2020 By-Laws Amendments
The board of directors of NCSTA proposes the following changes to the NCSTA By-Laws. The purpose of these changes is to update and clarify existing By-Laws. Please review these changes and vote to accept/reject these amendments during the upcoming NCSTA elections.
Amend Article IV, Member Meetings, Section 1 by inserting ‘that is the annual conference’ and ‘/conference called the Professional Development Institute (PDI). Should there be a national or state emergency that the Board of Directors deem would have a negative impact on the conference’s attendance, they may amend the date, postpone, or cancel the event.’
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Section 1: There shall be at least one membership meeting of the Association each year at such place, date and time as shall be determined by the Board of Directors. The Board of Directors will establish registration fees for the annual meeting.
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Section 1: There shall be at least one membership meeting that is the annual conference of the Association each year at such place, date and time as shall be determined by the Board of Directors. The Board of Directors will establish registration fees for the annual meeting/conference called the Professional Development Institute (PDI). Should there be a national or state emergency that the Board of Directors deem would have a negative impact on the conference’s attendance, they may amend the date, postpone, or cancel the event.
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Section 1: There shall be at least one membership meeting that is the annual conference of the Association each year at such place, date and time as shall be determined by the Board of Directors. The Board of Directors will establish registration fees for the annual meeting/conference called the Professional Development Institute (PDI). Should there be a national or state emergency that the Board of Directors deem would have a negative impact on the conference’s attendance, they may amend the date, postpone, or cancel the event.
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Rationale: To clarify that the membership meeting is the annual conference. To prepare for future emergency situations and the potential impact on the annual conference.
Amend Article IV, Member Meetings, Section 2 by inserting ‘member’, deleting ‘held within thirty (30) days.’, inserting ‘called by members by submitting a written request agreed upon by at least 10% of the current membership. Request should be submitted to the NCSTA secretary.’, deleting ‘after the holder of at least ten percent (10%) of all votes entitled to be cast on any issue to be considered at the proposed special meeting signs, date and deliver to the Association Secretary one or more written demands for the meeting describing the purpose or purposes for which it is to be held.’, inserting ‘The Association Secretary will sign, date, and deliver the electronically written request to the Board’ and inserting ‘All efforts will be made to have meeting within 30 days of the receipt of the request.
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Section 2: The Board of Directors may schedule additional special meetings if a need arises. Special meetings also may be held within thirty (30) days after the holders of at least ten percent (10%) of all votes entitled to be cast on any issue to be considered at the proposed special meeting sign, date, and deliver to the Association's Secretary one or more written demands for the meeting describing the purpose or purposes for which it is to be held.
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Section 2: The Board of Directors may schedule additional special member meetings if a need arises. Special member meetings also may be The Association Secretary will sign, date, and deliver the electronically written request to the Board describing the purpose or purposes for which it is to be held. All efforts will be made to have meeting within 30 days of the receipt of the request.
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Section 2:
The Board of Directors may schedule additional special member meetings if a need arises. Special member meetings also may be called by members by submitting a written request agreed upon by at least 10% of the current membership. Request should be submitted to the NCSTA secretary.
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Rationale: To be more concise as to how members may call and be notified of an additional member meeting.
Amend Article V, Board of Directors, Section 5 by inserting ‘/conference’.
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Section 5: A regular annual meeting of the Board shall be held in conjunction with the annual meeting of members. |
Section 5: A regular annual meeting of the Board shall be held in conjunction with the annual meeting/conference of members.
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Section 5: A regular annual meeting of the Board shall be held in conjunction with the annual meeting/conference of members.
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Rationale: To clarify that the annual member meeting is the conference.
Amend Article VII, Duties of Officers, Section 4 by inserting ‘digital’, inserting ‘in the Associations electronic files’, deleting ‘at the Association’s principal office’, inserting ‘Constitution,’ deleting ‘Its’.
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Section 4: The Secretary shall keep a correct record of the proceedings of the Association, of the Executive Committee, and of the Board. The Secretary shall conduct the correspondence of the Association. The Secretary shall send notices of regular and special meetings of the Executive Committee, Board and members. The Secretary shall keep a copy of the following records at the Association's principal office: (a) Its Articles of Incorporation or restated Articles of Incorporation and all amendments to them currently in effect. (b) Its bylaws or restated bylaws and all amendments to them currently in effect. (c) Resolutions adopted by the Board relating to the number or classification of Directors. (d) A list of the names and business addresses of its current Directors and officers. (e) Its most recent annual report delivered to the Secretary of State under §55A-16-22 of the Act.
