Proposed ISPA BYLAWS Changes BoD Removed in Red Italics Added in RED

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Proposed ISPA BYLAWS Changes(BoD Removed in Red
Italics)Added in RED

• Gary Constantine
• Paul Lubell
• George Stratton

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General

• The following changes reflect the collective
  wisdom of the BYLAWS Review Committee.
• Changes fall into one of three categories
• Major rewrites to reflect the current operating
  practices of the society or to align bylaws with
  the ISPA Constitution
• Minor rewrites for clarification
• Typo corrections
• There are a total of 29 suggested changes to the
  Bylaws. This does not include a required
  re-numbering of the sections in Article V if the
  proposal to delete one of the sections is
  approved.
• To help evaluate suggested changes,
• each viewgraph has the current wording on the
  left side and the proposed new wording on the
  right hand side
• Changes are highlighted in blue lettering
• Mark up by Board Of Directors (27 Sept. 2002)

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Suggested Course Of Action to Implement Proposed
Changes

• Board votes to place before the society
  membership, for their review and comment, the
  suggested changes, either individually or as a
  package. Completed 27 Sept. 2002.
• Place the proposed changes on the ISPA website
  for membership review and comments
• The next Parametric World contain an article
  about the proposed changes and direct those
  interested in reviewing the changes to the ISPA
  website.
• The Directors at the next BoD meeting (at least
  90 days after PW notification of the proposed
  changes) after the changes have been made
  available to the general membership for review
  and comment vote on approving the changes.

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Article III ProhibitionsSection (4)

• The corporation shall not carry on activities
  inconsistent with the requirements for
  corporations exempt from Federal Income Tax under
  Section 501(C)(3) of the Internal Revenue Code of
  1954.

• The corporation shall not carry on activities
  inconsistent with the requirements for
  corporations exempt from Federal Income Tax under
  Section 501(C)(3) of the Internal Revenue Code of
  1954 (or the corresponding provision of any
  (future) United States Internal Revenue Law).

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Article IVMembership and Voting RightsSection 1
Membership

• Membership in the ISPA is extended to any
  citizen of a free-world country, without regard
  to age, race, religion, color, sex, or national
  origin, who has an interest in parametric
  analysis and in the goals of the ISPA, and who
  has paid the current fees and dues established by
  the Board of Directors.

• Membership in the ISPA is extended to any person
  (except as cited elsewhere in this in this
  section) , without regard to age, race, religion,
  color, sex, or national origin, who has an
  interest in parametric analysis and in the goals
  of the ISPA, and who has paid the current fees
  and dues established by the Board of Directors.
  The Board of Directors may withhold membership
  from any person (or organization) that in its
  majority opinion would damage the public trust
  and perception of the society.

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Article IVMembership and Voting RightsSection 3
Prepayment of Future Dues

• Anyone qualified for membership may join the
  ISPA for life by paying a one-time fee,
  established by the Board of Directors, that
  exempts the payer form all current and future
  regular, periodically scheduled dues of the
  Society. Payment of this fee shall convey no
  other special rights or privileges.

• Anyone qualified for membership may join the
  ISPA for life by paying a one-time fee,
  established by the Board of Directors, that
  exempts the payer from all current and future
  regular, periodically scheduled dues of the
  Society. Payment of this fee shall convey no
  other special rights or privileges.

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Article V Board of Directors Section 3 Terms of
Office

• The terms of Directors-At-Large shall commence
  following the announcement of election results at
  the Annual Conference and shall continue through
  announcement of election results at the Annual
  Conference two (2) years thereafter. Election
  results shall be announced as soon as practical
  after an election is held, but in no event later
  than fifteen (15) days after the referenced
  election. These terms shall be arranged so that
  one-half expire at each Annual Conference of the
  Society. Directors-At-Large shall be eligible
  for re-election, subject to the limitation that
  the maximum number of consecutive full terms of
  office shall be three (3). The term of office of
  the Treasurer as a Director shall be concurrent
  with his or her service as an officer of the ISPA.

