In order to secure the benefits and pleasures of an association of individuals sincerely interested in amateur astronomy we, the members, do hereby organize and constitute ourselves The Cape Fear Astronomical Society, a non-profit organization. The goals of this organization will be to promote the enjoyment and preservation of the night skies, to encourage and coordinate the activities of amateur astronomical societies, to develop skill in the various fields of astronomy, and to mentor others interested in amateur astronomy.

1. SOCIETY NAME

   The name of this association shall be the Cape Fear Astronomical Society.

2. SOCIETY MEMBERSHIP
   1. Any person paying dues and having a sincere interest in astronomy will be admitted to membership without regard to sex, race, creed or national origin. Paid members shall have full voting privileges and shall be eligible to hold office.
   2. There shall be four classes of membership in the Society:
      1. Regular Membership: Granted to any person who has paid at least the set annual dues.
      2. Lifetime Membership: Awarded to any person who has paid a one-time fee at least 20 times the set annual dues. Lifetime members need pay no additional dues during their lifetime.
      3. Family Membership: Dues for a family membership is 125% of the set annual dues, and covers all members of the household.
      4. Student Membership: Available to students, in good standing, who have paid at least 50% of the set annual dues.
   3. Annual membership dues will become due and payable in January of each year. Members whose dues are not paid before or during the March meeting will be dropped from the roster and email list. Members deciding to rejoin later that year will pay the full yearly dues regardless of the time remaining in that year.
   1. New joining members will pay a prorated amount based on quarters, paying only the remaining quarters in that calendar year.
   2. All computed and prorated dues amounts will be rounded to the next highest whole dollar amount.
   3. Any change to the annual dues shall be determined by the Executive Board and Published prior to the October regular meeting. The change must be approved by a majority of a Quorum at the November meeting.
   4. A member may be removed from membership by a two thirds vote of a Quorum after a show of due cause under the provision that the members are notified of such proposed action during the regular meeting prior to the meeting at which the action is to be taken.
3. SOCIETY OFFICERS
   1. The officers of The Cape Fear Astronomical Society shall consist of President, Vice President, Associate Vice President, Secretary and Treasurer. All officers must be members in good standing.
   2. The officers of the Society shall be elected to serve for one calendar year.
   3. The Executive Board shall be comprised of all elected officers of the society. The Executive Board will have powers as described in this Constitution, and may meet in person or via electronic means as needed. Minutes of meetings of the executive board shall be kept and published by the Secretary.
   4. .Duties of an officer may be delegated to a member by an officer. Delegations must be for a limited time and will expire at the end of the delegating officer's term. The society must be notified by the secretary of these delegations.
4. DUTIES OF SOCIETY OFFICERS
   1. PRESIDENT: The President shall preside at all business meetings, shall be the chairperson of the Executive Board and shall call extra business meetings when deemed necessary. They shall temporarily fill vacancies and appoint committees not otherwise provided for. They shall be an ex-officio member of all committees and shall perform all other duties normally required by the office of President.
   2. VICE PRESIDENT: The Vice President shall preside in the absence or inability of the President to serve. In addition, they shall coordinate the society's public outreach activities.
   3. ASSOCIATE VICE PRESIDENT: The Associate Vice President shall preside in the absence or inability of the President and Vice President to serve. In addition, they shall be responsible for finding presenters for monthly meeting programs.
   4. SECRETARY: The Secretary shall keep the Minutes of all regular, special, or Executive Board meetings. The Secretary shall correspond with other organizations and individuals regarding society business and activities. They shall be responsible for accumulating, coordinating, producing and distributing news and information of interest to the membership (Publishing), including but not limited to the minutes, the schedule of all meetings, and all society activities and functions. The means of Publishing shall include the society web pages and email list, as well as on-line social and traditional print and broadcast media as appropriate.
   5. TREASURER: The Treasurer shall keep an accurate account of all financial transactions of the organization and will carry out the following:
      1. Receive and receipt dues from members.
      2. Maintain an up-to-date roster of the membership, to be Published at least annually.
      3. Account for and bank all dues properly.
      4. Pay all bills justly accrued by the organization.
      5. Send renewal subscription monies to the appropriate publisher for those members who obtain special society subscription rates to astronomical publications.
5. ELECTIONS
   1. An annual election shall be held during the December business meeting. If a Quorum is not present the current officers will continue until an election can be held. The election will be held at the next business meeting where a Quorum is present.
   2. Nominations shall be accepted from the floor and recorded by the Secretary in the minutes at the last two regular meetings preceding the annual election. Candidates must indicate that they accept the nomination in person or in writing by signed and dated letter to the President.
