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TMS Bylaws: Article IV. Meetings



Section 1.
The Annual Meeting of the Society shall take place on the same date and at the same place as the Annual Society Meeting of the Board of Directors at such time as the Board of Directors or the President shall determine. A special meeting of the Society may be called by the Board of Directors, the President, or twenty-five (25) or more members in good standing.

Section 2.
Open meetings of the Board of Directors of the Society shall be held during the Annual Meeting of the Society. Other meetings of the Board of Directors of the Society shall be called by the President of the Society.

Section 3.
A. Except as may be otherwise provided by law or by the Articles of Incorporation, at any meeting of members, the members in good standing present at such meeting shall constitute a quorum for such meeting. At each meeting of members at which a quorum in present, all questions and business shall be determined by a majority vote of those present.

B. Except as may be otherwise provided by law or by the Articles of Incorporation, a quorum of the Board of Directors shall consist of a majority of the Directors then in office. At each meeting of the Board of Directors at which a quorum is present, all questions and business shall be determined by a majority vote of those present.

Section 4.
A. Not less than ten (10) days before the date fixed for a meeting of members, notice of such meeting shall be published in the principal periodical of the Society and, in addition, shall be published in two (2) newspapers of general circulation in the country in which the registered office of the Society is located.

B. Not less than five (5) days before the date fixed for an annual organization or regular meeting of the Board of Directors, or ten (10) days in the case of a special meeting of the Board of Directors, written notice stating the date, time, place and, in the case of a special meeting, the purpose of such meeting shall be given by or at the direction of the President or of the other person or persons calling the same. Such notice shall be given by first-class mail, postage pre-paid, addressed to the Directors at their respective addresses as they appear on the records of the Board of Directors.

Section 5.
Each member shall be entitled to one vote upon any matter properly submitted to the members for their vote. Except as may be otherwise provided by law or by the Articles of Incorporation, the voting on all matters required or permitted to be voted on by the members may be conducted by mail, with the same effect as voting at such elections and on such other matters at a meeting of the members duly called and held and at which a quorum of the members is present.


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