FOR CULTIVATED PLANT TAXONOMY
I. Name, duration, seat, purposes
1.1. Under the name International Association for Cultivated Plant Taxonomy (hereafter “the Association”), an association has been formed. It is governed by the current Constitution and any by-laws that the Council might approve.
1.2. The duration of the Association shall be indefinite.
1.3. The official language of the Association is English.
The purposes of the Association shall be:
2.1. To provide a means for the exchange of knowledge on research in cultivated plant taxonomy.
2.2. To encourage international relations among individuals and institutions with an interest in cultivated plant taxonomy and its allied disciplines.
2.3. To promote quality and best practice in the field of cultivated plant taxonomy and its allied disciplines.
2.4 To work towards a greater understanding and appreciation of cultivated plant taxonomy among those in related disciplines and a wider audience.
2.5 To promote stability and harmonization in the nomenclature of cultivated plants in accordance with The International Code of Botanical Nomenclature and The International Code of Nomenclature for Cultivated Plants.
The purposes of the Association shall be realised by the following means:
3.1. The creation, direction or sponsoring of publications related to the taxonomy and nomenclature of cultivated plants.
3.2. The assembly, storage, retrieval and diffusion of relevant data.
3.3. The organization of international symposia and other meetings.
3.4. The adherence to or sponsoring of other organizations, associations and projects with complementary aims.
3.5. The establishment and maintenance of committees or working parties for specific purposes.
3.6. The provision of a forum for consideration of The International Code of Nomenclature for Cultivated Plants and of possible amendments to it.
3.7. The engagement in any other activity consistent with the purposes of the Association.
4.1. The Association shall comprise Personal Members (see Art. 5) and Supporting Members (see Art. 6).
4.2. Membership is based on the calendar year. Members paying the annual fee before 31st October shall be deemed to have membership from 1st January of that year. Members paying the annual fee after 31st October shall be deemed to have membership from 1st January of the following year, unless they request their membership to be for the current year.
4.3. Membership shall be deemed to have ceased if the annual fee is not received by 31st October of the subscription year.
5.1. All individuals actively engaged or interested in cultivated plant taxonomy or its related disciplines are eligible to become Personal Members.
5.2. Personal Membership is acquired by notification in writing to the Secretary and payment of the appropriate fee.
5.3. Personal Members can obtain the publications of the Association, and benefit from its services.
5.4. Personal Members have voting rights (as laid out in Arts 12, 13, 15 , 18 and 19).
5.5. Personal Members whose annual fees are received before 31st December 2007 shall be termed Founder Members. They shall be entitled to this designation for as long as they maintain continuous membership.
6.1. All institutes, societies, businesses or other bodies corporate or non-corporate, operating within a single country or internationally, actively engaged or interested in cultivated plant taxonomy or its allied disciplines are eligible to become Supporting Members.
6.2. Supporting Membership is acquired by notification in writing to the Secretary and payment of the appropriate fee.
6.3. Supporting Members can obtain the publications of the Association and benefit from its services.
6.4. Supporting Members shall have the same voting rights as Personal Members, though votes must be cast by an officially nominated representative (Art 13) when ballots are held at General Meetings of the Association (Art 11).
Membership of the Association implies strict adherence to its Constitution, to any by-laws and to any lawful decision made by the organs of the Association.
Members are not personally liable for the debts and liabilities of the Association, which is only liable to the extent of its assets.
Membership is terminated:
9.1. By withdrawal, notified in writing to the Secretary.
9.2. By failure to pay the annual fee in accordance with Arts. 4.2 & 4.3.
9.3. On notification of decease.
9.4 By a General Meeting or Council, where a Personal Member or Supporting Member is deemed to have brought the Association into disrepute (see Art. 7).
The organs of the Association are:
10.1. The General Meeting (Arts 11-13)
10.2. The Council (Arts 14-18)
10.3. The Executive Committee (Arts 19-23)
10.4. The Internal Auditors (Art. 24)
11.1. The General Meeting is the supreme authority of the Association: all Members may participate in the General Meeting.
