The Constitution and Rules of the Society

The Constitution

(including amendments ratified at the Annual General Meetings of 1981, 1986, 1988, 1995, 1998, 2000, 2001, 2003 and at the Extraordinary General Meeting of 2007).

Article 1. Name.

The name of the organisation shall be “The Micropalaeontological Society”, abbreviated to TMS.

Article 2. Aims and Objectives.

The object of the Society shall be the advancement of the education of the public in the study of Micropalaeontology.

In furtherance of the above object but not further or otherwise the Society shall have the following powers:

a. to undertake research in all subjects related to Micropalaeontology and to publish the useful results of such research.

b. to arrange and provide for or join in arranging and providing for the holding of meetings and lectures both nationally and internationally

c. to procure to be written and print, publish issue and circulate gratuitously or otherwise any reports, periodicals, books pamphlets, leaflets or other documents.

d. to maintain a Directory of Micropalaeontologists.

e. to procure and provide information on matters relating to the subject of Micropalaeontology.

Article 3. Rules.

The Society shall establish Rules concerning the organisation and the procedures to be followed. A copy of these Rules shall be sent to each member.

Article 4. Membership.

Membership of the Society shall be open to all persons and organisations engaged or actively interested in the Science of Micropalaeontology. The Society shall be organized and operated exclusively for scientific and educational purposes and not for profit. Four types of membership shall be available: Individual, Student, Retired and Institutional/Library. Honorary Membership will be offered, at the discretion of the committee to those individuals, who have made an outstanding and sustained contribution to the Society. Honorary Members receive all the benefits of normal membership of the Society free of charge for life. There is no limit to the number of Honorary Members at any one time.

Article 5. Main Committee.

The business of the Society shall be conducted by a Main Committee consisting of a President, a Secretary, a Treasurer, a Journal Editor, a Special Publications Editor, a Publicity Officer, a Webmaster and elected representatives from each of the specialist groups. The number of representatives from the Specialist Groups shall normally be two per group, one of whom shall attend each committee meeting. Additional representatives can be co-opted at the discretion of the Main Committee. Representatives from other societies and Associations may also be co-opted to serve on the Main Committee at the discretion of the members of the Main Committee.

Article 6. Amendment of the Constitution.

The Constitution of the Society can be amended only at a General Meeting by ballot amongst those members present and by a two thirds majority of the votes cast, provided no alteration shall be made to Article 2, this Article or Article 7 without the prior permission of the Charity Commissioners for England and Wales and no alteration shall be made which would cause the Society to be a charity at law.

Article 7. Dissolution.

The Society shall be dissolved only by a postal ballot amongst the entire membership of the Society and by two thirds majority of the votes cast.

Upon dissolution the Main Committee shall distribute any assets remaining after the satisfaction of all debts and liabilities to some charitable institution or institutions having objects similar to those of the Society.

The Rules

1. Membership.

i) Membership of the Society shall be open to all persons and organisations engaged in or actively interested in the study of Micropalaeontology.

ii) Membership may be terminated by resignation in writing to the Secretary of the Society.

iii) Any member whose annual dues are more than one year in arrears shall be deemed to have resigned, unless otherwise decided by the Main Committee of the Society.

2. Officers and Ordinary Members of the Main Committee.

i) The President shall preside at all meetings of the Society and its Main Committee and shall rule on all questions of procedure that may arise. The President may appoint ad-hoc committees at his/her discretion.

ii) The Secretary shall maintain the records of the Society and prepare minutes of its Main Committee and shall call meetings of the Society and its Main Committee as provided for in the Rules. He/she shall be responsible for all the secretarial duties required by the activities of the Society.

iii) The Treasurer shall collect and disburse the funds of the Society and shall be responsible for its accounts. The accounts should be balanced at the end of each year and shall be audited by a member of the Society who is not a member of the Main Committee.

iv) The number of members serving at any one time on the Main Committee shall not be rigidly limited. Additional members may be co-opted at the discretion of the Main Committee.

v) All members of the Society are eligible for election as members of the Main Committee.

