Summary of Constitution

Submitted by Melissa Emery

Executive Vice President

July 30-31, 2006

Marriott Hotel

Albuquerque, New Mexico, U.S.A.

August 2006 2

Constitution

• Article I: Name and Purpose– 1.1

• Name = System Safety Society, Inc.• Purpose = nonprofit scientific and engineering

membership society

– 1.2 Society is International– 1.3 Defines term “system”– 1.4 Objective

• Advance the arts, sciences, and technology of Systems Safety to benefit all Mankind

August 2006 3

Constitution

• Article II: Membership– 2.1 Must be….

• Engaged in professional practice related to management and/or technology of product and system safety or

• Engaged in work which contributes to or is associated with advancement of safety engineering or management or

• Students enrolled in studies related there to

– 2.2 Three grades• Fellow (not to exceed 3% to total)—Are we tracking this?• Senior• Member

– 2.3 If constitution or bylaw changes class or criteria• EC sets interim rule by EO• Prior to Jan 1 1979 can not be graded based on new criteria (change date?)

August 2006 4

Constitution

• Article II: Membership– 2.4 Membership committee will notify members of good

standing within 60 days of legibility to apply for promotion– 2.5 Dues defined in Bylaws– 2.6 Code of Ethics defined in Bylaws

• PDC prepared Code of Ethics• PDC investigate violations

– Can suspend member– Can suspend member also for Non payment of dues

• Dues billed 15 days prior (should this be in 2.5)• 2nd billing 30 days after (same)• Treasurer to notify EC/membership Chair of 60 day past (same)

August 2006 5

Constitution

• Article III: Organization Structure– 3.1 Set forth as:

– 3.2 EC = President, Vice President, Treasurer, Executive Secretary, 6 directors, immediate past president, chairperson of each active chapter

• Founder = senior advisor

– 3.3 Standing Committees• Professional Development

• Membership

• Conference/Symposium

• Educational

August 2006 6

Constitution

• Article III: Organization Structure– 3.4 Conference Committee and EC will approve

conference locations in advance– 3.5 President EO can establish Technical

Specially, Groups, or Committees (typo)– 3.5 ? Organize boundaries for chapters

• Failure to hold 2 meetings = inactive• If inactive

– No financial reimbursement– No vote at EC– If inactive for 3 years, revoke charter

August 2006 7

Constitution

• Article IV: Management– 4.1 Control rests with voting members

• Election of Officers and Directors

• Approve/Disapprove of Amendments to constitution

• Right to petition (RULES?)

– 4.2 Policy and direction of society responsibility of EC• Publish Society Operations Handbook (& provide to each EC

member, operating & regional VPs, & Committee chairpersons)– Outlines (right word?) Chapter Organization

– Outlines for Standing Committee

– Guidelines for Periodic reporting

– Financial management

August 2006 8

Constitution

• Article IV: Management– 4.3

• Expressions such as – Approved by EC– Authorized by EC– With consent of EC– Established by the EC

• Distribute minutes as soon as practical

– 4.4 • Officer/Director vacancy (except President)

– President appoints until next election

• President– VP assumes until next election

Majority vote by a quorum (5 director or Officers) during an official meeting

August 2006 9

Constitution

• Article IV: Management– 4.5 President = Chief Executive of Society

• Presides at meeting

• Represents Society

• Issue EO’s (with EC consent)– Appoint special committee

– Appoint technical specialty groups

– Make special assignments

– Define other matters

• Submit Report at close of fiscal year– Goals accomplished

– Plan for next year

August 2006 10

Constitution

• Article IV: Management– 4.6

• President appoints (with EC consent) vice presidents (non voting) for

– Professional development

– Membership

– Conference/Symposiums

– Education

• President appoints (with EC consent) regional VPs and committee chairs (both non voting)

– 4.7 VP presides @ EC meeting in absence of President

August 2006 11

Constitution

• Article IV: Management– 4.8

• Treasurer– Full accounting responsibility

– Full disbursement responsibility

– Submit reports to EC 30 days end of year

• Saving/checking accounts– Treasurer signature

– One other EC signature

– Type, location, and prerequisites approved by EC

August 2006 12

Constitution

• Article IV: Management– 4.9 Secretary

• Publish minutes of meetings

• Distribute mail ballots (email?)

• Perform other tasks

– 4.10 Six directors assist President and VP

August 2006 13

Constitution

• Article IV: Management– 4.11 Commitment of Society services or supplies by EC

authority only• Majority vote of quorum to authorize single expenditure or budgets

up to 5K

• 2/3 majority of entire EC single expenditure or commitment > 5K

– 4.12 Officers/Directors, direct or indirect salary, travel emolument or compensation must be authorized by 2/3 of entire EC

• If business expensed > 100 then advanced authority by EC

August 2006 14

Constitution

• Article IV: Management– 4.13 No officer/director shall have financial

interest in any contract relating to operation of society

– 4.14 New officer/directors should interface with old at least two months prior to taking office

– 4.15 The fiscal year = July 1 through June 30 = Society Year

August 2006 15

Constitution

• Article V: Tenure, Nominations and Elections– 5.1

• Term of President, EVP, Treasurer, and Secretary is 2 years• Term of Director is 4 years

– Can not serve two consecutive full terms in same office– Can not serve concurrent offices

– 5.2 President appoints nominating committee (says 3 directors)

• 5 voting members– One must be current or past president

– 5.3 Nominations of at least two candidates for each open office not less than 7 months

• Candidate submits bio• Candidate provides written acceptance of nomination

August 2006 16

Constitution

• Article V: Tenure, Nominations and Elections– 5.4 Nominations for officers or directors may be submitted

by written petition of at least 30 members to EC not less than 9 months prior to end of a term

• Candidate must provide written acceptance

– 5.5 Secretary submits a mail ballot (or email?) to voting members not less than 5 months prior to time of office

– 5.6 Election by plurality of ballots received within 30 days following mailing (or emailing?)

• Tabulated by committee of 3

• Results announced by letter or in journal

August 2006 17

Constitution

• Article VI: Meetings– 6.1 A biennial business meeting of EC at end of odd numbered year

• Formal installation of new officers/directors• Report of society acuities• Financial position of preceding 2 years• Release of membership roster

– 6.2 Not less than 6 official meetings• Must have quorum

– 6.3 Special EC meeting can be called by • President or Vice President• By 2 officers• Majority of council • A Written petition by 30 society members

August 2006 18

Constitution

• Article VII: Bylaws– 7.1 Establish & publish to define administrative

directives– 7.2 Qualification guidelines

• Professional membership grades

• Membership grades and administrative categories

• Dues

• Code of ethics

• Other matters when 2/3 of entire EC wants to add

August 2006 19

Constitution

• Article VII: Bylaws– 7.3 Establish new/revised provisions with 2/3 votes of

entire EC

– 7.4 Any new or reviewed provision needs to incorporate effectivity date

• Not less than 6 months after

• At least 3 month prior to effectivity, new wording with explanation/justification to be published (in journal or other means to all)

– 7.5 New or revised provision is void if written objection 20% of active members

August 2006 20

Constitution

• Article VIII Amendments– 8.l Proposed amendment initiated by petition 10% voting

members• Or by application of a member of EC as approved by majority of

quorum of EC – And majority of entire EC by mail vote

– 8.2 Proposed amendment mailed by Secretary to professional and affiliate members in good standing

– 8.3 Proposed amendment adopted if 2/3 vote cast is favorable

• Effective immediately

– 8.4 Operate as nonprofit