|
BY-LAW
I. NAME AND PURPOSE
Section 1. The name of the corporation shall
be as described in the Articles of Incorporation,
which is the Pacific Aquaculture Caucus, or
PAC.
Section 2. The general nature and purpose
of PAC is to promote economically-viable and
environmentally-responsible aquaculture for
the Pacific region through sound public policy
and best available science. Its goal is to
be a pro-active and transparent organization
for collective leadership of aquaculture in
the Pacific region. It will be a mechanism
to assist in the enactment of enabling legislation,
guide strategies and policies for development,
coordinate and promote activities at all levels,
build coalitions and partnerships between
stakeholders for common advantage, resolve
issues constraining development, and act as
the clearing-house for information. It will
be a strong advocate for aquaculture, in any
of its diverse forms.
BY-LAW
II. MEMBERSHIP AND DUES
Section 1. Membership shall be open only to
individuals.
Section 2. Membership shall be available at
two levels:
(a) Primary and (b) Secondary.
Section 3. Dues shall be paid annually by
all members without exception.
Section 4. The amount of dues to be paid will
be fixed each year by the Board of Directors
at the Annual General Meeting.
Section 5. All memberships are approved by
the Board of Directors.
Section 6. Any Primary or Secondary memberships
may be terminated at any time by the Board
of Directors with or without cause.
BY-LAW III (A). PRIMARY MEMBERSHIP
AND DUES
Section 1. A Primary Member is an individual
nominated by any registered business, association,
or organization which supports aquaculture
development and the mission and goals of PAC,
and pays the appropriate dues annually as
set by the Board of Directors.
Section 2. A Primary Member is eligible to
be a Director and Officer of PAC.
Section 3. No more than one Primary Member
can be nominated by any registered business.
Section 4. Any colleague of a Primary Member
at the registered business, association, or
organization is eligible to be a Secondary
Member
BY-LAW
III (B). SECONDARY MEMBERSHIP AND DUES
Section 1. A Secondary Member is anyone having
a genuine interest in the mission and goals
of PAC and pays the appropriate dues annually
as set by the Board of Directors.
Section 2. A Secondary Member, with his/her
agreement, may be appointed by the Board of
Directors to serve on the Board as a Director
at Large, Treasurer, Secretary, or as a member
of any Advisory Committee and Working Committee.
BY-LAW IV. BOARD OF DIRECTORS
Section 1. The Board of Directors shall consist
of at least eleven members.
Section 2. The Board of Directors shall have
the control and general management of the
affairs and business of PAC, executing these
responsibilities through elected officers.
BY-LAW
V. ELECTION OF DIRECTORS
Section 1. At least seven Directors of the
Board shall be elected by all members. The
power of the vote of each member is identical.
Section 2. Only Primary members may offer
themselves for election as Directors.
Section 3. Directors shall be elected at the
Annual General Meeting following due notice
to all Primary and Secondary members of the
election and candidates, and that the number
of ballots cast by attendance at the Annual
General Meeting, or by post, or by any form
of electronic mail is 50% of all present members.
Section 4. Directors shall be elected for
a term of three years, and can be re-elected
for a maximum of three consecutive terms.
Section 5. At least four members of the Board
shall be Directors at Large. Directors at
Large shall be invited to the Board to make
it representative of the industry in the region.
Directors at Large are invited at the Annual
General Meeting and to serve for one year.
BY-LAW
VI. ELECTION OF OFFICERS
Section 1. The Officers shall be: (a) the
Chairman of the Board; (b) the Vice-Chairman
of the Board; (c) Treasurer, and (d) Secretary.
Section 2. The Chairman and Vice-Chairman
of the Board of Directors shall be elected
by the members of the Board of Directors at
the Annual Meeting of the Board. Only Primary
Members may offer themselves for election
as Chairman and Vice-Chairman.
|
|
BY-LAW
VI. ELECTION OF OFFICERS (continued)
Section 3. The Chairman shall be elected
by a majority vote of the Board of Directors
for a three-year term, and can be re-elected
for a maximum of three consecutive terms.
