CONSTITUTION AND BY-LAWS
OF THE
SEISMOLOGICAL SOCIETY OF AMERICA
(from June 1992 to January 1999)
(superseded by new Bylaws)

ARTICLE I-Name

The name of this Corporation shall be the Seismological Society of America.

ARTICLE II-Purposes

The specific and primary purposes for which this corporation is formed are to disseminate educational material and conduct research relating to earthquakes and allied phenomena, and to engage in other charitable, educational, and scientific activities. The general purposes and powers are as permitted by law and that are necessary to, incidental to, or in furtherance of the specific and primary purposes.

ARTICLE III-Place of Business

The place where the principal office for the transaction of the business of the corporation is located is Alameda County, State of California.

ARTICLE IV-Membership

The membership of the Society shall consist of members, student members, corporate members, honorary members, and patrons.

ARTICLE V-Members and Student Members

Any person may become a member or student member upon election by the Board of Directors, as hereinafter described in the By-Laws. Student members as hereinafter described in the By-Laws shall be considered as members.

ARTICLE VI-Corporate Members

Any business firm, corporation, institution, or individual may become a corporate member of the Society upon election by the Board of Directors, as hereinafter described in the By-Laws.

ARTICLE VII-Honorary Members

Honorary members shall be persons distinguished for their attainments in seismology or related sciences, or for their service to the profession or the society; who shall have been elected to honorary membership by a three-fourths vote of the Board of Directors. They shall be exempt from all fees, dues, and assessments, and entitled to all publications of the Society issued after the date of their election.

ARTICLE VIII-Patrons

Patrons shall be such persons as have contributed materially to the funds of the Society by donations. They shall be entitled to all the privileges of members of the Society and shall receive the publications of the Society issued after the date of their election. Election to this status shall be by the Board of Directors, a three-fourths vote being necessary.

ARTICLE IX-Board of Directors

Section 1. The government of the Society and the care and control of the Society's funds shall be intrusted to the Board of Directors.
Section 2. The Board of Directors shall be composd of the President, the Vice-President and twelve elective Directors.
Section 3. The term of a Directorship shall be three years, four terms expiring each year. No director shall serve more than two successive terms. The Directors shall enter upon their term of office at the first meeting of the Board after their election, and at that time shall organize and elect as appropriate a President, a Vice-President, a Secretary, and a Treasurer, who shall be officers of the Society as well as the Board. The President shall serve a two-year term. The other officers shall hold office for one year, or until the election of their successors. At this, or a subsequent meeting, the Board shall receive, through the Secretary, the budget proposed by the Executive Committee of the Society. After hearing such recommendations as may be made by the President and Treasurer concerning it, the Board may either approve the budget or modify it as seems best for the Society.

ARTICLE X-President

The President shall preside at all meetings of the Society and of the Board of Directors; enforce the By-Laws; call such meetings as he is empowered to call; nominate all standing committees, of each of which he shall be ex officio a member; have such other powers as ordinarily accompany such office; and make all official communications to the members of the Society, to the Board of Directors, or to any of the committees, through the Secretary of the Society. At the end of his term of office, he shall present a report of the work accomplished by the Society during the preceding year.

ARTICLE XI-Vice President

During the absence or disability of the President, the Vice-President shall act in his place. In the absence of both President and Vice-President, a senior member of the Board shall be selected to act for the President.

ARTICLE XII-Secretary

The Secretary of the Society shall keep an exact record of the proceedings of the Society and of the Board of Directors; have charge of the records of the Society; give notice to the members or the Directors, as the case may be, of meetings of the Society and of the Board; submit to the Board of Directors for election the names of persons recommended for membership; submit to members, to be voted on, such questions as may be certified to him by the Board of Directors for that purpose; transmit all official communications to members and officers of the Society and committees; and at the end of his term of office, present to the Board of Directors a report, such report, when approved by the Board, to be published in the Bulletin of the Society.

ARTICLE XIII-Treasurer

The Treasurer shall, under the general supervision of the Board of Directors, receive and disburse all moneys belonging to the Society excepting such as are in permanent funds, of which the accrued interest only shall be at his disposal for the use of the Society, with the bank or banks designated by the Board of Directors; keep proper books of account; and at the end of his term of office, and at such other times as may be required, submit to the Board of Directors a report of the expenditures and financial condition of the Society, and his annual report, when approved by the Board of Directors, shall be published in the Bulletin of the Society.

