The name of the Society shall be the "Chlamydia Basic Research
association is organized exclusively for charitable, educational,
religious, or scientific purposes within the meaning of Section
501(c)(3) of the Internal Revenue Code.
A. To encourage basic research in Chlamydial biology and pathogenesis.
To provide a forum for the exchange of information among scientists
engaged in research on basic Chlamydial biology and pathogenesis.
To promote the development of young scientists in Chlamydial research
by encouraging their active participation in Society meetings
Article III: Membership
will be four categories of membership. (i) Regular, (ii) Emeritus,
(iii) Trainees (students and postdocs), and (iv) Honorary.
A. Regular. All persons who by their professional work
have demonstrated interest in the objectives of the Society are
eligible for regular membership. A regular member is one who has
paid the current dues and participates in the Society activities.
Regular members will be entitled to receive all communications
of the Society and to vote on matters submitted by mail or at
the business session of the Conference. Regular members are eligible
for election to office as specified in the constitution and by-laws.
Emeritus member. An emeritus member is a Regular Member
who has retired. Emeritus membership shall be a lifetime membership
and shall not require payment of dues or Conference registration
fees. Emeritus members will have voting privileges.
Trainees. Trainees (students and postdoctoral fellows)
are encouraged to participate in the Society activities and receive
communications but do not have voting rights.
Honorary membership. The Society may elect to honorary
membership such persons who are deemed deserving of this honor
on the basis of contributions to the fields of interest and endeavor
encompassed by the purposes of the Society. Honorary membership
shall be a lifetime membership and shall not require payment of
dues or Conference registration fees. Honorary members will have
Article IV: Officers and Executive Council
The officers of the Society shall be President, President-elect,
and a Secretary-Treasurer whose duties shall be those usually
performed by such officers. There will also be 3 council members
to assist in decision-making. These officers and council members
shall be elected at the business session of each Conference. The
President, the President-elect, and the Council members shall
serve for two years. The Secretary-Treasurer will serve for four
years or until a successor is elected. They shall take office
at the conclusion of the Conference at which they were elected
and shall serve until their successors have been elected and installed
The Executive Council will consist of the elected officers, the
immediate past-President, and 3 council members.
The roles of the Executive Council are to (i) appoint the Conference
Committee, (ii) suggest the time and place of the next Conference,
(iii) seek sources of financial support outside of the membership,
(iv) to approve the annual audit of the accounts of the Society,
(v) serve as the nominating committee for the officers and the
3 member council, and (vi) appoint ad hoc committees if the need
The voting members will elect the officers and council members
at the time of the Business meeting. The Executive Committee will
serve as the nominating committee, but additional nominees can
be suggested by voting Members at the Business Meeting.
Article V. Committees
shall be a Conference Committee responsible for organizing each
Conference that will be appointed by the Executive Council at
the time of the prior Conference. The Chair of the Program Committee
is the President-elect.
Article VI. The Conference and Business meeting
The Conference will be held every two years on dates and places
to be suggested by the Executive Council and voted on by the Regular
Members at the Business Meeting. The intention of the Society
is to keep the Conference in an easily accessible and affordable
location to facilitate the involvement of trainees.
The Business meeting will be held at the time of the Conference.
At this time, the new officers are elected and current Secretary-Treasurer
will present a financial report for approval. The Business meeting
will be open to everyone registered for the meeting.
The Conference committee will have the responsibilities of selecting
the topics, speakers, and program for the Conference. It will
make recommendations on how to use any funds available to subsidize
trainee participation in the meeting. The President-Elect will
chair the conference committee. The Conference committee will
make these recommendations to the Executive Council.
Article VI. Registration fees and dues.
Dues will be assessed every two years and will be payable at the
time of registration for the Conference. Dues will be set by the
The Registration fee shall be fixed by the Executive Council based
upon recommendations of the Program Committee and shall be sufficient
to defray expenses incurred by the Conference. Surplus funds shall
be turned over to the Secretary-Treasurer to be allocated toward
the expenses incurred during the next conference. Special reduced
registration fees for trainees may be set by the Executive Council.
VII. Distribution of Minutes of the Business Meeting and Copies
of the Constitution and bylaws.
Minutes of the previous business meeting shall be prepared by
the Secretary-Treasurer and will be made available during the
Conference. Copies of the current Constitution and By-laws shall
be sent to members of the Society upon request.
Constitution and By-Laws of the Society may be amended by a vote
of the majority of the Voting Members attending the regular Business
meeting held at the time of the Conference, with the notification
of the proposed changes to be made to the President at least 1
week, and preferably several weeks, before the said business meeting.
IX. General Prohibitions
any provision of the Constitution or By-Laws which might be susceptible
to contrary construction:
The Society shall be organized exclusively for scientific and
educational purposes and shall engage in those activities permitted
under Section 501(c)3 of the Internal Revenue Code of 1954 or
the corresponding provision of any future United States Internal
No part of the net earnings of the Society shall or may under
any circumstances inure to the benefit of any private shareholder
No substantial part of the activities of the Society shall consist
of carrying on propaganda or otherwise of attempting to influence
The Society shall not participate in or intervene in (including
the publishing or distributing of Statements) any political campaign
on behalf of a candidate for public office.
The Society shall not be organized or operated for profit.
The Society shall not:
lend any part of its income or corpus without the receipt of adequate
security and a reasonable rate of interest to,
pay any compensation, in excess of a reasonable allowance for
salaries or other compensation for personal services actually
make any part of its services available on a preferential basis
make any purchase of securities or any other property for more
than adequate consideration in money or money's worth from,
sell any securities or other property for less than adequate consideration
in money or money's worth to, or
engage in any other transaction which results in a substantial
diversion of its income or corpus to, any officer, member of the
Council, or substantial contributor to the Society.
The prohibitions contained in the Section F do not mean to imply
that the Society may make such loans, payments, sales or purchase
to anyone else, unless such authority be given or implied by other
provisions of the Constitution or By-Laws.
dissolution of the association, the Executive Council shall, after
paying or making provisions for the payment of all the liabilities
of the association, dispose of all the assets of the association
exclusively for the purposes of the association in such a manner
, or to such organization or organizations organized 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)(3) of the Internal Revenue
Code of 1986 (or corresponding provision of any future United
States Internal Revenue Law), as the Executive Council 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 corporation 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