Space Coast Aquarium Society

Section 1 - Name

The organization shall be known as Space Coast Aquarium Society and may be referred to in this document as "SCAS".

Section 2 - Purpose

The purpose of SCAS is to further interest in the aquarium hobby and to educate members and the general public in the captive care of aquatic animals, mainly fresh and saltwater fish. SCAS promotes responsible aquarium keeping through educational presentations, shared knowledge, hands-on learning experiences, and community outreach.

Section 3 - Fiscal Year and Funding

• The fiscal year of SCAS shall begin on January 1 and end on December 31 annually.
• Funds collected by the Society shall be used only in accordance with the tax-exempt requirements set forth under section 501(c)(3) of the Internal Revenue Code.
• Expenditures over $150 shall be voted on and approval shall be made by a simple majority of the Board.
• The Treasurer shall provide an annual financial report to the membership at the January general meeting, including a summary of income, expenses, and current financial standing.
• SCAS may accept donations of money, equipment, livestock, or other materials that further the educational mission of the organization.

Section 4 - Tax Exempt Status

• SCAS is organized exclusively for education purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code.
• Notwithstanding any other provisions of these articles, SCAS shall not carry on any other activities not permitted to be carried on (a) by an association exempt from Federal Income Tax under Section 501(c)(3) of the Internal Revenue Code of 1954 (or the corresponding provisions of any future United States Internal Revenue Law) or (b) by an association's contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code of 1954 (or the corresponding provisions of any further United States Internal Revenue Law).
• The property of SCAS is irrevocably dedicated to educational purposes. No part of the net earnings of this society shall ever inure to or for the benefit of or be distributable to its members, trustees, officers, or other private persons, except that SCAS shall be empowered to make payments and distributions in furtherance of the exempt purposes for which it was formed.

Section 5 - Dissolution of SCAS

Upon dissolution of SCAS, after paying or adequately providing for the debts and obligations of SCAS, the remaining assets shall be distributed to a nonprofit fund, foundation or association which is organized and operated exclusively for charitable, educational, and/or scientific purposes and which has established its tax-exempt status under Section 501(c)(3) of the Internal Revenue Code.

Section 6 - Membership

Any person interested in the purpose of SCAS shall be eligible for membership. However, membership and participation in meetings and events may be refused at the discretion of the Board.

Membership Categories:

• General Membership - Individuals who are over 18 years old.
• Family Membership - For any couple that attends regular meetings and their children under 18-years-old who reside in the same household.
• Student Membership - For individuals aged 16-25 with valid student identification. Student members shall pay reduced dues as determined by the Board.
• Life Membership - By a majority vote of the Board, Lifetime Members may be admitted. Lifetime Members shall be exempt from the payment of dues and shall be eligible for all privileges of General Membership.

Membership Terms:

• By a vote of a simple majority of the Board, any member may be dropped for conduct considered injurious to the best interest of SCAS or for violation of the Code of Conduct outlined in Section 12.
• Annual dues shall be determined by a simple majority vote of the Board and reviewed annually. Current dues structure and payment methods shall be posted on the SCAS website (www.spacecoastas.org), communicated through electronic means to current members, and made available at monthly meetings.
• Dues shall cover a period of 12 months from the first of the month of payment (example: dues paid on May 15 cover the period from May 1 through April 30 of the following year).
• Nonpayment of annual dues shall be considered equivalent to resignation after two written communications (including electronic communication) to the delinquent party or after sixty (60) days delinquent.
• Membership applications may be submitted in person at meetings, through the SCAS website, or by other electronic means as approved by the Board.
• Refunds of membership dues may be granted at the discretion of the Board on a case-by-case basis.
• Chapter Members - Students who are active members of approved SCAS chapters and have paid their chapter dues are automatically considered members of the parent organization with all associated privileges during their active enrollment and membership period.

