The name of this organization shall be the World Science Fiction Society, Inc., or as WSFS, Inc. and shall hereinafter be referred to as "the Society".
The purposes of the Society shall be:
a) To choose the recipients of the annual Science Fiction Achievement Awards, hereinafter referred to in this constitution as the Hugo Awards or the Hugos;
b) To choose the locations and committees for the annual Society convention, which shall also be referred to in this constitution as the World Science Fiction Convention or as the Worldcon;
c) To attend said convention;
d) To provide support, assistance, advice, counsel, personnel and material within its ability, to any committee franchised to hold the World Science Fiction Convention upon such committee's request;
e) To provide continuity among the various committees franchised to hold the World Science Fiction Convention; and
f) To perform such other functions as may be necessary or incidental to the above purposes.
The Society shall maintain in the State of ____________ a registered office and a registered agent at such office, and may have other offices within or without the state.
SECTION I - QUALIFICATIONS. The membership of the Society shall consist of all persons, corporations, groups, clubs or entities who have purchased attending or supporting memberships in the current World Science Fiction Convention. Membership in the Society shall not be denied to any person on the basis of race, creed, color, sex, religion, national origin or political affiliation.
SECTION 2 -- CLASSES OF MEMBERSHIP. The membership of the Society shall be divided into three classes. Class One memberships shall consist of the first membership held in the name of a natural person. Class Two memberships shall consist of the first membership held by or in the name of a corporation, group, club, or any entity other than an individual. Class Three memberships shall be such additional memberships that are held by Class One and Two members. There shall be no distinction between the classes of memberships except as provided in this constitution.
SECTION 3 - VOTING RIGHTS. All Class One and Two members of the Society shall be entitled to one vote per such membership per category with respect to ballots cast for the Hugo Awards. They shall also be entitled to one vote per such membership with respect to site selection for future conventions, provided that they meet the requirements for voting set forth in Article IX. Section 3 of this constitution. Class Two and Three memberships shall not be permitted to cast votes at meetings of the membership of the Society.
SECTION 4 - MEMBERSHIP CERTIFICATES. No membership certificate shall be issued by the Society.
SECTION 5 -- -TRANSFER OF MEMBERSHIPS. Memberships in the Society shall be transferable and assignable and Class Two and Three memberships convertable to Class One memberships in accordance with rules established by the appropriate convention committee or, in the absence of such rules, with rules established by the board of directors of the Society.
SECTION 6 - ANNUAL DUES. Annual dues in the amount of FIFTY CENTS ($.50) per membership shall be paid to the Society by the current and next following World Science Fiction Convention on behalf of each member of the Society within ninety (90) days of the date said registration/membership fees are received by the convention.
SECTION 1 - ANNUAL MEETING. An annual meeting of the members of the Society, which shall hereinafter be referred to as the Business Meeting, shall be held each year during the World Science Fiction Convention for the purpose of electing directors and for the transaction of such other business as may come before the meeting.
SECTION 2 - SPECIAL MEETING. Special meetings of the members of the Society may be called by 500 of the Class One members of the Society or by 90% of the members whichever is less or by the board of directors.
SECTION 3 - PLACE OF MEETING. The place of the Business Meeting shall be the site of the World Science Fiction Convention. The place of meeting for a special meeting of the membership shall be designated by the segment of the membership calling such a meeting. If no designation is made the place of meeting shall be the registered office of the Society.
SECTION 4 - NOTICE OF ANNUAL MEETING. Written notice of the annual meeting of the members of the Society shall be published by the current World Science Fiction Convention committee in a generally distributed publication appearing not more than 8 months nor less than 1 month prior to the convention and in its Convention Program Book. This Notice shall state the time, date and place of the meeting and shall reproduce this constitution as amended, together with any standing rules and regulations adopted by the membership in effect at the time of publication. Failure of such notice shall not be grounds for protesting the conduct of business at such meeting.
SECTION 5 - NOTICE OF SPECIAL MEETING. Written notice stating the place, date and hour of any special meeting of the members of the Society shall be delivered to each Class One member of the Society not less than fifteen (15) nor more than forty (40) days before the date of such meeting. The purpose for which the special meeting is called shall be stated in the notice. If mailed, the notice shall be deemed delivered upon deposit in an official mail receptacle or with the proper postal authorities in the country where mailed, in a sealed envelope, addressed to the member at his address as it appears on the records of the Society, with first class postage (or its equivalent airmail in the case of members living on a continent other than that of mailing) affixed thereon and fully prepaid.
SECTION 6 -QUORUM. Ten (10) Class One members of the Society shall constitute a quorum at the annual meeting of the members. Fifty (50) Class One members shall constitute a quorum at a special meeting of the members. If a quorum is not present at any meeting of the members of the Society, a majority of members present may adjourn the meeting at any time without further notice. At any adjourned meeting at which a quorum is present, any business may be transacted which might have been transacted at the original meeting. Withdrawal of members from any meeting shall not cause failure of a quorum at that meeting.
