Bylaws of Tucson Area Iris Society
ARTICLE I - NAME
The name of this organization shall be the Tucson Area Iris Society. In this document it will be referred to as TAIS. TAIS is an affiliate of the American Iris Society.
ARTICLE II - PURPOSE
The purpose of the TAIS shall be to develop the science of horticulture and any activities related to the study, propagation and culture of the genus iris; to instruct the public on correct gardening procedures by means of lecture programs; to stimulate and foster interest in horticultural pursuits, conservation and protection of these plants; to cooperate with other organizations, public and private, in the scientific and horticultural education of the public and all those interested in learning any phase of the genus iris, by any and all means which may be determined from time to time by the Board of Directors of the TAIS. These shall include but are not limited to:
Section 1: Encouragement and support of scientific research, including that pertaining to the solution of diseases, related to but not necessarily exclusive to the genus iris, and investigation and conservation of the genus in the wild;
Section 2: Encouragement and support of the collection, compilation and publication of data concerning the history, classification, breeding and culture of irises;
Section 3: Education of the public through noncommercial exhibitions, public display gardens, published standards for judging, and local, area, regional and national meetings open to the public; and
Section 4: Awards to youth for achievements in cultivating and exhibiting irises.
ARTICLE III - ORGANIZATION AND OPERATION
The TAIS shall be organized and operated exclusively for nonprofit educational and scientific purposes as described in Section 501(c) (3) of the Internal Revenue Code.
ARTICLE IV - PERMITTED ACTIVITIES
Section 1: Notwithstanding any other provision of these Articles, the organization 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 under Section 170(c)(2) of the Internal Revenue Code.
Section 2: No substantial part of the activities of this organization shall consist of carrying on propaganda, or otherwise attempting to influence legislation, and the organization shall not participate or intervene in any political campaign (including the publishing or distribution of statements) on behalf of any candidate for public office.
ARTICLE V - NONPROFIT STATUS
Section 1: This organization does not contemplate pecuniary gain or profit, incidental or otherwise. The organization's funds are derived from donations, membership dues, fees, and assessments, and the sale of iris rhizomes to the general public in furtherance of our educational objectives.
Section 2: The property of this organization is irrevocably dedicated to educational and scientific purposes and no part of the net earnings of the organization shall inure to the benefit of or be distributable to its members, directors, officers or to the benefit of any private person, except that the organization is authorized to pay reasonable compensation for goods and/or services rendered to it in furtherance of the purposes of this organization.
ARTICLE VI - DISTRIBUTION OF ASSETS UPON DISSOLUTION
Upon dissolution or winding up of the organization, its assets remaining after payment, or provision for payment, of all debts or liabilities of this organization shall be distributed to Region 15 of the American Iris Society or to a similar nonprofit fund, foundation or corporation which is organized and operated exclusively for educational and scientific purposes, and which has established and maintains its tax exempt status under Section 501(c)(3) of the Internal Revenue Code.
ARTICLE VII - MEMBERSHIP
The membership of the TAIS is open to the public. Its members shall consist of all persons and organizations paying dues as prescribed by the Society and supporting and upholding its bylaws, rules and policies.
ARTICLE VIII - MEETINGS
Unless otherwise directed by the Board, regular membership meetings shall be held in the months of January, February, March, May, August, and October. Advice of the date, time and place of these meetings shall be directed to the membership via the Society newsletter.
ARTICLE IX - ELECTED OFFICERS
Section 1: The elected officers shall be the President, Vice President, Secretary and Treasurer. Officers shall be elected for a one-year term at the general membership meeting in October and shall assume office the year elected at the close of the annual meeting. Elected officers are limited to no more than three consecutive terms in the same office.
Section 2: All officers must be members in good standing of the American Iris Society at the time of their election and remain so during their terms of offices.
Section 3: If any officer is unable to complete his or her term of office, the President shall designate a member to serve in an acting capacity with full voting privileges until the next general election.
ARTICLE X - DUTIES OF OFFICERS
Section 1: The President shall be the chief executive officer of the Society and formulate the agendas for and preside at the general, Board of Directors and executive committee meetings. He or she shall be ex-officio member of all committees except the nominating committee.
