New England Nursery Association, Inc.
Bylaws
Article I
| Article II | Article III
| Article IV
Article V | Article VI |
Article VII | Article VIII
| Article IX
Name
Section 1. The name of this Association shall be: The New England
Nursery Association, Inc.
Section 2. The location of the principal
office shall be as determined by vote of the Executive Committee.
Section 3. The Corporate Seal shall be circular
in form and have inscribed thereon the name of the Association and
the year of its incorporation.
Territory
Section 1. This Association shall operate in the territory
covered by the States of Connecticut, Rhode Island, Massachusetts,
Maine, New Hampshire, and Vermont.
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Objects
Section 1. The objects of this Association shall be:
A. To provide a medium, in which the members of the nursery
industry in New England may assemble to discuss and take suitable
action on all matters affecting their mutual interest.
B. To promote the nursery industry in every needful and proper
way through close cooperation with the American Association of
Nurserymen (A.A.N.) and with State and local nursery organizations,
with special reference to pertinent practices.
C. To promote the exchange and sale of nursery products among
its members.
D. To serve in general the best interests of the nurserymen
and their customers in this territory.
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Membership
Section 1.
A. ACTIVE. Any Individual, Partnership
or Corporation, whose main office is within the territory and who
is actively engaged in the growing, dealing or selling of nursery
products shall be eligible to ACTIVE membership in this Association.
B. ACTIVE. Any Individual, Partnership or Corporation, whose
main office is within the territory and who is actively engaged
in the profession of Landscape Architecture shall be eligible
to ACTIVE membership in this Association.
Section 2. Each Individual, Partnership or Corporation
included in the active membership of this Association and being in
good standing, shall be entitled to but ONE vote; the individual to
cast that vote to be determined by the organization whose name the
membership stands.
Section 3. ASSOCIATE. Any Individual, Partnership
or Corporation engaged in an allied trade or in the manufacture
and /or sale of nursery supplies and equipment, shall be eligible
to become Officers or members of the Executive Committee and shall
have no voting privileges.
Section 4. New members may be elected by
a majority of full membership of the Executive Committee, after
the membership committee shall have reported on the applicants qualifications.
No application shall be considered until these requirements shall
have been complied with.
Section 5. FORFEITURE OF MEMBERSHIP. Failure
to pay dues as provided hereinafter shall forfeit membership in
the Association. Members may be reinstated by majority vote of the
Executive Committee, if all delinquent dues are paid in full on
or before August 1st of the current year. For good and sufficient
cause any member may be dropped by a majority vote of the Executive
Committee after due notice shall have been sent to such member,
who shall within two weeks have the right to demand that the matter
be referred to an Investigating Committee of FIVE members of the
Association, two to be appointed by the Executive Committee, but
not from its own number, two to be selected by the member and a
fifth to be chosen by these four. In the absence of such demand,
or if the majority of this Committee shall approve the decision
of the Executive Committee, the name of the member shall be dropped
and thereupon the interest of such person in the Corporation or
its property shall cease.
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Officers
Section 1. The Officers of this Association shall be a President,
a Vice-President, a Secretary-Treasurer. These Officers, together
with the Past President and THREE members elected at large shall constitute
the Executive Committee of seven members. An owner, officer or representative
of an active member firm is eligible for election to any office or
committee.
Section 2. Four members shall constitute
a quorum of the Executive Committee.
Section 3. These Officers shall be elected
at the regular annual meeting of the Association in the following
manner. The President shall appoint on the first day of the Annual
Meeting a chairman for the Nomination Committee. On the same day
two additional members shall be elected to this committee from the
floor of the convention. This committee shall meet prior to the
next annual meeting to prepare a slate of officers for the ensuing
year including Executive Committee, which shall be posted in the
meeting room before the opening of the first day of the convention.
Additional nominations for any office may be made in WRITING by
and FIVE members in good standing, provided such nominations shall
be submitted at least two weeks before the time set for election.
In case more than one nomination is made for any office, voting
for that office shall be by secret ballot.
Section 4. The Officers and members of the
Executive Committee shall serve for one year or until their successors
are elected.
