The Technical Society of Knoxville's proposed changes in italics:
Constitution
ARTICLE I
Name, Location and Object
Section 1. The name of this association shall be THE TECHNICAL SOCIETY OF KNOXVILLE, abbreviated TSK.
Section 2. The location of the Society shall be in the City of Knoxville, Tennessee, and the place for meetings and the transaction of business shall be selected by the Board of Directors.
Section 3. The Purpose of this Society shall be as follows:
a) To promote the advancement of the technical and allied arts and sciences or their branches
b) To unite, in an educational manner for their mutual welfare, the engineers, scientists, and other persons engaged or interested in the technical professions, arts and sciences within the City of Knoxville and vicinity.
c) To aid in an educational manner, the public in the solution of civic problems involvingengineering or scientific matters, and to encourage research in and investigations of such problems of public interest; to provide means of service, publications, and instructions on subjects tending to improve or increase the technical skill and social usefulness of persons engaged in technical or scientific pursuits or other allied activities; and to promote facilities for mutual contact and discussion.
d) To do all things incidental to the foregoing or for the professional improvement, social intercourse, and maintenance of high professional standards of its members.
Section 4. The means to be employed for this purpose shall be the holding of meetings of the Society for the consideration of matters affecting the welfare of its members; for the presentations and discussion of topics of interest and the reports of committees; for promoting social and professional gatherings; and for the examination and study of achievements and subjects of scientific and technical knowledge.
ARTICLE II
Membership
Section 1. Classes of membership in this Society shall be Members and Honorary Members.
Sections 2. Members shall be persons now or formerly engaged in the pursuit of engineering, architecture, physics, chemistry biosciences, earth sciences, or allied arts and sciences in a broad sense, such as economics, urban and industrial development, information science . At the time of application for membership, a prospective member shall have graduated from an accredited school of engineering, architecture, or science; and shall have had at least four years’ active practice or equivalent professional experience in his field. Membership in leading national engineering, technical, or scientific societies shall be recognized as a satisfactory professional qualification.
Section 3. Honorary Members shall be persons who, as members, have made outstanding contributions to the Society and who have achieved reasonable eminence in engineering, architecture, physics, chemistry, or allied arts and sciences. The number of Honorary Members living in the Knoxville area shall not exceed five percent of the total membership of the Society, including Honorary Members, on January 1 of the current year.
Section 4. Teaching engineering or science in accredited schools shall be held equivalent to an equal number of years of active practice.
Section 5. Rights and privileges for all grades of membership shall be equal except that only members in good standing shall have the right to vote and hold office in the Society.
ARTICLE III
Admissions and Expulsions
Sections 1. Application for Membership shall be made in such form as may be prescribed by the Board of Directors and shall include a concise statement, with dates, of the applicant’s professional training and experience, reference to at least three members in good standing who are personally acquainted with the applicant, and a pledge to conform with the requirements of Membership if elected. The application shall be signed by the applicant.
Section 2. Honorary Members shall be elected by a majority of the members of the Board of Directors. Announcement and presentation of new Honorary Members shall be made at the discretion of the Board of Directors, preferably at the next Annual Meeting of the Society.
Section 3. Election of Members shall be made by the Board of Directors in accordance with the following procedure:
(a) the applicant submits an application. The Board of Directors decides on the applicant’s suitability by majority vote.
(b) not less than seven days after such publication the Board of Directors shall act upon the application and shall give due consideration to any report from any member. Two negative votes in the Board of Directors shall reject the applicant.
(b) After an applicant is approved for Membership by the Board of Directors, the Secretary shall notify the applicant thereof; but the applicant shall not become a Member until the current dues are paid within thirty days after such notification.
(c) on satisfactory completion of membership requirements, the applicant’s name and brief qualifications shall be announced at the next meeting and published in the Soupçon.
Section 4. Resignation of any member from the Society shall be communicated in writing to the Secretary. The Board of Directors shall not accept such resignation until all indebtedness to the Society shall have been satisfactorily discharged or excused by the Board of Directors.
