Sample Unit Bylaws

The following example is intended only to serve as a starting point and provide some examples. The different AFS Units may have very different needs and will likely change this draft substantially. Roberts Rule’s of Order includes a good discussion of Bylaws if you want to read more on the subject.

NOTE: You may want to contact the Constitutional Consultant for example bylaws from other similar Units for the most relevant examples. Be sure to start working with the Constitutional Consultant about 60 days before you plan to have a unit vote to approve them. This will usually expedite the process.

Sample Bylaws

Of The XXX Unit

Of The American Fisheries Society

ARTICLE I. Name and Objectives

  • The name of this organization shall be the XXX Unit of the American Fisheries Society, hereinafter referred to as the Unit and Society respectively.
  • The objectives of the Unit shall be those of the Society as set forth in Article I of the Constitution. In addition, the Unit also has the following objectives:
  • Additional Unit objectives…
  • All activities of this Unit shall conform to the Society’s Constitution, Rules, and Procedures.

ARTICLE II. Membership

  • The membership of the Unit shall be composed of those members in good standing who have an interest in fishery resources and related technical information and paying current dues to the Unit. (Language varies. Chapters and Divisions may add “residing or working in the State(s) of XXXX.” Some units require their members to also pay dues to the Parent Society.)
  • (For chapters with student subunits) Members of the [List names of university subunnits] Student Subunit(s) shall be recognized as Chapter members.
  • Only Active Members of the Society may vote, hold office or chair a committee.

ARTICLE III. Officers

  • The officers of the Unit shall consist of, a President, a Vice-President, Past-President and a Secretary-Treasurer. (Chapters with student subunits may include subunit officers.)
  • All officers must be members in good standing of the Society.
  • Officers shall be nominated by a nominating committee appointed by the Past-President. Officers shall be elected by a majority of ballots cast and election methods shall be determined by the Executive Committee. (Varies)
  • For Sections: Terms of newly elected officers shall change at the Society’s annual meeting. For Chapters and Divisions: Terms of newly elected officers shall change at the Unit annual meeting. (or some other time that your Unit has evolved to fit your Chapter)
  • The Unit Officers shall serve for a period of one year in each office, and shall be ineligible for re-election for a period of one year after the expiration of their term. (This will differ for Sections as most have 2 year terms)
  • In the event of a vacated position, the Executive Committee shall appoint a qualified replacement to fill the unexpired term.
  • No elected officer or appointed committee member of the Unit shall receive any salary or other compensation. Expenses may be defrayed from funds available to the Unit when authorized by the Executive Committee.

ARTICLE IV. Duties of Officers

(Note that these vary considerably between Divisions and Chapters. The following example is just a starting place and may vary significantly for your Unit.)

  • The President shall:
    • Preside at all meetings;
    • Serve as Chair of the Executive Committee;
    • C. Appoint all committees;
    • Coordinate the activities of the Unit’s standing and technical committees and serve as liaison between such committees and the Executive Committee;
    • Represent the Unit to the Society as a member of the Governing Board or Division Executive Committee (depends on the Unit);
    • Conduct official correspondence for the Unit and present reports of Unit activities at the annual meeting;
    • Make such appointments and perform other duties and functions as are authorized and necessary; and,
    • Proceed to the office of Past-President at the end of the term.
  • The President-Elect shall:
    • Assume the duties of the President, if the President is absent or unable to act;
    • Serve on the Executive Committee; and,
    • Advance to the office of President at the end of the term.
  • The Secretary-Treasurer shall:
    • Keep the official records of the Unit, collect and be custodian of any fees or assessments authorized by these bylaws or funds allotted to the Unit by the Society;
    • Disburse funds only as authorized by either the membership or Executive Committee;
    • Submit, at the annual Unit meeting, the year-end report for the previous fiscal year and a comparison of approved versus actual income and expenditures for the current fiscal year;
    • Submit a record of receipts and disbursements at the Annual Chapter meeting, establish necessary banking arrangements and prepare and file necessary tax returns and other official documents necessary to keep the Unit in good legal and financial standing, and maintain financial records for review by Society officers and staff as needed or required;
    • Submit minutes of the annual Chapter business meeting to the Executive Director and to the secretary-treasurer of the Division within 30 days after the annual Chapter meeting;
    • Serve on the Executive Committee;
    • Advance to the office of President-Elect (or retire depending on the Unit); and,
    • Conduct the election.
  • The immediate Past-President shall:
    • Serve on the Executive Committee;
    • Serve as the chair of the Nominating Committee; and,
    • Assist the other officers as needed.