Section 2: The Vice President, in the absence of the President, shall serve instead and for that time shall assume all the duties and responsibilities vested in the President. The Vice President shall assist the President as requested and serve as the Program Chair and Publicity Coordinator.
Section 3: The Secretary shall keep a full and complete record of the activities of TAIS, including, but not limited to, minutes of the meetings, reports, lists of committees, their chairpersons and members. He or she shall issue correspondence only at the direction of the President. The Secretary shall send copies of all meeting minutes to the members of the Executive Committee within two weeks following the meeting.
Section 4: The Treasurer shall receive and deposit all TAIS money in the TAIS bank account. He or she shall disburse funds in accordance with the current budget and shall disburse non-budgeted funds as directed by the Executive Committee. The Treasurer shall maintain accurate records of all transactions and give a financial report to the members in every TAIS newsletter. Any withdrawals from the bank account, whether cash, debit or credit card, in excess of $100 must have the majority approval of the Board of Directors.
ARTICLE XI - EXECUTIVE COMMITTEE
The executive committee shall consist of all elected officers and shall meet at the call of the President.
ARTICLE XII - BOARD OF DIRECTORS
Section 1: The government of TAIS and the control and management of its affairs and properties shall be vested in the Board of Directors. The Board shall consist of the four elected officers, the directors and the immediate past president. The Board shall meet at least twice a year and at the call of the President. Regular meetings of the Board of Directors shall be open to all interested members without voting privileges. All voting members may place an item on the agenda by notifying the President or Secretary at least 10 days prior to the next meeting. Special meetings of the Board of Directors may be called by the President, Secretary or on the request of two directors with the appropriate notice to each director at least 10 days prior to the special meeting.
Section 2: Six directors shall serve on the board, three of which shall be elected annually for a two-year term at the general membership meeting in October.
Section 3: If any director is unable to complete his or her term, the President shall/may appoint a replacement from the membership at large to fill the balance of the replacement term. Such person shall have full voting privileges of the office being filled.
ARTICLE XIII - QUORUM
The majority of the Executive Committee and the Board of Directors will constitute a quorum at their respective meetings.
ARTICLE XVI - STANDING COMMITTEES AND PERMANENT POSITIONS
Section 1: Standing committees shall be appointed by the President and the chairpersons shall keep the officers and other committee chairpersons advised as appropriate. They shall attend a relevant Board meeting for the purpose of presenting their programs. Committee chairpersons for single events shall submit a full report on the event no later than 30 days following the event. All other chairpersons shall submit an annual report.
Section 2: The standing committees shall be as follows:
Section 3: Special Committees and appointments shall be established as required at the direction of the President.
ARTICLE XV - ELECTIONS
Section 1: At the October general membership meeting, the chairperson of the Nominating Committee shall present a slate of nominees for elective office. Nominations may also be made from the floor. However, no name shall be placed in nomination without the prior consent of the nominee. The committee shall provide ballots if necessary or may simply present its proposed slate of officers for voice vote if there are no nominations from the floor.
ARTICLE XVI - ANNUAL AUDIT AND REVIEW OF THE BOOKS
An audit and review of the Tucson Area Iris Society's financial records and books shall be conducted by a committee made up of the Treasurer and three or more members as appointed by the Board of Directors, to be completed between October 31st and November 30th of each year.
ARTICLE XVII - AMENDMENTS
These Bylaws may be amended at any regular meeting by a two-thirds vote of those present, provided that the amendments were submitted in writing to all members ten (10) days prior to the meeting at which they will be vote upon.
ARTICLE XVIII - RULES OF ORDER
The rules contained in The New Roberts Rules of Order shall govern the society in all cases to which they are applicable and in which they are not inconsistent with the Bylaws of this Society.
Amended: February 14, 1982, February 2, 1986, January 12, 1991, May 9, 1992, January 9, 1993, January 8, 1994, October 22, 1994, October 14, 1995, October 10, 1998, January 9, 1999, May 13, 2000, March 10, 2001, May 12, 2001, May 2001, January 12, 2013.