Section 5. Expulsion of any member or a request for resignation, for reason other than delinquency in payment of dues, shall require affirmative vote by five members of the Board of Directors, and if such action is taken, the Secretary shall formally notify the said member. The Board shall consider such action upon written request of ten members.
ARTICLE IV
Dues
Section 1. Annual dues of Members shall be determined by the Board of Directors, subject to ratification by the membership, and shall be payable the first Monday after January 1. A one-time fee for a name badge and a TSK label pin is levied for new members at the discretion of the Board of Directors. Honorary Members shall not be required to pay any dues or assessments.
Section 2. Fractional dues for the current years shall be charged to any person elected to membership after March 31 of that year. Percentages of dues for new members shall be assessed as follows:
January through March: 100 %
April through June: 80 %
July through September: 60 %
October through November: 40 %
December: dues for next year.
The annual dues shall cover the calendar year and be payable starting January 1st for current members, and at the time of admission for new members.
Section 3. Arrears in dues on the part of any Member after April 30 shall automatically suspend the member’s good standing until such dues have been paid, unless payment is excused or the time of payment is extended by the Board of Directors. The treasurer shall notify in writing, before November 30 of each year, each member whose dues were in arrears on October 31 of that year. Mailing of the Soupçon to the suspended member will cease after that date. Arrears in dues on the part of any Member after December 31 shall automatically terminate membership in the Society unless the Board of Directors takes action to the contrary. The name will be removed from the following yearbook’s membership register.
Section 4. Extension of time for payment of dues and for the application of any penalty shall be at the discretion of the Board of Directors. The Board may also, for sufficient cause, temporarily excuse from the payment of annual dues any Member who for any good reason is unable to pay dues.
ARTICLE V
Officers
Section 1. Officers of the Society shall be a President, a First Vice-President, who shall also be President-Elect except as provided in Article VI, Section 5, a Second Vice-President, two Directors, the last Past-President who retains membership in the Society, and a Secretary and a Treasurer. These eight officers shall constitute the Board of Directors, in which the government of the Society shall be vested, and they shall be the Trustees of the Society under the laws of the State of Tennessee. A majority of the Board of Directors shall constitute a quorum. The Secretary and the Treasurer shall be appointed annually by the Board of Directors. It is possible for one person to cumulate these two responsibilities. All other officers shall be members of the Society duly elected to office.
Section 2. The President shall have the general supervision of the affairs of the Society and shall preside at the meetings of the Society and of the Board of Directors. The President shall have power to appoint all committees and shall be ex-officio member of all standing committees.
Section 3. The Vice-President, in the order of seniority, shall preside at the meeting in the absence of the President, and shall assume and discharge all duties thereof. The First Vice-President, assisted by the Second Vice-President, shall have the supervision of the programs presented at the weekly meetings; he/she may select monthly program chairpersons who shall have the responsibility of inviting speakers, obtaining the titles and subjects of their presentations, indicating whether or not the programs qualify for Professional Development Hour credit, forwarding the previous information to the Secretary in time for publication in the Soupçon and diffusion to the media, and verifying the availability of any equipment needed.
Section 4. The Directors shall be members who have shown an interest in the affairs of the Society and attended regularly the meetings over the preceding years. They shall make a diligent effort to attend all Board meetings. Their terms shall be limited to four years.
Section 5. The Secretary and the Treasurer shall if possible attend all meetings of the Society and of the Board of Directors. The Secretary/Treasurer or a person designated by the Board of Directors shall preserve true minutes of the proceedings of all such meetings. The Secretary/Treasurer shall keep a record of all ballots canvassed; he/she shall give all notices required by the Constitution or by resolution; he/she shall perform such other duties as may from time to time be assigned to him/her by the Board of Directors.
