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to have it. The question is on the adoption of the proposed constitution. I think we might spend the time well in hearing it read.

Copies of the constitution were passed out and the constitution was read by the secretary, Article by Article and voted upon accordingly. The constitution in its amended form is as follows:

ARTICLE I.

Section 1. This association shall be known as "Empire State Forest Products Association."

Objects.

Section 2. The objects of this association shall be to promote the interests of its members; to protect, perpetuate and increase the forest growth of the state through the establishment of a rational and constructive system of forestry; the conservation and development of water power in the State of New York, and to promote friendly intercourse between the members, and to co-operate with others interested in like objects.

ARTICLE II.
Membership.

Section 1. Every person, firm or corporation owning forest land or engaged in the industries of manufacturing or shipping lumber, wood, pulp, and paper, and other forest products, or in the establishment of a rational system of forestry or in the conservation and development of water power in the State of N. Y., who shall be duly elected by the Board of Directors of the association, and shall pay the initiation fee herein fixed, within 30 days thereafter, shall become a member of the association.

Section 2. Any member may resign from the association by delivering his written resignation to the secretary; such resignation in no case to become effectual until 30 days after it is received by the secretary and the payment to the association of all dues and assessments falling due before the expiration of such 30 days, together with all dues and assessments that were levied before the receipt of such resignation by the secretary.

ARTICLE III.

Section 1. The affairs of this association shall be man

aged by a board of eight directors, who with the president and vice-president shall be elected at the annual meeting of the association, who shall serve one year or until their successors are elected. Any duly authorized representative of any corporation or firm, which is a member of this association, shall be eligible as a director, or officer. The president shall be ex-officio a member of the Board of Directors.

Section 2. The directors, immediately after the annual election, shall meet for the purpose of electing a treasurer and secretary, each of whom shall hold office for one year, or until his successor is elected. No officer, excepting the treasurer and secretary, shall receive compensation for the performance of his duties. Four members of the Board of Directors shall constitute a quorum for the transaction of business.

Section 3. Each member of the association shall be entitled to one vote, to be cast in person, except that the members of a firm and the officers and stockholders of a corporation shall respectively be entitled to a single vote.

ARTICLE IV.
Meetings.

Section 1. The annual meeting of the association shall be held on the second Thursday in November in each year, at such place as the Board of Directors shall appoint.

Section 2. Special meetings of the association may be called at any time by direction of the president, or by the Board of Directors, or upon the request of five members to the president or secretary in writing.

Section 3. Eighteen members shall constitute a quorum at annual and special meetings of the association.

Section 4. Notice of every meeting shall be mailed to each member of the association at least one week prior to the day for which it is called. Notices of special meetings shall state the objects of same.

Section 5. The regular annual meeting of the Board of Directors shall be held immediately after the annual meeting of the association shall have adjourned, for the election. of officers and for the transaction of any business that may properly come before it. Special meetings of the Board of Directors may be called at any time by the president upon one week's notice in writing, stating the object of the meet

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ing. Special meetings may likewise be called upon like notice by any three members of the Board.

ARTICLE V.

Officers.

Section 1. The president, vice-president, treasurer and secretary shall each perform the usual duties pertaining to those offices. The president shall appoint all standing committees hereinafter provided for.

Section 2. The Board of Directors shall have full power and authority to direct and manage the affairs of the association; to incur such obligations and expend such moneys on behalf of the association as to said Board shall seem necessary and within the purposes of the association; to levy assessments upon members of the association who are the owners of woodlands or manufacturing plants, or both, in the manner hereinafter provided, to cover such obligations or expenditures, and to collect in the manner provided by law, said assessments from the members of the association, severally; provided, however, that the Board of Directors shall not expend nor authorize the expenditure of a greater sum than $5,000 in any one year, without the express vote of the association authorizing the same.

ARTICLE VI.
Vacancies.

Section 1. Any vacancy in the Board of Directors caused by the death, resignation, or removal of one or more directors shall be filled by the remaining directors at a meeting called for that purpose. Notice of such meeting to be given by mail at least fifteen days prior to the date thereof.

ARTICLE VII.
Committees.

Section 1. The following standing committees shall be appointed from the association; at least one member of each committee to be a director;-Executive Committee, Legislative Committee, Transportation Committee, Forestry Committee, Finance Committee, Industrial Committee, Committee on Co-operation With Other Organizations.

Section 2. No standing committee shall have power to incur any obligation for the association, unless the Board

of Directors shall have previously appropriated to such purpose, funds sufficient therefor.

ARTICLE VIII.

Dues and Assessments.

Section 1. Each member of the association engaged in the industries of manufacturing or shipping lumber, wood, pulp or paper, or who is the owner of timber lands within the state shall pay an initiation fee of $10.00 immediately on receiving notice of his election, and on the first day of March of each year thereafter, shall pay the sum of $10.00 annual dues.

Section 2. Each member of the association not engaged in the industries of manufacturing or shipping lumber, wood, pulp or paper, or not the owner of timber land within the state, shall pay an initiation fee of $5.00 immediately on receiving notice of his election, and on the first day of March of each year thereafter, shall pay the sum of $5.00 annual dues.

Section 3. The Board of Directors may levy further assessments upon the members of the association, distributing the same in proportion to the annual payroll or to the acres of woodlands owned by the respective members or such other method as shall be deemed equitable by the Board of Directors within the limitations hereinbefore provided, and prescribe the time when the same shall be paid.

ARTICLE IX.

Section 1. If any complaint be made against any member to the Board of Directors, said Board in its discretion may direct that member against whom complaint has been made to make answer to the same, and thereafter said Board may in its discretion exclude such member from the association. Such decision by the Board of Directors shall be final. An omission on the part of any member to pay his annual dues, or any assessment levied by the Board of Directors for thirty days after the same becomes due, shall be sufficient ground for the exclusion of such member without notice by the Board of Directors in its discretion.

ARTICLE X.

Section 1. This constitution may be amended by a vote of at least two-thirds of the members present of the asso

ciation at any meeting provided the proposed amendments shall have been mailed to every member of the association, directed to the last address furnished by him, at least ten days before the meeting at which the amendments are to be considered, but these restrictions shall not apply to any amendment of a proposed amendment when being acted on by the association.

Section 2. Such amendments may be proposed by the Board of Directors, or by any other member of the association, and it shall be the duty of the secretary in the event of a proposed amendment in writing being presented to him, bearing the endorsement of fifteen or more members of the association, to give notice of such proposed amendment and to call a special meeting of the association to act thereon, unless the proposers shall have requested that the proposed amendment be submitted to the ensuing annual meeting, in which case the secretary will issue notice thereof accordingly.

PRESIDENT OSTRANDER: The next order of business is the report of the Committee on Nominations. This committee should have a little more extra time so they will please retire and prepare their report.

The motion was made and seconded that the constitution be printed in a little vest pocket size booklet.

The Committee on Nominations submitted the following slate which was adopted:

FOR DIRECTORS—

Frank L. Moore, Rufus L. Sisson, Ferris J. Meigs,
Frank A. Cutting, Wm. C. Hull, E. J. Jones, G. H. P.
Gould, Geo. N. Ostrander.

FOR PRESIDENT—

Geo. N. Ostrander.

FOR VICE-PRESIDENT

Frank P. Wilder.

The following telegram was then read by the secretary: "The Ohio Association of Retail Lumber Dealers send greetings and best wishes to the Association."

A similar telegram was read by Mr. Moore from Mr. Geo. W. Sherman.

MR. OSTRANDER: Gentlemen, unless some one has some

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