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Constitution and Bylaws

CONSTITUTION

New York City AAZK Chapter
Chapter Name

AMERICAN ASSOCIATION OF ZOO KEEPERS, INC.

GENERAL ARTICLES

ARTICLE I – NAME

The name of the this organization shall be The New York City Chapter of the AAZK
(Chapter Name)

ARTICLE II – STATEMENT OF PURPOSE

This Chapter is established and chartered by the American Association of Zoo Keepers, Inc. in accordance with the procedures in the Bylaws as established by the Board of Directors and is subject to the Bylaws of the parent organization. This Chapter is a non-profit organization in accordance with the provisions made by the Internal Revenue Code of 1954 and adheres to the declaration of the Charter and subsequent Recharter Agreements as notarized by the elected Chapter Officers.

The objects and purposed of this Chapter shall be:

Section 1
To promote and establish good relationships amongst professional animal care personnel; to promote and establish a means to stimulate incentive, greater interest and professional attitudes towards sound captive management through the zoo keeping profession; and promote greater communication with members of the profession through projects and programs that will strengthen the zoo keeper’s professional knowledge.

Section 2
To support and publicize our concern for all valid and deserving projects of conservation and to do our part in educating the general public to the need for worthwhile projects of preserving our natural resources and animal life.

Section 3
To establish materials beneficial to zoo keeper education.

Section 4
To accept and receive property, both real and personal, by gift, grant or bequest; and to manage, hold, contract and dispose of same in accordance with the purpose of the Chapter and under the restrictions of the Bylaws of AAZK, Inc.

Section 5
Upon dissolution of this Chapter by unanimous vote of its members, a letter of resignation accompanied by a copy of the minutes of the meeting shall be sent to the Administrative Secretary/Treasurer of the Association. All funds remaining in the Chapter treasury after payment of debts shall be forwarded of the National Association for distribution through the Conservation, Preservation and Restoration Committee of AAZK, Inc.

ARTICLE III – OFFICES
Section 1
Principal Offices for the transaction of business of the Chapter is hereby located at:
The Bronx Zoo.

Section 2
Chapter records shall be kept in the possession of the Chapter Secretary.

ARTICLE IV – MEMBERSHIP
Section 1
Membership eligibility, dues, initiation fees and assessments shall be fixed by the Bylaws.

ARTICLE V – ELECTIONS
Section 1
Chapter elections shall be held in such a manner as fixed by the Bylaws.

ARTICLE VI – MANAGEMENT
Section 1
The recharter date for this Chapter shall be 1 March of each calendar year. The recharter fee shall be set by the Board of Directors of AAZK, Inc. The names of the elected Chapter Officers shall be reported to Administrative Offices at the recharter date.

Section 2
Failure for this Chapter to comply with fees and required reports by the annual recharter date shall be considered in violation of Article V, Section 1 and 2 of the AAZK, Inc. Bylaws and the Chapter charter shall be subject to revocation.

Section 3
All Chapter monetary transactions shall require the signature of two Chapter officers.

Section 4
No individual member or Chapter officer may enter into any contract utilizing Chapter-generated funds or execute any instrument in the name of, on behalf of the corporation, without prior written application to, and consent of the Board of Directors of the Association. Similarly, no individual shall have any power or authority to bind the corporation by any contract or engagement, or to pledge its credit or to tender it liable for any purpose in any amount, without prior written application to, and consent of the Board of Directors of the Association. Chapters are empowered to enter into contracts for less than $1000.00 without the prior approval of the Board of Directors.

Section 5
Chapters may not hold permanent title to real estate or vehicles of any kind without written application to, and consent of the Board of Directors of AAZK, Inc. and unless they incorporate within their individual State or Province. Chapters must notify the National Association of their intent to incorporate; the Chapter must provide the Board of Directors of AAZK, Inc. with a copy of the Bylaws and their final incorporation papers.

