Adopted May 23, 1981
Revised September 28, 1999
Revised 2003 (Article IV, Sec. 3 added)
ARTICLE I. NAME
The name of this organization shall be the AMERICAN INSTITUTE OF HYDROLOGY (hereinafter termed the Institute) also known as AIH. AIH will be incorporated in the state of Minnesota in accordance with the provisions of the Minnesota Nonprofit Corporation Act, Minnesota Statutes, Chapter 13 and Section 501(c)(6) of the Internal Revenue Code of 1954. The fiscal year of AIH will be from January 1 to December 31 of each year.
ARTICLE II. STATEMENT OF PURPOSESThe purpose of the Institute shall be:
- To strengthen and to promote hydrology as a science and as a profession.
- To establish and implement qualifications for the certification of professional hydrologists.
- To establish ethical standards in the practice of hydrology for the protection of public health, safety, and welfare, and to safeguard the profession from nonprofessional practices.
- To monitor and disseminate information on activities affecting hydrology as a science and as a profession.
- To communicate to the public information about the science and profession of hydrology.
ARTICLE III. MEMBERSHIP CATEGORIES
The Institute has both individual and organizational members. Categories of membership and qualifications for the various membership categories are set forth in the Bylaws. Only members holding valid certification from the Institute may vote on Institute-wide matters or hold elective office at the Institute level.
ARTICLE IV. MANAGEMENT
Section 1 – Executive Committee. The Executive Committee shall be composed of seven elected officers (President, President Elect, Vice President for Academic Affairs, Vice President for Institute Development, Vice President for International Affairs, General Secretary, and Treasurer), immediate Past President, and the Chair and Secretary of the Board of Registration. The term for elected offices shall be two years. Only the General Secretary and the Treasurer may succeed themselves in elective offices. The President Elect automatically becomes President for the next term. The duties of the Executive Committee shall be to accomplish the business of the Institute by overseeing the corporate business of the Institute, formulating policy, reviewing and approving activities of the Board of Registration, directing the work of the Standing Committees, and otherwise promoting the purposes of the Institute. The Executive Committee shall meet at least once each calendar year. Election procedures and detailed functions and responsibilities of the Executive Committee shall be provided for in the Bylaws.
Section 2 – Board of Registration. The Board of Registration shall consist of the Vice President for Academic Affairs, and not less than five (5), nor more than ten (10), Professional Members of the Institute appointed by the Executive Committee to three-year overlapping terms. The Board shall recommend from its membership a Chairman and a Secretary who, upon approval by the Executive Committee, shall become voting members of the Executive Committee for a two-year period coinciding with the term of office of the Executive Committee. The Board of Registration shall establish the Rules and Regulations governing the admission to membership and follow these rules in the evaluation of applications. The Board shall review the rules and procedures annually and make recommendations for changes or improvements to the application process or the examination process.
Section 3 – Committee on Professional Examinations. The Committee on Professional Examinations shall consist of a Chairman and not less than three (3), nor more than six (6), Professional Members of the Institute appointed by the Executive Committee to three-year overlapping terms. Each of the three hydrology categories is to be represented on the Committee. The Committee shall recommend from its membership a Chairman who, upon approval by the Executive Committee, shall become the liaison to the Executive Committee for a three-year period overlapping the term of office of the Executive Committee. The Committee on Professional Examinations shall recommend and work with a test consultant to help with the administration of the examinations. The test consultant shall be caretaker of the question data bank, and the grader of the examinations. The Committee will convene on an annual basis to evaluate and update the existing examinations. They will make recommendations for changes or improvements to the examinations and the examination process. To retain the integrity of the examinations, no member of the Committee of Professional Examinations will be able to hold office in the Executive Committee or Board of registration during their period of service and for a period of two years after their service with the Committee of Professional Examinations.
Section 4 – Administrative Staff. The Executive Committee may appoint or hire Staff members and establish titles and compensation for such services as may be required to conduct the daily business of the Institute. The Institute shall maintain an office as an official place of business and to house and preserve official records.
