2024 Proposed Amendments to Bylaws
Hello DISC Members!
Below, you will find the draft of DISC’s bylaws that members will be voting on at the 2024 Annual Conference. Feel free to review in detail.
The primary change is the creation of a new committee solely focused on developing DISC’s official invasive species lists and a new position as the chair of this committee. Previously, responsibility for administering DISC’s small grant program and curating our official lists of invasive species in the state were shared by the Data Management and Research Committee. Under these proposed bylaws, there will be two committees: Small Grants Administration and Data Management and Research.
Anyone interested in serving as the chair of the Data Management and Research Committee should contact Benjamin Schlusser at bschlusser@brandywine.org.
Regards,
Benjamin Schlusser
Chair, Delaware Invasive Species Council
Bylaws
Definitions:
a) A non-native species is defined as a species that is known or thought to have been introduced to Delaware by human activity following European settlement, usually through commerce, agricultural or horticultural practices, or inadvertent transport on human vessels.
b) A native species is defined as a species that is known or thought to have existed in Delaware prior to European settlement or that migrated into Delaware after European settlement independent of human activity.
c) An invasive species is defined as a non-native species whose introduction, establishment, or spread in Delaware causes, or is likely to cause, economic or environmental harm or harm to human health.
Article I. Name
The name of this Organization shall be the Delaware Invasive Species Council, Inc., hereinafter referred to as “the Council,” an incorporated nonprofit organization registered in Delaware.
Article II. Purpose
The purpose of the Council shall be:
a) To promote public awareness of problems caused by non-native invasive species;
b) To facilitate the communication and exchange of information regarding non-native invasive species and their control;
c) To promote the use of locally native species;
d) To encourage and support research, funding, and management efforts focused on non-native invasive species prevention and control;
e) To serve as an advisory panel for various interests concerned with non-native invasive species, review management problems and activities associated with such species, and provide updated information for specific management needs.
f) The Council shall conduct business toward these objectives only within the geographic confines of the State of Delaware unless an issue pertinent to the objectives of the Council arises outside the geographic confines of the State of Delaware. Any motion or effort to expand Council business beyond the State of Delaware shall be reasonably justified by the issue’s pertinence to the Council’s objectives within the State and shall be subject to the discretion and approval of the Board of Directors.
g) The purpose is reflected in the mission statement: “The mission of the Delaware Invasive Species Council, Inc. is to protect Delaware’s ecosystems by preventing the introduction and reducing the impact of invasive species in the state.”
h) Notwithstanding any other provisions of this document, the Council is organized exclusively for one or more of the purposes as specified in Section 501 (c) (3) of the Internal Revenue Code of 1986, and shall not carry on any activities not permitted to be carried on by an organization exempt from Federal income tax under IRC 501 (c) (3) or corresponding provisions of any subsequent tax laws.
i) No substantial part of the activities of the Council shall be carrying on propaganda, or otherwise attempting to influence legislation or participating in, or intervening in (including the publication or distribution of statements), any political campaign on behalf of or in opposition to any candidates for public office.
Article III. Membership
Section 1. Any individual or institution shall be eligible for membership of the Council provided that such prospective member pays the required membership fee pursuant to Article XI Section 4 and provides all requested background information necessary to ascertain consistency with the membership categories enumerated in Article III Section 2. All members in good standing shall have the right to vote.
a) An individual member may be any person interested in or involved in invasive species management, research, regulation, consulting, or other related management support programs. Individual members shall be allowed to vote, hold office, or serve as chair of any standing, special, or ad hoc committee.
b) An institutional member may be any accredited institution of learning, botanical garden, research institute, corporation, company, association, organization, interest group, partnership, public agency, or governmental body that joins the Council under their institutional name. Institutional members are allowed one vote by a designated representative. Institutional members shall not, even through a designated representative, be eligible to hold office or serve as the chair of any standing, special, or ad hoc committee. A person may be an individual member as well as an institutional member’s designated representative provided the person has registered and paid dues as an individual member.