Section 5. Executive Committee shall have
the power to employ a working Secretary-Treasurer who shall be known
as Executive Secretary. His duties shall be to attend all meetings
of the Executive Committee and Association meetings, to write, print,
distribute periodic newsletters, to collect dues, issue membership
certificates, pay bills, draw orders on all funds under his jurisdiction,
and any other duties required by the Executive Committee. His compensation
to be set by Executive Committee.
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Duties of Officers
Section 1. The PRESIDENT shall preside at all meetings of the
Association and of the Executive Committee and shall perform such
other duties as are incident to his office.
Section 2. The VICE-PRESIDENT, in absence
of the President, shall preside at all meetings and shall perform
such duties as are incident to his office.
Section 3. The EXECUTIVE SECRETARY shall
keep all records, call all meetings under direction of the Executive
Committee, conduct the correspondence of the Association, have charge
of the papers, reports, prepare the same for publication when required,
shall receive all dues from members, transferring the same to the
Treasurer and shall perform such other duties as are usually incident
to his office. He shall receive the necessary expenses and his compensation
fixed by the Executive Committee.
Section 4. The EXECUTIVE COMMITTEE shall
have general supervision of the affairs of the Association; shall
contract for the publication of Its reports and carry out the purposes
of the Association. They shall prepare a suitable program for the
Annual Meeting. Vacancies occurring in any office shall be filled
by the Executive Committee. Meetings of the Committee shall be called
by the President or at the request of three of its members. Section
5. The President shall appoint standing Committees as necessary.
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Meeting
Section 1. Fifteen of the members in good standing or their
duly authorized proxy as hereinafter provided shall constitute a quorum
at the Annual Meeting.
Section 2. Special Meetings of the Association
shall be called by the Executive Secretary at the direction of the
Executive Committee at any time and must be called by the President
at the written request of SEVEN members.
Section 3. Fifteen of the members in good
standing or their duly authorized proxy as hereinafter provided
shall constitute a quorum at all special meetings.
Section 4. Notices for all meetings shall
be mailed to every member by the Secretary at least TEN days prior
to the day for which the meeting is called.
Section 5. Any members in good standing
shall have the right to designate a proxy to represent him at any
Annual or Special Meeting of the Association, provided, however,
notice shall be given to the Secretary at least FIVE days prior
to the day for which the meeting is called on the proper form provided
by said Secretary.
Section 6. At each Meeting of this Association,
Annual or Special, the President shall appoint a Seargent-At-Arms
whose duty shall be to admit into the Meeting only members or their
representatives who are legally entitled to this privilege and such
other individuals, who shall have a special invitation from the
Executive Committee. Any meeting or part of a meeting may be opened
to the public by vote of the Executive Committee.
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Revenue and Finance
Section 1.
A. DUES OF ACTIVE MEMBERS. The dues of Active Members
shall be based on the volume of the nursery business done by the
individual member during the such members previous fiscal year,
and that volume shall comprise the full amount of all sales of nursery
stock, including the full amount of all planting orders, without
deductions of any kind. The dues of such members shall be based
on One Dollar per Thousand Dollars of total volume of nursery business
transacted, as aforementioned, with a minimum of Fifty Dollars and
a maximum of One Hundred Fifty Dollars. All payments of dues shall
be payable on or before the Annual Meeting for the preceding year.
B. The dues of Landscape Architect members shall be Fifty Dollars
per year and are based upon income derived from fees charged for
design and consultation related to green goods.
Section 2. DUES OF ASSOCIATE MEMBERS. The dues of Associate
Members shall be Fifty Dollars per year, payable on or before the
Annual Meeting for the preceding year.
Section 3. BUDGET. Previous to the Annual
Meeting the Secretary shall prepare an estimate of the expenses
for the ensuing year and submit the same to the Executive Committee
for their approval, who shall present it to the Association at the
Annual Meeting for adoption.
Section 4. FISCAL YEAR. The Fiscal Year
of the Association shall be from January 1st to December 31st.
Section 5. The By-Laws Committee shall review
the dues structure no less than once every FIVE years, the end of
the first five year period being 1995.
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Amendments
Section 1. These By-Laws may be altered or amended at any regular
Annual Meeting of the Association or at any Special Meeting called
for that purpose, after due notice of such contemplated action shall
have been sent to every member, and then only by two-thirds vote of
the members present and voting.
Revised January 27, 1994
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