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System Safety Society Constitution
The System Safety Society Constitution defines the Society's top level operating
rules. The constitution covers such
basics as the name of the Society, objectives, membership requirements, rights,
privileges and obligations and organizational structure.
Contents:
ARTICLE I - Name and Purpose
This section defines the Society's name, scope, definitions and objectives.
ARTICLE II - Membership This section defines eligibility requirements for
membership, membership grades, upgrade procedures, dues guidelines, requirement
for a "Code of Ethics", criteria
for initiating disciplinary action or dropping of members, and procedures for
notifying members of action taken.
ARTICLE III - Organizational
Structure
This
section defines the relationship of the Society members, chapters, and Executive
Council. It establishes the Society
founder (Mr. Roger Lockwood) as a senior advisor to the Executive Council. It defines the Executive Council structure and permanent standing
committees. Society sponsorship approval procedures are outlined for
conferences, symposium, technical meeting or professional affiliations. Provisions are made for naming or terminating technical subgroups,
professional liaison or committees, establishing chapters and associated
geographical boundary and regions, revising chapter charters, declaring inactive
chapters or dropping chapters.
ARTICLE IV - Management This
section provides Society members with basic control of the Society through
elected officers and votes for approval of constitutional changes.
It assigns policy determination and direction to the Executive Council.
Criteria are provided for approving and implementing bylaws.
Requirements are provided for meetings and dissemination of minutes.
It establishes the Society President as the Chief Executive Officer of
the society. Provisions are
provided for officer nominations, filling officer vacancies or appointing
non-voting officers, committee chairman and representatives to other
professional organizations. Basic
responsibilities are defined for elected officers and directors. It defines criteria for managing funds including budget
approval, signature authority, and spending approval and the fiscal year of the
Society. Officer turnover
provisions are defined.
ARTICLE V - Tenure,
Nominations and Elections This article defines tenure of
elected officers, and nominating and election procedures.
ARTICLE VI - Meetings This
article defines requirements for biannual business meetings, activity reports,
Executive Council meetings and special meetings.
ARTICLE VII - ByLaws This
article requires the Executive Council to publish administrative directives of a
continuing nature. Provisions are defined for establishing, advertising and revising bylaws.
ARTICLE VIII - Constitution Amendments This article provides the procedures for initiating
and adopting Society constitutional changes.
It requires the Society to operate at all times as a nonprofit scientific
and engineering membership society as defined by United States Internal Revenue
Code 501 (c)(6) and Income Tax Regulations 1.5(c)(6)-1 as amended.
It contains provisions for distribution of funds in the event of
corporate dissolution.
ARTICLE I - Name and Purpose
Section 1.1:
The name of the organization is the System Safety Society, Inc.,
hereinafter referred to as the Society. The Society is a nonprofit scientific
and engineering membership society incorporated under the laws of the District
of Columbia, U.S.A.
Section 1.2:
The Society is international in scope, recognizing the needs and
advantages for the application of System Safety principles and techniques in
many fields of endeavor throughout the world.
Section 1.3:
The term “system” as used herein shall be considered to include any
product, service and/or activity developed, produced and/or managed by a
specific person, agency or organization for a designated purpose. The term
“safety" as used herein shall be considered to include any technical,
social, educational and/or managerial action initiated for the purpose of
eliminating or reducing the hazards (i.e., risk of property loss and personal
injury) associated with a procedure or system.
Section 1.4: The objective of the Society is to
advance the arts, sciences, and technology of System Safety in pertinent areas
of endeavor for the benefit of all Mankind. The Society encourages original
safety research and the dissemination of product and system safety knowledge
fosters the professional development of those engaged in safety activities
strives to improve public understanding of the safety profession, encourages
education in safety management, engineering and research; fosters communication
among safety professionals and organizations.
ARTICLE II - Membership
Section 2.1:
All persons engaged in professional practice related to the management
and/or technology of product and system safety; in work which contributes to, or
is associated with the advancement of safety engineering or management; or
students enrolled in studies related thereto shall be considered for membership
in the Society upon submission of a proper application form as prescribed by the
Bylaws of the Society established per Article VII, hereinafter referred to as
the Bylaws.
Section 2.2:
The Society shall have three grades of professional membership:
Fellow Member, Senior Member, and Member. In addition various membership
grades and administrative categories shall be established. The basic criteria
for the various member grades and categories shall be defined in the Bylaws.
