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Bylaws of the Scientific Society for Astrobiology (SSA)
The name of this organization shall be the Scientific Society for Astrobiology.
SSA seeks to provide a forum for connection and collaboration among members of the astrobiology community as well as the dissemination and proliferation of astrobiology research. SSA is dedicated to interdisciplinary science that engages chemists, geologists, biologists, planetary scientists, astronomers, engineers, data scientists and others in the study of the origin, evolution, distribution and future of life in the Universe. SSA prioritizes diversity, equity, inclusion and accessibility as a pathway to outstanding scholarship and professional service. SSA is a voice for the astrobiology community as it seeks to interface with the public, national funding agencies particularly within the United States, and with policy makers to enhance astrobiology’s visibility, value, and impact within the broader scientific and space exploration ecosystem, and international communities.
Section I - Members.
Member qualifications and verification: Membership is open to any individual who supports and promotes the objectives of the SSA and is a researcher, scientist, engineer (or similar) or educator at the student, postdoc, or professional level in astrobiology or closely related discipline, or is actively involved in the support / execution / implementation / dissemination of research in astrobiology or a related field. Members must provide verification of an existing affiliation with a scientific or engineering institution OR post-secondary institution (including universities, community colleges, etc.) or a related degree.
A Member shall be eligible to attend all SSA general member events / meetings, to hold elective and appointive positions, and to vote in the following capacities:
(a) in elections as defined in Articles VI and VIII of these By-Laws;
(b) on the recall of officers or members of the Board of Directors;
(c) on amendments to the By-Laws.
Members shall also have the right, by petition, to nominate candidates for elective
positions as outlined in Article VIII, Section 2, of these By-Laws, and to propose
amendments to the By-Laws.
Other privileges and benefits that become available shall accrue to all members unless
otherwise restricted in other Sections of these By-Laws, or by action of the Board of
Directors.
Section 2 - Categories of Membership. These are:
(a) Annual Professional Memberships
(a.1) Professional. Any individual who qualifies under Article III, Section 1, of these
By-Laws and is not a student or within three years of graduation shall be eligible to become a Professional Member upon approval of written application (see Section 3) and payment of annual dues in an amount to be determined by
the Board of Directors.
(a.2) Student. Any individual who qualifies as a full-time student at an educational
institution or who is within three years of graduation and who otherwise qualifies for membership under Article III, Section 1, of these By-Laws shall be eligible to become a Student Member. This class of membership shall differ from Professional membership only in being available at a reduced rate of annual dues, as determined by the Board of Directors. However, the
student status of an applicant for student membership must be verified by unofficial transcript or other documentation from the institution in which the applicant is a student, or one of its representatives (i.e. a faculty member), or by confirmation by a professional member in good standing of the Society.
(b) Annual Affiliate Memberships.
(b.1) Friend. Any individual who is interested in astrobiology but does not specifically qualify under Article III, Section 1, of these By-Laws shall be eligible to become a Friend of the Society. Friends of the Society can attend society events but cannot vote (section …), nor can they be nominated for office. They shall enjoy the other rights and other privileges of membership under annual dues as determined by the Board of Directors.
(b.2) Honorary Membership. Two types of Honorary Membership recognize individuals for their contributions to the objectives of the Society. Any individual who has made a distinguished contribution to astrobiology science may be considered for an Honorary Membership for Scientific Contribution. Any individual who has made outstanding contributions toward public understanding of science through communication or education activities may be considered for an Honorary Membership for Science Communication or Education. Honorary Memberships may be awarded at the discretion of the Board of Directors, subject to the limitations below... The total number of Honorary members for Science Communication or Education may not exceed the greater of five (5) or one-half percent (1/2 of 1%) of the membership of the Society. Honorary Members may not be dropped in the event of a decline in the membership of the Society. Such members shall be exempt from dues, but shall enjoy all rights and privileges accruing to a Professional Member.
(b.3) Emeritus Membership. Any person who is qualified to be a Professional Member and who is retired from gainful employment and whose contiguous years of membership in the Society total at least 10 years shall be eligible to become an Emeritus Member. Thereafter, the Emeritus Member shall be exempt from all dues but shall continue to enjoy all rights and privileges accruing to a Professional Member.