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Section 4: The Secretary shall keep a correct record of the proceedings of the Association, of the Executive Committee, and of the Board. The Secretary shall conduct the correspondence of the Association. The Secretary shall send notices of regular and special meetings of the Executive Committee, Board and members. The Secretary shall keep a digital copy of the following records in the Associations electronic files (a) Its Articles of Incorporation or restated Articles of Incorporation and all amendments to them currently in effect. (b) Constitution, (c) Resolutions adopted by the Board relating to the number or classification of Directors. (d) A list of the names and business addresses of its current Directors and officers. (e) Its most recent annual report delivered to the Secretary of State under §55A-16-22 of the Act.
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Section 4: The Secretary shall keep a correct record of the proceedings of the Association, of the Executive Committee, and of the Board. The Secretary shall conduct the correspondence of the Association. The Secretary shall send notices of regular and special meetings of the Executive Committee, Board and members. The Secretary shall keep a digital copy of the following records in the Associations electronic files. (a) Its Articles of Incorporation or restated Articles of Incorporation and all amendments to them currently in effect. (b) Constitution, bylaws or restated bylaws and all amendments to them currently in effect. (c) Resolutions adopted by the Board relating to the number or classification of Directors. (d) A list of the names and business addresses of its current Directors and officers. (e) Its most recent annual report delivered to the Secretary of State under §55A-16-22 of the Act.
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Rationale: To keep records on file for historic purposes digitally since we technically do not have a principal office.
Amend Article X, Committees, Section 7(f) by inserting ‘/conference’
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Section 7: (f) Selecting sites and negotiating for facilities for the Association's annual meeting, coordinating the planning for this meeting and providing for transition and continuity from year to year, and
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Section 7: (f) Selecting sites and negotiating for facilities for the Association's annual meeting/conference, coordinating the planning for this meeting and providing for transition and continuity from year to year, and…
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Section 7: (f) Selecting sites and negotiating for facilities for the Association's annual meeting/conference, coordinating the planning for this meeting and providing for transition and continuity from year to year, and
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Rationale: To clarify that the annual member meeting is the conference.
Amend Article XIV, Amendments, Section 2 by inserting ‘electronically’, replacing ‘ten days (10)’ with ‘thirty (30) days in advance of the voting deadline date.’, deleting ‘, or, if notice is mailed by other than first class, registered or certified mail, no fewer than thirty (30), nor more than sixty (60) days before the ballots are counted.’
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Section 2: A copy of the proposed amendment(s) shall be sent to every member of the Association at least ten (10) days, or, if notice is mailed by other than first class, registered or certified mail, no fewer than thirty (30), nor more than sixty (60) days before the ballots are counted. This notice will also be posted on the organization’s website.
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Section 2: A copy of the proposed amendment(s) shall be sent electronically to every member of the Association at least |
Section 2: A copy of the proposed amendment(s) shall be sent electronically to every member of the Association at least thirty (30) days in advance of the voting deadline date. This notice will also be posted on the organization’s website.
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Rationale: To reflect our current practice of electronic notification and voting and to simplify the process.
Amend Article XVI, Dissolution, Section 1 & 2 by combining them and by deleting ‘exclusively for the purposes of the Association to the North Carolina Academy of Science for use by the Student Academy of Science’ in Section 1, by deleting ‘In the event the North Carolina Academy of Science is not in existence at the time of dissolution or is not an organization that qualifies as an exempt organization under Section 501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue law),’ in Section 2, replacing ‘an organization’ with ‘a North Carolina Organization’ in Section 2, and inserting ‘that are’ in Section 2.
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Section 1: Upon the dissolution of the Association, the Board of Directors shall, after paying or making provision for the payment of all the liabilities of the Association, dispose of all of the assets of the Association exclusively for the purposes of the Association to the North Carolina Academy of Science for use by the Student Academy of Science. Section 2: In the event the North Carolina Academy of Science is not in existence at the time of dissolution or is not an organization that qualifies as an exempt organization under Section 501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue law), the Board of Directors shall designate an organization or organizations organized and operated exclusively for educational or scientific purposes as shall at the time qualify as an exempt organization or organizations under Section 501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue law) as recipient of the assets of the Association.
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Section 1: Upon the dissolution of the Association, the Board of Directors shall, after paying or making provision for the payment of all the liabilities of the Association, dispose of all of the assets of the Association. Section 2:
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Section 1: Upon the dissolution of the Association, the Board of Directors shall, after paying or making provision for the payment of all the liabilities of the Association, dispose of all of the assets of the Association. The Board of Directors shall designate a North Carolina organization or organizations that are organized and operated exclusively for educational or scientific purposes as shall at the time qualify as an exempt organization or organizations under Section 501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue law) as recipient of the assets of the Association.
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Rationale: To allow the Board of Directors to choose a science organization(s) that could benefit if NCSTA dissolved.