Section 7 - Meetings

• There shall be one general membership meeting each month, typically held on the 4th Saturday of each month. Doors open at 12:00 PM with the program beginning at 1:00 PM. The time and place of general membership meetings shall be on a regularly scheduled basis in or near Brevard County, to be determined by the Board.
• Any change in the general membership meeting schedule shall be communicated to members through written or electronic means as soon as possible, but at least 48 hours in advance when feasible.
• At the discretion of the Board, special meetings or events may be scheduled or held to further the mission of SCAS.
• The Board may authorize virtual attendance at general meetings when deemed appropriate for member accessibility or emergency circumstances. Virtual attendees shall have full participation rights except for Board elections, which require in-person attendance unless emergency provisions under Section 13 are invoked.
• In addition to monthly general meetings, the Board may hold additional meetings, as needed, to discuss business matters related to the operation and function of SCAS. These meetings may be held virtually or in person.
• Auctions may be conducted at meetings and events. The Board shall determine proceed splits for two categories of attendees: members and non-members. All auction participants must register and agree to basic terms and conditions as established by the Board.
• Raffles and other fundraisers during meetings and events shall be allowed at the discretion of the Board and must comply with applicable state and local regulations.
• Meetings may be cancelled due to severe weather, facility unavailability, or other emergency circumstances as determined by the Board. Members shall be notified through all available communication channels.

Section 8 - The Board of Directors

SCAS empowers the Board of Directors with the authority to supervise all operations necessary to the functioning of SCAS.

Board Composition and Duties:

• The Board shall transact all necessary business of SCAS, with the power to expend monies, direct SCAS activities, and create and enforce all policy required to maintain and expand the purposes and goals of SCAS as set forth in Section 2 - Purpose. The implementation of all powers of the Board shall be by simple majority vote of the Board.
• The Board of Directors of SCAS shall consist of President, Vice-President, Treasurer, Secretary, and Program Director.
• Their duties shall be as ordinarily appertain to their respective offices.
• The Program Director shall be responsible for forming and presiding over a committee to plan and provide programs for the general membership meetings and special events.
• Additional committees shall be formed and dissolved at the discretion of the Board, as needed. This may include a Chapter Relations Committee to coordinate with affiliated chapters. A chairperson for special committees will be appointed by the Board and the committee chairperson will be responsible for recruiting an appropriate number of committee members and report to the Board as needed, but at least monthly.

Elections and Appointments:

• Nominations for the Board of Directors shall be opened during the October general meeting and close at the November general meeting, and the annual election shall commence immediately. The Board of Directors shall be installed at the December general meeting. Each active member present at the December meeting is entitled to one vote for the election of members to the Board of Directors.
• A vacancy on the Board of Directors shall be filled by appointment by the President, subject to a majority vote of the Board of Directors. Such appointments shall be for the remainder of the board year. The vacancy shall be announced in writing or electronically prior to the board meeting at which the vacancy will be filled.
• It is requested that a Board of Directors member notify the President of their resignation as soon as possible.
• Any Board member is considered to have resigned by having missed three unexcused consecutive meetings (general, board, or combination thereof) or missed five total unexcused meetings over the course of the year.
• Any Board member who has failed to perform the required duties of their position can be dismissed and their position declared vacant by a vote of 60% of the Board Members present.
• Board voting on routine matters may be conducted via video teleconference, email, or other electronic means as approved by the Board. In-person voting is required for significant matters including but not limited to: budget approval, bylaw amendments, membership dismissals, and Board member appointments.

Section 9 - Alterations and Amendments to the By-Laws

• Alterations and amendments to the by-laws may be made at board meetings by a simple majority vote of the Board.
• Major amendments affecting membership rights, dues structure, or fundamental organizational structure should be presented to the general membership for input before Board approval when feasible.
• In addition to regular Board meetings, voting on bylaw amendments may be conducted via video teleconference, email, or other electronic means, provided all Board members receive at least 48 hours notice of the proposed changes.
• All approved amendments shall be communicated to the membership within 30 days of approval.

Section 10 - Use of Name and Insignia

• No member shall have the authority to use the name or insignia of SCAS in any manner without prior approval of the Board.
• No action or representation of any member shall be binding upon SCAS without prior approval of the Board.
• The Board may designate specific members as authorized representatives for digital communications, social media management, or public relations activities.

