Bylaws
Governance and organizational structure of the Society
Article I – Purpose
The Society will conduct meetings including sponsoring popular scientific lectures to inform the public about scientific fields represented by the Members of the Society. A scholarship fund and awards will be established for young Hungarian students and researchers pursuing education in science.
Article II – Membership
Membership shall consist of the Members of the Board of Directors and additional Members and associates. The following membership categories are offered:
- Regular Members: Persons with PhD or equivalent scientific degree (e.g. MD engaged in regular scientific work) or PhD students, who have accepted the Certificate of Incorporation of this Society, signed the entrance declaration and paid the membership dues.
- Sustaining Associate Members: Who agreed to furtherance of the goals of the Society if they signed the entrance declaration and paid the membership dues.
- Honorary Members: Public figures who were offered membership by the Society's Board of Directors if they agree with the goals of the Society. Honorary members do not pay dues.
Article III – Members' Meeting
Section 3: Duties of the Members' Meeting
The highest decision making body of the Society is the Members' Meeting, comprised of all of its members. Its prerogative is to decide about all matters of the Society, including but not limited to:
- Establish, accept and amend the Certificate of Incorporation
- Elect members of the Board of Directors and the Audit Committee
- Accept reports on the performance of the Board
- Decide about the appeal against expulsion of a Member
- Declare about dissolution of the Society or merger with another social organization
- Determine the yearly dues of Regular Members and Sustaining Associate Members
Section 4: Annual Meeting
The date of the regular Annual Meeting shall be set by the Board of Directors who shall also set the time and place.
Section 5: Special Meetings
Special Meetings may be called if the Board deems it reasonable or in writing by 10% of the members.
Section 6: Notice
Notice of each Meeting shall be given to each member, by mail, or email, not less than ten days before the meeting.
Section 7: Voting
The majority of all registered Members (i.e. 50% + one vote) constitutes a quorum and decides all matters by resolutions, by the majority of the votes. A Member may cast votes by secret ballots in person or by proxy signed by him/her or his/her attorney in fact.
Article IV – Board of Directors
Section 9: Board Role, Size, and Compensation
The Board is responsible for overall policy and direction of the Society and may delegate responsibility for day-to-day operations to committees. The Board shall approve the budget, any major change thereof and take responsibility that all expenditures are within the budget.
There shall be the following Directors of the Board: a President, a Vice President, one of the President Emeriti, the Chair of the Development Committee, a Counselor at Law, a Treasurer and a Secretary. The Directors receive no compensation other than reimbursement for reasonable, out of pocket expenses.
Section 10: Quorum of the Board and Resolutions
A quorum, defined as two-third of the elected Board Members must be present before business can be transacted, vacancies can be filled in, motions made or passed.
Section 14: Terms of Directors
All Directors shall serve a two-year term. The incumbent Vice President will be promoted to President, unless the majority of the Board votes otherwise.
Section 16: Duties of the Directors
- President: Convene regularly scheduled Board Meetings, pursue fundraising activity, invite speakers of public lectures, decide about topics, organize lectures and preside at meetings.
- Vice President: Share the duties of the President.
- President Emeriti: Carry out public relation functions for the Society.
- Chair of Development Committee: Oversee the fundraising activity and act as Chief Financial Officer if needed.
- Counselor at Law: Complete the legal duties of the Society, review tax returns prior to filing.
- Treasurer: Assist in preparation of budget and tax returns, develop fundraising plans, make financial information available.
- Secretary: Send invitations to Board Meetings, keep records of Board actions, oversee Minutes at all Board Meetings.
Article V – Committees
Section 19
The Members' Meeting may elect a three member Audit Committee, members of which shall be different than the Board Members. The Audit Committee is responsible for regularly reviewing fiscal procedures and the annual budget, it reports to the Members' Meeting via the Board.