• The terms of Directors-At-Large shall commence
  following the announcement of the election
  results and shall run for two years or until the
  announcement of election results for that office
  if later.   Election results shall be announced
  as soon as practical after an election is held,
  but in no event later than fifteen (15) days
  after the referenced election. Elections will be
  timed to correspond with the annual conference
  and every attempt will be made to present the
  results of the election to the society during the
  conference. These terms shall be arranged so that
  one-half expire each year. Directors-At-Large
  shall be eligible for re-election, subject to the
  limitation that the maximum number of consecutive
  full terms of office shall be three (3). Terms
  of office served as a Director-At-Large or as the
  Treasurer shall be cumulative for purposes of
  this limitation . The term of office of the
  Treasurer as a Director shall be concurrent with
  his or her service as an officer of the ISPA.

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Article V Board of Directors Section 4 Continuity

• Failure to elect Directors at the time
  designated shall not work any forfeiture or
  dissolution of the Society. In such a case, the
  number of Directors then to be elected shall be
  elected by a majority of the Directors in office
  at that time.

• Failure to elect Directors at the time
  designated shall not work any forfeiture or
  dissolution of the Society. In such a case, the
  number of Directors then to be elected shall be
  elected by a majority of the Directors in office
  at that time to serve until a duly called
  election can be held.

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Article V Board of Directors Section 6 Officers
of the Board

• The officers of the Board of Directors shall be
  a Chairman, a Deputy Chairman, and a Secretary.
  These officers shall be elected from the
  Directors-At-Large by majority vote of the Board
  of Directors. Such elections shall occur
  annually at the Board meeting at which election
  results are announced. The Treasurer shall serve
  as Chairman until a successor is elected or the
  officers term of office as a Director-At-Large
  expires, whichever comes first. Officers of the
  Board of Directors, having been elected by the
  Board, may be removed from their positions as
  officers of the Board, whenever in the judgment
  of the Board of Directors the best interest of
  the Corporation will be served, by affirmative
  vote of a majority of all Directors then serving
  on the Board.

• The officers of the Board of Directors shall be
  a Chairman, a Deputy Chairman, and a Secretary.
  These officers shall be elected from the
  Directors-At-Large by majority vote of the Board
  of Directors. Such elections shall occur
  annually at the Board meeting at which election
  results are announced. The Treasurer shall serve
  as Chairman until a successor is elected. The
  Treasurers tenure as chairman would in most
  cases be of short duration, but it is recognized
  that an extended period of time may elapse before
  a permanent Chairman is elected. It is the
  intent of this provision to provide for the
  continued leadership of the Society until the
  selection of a new chairman has been
  accomplished. Officers of the Board of
  Directors, having been elected by the Board, may
  be removed from their positions as officers of
  the Board, whenever in the judgment of the Board
  of Directors the best interest of the Corporation
  will be served, by affirmative vote of a majority
  of all Directors then serving on the Board.

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Article V Board of Directors Section 7 Meetings

• Regular meetings of the Board of Directors shall
  be held at such places and times as may be fixed
  by resolution of the Board of Directors, or as
  may be specified in the notice of a meeting.
  Special meetings may be held at any time upon the
  call of the Chairman or a majority of the Board
  of Directors by oral, telegraphic, or written
  notice duly served or sent to each Director not
  less than fourteen (14) days before such meeting.
  Except as otherwise provided by these Bylaws,
  actions of the Board of Directors shall require a
  majority of those voting and the presence of a
  quorum.

• Regular meetings of the Board of Directors shall
  be held at such places and times as may be fixed
  by resolution of the Board of Directors, or as
  may be specified in the notice of a meeting.
  Special meetings may be held at any time upon the
  call of the Chairman or a majority of the Board
  of Directors by oral, e-mail, or written notice
  duly served or sent to each Director not less
  than fourteen (14) days before such meeting.
  Except as otherwise provided by these Bylaws,
  actions of the Board of Directors shall require a
  majority of those voting and the presence of a
  quorum.

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Article V Board of Directors Section 9 Standing
Committees

• The Chairman of the Board of Directors shall
  appoint Directors, Officers, or other Members to
  chair or serve on the Standing Committees of the
  ISPA for a term concurrent with the term of
  Office of the Chairman of the Board of Directors.
  All standing committees except the Executive
  Committee shall be advisory.