Section 2.2.1: Professional membership grade
assignments require the following approvals:
Fellow Member - concurrence of Professional Development and
Membership Committees, plus a majority vote of the entire Executive Council by
mail ballot
Senior Member - concurrence of Professional Development and
Membership Committees; plus a majority vote of a quorum of the Executive
Council.
Member - approval of Membership Committee.
Section 2.2.2:
The designation of Fellow Member shall not exceed three percent of the
total membership in any one Society year.
Section 2.3:
Upon any change in membership grade classes or criteria instituted by
changes to the Constitution or Bylaws, the Executive Council shall establish
appropriate interim rules by Executive Order for the fair and orderly conversion
of existing membership grade assignments to new ones as may be required. In no
case shall members in good standing who hold the grade of Fellow Member, Senior
Member or Member prior to 1 Jan 1979 be changed because of a subsequent change
in criteria.
Section 2.4:
The Membership Committee will notify members in good standing within 60
days of their having attained eligibility to apply for promotion to a higher
grade of membership. The Membership Committee will establish eligibility through
review of membership records. A member will be considered eligible to apply for
promotion upon achieving the required years of experience or upon approval of
any Bylaws amendment that creates a new grade of membership or changes
eligibility requirements for existing grades of membership.
Section 2.5:
Dues for the various membership grades, application/initiation fees, and
administrative provisions for the fair and consistent handling of dues, partial
year payments, membership reinstatement, and similar matters will be defined in
the Bylaws of the Society.
Section 2.6:
The Society's Bylaws shall contain a Code of Ethics which shall serve as
a guideline for the professional conduct of its members. The Professional
Development Committee shall provide the leadership in the preparation and use of
the Code of Ethics by the membership. The Professional Development Committee
will investigate suspected violations of the Code by individual members and
provide its findings and recommendations to the Executive Council for
appropriate action. The expulsion or suspension from membership in the Society
shall be conducted as follows:
Section 2.6.1:
For Cause-Any member may be suspended for a period of time or expelled
for cause as a result of conduct or acts contrary to the Society's Code of
Ethics, or otherwise deemed prejudicial to the Society. Such suspension or
expulsion shall become effective upon the two-thirds vote of the entire
Executive Council after service by registered mail of the written charges to the
member, and after hearing upon these charges by a quorum of the Executive
Council. Notice of the meeting for conducting such hearing shall be given not
less than sixty days before the actual meeting date, with such notice advising
the time and place of the meeting. The action of the Executive Council either
upon suspension or expulsion shall be final, and during the suspension period,
or after expulsion, the member shall forfeit all rights, privileges, and
benefits of membership without refund or pro rata of dues.
Section 2.6.2:
For Nonpayment of Dues-Any member shall automatically have his name
removed from the roster for nonpayment of dues. Annual dues are due and payable
at the beginning quarter of the fiscal Year during which the member enrolled,
except that the dues of Members of Record as of 1 January 1979 shall be due and
payable at the beginning of the fiscal year. First billing shall be submitted by
separate letter to the member at least 15 days prior to the due date. A second
billing shall be sent 30 days after the due date. The initial billing shall
include a notice to this effect. The Treasurer shall notify the Executive
Secretary and Membership Chairman of any delinquent members 60 days following
the due date and the member shall be notified that he has been dropped from
active status in the Society.
ARTICLE III - Organizational
Structure
Section 3.1:
The structure of the Society consists of the relationships of the
members, chapters and the Executive Council; with duties, powers, rights and
responsibilities as hereinafter set forth:
Section 3.2:
The Executive Council shall consist of the President, the Executive
Vice-President, the Treasurer, the Executive Secretary, six Directors, the
immediate Past-President, and the Chairperson of each active Chapter.
Section 3.2.1:
The Society's Founder shall serve as the senior advisor to the Executive
Council.
Section 3.3:
Standing committees of the Society shall be Professional Development,
Membership, Conference/ Symposium, and Education.
Section 3.4:
The Conference and Symposium Committee with the concurrence of the
Executive Council shall approve in advance all symposia, conferences or
technical meetings sponsored singly or jointly by the Society, or with which the
Society otherwise becomes affiliated either actively or by name.
