By-Laws | mdde

Maryland-Delaware Chapter By-Laws

BYLAWS FOR

THE MARYLAND-DELAWARE CHAPTER OF THE WILDLIFE SOCIETY

September 1980

Amended May 1986, May 1988, June 2002, June 2005, and April 2021.

Article I- Name, Area, and Affiliation

Section 1. Name - The name of this organization shall be the Maryland-Delaware Chapter of The Wildlife Society.

Section 2. Area - This Chapter shall have as its area of organization the States of Maryland and Delaware.

Section 3. Affiliation Criteria - This Chapter shall conform to Bylaws, Code of Ethics, objectives, policies, and positions as adopted by The Wildlife Society, Inc.

Article II - Objectives

Section 1. Objectives - Consistent with the objectives of The Wildlife Society, the Maryland-Delaware Chapter objectives are:

to develop and promote sound stewardship of wildlife resources and of the environment upon which wildlife and humans depend;
to undertake an active role in preventing human-induced environmental degradation.
to increase awareness and appreciation of wildlife values; and
to seek high standards in all activities of the wildlife profession.

Section 2. Implementation - To aid in the achievement of these objectives, this Chapter proposes:

to provide opportunities for better liaison among individual members, the Southeastern Section, and The Wildlife Society;
to evaluate the principles involved in proposed or enacted Societal actions that could affect wildlife;
to recognize and commend outstanding achievements related to the wildlife resource;
to encourage communication between members and nonmembers to create a climate under which resource management arts will be used effectively;
to focus the aims and objectives of The Wildlife Society and the Southeastern Section upon professional needs, problems, and events affecting the wildlife resource in the States of Maryland and Delaware;
to urge close cooperation among all official agencies in the States of Maryland and Delaware engaged in activities directly or indirectly affecting the welfare of the wildlife of Maryland and Delaware, and with other organizations, groups, and individuals interested in the future of the wildlife resource in the States of Maryland and Delaware.

Article III - Chapter Year

The Maryland-Delaware Chapter shall begin its operating and fiscal year on January 1.

Article IV - Membership

Section 1. Regular Membership - Regular membership in the Maryland-Delaware Chapter shall be available to any member of The Wildlife Society who resides or is employed within the boundaries of the Chapter as defined in Article I, Section 2. Only regular members may hold elective offices in the Chapter, vote on matters affecting The Wildlife Society, and represent the Maryland-Delaware Chapter or the Southeastern Section in The Wildlife Society’s business.

Section 2. Affiliate Membership - Affiliate membership in this Chapter shall be available to any person who, although not a member of The Wildlife Society, has an interest in the objectives and activities of this Chapter. An affiliated member shall be entitled to all rights and responsibilities of regular members except as provided above in Article IV, Section1.

Section 3. Dues - Annual dues shall be payable by each member to the Treasurer no later than April 1. Members who have not paid The Wildlife Society dues shall lose their regular membership status in this Chapter. Annual Chapter dues also may be paid to The Wildlife Society, along with Southeastern Section and Society dues, and subsequently will be remitted to the Chapter. Annual dues will be set by the Board subject to the approval of a majority of members in good standing.

Section 4. Resignation - Members may resign at any time by giving notice to the Secretary of this Chapter.

Section 5. Reinstatement - Persons who are dropped from the rolls of this Chapter for nonpayment of dues may be reinstated into membership in this Chapter upon payment of the appropriate dues during that calendar year.

Section 6. Charter Member - Regular and affiliate members in good standing on the membership rolls as of July 1, 1977, shall be considered Charter Members.

Section 7. Honorary Member - Honorary members of the Maryland- Delaware Chapter shall be persons who, by a majority vote of all members in good standing of this Chapter, have been thus recognized for their achievements. An honorary member need not pay Chapter dues in order to participate in Chapter affairs under the appropriate membership classification.

Article V - Elections and Officers

Section 1. Nominating and Elections Committee - The three-member Nominating and Elections Committee (Vice President, President-Elect and one other experienced member of the Board selected by the Executive Board) (See Article VII, Section 1) of the Maryland-Delaware Chapter shall present two or more candidates for each of the elective positions, namely: Vice President, Secretary, Treasurer, and two additional Executive Board members from the membership of the Chapter, one of whom lives and/or works in the State of Maryland, and one of whom lives and/or works in the State of Delaware and, as needed, Archivist. (See Art. V, Sec. 3, Clause G ).

Clause A. All nominees must be regular members of the Chapter.

Clause B. Prior approval shall be obtained from said candidates.