• The Chairman of the Board of Directors has sole
  responsibility for the appointment of Directors,
  Officers, or other Members to chair or serve on
  the Standing Committees of (the) ISPA for a term
  concurrent with the term of Office of the
  Chairman of the Board of Directors. Such
  appointments will be with the Boards
  concurrence. All standing committees except the
  Executive Committee shall be advisory.

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Article V Board of Directors Section 9 Standing
Committees

• The Executive Committee shall be composed of the
  Chairman, Deputy Chairman, and Secretary of the
  Board of Directors the Treasurer and the
  Executive Manager. The Executive Committee shall
  possess and may exercise all the powers of the
  Board of Directors between the meetings of the
  Board, as permitted by law. An affirmative vote
  of all but one of the Executive Committee members
  shall be required for the exercise of such
  powers. The Chairman of the Board of Directors
  shall serve as chairman of the Executive
  Committee. The Executive Committee shall select,
  by a simple majority vote, one of its members who
  shall be authorized to sign legal documents on
  ISPA's behalf.

• The Executive Committee shall be composed of the
  Chairman, Deputy Chairman, and Secretary of the
  Board of Directors, the Treasurer and the
  Executive Manager. The Executive Committee shall
  possess and may exercise all the powers of the
  Board of Directors between the meetings of the
  Board, as permitted by (law) the ISPA
  constitution and By Laws. An affirmative vote of
  at least three (3) of the Executive Committee
  members shall be required for the exercise of
  such powers. The Chairman of the Board of
  Directors shall serve as chairman of the
  Executive Committee. The Executive Committee
  shall have the power to delegate to any of its
  members the right to sign legal documents on
  ISPA's behalf in their areas of expertise. Such
  authority shall be documented in the minutes of
  the meeting at which the delegations were made.
  Meetings of the Executive Committee shall be
  called by the Chairman upon the request of any
  member. At least three (3) members must be
  present at any meeting.

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Article V Board of Directors Section 9 Standing
Committees

• Audit Committee. The Audit Committee shall be
  composed of three (3) ISPA members, at least one
  of whom is not a Board member. The Audit
  Committee shall review the Societys financial
  statements quarterly.

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Article V Board of Directors Section 9 Standing
Committees
(Spell out the Names of these Awards Here)

• All honors and awards shall be recommended by
  the Honors and Awards Committee and, with the
  exception of the Annual Outstanding Speaker
  Award, shall be approved by the Board of
  Directors. The Outstanding Speaker Award shall
  be approved by the Executive Committee.

• The Honors and Awards Committee shall recommend
  all honors and awards. (Society) awards require
  Board-of-Directors concurrence. Determination of
  conference awards rest solely with the Honors and
  Awards Committee.

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Article V Board of Directors Section 11.
Committee Rules and Procedures

• The Chairman of each Committee shall prepare a
  written statement of rules and procedures for the
  operation of his or her committee. These
  statements shall be filed with the Secretary of
  the Board of Directors and shall be available for
  review by any member of the Society.

• Delete section and renumber all subsequent
  sections of Article V

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Article V Board of Directors Section 14.
Participation by Telephone

• Any one or more members of the Board or of a
  committee thereof may participate in a meeting of
  the Board or the committee by means of a
  conference telephone or similar communications
  equipment allowing all persons participating in
  the meeting to hear each other at the same time.
  Participation by such means shall constitute
  presence in person at the meeting

• Section 13. Any one or more members of the Board
  or of a committee thereof may participate in a
  meeting of the Board or the committee by means of
  a video conference or conference telephone or
  similar communications equipment allowing all
  persons participating in the meeting to hear each
  other at the same time. Participation by such
  means shall constitute presence in person at the
  meeting

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Article V Board of Directors Section 15. Action
Without a Meeting

• Any action required or permitted to be taken by
  the Board or any committee thereof may be taken
  without a meeting if all members of the Board or
  the committee consent in writing to the adoption
  of a resolution authorizing the action. The
  resolution and the written consents thereto by
  the members of the Board or of such committee
  shall be filed with the minutes of the
  proceedings of the Board or of such committee.