(b.4) Life Members. The Life Member shall pay a one time larger fee, and be exempt from all future dues, but shall continue to enjoy all rights and privileges accruing to a Professional Member. Life Member fees shall be set by the Board of Directors.
(c) Other Categories of Membership.
Subject to approval by the membership, the Board of Directors may establish and define other categories of membership should such additions to this subsection be deemed of benefit to the Society.
Section 3 - Levels of Membership
These levels apply to Professional Members (professional as indicated in (2a.1), not student members) as well as Friend of the Society.
(a) Supporting. Any individual who qualifies under Article III, Section 1, of these By-
Laws and pays regular dues associated with their category of membership shall be eligible to become a Supporting member and shall enjoy the rights and other privileges of membership. The annual dues for Supporting members will be determined by the Board of Directors.
(b) Sustaining. Any individual who qualifies under Article III, Section 1, of these By-
Laws shall be eligible to become a Sustaining member and shall enjoy the rights and
other privileges of membership. The annual dues for Sustaining members reflect a higher level of support as compared with Supporting members and may include additional privileges as determined by the Board of Directors.
(c) Patron. Any individual who qualifies under Article III, Section 1, of these By-
Laws shall be eligible to become a Patron and shall enjoy the rights and other privileges
of membership. The annual dues for a Patron membership reflect the highest level of support for the SSA and may include additional privileges as determined by the Board of Directors.
(d) Other Levels of Membership. Subject to approval by the membership, the Board of Directors may establish and define other levels of membership should such additions to this subsection be deemed of benefit to the SSA.
(f) Applications for Membership Fee Reduction. Should any person eligible under Article III, Section 1, of these By-Laws be a resident of a low-income country or be subject to financial hardships, that member may apply for a membership fee reduction by contacting the Membership Officer of the Board of Directors, who will bring the application to the Membership Committee. If a fee reduction is recommended by a vote of the Membership Committee, one Co-Chair and the Membership Officer shall prescribe and approve the reduction. In lieu of a vote of the Membership Committee, a vote of the Board of Directors may be obtained.
Section 4 - Conditions of Membership.
(a) Period of Membership: All members shall pay such dues as determined by the Board of Directors. Annual membership dues shall be payable on the first day of each calendar year. Annual membership runs from January 1 to December 31 of the calendar year in which dues are paid.
(b) Application for membership in any category: All member applications (other than those of Emeritus or Honorary Members) shall be submitted via a form prescribed by the Board of Directors. Acceptance to membership shall be contingent on payment of dues in categories where dues are required. Thereafter, the member shall retain membership in the same category until:
(i) a change is requested in writing by the member and approved by the Board of Directors; (ii) an Emeritus or Honorary Membership is awarded to the member; (iii) three years after the member's status as a student expires or the member changes career; or until: (iv) membership is terminated under conditions set forth in Section 4 of this Article. Condition (v) can be reviewed on a case by case basis by the Board of Directors upon request.
Acceptance to membership in Emeritus member category or Patron level members in any category shall require an affirmative vote of at least a simple majority of the quorum at a meeting of the Board of Directors. Honorary Membership shall require an affirmative vote by each member of the Board of Directors.
Section 5 - Termination of Membership. Membership may be terminated or made inactive:
(a) on death of the member;
(b) by written notice of resignation or termination by the member;
(c) by failure of the member to pay dues by March 1st following electronic or other notification, after which the member shall be marked as inactive for a period of ups to three years;
(d) by action of the Board of Directors for conduct deemed detrimental to the SSA, or in violation of the Code of Conduct or Bylaws of the Society.
Section 6 - Reinstatement of Delinquent Memberships. An individual whose
membership has been terminated under the conditions set forth in Section 5(b) or 5(c) of this
Article may be reinstated upon payment of dues.
Section 1 - Awards for Achievement. The SSA will make awards on a bi-annual basis that honor outstanding achievements of members of the SSA. These awards shall be specified by the Board of Directors and established through amendment to these By-Laws.