Section 6
In accordance to Article VII, Section 6 of the current Bylaws of AAZK, Inc., all profits made on products/projects as described in said Article and Section must be split equally between the Chapter and the National Association.

Section 7
The fiscal year of the Chapter shall be January 1 to December 31 inclusive.

Section 8
Election of Chapter officers as defined and fixed in the Bylaws shall take place in the twelfth month of the current fiscal year.

Section 9
Chapter officers shall be responsible to the membership and to AAZK, Inc. to control and manage the Chapter and its property, and to perform and comply to all duties and requirements as prescribed by the Bylaws of the Chapter and the Constitution and Bylaws of AAZK, Inc.

ARTICLE VII – CHAPTER BYLAW CUSTMIZATION/AMENDMENTS
Subject to the limitations of this Constitution and amendments as to action which shall be authorized or approved by the Board of Directors of AAZK, Inc., Chapters shall have the right to make amendments to the Articles of Bylaws and further customize them so that they will facilitate the operation of the Chapter. Amendments to the Articles of Bylaws shall not affect the content of the General Articles of this Constitution, nor may the General Articles be amended unless prescribed or approved by the Board of Directors of AAZK, Inc.

Amendments shall be passed by a majority of the voting Chapter members at any regular or special meeting called for such purpose.

All proposed amendments shall be presented in writing to the Chapter membership thirty (30) days prior to voting.

Chapters shall be required to forward a copy of the Chapter Bylaws, complete with all approved amendments, upon written request from the Administrative Offices of AAZK, Inc. or the Board of Directors of AAZK, Inc. within thirty (30) days of receipt of such request.

ARTICLES OF BYLAWS
ARTICLE I – MEMBERSHIP
Membership in the Chapter shall be open to any (animal keeper, attendant, handler, aquarist, trainer, other) employed by a recognized animal keeping facility (located within the State or Province of New York); associations or groups thereof; and to individuals and associations interested in the objectives and purposes of the Chapter.

The membership categories shall include the following:
a)      Professional – Permanent, full-time (part-time, temporary) animal keepers (lab technicians, handlers, trainers, attendants, other) directly connected with the care and feeding of captive wildlife in recognized zoological parks, aquariums, animal reserves, or any other animal care facility.
b)      Affiliate – Professional and non-professional zoological or aquarium society members, conservation organization members, (zoo and aquarium personnel who do not qualify for Professional or Associate categories as defined by the Chapter: this may include part-time/temporary/seasonal animal keepers, attendants, technicians, trainers, handlers, managerial and non-keeper zoological park/aquarium personnel, docents, students, volunteers, other).
c)      Associate – Any interested individual who is not connected directly or indirectly with any recognized animal keeping facility (located within the State/Province of New York).
Chapter dues will be $ 15 per member and will cover the period of one (1) year(s) from the date of payment.
The property of the members shall be exempt from the execution for the debts of the Chapter, and no member shall be liable nor responsible for any debts or liabilities of the Chapter.
No member shall have any rights to the property of the Chapter.
Only active Chapter Professional, Affiliate, and Associate members (those having contributed dues to local and National AAZK membership for the current year) shall be entitles to one vote.
Only active Chapter members (as defined by above) are eligible to hold office of President, Vice President, Secretary, and Treasurer on the Chapter Executive. Any member is eligible to hold appointed office within the Chapter.
Any member with defaults in payment of dues for local or National AAZK membership shall be stricken from the rolls of the Chapter and his/her membership terminated.
Any member may terminate his/her membership in the Chapter by submitting a letter of resignation to the Chapter Secretary, but no monies shall be refunded for dues or fees previously paid.
If any member of the Chapter shall commit any act prejudicial to the conduct of the affairs of the Chapter or the AAZK, Inc. or the purposed for which it was formed, such person shall be notified, in writing, to appear personally before the Chapter Executive Officers at a designated time not less than thirty (30) days after such notification and, at such time, be given a hearing. By a majority vote of all Chapter Officers present at the meeting, the membership of such person in the Chapter may be terminated or suspended.
Membership in the Chapter shall not be transferable.
Fines or penalties are not permitted. The penalty of misconduct is suspension or termination, as provided above.