Clause C. Said nominations slate shall be submitted to the membership at least 30 days prior to the annual business meeting.

Clause D. Additional nominees may be added to the Nominating and Elections Committee’s slate upon the support of six or more members, provided prior approval has been obtained from each nominee.

Clause E. A Chapter member may be elected to no more than 2 consecutive terms in the same elective position.

Clause F. Former Executive Board members are eligible for the same elective position after an absence of not less than one term.

Section 2. Balloting - Written ballots shall be received from the membership by the Secretary and shall be counted by the Nominating and Elections Committee. For ballot counting purposes, the President shall appoint a replacement for any member of the Nominating and Elections Committee who has been nominated for an elective office.

Clause A. Members in arrears shall forfeit their rights to vote during the period of their delinquency.

Clause B. An absentee ballot may be submitted to the Secretary by a member prior to the scheduled time for counting ballots.

Clause C. The candidate receiving the largest number of votes on the written ballot shall be declared elected. No one may hold more than one elective position simultaneously.

Section 3. Officers - Officers of the Maryland-Delaware Chapter shall consist of a Vice President, President-Elect, President, Past President, Secretary, Treasurer, and one Member at large each from Maryland and Delaware. Their duties are:

Clause A. President - The President shall have general supervision of the Chapter officers, shall appoint, with the advice of the Executive Board, Chairperson for of all regular and special committees, and shall preside as Chairman at meetings of the Executive Board and shall be ex-officio, a member of all committees except the Nominating and Elections Committee. The President may represent the Chapter or appoint alternate representatives to other chapters, sections, or The Wildlife Society Council, committees, or meetings.

Clause B. President Elect - The President Elect shall assume the duties of the President in the absence or inability of the President to serve, and shall perform any duties assigned by the President. In the event the President Elect cannot serve in the President’s absence, the Vice President will serve. The President-Elect (along with the Vice President) with guidance from the President will be responsible for setting up the format and speakers for the Spring and Annual Meetings. The President Elect will chair the Nominating and Elections Committee.

Clause C. Vice President - The Vice President will assume the duties of the President Elect in the absence or inability of the President Elect to serve, and shall perform any duties assigned by the President. In the event the Vice President cannot serve in the President’s absence, the Executive Board shall appoint a President, pro tempore. The President-Elect (along with the Vice President) with guidance from the President will be responsible for setting up the format and speakers for the Spring and Annual Meetings.

Clause D. Past President – The Past President will assist the President as needed. The Past President will be responsible for knowing Robert’s Rules, and ensuring meetings are organized accordingly.

Clause E. Secretary - The Secretary shall be responsible for the files, and records of the Chapter. The duties also shall include the recording of the minutes of all meetings, maintenance of the membership rolls, correspondence, and issuance of meeting notices.

Clause F. Treasurer - The Treasurer shall be responsible for the funds of the Chapter and shall submit complete financial reports up to the last meeting. The duties shall also include the receipt and disbursement of funds and maintenance of membership dues records.

Clause G. Members at Large – The Member at Large (one member each from Maryland and Delaware) shall be responsible for the physical arrangements for Chapter meetings falling within their respective state.

Clause H. Executive Board - The officers (Vice President, President Elect, President, Secretary, Treasurer, MD and DE Members at Large) with the immediate Past President, shall make up the Executive Board which shall act as the governing body for the Chapter.

Clause I. Board Meetings - The Executive Board shall meet at least 6 times a year for regularly scheduled meetings. Other meetings may be called by the President with the consent of a majority of Board members.

Clause J. Attendance - The Executive Board members shall retain an active role by participating in 3 of the 6 scheduled Executive Board meetings each year. Failure to participate in 3 of the scheduled meetings may result in dismissal from the Board. The executive board will vote on all proposals for dismissal, which must be passed by a simple majority. The dismissed Board member shall continue to retain all rights as a regular member of the Maryland-Delaware Chapter. The resulting vacancy shall be filled according to Article V, Section 5.

Section 4. Term of Office - The Officers and elected Board members must be members of The Wildlife Society. They serve for the prescribed term depending on the office, are installed at the Annual Meeting, take office immediately following the Annual Meeting, and terminate their duties at the conclusion of an Annual Meeting, or at such time as their successors are elected and installed. A person elected as Vice President will serve 4 consecutive one (1) year terms as Vice President, President-Elect, President, and Past President without interruption. Other officers (Secretary, Treasurer, MD and DE members at large) will serve 2 year terms.

