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Bylaws

(As amended October 31, 2018)

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ARTICLE 1. Name


Section 1.01- Name. The name of this organization shall be the National Association of State Boards of Geology (ASBOG®).


ARTICLE 2. Purpose and Objectives

Section 2.01- Purpose and Ovjectives.The purpose and objective of ASBOG® shall be to provide an organization and resource through which Member Boards may act and counsel together to foster and advance common interests and better discharge their responsibilities in administering the practice of geology. ASBOG® shall not be organized for profit.


ARTICLE 3. Membership

Section 3.01- Member Board. A Member Board shall be a State Board, or other legal entity constituted by respective states, territories, and the District of Columbia of the United States of America to administer the practice of geology, which is a member of ASBOG®. Member Boards shall pay dues as set forth in Article 11, Section 11.01 of these Bylaws.

Section 3.01.01- Member. A Member shall be a licensed/registered geologist who is a member or a designated representative of a Member Board.

Section 3.01.02- Associate Member. An Associate Member shall be a designated representative of a Member Board who is not a licensed/registered geologist.

Section 3.01.03- Voting Delegate. A Voting Delegate shall be a Member, Associate Member, or Member-at-Large who is designated by a Member Board to represent that Member Board at Annual or Special Meetings. A Member Board shall have only one Voting Delegate at each Annual or Special Meeting. The roll of Voting Delegates shall be confirmed at the beginning of each Annual or Special Meeting.

Section 3.02- Participating Organization. A Participating Organization shall be a national or international society, institute, association or organization whose membership is composed predominantly of geologists engaged in work at the professional level and whose policies include advancement of professional ethics and standards and encouragement of licensure and which has been invited to join ASBOG® on an annual basis. Participating Organizations shall pay dues as set forth in Article 11, Section 11.01 of these Bylaws.

Section 3.02.01- Participating Member.  A Participating Member shall be a member of a Participating Organization who is designated to represent that organization at meetings of ASBOG®. Participating Members may be members of committees but may not chair committees; they may have the floor in discussions at Annual Meetings, but do not have the privilege of a vote.

Section 3.03- Member-at-Large.  A Member-at-Large shall be a licensed/registered geologist who has formerly been a Member or Participating Member or who has been selected by the Executive Committee.  Members-at-Large shall serve at the pleasure of the Executive Committee. Members-at-Large may be members of committees and may chair committees; they may have the floor in discussions at Annual Meetings, but do not have the privilege of a vote unless they have been designated as a Voting Delegate by a Member Board.

Section 3.04- Withdrawal of Membership.   ASBOG® membership may be withdrawn by giving written notice to the Executive Committee at least six months in advance of the proposed withdrawal date. Withdrawal of membership does not abrogate or abolish in any manner the legal obligation to satisfy any outstanding indebtedness at the time of withdrawal.   In no event shall there be a refund of any previous payments made to ASBOG®.  Reinstatement of membership shall be subject to the provisions of Article 11, Section 11.02 of these Bylaws.

Section 3.05- Termination of Membership.    ASBOG® may terminate membership by providing written notice of at least six months in advance of the next scheduled Annual Meeting. A two-thirds vote at an Annual or Special Meeting shall be required for termination. All Member Boards shall be notified of the pending action. Reinstatement of membership shall be subject to the provisions of Article 11, Section 11.02 of these Bylaws.


ARTICLE 4. Officers

Section 4.01- Officers. The officers of ASBOG® shall be the President, President Elect, Treasurer, Secretary, and Immediate Past President.

Section 4.02- Term of Office. The term of office for each officer shall be for one year, beginning January 1 of each year.

Section 4.02.01-The President Elect, Treasurer, and Secretary shall progressively succeed to the presidency.

Section 4.02.02-The Immediate Past President shall serve for one year immediately following the term as President.

Section 4.02.03- The slate of officers shall be adopted by ASBOG® at each Annual Meeting in a manner prescribed in Article 12, Section 12.02 of these Bylaws. Newly adopted officers shall assume their offices on January 1 following that Annual Meeting.

Section 4.03- Qualifications. Any person who is a citizen of the United States of America and a geologist licensed/registered by a Member Board at the time of nomination is eligible to hold an elective office. A Participating Member who holds an executive office or executive position in a Participating Organization is not eligible to be an executive officer of ASBOG® while holding such office or position in that Participating Organization. An Associate Member is not eligible to be an officer of ASBOG®.

Section 4.04- Vacancies. A vacancy in the office of President shall be passed to the President Elect. All other vacancies, except that of President Elect, shall be filled by appointment by the President.


ARTICLE 5. Duties of Officers

Section 5.01- President. The President shall, when present, preside at all meetings and shall present to ASBOG® Members at the Annual Meeting a report of ASBOG® activities since the last Annual Meeting. The President shall be a non-voting member of the Nominations Committee and an ex officio member of all other committees and shall perform all other duties ordinarily pertaining to the office of President.

Section 5.02- 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 committee chairpersons and Special Committees.

Section 5.03- 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 5.04- 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 5.05- 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 5.06- 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.


