BY-LAWS OF THE SOUTH CAROLINA TAX COUNCIL
Article I
Section 1
The name of this organization shall be the South Carolina Tax Council. It is a South Carolina chartered eleemosynary corporation.
Section 2
The principal office of this organization shall be a suitable location within South Carolina as determined by the Board of Directors.
Section 3
The purpose of this organization is educational: to promote excellence in tax return preparation, to inform members about tax laws and regulations, to conduct training in tax and accounting matters, and to do all other things as set forth in its charter.
Section 4
July 1 is the first day of the Council’s year.
Article II
Membership
Section 1
All applicants for membership in the Council must be at least 18 years old and shall give their name, address, profession or occupation, as well as such information concerning their qualifications as the Board of Directors may deem advisable. An initiation fee established by the Board and approved by the membership and the first year’s dues must accompany the application for membership. All applicants must be approved by the Board of Directors.
Section 2
The membership of the South Carolina Tax Council shall consist of four classes: Active Members, Associate Members, Life Members, and Honorary Members. The qualifications, rights, privileges and obligations of members of the Council shall be in accordance with standards prescribed by the By-Laws of the Council as shall be the remedies for the violation of such. All applicants for membership must be of good moral character and must pledge to conform to the South Carolina Tax Council’s Code of Ethics.
Section 3
Active Members: Active Members of the Council must be actively engaged in the practice of preparing tax returns of a personal or business nature for the public whether self employed or an employee.
Section 4
Associate Members: Associate Members of the Council must meet one of the following qualifications:
(a) Educators who possess an interest in accounting or tax related matters.
(b) Accountants in governmental service.
(c) Owners, officers, and employees in private industry interested in accounting or tax related matters.
(d) Attorneys who possess an interest in accounting or tax related matters.
(e) Students who are pursuing a course of study in accounting, business administration, or related subjects in a college, university, or business school.
Section 5
Life Members: Life Membership may be conferred by the Board of Directors upon any individual meeting one of the following requirements: (1) The individual must have ten (10) years of active membership before voluntary retirement, or (2) The individual must have five (5) years of active membership before involuntary retirement. In calculating the eligibility and requirements for Life Membership, the years must be in sequence to the date of retirement and the members must be in good standing in the Council at time of retirement. The retirement must be of a permanent nature. Life members would be exempt from the annual dues.
Section 6
Honorary Members: Honorary Membership may be conferred by the Board of Directors upon any individual deemed worthy and possessing the following requirements: (1) That the individual is recognized for having rendered a service beyond the call of duty to the Council; (2) That the Board of Directors use due consideration and caution in making the award so that it may carry the honor for which it is intended. Honorary members would be exempt from the annual dues.
Section 7
When an applicant shall fail to be elected to membership in this Council, the name shall not be again considered by the Board for a period of at least six (6) months.
Section 8
All paid members by June 22, 1976, are considered charter members.
Section 9
All paid members before December 31, 1976, shall be considered members under the grandfather clause.
Section 10
Applicants for membership after December 31, 1976, shall be required to have passed an examination or meet other comparable standards as approved by the Board of Directors.
Section 11
Each active member shall be required to obtain twenty-four (24) hours of continuing education credit each year or forty-eight (48) hours in a two year period. Each member is responsible for keeping the Executive Director informed as to the number of credit hours obtained. No more than sixteen (16) hours may be carried over to the following year.
Article III
Voting Privileges
All members, except associate members, shall be eligible to vote or have a voice in the election of the Officers, Board of Directors, or the management of the Council.
Article IV
Meetings
Section 1
An annual meeting of the Council shall be held each calendar year at a place and time designated by the Board. Notice of said meeting shall be mailed to members at least seven (7) days prior to the meeting.
Section 2
At all Council meetings, including special meetings ten (10) percent of the active members shall constitute a quorum.
Section 3
Special meetings may be called at any time by the President, the Board of Directors, or by the written request of twenty (20) percent of the active members.
Section 4
Seven (7) days written notice shall be mailed to each member at the address appearing on the records of the Council for every annual or special meeting. Every notice of a special meeting shall state the business to be considered or transacted and that no other business shall be considered at said meeting.
Section 5
Roberts Rules of Order as revised, shall be the guide of parliamentary procedure at all meetings, including those of the Board.
Article V
Board of Directors
Section 1
The Board of Directors shall be the governing body of the Council and shall be composed of the President, First Vice President, Second Vice President (when elected), Immediate Past President (for a one (1) year term), and seven (7) members of the Council. Effective at the 1996 annual meeting three (3) directors will be elected for a three (3) year term. Effective at the 1997 annual meeting two (2) directors will be elected to three (3) year terms and two (2) directors will be elected for a one (1) year term. Directors whose terms are expiring in 1997 will be eligible for the one (1) year terms. Thereafter, all Directors shall be elected for a three (3)year term.
