The name of the Society shall be “International Society of Protistologists, Inc.,” hereinafter called the “Society.”
The aims of the Society shall be to foster an association of workers for the presentation and discussion of new or important facts and problems in protistology and the promulgation of such measures as will foster the development and advancement of the science of protistology.
The Society shall be formed and operated as a not for profit organization exclusively for educational, literary and scientific purposes according to the statutes of the State of Florida and within the meaning of Section 501 (c)(3) of the Internal Revenue Code of 1954 or the corresponding provision of any future United States Internal Revenue Law.
Notwithstanding any provision of the Constitution or By-Laws that might be susceptible to contrary construction:
- The Society shall be organized exclusively for scientific and educational purposes.
- The Society shall be operated exclusively for scientific, educational and literary purposes.
- No part of the net earnings of the Society shall or may under any circumstance inure to the benefit of any private shareholder or individual.
- No substantial part of the activities of the Society shall consist of carrying on propaganda, or otherwise attempting to influence legislation.
- The Society shall not participate in, or intervene in (including the publishing or distributing of statements), any political campaign on behalf of any candidate for public office.
- The Society shall not be organized or operated for profit.
- The Society shall not:
- lend any part of its income or corpus, without the receipt of adequate security and a reasonable rate of interest to;
- pay any compensation, in excess of a reasonable allowance for salaries or any other compensation for personal services actually rendered to;
- make any part of its services available on a preferential basis to;
- make any purchase of securities or any other property, for more than adequate consideration in money or money’s worth from;
- sell any securities or other property for less than adequate consideration in money or money’s worth to; or
- engage in any other transactions that result in a substantial diversion of its income or corpus to;
any officer, member of the Executive Committee, or substantial contributor to the Society.
The prohibitions contained in the subsection (g) do not mean to imply that the Society may make such loans, purchases, payments, or sales to anyone else, unless such authority be given or implied by other provisions of the Constitution or By-Laws.
Membership in the Society shall be open to all persons who espouse the stated aims of the Society. The Society shall have classes of members to be selected according to the provisions set forth in the Society’s By-Laws. Procedures of application for and admission or election to the several categories of membership shall be as stipulated in the By-Laws.
The Officers of the Society shall be President, President-Elect, Vice-President, Executive Secretary, and Treasurer. These officers shall discharge the duties assigned to their respective offices as specified in the By-Laws.
The Executive Committee shall constitute the Governing Body of the Society and shall consist of the Officers of the Society, plus elected and appointed members as stipulated in the By-Laws.
Elections of Officers, and others stipulated in the By-Laws as to be elected, shall be by secret ballot of the Society membership. Nomination and election of officers shall be by procedures designated in the By-Laws of the Society.
Dissolution of the Society shall be by two-thirds majority vote of the members voting by secret ballot. Upon dissolution of the Society, the Executive Committee shall distribute the assets and accrued income to one or more organizations, as determined by the Executive Committee, that meet the limitations prescribed in subsections a-g, inclusive, of Article 2 of this Constitution.
Amendments to this Constitution may be proposed following a two-thirds majority vote of the Executive Committee and approval of proposed amendments shall be by two-thirds majority vote of the members voting by secret ballot.