Section 3.5:
For the purpose of serving the professional interests of the membership,
Technical Specialty, Groups or Committees may be established by the Executive
Council. The Council may terminate the existence of any such group. The
establishment of such groups shall be by Executive Order.
Section 3.5:
For the purpose of serving the needs of the membership, and promoting the
work of the Society, the membership may organize chapters within boundaries
defined by Chapter Charters which will be submitted for approval by the
Executive Council, Chapter's Charters shall be revised or revoked by the
Executive Council. To promote the administration of chapter affairs, the Society
may be organized in geographical regions and districts as defined by Executive
Order. Chapters which fail to hold at least two meetings during, the Society
Year shall be considered inactive. Inactive chapters shall not be eligible for
financial reimbursement and their chairperson shall not have a vote on the
Executive Council. Chapters which are inactive for three consecutive years shall
have their charter revoked.
Section 3.6:
For the purpose of assisting students to advance towards the practice of
the arts, sciences and technologies of system safety, the Executive Council may
authorize the establishment of student chapters at recognized colleges or
universities offering curricula and studies acceptable to the Society. A student
chapter of the Society shall be under the sponsorship of the chapter nearest to
the area.
ARTICLE IV - Management
Section 4.1:
Basic control of the Society rests with the voting members whose rights,
privileges and obligations are defined by this Constitution. This control is
manifested through the election of Professional Members of the Society as
Officers and Directors; through the approval or disapproval of proposed
amendments to this Constitution; and through the exercise of the right of
petition.
Section 4.2:
The determination of policy and the overall direction of the Society
affairs shall be the responsibility of the Executive Council.
Section 4.2.1:
The Executive Council shall document the policies and direction for
Society operations by publishing a Society Operations Handbook. This handbook
shall establish outlines for chapter organization, standing committees,
guidelines for periodic reporting to the members, and financial management of
the Society. This handbook shall be provided to each Executive Council member,
operating and regional vice-presidents and committee chairpersons.
Section 4.3:
As used herein and in the Bylaws, expressions such as approved by;
authorized by; with the consent of; or established by the Executive Council
(unless otherwise indicated), shall mean a majority vote by a quorum (defined in
Sec. 6.2), during an official meeting. Minutes of each official Council meeting,
shall be distributed by mail to all Council members, vice-presidents and
committee chairpersons as soon as practicable. When a motion requires a vote of
the entire Council, a written ballot shall be submitted by mail. All returned
ballots will be exhibited and counted at a subsequent Council meeting (at
least 20 days after the mailing of the ballot) and recorded in the minutes of
that meeting. A majority for two-thirds vote where stipulated, of Council
members responding, to the mail ballots, shall be sufficient to approve a motion
requiring a vote of the entire Executive Council.
Section 4.4:
Should a vacancy occur in any Society elective office except the
Presidency, the President may appoint, with the advice and consent of the
Executive Council, a Professional Member to fill the vacancy until the next
regular election, at which time such vacancy shall he filled for the remaining
portion of the term, by ballot vote of the membership. Should a vacancy occur in
the Presidency, the Executive Vice-President shall succeed to the office of the
President for the remainder of the elected term. Such appointment or election
for an unexpired term shall not be considered a term of office, nor shall it be
in any way a restriction against serving for more than one term of office.
Section 4.5:
The President shall function as the chief executive of the Society during
his term of office. He shall preside at meetings of the Executive Council, and
officially represent the Society in all functions, He shall, with the approval
of the Executive Council, issue Executive Orders which shall be binding on the
Society until specifically voided or superseded. Executive Orders shall be used
to appoint special committees, technical specialty groups, make special
assignments and define other matters of a temporary nature as defined herein.
The President shall prepare and deliver to the membership, a report at the close
of each fiscal year that describes the goals accomplished, and the plans or
recommendations for the next year's activities.
Section 4.6:
The President shall, with the advice and consent of the Executive
Council, appoint operating vicepresidents in the areas of Professional
Development, Membership, Conference/Symposium and Education. The President shall
also, with the advice and consent of the Executive Council, appoint regional
vice-presidents and committee chairpersons as deemed necessary to carry out the
business of the Society. The designation of operating or regional vice-president
or committee chairperson shall be accomplished by Executive Order which shall
set forth the mission, operating constraints, budget limitations, reporting
frequency, and other information as appropriate. Operating and regional
vice-presidents and committee chairpersons are functional managers, and as such
are advisory members of the Executive Council, and shall not exercise voting
rights within the Council unless they hold proxy of an Executive Council member.
