CONSTITUTION
of the
Colorado Biology Teachers' Association, Inc.

Article I

The name of this association shall be The Colorado Biology Teachers' Association Incorporated.

OBJECTIVES

Article II

The purposes of the incorporation are exclusively scientific, educational, literary, charitable and no other, and in furtherance of only these purposes the particular business and objects of said corporation shall be: (a) To facilitate the dissemination of biological knowledge; (b) To encourage scientific thinking and the utilization of the methods of science through the teaching of biology; (c) To make available to teachers information concerning the selection, organization and presentation of biological materials; (d) To stress the interrelationships of biology to other sciences and to other educational experiences; (e) To plan, organize, and administer projects for the advancement and utilization of knowledge in biological science education; (f) In cooperation with other societies, to work for the improvement of the professional qualifications of those teaching the biological sciences; (g) To foster, encourage, and conduct research in the field of biological education; providing that it shall not otherwise engage in activities which in themselves are not in furtherance of one or more exempt purposes except as same do not represent a substantial part of its activities.

MEMBERSHIP

Article III

1. There shall be four classes of membership: Active, Honorary, Retired, and Student. The qualifications for each class of membership shall be prescribed by the Bylaws.

2. The Bylaws may provide for organizations to become affiliated with the ASSOCIATION under such conditions and privileges are provided therein.

OFFICERS

Article IV

1. Officers. The officers of the ASSOCIATION shall be a President, a President-elect, a Vice-President; a Secretary, and a Treasurer. There will be one Regional Director from each Region.

2. Duties. The duties of the office shall be such as usually pertain to the office held, and also any other duties as may be assigned by the Board of Directors or the Executive Committee, or prescribed by the Bylaws. In the case of death, resignation, or inability of the President to serve, the President-elect shall assume the duties of the President. In case of a vacancy in the office of President-elect, the Vice-President shall assume the duties and office.

3. Terms of Office. Each officer shall be elected for a term beginning the first day of the new calendar year following the election and shall continue in office for two years or until a successor shall have been duly elected.

BOARD OF DIRECTORS

Article V

1. Members of Board. The Board of Directors shall consist of the officers of the ASSOCIATION, and the Regional Directors elected from each geographical area designated in the Bylaws, the Editor of any publication of the ASSOCIATION, and the Chairman of the Permanent Committees as set forth in the Bylaws.

2. Term of Office. A director-officer, director-editor, or directing committee chairman shall be a director for so long as he shall be an officer, editor, or committee chairman, and his successor officer, editor, or committee chairman shall automatically fill the vacancy created on the Board of Directors. Regional Directors shall serve for a two-year term and may be re-elected. No Director-at-Large, however, may serve more than two consecutive two-year terms.

3. Terms of Initial Members. The Bylaws may provide for a shorter or longer term for each Director serving during the period immediately following the adoption of this Constitution, so as to provide a staggered system of elections.

4. Election of Directors. Regional Directors shall be elected in the manner prescribed by the Bylaws.

5. Duties. The Board of Directors shall be the legal representatives of the ASSOCIATION, and as such, shall have, hold, and administer all the property, funds, and affairs of the ASSOCIATION in trust for its uses, in conformity with the Constitution and Bylaws, and within the Act of Incorporation of the ASSOCIATION under the statutes of the State of Colorado.

6. Meetings. The Board of Directors will hold at least one meeting each year. The date and place of such meeting shall be set by the President.

EXECUTIVE COMMITTEE

Article VI

1. Members. The Executive Committee shall consist of the Officers.

2. Functions. The function of the Executive Committee will be to transact the business of the ASSOCIATION in the interim between meetings of the Board of Directors. During such interim periods, the Executive Committee shall have the same functions and duties of the Board of Directors, except as may be restricted by the Bylaws.

COMMITTEES

Article VII

1. The President shall appoint such permanent committees as shall be provided by the Bylaws and shall, with the consent of the Executive Committee, appoint a chairman for each such committee.

2. The President may appoint Ad Hoc committee and their chairman as he may deem advisable.

3. The terms of each committee chairman and member thereof shall expire with the term of the President who appointed such committee unless otherwise specified in the Bylaws.

DUES AND FINANCES

Article VIII

1. With consent of the Board of Directors, the Executive Committee shall determine the amounts of assessments, if any, and the dues for Active, Retired, and Student members; Honorary Members shall not be assessed dues. The Executive Committee shall determine salaries and honoraria, if any, to be paid to the officials and employees of the ASSOCIATION, but no member of the committee may vote on any question involving a salary to be paid to him. The Board of Directors shall adopt an annual budget prepared by the Treasurer, and it shall order an annual independent audit of the accounts of the Treasurer.