3. Terms of Office.

i) The mandate of Main committee members officially commences at the end of the Annual General Meeting (AGM) at which they are elected.

ii) The President shall be elected to serve for a period of three years and shall not normally be eligible for a second consecutive term of office.

iii) The Secretary, Treasurer, Journal Editor, Newsletter Editor, Special Publications Editor, Publicity Officer and Webmaster shall be elected initially for three year terms of office but may be re-elected for a second term of office in those positions. After two consecutive terms of office they shall only be eligible for re-election by a special resolution of the Society at the AGM.

iv) Other members of the Main Committee shall be elected for a two year term of office, and shall be eligible for a second term of office in that position. After two terms of office they shall not normally be eligible for re-election as ordinary members of the Main Committee. They remain eligible for election as officers of the Society.

4. Nominations and Elections.

i) All nominations for election to the Main committee should be proposed and seconded by members of the Society. Nominations shall, when any position is due to become vacant, be made to the Secretary, at least one month before the date of the AGM at which the election will be held. Nominations for any vacancy of representatives of the Specialist Groups shall be made through the Chair of that group to the Secretary, at least one month before the AGM.

ii) A list of all candidates for election shall be issued by the Secretary in the form of a postal and/or electronic ballot four weeks before the AGM. Postal ballot forms must be returned to the Secretary by post before the meeting (or be handed in prior to the start of the AGM). In the case of postal votes, the ballot papers should be placed in a sealed envelope and forwarded to the Secretary in order that these votes can be opened at the AGM. In the case of electronic votes, the ballot papers should be mailed to the Secretary for receipt up until midnight of the day prior to the AGM.

iii) The Main Committee shall have the power to fill any vacancy occurring for any reason on the Main Committee for the unexpired part of the term of office. Members so appointed shall be eligible for election to the Main Committee at the next AGM.

5. Meetings and Management between Meetings.

i) The society shall hold an AGM at which the business affairs of the Society shall be transacted. The AGM will be held at a time and place set by the Main Committee.

ii) An Extraordinary General Meeting (EGM) to transact business of the Society may be called by the Main Committee at any time. Such a meeting may also be called if the President received a request for such a meeting from any group of at least ten members.

iii) All members of the Society shall be informed of the time, place and agenda of any AGM or EGM not later than three weeks before it is to be held.

iv) Additional items may only be added to the Agenda of that meeting with the approval of those members present at the meeting.

v) At meetings of the Society, each member present shall have one vote; in the event of a tie, the Chair of the Meeting shall have the casting vote on all matters relating to the work and activities of the Society.

vi) At meetings of the Main Committee a simple majority of the membership of the committee shall constitute a quorum. At the AGM, 10% of the current membership of the Society shall constitute a quorum.

vii) The Main Committee may at any time call specialized scientific meetings in addition to the General Assemblies.

viii) The Main Committee shall be responsible for managing the business of the Society between the AGMs. The Main committee shall present to the AGM at the expiry of its term of office a general report on the activities of the Society.

6. Membership Fees.

i) The annual membership fees shall be determined at the AGM by the General Assembly. Any change in the rates of annual subscriptions shall be determined at the AGM by a majority vote of those members present at the meeting.

ii) The financial year of the Society shall normally coincide with the calendar year. Subscriptions to the Society shall be due on January 1st of each year.

iii) The society shall participate in the Direct Debiting scheme as an originator for the purposes of collecting subscriptions for any class of membership and/or any other amounts due to the Society.

iv) Additional levies may be made from time to time by particular specialist groups to cover the costs of their particular activities.

7. Postal and/or Electronic Ballots.

In the case of matters which must be decided by Postal and/or Electronic ballot (4,ii), the Secretary shall send ballot papers to all members of the Society. The closing date for the ballot will either be stated clearly on the ballot paper or will coincide with the holding of a general meeting of the Society.

8. Amendments of Rules.

Amendments to the Rules of the Society may be proposed by the Main Committee or by individual members of the Society through the President. Amendments will be confirmed at a General Meeting following the receipt of a two thirds majority during a Postal and/or Electronic ballot.