Section 11 - Digital Communications and Technology

• SCAS may utilize websites, email, social media platforms, and other digital technologies to communicate with members and the public, promote educational activities, and further the mission of the organization.
• All official digital communications and content shall be approved by the Board or designated authorized representatives.
• The Board shall designate individuals responsible for maintaining the SCAS website, social media accounts, and electronic member communications.
• Member information collected through digital means shall be used solely for SCAS organizational purposes and shall not be shared with third parties without explicit consent, except as required by law.
• Digital records of membership, financial transactions, and organizational activities shall be maintained according to standard record retention practices and legal requirements.
• Members consent to photography and video recording at SCAS events for promotional and educational purposes unless they specifically opt out in writing.

Section 12 - Code of Conduct

• All members and attendees are expected to conduct themselves in a respectful and professional manner during meetings, events, and online interactions related to SCAS.
• SCAS promotes responsible aquarium keeping practices and members are encouraged to maintain high standards of aquatic animal welfare.
• Discriminatory language or behavior based on race, religion, gender, age, disability, or other protected characteristics will not be tolerated.
• Members should resolve conflicts through respectful dialogue. Persistent conflicts that cannot be resolved may be referred to the Board for mediation.
• Violations of this Code of Conduct may result in disciplinary action including warnings, suspension, or termination of membership as determined by the Board.
• Commercial activities by members at meetings or events must be pre-approved by the Board and should align with the educational mission of SCAS.

Section 13 - Emergency Procedures

• In case of emergency circumstances preventing normal operations (natural disasters, public health emergencies, facility unavailability), the President may make immediate decisions necessary to protect member safety and organizational continuity.
• Emergency decisions by the President shall be reported to the Board within 72 hours when possible and are subject to Board review and ratification.
• If multiple Board positions become vacant simultaneously, the remaining Board members may appoint interim replacements to maintain operational continuity until proper elections can be held.
• During declared emergencies, meeting schedules, election timelines, and other operational requirements may be temporarily modified as necessary, with such modifications to be communicated to members as soon as reasonably possible.
• SCAS shall maintain current contact information for all members to facilitate emergency communications.

Section 14 - Chapters and Affiliates

• Chapter Formation - SCAS may authorize the formation of chapters affiliated with educational institutions or geographic regions to further the educational mission of the organization. Chapter formation must be approved by a simple majority vote of the Board.
• Chapter Requirements - Chapters must:
  • Operate in accordance with their institution's or locality's requirements
  • Align with the educational mission and purpose stated in Section 2
  • Maintain their own governance structure and financial accounts as required by their institution or applicable regulations
  • Use the SCAS name only with the designation of their chapter (e.g., "SCAS-UCF Chapter")
• Membership Benefits - Members in good standing of approved SCAS chapters who have paid their chapter dues shall automatically be considered members of the parent Space Coast Aquarium Society organization and are entitled to participate in parent organization events, auctions, educational programs, and other membership activities.
• Financial Independence - Chapters shall maintain separate financial accounts and are responsible for their own fundraising and budgeting. Chapter funds are not commingled with parent organization funds unless specifically donated or transferred.
• Chapter Autonomy - Chapters operate independently within their institutional or geographic context while maintaining coordination with the parent organization for educational programs, guest speakers, community outreach, and shared resources.
• Communication and Coordination - The SCAS Board shall designate a liaison to maintain regular communication with chapter leadership and facilitate collaboration on programs, events, and educational initiatives.
• Chapter Dissolution - If a chapter ceases to operate, any remaining chapter funds designated for SCAS purposes may be transferred to the parent organization upon proper dissolution procedures.
• Revocation of Chapter Status - The Board may revoke a chapter's affiliated status by a 2/3 vote if the chapter engages in activities inconsistent with SCAS's educational mission, violates the Code of Conduct in Section 12, or fails to maintain active operations for two consecutive semesters.