• Section 14. Any action required or permitted to
  be taken by the Board or any committee thereof
  may be taken without a meeting if all members of
  the Board or the committee consent in writing or
  email to the adoption of a resolution authorizing
  the action. The resolution and the written or
  email consents thereto by the members of the
  Board or of such committee shall be filed with
  the minutes of the proceedings of the Board or of
  such committee.

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Article V Board of DirectorsSection 16. Removal
from Office.

• Any Director, including the Treasurer, may be
  removed from office for cause. This action can
  be accomplished by one of two methods.
• At a duly called meeting of the members of the
  Society as provided in these Bylaws (Article X),
  or
• At a duly called meeting of the ISPA Board of
  Directors (Article V, Sections 7 8).
• Removal shall require, for method one, the
  affirmative vote of a majority of all members
  present and entitled to vote for the election of
  directors. For method two, removal requires the
  affirmative vote of two-thirds of the directors
  present. The quorums required in Article XVI
  must be present for any action to occur Valid
  causes for removal include repeated absences from
  Board meetings, failure or refusal to carry out
  responsibilities duly assigned by the Board of
  Directors, misrepresentation of the Society,
  using the Societys name for personal financial
  gain, and using the Societys funds for personal
  gain. The term of office of any Director or
  Officer shall expire immediately upon removal of
  such individual. The successor or successors may
  be elected at such a meeting, or the remaining
  Directors may, to the extent vacancies are not
  filled by such election, fill any vacancy or
  vacancies created by such removal, by a majority
  vote of the remaining Directors. A Director
  elected to fill a vacancy shall be elected for
  the unexpired term of his predecessor.

• Section15. Any Director, including the
  Treasurer, may be removed from elected office for
  cause. This action can be accomplished by one of
  two methods.
• At a duly called meeting of the members of the
  Society as provided in these Bylaws (Article X),
  or
• At a duly called meeting of the ISPA Board of
  Directors (Article V, Sections 7 8).
• Removal shall require, for method one, the
  affirmative vote of a majority of all members
  present and entitled to vote for the election of
  directors. For method two, removal requires the
  affirmative vote of two-thirds of the directors
  present. The quorums required in Article XVI
  must be present for any action to occur Valid
  causes for removal include, but are not limited
  to, repeated absences from Board meetings,
  failure or refusal to carry out responsibilities
  duly assigned by the Board of Directors,
  misrepresentation of the Society, using the
  Societys name for personal financial gain, and
  using the Societys funds for personal gain. The
  term of office of any Director or Officer shall
  expire immediately upon removal of such
  individual. The successor or successors may be
  elected at such a meeting, or the remaining
  Directors may, to the extent vacancies are not
  filled by such election, fill any vacancy or
  vacancies created by such removal, by a majority
  vote of the remaining Directors. A Director
  elected to fill a vacancy shall be elected for
  the unexpired term of his predecessor.

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Article VI Officers of the Society Section 5.
Treasurer

• The Treasurer shall be a Member of the Society
  elected by the ISPA membership for a term of
  three (3) years. The term of office of the
  Treasurer shall commence at the board meeting at
  which election results are announced and continue
  until a successor takes office. In the event of
  a vacancy in the office of the Treasurer, the
  Board of Directors shall select by a majority
  vote a member of the Society to serve as
  Treasurer until a replacement is elected by the
  members at large at the next general membership
  meeting. The Treasurer shall be eligible for
  re-election, subject to the limitation that the
  maximum number of consecutive terms of office
  shall be three (3). Procedures and causes for
  removal of the Treasurer from office are the same
  as for removal of a Director-At-Large.

• The Treasurer shall be a Member of the Society
  elected by the ISPA membership for a term of
  three (3) years. The term of office of the
  Treasurer shall commence at the board meeting at
  which election results are announced and continue
  until a successor takes office. In the event of
  a vacancy in the office of the Treasurer, the
  Board of Directors shall select by a majority
  vote, a member of the Society to serve as
  Treasurer until a replacement is elected by the
  members-at-large at the next general membership
  meeting. The Treasurer shall be eligible for
  re-election, subject to the limitation that the
  maximum number of consecutive terms of office
  shall be three (3). Terms of office served as a
  Director-At-Large or as the Treasurer shall be
  cumulative for purposes of this limitation.
  Procedures and causes for removal of the
  Treasurer from office are the same as for removal
  of a Director-At-Large.