Section 2
The Board of Directors shall be charged with the responsibility of carrying out the policies adopted by the members and shall have full power to do all the things necessary and proper to carry out the provisions of the Council’s By-Laws; to protect the rights and interest of the Council, and to promote the common welfare of its members. It shall have power to invest, appropriate and expend the money thereof. The Board shall have full power to select and/or appoint an Executive Director, define the duties, fix the compensation, and hire such additional employees it deems necessary.
Section 3
If a vacancy occurs in the Board of Directors, it shall be filled until the next annual meeting from the active members by the Board of Directors.
Section 4
Any member of the Board of Directors or officer may be removed from office by a two-thirds (2/3) vote of the whole Board or by a majority vote of the active membership of the Council at a special meeting called for that purpose.
Article VI
Executive Director
The Executive Director shall be the Administrative Officer of the Council. He shall conduct and direct the affairs of the Council under the supervision of the President and the Board of Directors. He shall be an ex-officio member of all committees. He shall receive all moneys and funds of the Council and shall deposit and disperse same in the name of the South Carolina Tax Council in an insured depository designated by the Board of Directors. He shall make a report to the President and the Board of Directors at each meeting of his activities.
Article VII
Officers
Section 1
At the annual meeting of the Council, the members shall elect any member, except associate member, as President who shall preside at all meetings of the Board of Directors and at all meetings of the Council. The term of office is one (1) year or until a successor is elected. The President may succeed himself.
Section 2
At the annual meeting of the Council, the members shall elect any member, except associate member, as First Vice President who shall have such powers and duties as the Board of Directors may delegate to him. He shall perform the duties of the President should the President become disabled or is otherwise absent. The term of office is one (1) year or until a successor is elected. The First Vice President may succeed himself.
Section 3
At the annual meeting of the Council, the members may elect any member, except associate member, as Second Vice President who shall have such powers and duties as the Board of Directors may delegate to him. He shall perform the duties of the First Vice President should the First Vice President become disabled or is otherwise absent. The term of office is one (1) year or until a successor is elected. The Second Vice President may succeed himself.
Section 4
The Board of Directors shall, at its first meeting following the annual meeting, elect a Council Secretary who shall keep a record of all the meetings of the Council and of the Board. The Secretary may also hold any other office except the office of President.
Section 5
When a vacancy occurs in any office, the Board may elect a successor for the unexpired term from the eligible membership. A person elected is eligible to be elected for any office at the next annual meeting.
Article VIII
Committees
Section 1
It shall be the duty of the President to appoint a chair and no less than two (2) members to the following standing committees:
Audit By-Laws Education Membership Nominating Scholarship
Section 2
All Committee Chairs and members serving on committees, unless specifically enumerated in this article, shall be appointed for a one (1) year term and shall serve at the pleasure of the President. Appointments shall expire with the installation of the incoming President. Any member, except associate member, in good standing, as defined in Article I of the By-Laws, may be eligible for appointment to a committee chair.
Section 3
The President may also appoint subcommittees and special committees if in his opinion, the affairs of the Council may thus be handled in a more efficient and satisfactory manner.
Section 4
It shall be the duty of the President to issue specific instruction to the chair of each committee advising him as to the scope and limitations of the activities of his committee.
Article IX
Indebtedness
Section 1
Membership dues are due and payable on July 1 of each year. If any member fails to pay his membership dues, or any account for which he is indebted to the Council, by October 1, the Secretary shall immediately notify such member in writing that membership has been forfeited. A new application will be required for membership.
Section 2
If the provisions of Section 1 above results in the loss of membership, or if a former member wishes to become an active member again, a new application for membership must be submitted accompanied by a special reinstatement fee as prescribed by the Board of Directors.
Section 3
No liability for the payment of money exceeding current cash and cash equivalents shall be created by an officer or the Board of Directors without first obtaining consent from a majority of the active membership.
Article X
Dissolution Of The Council
In the event this Council is dissolved for any reason, all residual assets shall be transferred to another tax exempt organization recognized by the Internal Revenue Service under code section 501(c)(3) or the South Carolina Tax Commission under code section 12-7-330 or both.
Article XI
Amendment Of By-Laws
Section 1
These by-laws may be amended by a two-thirds (2/3) majority of those members present at the annual meeting or at a special meeting of the members provided that the proposed amendment is submitted to the members in writing by the Board of Directors at least seven (7) days in advance of the meeting.
Section 2
Unless otherwise stated, all amendments to the By-Laws shall be effective immediately upon their adoption. These By-Laws were last amended on June 26, 1995.