ARTICLE II – ELECTIONS
The terms of office of the members of the Chapter Executive shall be one (1) year(s). Elections shall be held annually (other). Each elected officer shall serve for one (1) year(s) following the election meeting. Members of the Chapter Executive may serve for three (3) consecutive terms; after a one (1) year lapse, they may run for and hold office again.
Any officer elected by the members may be removed by the members whenever, in its judgment, the best interests of the Chapter would be served, provided such removal be effected by a vote of the majority of voting members of the Chapter. This vote shall take place at a special meeting.
Except as otherwise provided for in these Bylaws, any vacancy in any officer of the Chapter may be filled by the Chapter Executive for the unexpired term of such office.

ARTICLE III – MEETINGS
Regular meetings shall be held at such time and place as fixed by resolution of the Chapter Executive and designated in the notice of the meetings.
Special meetings of the members may be called by the Chapter President, Chapter Officers, or upon a written request signed by at least ten percent (other) of the total membership.
Any meeting of the members, whether or not a quorum is present, may be adjourned by a majority of the members present; but in the absence of a quorum, no other business may be transacted at such meetings.
The presence of at least twenty (20) percent of the voting members of the Chapter shall constitute a quorum necessary for the business at all meetings of the members. After a quorum has once been called at any meeting, the withdrawal of members thereafter shall not defeat the quorum.
Each voting member, as defined by the Bylaws, shall be entitled to one (1) single voted on each matter submitted to a vote at a meeting of the members.
Meetings of the Chapter Executive shall be attended by a majority of the Executive in order to conduct business.

ARTICLE IV – OFFICERS
Powers. Subject to the limitations of this Constitution and amendments as to action which shall be authorized or approved by the members, and subject to the duties of Officers as prescribed by the Bylaws; all Chapter powers shall be exercised by or under the authority of, and the conduct and affairs of the Chapter shall be controlled by, the Chapter Executive.
Duties. The duties of the Chapter Executive herein described as Officers shall be:
a)      To confirm appointments made by the Chapter President
b)      To control and manage the Chapter and its property, passing upon acquisitions and disbursements with a vote of a simple majority of the membership, other than allowable operating expenses.
c)      To formulate policies, rules, and regulations in accordance with the Constitution and these Bylaws
d)     To empower the Chapter Treasurer authority to purchase items necessary to conduct the business of the Chapter, without the approval of the membership, not to exceed $ one hundred (100).
e)      Officers. The officers of the Chapter shall be a President, a Vice-President, a Secretary and a Treasurer. Any number of offices may be held by the same person with membership approval.
Subordinate Officers. The Chapter Executive may appoint such other officers as the conduct of the Chapter may require, each of whom shall have authority an perform such duties as are provided in these Bylaws or as the Chapter Executive ay from time to time specify.
Vacancies. Vacancies on the Chapter Executive may be filled by a majority of the remaining officers, although less than a quorum, or by a sole remaining officer. If at any time, by reason of any cause, the Chapter should have no Executive in office, then any Chapter member may apply to the Chapter membership for a decree summarily ordering election. Each officer so elected shall hold office until a successor is elected at a meeting of the members.
Number and Qualification of Officers. The authorized number of officers of the Chapter shall be four (4) until changed by amendment to this Bylaw. Officers must be members in good standing with AAZK, Inc.
Removal and Resignation. Any officer may be removed, either with or without cause, by a majority of the Chapter Executive at the time in office, at any regular or special meeting, or by any officer upon whom such power of removal may be conferred by the Chapter Executive.
Voting. Any voting of the Chapter Executive shall consist of no less than three (3) consenting votes.
President. The President shall be the chief executive officer of the Chapter and shall, subject to the control of the Chapter Executive, have general supervision, direction and control of the conduct and officers of the Chapter. The President shall preside at all meetings of the membership at all meetings of the Chapter Executive. The President shall preside at all meetings of the membership and at all committees, if any, and shall have the general duties and powers as may be prescribed by the Chapter Executive or these Bylaws.
Vice-President. In the absence or disability of the President, the Vice-President shall perform all the duties of the President, and when so acting shall have the powers of, and be subject to all the restrictions upon, the President. The Vice-President shall have such other powers and perform such other duties as from time to time may be prescribed by the Chapter Executive or these Bylaws.
Secretary. The Secretary shall keep, or cause to be kept, a book of minutes at the principal offices or other such place as prescribed by the Chapter Executive, with the time and place of holding meetings, whether regular or special, members present or represented at such meetings, and the proceedings thereof. The Secretary shall keep, or cause to be kept, or cause to be kept, a membership list, showing the names of the members and their addresses, and the number and date of memberships issued; and the date of suspension, termination or resignation of every membership surrendered for cancellation. The Secretary shall have other powers and perform other duties as from time to time may be prescribed by the Chapter Executive or these Bylaws.