SECTION 7 - PROXIES. Voting by proxy shall not be allowed at any meeting of the members of the Society.
SECTION 8 - CONDUCT OF MEETINGS. Meeting of the members of the Society shall be conducted in accordance with such standing rules as may have been adopted by the members of the Society in accordance with Article V, Section 9 of this constitution and otherwise in accordance with Robert's Rules of Order, Newly Revised.
SECTION 9 - STANDING RULES. The members of the Society may adopt and amend such Standing Rules as it may deem necessary to govern its internal operations. Such standing rules shall continue in effect until altered, suspended or rescinded by the action of any meeting of the members of the Society.
SECTION 10 - COMMITTEES. The members of the Society, by motion adopted by a majority of members present and voting at a meeting of the members of the Society, may designate one or more such committees. The presiding officer of the meeting shall appoint the members of each such committee, and shall designate one member of each such committee as chairman thereof, except as otherwise provided in the motion designating such committee. The motion designating a committee shall state the purpose and duration of the committee. At each annual meeting during its existence and as its final act, each committee shall report on its activities to the members of the Society in any manner the committee deems appropriate.
SECTION 1 - GENERAL POWERS. The affairs of the Society shall be managed by its board of directors, who shall not take any action not in support of the purpose of the Society.
SECTION 2 - NUMBER OF DIRECTORS. The number of directors shall be fifteen (15). Nine (9) directors shall be elected by the members of the Society in the manner prescribed in Article VI, Section 5 of this constitution. The convention committees from two years prior to the current convention and from one year prior to the current convention shall each select one member of the board of directors. The current and the next following convention committees shall each select two (2) members of the board of directors.
SECTION 3 - TENURE. Director selected by members of the Society shall serve on the board of directors for a term of three (3) years and until their successor shall have been elected and qualified. Of the directors selected by a World Science Fiction Convention committee one such director shall serve until the adjournment of the convention that they represent and the other shall serve until two (2) years after the adjournment of the convention they represent and until their successor shall have been selected and qualified. Proviso: the elected directors of the first board of directors shall provide among themselves by resolution for a method to determine the length of their individual terms. Three (3) directors shall serve for a one (1) year term, three (3) directors shall serve for a two (2) year term and three (3) directors shall serve for a three (3) year term.
SECTION 4 -QUALIFICATIONS. Directors need not be residents of the State of ________. Directors must be Class One members of the Society. No person may be elected as a director of the Society if such person has served as a director of the Society for more than two (2) months of the previous twelve (12) months last preceding the election. No more than one-half (1/2) of the director selected at any Business Meeting may reside in the same site selection region.
SECTION 5 - ELECTION. Directors shall be elected by a majority vote of the Class One members present and voting at a Business Meeting. Each Business Meeting shall elect three (3) directors. Proviso: The Business Meeting at which this constitution is ratified shall elect nine (9) directors.
SECTION 6 - REGULAR MEETINGS. A regular annual meeting of the board of directors shall be held without other notice than this constitution, immediately after, and at the same place as, the Business Meeting. The board of directors may provide by resolution the time and place for the holding of additional regular meetings of the board without other notice than such resolution.
SECTION 7 - SPECIAL MEETINGS. Special meetings of the board of directors may be called for by any six directors. The person or persons authorized to call special meetings of the board may fix any place as the place for holding any special meeting of the board called by them.
SECTION 8 - NOTICE OF SPECIAL MEETINGS. Notice of any special meeting of the board of directors shall be given not less than fifteen (15) days nor more than forty (40) days prior to the date of such meeting, by written notice to each director and shall otherwise comply with the requirements of Article V, Section 5 of this constitution. Notice of any special meeting may be waived in writing by any person entitled to such notice. The attendance of a director at any meeting shall constitute waiver of notice of such meeting, except when a director attends a meeting for the express purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened. No business shall be transacted at any special meeting of the board except as specified in the notice of the meeting.
SECTION 9 -- ATTENDANCE BY CONFERENCE TELEPHONE. Members of the board of directors or of any committees of the board of directors may participate in and act at any meeting of such board or committee through the use of a conference telephone or other communications equipment by means of which all persons participating in the meeting can hear each other; provided that a majority of such members consent in writing to the recording of such communications and provided that such recording is in fact made and becomes a part of the official Society records. Participation in such a meeting shall constitute attendance and presence in person at the meeting of the person or persons so participating for all purposes.
SECTION 10 - QUORUM. Eight (8) directors shall constitute a quorum for the transaction of business at any meeting of the board, provided that if less than a quorum of directors are present at said meeting, a majority of the directors present may adjourn the meeting to another time without further notice. A withdrawal of directors from the meeting shall not cause a failure of a quorum.