Section 6. The Secretary /Treasurer shall have custody of all funds and securities, and shall keep in books belonging to the Society, a full and accurate account of all receipts and disbursements. He/she shall receive all money paid into the Society, shall deposit or invest said money in the name of the Technical Society of Knoxville, and shall take proper vouchers for and make all disbursements as may be ordered by the Board of Directors. He/she shall make a diligent effort to collect all money due the Society. He/she shall render to the Board of Directors at its regular meetings, and whenever requested by it, an account of all his transactions as Treasurer and of the financial condition of the Society; he/she shall also furnish, whenever requested, a statement of receipts and expenditures to the Board of Directors and shall present annually to the Board of Directors a balance sheet of the TSK’s books as of December 31.
Section 7. The Board of Directors shall manage the affairs of the Society in conformity with the laws and rules under which it was organized and the provisions of this Constitution. The Board shall hold regular meetings once a month whenever necessary, but at least twice a year to pass upon applications and questions of membership, to properly approve bills for payment, to direct the policies and generally conduct the business of the Society and shall adopt such rules as may be necessary to transact its business under this Constitution. At least once in each calendar year, the Board shall render a report to the Society giving information on the status of Society affairs. The Board shall have power to fill vacancies that may occur except in the offices of President and First Vice-President.
ARTICLE VI
Election of Officers
Section 1. At the first regular meeting in October, the President shall appoint a Nominating Committee of five members, whose duties shall be to nominate members for the offices of President-Elect who shall also be the First Vice-President, Second Vice-President, and two Directors. Only members shall be appointed to the Nominating Committee who, in the opinion of the President, have shown an active interest in the Society. The Nominating Committee shall not nominate a member for any office without first having obtained the consent of that member, nor shall it nominate the same member for more than one office. At the first regular meeting in November, the Nominating Committee shall submit to the Secretary a list of the nominations, and the Secretary shall thereupon announce the nominees. No officer of the Society shall be eligible to a place on the Nominating Committee, nor shall a committee nominate any of its own members to any office. At the next two regular meetings, any group or groups of five or more members in good standing may nominate, in writing, other members for any or all offices.
Section 2. The President of the Society, after having served in office for a full term shall not be eligible for immediate re-election. The First Vice-President, who shall also be President-Elect, shall accede to the office of President upon expiration of the President’s term.
Section 3. If no nominations are received in addition to those named by the Nominating Committee, the President shall declare the nominations closed and shall conduct an election of officers by voice vote. If additional nominations are received by the third regular meeting after the first regular meeting in November, ballots shall be prepared by the Secretary for voting at the next regular meeting. The ballots shall bear the names of members nominated for each office and shall provide a blank space so that members may vote for other qualified candidates by writing in the name of such persons. Ballots shall be distributed, at the next regular meeting, to all attending members in good standing, shall be cast during the meeting, and shall be opened and canvassed immediately by tellers appointed by the President. Majority of the ballots cast shall elect to any office. In the election of Directors, if more than two receive a vote greater than a majority of the ballots cast, the two receiving the most votes shall be elected. In case no one receives a majority for a certain office, a runoff election shall be held immediately between the two candidates receiving the largest number of votes cast for that office. No member shall hold more than one office in the Society at any one time., except the positions of First Vice-President and President-Elect.
Section 4. At the first meeting in December following the conclusion of the balloting and election process, the newly elected officers shall be announced and shall assume their respective office in January following the Annual Meeting installation.
Section 5. The term of office of all offices shall be for one year, except for the Directors, the Secretary and the Treasurer. The retiring President shall automatically hold over as a member of the Board of Directors for the succeeding year. The term of each officer shall begin on the first Monday after January 1 following his election, when he shall assume office, and shall continue for the period above mentioned or until his successor is duly elected.
Section 6. Vacancy in the office of President or First Vice-President shall be filled by the First or Second Vice-President, respectively, and a new Second Vice-President shall be elected not by majority vote of the Board of Directors. In such event, the new First Vice-President shall not be deemed to be the President-Elect, and both a President and a President-Elect shall be chosen in the next election.