Section 5. Vacancies - If the office of the President is vacated for any reason, the President Elect shall assume the duties of the President for the balance of the expired term of the President. Should the President Elect assume the duties of the President, the Vice President will assume the duties of President Elect. All other vacancies in any unexpired term of an elective office shall be filled by appointment made by the Executive Board (see Article VII, Section 1), although an appointed Vice President shall serve only until the next scheduled election where the membership shall elect the next Vice President and a President Elect. All appointees must be regular members of the Chapter.

Article VI - Meetings

Section 1. Regular Meetings - Semi-annual membership meetings will be held in the spring and fall of each year at such time and place as determined and published by the Executive Board.

Clause A. Annual Meeting - The meeting in the fall of each year shall be known as the Annual Meeting, and shall be for the purpose of electing officers, receiving reports of officers and committees, and for any other business that may arise.

Clause B. Meeting Notice - The members must be notified at least 1 month prior to each semi-annual membership meeting and at least 7 days prior to special meetings.

Clause C. Quorum - The quorum for the Annual Meeting of the Chapter shall be over 50 percent of the membership or 10 members in good standing, whichever is less; and for Executive Board meetings, 4 members of the Board.

Clause D. Meeting Rules - The rules contained in the latest revision of Robert’s Rules of Order shall govern meetings in all cases to which they are applicable, and in which they are consistent with the Bylaws and/or other special rules of the Chapter and The Wildlife Society.

Clause E. Bylaws - The Bylaws of this organization shall be available for inspection during every meeting.

Section 2. Special Meetings - Special meetings may be called by the Executive Board at any time, provided due notice (see Article VI, Section 1, Clause B) and the purpose of the call is given.

Clause A. Only those items listed in the call for a special meeting shall be acted upon at the special meeting.

Clause B. Clauses C through E under Section 1 of this Article VI apply as well to special meetings.

Article VII - Management and Finance

Section 1. Executive Board - The Maryland-Delaware Chapter shall be governed by an Executive Board composed of its officers, as described in Article V, Section 3. All committee chairs will serve as non-voting Board Members.

Clause A. Conduct - The Executive Board shall conduct its affairs in conformance with the provisions of these Bylaws, and those of The Wildlife Society. The Board is authorized to act for the Chapter between meetings and shall report its interim actions to the members at each succeeding membership meeting. Any action of the Board may be overridden by a two-thirds vote of the voting members attending a meeting.

Clause B. Attendance at Board Meetings - Members may attend any of the regular scheduled Board meetings, but may participate therein only when asked, by the President, to do so, and they may not vote at such meetings.

Section 2. Finance - Funds of the Maryland-Delaware Chapter shall be under the supervision of the Executive Board, and shall be handled by the Treasurer. The financial records of the Maryland-Delaware Chapter shall be periodically examined by the Audit Committee (Article VIII, Section 2C).

Clause A. The Treasurer need not be bonded.

Clause B. Funds shall be derived from dues, special assessments, work projects, and contributions.

Clause C. Funds shall be placed in a federally-insured bank or federally-insured savings and loan association.

Section 3. Reports - Within 30 days after an election or other official actions, the Secretary shall report such actions to the Executive Director of The Wildlife Society, the Southeastern Section Representative, and the Southeastern Section President. Annual financial statements from the Treasurer and activity reports from the Secretary shall be forwarded to these same parties. A statement of Calendar year income and expenses, together with starting and ending balances, must be submitted to the Executive Director of The Wildlife Society in January of each year for Federal tax reporting.

Section 4. Files - The Chapter shall maintain a file containing: Bylaws of The Wildlife Society, the Southeastern Section, and of this Chapter, minutes of all regular and special meetings of the membership and of the Executive Board, correspondence pertinent to Chapter affairs, all committee reports, financial statements and records, and all other material designated as pertinent by the Executive Board. A “procedure for filing” shall be kept in the Chapter file for the guidance of each succeeding Secretary. A Chapter “Operations Manual” provided by The Wildlife Society will be maintained by the President of the Chapter and a written record of transfer of this manual to the incoming President will be maintained and The Wildlife Society will be notified of each such transfer.

Section 5. Resolutions and Public Statements - Any two or more members may submit actions, resolutions or statements for consideration by the Chapter’s Executive Board. These shall be accepted or rejected by the Board and, if involving new policy, prepared for submission to the Chapter membership. Such new items must be approved by two-thirds of the members of good standing in attendance and must be transmitted to The Wildlife Society Council. Actions falling within previously established Chapter policies may be carried out by the President or Secretary upon unanimous approval of the Executive Board. On issues where there are no previously established Chapter policies and that demand action on a reasonably short notice, the President, or designated representative, may present a Public Statement on behalf of the Chapter provided that: 1) the concept of the statement be brought to the Executive Board’s attention and is accepted by it prior to public issuing of the statement; and 2) copies of the statement are printed in the next Chapter newsletter. Furthermore, the Maryland-Delaware Chapter may publish statements pertaining to issues in its locale:

when the content of the statement falls within the established policy of The Wildlife Society; and
in the absence of existing position statements from The Wildlife Society.

