||||||||||
| Section 2.� Starting July 1, 1995, the terms for President, Vice President, Secretary, and Treasurer shall be for two years. | |||||||||||||||||||||||||||||||||||||||
| Section 3.� The President shall preside at all meetings of the Society.�� In the President's absence from such meeting, the Vice President shall perform the President's duties at that meeting.� The President, after serving two years, shall be designated Immediate Past-President for two years. | |||||||||||||||||||||||||||||||||||||||
| Section 4.� The Secretary shall maintain the non-financial records of the Society, notify members of all meetings of the Society, and keep the minutes of these meetings and board meetings.� Within thirty days after each annual meeting, the Secretary shall send a Registered Agent of the Society the past year's non-financial records, including but not limited to the current membership directory and minutes of all meetings of the Society as well as all Council meetings. | |||||||||||||||||||||||||||||||||||||||
| Section 5.� The Treasurer shall maintain the financial records of the Society and handle the day-to-day financial matters of the Society.� The Society's fiscal year shall start January 1.� Within thirty calendar days after each annual meeting, the Treasurer shall send the Registered Agent the financial records for the past fiscal year and an annual financial report prepared as described in Section 2, Article Fifth of the By-laws. | |||||||||||||||||||||||||||||||||||||||
| Section 6.� Starting July 1, 1995, a Vice President shall automatically become the President when the term for the vice presidency ends. | |||||||||||||||||||||||||||||||||||||||
| Section 7.�� Beginning July 1, 1995, a Vice President, Secretary, and Treasurer shall each be elected by a majority vote of the ballots case as described in Section 5, Article Second of the By-laws. | |||||||||||||||||||||||||||||||||||||||
| ARTICLE SECOND | |||||||||||||||||||||||||||||||||||||||
| Council | |||||||||||||||||||||||||||||||||||||||
| Section 1.� There shall be a Board of Directors referred to hereinafter as a Council.� To handle extra workload at the initial stage of the Society, the initial seven-member Council names in the Articles of Incorporation shall be expanded as the second Council which shall be composed of the nine 1993-1994 Councilors of the American Chinese Toxicology Society and two additional Councilors to be elected by the initial Council.� Starting July 1, 1995, the Council shall be for a two-year term and shall consist of nine members:� the President, Vice President, Secretary, Treasurer, Immediate Past-President, and four persons to be elected by a plurality vote of the ballots cast. | |||||||||||||||||||||||||||||||||||||||
| Section 2.� The Society's general management powers shall be vested in the Council.� The Council may employ at reasonable costs, such persons as the Council deems necessary to assist the Society.� Officers and committee members may, with the Council?s approval, delegate duties and responsibilities, provided that each such delegating instrument shall, irrespective of any other terms contained therein, terminate immediately either upon revocation by the delegating officer or committee member or upon withdrawal of the Council's approval. | |||||||||||||||||||||||||||||||||||||||
| Section 3.� Vacancies in any office or the Council created by death or resignation shall be filled, upon a majority vote of the Council, by Full members or Retired members who have been Full members immediately prior to gaining the retired status.� In the even of a tie, the President shall cast the deciding vote. | |||||||||||||||||||||||||||||||||||||||
| Section 4.� Unless otherwise specified in the By-laws, a "majority vote of the Council" shall mean the votes by more than half of the number of Councilors approved by the By-laws. | |||||||||||||||||||||||||||||||||||||||
| Section 5.� Ballots for officers or Councilors to be elected in any year shall be mailed by the Secretary to the membership by January 1, which ballots shall set forth the names of the candidates nominated by the Nominating Committee; in addition, one space shall be provided for a write-in candidate for each office to be filled.� Completed ballots returned to the Secretary shall be valid if received on or before the following February 20 and if the envelope containing the ballot bears the voting member?s signature.� Before the next annual meeting, the Secretary shall bring the ballots to the Council, which shall count all ballots properly submitted.� Any tie shall be resolved by majority vote of the Council.� The results of the balloting and of the Council?s resolutions of any tie shall be announced by the Secretary at the following annual meeting. | |||||||||||||||||||||||||||||||||||||||
| ARTICLE THIRD | |||||||||||||||||||||||||||||||||||||||
| Membership | |||||||||||||||||||||||||||||||||||||||
| Section 1.� Only scientists of Chinese ethnic origin who have a continuing professional interest in toxicology or related sciences and pay membership dues are eligible for full membership.� Only Full members and Retired members who have been Full members immediately prior to gaining the retired status shall be eligible fore election as officers or Councilors or to serve in committees of the Society. | |||||||||||||||||||||||||||||||||||||||
| Section 2.� Associate members residing in North America, as well as Full and Corporate Associate members, shall be assessed annul membership dues, while Student and Retired members shall be exempted.� Membership dues for each fiscal year must be paid within that fiscal year, with a grace period of a years within which the dues for the prior fiscal year and the current fiscal year must be paid to maintain the membership. | |||||||||||||||||||||||||||||||||||||||
| Section 3.� Members who have retired because of age or disability may elect to apply to the Membership committee as Retired members. | |||||||||||||||||||||||||||||||||||||||