Section 2. All individual members shall be classified as either general members or student members. Institutional members shall not be eligible to be classified as student members.
a) A student member may be any individual member enrolled at an accredited university, college, or junior college, as a full or part time student who has an interest in Delaware’s invasive species problems. Student members may from time to time, at the discretion of the Board of Directors, enjoy privileges not afforded to general members, including but not limited to, lower membership fees and costs of attendance at annual meetings. Student members shall be ineligible to hold office or serve as the chair of a standing, special, or ad hoc committee. No institutional member shall be classified as a student member.
b) General member: Any individual or institutional member who has an interest in Delaware’s invasive species problems and who is committed to support the goals and purpose of the Delaware Invasive Species Council. All members in good standing are entitled to vote, in person, at all meetings of the Council
Article IV. Officers
Section 1. The officers of the council shall be Chair, Vice Chair, Secretary, Treasurer, Parliamentarian, and up to four (4) Members-at-Large. These officers shall perform the duties prescribed by these bylaws and by the parliamentary authority adopted by the Council. Officers shall not serve as chairs of standing committees. Officers shall be members in good standing.
Section 2. Officers shall be elected at the Council’s Annual Meeting in odd-numbered calendar years, to serve a two-year term which shall begin at the close of the business meeting at which he/she is elected. A simple majority of members present at said meeting shall elect. If a member cannot be present at said meeting, they may send their vote, in writing, to the Secretary prior to the meeting.
Section 3. Officers shall be nominated from the voting membership. The Chair shall appoint a Nominating Committee consisting of three members to provide a slate of candidates for consideration by the membership at least 30 days prior to the Annual Meeting at which elections are held. In addition, there will be a call for nominations from the floor at the time of elections.
Section 4. The Chair shall preside at all meetings of the Council and of the Board of Directors. The Chair shall appoint and discharge all ad hoc or special committees and be an ex-officio member of all committees. The Chair shall serve no more than two consecutive terms.
Section 5. The Vice-Chair shall serve as the Program Chair for Annual Meetings. The Vice-Chair shall preside at Council and Board meetings in the absence of the Chair.
Section 6. The Secretary shall take the minutes of Council meetings and meetings of the Board of Directors, maintain the membership list, and undertake such normal correspondence of the Council as is necessary.
Section 7. The Treasurer shall be responsible for the funds of the Council, shall keep accurate
records thereof, and perform other usual duties of the office.
Section 8. The Parliamentarian shall serve as a Board member who advises the Chair, other officers, committees, and members on matters of parliamentary procedure. The Parliamentarian’s role during a meeting is purely an advisory and consultative one. The Parliamentarian assists with many questions that may arise in interpreting bylaws and rules, or in connection with the work of the Board of Directors and of its officers or committees. Duties may include assisting in the planning and steering of business to be introduced to the membership from the Board of Directors or any standing, special, or ad hoc committee. In addition, the Parliamentarian shall be responsible for drafting and maintaining the organization’s by-laws, incorporating all duly transacted amendments.
Section 9. The Council may elect up to four members-at-large to serve as officers. Members at large shall have no official duties prescribed by these bylaws and shall instead adopt duties in coordination with the membership of the Council and the Board of Directors. Members at large shall be a part of the Board of Directors. As officers, Members at large shall not serve as the chair of any standing committee.
Section 10. Vacancies in office may be filled temporarily by the Board of Directors until the next stated membership meeting of the Council at which time an election to fill the vacancy shall take place.
Section 11. Officers may be removed with a two-thirds vote of the standing members present at any scheduled or special meetings of the Council, but thirty days’ written notice of intent of removal must be given. Members unable to attend may mail in their vote.
Article V. Board of Directors
Section 1. The Board of Directors shall consist of the nine officers of the Council and chairs of the three standing committees.
Section 2. The Board of Directors shall be empowered to conduct the business of the Council between business meetings. Actions and decisions of the Board of Directors shall be made available to the Council prior to each business meeting. All actions are subject to review by the Council.
Section 3. A simple majority of filled seats shall constitute a quorum of the Board of Directors. Proxy shall be designated by written communication to the Chair or the Vice-Chair.
Article VI. Council Meetings
Section 1. The Council shall hold three types of meetings as follows: Annual Business Meetings, Scheduled Meetings, and Special Meetings.
Section 2. An Annual Business Meeting shall be held for the transaction of Council Business. Elections of officers shall be held at the Annual Business meeting in odd-numbered calendar years.
Section 3. Scheduled meetings of this Council shall be held at such times as may be fixed at Annual meetings, but if any meeting cannot be held on the date specified, the Chair may select the next available date.
