Northeast Michigan Chapter Safari Club International
I. Name and Organization
- The name of this nonprofit corporation (or unincorporated association) shall be SAFARI CLUB INTERNATIONAL, NORTHEAST MICHIGAN CHAPTER.
- The purposes of this organization shall be as follows:
- To collect, organize and distribute educational information and data regarding the wild animals of the world and hunting opportunities available in the world.
- To receive donations and to disburse same to Safari Club International or other organizations or individuals pursuing the same or similar goals as this organization.
- To affiliate with Safari Club International in Tucson, Arizona (herein "SCI Tucson") so that all regular members of this organization shall also be regular members of SCI Tucson.
- To provide a channel for organized efforts to promote a public understanding and acceptance of sport hunting as an effective tool for wildlife conservation and management.
- To participate and associate with other clubs throughout the world which share common goals, beliefs and purposes.
- To promote the goals and objectives of SCI Tucson, including the following:
- The Chapter will conduct at least one fundraiser per year and contribute 30% of the net to SCI Tucson. In any year a fundraiser is not conducted, a minimum of $2,000 shall be contributed to the general fund of SCI Tucson.
- The Chapter shall produce a monthly or quarterly newsletter and a copy of the same shall be provided to SCI Tucson, the President of SCI Tucson and the Regional Representative.
- The Chapter shall be represented by at least one member at a board meeting of SCI Tucson per year.
- The Chapter will submit to the Regional Representative a written report on Chapter activities prior to each board meeting held of SCI Tucson.
- The Chapter will conduct at least one conservation project annually.
- The chapter will conduct at least one educational project annually.
- The Chapter will hold membership meetings at least quarterly.
- The Chapter will prepare and will forward to SCI Tucson a year-end financial statement not later than six months after the close of the Chapter's fiscal year.
- The Chapter will strive to have at least 25 members at all times.
- To engage in such other activities as may be appropriate in conjunction with the foregoing.
III. Membership and Voting
- Membership: There shall be two classes of members, regular members and youth members. Regular members shall have all of the rights of membership, including the right to vote on all items submitted to the general membership for a vote. A regular member is a current member in good standing who belongs to SCI, Northeast Michigan Chapter. Youth members are such members 18 years of age or younger who pay such membership dues and receive special privileges and benefits as may be authorized by the Board of Directors. A youth member continues in that status during good behavior and payment of prescribed annual membership dues until the end of the calendar year in which his/her 18th birthday occurs. Youth members of SCI, Northeast Michigan Chapter shall have all the same rights as do regular members.
- Qualifications: To be eligible for membership, a person must be of good moral character and must agree to promote the purposes of this organization.
- Application for Membership: All applications for membership must be in writing in a form specified by the Board of Directors.
- Voting Rights: Each regular member in good standing shall be entitled to cast one vote on every matter submitted to a vote of the members. Neither voting by proxy nor cumulative voting will be permitted.
- Transfer of Membership: No membership may be transferred either by the manner or by operation of law.
- Initiation Fees and Dues: Initiation fees and dues and special assessments for members shall be established by the Board of Directors.
- Dues – When Delinquent: Annual dues are due and payable promptly upon receipt of billing for the same from SCI Tucson. A member shall be delinquent if payment in full is not made by or within 60 days after the member's anniversary date. Any member who becomes delinquent shall be considered to have voluntarily terminated membership in the organization.
- Termination for Cause: A member who makes false statements on his membership application or those who conduct is deemed detrimental to the principles of this organization or SCI Tucson may be dropped from membership by vote of a majority of the Board of Directors (i.e., at least 4 of 7 directors, 5 of 8 directors, etc.). The Board of Directors shall have authority, but not an obligation, to set up hearing procedure on any termination of membership. Members of the Board of Directors and/or officers of this organization are prohibited from using their standing in SCI Tucson and/or the Northeast Michigan Chapter to benefit themselves personally or their personal business interests. Members determined to have violated this provision shall be expelled from the Chapter.
- Resignations and Reinstatements: A member may resign by filing with the secretary his written resignation. Dues paid by him in advance shall not be refunded or pro-rated. Such resignation shall not relieve the resigning member of the obligation to pay dues, fees or special assessments which have accrued to the date of such resignation and which are unpaid. Reinstatement of a former member shall be made in the same way that an applicant for membership may be accepted; however, such applicant for reinstatement shall, as a condition to his reinstatement, be required to pay all dues, fees and special assessments which were previously due and unpaid by him at the time of his prior resignation.
IV. Meetings of Members
- Annual Meeting and Order of Business: An annual meeting of the members shall be held in June of each year. The order of business shall be as follows: (1) a review by the President of the activities of the Board of Directors and Officers for the prior year; (2) a complete report by the Treasurer of the financial condition of the organization including a summary of the receipts and disbursements for the prior year; (3) the election of directors per Article V of these bylaws and (4) such other new and old business as may be properly come before the membership.