Section 4. The Vice-Chairman shall be elected
by a majority vote of the Board of Directors
for a two-year term, and can be re-elected
for a maximum of two consecutive terms.
Section 5. The Treasurer and Secretary shall
be appointed by the Board of Directors at
the Annual Meeting of the Board.
Section 6. Any Officer can be elected or
appointed at any meeting of the Board of
Directors provided that fourteen days notice
of the meeting is given to the electorate,
and that the number of ballots cast by attendance
at the meeting, or by post, or be electronic
mail is more than 50% of the relevant electorate.
BY-LAW
VII. RESPONSIBILITIES OF OFFICERS
Section 1. The Chairman shall preside at
all full meetings of the Directors and all
membership meetings. He shall appoint all
other committees as necessary to fulfil
the objectives of the organization.
Section 2. The Vice-Chairman shall, in the
absence of the Chairman, perform all the
duties and exercise the powers of the Chairman,
and shall perform such other duties as shall
from time to time be imposed upon him by
the Board of Directors.
Section 3. The Secretary, or designee, shall
keep an accurate record of all the proceedings
of membership meetings, and meetings of
the Board of Directors. He, or the designee,
shall give notice of all meetings to members
of the Board, and shall perform such other
duties as the Board may require. The Secretary,
or designee, shall keep an accurate list
of members, shall issue membership certificates,
and shall have charge of transferring and
issuing new certificates, and perform other
duties as are incident to that office.
Section 4. The Treasurer shall have custody
of all moneys of the organization, and shall
keep regular books and accounts, and balance
the same annually. The Treasurer shall deposit
all moneys and other valuable effects in
the name of and to the credit of the organization
with such depositories as may be designated
by the Board of Directors.
Section 5. The Treasurer shall provide detailed
reports of the receipts and disbursement
of the organization at each regular meeting
of the Board of Directors and at regular
membership meetings, and the books of account
shall be open to inspection of any Director
at any time.
BY-LAW
VIII. ADVISORY COMMITTEES
Section 1. The Directors will invite individual
members to serve in various Advisory Committees
which, from time to time, may be necessary.
For each of these Committees the Directors
will invite appointment of a Chairman who
can, in turn, invite other members to fill
supporting positions.
Section 2. The operation of an Advisory
Committee is the responsibility of the Chairman
and Officers.
BY-LAW
IX. WORKING COMMITTEES FOR PRIORITY
TASKS
Section 1. The Officers of PAC will be responsible
for achieving its purpose and goals through
Tasks identified as priorities by the Directors.
Section 2. Each Task will be delegated by
the Chairman to one of the Directors who
will fulfil the responsibility through a
Task Leader and Working Committee.
Section 3. Each Director responsible for
a Task will be provided with an appropriate
budget and schedule for reporting back to
the Chairman and Board of Directors at meetings
or through the Executive Director. The entire
organization and management of the working
committee is at the discretion of the appointed
Director.
BY-LAW
X. MEETINGS OF THE ORGANIZATION
Section 1. The Annual General Meeting of
the membership shall be held at the time
and place set by the Board of Directors,
either within or without the State of Washington.
The Executive Director shall serve by mail
a written notice thereof not less than thirty
(30) days previous to such meeting addressed
to each member of PAC as it appears on the
records.
Section 2. The Board of Directors shall
hold an Annual Meeting in association with
the Annual General Meeting, and other meetings
at any other place and time at the discretion
of the Chairman. The Secretary/Treasurer
shall serve notice of such meetings by written
or verbal communication.
Section 3. Special meetings of the members
may be called by the Chairman or by the
Board of Directors. Special meetings of
the members may also be called by such other
Officers or persons or number or proportion
of members having one-third of the votes
entitled to be cast at such meeting.
BY-LAW XI. AMENDMENTS TO THE BY-LAWS
Section 1. Any proposed amendments or additions
to the existing By-Laws shall be presented
in writing to the Board of Directors. The
Board, at its discretion, may order the
same to be submitted to the membership by
mail, together with notice of a reasonable
time to respond to the Board with comments.
An affirmative vote of the full membership
of the Board of Directors shall be necessary
to amend or add new By-Laws.
|