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Article VI Officers of the Society Section 5.
Treasurer

• The Treasurer shall keep full and correct
  account of receipts and disbursements in the
  books belonging to the Society and shall deposit
  or invest all monies and other valuable effects
  to the credit of the ISPA in such banks of
  deposit or investment instruments as may be
  designated and approved by the Board of
  Directors. The Treasurer shall dispose of funds
  of the ISPA only as may be ordered by the Board
  of Directors, taking proper vouchers for such
  disbursements, and shall render to the Chairman
  and Directors, whenever they may require it, an
  account of all transactions as Treasurer. The
  Treasurer shall arrange for and oversee the
  timely filing of all tax returns and related
  matters of the ISPA as may be required by law.
  The Treasurer shall insure that adequate
  procedural documentation is prepared to guide the
  needs of both normal and emergency transfers of
  the Treasurers functions to his or her successor.

• The Treasurer shall keep full and correct
  account of receipts and disbursements in the
  books belonging to the Society and shall deposit
  or invest all monies and other valuable effects
  to the credit of the ISPA in such banks of
  deposit or investment instruments as may be
  designated and approved by the Board of
  Directors. The Treasurer shall dispose of funds
  of the ISPA only as may be ordered by the Board
  of Directors, taking proper vouchers for such
  disbursements, and shall render to the Chairman
  and Directors, whenever they may require it, an
  account of all transactions as Treasurer. The
  Treasurer shall arrange for and oversee the
  timely filing of all tax returns and related
  matters of the ISPA as may be required by law.
  The Treasurer shall insure that adequate
  procedural documentation is prepared to guide the
  needs of both normal and emergency transfers of
  the Treasurers functions to his or her
  successor. With the approval of the Board of
  Directors, any or all of the Treasurers
  functions may be delegated to a paid professional
  or firm, if properly bonded

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Article VII Executive Staff Section 2.
Executive Manager

• The Board of Directors shall appoint an
  individual to serve as manager of the executive
  staff. Such individuals shall be designated the
  Executive Manager of the ISPA. The Executive
  Manager shall be responsible for the general and
  active management of the business of the Society
  and for ensuring that all orders and resolutions
  of the Board of Directors are carried into
  effect. The Executive Manager shall have general
  superintendence of the activities of the
  executive staff and shall see that these
  activities are properly performed. At any time
  when there is no incumbent in the office of
  Executive Manager, the duties normally assigned
  to such person shall be assigned to such other
  persons as the Board of Directors may select.

• The Board Chairman, with the concurrence of the
  Board of Directors shall appoint an individual to
  serve as manager of the executive staff. Such an
  individual shall be designated the Executive
  Manager of the ISPA. The Executive Manager shall
  be responsible for the general and active
  management of the business of the Society and for
  ensuring that all orders and resolutions of the
  Board of Directors are carried into effect. The
  Executive Manager shall have general
  superintendence of the activities of the
  executive staff and shall see that these
  activities are properly performed. At any time
  when there is no incumbent in the office of
  Executive Manager, the duties normally assigned
  to such person shall be assigned to such other
  persons as the Board Chairman, with Board of
  Director concurrence may select.

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Article VII Executive Staff Section 3.
Employment of Paid Professionals

• The Board of Directors may authorize the
  employment of paid professionals or firms to
  serve on or otherwise assist the executive staff,
  or to serve as Executive Manager.

• The Board of Directors may authorize the
  employment of paid professionals or firms to
  serve on or otherwise assist the executive staff,
  or to serve as Executive Manager. This
  individual or firm may also be referred to as the
  Service Contractor. Any paid professional so
  employed may not be a member of the Board of
  Directors.