Section 2 - Fellows. Any member who is deemed to have made a meritorious contribution to the advancement of the objectives of the Society may be considered for the status of Fellow. Once within the first five years of the SSA and thereafter every five years or as deemed necessary up to every two years, the Co-Chairs shall appoint three members who serve as a Committee for the nomination of Fellows. Fellows shall be elected by the Board of Directors from the nominations proposed by this Committee. Election shall require an affirmative vote of at least a two-thirds majority of the full Board of Directors.
Section 1 - Annual Meeting. The SSA shall hold an Annual Meeting at a time
and place to be determined by the Board of Directors.
Section 2 - Other Meetings. The Board of Directors, at its discretion, may schedule
meetings other than the Annual Meeting in order to further the purposes of the SSA.
At the discretion of the Board of Directors, various fields or disciplines represented by
the SSA membership may be organized into Sections which may act as functional
subdivisions of the SSA. The specific organization and functions of such Sections
shall be set forth by the Board.
Section 1 - Composition. The control and conduct of the property and business of this
organization shall be vested in a Board of Directors which shall consist of twelve elected
Members including the Executive Officers (including two Co-Chairs), Members of the Board, and Operations Officers. The outgoing Co-Chair will serve a one year term as an Ex Officio member following the term of service. Further Ex Officio members of the Board may be appointed by the Board on an as-needed basis. Each of the twelve elected Board members shall serve a three-year term, with one-third of the elected Board membership being elected at each annual election and Co-Chairs being elected every other voting cycle. The manner of nomination and election is defined in Article VIII of these By-Laws. Responsibilities of the officers are enumerated in Article VII. The officers, except as specified here and in Article VII, Section 1, of these By-Laws, shall be elected annually from among its membership and serve up to three-year terms. No Co-Chair shall serve consecutive terms and no member of the Board of Directors shall serve more than two consecutive terms in any role, with exception of officers appointed or elected within the initial three-year period following the establishment of the SSA.
(a) First SSA board composition and terms.
In the founding of the SSA, the founders shall serve as Co-Chairs for five years. The Co-Chairs shall appoint a starting board and officers of 10 individuals such that the total initial board shall constitute 12 members. The initial SSA board members shall have terms of service set by the founders at the time of SSA initiation, which will facilitate board members rolling off after one, two, or three years to begin the election cycles. The initial board members shall be eligible for renewal / election after their ‘founding terms’ per Section 1. A new Co-Chair shall be elected in the fourth year of the SSA, to replace one of the founding Co-Chairs who shall then serve one year as Ex Officio; then a second new Co-Chair shall be elected in the fifth year of the SSA.
Section 2 - Meetings. The Board of Directors shall hold meetings at times and places to be determined by resolution, but must meet at least twice per year. The Co-Chairs may call a meeting of the Board when it is determined that such a meeting is useful or necessary. Any action required or permitted may be taken by the Board without a meeting, but passage of such action in the absence of a meeting shall require the consent in writing of a simple majority of the full Board (where electronic consent also is acceptable). Such written consent or consents shall be filed with the minutes of the proceedings of the Board.
Section 3 - Quorum. A simple majority of the membership of the Board of Directors shall constitute a quorum. A written proxy from an absent member of the Board may count toward the constitution of a quorum; such proxy shall give full voting rights to the designated member of the Board. Unless otherwise specified in these By-Laws, decisions by the Board may be made by a simple majority of the quorum at a meeting of the Board.
Section 4 - Duties. The Board of Directors shall have the power to:
(a) Call meetings of the members of the SSA and provide an agenda in advance of the meeting;
(b) Conduct, manage, and control the affairs and business of the SSA;
(c) Adopt, by resolution, rules and regulations consistent with the laws of the State of CA and the By-Laws of the SSA;
(d) Contract for, incur, or create any indebtedness in any lawful manner and in any amount required for the purposes of the SSA;
(e) Make, do, or perform any acts necessary and proper to carry out all or any of the purposes of the SSA;
(f) Supervise all acts of the officers and employees and cause the monies and all other assets of the SSA to be kept safely, directing from time to time where the same shall be kept or deposited;
(g) Invest surplus funds, or funds from the Reserve Fund, in stocks and other
securities as determined and recommended by the Finance Committee; and
(h) Establish policies, regulations, and overall objectives and enforce the same.
Section 5 - Vacancies. Any vacancy occurring on the Board of Directors shall be
filled by Co-Chairs appointment, subject to approval by the Board, for the remainder of
the unexpired term.