11.2. It may constitute a gathering of Members or consultation by mail or email (hereafter collectively referred to as “mail”); the term "General Meeting" refers equally to a gathering or to a consultation by mail.
11.3. It has all such powers as have not been conferred upon the Council or upon another organ under the present Constitution, except that decisions relating to winding-up (Art. 28-29) cannot be made by mail.
12.1. The General Meeting is summoned in Ordinary or Extraordinary Session by the Executive Committee, at the date and place fixed by the Executive Committee, who must summon an Extraordinary Session in response to a request by mail from at least one-fifth of the Personal Members.
12.2. It shall be summoned in Ordinary Session by the Executive Committee every four years for the purpose of electing members of the Council and the office bearers of the Association, the Meeting being held, where feasible, in conjunction with an international gathering likely to be attended by Personal Members.
12.3. The summons for such a meeting and any mailed requests by Personal Members (Art 12.1) must indicate precisely the agenda or the items which are to be discussed.
13.1. At the General Meeting Personal Members and one nominated representative of each Supporting Member (Art 6.4) may vote.
13.2. Except as provided for in Art 18, the quorum for a General Meeting shall be one fifth of the Personal Members and Supporting Members.
13.3. Except as provided for in Art 18, a simple majority of those voting at a General Meeting is required to pass a motion or to elect members of Council or the Executive Committee.
The Council has all such powers as are generally exercised by a General Meeting. It may, in particular:
14.1. Modify the Constitution, subject to Art. 18.
14.2. Vote upon reports submitted to it and approve the accounts.
14.3. Make, amend and repeal by-laws.
14.4. Determine the membership fees.
15.1. The Council shall consist of at least ten and at most twenty Personal Members of the Association including ex-officio members.
15.2. The members of the Executive Committee are ex-officio members of the Council.
15.3. The members of the Council who are not ex-officio members are elected by the General Meeting from a list prepared by the Executive Committee (see Art 12.2).
15.4. Candidates for the Council can also be proposed by any three members of the Council or by ten Personal Members of the Association. In these cases, the request must be sent by registered mail (not email) to the Secretary not later than March 1st of the election year.
15.5. Excluding the ex-officio members, not more than two people normally resident in the same country at the time of the election can be members of the Council at the same time.
15.6. Excluding the ex-officio members, members of the Council are elected for a single term of four years and shall not be eligible for immediate re-election to the same office after a second term.
15.7. If the total number of candidates excluding ex-officio members is below or equal to eleven, and if not more than two candidates normally resident in the same country are proposed, the election is tacit.
15.8. Between elections, the Council can co-opt new members, subject to there being no more than two members normally resident in the same country (Art. 15.5) and as long as the membership limit of twenty is not exceeded.
16.1. The Council shall meet upon written request to the Secretary by five of its members sent by registered mail, or upon similar request to the Executive Committee, which fixes the date and place of the meeting.
16.2. The summons by the Executive Committee, or the written request for a meeting, must indicate precisely the agenda or items which are to be discussed.
17.1. With the exception of amendments to the Constitution (Art. 18), the Council takes its decisions by a simple majority of the expressed votes.
17.2. In the case of a tied vote the President shall have a second and casting vote.
17.3. The Council can also take its decisions by mail.
17.4. A quorum shall be two-thirds of the Council. In cases where a consultation is by mail, two-thirds of the Council must respond to achieve a quorum.
18.1. To amend the Constitution a proposition must be made in the Council, and then approved by two-thirds of the Council members voting; the proposition shall then be sent by mail with a ballot form to all members of the Association, thereby summoning a General Meeting to vote on the amendment.
18.2. Responses from this General Meeting will be accepted for a period of forty days from the date of mailing; a two-thirds majority of members of the General Meeting voting is required for the amendment to be accepted and become effective.