The Maryland-Delaware Chapter will not publish statements which may be in conflict with the policy of The Wildlife Society without prior approval of the Society’s Council, and all statements will follow the guidelines for conservation affairs (Appendix 4.421B of The Wildlife Society’s Operations Manual) and conform to The Wildlife Society’s policy regarding conservation affairs (Appendix 4.421a of the Operations Manual). The Wildlife Society, the Southeastern Section Representative, and the Southeastern Section President must receive copies of any Resolution or Public Statement within 15 days of such action. All Resolutions and Public Statements shall appear in the next Chapter newsletter.

Article VIII - Committees

Section 1. Appointments - The President shall consider suggestions of the Executive Board in appointing chairmen of all regular standing committees (except the nominating and Elections Committee (See Article V, Section 1) and special committees such as program, awards, and hospitality. Committee chairmen shall complete their committees with assistance of the President.

Section 2. Duties of Standing Committees:

Clause A. Nominating and Elections - (See Article V, Section 1).

Clause B. Membership - This committee shall encourage the maximum number of persons to become members of the Chapter, the Southeastern Section, and The Wildlife Society; and rule on application for affiliate membership in the Chapter.

Clause C. Audit - This committee shall arrange with the Treasurer to audit the financial statement and all business transactions of this Chapter on a calendar year basis (1 January to 31 December) and present this report to the membership at the regular spring meeting.

Clause D. Education and Information - This committee shall seek and employ methods of informing the public of basic concepts of wildlife biology and of Chapter and Society activities and interests.

Clause E. Resolutions and Public Statements - This committee shall receive proposed resolutions or public statements from members at any time via the Executive Board and shall prepare, submit and recommend action on such items to the Executive Board in accordance with Article VII, Section 5.

Clause F. Environmental Legislative Review - This committee shall review and proposed legislation that concerns natural resources in the States of Maryland-Delaware, summarize the legislation, and present a written report to the Executive Board for action. A written summary will also be sent to the Secretary for the Chapter files.

Clause G. Newsletter – The Chair of this committee will serve as Newsletter Editor and shall be responsible for issuance of a Chapter Newsletter to members not in arrears of Chapter dues at least 2 times during the operational year.

Clause H. Archives – The Chair of this committee will serve as the Archivist. Duties of the Archivist will include: compiling a file that contains a membership list for each year, a copy of the minutes from each spring and Annual meeting and Executive Board meetings, any photographs of special awards ceremonies, and similar memorabilia. The Archivist will have a specific time set aside each spring meeting so that the Archivist may present whatever he/she feels would be of interest to the gathered membership.

Clause I. Diversity, Equity, Inclusion - This committee shall bring forth practices, seek out partner organizations and educational programs which promote a more diverse, inclusive, and equitable membership.

Section 3. Accountability - All committees shall be accountable to the Executive Board, under general supervision of the President.

Section 4. Tenure - All committees shall serve until new committees are appointed in their stead or until the duties of the committee have been discharged.

Article IX - Dissolution

Upon dissolution of the Maryland-Delaware Chapter of The Wildlife Society, its Executive Board shall transfer all assets, accrued income, and other properties to the Council of The Wildlife Society with a request that said assets be held for a period of not more than 5 years from the date of dissolution of the Chapter, for distribution to another chapter that may be established in approximately the same geographical area within said 5-year period. If another chapter is not established within said area and period of time, The Wildlife Society Council may use or distribute all assets, accrued income, and other properties as determined by the Council in accordance with Society Bylaws.

Article X - Amendment to Bylaws

Section 1. Procedure - These Bylaws may be altered or amended by a majority of the voting members at any Annual or regular meeting (absentee voting rights are reserved) if due notice of the proposed changes per Article VI, Section 1, B is followed.

Section 2. Conformance - These Bylaws shall not be amended in any way that results in conflict with The Wildlife Society Bylaws. If these Bylaws are revised, the new revision must be approved by The Wildlife Society before becoming effective.

These Bylaws have been approved by the Executive Board and have been voted into effect at the annual meeting this ____ day of __________________ 20 .

_____________________________________

President