Section 6 - Removal of a Director. At the discretion of the Board, a Director may be
removed from office. Conditions for removal may include but are not limited to violation of the code of conduct, missing meetings, or failure to discharge other duties. Removal of a Director must be approved by a simple majority of the full Board of Directors, less the member in question.
Section 7 - Advisory Board. The Board of Directors may choose to appoint an advisory board. The membership of the advisory board may include past SSA Co-Chairs, as long as they remain members of the SSA, founding members, and/or other experts in the community. The members of the Advisory Board may be invited to select Board meetings, and Advisory board meetings will be held a minimum of once a year under the direction of the Co-Chairs.
Section 1 - Officers. The officers of the SSA shall be the two Co-Chairs, a past Co-Chair, the Recording Secretary, Corresponding Secretary, a Membership Officer, and Treasurer.
The Co-Chairs, Membership Officer, and Recording Secretary shall be chosen from and elected by the Board of Directors from a slate of candidates submitted by the Nominating Committee.
The Treasurer and Corresponding Secretary are full members of the board who may be elected from and by the Board of Directors or may be appointed by the Co-Chairs from the general membership with the concurrence of a two-thirds majority of the full Board. If the Treasurer and Corresponding Secretary are current members of the Board, two additional board members will be appointed such that the Board of Directors remains at 12 members total.
After the initial five year period of the society, the term of all voting officers shall be two years, beginning the first day of July. No elected officer may serve more than two consecutive terms. Appointed officers shall serve no more than three consecutive terms, unless otherwise decided by a two-thirds vote of the Board of Directors.
The active term of office for the Co-Chairs shall be two years, followed by a one-year term as Ex-Officio Past chair. (The founding Co-Chairs will serve terms of 4 and 5 years as stated above) The Co-Chair is eligible for repeated active terms, but cannot be elected to active Co-Chair again until after their term as Past Chair expires.
Section 2 - Duties of the Officers.
(a) The Co-Chairs shall preside at all meetings of the SSA and of the Directors and shall have the authority to enter into contracts for the SSA that have been approved by the Board. The Co-Chairs shall appoint committees and shall be ex-officio members of all committees. The Co-Chairs shall have the power to call special meetings of the SSA, with agenda stipulated, and to convene the Board and/or any committee at their discretion. The Co-Chairs shall fill any vacancy on the Board of Directors by appointment from the membership. Such appointments must be approved by the Board.
The Co-Chairs may appoint a member of the Board of Directors to perform duties of any
absent officer unless otherwise specified in this Article.
(b) The Recording Secretary shall record in writing (including electronic notes or transcriptions) all meetings of the SSA and of the Board of Directors. These records shall be transmitted at least once annually to the Membership and for cataloging and permanent storage. The Recording Secretary shall certify all acts of the SSA and of the Board. The Co-Chairs shall have charge of all records of the Society except those pertaining to the duties of the Treasurer. The Recording Secretary will coordinate with the Host of the Annual meeting to prepare the program for the annual meeting and the abstracts for the annual meeting. The Recording Secretary manages the elections along with the Past Chair.
(c) The Treasurer shall conduct the business affairs of the SSA, present financial reports to the Co-Chairs when requested, and make at minimum bi-annual reports to the Board of Directors. The Treasurer shall be responsible for the preparation of all necessary tax returns. Subject to the regulations of the Board, the treasurer shall be responsible for the administration of all funds of the SSA except for the Reserve Funds which shall be under the supervision of the Finance Committee. The General Fund accounts shall be subject to the signatures of the Treasurer plus any one of the other SSA officers.
(d) The Corresponding Secretary shall conduct the correspondence and perform such
other duties as the Board may require. The Corresponding Secretary shall, with an ad-hoc website committee if desired, maintain the website and coordinate press and public outreach activities of the SSA. The Corresponding Secretary shall also supervise the digital or print distribution of all notices and communications.
(e) The Membership Officer shall maintain the membership list. The Membership Officer and the Recording Secretary, shall work with the Nominating Committee and the Board to send out the ballots for the annual election of Board members and tabulate the votes from the ballots. The Membership Officer shall supervise SSA diversity / inclusion initiatives, as well as membership benefit initiatives. The Membership Officer, along with the membership committee, shall oversee membership applications.