MEETINGS

Article IX

1. At least once each year there shall be a general meeting of the membership to be held as prescribed by the Bylaws.

BYLAWS

Article X

1. Bylaws as set forth in Exhibit A annexed hereto shall constitute the Bylaws of the ASSOCIATION which may be amended as provided therein.

AMENDMENTS TO THE CONSTITUTION

Article XI

1. A proposed amendment to the Constitution shall be presented in writing to the Executive Committee (at least 15 days prior to its meeting) by not less than five members of the Board of Directors, or by at least twenty-five active members. The Executive Committee shall report its recommendations thereon in writing to the Board of Directors (at least 30 days prior to its meeting), including any suggested revisions of an amendment thereto. If the proposed amendment (or as revised or amended) shall be approved by at least three-fifths of the members of the Board of Directors, the proposed amendment shall be published in the ASSOCIATION'S publication having the widest circulation among the membership, and shall be voted upon at the next general meeting of the membership, which meeting shall not be less than 15 days following such publication. The amendment shall become effective upon adoption by a majority vote of those present at the general meeting.

DISSOLUTION

Article XII

1. In the event of dissolution or termination of the corporation, title to and possession of all the property of the corporation shall pass forthwith to such organization dedicated to similar purposes and qualified for exemption under Section 501 (c) (3) of the Internal Revenue Code of 1954, as amended, or under such successor provision of the Code as may be in effect at the time of the corporation's dissolution or termination, as the Board of Directors of the corporation shall deem best qualified to carry on the functions of the corporation.

BYLAWS

MEMBERS

Article I

A. The eligibility for the four classes of membership shall be:
(1) Active Member. Any person, without regard to race, color, or creed, sympathetic to the objectives of the ASSOCIATION, who has paid his membership dues, shall be an Active Member of the ASSOCIATION. The dues shall be based on the calendar year, and may include Life Memberships, Three-year Memberships, and One-year Memberships.
(2) Honorary Member. Any biologist or teacher of biology entitled to the highest recognition within the power of the ASSOCIATION to confer shall be eligible for election as an Honorary Member, providing that such a person shall have demonstrated a distinguished career in teaching or research in the biological sciences. Nominations for honorary membership shall be proposed in writing to the Board of Directors by at least five Active Members of the ASSOCIATION. Such nominations shall be supported by appropriate biographical and bibliographical information. A duly proposed candidate for honorary membership, upon receiving endorsement of four-fifths of the Board of Directors voting, shall be declared elected.
(3) Student Member. Any regularly matriculated undergraduate or graduate student majoring in any area of biology or preparing to teach biology or a related science, and not in full-time employmenmt, shall be eligible for election as a Student Member. Any such student shall be a Student Member of the ASSOCIATION, provided, that no person shall be eligible to election to student membership for more than four (4) years. Persons who are employed in essentially a full-time position for more than six (6) months a year are not eligible for student status even though they may be part-time students.
(4) Retired Member. Any active member over the age of 60 who retires.

B. The number of members in all classes shall be limited only by eligibility except that the total number of Honorary Members shall not exceed ten. Not more than two Honorary Members may be elected per year.

C. All classes of members shall receive any publications of the ASSOCIATION as may be specified by the Board of Directors.

D. Only an Active Member may be an Officer or Director of the ASSOCIATION.

AFFILIATE ORGANIZATIONS

Article II

A. Any active local or state association with ten or more members active in the biological sciences may become an Affiliate Organization of the ASSOCIATION by fulfilling the following requirements:
(1) The organization shall make a formal application to the Secretary of Affiliate Membership. A copy of the constitution of the group making application, membership list, and summary of program or annual report for the three preceding years shall accompany the letter of application.
(2) Twenty-five percent or ten members, whichever is the greater, of the affiliate organization shall be Active Members of the ASSOCIATION.
(3) The application shall be submitted to the Membership Committee for review and recommendation to the Board of Directors.
(4) Following favorable vote of three-fourths of the Board of Directors and on receipt of the Certificate of Affiliation, the Affiliate Organization may appoint an observer to the Board of Directors.
(5) Each Affiliate Organization must submit its list of Officers to the Secretary each year between January 1 and January 31, or as extended for good cause by the Secretary.

DUES

Article III

A. Dues in the ASSOCIATION shall be set annually by the Executive Committee with consent of the Board of Directors.

B. Any member in arrears for dues for three months shall not thereafter receive the publications of the ASSOCIATION and shall be dropped from membership until all arrears shall have been paid, or he shall rejoin the ASSOCIATION. The Treasurer shall send a written notice of delinquency, together with a copy of the Bylaws pertaining to the subject, to all persons in arrears at least six weeks before the member is dropped from the active roll.