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Article IX Elections Section 1. Nominations

• The Election Committee shall nominate
  candidates, who are members in good standing and
  eligible to vote, for terms of office beginning
  in the next succeeding year as called for by
  these Bylaws. The Election Committee shall
  strive to ensure that each office to be filled
  will have minimum of (2) two candidates for
  election. The Election Committee shall verify
  that the nominees are willing to be candidates
  for election to office. No person may be
  nominated for more than one office during any one
  election.

• The Election Committee shall nominate
  candidates, who are members , for terms of office
  beginning in the next succeeding year as called
  for by these Bylaws. The Election Committee
  shall strive to ensure that each office to be
  filled will have more candidates for possible
  selection than can be elected. The Election
  Committee shall verify that the nominees are
  willing to be candidates for election to office.
  No person may be nominated for more than one
  office during any one election.

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Article IX Elections Section 3. Publication

• The Chairman of the Election Committee shall
  arrange to have published to the membership of
  the ISPA (1) the names and biographical
  sketches of each candidate, and (2) the
  instructions to the membership on how additional
  candidates may be nominated by petition. The
  distribution of such publication shall take place
  no later than four months (120 days) prior to the
  start of the term of the office being filled.

• The Chairman of the Election Committee shall
  arrange to have published to the membership of
  the ISPA (1) the names and biographical
  sketches of each candidate, and (2) the
  instructions to the membership on how additional
  candidates may be nominated by petition. The
  distribution of such publication shall take place
  no later than three months (90 days) prior to the
  start of the term of the office being filled.

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Article IX Elections Section 4. Nomination by
Petition

• For sixty (60) days following the announcement
  of nominees, members may submit petitions
  consisting of one or more letters to the Chairman
  of the Election Committee to include additional
  candidates, who are members in good standing and
  eligible to vote, on the ballot for the upcoming
  election. Any such petition must be received by
  the Election Committee at or prior to the close
  of business on the last day for the submission of
  petitions and must be accompanied by a statement
  and biographical sketch conforming to ISPA policy
  and by a letter from the candidate confirming the
  candidates willingness to serve if elected.
  Only one (1) person for each office may be
  included on each petition, and each person may be
  listed on the petition for only one office. No
  person may be nominated for more than one office
  during any one election. Valid signatures of not
  less than five (5) ISPA members in good standing
  and eligible to vote are necessary before a
  candidate will be placed on the ballot. Any
  dispute as to the validity of any signature or
  petitions or to the suitability of a candidates
  statement or biographical sketch shall be
  resolved by the Board of Directors, whose
  determination shall be final.

• For forty-five (45) days following the
  announcement of nominees, members may submit
  petitions consisting of one or more letters to
  the Chairman of the Election Committee to include
  additional candidates, who are members, on the
  ballot for the upcoming election. Any such
  petition must be received by the Election
  Committee at or prior to the close of business on
  the last day for the submission of petitions and
  must be accompanied by a statement and
  biographical sketch conforming to ISPA policy and
  by a letter from the candidate confirming the
  candidates willingness to serve if elected.
  Only one (1) person for each office may be
  included on each petition, and each person may be
  listed on the petition for only one office. No
  person may be nominated for more than one office
  during any one election. Valid signatures of not
  less than five (5) ISPA members are necessary
  before a candidate will be placed on the ballot.
  Any dispute as to the validity of any signature
  or petitions or to the suitability of a
  candidates statement or biographical sketch
  shall be resolved by the Board of Directors,
  whose determination shall be final.

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Article IX Elections Section 5. Voter
Information

• Not later than forty-five (45) days prior to the
  start of the term of the office being filled,
  absentee ballots, biographical sketches of each
  candidate, and notification of election
  procedures and closing date for ballots will be
  mailed to each ISPA member entitled to vote.

• Not later than thirty (30) days prior to the
  start of the term of the office being filled,
  absentee ballots, biographical sketches of each
  candidate, and notification of election
  procedures and closing date for ballots will be
  mailed to each ISPA member entitled to vote.

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Article X Meetings Section 1. General

• The meetings of the ISPA or its membership may
  be held at such place or places as may be from
  time-to-time designated by the Board of
  Directors. Announcements of the time and place
  of meetings must be mailed to members or
  published prominently in the Society newsletter
  at least sixty (60) days in advance.