(f) The Past Chair. The Past Chair shall serve a one-year term immediately following their term as a Co-Chair. The Past Chair shall be an ex-officio (non-voting) member of the board. The Past Chair shall attend meetings of the Board, and shall advise the Co-Chairs and board on the activities of the SSA. Should any vote of the board result in a tie, the Past Chair may vote to break a tie. The Past Chair shall be the chair of the nominating committee.
(g) Assistants to Officers: The Recording Secretary, Corresponding Secretary, and the Treasurer may each choose an assistant to help with SSA business. Assistants may not replace the Recording Secretary, Corresponding Secretary, or Treasurer as Society officers when voting.
Section 1 - Inaugural SSA board. In the founding of the SSA, the Co-Chairs will appoint / invite the first Board members and officers to fill all positions. The length of these members’ tenure on the board will vary from one to three years in order to cycle membership. The first elections will be held no earlier than one year and no more than two years following the appointment of the initial Board.
Section 2 - Nominating Committee. Candidates for the nominating committee will be selected from nominations at the annual meeting of the SSA, and shall be elected by a popular vote of the attending members. The Past Chair shall be the chair of the Nominating Committee. This Committee shall consist of no less than three members, and shall have the following responsibilities:
(a) To select from the membership a list of the most qualified and willing candidates for Board of Directors, including at least two candidates per open position on the Board, which is subject to the approval of the Board;
(b) To select from the membership or the Board a slate of the most qualified and willing candidates for elective office, two candidates per office, which slate is subject to the approval of the board;
(c) To solicit and approve petitions of candidacy from the membership, as provided in
Section 2 of this Article;
(d) To oversee the election, tabulation, and announcement of the results.
Section 3 - Petitions. A call for petitions for candidacy for the Board of Directors shall be issued to the membership and additional nominations may be secured by a majority vote of the Nominating Committee. The process for determining qualifications / process for Board candidacy shall be determined within the first year of the SSA, preceding any elections. The candidate so nominated is then included on the general ballot.
Section 4 - Write-ins. Space on the ballot must be included to accommodate write-in
votes for the Board of Directors.
Section 5 - Elections. Voting shall be done digitally by a process designed by the Membership Officer and the Co-Chairs in the first year of the SSA. Any valid candidate (slate, petition, or write-in) receiving the majority of the votes returned shall be elected. The candidates receiving the highest number of votes for positions on the Board of Directors shall be elected to fill the regular three-year terms of office. Any tie vote resulting shall be decided by a simple majority of the Board. The Membership Officer and the Recording Secretary, shall work with the Nominating Committee and the Board to send out the ballots for the annual election of Board members and tabulate the votes from the ballots.
Section 6 - Implementation Dates. The deadline dates for the administration of elections to the Board of Directors shall be decided within the first year of the SSA.
Section 1 - Appointment. By September of each year the Co-Chairs, with the approval of the Board of Directors, shall create and appoint such standing or advisory committees as may be deemed necessary for the promotion and proper conduct of the objectives of the Society. The Co-Chairs also, with approval of the Board of Directors, at any time may create and appoint ad hoc committees for specific projects; such committees are temporary and cease to exist when their charge is completed.
Section 2 - Responsibilities. Each committee, whether standing or ad hoc, shall make evaluations and recommendations to the Board regarding Society activities in its respective area. The chair of each committee shall report to the Board when requested by the President to do so, or as otherwise specified in these By-Laws.
Section 3 - Composition. All committees shall be appointed by the Board, who shall designate the chair of each. Except as provided in Sections 5, 6, 7, and 8 of this Article, any member of the Society shall be eligible for appointment to any committee so created.
Section 4 – Annual Meeting Committee. As stipulated in Article VIII, Section 2 of these By-Laws, an Annual Meeting Committee shall be chaired by the Recording Secretary. The committee shall be composed of at least two members and work with the ad hoc Local Organizing Committee (if applicable) formed for each annual meeting; and for virtual meetings shall organize all relevant logistics.