ELECTION OF OFFICERS AND BOARD MEMBERS

Article IV

A. The Nominating Committee shall make one or more nominations each for the officer of: President, President-elect, Vice-President, Secretary, and Treasurer, and for Regional Directors. The President elect shall be automatically nominated President for the ensuing year. On or before the first day of October following its appointment, the Nominating Committee will certify the nominations to the Secretary, who shall cause the same to be published on or before November 1. Additional nominations for Officers, and Directors-at-large may be made if presented a petition bearing the signatures of at least ten Active Members in good standing. All additional nominations must be received by the Secretary on or before the fifteenth day of October.

B. The secretary shall send, not later than the fifteenth day of November, a ballot bearing all nominations for office (whether made by the Nominating Committee or by petition) to all Active Members in good standing in the ASSOCIATION.

C. In order to be counted, a ballot must be received by the Secretary on or before the next succeeding fifteenth day of December.

D. The Secretary shall deliver all valid sealed ballots to the Nominating Committee who then shall count the ballots and report the results to the Board of Directors. The Secretary shall announce the results promptly.

E. The candidates who receive the highest number of votes for the offices of President, of President-elect, of Vice-President, of Secretary, and Treasurer, and Regional Directors, shall be elected. Only members who mailing addresses are in the Region may vote for the Regional Directors for that Region. In the case of a tie vote, a majority of the board of Directors shall decide between the candidates who are tied.

F. Vacancies occurring between elections in any office or among the Regional Directors shall be filled by appointment by the President with approval of the Executive Committee, except that the vacancy of the office of President shall be filled by the President-elect, and that of President -elect by the Vice President. A President-elect serving a term of seven or more months as President shall be ineligible for renomination to the office of President.

G. The term of office of a Regional Director shall be two years, subject to re-election for one additional two-year term.

DUTIES OF OFFICERS

Article V

A. The President shall preside at the business sessions of the State meetings, and at the meetings of the Executive Committee and Board of Directors. He shall appoint the Chairman and personnel of all permanent and Ad Hoc Committees as provided in the Constitution and Bylaws. He shall assume all other duties normally associated with the office.

B. The President-elect shall assume the duties of the President in the absence of the President or his inability to serve, and shall assume the office of President under the conditions outlined in ARTICLE IV, Section 2 of the Constitution. He shall work cooperatively with the President in administering the affairs of the ASSOCIATION and shall select Committee members to serve when the President-elect becomes President.

C. The Vice-President shall serve as ex officio member of the Program, and Chairman of the Membership Committee, and assume other duties delegated to him.

D. The Secretary shall:
(1) Receive ballots of the annual election, transfer same to the Nominating Committee, record results of election as directed by the Board of Directors.
(2) Answer correspondence specifically related to the duties of his office, and assist the President with official correspondence of the ASSOCIATION.
(3) Keep accurate Minutes of all meetings of the Board of Directors and Executive Committee, and shall send a copy of the Minutes to each Board or Committee member.
(4) Summarize the year's activities at the annual meeting of the ASSOCIATION.

E. The Treasurer shall;
(1) Oversee the processing of the ASSOCIATION'S receipts and disbursements, and the monthly reconciliation of the cash book.
(2) Prepare annual reports on the financial status of the ASSOCIATION for the Board of Directors.
(3) Present the annual budget to the Board of Directors.

F. Regional Directors shall serve as the official representative of the ASSOCIATION in the region represented. They shall aid the officers in promoting within their region the program of the ASSOCIATION, and shall bring to the attention of the Board of Directors problems of regional or state importance as may be directed by members within their regions.

G. The Board of Directors or the Executive Committee may authorize any officers to enter into any contract or to execute and deliver any instrument in the name or in behalf of the ASSOCIATION, and such authority may be general or confined to specific instances.

PERMANENT COMMITTEES

Article IV

There shall be two Permanent Committees: Membership and Program.

A. The Membership Committee shall consist of a Chairman and the five Regional Directors. This committee shall act upon the eligibility of candidates nominated for membership and shall be responsible for promoting membership in all classes. At the option of the Executive Committee, this committee may consist of sub-committees each to have primary consideration of one or more classes of membership.

B. The Program Committee shall consist of a Chairman, a Vice Chairman, three or more other Active Members, and the Vice-President shall serve as an ex-officio member. This committee will be responsible for the program at the time of the Annual or other national meetings of the ASSOCIATION.

AD HOC COMMITTEES

Article VII

A. The Nominating Committee, which shall be appointed by the President, shall consist of three or more Active Members not officers as defined in Article IV, Section 1 of the Constitution. The Nominating Committee shall make the nominations specified in the Constitution and Bylaws and such other nominations as shall be required.