Section 4.7:
The Executive Vice-president shall preside at Executive Council meetings
in the absence of the President. He should exercise administrative guidance and
support for the operating and regional vice-presidents and committee
chairpersons and such other duties as assigned by the President.
Section 4.8:
The Treasurer shall have full accounting and disbursement responsibility
for the Society. He shall submit reports on the financial standing of the
Society to the Executive council during each regularly scheduled meeting.
Society savings and checking accounts must require at least two signatures, the
Treasurer and one other member of the Executive Council. The type and location
of all checking, savings or other accounts in which Society funds are deposited
and the prerequisites for their withdrawal must be approved by the Executive
Council. The Treasurer shall propose the annual budget and submit it to the
Executive Council 30 days prior to the end of the Society year.
Section 4.9:
The Executive Secretary shall publish minutes of the meetings, distribute
mail ballots, perform other tasks as directed by the Constitution/Bylaws or
Executive Council and assure the effective administrative conduct of the Council
and Society affairs.
Section 4.10:
The six elected Directors will assist the President and Executive
Vice-President in the operations of the Society.
Section 4.11:
No member may commit the Society for services or supplies except upon
authorization of the Executive Council. A majority vote of a quorum of the
Executive Council may authorize single expenditures or budgets up to five
thousand dollars. A two-thirds majority of the entire Executive Council shall be
required for any single expenditure or commitment totaling over five thousand
dollars.
Section 4.12:
No Officer or Director shall receive directly, or indirectly, any salary,
travel expenses, emolument or compensation from the Society unless authorized by
the concurring vote of two-thirds of the entire Executive Council. Expenses
incurred in connection with Society business in excess of one hundred dollars
must be authorized in advance by the Executive Council either as part of an
authorized budget or as an extra ordinary expenditure.
Section 4.13:
No Officer or Director shall have financial interest in any contract
relating to operation of the Society, nor in any contract for furnishing
supplies thereto, unless authorized by a two-thirds vote of the entire Executive
Council by mail ballot.
Section 4.14:
Newly elected Officers and Directors of the society shall start to
interface with Society Officers at least two months prior to taking office so
that they will he aware of programs started which should be continued, and the
business of the Society, in order that there will be an effective transition
from one administration to the next and to assure that the progress of the
Society will not be delayed.
Section 4.15:
The fiscal year of the Society shall extend from July I through June 30
of the following calendar year and shall be known as the Society Year.
ARTICLE V - Tenure,
Nominations and Elections
Section 5.1:
The term of office for the President, Executive Vice-President, Treasurer
and the Executive Secretary, shall be two years, commencing on odd years at
the start of the new Society Year. The term of office for the Directors shall be
four years, commencing on odd years at the start of the new Society Year. No
officer or director shall be eligible to serve two consecutive full terms in the
same office. Nor shall any member of the Executive Council be eligible to serve
in concurrent offices on the Executive Council.
Section 5.2:
The President, with the advice and consent of the Executive Council,
shall appoint a Nominating Committee which shall select nominees for the office
of President, Executive Vice-President, Treasurer, Executive Secretary and three
Directors. This Committee shall consist of at least five voting members of whom
at least one shall be a current or past President of the Society. The Committee
shall seek advice and recommendations from each Chapter in the selection of
nominees. Any person nominated or selected for a voting position on the
Executive Council must, at the time of such nomination or selection, be a
Professional Member of the Society, in good standing and remain in good standing
through the term of office. Any person appointed to a nonvoting position on the
Executive Council must, at the time of such appointment be a member of the
Society in good standing and remain in good standing through the term of office.
Section 5.3:
Nominations of at least two candidates for each open office shall be
approved by the Executive Council and submitted to the Executive Secretary by
the Nominating Committee not less than seven months prior to the end of the
second Society Year. Each candidate shall submit suitable biographical
information and a photograph for publication in the Society journal, or on the
ballot form. Each nominee shall provide written acceptance of the nomination.