Section 5 - Finance Committee. As stipulated in Articles VIII and XI Sections 4, 5 and 9 of these By-Laws, the Finance Committee shall consist of the Treasurer as chair and at least two other members. At least two members of this Committee shall be members of the Board of Directors.
Section 6 – Nominating Committee. As stipulated in Article VIII, Section 1, of these By-Laws, the Nominating Committee shall consist of no less than three members, and chaired by the Past Chair.
Section 7 – Membership Development, Diversity, Equity & Inclusion Committee. This committee shall consist of the Membership Officer and at least two other members (who can be but need not be Board members) who will focus on maintaining and expanding membership of the Society. This committee will work to maintain diversity, equity, inclusion, and accessibility within the society through activities and actions as desired and suggested by the committee, Board of Directors, and the SSA membership. All activities and undertakings by the membership committee shall be subject to approval of the SSA Board or a vote of the Members at any general members meeting.
Section 1 - General Fund. The General Fund shall contain the funds gathered from memberships and meetings. All funds other than bequests and trusts, or assets shall be designated collectively as the General Fund.
Section 2 - Reserve Fund. All monies received from Members paying higher fees that the Sustaining level, and from Patrons, in consideration of their election as such, all gifts for undesignated purposes, and such other funds, properties, or assets as the Board of Directors shall stipulate, shall be designated collectively as the Reserve Fund.
Section 3 - Bequests and Trusts. Bequests and trusts having for their object the purpose or welfare of the Society may be accepted and administered by the Society. Before acceptance of any such trust, the Board of Directors shall consider the object of the trust and all conditions and specifications attached thereto, and shall report its action to the Society. Unless otherwise specified by the donor, bequests shall be added to the Reserve Fund and managed by the Finance Committee, which shall also manage trusts as agreed to in the trust instructions.
Section 4 - Control and Administration.
(a) General Fund. Subject to the general direction and regulations of the Board of Directors, the Treasurer shall be responsible for all funds of the Society except for the Reserve Fund, which shall be under the supervision of the Finance Committee. The General Fund accounts shall be subject to the signatures of the Treasurer and one other Officer.
(b) Reserve Fund. As designated in Section 9 of this Article, a Finance Committee shall hold the Reserve Fund in trust with power to sell and to reinvest according to its judgment under the investment policy and guidelines adopted by the Board of Directors. Principal and income from the Reserve Fund may, with the approval of a two-thirds majority of the Board of Directors, be returned to the General Fund for the conduct of the Society's business. Both the principal and income of the Reserve Fund shall be used solely to further the objectives and purposes of the Society; the Reserve Fund shall be administered and operated in such manner that it will at all times maintain a tax exempt status under the provisions of the United States Internal Revenue Code, both for income tax and gift tax purposes.
Section 5 - Accounting. All incoming funds shall be received by the Treasurer, Co-Chairs or BOD designee, entered into the Society's records by the Treasurer, and deposited or invested as shall have been prescribed by the Board of Directors or the Finance Committee. The Treasurer shall keep proper accounts of all financial transactions of the Society and shall be responsible for
the preparation of all necessary tax and corporate returns. By February 1 of each year, the Treasurer shall render to the Board a year-end accounting for the preceding year of all receipts, disbursements, assets, and liabilities and shall submit the Society accounts to the Audit Committee for audit.
Section 6 - Budget. The Board of Directors annually shall adopt, by December 31, a budget allocating funds of the Society for the purpose of carrying out its objective during the following year.
Section 7 - Contracts. The Co-Chairs are empowered and authorized to enter into contracts for the Society that have been approved by the Board of Directors.
Section 8 - Fiscal Year. The fiscal year of the Society shall be from January 1 through December 31.
Section 9 - Finance Committee.
(a) Function. The Finance Committee shall make recommendations to the Board of
Directors on the investment of the Society's Reserve Fund and on financial questions,
and shall be responsible for the control and administration of all properties, investment
funds, endowment, trust, and gift funds, and of such other funds as the Board may
designate to the Reserve Fund. The Board may grant limited discretionary powers to the
Finance Committee to sell and reinvest. At the direction of the Treasurer, the Committee
will arrange for an annual external audit and report that will be presented to the
Society’s Board of Directors.
