BY-LAWS (Rev. September 12, 2015) Page 3
The candidate or candidates who have accepted nominations as foresaid and who receive the largest number of votes for the respective offices shall be declared duly elected; provided, however, that when more than ten candidates have so accepted nominations for governor not more than three candidates residing in any one State may be elected as governors even though one or more defeated candidates therefrom shall each receive more votes than an elected candidate residing in some other state. If any member votes for a number of candidates for any one office in excess of the number to be elected therefore, his vote for that office will not be counted but his votes properly cast for candidates for other offices shall be counted. For example, if a member votes for more than 10 candidates for board of governors, none of his votes for the board of governors shall be counted; but if he votes for not more than 10 candidates for board of governors but votes for more than three candidates residing in any one state, his votes for the candidates residing in such state will not be counted, but his votes properly cast for candidates for board of governors residing in other states shall be counted. The secretary shall promptly notify the candidates of the election results after they become available. New officers and governors shall assume office upon their installation at the awards breakfast held during the installation year convention. Any tie vote shall be broken by a coin toss, to be administered by the ethics committee.
In the absence of the president at any meeting, the vice president shall preside. In the absence of both the president and the vice president, the immediate past president or a former president shall preside (in order named). In the absence of the secretary at any meeting a former secretary or a temporary secretary may be delegated by the presiding officer to perform the duties of the secretary.
All officers and governors must be individual members in good standing who have attained the age of eighteen years and who reside within the said Central States area. No member may be nominated for the office of president unless he or she is or has been a member of the governing board. The president shall not be a candidate for reelection.
In the event of the unexcused absences of any member of the governing board from two or more meetings of that board during such member's two-year term of office, such member may be removed from office by an affirmative vote of a majority of the members of said board present at a meeting of said board. For the purpose of calculating the number of meetings not so attended, the failure to attend one or more meetings during any convention of the society or the failure to attend one or more sessions of an interim meeting of the society shall be deemed to constitute a failure to attend one meeting only. An absence from a meeting may be excused for good cause and only by the president or by a majority vote of the governing board.
COMMITTEES AND PERSONNEL
In conducting the affairs of the society, the president may appoint and discharge committees, legal counsel and other personnel but shall not obligate the society for the payment of any compensation except with the approval of a majority of the governing board. Such appointments are made by the president or his successor in office. Commencing in 2004, the governing board, by majority vote, will Appoint, discharge and determine the compensation of the secretary and treasurer.
MEETINGS AND CONVENTIONS
The society shall conduct its principal convention annually during the weekend nearest to the end of April in which it is possible to obtain adequate facilities for the conduct of the convention.
In selecting the principal convention site, consideration will be given to the availability of facilities that will accommodate all convention activities and the attendance of large numbers of members, visitors, exhibitors, and dealers, and will provide adequate and convenient transportation facilities. The convention shall be conducted in accordance with the society's convention manual. The governing board shall have the sole right to select and remove the general chairman.
The governing board shall meet in session during the convention to conduct the affairs of the society. An interim meeting of the governing board shall be called by the president to be held approximately six (6) months after the principal convention, preferably in conjunction with a state or regional convention. Special meetings of the governing board may be called by the president.
Members of the governing board shall each have one vote on any and all issues and a majority vote shall govern.
The president shall have the power to cause, or upon the request of any two voting members of the governing board the president shall cause, action on a proposed resolution to be taken by mail, or by telephone, in accordance with the following:
- Mail. The president (or the president's designee) will deliver a copy of the proposed resolution to each voting member of the board and obtain their vote. Delivery of a resolution or vote may be made by regular U.S. Mail, electronic mail or facsimile transmission, and will be deemed delivered on the date it is postmarked (in the case of regular mail) or on the date that receipt of a transmission is confirmed (in the case of electronic mail or facsimile.) Only those votes delivered within thirty (30) days after delivery of the proposed resolution will be counted. Adoption of a resolution by mail shall require the affirmative vote of two-thirds (2/3) of the voting members of the board.
- Telephone. The president (or the president's designee) will contact each member of the board and obtain their vote on the proposed resolution. The proposed resolution must be read in its entirety to each voting member of the board, and the vote of each voting member will be recorded by the president (or the President's designee.) All voting members must be so contacted within a period of ten (10) days, and only those votes obtained within the ten (10) day period will be counted. Adoption of a resolution by telephone shall require the affirmative vote of two-thirds (2/3) of the voting members of the board.
A written copy of the resolution, together with the record of each board member's vote, will be sent to each board member and filed with the secretary.
EXHIBITS AND AWARDS
Exhibits may be made at Central States conventions in accordance with such rules and regulations as may be prescribed by the governing board from time to time.
All exhibitors must be members in good standing of the Central States Numismatic Society.