Yaquina Birders & Naturalists (YB&N) is a tax-exempt, nonprofit, unincorporated association. Donations to YB&N are NOT tax-deductible.
The Constitution and Bylaws of YB&N were passed at our June 1985 meeting and were reprinted in our December 1987 and May 2005 Sandpipers (the newsletter of Yaquina Birders & Naturalists). They were put on the Internet on 17 February 2002 and, together with their web address, noted in the Sandpipers of March 2002, September 2004, October 2004, May 2005, at least once a year between 2006-2009, and starting in 2010 included with the YB&N volunteer information at the end of the majority of Sandpipers each year (e.g., in 9 of 10 Sandpipers in 2011-2012 and 2014). Amendments were proposed in the May and August 2005 Sandpipers and were passed in a mail-in ballot, as reported in the September 2005 Sandpiper. An amendment to Article VII of the Bylaws was proposed in the September 2011 Sandpiper and passed without any dissenting votes as reported in the November 2011 Sandpiper.
ARTICLE II: BOARD OF DIRECTORS
1. POWERS. The control of the property and the conduct of the business and administrative affairs of the organization shall be vested in the Board of Directors, hereafter referred to as the Board. The Board may delegate appropriate responsibility and authority to members or committees to carry out specific duties.
2. COMPOSITION. The Board shall be composed of the President, Treasurer, Sandpiper Editor, Program Director, Publicity Director, Field Trip Director, Refreshment Director, Elections/Voting Director, and any other position(s) approved by the Board. An individual can hold more than one of these positions.
3. MEETINGS. The President will be responsible for organizing meetings of the Board. Meetings will be held when the President wishes, or when one of the Board makes a request to the President. Notice of any meeting shall be given to all Board members at least seven days in advance.
4. QUORUM. At a Board meeting, a quorum consists of a majority of the members of the Board, who must be physically present or in direct communication by telephone. (If one person holds more than one Board position on the Board, that person only has one vote.)
5. VACANCIES. If possible, Board members shall give at least a 30 day notice of resigning to the President. The President shall appoint a member to fill a vacancy in the Board within 60 days of the vacancy, subject to the approval of a majority of the Board; a Board meeting is not necessary for appointments. If the President resigns, then the Treasurer shall temporarily assume the President's responsibilities until a new President is elected or appointed by the Board.
ARTICLE III: OFFICERS
1. OFFICERS. The President and Treasurer shall be elected by the general membership in October or November and will take office on the following January 1. Both may be re-elected. If an officer resigns, the Board of Directors can appoint an Interim Officer or can decide to hold a special election by the general membership.
2. PRESIDENT. The President is the chief executive officer of the organization. The President shall preside at meetings of the Board and at general membership meetings. The President is responsible for coordinating the work of Board members. The President will assist the Treasurer in preparing a budget and the amount of proposed dues for the following year; this information shall be published in the Sandpiper at least 10 days before the October meeting. The President shall work with the Program Director in scheduling at least four general membership meetings a year; the President shall notify the Sandpiper Editor of coming general membership meetings and any business to be discussed. The President shall appoint a member, as necessary, to keep records of YB&N business voted on during meetings.
3. TREASURER. The Treasurer shall receive and safely keep the organization's funds and shall disburse funds as the Board approves. The Treasurer shall keep records of all funds received and receipts (e.g., checks) for all funds disbursed. The Treasurer shall prepare an annual financial report that shall be published in the Sandpiper. With assistance from the President, the Treasurer shall be responsible for preparing a budget and the amount of proposed dues for the following year; this information shall be published in the Sandpiper at least 10 days before voting on the budget and dues.
4. NOMINATIONS OF OFFICERS. A member willing to serve as an officer shall notify the Elections/Voting Director before the October Sandpiper. Mailed ballots will have space for voting for write-in candidates.
5. ELECTIONS AND VOTES. Elections and other voting shall be conducted by written, secret ballot by members voting by mail or, if requested by five members or by one Board Director, at a general membership meeting. Officers shall be elected by a majority of the members voting. If no majority is won by any nominee for a given office, the nominee receiving the smallest number of votes shall be dropped from candidacy and a revote ordered.
ARTICLE IV: OTHER BOARD DIRECTORS
1. SANDPIPER EDITOR. The Editor shall put out a minimum of four Sandpipers a year that at least announces field trips, general membership meetings, and YB&N business. The Editor shall include impending YB&N business in the Sandpiper at least 10 days before it is to be voted on. After a vote or election, the Editor shall also include in the following Sandpiper the accurate results of any motions voted on. Other items pertinent to natural history can also be included at the Editor's discretion. The Editor can appoint assistants as needed.
2. PROGRAM DIRECTOR. The Program Director shall organize programs and arrange program locations for a minimum of 4 general membership meetings per year.
3. PUBLICITY DIRECTOR. The Publicity Director is in charge of providing publicity releases to local radio stations and newspapers about YB&N field trips and general membership meetings. The Publicity Director can appoint assistants as needed.
4. FIELD TRIP DIRECTOR. This person shall schedule at least four natural history field trips a year and is responsible for notifying the Sandpiper Editor of any impending field trips.
5. REFRESHMENT DIRECTOR. This person shall be responsible for providing refreshments at general membership meetings and may appoint assistants as needed.
6. ELECTIONS/VOTING DIRECTOR. This person shall be responsible for nominations of officers, counting and saving ballots for review, and reporting results in the Sandpiper. Requests for nomination will be put in the Sandpiper, and the Elections/Voting Director can also request nominations. The Elections/Voting Director or the President can appoint assistants.
ARTICLE V: GENERAL MEMBERSHIP MEETINGS
1. NOTICE. Meetings must be announced in the Sandpiper at least 10 days before their occurrence.
2. BUSINESS. Business to be settled by members includes election of officers, dues, budgetary considerations, changes in the Constitution and Bylaws, and position statements of YB&N. Elections and votes will be conducted pursuant to Article III, item 5.
3. CONDUCT OF BUSINESS. To be valid, any business to be voted on must be adequately detailed in a Sandpiper at least 10 days prior to voting. A simple majority of members present at a meeting shall be adequate to pass a motion. If a member requests, business shall be conducted in accordance with Roberts' Rules of Order; otherwise, business shall be conducted less formally in a fair and impartial manner.
4. DUES. The amount of dues for the coming calendar year shall be voted on in October or November, pursuant to Article III, item 5. The proposed dues and proposed budget shall be published in the Sandpiper at least 10 days before voting.
ARTICLE VI: BYLAWS
1. The Bylaws may be amended or added to by a majority vote either by a mail vote or at a general membership meeting if conducted in accordance with ARTICLE V, item 3.
ARTICLE VII: TERMINATION
1. If the general membership votes to terminate this group or if there is no field trip, general membership meeting, or Sandpiper in a 10 month period; this organization shall be terminated. The Treasurer or Board of Directors shall disburse any money left in the Treasury or any property of Yaquina Birders & Naturalists to one or more organizations involved with natural history or conservation work for use in Lincoln County.
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