ARTICLE XIV-Standing Committees

All standing committees shall be appointed by the Board of Directors, acting upon nominations made by the President.
Section 1. There shall be an Executive Committee, consisting of the President, the Secretary, and the Vice-President, whose duties shall be to prepare a budget in consultation with the Treasurer of the Society at the beginning of each fiscal year; to supervise all matters of receipt and expenditure of the funds of the Society; to cause an outside audit of the Society's finances annually or as otherwise deemed appropriate; and to act for the Board of Directors in the interim between its meetings, subject to the approval of the Board.
Section 2. There shall be a Publications Committee, consisting of three or more members, the Chairman of which shall be appointed from the Board of Directors. Its duties shall be to have general supervision and control of the Bulletin, and of all other publications of the Society of a scientific nature. The Editor of the Bulletin and the Editor of any other serial publication shall be members of the Publications Committee ex officio.

ARTICLE XV-Permanent Funds

All moneys received for life membership dues shall be securely and separately invested as a permanent fund or funds, only the income of which shall be expended. Other sums as may be received may be appropriated by the Board of Directors either for permanent investment or for support in publication of the Bulletin.

ARTICLE XVI-Sections

Section 1. Authorization. A Section of the Seismological Society of America may be organized, subject to the approval of the Board of Directors, by any group of members residing within convenient distances of each other. All expenses of a Section must be met by the Section, independently of the dues of the Society.
Section 2. Officers. The officers of a Section shall be: A Chairman, a Vice-Chairman, a Secretary, and a Treasurer, elected for one year at the annual meeting of the Section.
Section 3. Executive Committee. The officers of the Section, together with one or two other members, making a total of five, elected yearly at the annual meeting, shall constitute the Executive Committee of the Section. This Committee shall have general charge of the affairs of the Section.
Section 4. Members. The members of a Section shall be members of the Society, shall pay the annual dues of the Society, and shall receive the Bulletin. Members dropped for any cause from the roll of the Society shall cease to be members of the Section.
Section 5. Associate Members. It shall be competent for any Section to enroll associate members, persons not members of the Society, who shall qualify by paying an amount to be fixed by the Section. Associate members shall not be members of the Society, and shall not be eligible to election as officers of the Section, nor be entitled to receive the Bulletin.
Section 6. Jurisdiction. The jurisdiction of any Section, beyond the limits of which it shall not extend the enrollment of associate members or any other activity which would embarrass another Section or the Society, shall be determined on recommendation of the Section by decision of the Board of Directors. Upon the organization of a Section, it shall be the duty of the Chairman to prepare a map showing the area over which the Section desires to extend its jurisdiction, and said map, when approved by the Board of Directors of the Society, shall be filed with the Secretary of the Society. Two Sections may not be organized with overlapping jurisdiction.
Section 7. Obligations. The Chairman or Secretary of a Section shall cause to be transmitted to the Secretary of the Society notices of all meetings and other activities of the Section and shall send to the Secretary of the Society, prior to December thirty-first of each year, a complete membership list of the Section. A Section may undertake the publication of a periodical, upon approval of the Board of Directors. The Treasurer of the Section shall collect the annual dues of the Section and shall render an annual account to the Section and to the Treasurer of the Society of all moneys received and expended. He may make expenditures on account of the Society when specifically authorized. All accounts shall be audited at least once a year and shall be reported by the Treasurer of the Society at the annual meeting of the Society.

ARTICLE XVII-Amendment

Articles I to III of this Constitution form a part of the Articles of Incorporation, and shall be changed only as prescribed by law.
The remaining articles shall not be altered, amended, suspended, or repealed, in whole or in part, except by a two-thirds vote of all the ballots cast at any annual or special election. Such proposed amendment or alteration must be printed in full and mailed to each member with his ballot, and shall be submitted only upon the direction and certification of the Board of Directors. The ballot may be voted by the member in person at a called meeting or it may be sent by mail to the Secretary of the Society.