Treasurer. The Treasurer shall deposit all monies and other valuables in the name and to the credit of the Chapter with such depositories as may be designated by the Chapter Executive. The Treasurer shall disburse the funds of the Chapter as may be ordered by the Chapter Executive, shall render to the President and Chapter Officers, whenever they request it, an account of all the transactions as Treasurer and of the financial condition of the Chapter, and shall have such other powers and perform other duties as from time to time may be prescribed by the Chapter Executive or these Bylaws.


CONSTITUTIONAL BYLAWS
New York City AAZK Chapter
American Association of Zoo Keepers, Inc.

BYLAWS BY YEAR
2011
Voted “yes” by a quorum at the September 2011 meeting:
OFFICER MID TERM RESIGNATION: If an officer resigns from their position during their term, they cannot run in the mid-term election they resigned from. They will be eligible to run for other positions mid-term and for annual officer elections.
OFFICER ELECTION TIES: In the case of a tie in an officer election, the current officers will make the tie-breaking decision by majority vote.

Voted “yes by a quorum at the November 2011 meeting:
ONLINE VOTING FOR CONSTITUIONAL CHANGES: All changes made to the Bylaws of the Chapter Constitution will be carried out online through the Chapter’s website http://nycaazkmeetingminutes.blogspot.com/p/online-voting.html. Voting will be live for thirty day after the meeting in which the amendment is proposed.
2012
Voted “yes” by an online vote between the December 2011 and January 2012 meetings:
EXPANSION TO ALL FIVE WILDLIFE CONSERVATION SOCIETY FACILITIES: The Chapter will be expanding membership to all five Wildlife Conservation Society facilities and will now include the Bronx Zoo, the Central Park Zoo, the New York Aquarium, the Prospect Park Zoo, and the Queens Zoo.

Voted “yes” by an online vote between the October and November 2012 meetings:
DUES DECREASE: Local Chapter dues will be decreased from $25 per year to $15 per year.

2013
Voted “yes” by an online vote between January and February 2013 meetings:
CHAPTER NAME CHANGE: In order to better reflect the membership of the Chapter, the name of the Chapter will be changed from Bronx Zoo AAZK Chapter to New York City AAZK.

In review for proposal:
2014
Proposed for the March 2014 meeting:
CHAPTER MEMBERSHIP: Any Wildlife Conservation Society animal or education staff member, animal intern, or animal volunteer may become a local member of NYC AAZK so long as they are also a National member as defined by Article I of the Constitution’s Articles of Bylaws. All local NYC AAZK members must also be paid National AAZK members. All local NYC AAZK members must also be paid National AAZK members.
OFFICER ELIGIBILITY: Any Chapter member that is defined by Article I of the Constitution’s Articles of Bylaws and is a full time Wildlife Conservation Society staff member may run for a local officer position. The member may not be a provisional or probationary staff member.