BYLAWS

As Amended - November 3, 2012

ASBOGlogowR

[ Charter ]

Part 1............Objectives
Part 2............Meetings
Part 3............Executive Committee
Part 4............Duties of the Officers
Part 5............Committees

Part 6............Administrative Services
Part 7............Finances
Part 8............Dues and Fees
Part 9............Adoption of Slate of Officers
Part 10..........Amendments

Part 1. Objectives

Section 1.01 -- Objectives. The National Association of State Boards of Geology (ASBOG^®) provides an organization to promote, foster, and advance the common interests and purposes of the Member Boards as well as to provide a forum for the exchange of information and obtaining assistance in discharging responsibilities of such Member Boards.

Part 2. Meetings

Section 2.01 -- Annual Meetings. The Annual Meeting shall be held at the time and place selected by the Executive Committee and announced at a preceding Annual Meeting. The Executive Director shall send a proposed agenda to each Member Board at least sixty (60) days prior to each Annual Meeting.

Section 2.02 -- Quorum. A quorum for the transaction of business at Annual Meetings of ASBOG^® shall be Voting Delegates from a majority of Member Boards.

Section 2.03 -- Special Meetings. Special Meetings may be called by the President or the Executive Committee. In calling a Special Meeting, the Executive Director, either at the instruction of the President or the Executive Committee, shall send a notice to all Member Boards at least sixty days in advance of the Special Meeting. The notice must state the time, date, and location of the Special Meeting. Additionally, the notice must state the purpose of the Special Meeting. The Bylaws relative to procedure and conduct of business at the Annual Meeting shall apply for Special Meetings.

Section 2.04 -- Order of Business. The order of business for Annual Meetings shall include:

Meeting called to order by the President or other presiding officer

Confirmation of Voting Delegates and Proxies

Verification by the Executive Director that a quorum of the Member Boards is present

President's report

Secretary's report: Approval of Minutes of preceding Annual Meeting

Treasurer's report

Executive Director's report

Membership reports

Unfinished business

New business

Committee reports

Resolutions

Announcement of next meeting place and time

Adoption of slate officers

Adjournment

Section 2.05 -- Rules of Order. ASBOG^® shall be governed by the current edition of Robert's Rules of Order Newly Revised, when not in conflict with the Charter or these Bylaws, or the South Carolina Nonprofit Corporation Act..

Part 3. Executive Committee

Section 3.01 -- Executive Committee. The general business of ASBOG^® shall be conducted by the Executive Committee. The Executive Committee shall be composed of the President, President Elect, Secretary, Treasurer, Immediate Past President, and Executive Director. A quorum for the transaction of general business shall be a majority of the officers.

The Executive Director shall be a non-voting member of the Executive Committee and is responsible for the day-to-day operation of ASBOG^® at the direction of the President.

Section 3.02 -- Duties of the Executive Committee. The Executive Committee shall authorize all expenditures of ASBOG^®, set qualifications for membership on committees, and recommend the policies of ASBOG^®. The Executive Committee shall not be authorized to make expenditures in excess of ASBOG^®'s annual income and general reserves.

Decisions of the Executive Committee shall be made by a majority vote of the officers present. Executive Committee meetings may be called by the President, or upon request in writing by a majority of the Executive Committee members, or in writing by a majority of Member Boards directed to the President, who shall call such a meeting within thirty (30) days after receipt of such request.

Committee meetings (Executive, Standing, and Special) may be conducted by electronic means using equipment allowing simultaneous aural communications between participants in the meeting.

Part 4. Duties of the Officers

Section 4.01 -- President. The President shall, when present, preside at all meetings and shall present to ASBOG^® at the Annual Meeting a report of the activities during the term of office. The President shall be an ex officio member of all committees and shall perform all other duties ordinarily pertaining to the office of President.

Section 4.02 -- President-Elect. The President-Elect shall, in the absence of the President, exercise the duties of and possess all the powers of the President, including the appointment of committees.

Section 4.03 -- Secretary. The Secretary shall, under the direction of the President, be the official recorder of the minutes for all meetings of the Executive Committee and for the Annual Meeting, and any Special Meetings.

Section 4.04 -- Treasurer. The Treasurer shall, under the direction of the President and the Executive Committee, oversee the financial operation of ASBOG^®. The Treasurer shall submit an Annual Financial Report at each Annual Meeting. The Treasurer shall serve as an ex officio member of the Committee on Finances.