ARTICLE V. Executive Committee

  • The Executive Committee of the Unit shall consist of elected officers, and other members as appointed by the President. Those with voting privileges shall be the President, President-Elect, Past President and Secretary-Treasurer.
  • The Executive Committee is authorized to act on behalf of the Unit between annual meetings.
  • A quorum is required for transaction of official business at an Executive Committee meeting. A quorum for an Executive Committee meeting shall consist of three of the four members. Executive Committee members can appoint a proxy.
  • Each member of the Executive Committee shall have one vote on Executive Committee decisions. In the event of a tie, the President’s vote shall be the deciding vote.
  • Executive Committee meetings are called by the President and are typically held three times per year (August-September, December-January and March). (This will vary between Units and you should modify or omit this to suit your needs.)

ARTICLE VI. Meetings and Voting

  • The Unit shall hold at least one meeting annually at a time and place designated by its Executive Committee. Special meetings may be called by the President with approval of the Executive Committee.
  • A quorum is required for transaction of official business and shall be one-third of the Unit membership. (This will likely differ substantially among Units)
  • Business and voting may be conducted via mail or electronic media if approved by the Executive Committee.
  • Unless otherwise specified in these Bylaws or the Constitution of the Society, business shall be conducted according to the latest edition of Robert’s Rules of Order.
  • Decisions at meetings are by simple majority of Active Members voting, except 2/3 majorities are required in special cases such as amending the Bylaws and suspending a Rule. Other less frequently used voting requirements are described in Robert’s Rules of Order.

ARTICLE VII. Unit Committees

  • Committees and Chairs of committees, except as listed in ARTICLES V and VI of these Bylaws, shall be appointed and charged by the President. Except for Standing Committees, these Unit committees shall cease to function upon the discharge of the duties for which they were appointed or with the end of the term of the appointing officer.
  • Standing Committees help the President and the Executive Committee conduct the Unit’s affairs, and the chairs should report their committees’ activities, findings, and recommendations at annual Unit meetings and interim meetings of the Executive Committee.
  • The Unit has established the following Standing Committees:
    • List your committees and their functions. Look at the AFS Constitution for examples. Describe their function broadly and place the procedural details in your Procedure Manual.
    • More committees…

ARTICLE VIII. Dues and Fees

  • The Executive Committee shall establish annual dues subject to approval of the members voting at the annual meeting.
  • The Executive Committee may assess registration fees for annual meetings.

ARTICLE IX. Bylaws, Rules and Procedures

  • The Bylaws are the defining document for the Unit and take precedence over all other rules and procedures of the Unit. The Bylaws cannot be suspended and cannot be changed without prior notice to members.
    • The Bylaws may be amended by a 2/3 majority of Active Members choosing to vote, provided that the proposed amendment(s) are circulated in writing to the membership at least 30 days prior to voting.
    • In accordance with the Society Constitution, an adopted amendment shall be reviewed by the Society’s Constitutional Consultant for conformity with the Constitution, Rules and Procedures of the Society. The Constitutional Consultant presents the adopted amendment to the Society Governing Board for approval.
    • Amendments take effect when the Unit receives written notice of their approval by the Governing Board from the Executive Director.
  • Rules are the next highest level of documentation of Unit operations. They are generally established to facilitate the conduct of Unit business, and to describe duties and responsibilities of officers and committees. They may be suspended or amended as follows.
    • The Rules may be suspended during an Executive Committee meeting until the next annual or special Unit meeting by a 2/3 majority of the Executive Committee.
    • The Rules may be suspended for the duration of a meeting by a 2/3 majority of Active Members voting at an annual or special Unit meeting.
    • The Rules may be amended by a simple majority of Active Members voting at an annual or special Unit meeting.
  • Procedures are the lowest level of documentation of Unit operations. They are generally established to provide continuity in the conduct of Unit business. The Procedures may be suspended or amended by a simple majority vote of the Executive Committee.
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