- Installation Meeting: The installation of new officers and directors shall be held at the first regular board meeting after the election.
- Regular Meetings: Four regular meetings of the membership will be held approximately quarterly with the specific dates, times and locations to be determined by the Board of Directors. The annual meeting shall be held in June. The Secretary shall give each member written notice of the time and place of each regular meeting at least 7 days before the date scheduled for the meeting.
- Special Meeting: The Board of Directors may call a special meeting of the members for any purpose it deems appropriate. Written notice posted on the website, including a call of the special meeting, shall state the date, time and place of holding thereof and shall be posted at least 7 days before the date of the meeting.
- Address Correction: It shall be the duty of each member to give the secretary, in writing, the member's correct address and any change thereof. Any notice required by these by-laws to be given to a member shall be sufficient if mailed to such member at the address so furnished.
- Recommendations to Directors: At any meeting of the members, members may make recommendations to the Board of Directors by a majority of those present and entitled to vote. The directors shall not be bound by such recommendations but shall give them careful and unbiased consideration and shall report to the membership at the next regular meeting what action, if any, was taken.
- Action by Members: Action by the members on any matter may be taken only at a regular or special meeting. The vote of a majority of the regular members present at the time of the vote shall be the action of the membership unless a greater percentage of votes on any question is required by these bylaws.
- Quorum of Members: A quorum shall be constituted as follows: At a regular meeting, properly noticed, those members present. At a special meeting, those members present.
V. Board of Directors:
- The property, affairs and business of the organization shall be managed by a Board of Directors. There shall be a limit of 12 directors to serve on the board for three-year terms. Additional members, not to exceed 9, may be appointed at any time by a majority vote of the 12 directors.
- The immediate Past-President will also serve on the board of Directors.
- Election and Terms of Directors: From the total membership of the Board of Directors, twelve shall be elected to three-year terms. Approximately one-third of the twelve (12) positions will be elected each year by a vote of the general membership at the annual meeting. A ballot including all eligible nominees will be presented at the annual meeting. Voting will be by secret ballot. This process will maintain program continuity and a balance in the number of three-year elected terms each year.
- The Board of Directors shall have the authority to adjust the number of elected director terms each year, as necessary, to create and maintain a balance in the annual election.
- The annual election will fill four three-year terms on the Board of Directors. The four members receiving the highest number of votes will serve three-year terms.
- Subsequent years will continue as per the above process in order to maintain continuity of leadership and programs.
- In the event of ties during the election process, all ties will be broken by the presiding President (if still in office). In the event there is no presiding President, then the immediate Past-President will make any and all tie-breaking decisions.
- Directors shall take office at the first board meeting following his/her election.
- Vacancies: A vacancy may occur should the Board of Directors, by a simple majority vote, terminate a director's term of office. It is understood that for this to occur there must be just cause for such dismissal (e.g. disinterest, high absenteeism from Board of Directors meetings, lack of contribution to the welfare of the organization, etc.).
- Vacancies occurring on the Board of Directors may be filled by majority vote of the directors then in office. A director so elected to fill a vacancy shall hold office for the unexpired term of his predecessor.
- Quorum of Directors: A majority of the elected directors then serving shall constitute a quorum for the transaction of business.
- Action by Directors: The vote of a majority of the directors present at the time of the vote at a regular or specially called meeting shall be the act of the Board of Directors unless a great percentage of votes on any question is required by these bylaws.
- Notice of Meeting of Board of Directors: Notice of time, date and place of regular meetings shall be given by resolution of the Board of Directors or in the manner herein provided for special meetings. Notice of all special meetings shall be given as follows: All notices shall be given at least forty-eight hours before the meeting and may be given by telephone, in person or by email. The purpose of a special meeting shall be stated in the notice thereof. Attendance of a director shall constitute his waiver of notice, unless he attends for the sole purpose of objecting to the transacting of any business thereat on the ground that it was not properly called.
- Meetings of Board of Directors
- Regular meetings: A regular meeting of the Board of Directors shall be held approximately monthly, at the time and location agreed upon at the prior board meeting.
- Special Meetings: A special meeting of the Board of Directors may be called by the President or President-Elect of the organization. Notice of all special meetings shall be given in accordance with Section F, Article V of these bylaws.
- Minutes: The minutes of the last preceding meeting of the Board of Directors shall be read at each meeting unless dispensed with by a vote of the directors.
- Names and Qualifications of Officers: The officers of the organization shall be a President, a President-Elect, a Secretary, a Treasurer and a Past President. No two of said offices may be held by the same person. No officer may hold office for more than two consecutive terms.
