Revised June 1984, June 1985 and May
2001. Return to new bylaws.
Article 1. Name
The name of this organization shall be The Bertrand Russell Society,
Inc. It may also be referred to as "the Society" or "the BRS".
Article 2. Aims
The aims of this Society are: (1) to promote interest in the life and
work of Bertrand Russell; (2) to bring together persons interested in any
aspect of the foregoing; (3) to promote causes that Russell championed.
Article 3. Motto
The Society's motto shall be Russell's statement: "The good life is
one inspired by love and guided by knowledge."
Article 4. Power and Authority
Ultimate authority resides in the Members. The Members elect the Directors.
The Directors elect the Officers. The Officers make decisions and take
action.
Article 5. Membership
Section 1. General. Membership in the Society shall be open to
all persons and organizations interested in Bertrand Russell and the Society's
activities. Types of membership shall be: Individual, Couple, Student,
Limited Income, Life, Organization, and Honorary. Dues shall be set by
the Board of Directors, and are to be paid annually. Life members shall
pay dues only once in an amount set by the Board. Honorary members pay
no dues. Life and Honorary memberships are for life unless terminated for
cause, as specified hereafter.
Section 2. Individual Membership. Individual Membership shall
be available to all persons.
Section 3. Couple Membership. Couple Membership shall be available
to two persons sharing the same mail address. Each person shall have one
vote; two mail ballots shall be sent, but only one copy of other Society
mailings.
Section 4. Student Membership. Student Membership shall be open
to any student enrolled in an educational institution and who is less than
25 years old.
Section 5. Limited Income Membership. Limited Income Membership
shall be available to a person who, as the name implies, is living on a
limited income.
Section 6. Life Membership. Life Membership can be conferred
on any person who meets the minimum dues set by the Board of Directors
for Life Membership.
Section 7. Honorary Membership. Honorary Membership may be conferred
on a person who has been nominated by a member and approved by two-thirds
of the Directors voting, after having met one or more of the following
conditions: (1) is a member of Bertrand Russell's family; (2) had worked
closely with Russell in an important way; (3) has made a distinctive contribution
to Russell scholarship; (4) has acted in support of a cause or idea that
Russell championed; (5) has promoted awareness of Russell or of Russell's
work; (6) has exhibited qualities of character (such as moral courage)
reminiscent of Russell. Honorary Members have the same rights and responsibilities
as Individual Members, but they pay no dues.
Section 8. Organization Membership. Membership of organizations--such
as libraries, associations, corporations--is available upon payment of
dues and approval of the President. Dues shall be higher than for a Couple.
Organizations may not vote or be on the Board. Only one copy of Society
mailings shall be sent.
Section 9. Conditions of Membership. Application for membership
shall be made in writing, submitting name, address, and correct amount
of dues. The Board may refuse an application, in which case the President
must notify the applicant within 30 days, stating why the application was
turned down.
Membership terminates when a member fails to pay dues, resigns, dies,
or is expelled.
Any member--including Life or Honorary--may be expelled for seriously
obstructing the Society's business, misappropriating the Society's name
or funds or acting in a way that discredits the Society. The expulsion
procedure consists of five steps:
Step 1. A formal expulsion proposal shall be presented in writing
to the Board by any member.
Step 2. The Board shall examine the evidence. If a majority
of the Board Members voting decides, either by mail ballot or at a meeting,
that expulsion may be appropriate, the matter will be submitted to, and
decided by, the members. This shall be done by mail, or at an Annual Meeting
if one is scheduled within two months.
If it is to be done by mail:
Step 3. The case against the member shall be presented in the next newsletter or by a special mailing.
Step 4. In the following newsletter, or in a second special mailing, the accused member shall present a defense against the charge. A ballot shall be included in the second newsletter or second special mailing, so that members can vote on whether to expel.
If the expulsion process takes place at an Annual Meeting:
Step 4'. The equivalent of Steps 3 and 4 shall be followed,
that is, the case against the member shall be presented, after which the
accused shall present his defense; and then the members present shall vote
on whether to expel.
The President shall notify the accused member as soon as the result of
the vote is known.
Article 6. The Board of Directors
Section 1. Responsibilities. The Board of Directors (also referred
to as "the Board") shall be responsible for Society affairs and policy,
and shall elect the Officers. The Board shall be subject to these Bylaws
and to the Bylaws of The Board of Directors of The Bertrand Russell Society,
Inc.
Section 2. Constitution. The Board shall consist of not less
than six nor more than 24 elected members. Society Officers are ex-officio
members of the Board. Elected and ex-officio Board members shall have the
same rights and responsibilities.
Section 3. Term of Office. Members may nominate candidates for the Board, or volunteer to be nominated as candidates. Directors are elected to three-year terms that start on
January 1 of the following year; one-third are elected every year. Directors
may be reelected. If a Director dies, resigns, or is expelled, the Board
may fill the unexpired term with any member.