   3. At the last regular meeting preceding the annual election, the President shall appoint a Teller for the upcoming election. The Teller shall be a member who is not a candidate for any Society office. The Teller shall administer all aspects of the election, shall tally the votes and shall report the results verbally to the membership before the conclusion of the annual election. These results shall then be recorded in the minutes by the Secretary.
   4. Voting and determining winners.
      1. All offices with a single candidate may be combined into a single slate. The slate will be accepted or rejected by voice vote. The slate shall be accepted if the number of yea votes exceeds the number of nay votes. If the slate is rejected, each office will be voted individually.
      2. A secret ballot will be held for each office where there are more than one candidate. The winner shall be the candidate receiving the greatest number of votes.
      3. If a candidate is running unopposed but not elected as part of a slate, a secret ballot is held with each member casting a yea or nay. The candidate is elected if the number of yea votes exceeds the number of nay votes.
      4. In the event of a tie in the voting for any office, the President shall call a recess as soon as all results have been announced. If at the conclusion of this recess, neither candidate involved in the tie wishes to withdraw from the race, a runoff vote will then be conducted with members present writing their choice on blank ballots. If this runoff also results in a tie, then the race for that office will be decided by the toss of a coin.
      5. Offices which cannot be filled by the normal election shall be filled by appointment per Article IV Section 1.
   5. There shall be no absentee voting conducted by the Society at any time.
   6. Officers may be removed from office by two-thirds vote of a Quorum after a show of due cause under the provision that the members are notified of such proposed action at the regular meeting prior to the meeting at which the action is to be taken. The Secretary will Publish the proposed removal in the minutes.
   7. Vacancies occurring between elections shall be filled by a special election at the regular meeting following the announcement of the resignation or withdrawal of the officer. Duties of the office shall reside with the President or his interim appointee unless otherwise directed by the Executive Board.
6. MEETINGS
   1. Regular meetings: The Cape Fear Astronomical Society will hold its regular business meeting once a month; at a date, time, and location agreed upon by the membership present at the previous regular meeting and Published at least two weeks prior to the meeting.
   2. Special meetings: The times dates and locations for special events and/or activities will be Published at least two weeks prior.
   3. The Executive Board will decide if a scheduled meeting must be canceled or rescheduled. Notification will be Published as quickly as possible. If the meeting is rescheduled, the new date, time, and location will be Published at least one week prior to the new meeting date.
7. FINANCES
   1. The Treasury of The Cape Fear Astronomical Society shall be held in one or more accounts at a reputable local bank. Such accounts may include checking, savings or certificates in the name of the Society and with proportional funding at the discretion of the Treasurer. All withdrawals will require the signatures of the Treasurer and the President.
   2. The Executive Board shall be empowered to pay bills and make expenditures on behalf of the Society between regular meetings up to 4 times the set annual dues, out of pocket with reimbursement by the Society or directly from the Society's account. Larger amounts require the approval of a majority of a Quorum.
   3. All payments and expenditures shall be reported by the President or Treasurer at the next regular business meeting and must be recorded in the meeting minutes.
8. QUORUM
   1. The minimum number of members of the Society that must be present for valid transaction of business at a regular meeting shall be 25 percent of the membership, which shall constitute a Quorum.
   2. The minimum number of members of the Society to participate in a valid transaction of business during an electronic meeting shall be 25 percent of the membership, which shall constitute a Quorum.
   3. A transaction may be proposed for electronic voting to the CFAS email list by any club member. Members will be allowed to discuss the proposed transaction for a minimum of two days. The President will then approve or deny the transaction for voting. If approved, the President will appoint a Teller to post the official transaction email and tabulate the voting results. Voting will take place for a minimum of three days and a maximum of five days from the date of the official transaction post. The expiration date for voting will be posted in the official transaction email. Voting results will be posted to the email list within seven days of the official transaction post.
9. AMENDMENTS

   Proposed amendments must be made available to the members at a regular meeting at least one month before voting. The amendments must be Published at least four weeks prior to the vote. On seconding of a motion to amend as proposed, the President will appoint a Teller and a secret ballot will be held, with Yea votes to accept and Nay votes to reject the amendments. Amendments must be approved by a two-thirds vote of a Quorum at a regular meeting.

10. EQUIPMENT

    Use of Society property or equipment for reasons other than associated Society activities may only be approved by a two-thirds vote of a Quorum, provided that notice of the use was published at least two weeks in advance.

11. EARNINGS

    No part of the net earnings of The Cape Fear Astronomical Society shall inure to the benefit of its members, directors, officers or other persons, except that the organization shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the exempt purpose of this organization.

12. DISSOLUTION

    In the event of dissolution of the Society, the Executive Board shall distribute the assets of the Society, financial and material, to non-profit organizations to best benefit Amateur Astronomy in the Cape Fear region.

Adopted February 3, 2015

Modified December 12, 2016