Section 4. Special meetings may be called by the Chair or upon the written request of three members of the council in good standing. Two weeks’ notice shall be required before all special meetings.
Section 5. Within two months after the Annual Business meeting, information generated by the meeting shall be distributed by the Secretary to all members. The information shall include the minutes of the meeting, but may also include abstracts of meeting presentations, and any other information deemed pertinent by the Chair.
Section 6. Meeting agenda and format shall be coordinated by the Chair and Vice-Chair. The notification and agenda for the Annual Business meeting shall be distributed at least 30 days prior to said meeting.
Section 7. Approval of position statements shall require a two-thirds majority vote.
Section 8. A two-thirds vote shall be required to allow the introduction of a motion that falls outside the Council’s object as outlined in Article II Section 9. Ten members in good standing shall constitute a quorum at any meeting of the Council.
Article VII. Standing Committees
Section 1. There shall be three (3) standing committees of the Council: Public Awareness and Education, Data Management and Research, and Small Grants Administration. Each committee shall consist of all interested council members, including its chair who shall be elected by the committee members.
Section 2. The Public Awareness and Education Committee shall be responsible for developing and coordinating Council sponsored educational and informational programs in keeping with the purpose of the Council.
Section 3. The Data Management and Research Committee shall be responsible for the coordination, compilation, and maintenance of a list of non-native invasive species (plants, animals, and other taxonomic groups to be determined) that are known to occur in Delaware. An assessment of a species’ invasiveness shall be conducted by a group of experts every two years and shall follow an accepted protocol. The committee shall ensure the exchange of information by maintaining a public-facing version of this list and the protocols used for its development.
Section 4. The Small Grants Administration Committee shall be responsible for coordinating the Council’s small grant program focusing on high priority issues or species. The committee shall identify programs of other organizations that merit Council support and advise the Board of Directors on the awarding of Council monies to other organizations to further the Council’s objectives under Article II.
Article VIII. Ad Hoc and Special Committees
Ad hoc or special committees shall be appointed by the Chair as deemed necessary to carry out the work of the Council.
Article IX. Parliamentary Authority
The rules contained in the current edition of Robert’s Rules of Order Newly Revised shall govern the Council in all cases to which they are applicable and in which they are not inconsistent with these bylaws and any special rules of order the Council may adopt.
Article X. Amendment of Bylaws
Section 1. Suggestions for changes in these bylaws shall be submitted to the Board of Directors for consideration. If deemed appropriate, the Board of Directors will draft an amendment for approval of the Council members in accordance with Article X Section 2.
Section 2. These bylaws may be amended by a two-thirds vote of the standing members present at any Annual Business meeting. In every case, notice of consideration of a change and a copy of the proposed change shall be sent to each member no less than thirty (30) days prior to said meeting.
Article XI. Finances
Section 1. The collection and accounting of all funds of the Council shall be the responsibility of the Treasurer.
Section 2. The Treasurer shall maintain all records of funds collected and disbursed by the Council. A financial report shall be given at the annual business meeting. An audit committee appointed by the Chair shall review the books prior to the Annual Business Meeting.
Section 3. The signature of any two officers shall be required for the disbursement of Council funds in excess of $1,000.00. Any officer can disburse funds for Board approved expenses up to and including $1,000.00 without the co-signature of another officer.
Section 4. The Council shall have the right to set and collect membership dues. The Board of Directors shall establish a membership fee schedule for each of the membership categories established in Article III. The Board of Directors may, at their discretion, amend or revise the membership fee schedule from time to time.
Section 6. The Board of Directors may solicit voluntary contributions, grants, or donations to augment membership fees to pay for the activities and functions of the Council.
Section 7. The fiscal year for the Delaware Invasive Species Council shall be January 1 through December 31.
Article XII. Dissolution
In the event of dissolution, all of the remaining assets and property of the organization shall, after payment of necessary expenses thereof, be distributed to such organizations as shall qualify under section 501 (a) of the Internal Revenue Code of 1986, or corresponding provisions of any subsequent Federal tax laws, or to the approval of a Justice of the Supreme Court of the State of Delaware.
The following is not an integral part of the DISC Bylaws:
Membership Fee Schedule:
Individual Student $5 per year
Individual General $10 per year
Institutional General $100 per year Bylaws Revisions:
February 15, 2018 (website updated August 16, 2023)
December 21, 2023