BY-LAWS


ARTICLE I-Nomination of Directors

The Board of Directors or its Executive Committee shall, at least twelve weeks previous to the annual election, appoint from the members of the Society a Nominating Committee of five. It shall be the duty of this Committee to nominate at least eighteen candidates for Directors the first year and at least one and one-half times the number of vacancies in ensuing years; provided, however, that the name of any member proposed in writing to the Committee by any ten members of the Society shall be added. Within three weeks after its appointment, the said Committee shall file its report with the Secretary of the Society, who shall, at least eight weeks previous to the annual election, have printed and mailed to each member of the Society ballots of such nominees. These ballots shall have the names of all nominees arranged in alphabetical order with a blank space for the insertion of additional names, and opposite each name a space for the marking of a cross. Upon said ballots shall be the following words:
"Ballot for the Board of Directors of the Seismological Society of America Annual Election January __________
"To be counted, ballots must be received by the Secretary of the Society before 12 o'clock noon on January __________


Directions for Voting

"Vote for twelve candidates the first year and four candidates in ensuing years for the Board of Directors by marking a cross in front of the names of the Candidates selected. Mail the ballot and endorse your name on the envelope, otherwise the ballot will not be counted. The election is so conducted by the judges as to keep each vote secret."
With such ballot the Secretary shall mail an addressed envelope for the return of the ballot.

ARTICLE II-Election of Directors

Section 1. The annual election for Directors shall be held on the first Saturday after the first Thursday in January of each year, and the voting shall be by mail ballot. No notice of such election, except that given by the mailing of the ballot, shall be necessary.
Section 2. The Board of Directors or its Executive Committee shall appoint three Judges of Election from the members of the Society to supervise said election, a majority of whom shall be competent to act, and the Secretary of the Society shall refer to them, unopened, all envelopes containing the ballots.
Section 3. The Judges of Election shall, at the time of the annual election and before the opening of the envelopes, check off the names of those voting, and shall thereupon open and destroy said envelopes before examining the ballots. The Judges shall count and report to the Secretary in writing the number of votes cast for each person and the names of those elected to serve as Directors; the Secretary shall thereupon notify in writing those elected.
Section 4. When candidates for Directors are to be elected for terms of more than one length, the Judges of Election shall assign the length of terms by lot.

ARTICLE III-Vacancies

The Board of Directors shall have power to fill by appointment any vacancies which may occur on the Board.

ARTICLE IV-Removal From Office

Any Director, or other officer of the Society, may be removed from office for good cause shown, by an affirmative vote of not less than three-fourths of the members present at a special meeting of the Society convoked for that purpose, or by a three-fourths vote of all the ballots cast at a special election of the Society, as provided for in Article XI of the By-Laws.

ARTICLE V-Meetings of Directors

Meetings of the Board of Directors shall be held when called by the President or by three members of the Board. The Secretary shall mail to each member of the Board a written notice specifying the time and place of meeting at least fifteen days prior thereto, except in cases of emergency. Five Directors shall constitute a quorum and form a Board for the transaction of business.
Should the Executive Committee decide that any business is of such importance that it ought to be submitted to a vote of the Directors at a time when a meeting of the Board cannot be held conveniently, it may authorize a mail vote, which is then to be ratified at the next meeting of the Board.

ARTICLE VI-Meetings of the Society

Meetings of the Society may be called by the Board of Directors at such time as the Board may decide, and the Board shall, at the written request of at least fifteen members, call a special meeting of the Society within two months. Fifteen members shall constitute a quorum at any meeting, and a less number shall have the power to adjourn a meeting until a quorum shall be present. The Secretary shall give notice by mail to each member of the time, place, and object of any meeting, at least one month prior thereto.

ARTICLE VII-Dues

Section 1. The dues of the members shall be payable upon application for membership, and thereafter annually in advance on January first. The initial dues payment of any applicant who is not elected to membership shall be refunded. The price of subscription to the Bulletin shall be payable in advance. Members of the Society are entitled to receive the Bulletin without payment other than dues. Notice that dues are payable on January first shall be mailed to all members no later than November first of the preceding year. All members whose dues are unpaid on February first shall be removed from the Bulletin mailing list until their dues are received, and all members whose dues are unpaid on July first shall have notice of that fact sent to them; and if such dues are still unpaid on January first of the year following, they shall thereupon cease to be members, and the Secretary shall cancel their names from the membership list. The Executive Committee of the Society is authorized to remit any dues sub silentio, when they deem it advisable.
Section 2. Any person, upon payment of the life membership fee, may be elected a life member, and shall be exempt from further payment of dues.
Section 3. The dues of members, corporate members, and the price of subscription to the Bulletin is established by the Board of Directors.
Section 4. College and university students elected to membership may enjoy full privileges of membership at reduced rates established by the Board of Directors. A certificate signed by an officer or professor of the institution attended shall be submitted annually as qualification.

