BYLAWS OF THE FIVE CITIES ORCHID SOCIETY

ARTICLE I NAME OF THE ORGANIZATION

The name of the organization shall be FIVE CITIES ORCHID SOCIETY.

ARTICLE II OBJECT OF THIS ORGANIZATION

The object of this organization is to promote and develop interest in orchids, orchid culture, and to provide information on the different orchid genera, their culture, and other such information that would benefit its members.

ARTICLE III MEMBERSHIP AND DUES

Membership dues will be for one or more years (or for a lifetime membership) and will be due on the anniversary date of the member's initial membership or annually, depending on the board's selection of a payment management system. The amount of dues shall be determined by the Board of Directors and voted on by the membership.

All funds received shall be in the name of the organization.

ARTICLE IV MEETINGS AND STANDING COMMITTEES

The regular meeting of the membership of the Five Cities Society shall be held at a time and place designated by the Board of Directors.

The regular December meeting will be the annual meeting. Business at this meeting shall be held at the discretion of the presiding officers.

The Standing Committees recognized by the Board of Directors will be 1) the Show Committee and 2) The Education and Conservation Committee and any other committees the board votes to create or cancel. 

ARTICLE V BOARD OFFICERS AND DUTIES

The Board of Directors shall meet once a year or as necessary at a time and place designated by the President. Two-thirds of the Board of Directors shall constitute a quorum.

Four Officers, three Directors, and the Show Chairperson shall comprise the eight-member Board of this organization. The BOD has the right to increase the number of Directors from a minimum of three to as many as six with a majority vote of the Board. Additional Director nominees must receive a majority of membership votes cast to assume their Directorship position.

The Show Chairperson shall be appointed by a majority vote of the FCOS Board of Directors (BOD) to oversee the Show Committee, a Standing Committee. The Show Chairperson may be replaced by a majority vote of the FCOS BOD. The duly appointed Show Chairperson shall be a voting member of the FCOS BOD.

TERM OF OFFICE

The term of office for Officers and Directors shall not exceed two consecutive terms in the same office, except for the President, Treasurer, and one Director, who may serve an additional consecutive term if elected by a 2/3 majority of members present. A waiver of term limits for other Officers and Directors shall be granted if elected by a 2/3 majority of members present. (Bylaws Change, Dec 2019)

VACANCIES

Mid-term vacancies on the Board may be filled by the action of the remaining members of the Board including and will require calling for a special election to fill the remaining term of the Board seat. 

DUTIES OF OFFICERS

• Participate actively in board meetings and discussions.

• Contribute to the decision-making process on organizational matters.

• Take on specific responsibilities or projects as assigned by the board.

• Represent the interests of the membership.

• Support fundraising and outreach efforts.

• Have fiduciary oversight of all financial aspects of FCOS.

PRESIDENT Conducts meetings and maintains order at all times

• Preside over board and member meetings.

• Provide leadership and direction to the organization.

• Represent the organization at public events.

• Act as a spokesperson for the organization.

• Oversee the overall functioning of the board.

VICE PRESIDENT

• Assist the President in their duties.

• Assume the role of the President in their absence.

• Act as the Program Chairman, overseeing event planning and execution.

SECRETARY

• Record and maintain accurate minutes of board meetings.

• Handle official correspondence and maintain organizational records.

• Ensure timely communication of meeting agendas and minutes to board members.

• Manage organizational documents, including bylaws and policies.

TREASURER Receives and disburses the funds of the organization at the action of the Board of Directors and stands ready at all times to present a report of organizational financial status.

• Oversee the financial management of the organization.

• Maintain accurate financial records and prepare financial reports.

• Present regular financial updates to the board.

• Ensure compliance with financial policies and procedures.

• Assist in the development of the annual budget.

• The Treasurer is authorized to pay out funds for necessary expenses not to exceed $500.00. Any expenses exceeding that amount shall require a two-thirds vote of the Board.

• If the services of a bookkeeping firm is retained by the BOD, the treasurer is responsible for their services.

SHOWCHAIRPERSON

• Oversee the Show Committee and its activities.

• Coordinate planning and execution of orchid shows.

• Present proposed budgets for show-related expenses to the board.

• Ensure compliance with show-related policies and procedures.

• shall present to the FCOS BOD, prior to each scheduled show, a proposed budget developed by the Show Committee of anticipated expenses and income.

The FCOS Board of Directors shall review such a budget, and in a timely manner, give either their approval or request for modification(s). Upon approval of the submitted budget by the FCOS BOD, the Show Chairperson will then be duly authorized to make the proposed expenditures.

ARTICLE VI ELECTIONS

The officers shall be elected annually by the membership in alternating years. The President, Treasurer, and one Director in the first year; the Vice President, Secretary, and two (or more) Directors in the second year.

The President will appoint a nominating committee of three members; one from the Board, two from the members at large. The committee will make nominations for officers and present the nominees at the December meeting. Additional nominees from the floor shall be called at the December meeting, subject to the prior consent of the nominee. 

Each regular member in good standing shall have a vote.. Voting can be conducted by email for elections, and the results shall be reported at the subsequent regular meeting.

ARTICLE VII LIAISON OFFICER

The Liaison Officer for the American Orchid Society, Inc. The Orchid Digest Corporation and any other appropriate organizations shall be appointed by the President subject to the endorsement of the Board.

ARTICLE VIII AMENDMENTS OF THE BYLAWS

The bylaws may be changed or amended by a two-thirds vote of the membership at any regular meeting or by email vote providing due notification of the proposed amendment has been given to the membership at the prior meeting.

Last updated Dec. 9, 2023

 

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