Section 4.05 -- Immediate Past President. The Immediate Past President shall exercise the duties of, and possess all the powers of, the President when both the President and President Elect are absent and shall chair the Committee on Nominations.

Section 4.06 -- Recovery of Expenses. With prior approval of the President, the Executive Committee shall be reimbursed for actual travel and subsistence expenses while traveling on ASBOG^® business.

Part 5. Committees of ASBOG^®

Section 5.01 -- Standing Committees. The Standing Committees of ASBOG^® shall be the following:

• Committee on Academic Assessment

Committee on Charter and Bylaws

• Committee on Ethics

• Committee on Examinations and the Council of Examiners

• Committee on Finances

• Committee on International Relations

• Committee on Nominations

• Committee on Public Relations

• Committee for Strategic Planning

• Committee on Uniform Procedures

Other Standing Committees may be created by a two-thirds vote at an Annual Meeting or Special Meeting.

Chairpersons of all Standing Committees shall be appointed by the President and report to the President. Only ASBOG^® Members shall chair Standing Committees. A Standing Committee chairperson's appointment shall be at the discretion of the President.

Members, Associate Members, Affiliate Members, and International Members, shall be eligible to serve on any Standing Committee. All Standing Committees shall submit written and oral reports at the Annual Meeting, summarizing their activities and making recommendations. All items requiring action at the Annual Meeting shall be first transmitted to the Executive Committee at its quarterly meeting immediately prior to the Annual Meeting for review and concurrence before the committee brings the recommendation to the floor at the Annual Meeting or a Special Meeting.

The duties of the Standing Committees shall be charged by the President and approved by the Executive Committee prior to commencement of activities.

Section 5.02 -- Special Committees. Special Committees may be appointed by the President. The chairperson of a Special Committee shall report to the President. Special Committees shall be limited to a life of no more than two years, unless exceptions are approved by the Executive Committee.

Section 5.03 -- Funding. All funding of activities conducted by committees must be authorized by the Executive Committee prior to any expenditures.

Part 6. Administrative Services

Section 6.01 -- ASBOG^® Administrative Services. ASBOG^® shall contract for the services of an Executive Director and other support staff authorized by the Executive Committee.

Part 7. Finances

Section 7.01 -- Budget Preparation. A budget projection covering the two fiscal years succeeding the Annual Meeting shall be prepared each year by the Treasurer and submitted to the Executive Committee which shall review, accept or amend, and approve such submission. The fiscal year shall begin January 1 and extend through December 31. This two-year budget projection shall be adopted at Annual Meetings.

Section 7.02 -- Budget Format. The budget shall be prepared in a chart-of-accounts format, identifying all significant items of income and expense of ASBOG^® so that conformance with, or deviation from, such budget may be readily compared.

Section 7.03 -- Accounting Procedures. A system of accounting shall be followed using the same chart-of-accounts format that was used preparing the budget so that income and expenses may be readily compared.

Section 7.04 -- Quarterly Financial Reports. Financial Reports shall be made at not less than quarterly intervals by the Executive Director to the Executive Committee.

Section 7.05 -- Annual Financial Reports. The Annual Financial Reports, to include the Independent Accountant's Agreed-Upon Procedures Report, shall be presented at each Annual Meeting and ratified by a simple majority vote of the seated Voting Delegates. If it is determined that there is a need for an independent review, or audit, by a certified public accountant, such determination will require a simple majority vote by the seated Voting Delegates. Any review or audit shall be conducted according to generally accepted accounting principles and reported in the usual format.

Section 7.06 -- Funds. All funds of ASBOG^® shall be deposited to an account or accounts in banks or other financial institutions insured by an agency of the Federal government or invested in Federal government securities. Surplus funds shall be invested or deposited to draw interest, subject to restrictions dictated by ASBOG^®'s non-profit status.

Part 8. Dues and Fees

Section 8.01 -- Dues and Fees. Membership dues for Member Boards and Associate Member Boards, and fees for Affiliate Organization Members and International Organization Members as well as all other fees shall be determined by the Executive Committee consistent with Section 7.01 of the Bylaws. Dues and fee changes shall be adopted at Annual Meetings.