ARTICLE VIII-Election to Membership

Election to membership shall be made by the Executive Committee of the Board of Directors. Any person may become a candidate for membership by direct application to the Secretary of the Society. The Secretary shall notify each newly elected member of the fact of his election and shall enroll the name of the person on the regular membership list. Any corporation may be elected to corporate membership upon application.

ARTICLE IX-Resignation of Members

Section 1. All resignations must be made in writing and sent to the Secretary.
Section 2. No resignation of membership shall be accepted or shall take effect until all indebtedness to the Society shall have been paid by the resigning member.
Section 3. All interest in and to the property of the Society and privileges of the Society of such resigning member, or of any member ceasing to be such by dismissal or death, or from any cause, shall cease and revert to the Society.

ARTICLE X-Discipline

Any member may be suspended or expelled by a vote of at least nine members of the Board of Directors; but no vote shall be taken until after the member shall have been furnished with a statement of the charges preferred against him, and shall have been given at least one weeks notice (plus a reasonable time for notification by mail) of the time when the same will be considered by the Board; and every such member shall have the right to appear before the Board and be heard in answer to the charges, provided he makes no unreasonable delay in presenting himself before the Board, before final action thereon shall be taken.

ARTICLE XI-Ballot by the Society

Whenever the Board of Directors shall decide that any question submitted to it for its decision is of such importance that it should be submitted to a vote of the members of the Society, the Board shall cause to be certified to the Secretary the form in which such question shall be submitted, and shall direct him to have such question printed on the regular annual ballot for Directors; or if it should order a special vote to be taken on the question, the Secretary shall thereupon prepare a special ballot with such question printed thereon, and the mailing of the ballot and the canvass of the vote on such question shall be conducted in all other respects in the same manner as the annual election of Directors is conducted. A majority vote of all the ballots cast shall decide the question. The Board shall, upon the written request of fifteen members of the Society, submit to a vote of the Society such question or questions as they may propose.

ARTICLE XII-Medal of the Society

The Medal of the Seismological Society of America shall be awarded for outstanding contributions in Seismology or Earthquake Engineering. It shall be awarded no more frequently than once in any calendar year.
At least once each year, the Secretary shall, by means of a notice in the Bulletin, inform the membership of the grounds for awarding the Medal and seek active cooperation of the membership in identifying suitable candidates. No current member of the Board of Directors shall be eligible for nomination. Any two members of the Society may forward the name of a nominee together with a citation in support of their nominee to the Secretary no later than two weeks before the beginning of the Annual Meeting of the year preceding the award.
By the last day of October in each year, the Executive Committee shall select three names from those nominated in the current year by the foregoing procedure and shall submit those names to a mail ballot of the full Board of Directors for guidance in selection of a recipient.
Any award shall be announced in the Bulletin, and when possible the President shall award the Medal in person to the recipient at the next general meeting of the Society.

ARTICLE XIII-Construction of Constitution and By-Laws

On all questions as to the construction and meaning of the Constitution and By-Laws, or rules of the Society, the decision of the Board of Directors shall be final, unless rescinded by the Society at a regular meeting, or at a special meeting, in the call for which such action has been announced as a purpose, or by a vote as provided in Article XI of the By-Laws.

ARTICLE XIV-Amendments to By-Laws

Article VII of the By-Laws may be amended by a vote of the Board of Directors. Other articles of the By-Laws may be altered, amended, suspended, or repealed only by a vote of the Society as provided for in Article XI of the By-Laws, in the ballots for which shall be printed the proposed amendment or alteration in full, and so printed as to enable the members to express their wish for the adoption or rejection. Affirmative votes representing a majority of the ballots cast shall be required to alter, amend, suspend, or repeal any By-Law.