Article 7. Officers
Section 1. General. The Society shall have an Executive
Committee composed of the following five officers of the Society and
Board: President, Vice President, Secretary of the Society and Board,
Treasurer, and Chairman of the Board. There may be other Vice Presidents
whose duties shall be specified by the Board; these will not be members of
the Executive Committee. Officers shall be at least 18 years old and shall
have been members for at least one year. They shall be elected by a
majority of the Directors present and voting at the Board's Annual
Meeting. An Officer's term of office lasts until the next election of
Officers, the following year. No one shall hold more than one Office at a
time, except that the same person shall be Secretary of the Society and
Secretary of the Board. An Officer may be removed or suspended by a
majority of the Board members voting. An Officer may resign by notifying
the Chairman of Board in writing. If an Office becomes vacant, the Board
shall elect a successor to fill the unexpired term. If an Officer is
temporarily unable to serve, the Board may elect a temporary replacement.
Section 2. The President. The President shall be the Chief Executive
Officer, coordinating the work of other Officers and Committees. Other
Officers and Committee Chairmen shall consult the President about their
activities, and submit a written report on their activities to him one
month before the Annual Meeting, with a copy to the Chairman. The President
shall promptly inform the Chairman of any major decisions. After the Board
has selected the site and time of the next Annual Meeting, or of a Special
Meeting, the President shall be responsible for making all Meeting arrangements,
including compiling the Meeting's agenda. The President shall chair the
Meeting. The President shall report regularly, through the BRS newsletter.
Section 3. The Vice-President. The Vice-President becomes President
if the President's Office becomes vacant; and assumes the office temporarily
if the vacancy is temporary. The Vice-President shall assist the President
as requested.
Section 4. The Secretary. The Secretary shall: (1) record the
minutes of Society and Board meetings; (2) handle Society and Board correspondence;
(3) maintain a permanent file of Society and Board Bylaws and other corporate
documents, including minutes of Society and Board meetings, Officers' and
Committee Chairmen's reports, newsletters, correspondence; (4) maintain
a permanent record of Society and Board decisions, rules, motions made
and carried; (5) have custody of the Society's corporate seal.
Section 5. The Treasurer. The Treasurer shall: (1) keep records
of money received and spent; (2) safeguard Society funds; (3) invest funds,
with Board approval; (4) submit an annual budget to the Board; (5) submit
quarterly and annual reports, for publication in the BRS newsletter.
Section 6. Other Vice-Presidents. The Office of "Vice-President/
..." may be created and filled by the Board. There is no connection between
this Office and that of the Vice-President.
Article 8. Committees
Section 1. General. There shall be standing (permanent) and ad
hoc (temporary) Committees. Each shall have a Chairman, and may have a
Co-Chairman and other members. A member may serve on, or chair, more than
one Committee. Committee Chairmen shall consult with the President about
their activities, and describe them in a written report to the President
one month before the Annual Meeting, with a copy to the Chairman.
Section 2. Committees. The Board shall establish standing and
ad hoc Committees, and appoint their Chairmen who, in turn, appoint Committee
Members. Each Committee shall provide the Secretary with a written statement
of Committee aims and procedures.
Article 9. Meetings
Section 1. Annual Meetings. The Society shall hold an Annual
Meeting, at a time and site determined by the Board and in time to give
the members at least two months' notice of the Meeting. As to time:
it should suit the convenience of as many members as possible. As to site:
it should be either (a) near locations of special interest to the BRS,
or (b) near population centers having many members. Any member may propose
agenda items, in writing, to the President, in advance of the Meeting.
At Meetings, items may be added to the agenda with approval of the majority
of the members present. Six members constitute a quorum.
Section 2. Special Meetings. Any member may write to the Chairman
requesting a Special Meeting, claiming that an emergency exists requiring
immediate action. The Chairman shall decide whether the request merits
consideration by the Board; if it does, the Chairman shall promptly inform
the Board, which shall decide, within three weeks, by mail ballot, whether,
when and where to hold a Special Meeting. The Special Meeting shall be
held no later than six weeks after the Chairman's initial receipt of the
request. The Chairman shall announce the Special Meeting to all members
by letter, as soon as possible. A quorum shall consist of the members present.
Section 3. Board of Directors' Meetings. The Board shall hold
its Annual Meeting during the Society's Annual Meeting and at the same
site. The Board may also hold Special Meetings, in accordance with its
own Bylaws. Board Meetings shall be open to Society members.
Article 10. Publications
Section 1. Newsletter. The Society shall publish a newsletter
at regular intervals.
Section 2. Other Publications. The Society may authorize other
publications.
Article 11. Voting
Section 1. General. All members, other than Organization Members,
shall be entitled to vote. All votes shall have equal value. Members may
vote by proxy. In contests of more than two candidates or choices, a plurality
shall be sufficient.