Section 5 – Standing Committees/Steering Committees. Regular committees, as needed to assist in the affairs of the Institute, may be established by the Executive Committee.
Section 6 – Other Committees. The President may appoint additional committees as may be needed to carry out the functions of the Institute.
ARTICLE V. MEETINGS
Section 1 – Annual Meeting. The Institute shall hold an Annual Business Meeting at a time and place determined by the Executive Committee. The Meeting shall be announced to the membership prior to the Meeting as prescribed in the Bylaws. Ten percent but no more than 100 members eligible to vote shall constitute a quorum. If a quorum is not present at the meeting, business requiring a vote of the membership will be conducted by mail.
Section 2 – Special Meetings. A special meeting on a specific topic may be held at any time on the decision of the Executive Committee. Special meetings may consider only the subjects for which the meeting was called, which shall be stated in the notice.
ARTICLE VI. NON-LIABILITY
Officers, employees and others authorized to act on behalf of the Institute, collectively and individually, shall not be personally liable for the debts, liabilities, or other obligations of the Institute arising from, relating to or consequent to the operation and function of their duties acting in good faith on behalf of the Institute and within the scope of their duties.
ARTICLE VII. INDEMNIFICATION
The Institute will at all times indemnify the officers, employees and others authorized to act on behalf of the Institute, collectively and individually, and hold them personally and privately harmless from and against any and all liability for damages, loss, costs and expenses arising from any legal proceeding relating to or consequent to the operation and function of their duties acting in good faith on behalf of the Institute and within the scope of their duties.
ARTICLE VIII. MERGER OR DISSOLUTION
Section 1 – Merger and Dissolution. The Institute may be merged with another concurring organization of similar goals and objectives or may be dissolved by two-thirds or more affirmative vote of all votes received from voting Members, through a mail ballot. A vote by the Institute Professional Membership on such merger or dissolution shall be taken, using a time schedule and procedure determined by the Executive Committee, upon receipt by the Institute of either (a) a petition for a merger or dissolution signed by 10 percent of total membership or 100 Professional Members, whichever number is greater, (b) a finding by the Executive Committee by an affirmative vote of two-thirds or more of its total membership that such a merger or dissolution is in the best interest of the Institute, or (c) a finding by a court of law that the Institute debts exceed its assets to such extent that it is not viable as a solvent corporation. Dissolution or merger will follow laws prescribed by the State of Minnesota.
Section 2 – Disposition of Assets. Upon the dissolution of the Institute, the Executive Committee shall, after paying or making provision for the payment of all of the liabilities of the Institute, dispose of all of the assets of the Institute in such manner, or to such organization or organizations originated and operated exclusively for charitable, educational, religious, or scientific purposes as shall at the time qualify as an exempt organization or organizations under section 501(c)(6). of the Internal Revenue Code of 1954) or the corresponding provision of any future United States Internal Revenue Law), as the Executive Committee shall determine. Any such assets not so disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal office of the Institute is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.
ARTICLE IX. AMENDMENTS
Section 1 – Amendments to Constitution. Proposed amendments to the constitution shall be submitted to the General Secretary in written petitions signed by thirty (30) Professional Members eligible to vote or by action of the Executive Committee. A proposed amendment shall be drafted by the General Secretary, discussed at an Executive Committee meeting, and sent to the Professional Members during a period of no more than one hundred eighty (180) days from the time of its receipt by the General Secretary. Approval of the amendments requires a two-thirds or more affirmative vote of all professional members voting through a mail ballot.
Section 2 – Amendments to Bylaws. The Bylaws may be amended by procedures contained therein.
Section 3 – Amendments to Rules and Regulations of the Board of Registration. The Rules and Regulations of the Board of Registration may be amended by procedures contained therein.
Section 4 This revised constitution shall become officially adopted when it receives a two-thirds or more affirmative vote of all professional members voting through a mail ballot and shall go into effect immediately.