BY-LAWS OF THE
CATUS & SUCCULENT SOCIETY OF SAN JOSE

A not-for-profit organization
Adopted by the Society - 1969
First revision - May 1972
Second revision - January 1990
Third revision November 1992

  1. NAME

    1. The name of the Society shall be: The Cactus and Succulent Society of San Jose.

  2. PURPOSE

    1. The purpose of the Society shall be: The increase and diffusion of knowledge of cacti and other succulent plants, including their culture, propagation, and conservation. In the furthering of its purposes, the Society shall be and remain an Affiliate Society of the Cactus and Succulent Society of America, Inc.

  3. OFFICES

    1. The principal office and address of the Society shall be the residence of the current Secretary of the Society. A secondary office and address of the Society shall be the residence of the current Affiliate Director of the Society.

  4. MEMBERSHIP

    1. Classes of Members: The Society shall have four classes of members, as follows: Regular Members, Special Members, Life Regular Members & Patrons, and Fellows. Only Regular Members, Life Regular Members & Patrons, and Special Members shall be eligible to vote and to be elected Officers or Directors of the Society.

    2. Regular Members: Any person who has an interest in furthering the purposes of the Society may become a Regular Member upon payment of annual dues of a reasonable amount as the Board of Directors shall set.

    3. Special Members: Elderly Regular Members of the Society, or Regular Members who move their residences to a great distance, and who wish to retain membership in the Society, may upon request to the Board of Directors be elected Special Members. The Board of Directors may also elect to Special Membership friends of the Society with whom the Society may wish to maintain contact. Special Members are not required to pay annual dues or to subscribe to the Journal, but they may subscribe to the Journal through the Society, if they wish to do so, or the Society may pay the subscription to the Journal for them, if this is considered by the Board of Directors to be to the best interest of the Society. Special Memberships shall be reviewed annually by the Board of Directors. The number of Special Members must at no time exceed one-fifth the number of Regular Members in good standing.

    4. Fellows: Persons, who have attained national or international eminence in the scientific or cultivational study of cacti or other succulent plants, may be honored by the election to Fellowship in the Society. Fellows shall be elected for life by a two-thirds majority vote of the Board of Directors. The number of Fellows shall be restricted to fifteen at any one time and calendar year. Fellows shall not pay any dues or be required to subscribe to the Journal, and they may not vote in the meetings of the Society. However, they shall be eligible for appointment to ad hoc committees of the Society which deal with broad national or international aspects of the purposes of the Society.

    5. Life Regular Members & Patrons: Persons who donate one hundred dollars or more for life membership in the Society, or are elected to Life-Membership by the Board of Directors shall be considered to be Life Regular Members. Persons who donate five hundred dollars or more to the Society to further one or more of its purposes shall be considered to be Life Regular Members and shall in addition be designated Patrons of the Society.

  5. OFFICERS

    1. The presiding order of Officers of the Society shall be: President, Vice-President, Secretary, Treasurer, Membership Secretary, and Affiliate Director.

    2. The President shall preside at regular meetings of the Society, including the Annual Meetings in November. He shall appoint special committees and ad hoc committees as required. In the absence of the Vice-President, the President shall preside at meetings of the Board of Directors.

    3. The Vice-President shall preside at regular meetings in the absence of the President, and shall undertake the duties of President in all regards when the President is ill, has resigned, or is unavailable. The Vice-President shall also act as Chairman of the Board of Directors.

    4. The Secretary shall act not only as Secretary of the Society but also as Secretary of the Board of Directors. The Secretary shall take the minutes of the regular meetings and of the Board of Directors, and keep the separate minute books of the Society up to date and in such order that past minutes can be consulted at any meeting. The Secretary shall attend to the regular correspondence of the Society and of the Board, notify all members if and when a Special Meeting is called, and notify Board members of Board meetings.

    5. The Treasurer shall receive and keep all of the Society's funds, depositing them in a repository approved by the Board of Directors. The Treasurer shall keep full and adequate records of all receipts and disbursements, and shall stand ready to give a report on the financial condition of the Society when called upon to do so, and especially at the Annual Meeting in November, when the Treasurer shall give a full report on the Society's finances. The Treasurer shall pay out funds on order of the President and the Board of Directors.

    6. The Membership Secretary shall be responsible for the collection of Annual Dues, for the compilation of an accurate list of current members as of the end of the calendar year, and for the reproduction of the list and its distribution to all members, for transfer to the Treasurer of all dues received, and for mailing notices of regular meetings.

    7. The Affiliate Director shall handle all regular business and correspondence between the Society and the Cactus and Succulent Society of America, Inc.

  6. BOARD OF DIRECTORS

    1. The Board of Directors shall consist of nine Regular or Special Members of the Society, as follows: President, Vice-President, Secretary, Treasurer, Membership Secretary, Affiliate Director, the most recent available Past President of the Society, and two Directors-at-Large, elected by the membership.