| Section 4.� Candidates for all categories of membership, except Honorary Corporate Associates, and Retired, shall be nominated by a Full Associate, or Retired member in forms provided by the Secretary.� Completed applications are returned to the Secretary who refers them to the Membership Committee for its review and recommendations to the Council.� The candidates recommended by the Membership Committee shall require a majority vote of the Council to become members.� Those approved by the Council shall be notified by the Secretary of official membership within one month of the approval and shall be assessed the full amount of the annual dues. | |||||||||||||||||||||||||||||||||||||||
| Section 5.� Candidates for Honorary membership may be nominated by two Full or Associate members.� Nominations shall be accompanied by seconding letters and information regarding career achievements in toxicology and contributions to Chinese toxicologists, and/or contributions to the Society.� Elections of Honorary member shall be by a two-thirds majority vote of the Council. | |||||||||||||||||||||||||||||||||||||||
| Section 6.� The Council may, by unanimous vote and after a hearing for cause, recommend to the Society the expulsion of any member.� Such recommendation shall be sent to all members of the Society at least six weeks prior to the meeting at which it is to be acted upon.� A vote of four-fifths of the voting member present at such meeting shall be required for expulsion. | |||||||||||||||||||||||||||||||||||||||
| ARTICLE FOURTH | |||||||||||||||||||||||||||||||||||||||
| Meetings | |||||||||||||||||||||||||||||||||||||||
| Section 1.� A regular meeting of the Society shall be held annually at such time and place as shall be determined by the Council.� Members of the Society shall be notified at least six weeks in advance of such meetings. | |||||||||||||||||||||||||||||||||||||||
| Section 2.� Special meetings of the Society may be called by the Council or upon written request of ten active members of the Society with the Council's approval.� The Secretary shall send written notice to the members at least six weeks in advance of such meetings and shall specify the business to be transacted.� No business other than so specified shall be transacted at such meetings. | |||||||||||||||||||||||||||||||||||||||
| Section 3.� The Council shall meet at least once a year.� A two-third majority of the Council shall constitute and quorum for this meeting.� Minutes of the Council meeting shall become the Society's official record. | |||||||||||||||||||||||||||||||||||||||
| Section 4.� For any scientific session of any regular meeting, all members except Corporate Associate members and Student members shall be able to sponsor papers according to the rules established by the Council. | |||||||||||||||||||||||||||||||||||||||
| Section 5.� Twenty percent of the voting membership shall constitute a quorum for a meeting of the Society. | |||||||||||||||||||||||||||||||||||||||
| Section 6.� If at any duly called and held meeting of the Society, the members shall vote to submit any substantive matter, which is properly processed on a motion duly made and seconded, to the Society's members for resolution by mail ballot, the Secretary shall within 30 days thereafter send to every member entitled to vote a brief explanation of the issue and a ballot setting forth the matter in question.� Completed ballots returned to the Secretary shall be valid if postmarked on or before the 60th day following that meeting.� The Secretary shall count the ballots and notify the Membership of the outcome before the 90th day following that meeting. | |||||||||||||||||||||||||||||||||||||||
| ARTICLE FIFTH | |||||||||||||||||||||||||||||||||||||||
| Standing Committees | |||||||||||||||||||||||||||||||||||||||
| Section 1.� Membership Committee.� There shall be a Membership Committee appointed by the President consisting of three Full members or Retired members who have been Full Members immediately prior to gaining the retired status.� Members of such committee shall serve for no longer than the term of President who appoints the committee. | |||||||||||||||||||||||||||||||||||||||
| Section 2.� Finance Committee.� There shall be a Finance Committee consisting of the Treasurer as Chairperson and two Councilors appointed by the President.� The Finance Committee shall continually review the Society's financial status.� At lease one month prior to the Annual Meeting, the Finance Committee shall prepare and annual financial report in conformance with the standards as promulgated by the American Institute of Certified Public Accountants for the preceding fiscal year.� The annual financial reports shall include a statement of revenue, a statement of expenses, changes in fund balances, and balance sheets for all funds.� Before each annual meeting, the Finance Committee shall present to the Council the financial records and annual financial report of the preceding fiscal year for examination and approval, which requires a majority vote of the Council.� At each annual meeting, the Finance Committee shall present to the member the preceding fiscal year's financial report approved by the Council. | |||||||||||||||||||||||||||||||||||||||
| Section 3.� Other Committees.� The President may appoint other committees as may be deemed necessary upon the Council's approval.� The length of the terms of such committees shall be determined by the President but such committees shall be dissolved no later than the end of the term of the President who appoints such committees. | |||||||||||||||||||||||||||||||||||||||
| ARTICLE SIXTH | |||||||||||||||||||||||||||||||||||||||
| Amendments | |||||||||||||||||||||||||||||||||||||||
| Section 1.� Proposed changes in the By-Laws shall be submitted, at least four months prior to a regular meeting , to the Secretary in writing by a Full member, Associate member, or Retired member who has been a� Full or Associate member immediately prior to gaining the retire status.� Within three weeks of the receipt of the changes, the Secretary shall forward the proposed changes to the Council for consideration.� Upon approval by a majority vote of the Council, the Secretary shall send written notice of the proposed changes to all voting members of the Society at least six weeks prior to a regular meeting.� A two-thirds vote of mail ballots of members authorized by the Articles of Incorporation to vote shall be required for adoption. | |||||||||||||||||||||||||||||||||||||||
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