19.1. The members of the Executive Committee shall be elected every four years by a General Meeting held, where feasible, in conjunction with an international gathering likely to be attended by Personal Members.
19.2. The Executive Committee shall consist of nine Personal Members who are office-bearers, namely the President (who is also President of the Association), the immediate past President, five Vice-Presidents (one from each of the following regions: Europe, Africa, Asia, Australasia, the Americas), the Secretary and the Treasurer. Other positions may be added as appropriate and any member with specific duties may be invited to attend Committee meetings as appropriate.
19.3. The President and Vice Presidents shall be elected by the General Meeting to hold office for a single term of four years. The President shall not be eligible for immediate re-election and the Vice Presidents shall not be eligible for immediate re-election to the same office after a second term.
19.4. The Secretary and Treasurer shall be elected by the General Meeting to hold office for a single term of four years and shall be eligible for re-election to the same office.
19.5. In the event of an office-bearing position becoming vacant between elections, the Executive Committee may co-opt replacement officers from among the members of the Council or failing that from among the Personal Members.
20.1. The Executive Committee governs and represents the Association and shall have general charge of all matters of interest to the Association.
20.2. The Executive Committee is empowered to make all decisions which are not reserved by law or by the Constitution to the other organs of the Association.
In particular, the Executive Committee is empowered to:
21.1. Fulfil the purposes of the Association in accordance with Arts 2 & 3.
21.2. Administer the assets and property of the Association.
21.3. Summon meetings of the Council and the General Meeting.
21.4. Organize ballots and consultations by mail.
21.5. Appoint committees entrusted with special tasks within the general framework of the Association.
21.6. Appoint delegates or representatives of the Association to scientific conferences, meetings, or to other societies.
21.7. Implement decisions of the Council and the General Meeting.
21.8. Present to the Council annual reports and a financial report together with any Auditors' report.
21.9. Appoint administrative staff.
21.10. Appoint external auditors.
22.1. The Association is bound by the joint signature of the President and of either the Secretary or Treasurer or, should the President be unable to sign, of one/the Vice-President and either the Secretary or Treasurer.
22.2. For current administrative matters and non-recurrent expenses not exceeding an amount specified and recorded by the Council, the signature of either the Secretary or Treasurer alone is sufficient.
22.3. The Secretary shall be responsible for the administrative matters of the Association.
22.4. The Treasurer shall be responsible for the financial matters of the Association.
23.1. The Executive Committee takes its decisions by a simple majority of expressed votes.
23.2. In the case of a tied vote the President shall have a second and casting vote..
23.3. The Executive Committee can also take its decisions by mail or email.
24.1. The Council shall elect each year two Personal Members as Internal Auditors who shall report on the operations and accounts of the Association.
24.2. The Internal Auditors can at all times require that the books and all relevant documents or reports be presented to them and may examine the cash and financial situation.
24.3. No member of the Executive Committee may be elected as an Internal Auditor.
24.4. Internal Auditors may be re-elected.
The resources of the Association shall consist of:
25.1. Fees paid by members
25.2. Possible gifts, bequests and legacies.
25.3. Subsidies, grants and other monies which may be awarded to it by public or private bodies.
25.4. Any other resources which may derive from its own activities.
In order to fulfil its purposes and to secure its functioning, the Association may at any time constitute or organize separate funds or bodies and give them an appropriate legal structure.
The financial period shall be from January 1st to December 31st in any one year.
28.1. The winding-up or merger of the Association can be decided only by an Extraordinary Session of the General Meeting formally summoned for this special purpose.
28.2. The decision shall be effective if approved by at least two-thirds of the Personal Members of the Association present and voting.
In the event of the Association being wound up, the assets remaining after discharge of all debts shall be transferred to a body or bodies having aims similar to those of the Association.
These statutes created on 6th June 2007 by the Acting Council of the Association.