    2. The Affairs of the Society shall be managed by the Board of Directors.

  7. NOMINATION AND ELECTION OF OFFICERS AND BOARD MEMBERS

    1. All Officers and Board Members shall hold office for one calendar year. The President, Vice-President, and Directors-at-Large shall serve for not more than three consecutive annual terms; they must then either hold no other elected position in the Society for at least one year, or hold a different elected position and then be out of any elected position for one year before becoming eligible for election to another position in the Society. The Secretary, Treasurer, and Membership Secretary shall serve for not more than five consecutive terms.

    2. At the September meeting of each year, the President shall appoint a Nominating Committee of three voting Members, not more than one of which may be a current officer of the Society. The Nominating Committee shall select a slate of consenting nominees, one for each office and for each of the positions of Director-at-Large. The Nominating Committee shall present its slate of candidates at the October Meeting.

    3. Any group of five voting Members may present different nominees for any or all of the offices or positions to be voted on. Any such slate of nominees must be presented in writing, signed by at least five voting Members, at the Annual Meeting in November.

    4. Elections shall be held at the regular November meeting of each year (the Annual Meeting). If no slate of nominees other than that of the Nominating Committee is laid before the Society, the entire slate may be elected by acclamation. Each case in which there is a nominee other than that of the Nominating Committee, there shall be a separate election either by show of hands or by paper ballot of the Regular and Special Members present. In each such case, the candidate who has the largest number of votes shall be considered to be elected.

    5. Newly elected Officers and Board Members assume their duties on the first day of January following the Annual election in November.

  8. REMOVAL OF MEMBERS OR OFFICERS

    1. The Society reserves the right to exclude from Regular or other Membership any person whose conduct is deemed contrary to the best interests of the Society or the Society's purposes. If such person is already a member of one class, he shall have the right to be heard by and defend himself before the Board of Directors, who shall thereafter vote by secret paper ballot on his expulsion from the Society. A two-thirds vote of the Board shall be required for expulsion. A proposal for expulsion shall be made in writing to the Board signed by at least five Regular and/or Special Members, and the Board shall not act to expel anyone without such proposal.

    2. Officers or Directors-at-Large whose conduct while holding office is deemed to be contrary to the best interests of the Society may be impeached and removed from office. The procedure for impeachment shall be as follows: (a) Proposal to the Board of Directors made in writing, giving details of offending act or acts, and signed by at least ten Regular and/or Special Members; (b) Consideration by the Board of Directors except the accused person, who shall be given opportunity to be heard and defend himself before them; (c) A majority vote of the Board members, other than the accused, for removal from office, failing which the proceedings shall be dropped; (d) If a majority vote for removal from office occurs in the Board, the case is then to be brought up before the membership at the next regular meeting of the Society, where the Board's action shall be read and the accused person again given opportunity to defend himself. Thereafter, a majority secret paper ballot vote of the Regular and/or Special members present shall decide the issue.

  9. MEETINGS AND QUORUMS

    1. Regular meetings of this Society shall normally be held on the first Sunday of every month, at such place and at such precise time as shall be determined from time to time by the Board of Directors. The regular meeting of November shall be designated as the Annual Meeting, and elections shall be held at that meeting to fill offices and positions for the following calendar year. For regular meetings of the Society, a quorum shall consist of fifteen Regular and/or Special members.

    2. Meetings of the Board of Directors shall be called by the Vice-President at such intervals as he deems necessary to transact business of the Society, but never fewer than six times during any calendar year. Hours and places for Board meetings shall be those of most convenience to the majority of the Board members. For meetings of the Board of Directors, five shall constitute a quorum.

    3. Special Meetings of the members of the Society may be called by action of the Board of Directors.

    4. A Member of the Society may, with notice to the Board Chairman, attend any Board of Directors meetings.

  10. STANDING COMMITTEES

    1. There shall be the following Standing Committees appointed annually by the President: (a) Hospitality and Refreshment; (b) Plant Procurement and Distribution; (c) Shows; (d) Publicity; and as Committees-of-One, (e) Archivist-Historian; (f) Property Custodian; (g) Librarian and (h) Program. In addition, the President shall appoint one person to keep and bring to every meeting, the name labeler, name pins, and stick-on labels.

  11. AMENDMENT OF BY-LAWS

    1. Amendment of by-laws shall be made in the following manner: First, the proposed changes, in writing, and support by the signatures of at least five voting members, must be presented and read at one of the regular monthly meetings of the Society; Second, the proposed changes must be considered and recommended or not recommended by a majority vote of the Board members present at the next meeting of the Board of Directors; Third, the recommendation of the Board shall be transmitted to the members at the next regular monthly meeting of the Society, and the changes may be approved by a two-thirds majority vote of the Members present at that regular meeting.

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