ARTICLE VII
Committees
Section 1. Appointment of standing committees shall be made by the President at the first regular meeting of the Board in January. These shall be Attendance & Membership, Program & Annual Meeting, Finance, Public Relations, Meeting Room, Soupçon, Yearbook & Directory, and Budget Committees. The President shall also appoint from time to time, with the approval of the Board of Directors, special committees to report on subjects of technical or public interest, or of special interest to the Society.
Section 2. The Board of Directors shall investigate the eligibility of applicants for membership in the Society, and shall also perform such other duties as may be deemed necessary by the majority of the Board for fostering and promoting membership in and the goals of the Society consistent with this Constitution.
Section 3. The Program Committee shall provide programs for all meetings of the Society, and the outgoing committee shall be responsible for the program for the annual meeting. The Program Committee shall have the power to appoint subcommittees from among the members of the Society to take charge of such special entertainments or social activities as the Society may elect to hold. The First Vice-President may appoint a Program Committee to assist him/her in the scheduling of the programs.
Section 4. The Board of Directors shall audit the accounts of the Treasurer at least once each year, and shall have supervision of the financial affairs of the Society. A financial report shall be published annually.
Section 5. The Program Committee shall keep the members of the Society informed of Society activities, and shall provide the program to be published in the Society’s publication, THE TECHNICAL SOUPÇON, and its annual publication, the Year Book. The SOUPÇON will be prepared and posted on the website before the beginning of each month distributed monthly by the Secretary. A few printed copies of the current Soupçon will be brought to the meetings by the Secretary and given to the speaker and the visitors, and made available to members present. The Yearbook/Directory will be prepared by the Program Committee Secretary under the direction of the President.
Section 6. The Public Relations Committee shall endeavor to keep the general public informed of the activities of the Society, shall bring to the attention of the Society any matters of public or technical interest, and shall represent the Society in its contacts with civic, public, or private organizations within the vicinity of Knoxville. Special committees for specific purposes, such as liaison with civic, public, or private organizations within the vicinity of Knoxville shall be nominated and authorized by the Board of Directors. The Committee shall be responsible for notifying the news media about programs.
Section 7. The Attendance Committee shall endeavor, by means of personal contacts, special announcements, or any other methods that they may devise, to increase attendance at the regular and special meetings of the Society.
Section 8. The Meeting Room Committee shall make arrangements for a regular meeting place and shall register any complaint of the membership as to food, service, lighting, ventilation, or any other complaint about the place of meeting. The Committee shall also at the direction of the President arrange for necessary decorations and service for special meetings. The cost of meals shall be determined by the Meeting Committee which shall include the meal, gratuity, and meeting place cost. The cost shall be reviewed by the Treasurer and recommended to the Board of Directors for approval.
ARTICLE VIII
Meetings
Section 1. Regular meetings of the Society shall be held each Monday, from 11:45 am to 1 pm, unless canceled or changed by the Board of Directors. The Board of Directors shall have power to change the time and place of any or all regular meetings and to call such special meetings at any time as may be deemed advisable.
Section 2. The Annual Meeting shall be held during January on a date approved by the outgoing President, at which time the annual reports of officers and committees of the preceding year shall be presented and other business may be transacted.
Section 3. A quorum for the transaction of business at any meeting shall consist of at least fifteen percent of the number of members eligible to vote. No business other than that mentioned in the call shall be transacted at any special meeting.
Section 4. The order of business to be observed at any meeting shall be determined by the Board of Directors, and such order of business shall not be suspended except by a majority vote of the members present.
Section 5. A resolution or motion concerning other than the internal affairs of the Society shall be out of order at a meeting of the Society unless submission shall have been approved by the Board of Directors, or a copy thereof shall have been in the possession of the President or the Secretary for at least three days.
ARTICLE IX
Amendments
Section 1. Any proposed amendments to this Constitution must be submitted in writing, signed by not less than five members eligible to vote, and shall be filed with the Secretary, who shall read the same to the Society at the next meeting. Not less than two weeks’ notice of the proposed
amendments shall then be given, and the President shall set the date of meeting at which the amendments will be voted on. A two-thirds affirmative vote of all members present shall be necessary for the adoption of the proposed amendments.
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