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BYLAWS of the VERMONT STATE MATHEMATICS COALITION
Revised: April 27, 2004

1. Any resident of Vermont who is interested in the purposes of the Coalition shall be eligible for membership.

2. A person wishing to join the Coalition shall submit an application to the Executive Director who shall present it to the Executive Board for approval.

3. Any member desiring to resign from the Coalition shall notify the Executive Director.

1. The officers of the Coalition shall consist of a Director, two Co-Directors, one from Education and one from Business/Industry, a Secretary, and a Fiscal Officer. These officers shall perform the duties prescribed by these bylaws and by the parliamentary authority adopted by the Coalition.

2. A Nominating Committee of three members shall be appointed by the Executive Board at its last meeting of each calendar year. It shall be the duty of this committee to nominate candidates for the offices to be filled at the annual meeting in April. The Nominating Committee shall report to the membership prior to the annual meeting. Before the election at the annual meeting, additional nominations from the floor shall be permitted.

3. The officers shall be elected by ballot to serve for three years or until their successors are elected, and their term shall begin at the close of the annual meeting at which they are elected.

4. No member shall hold more than one elected office at a time.

1. The Director shall preside at all business meetings and meetings of the Executive Board and shall be an ex-officio member of committees except the Nominating Committee.

2. In the Director's absence the Co-Directors shall assume the duties of the Director on an alternate basis.

3. The Secretary shall be the clerk and oversight officer with respect to the Coalition's records, contracts, proceedings and other transactions except as assigned to the Executive Director.

4. The Fiscal Officer shall perform the usual duties related to the office of treasurer of an organization, including keeping record of all monies collected or expended, except as assigned to the Executive Director. In addition the Fiscal Officer shall serve as Chair of the Financial Committee.

The Coalition shall appoint an Executive Director who shall be responsible for providing liaison with The National Alliance of State Science and Mathematics Coalitions, with the Vermont Department of Education, and with the Vermont Institutes, providing oversight and coordination of task force activities, maintaining the membership/mailing list and providing internal communication. The Executive Director may be authorized by the Director, the Secretary, or the Fiscal Officer to sign contracts and other documents necessary to carry out the approved expenditures and commitments of the Coalition.

1. The officers of the Coalition, the Executive Director and Chairpersons of committees and/or task forces shall constitute the Executive Board.

2. The Executive Board shall establish goals, policies, and action plans, appoint committees and task forces, approve committee and task force reports, approve the budget, evaluate activities, have general supervision of the affairs of the Coalition between its business meetings, fix the hour and place of meetings, make recommendations to the Coalition, and shall perform such other duties as are specified in these bylaws. The Board shall be subject to the orders of the membership, and none of its acts shall conflict with action taken by the membership.

3. The Executive Board shall meet at least three times during each calendar year.

4. Special meetings of the Executive Board can be called by the Director and shall be called upon the written request of three members of the Board.

1. A Financial Committee composed of the Fiscal Officer and at least two other members may be appointed by the Executive Board. It shall be a duty of this committee to explore fund raising and grant writing possibilities.

2. An Auditing Committee shall be appointed by the Executive Board prior to the end of the fiscal year which begins the first day of January. It shall be the duty of this committee to audit the Coalition's accounts at the close of the fiscal year and to report at the annual meeting.

3. A Nominating Committee of three members shall be appointed by the Executive Board at its last meeting of each calendar year. The duties of this committee shall be as specified in Article II, Section 2 of these Bylaws.

4. Such other committees or task forces, standing or special, shall be appointed by the Director, with the concurrence of the Co-Directors, as the Coalition or the Executive Board shall from time to time deem necessary to carry on the work of the Coalition. The Director shall be ex-officio a member of all committees except the Nominating Committee.

1. The annual meeting of the Coalition shall be held on, or as soon as practical after, the last Tuesday in April. It shall be for the purpose of electing officers, receiving reports of officers and status reports of committees, approving the report of the Auditing Committee, and for any other business that may arise.

2. Special meetings can be called by the Director or by the Executive Board and shall be called upon the written request of five members of the Coalition. The purpose of the meeting shall be stated in the call. Except in cases of emergency, at least three days' notice shall be given.

3. Five members of the Coalition shall constitute a quorum.

The rules contained in the current edition of Robert's Rules of Order Newly Revised shall govern the Coalition 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 Coalition may adopt.

These bylaws may be amended at any regular meeting of the Coalition by a two-thirds vote, provided that the amendment has been submitted in writing at the previous regular meeting.

If at any time the Coalition shall cease to carry out the purposes as stated in the Articles of Association, all assets and property held by it, whether in trust or otherwise, shall, after payment of its liabilities, be paid over to an organization, selected by the final set of officers of the Coalition, which has similar purposes and has established its tax-exempt status under Section 501 (c) (3) of the U.S. Internal Revenue Code as now enacted or as it may hereafter be amended, and such assets and property shall be applied exclusively for charitable, scientific, and educational programs.

The Coalition shall operate without discrimination with respect to race, national origin, religion, age, color or sex in relation to the recruitment, hiring, retention or serving as a member, an officer, the executive director, or as a member of a committee or task force.