- Limitation of Powers: No officer may receive compensation for his services. No officer may hold a similar office with any other club, organization or corporation with like objectives and ideals, other than those with direct affiliation with this organization.
- Term of Office: Officers shall be elected for a term of two years.
- Duties and Powers of Officers:
- President: The President shall be the principal executive officer of the organization and, subject to the authority of the Board of Directors, shall have general supervision and control of the organization's affairs. He (a) Shall preside at all meetings of the members and of the Board of Directors; (b) May sign with Secretary or any other proper officer of the organization authorized by the Board, any contracts or other instruments approved by the Board of Directors; (c) May call a special meeting of the Board of Directors by giving notice in accordance with Section F of Article V of these bylaws.
- President-Elect: In the absence of the President, or in the event of his inability or refusal to act, his duties shall be performed by the President Elect, and if the President Elect shall also be absent or unable or unwilling to act, the Secretary shall perform the President's duties. The President Elect shall perform such other duties as the President or the Board of Directors may assign to him. Upon completion of the President's term of office, the President Elect will automatically become the new President of the organization for the full term of his/her office.
- Treasurer: The Treasurer shall (a) Have charge and custody of and be responsible for all funds and all such securities of the organization from all sources and deposit all such money in the name of the organization in such depositories as the board may designate; (b) Receive and give receipts for monies due and payable to the organization; (c) Pay all just obligations of the organization upon approval by the Board of Directors; any claim or bill over the amount of $1,000.00 shall require dual signature, the Treasurer and one other officer; (d) Keep a complete record of all organization income and expenditures; (e) Make a report to the directors of the financial condition of the organization every month; (f) At the annual meeting in June, make a complete report of the financial condition of the organization for the immediately preceding calendar year; and (g) Perform such other duties as may be assigned to him by the President of the Board of Directors.
- Secretary: The Secretary shall (a) Keep the minutes of the meetings of the members and of the Board of Directors in books provided for that purpose; (b) See that all notices of meetings of members and directors are given in accordance with provisions of these by-laws or as required by law; (c) Be custodian of organization records; (d) Keep a register of the addresses of each member of the organization; (e) Conduct correspondence; (f) Read correspondence and other communications at the meetings of the Board of Directors; (g) Perform such other duties as the President or the Board of Directors may specify.
- Past-President: In order to maintain leadership continuity, the outgoing president will continue to serve as the Past President on the Board of Directors in a consultative manner for as long as the new and present President is in office (not to exceed two (2) terms). The Past-President will also perform such duties as the President or the Board of Directors may specify.
VII. Election of Officers
- Time of Election: At the first meeting of the Board of Directors following the annual meeting, the directors shall elect from among themselves a President, a President-Elect, a Secretary and a Treasurer.
- Method of Voting: Directors must be personally present to vote. Voting shall be by secret ballot. Cumulative voting and voting by proxy shall not be permitted. Each officer shall be elected by a majority vote of those directors at the first meeting following the annual meeting.
- After thirty days' written notice to the membership, these bylaws may be repealed or amended or new bylaws may be adopted by a vote of two-thirds of the membership present at the meetings. These bylaws may not be amended or repealed by the Directors, except to enlarge the number of Directors per Section A, Article V of these bylaws. Whenever any amendment of the bylaws is adopted, amended or repealed, it must be copied in the book of bylaws of the organization and a copy posted to the website within thirty days.
IX. Contracts and Instruments
- No person shall have any authority to expend money or bind the organization by any contract or instrument unless specifically authorized by the Board of Directors.
X. Fiscal Year
- The fiscal year of this organization shall commence on July 1 and end on June 30 of each calendar year.
XI. Rules of Order
- Except as otherwise specifically provided in these bylaws, all meetings of the members, Board of Directors and committees will be governed by "Robert's Rules of Order (Revised)", insofar as they are appropriate.
XII. Property Rights
- No member, director or officer shall have any rights, title or interest in any of the assets or property of this organization, except the right to make use thereof as a member in accordance with authority of the Board of Directors.
XIII. Dissolution of the Organization
- Upon liquidation, dissolution, winding up or abandonment of this organization, all of the property and assets of the organization shall be transferred or conveyed by way of gift to one or more domestic or foreign organizations, foundations, associations or societies exempt from federal and state income and property taxation and engaged in activities substantially similar to those of the organization. Any such transfer or conveyance shall be executed in accordance with the laws of the State of Michigan, USA relating to the liquidation, dissolution, winding up or abandonment of nonprofit organizations. In no event shall any properties or assets of this organization be conveyed or transferred to any member, upon the liquidation, dissolution, winding up or abandonment of this organization, except for full consideration.