B. The President shall appoint such committees not provided for in the Constitution or Bylaws, as may be necessary to facilitate the management of the ASSOCIATION. All committee appointments shall be made for a term coincident with that of the President unless otherwise provided in the Constitution or Bylaws.

C. The President may appoint one or more representatives of the ASSOCIATION to serve with any group, board, committee, council, congress, or convocation when the interests of the ASSOCIATION demand. He may negotiate agreements (consistent with the Constitution or these Bylaws) with institutions, individuals, or other societies, subject to the approval of the Executive Committee.

COMMITTEES--TERMS OF OFFICE AND REPORTS

Article VIII

A. The term of appointment to the Program Committee shall be one year and may be renewed for additional one-year terms. The Chairman shall serve a one-year term, but not more than two successive terms.

B. No individual may serve on the same committee for more than two consecutive years unless otherwise designated by the Executive Committee or unless the term is specified in the Constitution or Bylaws. The membership of all committees shall be announced in an ASSOCIATION publication as soon as possible after the appointment.

C. Appropriate officers, the Chairman of all Permanent Committees, the Editors, and others directed by the president shall report in writing to the Secretary one month prior to the Annual Meeting unless otherwise ordered by the Executive Committee. Such reports shall be mailed to the members of the Board of Directors not less than two weeks prior to the Annual Meeting. The Executive Committee may require such interim reports as are deemed desirable.

PUBLICATIONS

Article IX

A. The ASSOCIATION may publish one or more periodical publications. Each periodical publication shall be under the direction of an Editor(s).

B. The ASSOCIATION may sponsor other publications approved by the publication Board and authorized by the Board of Directors.

C. Any Committee of the ASSOCIATION may publish a report or a series of reports approved by the Board of Directors.

D. The publications of the ASSOCIATION shall be made available to members or the public under such conditions as provided by the Bylaws or the Board of Directors.

EDITORS

Article X

A. The Editor of each publication of the ASSOCIATION shall be appointed by the President with the consent of the Executive Committee.

B. The official publication shall be the CBTA Newsletter.

EDITORIAL AND PUBLICATION BOARDS

Article XI

A. There shall be an Editorial Board consisting of the Editor and a committee. One member of the Board of Directors, selected by the Executive Committee, shall serve as ex officio member of the Editorial Board.

B. The Editorial Board shall be the Publications Board of the CBTA.

MEETINGS OF THE MEMBERSHIP

Article XII

A. A general meeting of the members for the execution of the ASSOCIATION'S programs and for the transaction of business, known as the Annual Meeting, shall be held each year. Special meetings of the members may be called by the Executive Committee with the consent of the Board of Directors. In the event of grave emergency, the Executive Committee may suspend an Annual Meeting, and the ASSOCIATION may transact the necessary business by mail as herinafter provided.

B. At any Annual Meeting of the ASSOCIATION, one session shall be designated as a Report Session, at which the Secretary shall summarize such actions of the Board of Directors as have not been published, and an opportunity shall be afforded for discussion. Active Members may present items to be referred to the Board of Directors for consideration.

C. All sessions, except the business meetings of the Annual Meeting(s), shall be arranged by the Program Committee which shall follow the rules adopted by the Board of Directors with respect to exhibits, demonstrations, scientific papers, joint sessions, and other matters.

D. The time and place of each Annual Meeting or other national meetings shall be fixed by the Board of Directors, and notice of same shall be sent to each member of the ASSOCIATION at least four months previous to the date of such meeting.

QUORUMS

Article XIII

A. In voting by mail (other than the election of officers) twenty percent of the membership voting shall constitute a quorum. If, after 30 days from the date of mailing, less than 20 percent of the members have replied, the issue shall be decided by the Board of Directors.

B. Three-fifths of the Board of Directors shall constitute a quorum. When, at the discretion of the President, the Board of Directors transacts business by mail, three-fifths of the Board shall constitute a quorum, providing that a reasonable time is allowed for consideration.

FISCAL YEAR

Article XIV

The fiscal year of the ASSOCIATION shall begin on January 1 of each year and end on December 31.

RULES OF ORDER

Article XV

The rules contained in Pocket Manual of Rules of Order, by Henry M. Robert, shall determine the parliamentary practice of the ASSOCIATION in all cases to which they apply, and when they are not inconsistent with the Constitution or the Bylaws of the ASSOCIATION.

AMENDMENTS TO THE BYLAWS

Article XVI

These Bylaws may be amended by a three-fifths majority vote of the Board of Directors provided that each Board member shall have been sent written notice of the proposed amendment not less than 30 days prior to the meeting, or mailed vote of the Board, at which such amendment is voted.

Revisions approved 02/01/86
This Printing: July 1993