• The meetings of the ISPA or its membership may
  be held at such place or places as may be from
  time-to-time designated by the Board of
  Directors. Announcements of the time and place
  of meetings must be mailed to members or
  published prominently in the Society newsletter
  at least forty -five(45) days in advance.  

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Article X Meetings Section 3. Annual Business
Meeting

• The annual business meeting shall take place
  during the Annual Conference. During this
  meeting, as part of the Secretarys Report, a
  summary of the actions of the Board of Directors
  shall be presented to the membership. Reports
  may also be presented by the Chairman of the
  Board of Directors and Treasurer.

• The annual business meeting shall take place
  during the Annual Conference. The Chairman will
  lead this meeting and will summarize the
  societys business activities for the previous
  year. The Treasurer will support this business
  review with a short summary of the financial
  health of the society. Reports by other persons
  may be given at the discretion of the Chairman.
  Attending members will be given an opportunity
  for open floor questions and answers before
  conclusion of the annual meeting.

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Article XII Fiscal Year, Reports and Audits
Section 1. Fiscal Year

• The fiscal year of the Associate shall begin on
  the first day in August of each year and shall
  end on the 31st day of July of the following
  year, unless otherwise determined by the Board of
  Directors.

• The fiscal year of the Society shall begin on
  the first day in August of each year and shall
  end on the 31st day of July of the following
  year, unless otherwise determined by the Board of
  Directors.

30
Article XII Fiscal Year, Reports and Audits
Section 2. Publication of Financial Reports and
Audits.

• The Treasurer shall submit to the Board of
  Directors, within two months of the close of each
  fiscal quarter, a current statement of the
  Societys financial condition, including assets,
  liabilities, income and expenditures. This may
  be done at a meeting or by mail. The Treasurer
  shall also make a financial report to the Board
  of Directors within four months after the end of
  each fiscal year. This annual report shall be
  audited by a firm of independent public
  accountants selected by the Board of Directors.
  The power to select the firm may be delegated.
  The report of the auditors shall be published
  with the Treasurers report in the Societys
  newsletter.

• The Treasurer shall submit to the Audit
  Committee, within two months of the close of each
  fiscal quarter, a current statement of the
  Societys financial condition, including assets,
  liabilities, income and expenditures. This may
  be done at a meeting or by mail. The Treasurer
  shall also submit an annual financial report to
  the Audit Committee and the Board of Directors
  within four months after the end of each fiscal
  year. This report is required to be audited by
  a recognized reputable accounting firm. The
  power to select the accountants rests with the
  Board of Directors but may be delegated by them.
  The annual Treasurers report and the auditors
  report shall be made available to all members
  upon request.  

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Article XVI Parliamentary Authority and Quorums
Section 2. Quorums

• Quorums which are necessary to transact the
  business of the ISPA, shall be as follows
•  
• Annual Business Meetings and Special Meetings, 5
  percent (but not less than 30) of the members in
  good standing and eligible to vote.
•  
• Board of Directors, one-half (1/2) of those
  currently holding office.

• Quorums, which are necessary to transact the
  business of the ISPA, shall be as follows
•  
• Annual Business Meetings and Special Meetings, 5
  percent (but not less than 30) of the members .
•  
• Board of Directors, one-half (1/2) of those
  currently holding office, rounded to the next
  higher whole number if not an integer.

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Article XVII Amendments to the Bylaws

• Amendments or additions to the Bylaws may be
  made with a two-thirds (2/3) vote of the entire
  Board of Directors, provided the membership has
  been informed of the anticipated change ninety
  (90) days prior to the Board of Directors
  action, and that a mechanism has been established
  for the communication of responses and comments
  from the members to the Board during that time.

• Amendments or additions to the Bylaws may be
  made with a two-thirds (2/3) vote of the entire
  Board of Directors, rounded to the next higher
  whole number if not an integer, provided the
  membership has been informed of the anticipated
  change ninety (90) days prior to the Board of
  Directors action, and that a mechanism has been
  established for the communication of responses
  and comments from the members to the Board during
  that time.