Bylaws Part 1


Article I. Name 
I.1. The name of this non-profit Society shall be the “San Diego Marine Aquarium Society”, also known as SDMAS.
I.2. The name and symbols of this Society shall only be used for official business relating to the SDMAS.
I.3. This non-profit is incorporated as The San Diego Marine Aquarium Society, doing business as The San Diego Marine Aquarium Society.

Article II. Purpose 
II.1. The San Diego Marine Aquarium Society is a non-profit society.
II.2. The San Diego Marine Aquarium Society is dedicated to the endorsement, education, and fellowship of marine aquarium hobbyists. We will increase awareness among members and the public of the importance and value of marine ecosystems and their preservation through captive propagation and responsible collection of organisms. We will deepen hobbyists’ knowledge about the husbandry and study of marine plants and animals, increasing the longevity and well being of the creatures in our care.
II.3. [This item to be effective concurrent with formal application for 501(c)(3) status currently being prepared] The San Diego Marine Aquarium Society is organized exclusively for educational and community purposes under section 501(c)(3) of the Internal Revenue Code, or corresponding section of any future federal tax code.

Article III. Term 
III.1. The term of this Society is to be perpetual.
III.2. The fiscal year of The San Diego Marine Aquarium Society shall be January 1st, through December 31st. The Treasurer and other auditors as applicable shall audit all accounts and present a complete financial report to the Board of Directors (Board) no later than 90 days following the close of the fiscal year.

Article IV. Membership 
IV.1. Membership in The San Diego Marine Aquarium Society shall be open to any person who, by proper application, meets with the approval of the Board of Directors.
IV.2. Proper application for membership and dues amounts shall be established by the Board of Directors (Board) and shall be publicly available at all meetings and online. These may be changed by a vote of the Board.
IV.3. All members shall comply with the Bylaws, and shall act with responsibility and integrity in all matters relating to SDMAS.
IV.4. Members shall not exploit SDMAS meetings, events or facilities to promote their own commercial interests, where commercial interest shall be any activities undertaken with the primary purpose of making money. This restriction, however, shall not prevent members from participating in personal commercial activities, such as purchasing advertising in SDMAS publications, provided such activities are also available to members and non-members.
IV.5. The San Diego Marine Aquarium Society reserves the right to revoke the membership of any individual due to conduct considered detrimental to this Club and behaviors will be outlined in a separate flexible set of rules. This action shall be carried out by the Board of Directors.

Article V. Meetings 
V.1. Society Meetings
V.1.a. Society Meetings will be planned and scheduled by the Board of Directors and committee members as appointed.
V.1.b. All Society meetings will have at least one Board Member, Official or designee present.
V.1.c. Society meetings will include, but not be limited to, events such as: guest speakers, frag swaps, barbecues, holiday potlucks, tank tours, and conferences.
V.1.d. For special events, the Board may set entrance fees for both members and non-members.
V.1.e. Information on all meetings and activities shall be made publicly available on the Internet and in Society publications.
V.1.f. The Secretary and one appointed Board member at Large will jointly ensure that a membership list and ballots are available at any meeting during which a membership vote is planned. Only members in good standing are eligible for voting privileges. Any conflicts will be resolved by the board members present.
V.1.g. The Secretary will be notified of attendance at Society meetings in order to maintain the membership roster.
V.1.h. Proceeds from any dues, entrance fees, or raffle donations collected at Society meetings will be properly accounted for by two society members and submitted to the Society Treasurer.
V.2. Board of Directors Meetings
V.2.a. Board of Directors meeting dates will be decided upon by the officers and board members and will be held no less than once per quarter.
V.2.b. A quorum must be present to conduct a Board meeting, and consists of at least half of the voting Board members. The president may choose to cancel or postpone Board meeting if a quorum is not present, but the meeting must be rescheduled if necessary to maintain the minimum of one meeting per quarter. Non participation without prior knowledge of more than 2 quarterly meetings in a calendar year will be grounds for dismissal from the board without warning.
V.2.c. The Board will determine which meetings will be open to society members. Society members shall be notified in advance of the time, date and location of any open board meetings.
V.2.d. Society members shall be notified when a Bylaws change is being recommended by the Board, and will be notified in advance of the time, date and location of the meeting or online voting information.
V.2.e. Special meetings of the Board shall be held whenever called by the president or by two or more board members. Notice of each such meeting shall be given to each Board member by PM online and email at least seventy-two hours before the time at which the meeting is to be held. Every such notice shall state the time and place of the meeting. Special meetings are meetings outside of the normal rotation of board meetings which occur on a quarterly basis and near the regular monthly club meetings.
V.2.f. One or more persons may participate in a meeting of the Board or of a committee by means of conference telephone or similar communications equipment providing that all persons participating in the meeting can hear each other.
V.2.g. The Board or a committee may conduct business via a computer network system if all parties on the Board or committee have access to said network.

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