Michigan Branch of the American Society for Microbiology

The Executive Board of the Michigan ASM has determined there is a need for clarification of, and changes to, certain Articles in our Constitution. The majority of the proposed changes support our application to the Internal Revenue Service for a tax-exempt 501 (c) (3) status. MI-ASM has had a 501 (c) (6) status since 1972. The new tax status would, among other things, give the Branch nonprofit mailing privileges and would assure any donors of the deductibility of their contributions. Further, this change would bring MI-ASM in line with the national American Society for Microbiology, which is also a 501 (c) (3) organization. Most of the new language includes words and phrases that the IRS absolutely requires of a 501 (c) (3) entity.

We ask the members of MI-ASM to carefully read and consider the proposed changes in advance of a vote to adopt these changes. The vote will occur during the business luncheon at the fall meeting at University of Michigan-Flint on Saturday, 12 October 2002.

New language that will be added to the Constitution is indicated below in blue.
Old language being deleted is highlighted in red.

ARTICLE I � The name and title of this organization shall be the �The Michigan Branch of the American Society for Microbiology�, hereinafter referred to as the Branch.

ARTICLE II � OBJECTIVES
The objectives of the Branch shall be:
1. to encouragepromote scientific education and the dissemination of information and researchprofessional association among microbiologists in the Michigan area State of Michigan;
2. to organize and operate exclusively for charitable, educational, and scientific purposes.
2. to foster acquaintance and fellowship among the same;
3. to plan and conduct seminars, conferences, workshops, and lectures for the promotion of the scientific education of microbiologists and students of microbiology;
4. to cooperate with the American Society for Microbiology, neighboring branches, and allied organizations; and
5. to stimulateassist young microbiologists towardin their professional and educational growth and to encourage their participation in society activities.

The Branch has been formed exclusively for the aforementioned scientific and educational purposes, and no substantial part of the activities of the Branch shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the Branch shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public office. Notwithstanding any other provision of these articles, the Branch shall not carry on any other activities not permitted to be carried on by an organization exempt from federal income tax under section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code.

ARTICLE III � MEMBERSHIP
The membership of the Branch shall consist of local student members, regular members, emeritus members, and sustaining members elected in accordance with the By-Laws.

ARTICLE IV -OFFICERS
The officers of this Branch shall consist of a President, a President-Elect, a Secretary, a Treasurer, a Councilor and an Alternate Councilor.

ARTICLE V -COMMITTEES
There shall be an Executive Committee, a Program Committee, and such other committees as needed.
The Executive Committee shall consist of the officers, the Chairman of the Program Committee, and such others as the President may from time to time appoint. The president shall appoint such other committees as may be required.
The Program Committee shall consist of a Chairman and not less than three other members.

ARTICLE VI � FUNDS
Administration of the funds of the Branch shall be entrusted to the Treasurer under the supervision of the Executive Committee. The Branch shall operate exclusively as a scientific and educational organization. No part of the net earnings of the Branch shall inure to the benefit of, or be distributable to its members, officers, or other private persons, except that the Branch shall be authorized and empowered to pay reasonable compensation for services rendered.

ARTICLE VII � AMENDMENTS
This Constitution may be amended by the following procedure:

1. The proposed change(s) shall be discussed among the current members of the Executive Committee and submitted in writing to the Secretary, signed by the President and four five regular members.
2. The Secretary shall include the proposed change with the notice of the next meeting of the Branch will distribute the proposed change(s) to the membership for consideration, by one of two methods:

a. Electronically, via e-mail or the Branch Membership ListServ.
b. In the newsletter that announces the next meeting of the Branch.

3.� The proposed change shall be read and discussed at the next meeting of the Branch.
4. Final action shall be taken at the next Branch meeting following the meeting at which the proposed change is read. distribution of the proposed change(s). The proposal will be read at that meeting and discussed. A two-thirds affirmative vote of the members present at this meeting shall be necessary for adoption.

�� No proposed change in conflict with the Constitution and By-Laws of the American Society for Microbiology may be considered.
�

ARTICLE VIII � DISSOLUTION AND DISPOSITION OF ASSESTS
In the event of the termination and dissolution of the Michigan Branch of the ASM, the then-remaining assets would be distributed according to designation by the then Executive Committee to charitable, scientific, literary, or educational organizations an organization or organizations qualifying under Section 501(c)(3) or 501(c)(6) of the Internal Revenue Code of 1954,or the corresponding section of any future federal tax code.

At this time there are no proposed changes to the MI-ASM By-Laws, but we include them here as a matter of record. link