ARTICLE 6. Staff

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

Section 6.02- Executive Director.   The Executive Director selected and contracted by the Executive Committee shall conduct the daily business of ASBOG® at the direction of the President.


ARTICLE 7. Executive Committee

Section 7.01-  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, Treasurer, Secretary, 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.

Section 7.02-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®. Decisions of the Executive Committee shall be made by a majority vote of the officers present and voting. The Executive Committee shall not be authorized to make expenditures in excess of ASBOG’s® annual income and general reserves.

Executive Committee meetings may be called by the President, or upon request in writing by a majority of the Executive Committee members, or upon request in writing by a majority of Member Boards directed to the President, who shall call such a meeting within thirty 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.


ARTICLE 8. Meetings

Section 8.01- Annual Meetings.  The Annual Meeting shall be held at the time and place selected by the Executive Committee and announced at the preceding Annual Meeting. The Executive Director shall send a proposed agenda to each Member Board at least sixty days prior to each Annual Meeting.

Section 8.02- Quorum.  A quorum for the transaction of business at Annual Meetings of ASBOG® shall be Voting Delegates from a majority of Member Boards.

Section 8.03- 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 of officers
  • Adjournment

Section 8.04- Special Meetings.  Special Meetings may be called by the President or the Executive Committee. In calling a Special Meeting, the Executive Director shall, either at the instruction of the President or the Executive Committee, 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 8.05- Rules of Order.  ASBOG® shall be governed by the current edition of Robert’s Rules of Order Newly Revised, when not in conflict with these Bylaws, or the South Carolina Nonprofit Corporation Act.


ARTICLE 9. Committees

Section 9.01- Standing Committees.  The Standing Committees of ASBOG® shall be the following:

  • Committee on Bylaws
  • Committee on Ethics
  • Committee on Examinations
  • Committee on Finances
  • Committee on International Relations
  • Committee on Nominations
  • Committee on Outreach and Uniform Procedures
  • Committee for Organizational Development

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

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

Members, Participating Members, and Members-at-Large 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 recommendations to the floor at the Annual Meeting or a Special Meeting.

Section 9.02- 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 9.03- Duties. The duties of the Standing and Special Committees shall be charged by the President and approved by the Executive Committee prior to the commencement of activities.

Section 9.04- Funding.  All funding of activities conducted by committees must be authorized by the Executive Committee prior to any expenditures.


ARTICLE 10. Finances

Section 10.01- 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 by a simple majority vote of the seated Voting Delegates.

Section 10.02- 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 10.03- 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 10.04- Quarterly Financial Reports. Financial Reports shall be made at not less than quarterly intervals by the Executive Director to the Executive Committee.

Section 10.05- Annual Financial Reports. The Annual Financial Reports, to include an 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 shall require a simple majority vote by the seated Voting Delegates. Any review or audit shall be conducted and reported in accordance with generally accepted accounting principles.

Section 10.06- 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.


ARTICLE 11. Dues and Fees

Section 11.01- Dues and Fees.  Membership dues for Member Boards and Participating Organizations, as well as all other fees, shall be determined by the Executive Committee consistent with Section 10.01 of these Bylaws. Dues and fee changes shall be adopted at Annual Meetings by a simple majority vote of the seated Voting Delegates.

Section 11.02- Inactive Status.  Any Member Board or Participating Organization that is in arrears in dues or fees shall be placed in Inactive Status and shall not be in good standing.

Reinstatement to active status, and to all rights and privileges thereto, may require payment of all dues and fees in arrears, plus those that have accrued during the Inactive Status period


ARTICLE 12. Selection of New Officers

Section 12.01- Nominations.  The Immediate Past President shall chair the Committee on Nominations and shall select two active Past Presidents and two licensed/registered Members, as defined in Section 3.01.01 of these Bylaws, to serve as members of the committee.  No two members of the Committee shall be Members of the same Member Board. The Committee on Nominations shall initiate a call for nominations for Secretary in the spring of each year.  The Committee on Nominations shall make its recommendation for Secretary and any other position left vacant by interruption of Executive Committee member succession, and present the full slate of ASBOG® officers to the Executive Committee.  Nominations from the floor at the Annual Meeting shall not be in order.  The slate of officers as presented shall be adopted at each Annual Meeting.

Section 12.02- Voting. The slate of officers as presented shall be adopted at each Annual Meeting by a simple majority vote of the delegates present and voting.


ARTICLE 13. Proxy Votes

Section 13.01- Proxy Votes. Member Board proxy votes must be submitted in writing on an official ASBOG® form as provided for by the Executive Committee.

Section 13.02- Provision. All proxies shall be confirmed at the beginning of each Annual Meeting.


ARTICLE 14. Amendments

Section 14.01- Amendments. These Bylaws may be amended or suspended at any Annual Meeting by an affirmative vote of two-thirds of the seated Voting Delegates.  Proposed amendments to these Bylaws shall be sent in writing to Member Boards at least ninety days prior to the Annual Meeting at which the proposed amendments are to be considered.  Voting shall be by Article and Section. .

Section 14.02- Effective Date of Amendments. Any amendment to these Bylaws shall become effective immediately upon its  adoption.


Last Updated: June 14, 2019