(b) Composition. The Finance Committee shall consist of the Treasurer and two members appointed by the approval of the Board of Directors. At least two of the members of this committee shall be members of the Board. Each appointment to the committee shall be for one year; reappointments for successive annual terms of service may be made as long as the member continues to carry out responsibilities to the satisfaction of the Board.
No part of the assets of the Society shall inure to the benefit of, or be distributable to, its members, Directors, Officers, or other private persons, except that the Society shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the objectives set forth in Article II. No substantial part of the activities of the Society shall be the carrying on of propaganda, or otherwise attempting to influence legislation through lobbying; and the Society shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of these Articles, this Society shall not, except to an insubstantial degree, engage in any activities or exercise any powers that are not in furtherance of its Purpose.
At the discretion of the Board of Directors, the SSA may enter into mutual relationships with other academic or scientific organizations or institutions for the purpose of furthering the aims of the SSA. The specific nature of such relationships shall be determined by the Board. Any organization with which a formal relationship has been established shall have the right to designate a representative to the Board of Directors. The representative will then receive minutes and notices of all Board meetings and may participate at these meetings, except that the representative may not vote on issues before the Board.
Official statements on questions of public policy shall be issued only with the approval of the Board of Directors. Any statement purporting to represent the viewpoint of the SSA must be formally approved by the Board. No official statements shall violate Article XI of these By-Laws.
Parliamentary procedure not covered in these By-Laws should follow Roberts' Rules of Order. The Co-Chairs may designate a Parliamentarian if they so wish.
Amendments to these By-Laws may be initiated by recommendation of the Board of Directors at a Board of Directors meeting or by petition of active member signatures (the percent of active members, or the absolute number of signatures required, will be determined by the BoD). Proposed amendments shall be approved by a simple majority of those members voting on the question, either through mail, electronically, or at a stated meeting, provided that the notice of each proposed amendment has been sent to each member at least one month prior to such meeting. Members unable to attend the meeting may vote electronically as deemed appropriate by the Board of Directors.
The SSA code of conduct as drafted by the Board of Directors is publicly available to all current members on the SSA website and will be posted at any in-person meeting. This code of conduct applies to all places in these bylaws where the code of conduct is invoked, and all activities of the society, including but not limited to, meetings of the Board of Directors, Membership meetings, and scientific meetings organized by the SSA. The code of conduct will be maintained as a separate document that can be amended as needed by the Board of Directors; its specific contents are not detailed in these Bylaws.
Charges of Code of Conduct violations shall not be entertained against a member unless the precise nature of the charges and supporting evidence is submitted in writing by SSA member(s) to either or both of the Co-Chairs or the Membership Officer of the SSA, regardless of the identity of the accused member. Upon receipt of such charges, the elective officers of the SSA shall have the power to determine whether the charges shall be dropped, whether the charged member shall be given opportunity to resign, or whether the charges shall be referred to the Board of Directors for action. If the charges are referred to the Board of Directors, the Board shall give the charged member an opportunity to be heard (in a capacity determined by the board) in a closed meeting through in person or remote means, or submitted in writing. The Board may consult an external agency for further research or advice. If the action is reported against a member of the Board of Directors, the discussion and adjudication of the charge shall be accomplished in absence of the accused member. The charged member shall not be dropped from membership unless at least a two-thirds majority of the full Board of Directors votes in favor of such action.
Upon the dissolution of the SSA, the Board of Directors, after paying or making provisions for the payment of all liabilities of the SSA, shall dispose of all of the assets of the SSA exclusively for the purposes of the SSA in such manner, or to such organization or organizations located in the United States and organized and operated exclusively for scientific purposes, as shall at the time qualify as an exempt organization or organizations under Section 501 (c) (3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law) as the Board of Directors shall determine. Any such assets not so disposed of shall be disposed of by the Superior Court of the State of California exclusively for such purposes, or to such organization or organizations, as said Court shall determine which are organized and operated exclusively for scientific purposes.
Amendments effective dates:
Updated - Addition of Updated Code of Conduct - June 5th 2023
Updated - Founding members list approved - Feb 10th 2025
The founding members of the SSA are the members who joined the first year of the SSA organization. These members are recognized here, in perpetuity.
[LIST TO BE ADDED SOON]