Section 2. Voting by Mail. Voting may be by mail. Ballots shall
be sent to all eligible members, either in the BRS newsletter or by special
mailing. The deadline for the return of ballots shall be not less than
three weeks from the date ballots are mailed by first class mail, not less
than four weeks if mailed third class. Ballots must go first class to Canada
and Mexico, and by airmail to other foreign countries. Mail ballots shall
be tallied by the Elections Committee, and verified by the Secretary. Ballots
for the Board's voting by mail shall be tallied by the Chairman, and verified
by the Secretary; the Chairman may designate a substitute for the Secretary.
Article 12. Amendments to These Bylaws
Section 1. Voting to Amend at a Meeting. These Bylaws may be
amended at a Society Meeting by a majority vote of those members present
and voting.
Section 2. Voting to Amend by Mail. These Bylaws may also be
amended by mail ballot. The proposed changes, with supporting arguments,
will appear in the BRS newsletter or a special mailing. In the following
BRS newsletter or second special mailing, other views, including opposing
views, will appear, along with a mail ballot. To pass, the Amendment must
be approved by a majority of the ballots cast.
Bylaws of the Board of Directors
of the Bertrand Russell Society, Inc.
Revised June 1984; revised June 1999; revised May 2001
Article 1. Responsibilities and Obligations
The Board of Directors (also referred to as "the Board") has these responsibilities:
(1) to set policy for the Society's affairs, and (2) to elect officers
of the Society and of the Board. The Board has these obligations: to be
governed by these Bylaws and by the Society's Bylaws.
Article 2. Membership
Membership shall be in accord with Article 5 of the Society's Bylaws.
Article 3. Officers
Section 1. The Chairman. The Chairman shall be elected by a majority
of the Directors present and voting at the Board's Annual Meeting. The
Chairman's term of office shall start as soon as elected, and shall run
till the next election, at the Annual Board Meeting the following year.
The Chairman may be reelected. The Chairman presides at Board Meetings,
and rules on procedure.
Section 2. Absence of Chairman. If the Chairman is absent, the Directors may elect an Acting Chairman.
If the office of Chairman is vacant, the Directors shall elect a new Chairman
as soon as possible, at an Annual or Special Meeting or by mail ballot.
The votes shall be tallied by the Acting Chairman and verified by the Secretary.
The Chairman may be removed from office by a majority of Directors present
and voting at a meeting, with the Secretary presiding.
Section 3. The Secretary. The Secretary shall be elected by a
majority of the Directors present and voting at the Board's Annual Meeting.
The Secretary's term of office shall start as soon as elected, and shall
run till the next election, at the Annual Board Meeting the following year.
The Secretary may be reelected. The Secretary of the Board and the Secretary
of the Society shall be the same person. If the Secretary is absent from
a Meeting, the Chairman shall appoint an Acting Secretary.
Article 4. Voting
Voting shall be in accord with Article 11 of the Society's Bylaws, except
as follows: the Chairman's vote counts as one except in a tie, when it
counts as two.
Article 5. Committees
Committees may be created by the Board in accordance with the bylaws of
the Society. These committees may perform Board functions by making or
implementing the Society's policies, and will follow Board instructions.
Functions delegated to a committee may be withdrawn by the Board at any
time.
Article 6. Meetings
Section 1. Annual Board Meeting. The Board shall meet annually,
at some time during a Society Annual Meeting, and at the same site. Society
Members may attend Board Meetings.
Section 2. Special Board Meetings. A Special Board Meeting shall
be called by the Chairman when at least three Directors request it,
stating the purpose. In choosing the time and site, the Chairman shall aim
to achieve the largest possible attendance by Directors.
Section 3. Agenda. The Agenda for Board Meetings shall be prepared
by the Chairman. Additions to the Agenda may be made by any Director, with
the concurrence of the Chairman.
Section 4. Quorum. The quorum for any Board Meeting is six
Directors.
Article 7. Amendments to Board Bylaws
Section 1. Any Director may propose an amendment.
Section 2. At an Annual or Special Meeting, a majority vote of the Directors present
and voting shall carry the proposed amendment.
Section 3. When an amendment is proposed by the Chairman, in writing, between Meetings,
the Chairman shall decide whether to hold the proposal for the next Meeting
or put it to an earlier vote by mail. For voting by mail, the Chairman
shall promptly notify the Directors by a special mailing of the proposed
amendment, with supporting arguments, requesting opposing arguments by
21 days after the date of mailing. Thereafter, the Chairman shall mail
the opposing arguments, and a ballot, to the Directors, with a voting deadline
of 21 days after the date of mailing. The votes shall be tallied by the
Chairman, and verified by the Secretary, who shall notify the Directors
of the outcome.