Section 5.4:
In addition to nominations made by the Nominating Committee, nominations
for Officers or Directors may be submitted by written petition of at least 30
members to the Executive Secretary for consideration by the Nominating Committee
and Executive Council not less than nine months prior to the end of a term of
office. Nominating petitions shall be accompanied by written acceptance of the
nomination by each nominee,
Section 5.5:
The Executive Secretary shall submit a mail ballot to the voting members
not less than five months prior to the time the newly elected officers are to
take office. The ballots shall contain the names of all candidates for the
Officers and Directors as approved by a quorum of the Executive Council and
shall, in the instance of candidates for Directors, include more candidates than
the number of positions to be filled.
Section 5.6:
Election of the Officers and Directors to office shall be by a plurality
of the ballots received within 30 days following mailing. The results of the
voting shall be tabulated by a committee of not less than three Professional
Members, and the results announced to the membership by letter or in the Society
journal. All ballots shall be available for review for a period of at least one
year following any election.
ARTICLE VI - Meetings
Section 6.1:
There shall be a biennial business meeting of the Society as close as
possible to the end of each odd numbered Society Year at a date, time, and place
to be determined by the Executive Council. Business transacted shall include,
but not be limited to the formal installation of newly elected Officers and
Directors, a report on the activities of the Society, a statement of the
financial position of the Society for the preceding two years, and the release
of the membership roster. The biennial report shall be included as part of the
minutes of the meeting and a summary published for distribution to the
membership. Notice of the biennial business meeting shall be mailed to all
voting members of the Society at least 30 days prior to the selected date.
Section 6.2:
Not less than six official meetings called by the President or Executive
Vice-President shall be held each year by the Executive Council. A quorum for
these meetings shall consist of five Directors or Officers or by members holding
specified written proxies. Notification of these Executive Council meetings
shall be made to all Executive Council members not less than 30 days in advance.
Section 6.3:
Special Executive Council meetings may be called by the President or the
Executive Vice-President and shall be called upon request of two Society
Officers; by request of a majority of the Executive Council; or upon the written
petition of at least 30 Society members. A quorum for these meetings shall be as
defined in Section 6-2.
ARTICLE VII - ByLaws
Section 7.1:
Bylaws shall be established and published to define administrative
directives of a continuing nature promulgated by the Executive Council,
consistent with the provisions of the Constitution.
Section 7.2:
Bylaws shall establish qualification guidelines for professions
membership grades, member-ship grades, and administrative categories; dues for
each membership grade and category; a Code of Ethics for Society members; such
other matters as may be agreed upon a twothirds vote of the entire Executive
Council.
Section 7.3:
Bylaws shall be established/revised upon a two-thirds vote by mail ballot
of the entire Executive Council. Marked ballots must be received and counted
from at least two-thirds of all eligible Executive Council members to be
considered a valid vote. Copies of the returned ballots shall be retained by the
Executive Secretary for a period of two years following a vote on a Bylaws
provision.
Section 7.4:
Any new or revised Bylaws provisions approved by the Executive Council
shall incorporate an effectivity date, which shall not be less than six months,
after the time of vote approval. The new or revised wording, together with
appropriate explanation and justification, shall be published in the Society's
journal (or otherwise made available for review by all members of the Society)
at least three months prior to its effectivity date.
Section 7.5:
Approval by the Executive Council of new or revised wording of Bylaws
shall be declared void by the Executive Secretary should the Council receive
written objections from 20% or more of the active membership of the Society
prior to its effectivity date.
ARTICLE VIII - Constitution
Amendments
Section 8.1:
Proposed amendments to the Constitution shall be initiated by a petition
signed by a minimum of 10 percent of the voting membership, or by an application
of a member of the Executive Council, as approved by a majority of a quorum of
the Executive Council, and authorized by a majority of the entire Executive
Council by mail ballot.
Section 8.2:
Proposed amendments to the Constitution, together with a ballot form,
shall be mailed by the Executive Secretary to all professional and affiliate
members in good standing. The ballot form shall set forth a date of not more
than 20 days thereafter by which time votes must be returned to be counted.
Section 8.3:
A proposed Constitution Amendment; shall be adopted if two-thirds of the
vote cast is favorable, the amendment shall take effect at the time specified in
the ballot.
Section 8.4:
The Society shall be operated at all times as a nonprofit scientific and
engineering membership society as defined and limited by the United States
Internal Revenue Code and Income Tax Regulation 1.5(c)(6)-l as amended: and any distribution of funds,
upon corporate dissolution or final liquidation of corporate assets will be made
in accordance with the applicable provisions of codes and regulations.
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