SECTION 11 MANNER OF ACTING. The act of a majority of the directors present at a meeting at which a quorum is present shall be the act of the board of directors, unless the act of a greater number is required by statute, this constitution, or the Articles of Incorporation of the Society.
SECTION 12 - VACANCIES. Any vacancy among the elected directors shall be filled by the board of directors until the next Business Meeting, at which time the vacant seat shall be declared open for election to fill the unexpired term of that seat. A vacancy from the appointed directors shall be filled by the convention committee who had made the original appointment.
SECTION 13 - DISQUALIFICATION FROM AWARDS. No director shall be eligible for any award of the Society, including, but not limited to, a Hugo Award. No publication closely connected with a director shall be eligible for any award of the Society, including, but not limited to a Hugo Award.
SECTION 14 - COMPENSATION. Directors shall not receive any stated salaries for their services. By resolution of the board of directors, the expenses of any special meeting of the board of directors, if any, may be allowed. Nothing herein contained shall be construed to preclude any director from serving the Society in any other capacity and receiving reasonable compensation therefor.
SECTION 15 - STANDING RULES. The board of directors may adopt and amend such standing rules as it may deem necessary to govern its internal operations. Such standing rules shall continue in effect until altered, suspended or rescinded by the action of the board of directors.
SECTION 16 -- RECALL OF DIRECTORS. Directors may be recalled for cause. The recall process may be initiated by one-third of the board of directors or by petition of fifty (50) Class One members of the Society. If initiated by the board of directors that body shall constitute the assembly for the purpose of removal from office. If initiated by the members then a trial committee shall be appointed within three weeks of receipt of the petition. The committee shall consist of three Class One members of the Society: one designated by the petition, one selected by the accused, and a chairman to be designed by the other members. The findings of the committee shall be reported within not less than fifteen (15) days nor more than forty-five (45) days from the date of its appointment. Should the committee recommend recall, then a mail vote shall be held on the question. The ballot shall be sent to all Class One members of the Society by first class mail (airmail in the case of members living on a continent other than that of mailing), accompanied by the findings of the trial committee and any statement of reasonable length that the accused may wish in his defense. Ballots to be considered valid shall be returned within thirty days from their mailing to the members. A three-fourths affirmative vote shall be required to recall a director. Should less than one-third of the votes call for recall the cost of the mailing shall be borne by the petitioners; else such cost shall be borne by the Society. Bond shall be posted for these costs by the petitioners as a condition of receipt of their petition. Appointed directors shall serve at the pleasure of their appointing authority and shall be subject to recall by that body upon thirty days written notice to the registered agent of the Society. Such recall notice shall also specify the successor to said director.
SECTION 1 -- OFFICERS. The officers of the Society shall be a president, a treasurer, a secretary, and such assistant treasurers, assistant secretaries or other officers as may be elected by the board of directors. Officers whose authority and duties are not prescribed in this constitution shall have the authority and perform the duties prescribed by resolution of the board of directors.
SECTION 2 -- QUALIFICATION AND ELECTION. Officers of the Society except for assistant Treasurers and assistant Secretaries, shall be elected from among the directors of the Society. Officers shall be elected by the board of directors of the Society at the regular annual meeting of the board. If election of officers is not held at such meeting, then said elections shall be held as soon as is possible thereafter.
SECTION 3 -- TERM OF OFFICE. Each officer shall hold office until his successor shall have been duly elected and qualified or until his death or disability or until he shall resign or shall have been removed in the manner hereinafter provided.
SECTION 4 - VACANCIES. Vacancies may be filled or new offices created and filled at any meeting of the board of directors.
SECTION 5 - CONTRACT RIGHTS. Election of an officer shall not of itself create contract rights.
SECTION 6 - REMOVAL. Any officer elected or appointed by the board of directors may be removed by the board whenever in its judgement the best interests of the Society would be served thereby, but such removal shall be without prejudice to the contract rights, if any, of the person so removed. Removal of an officer shall require a three-fourths affirmative vote by the board of directors.
SECTION 7 - PRESIDENT. The president shall be the principal executive officer of the Society. In general, he shall discharge all duties customarily prescribed to the office of president and such other duties as may be prescribed by the board of directors. He shall preside at all meetings of the board of directors. Except in those instances in which the authority to execute is expressly delegated to another officer of agent of the Society he may execute for the Society any contracts, deeds, mortgages, bonds, or other instruments which the board of directors has authorized to be executed, and he may accomplish such execution with or without the seal of the Society according to the requirements of the form of instrument.
SECTION 8 -- TREASURER. The Treasurer shall be the principal accounting and financial officer of the Society. In general, he shall perform all the duties customarily prescribed to the office of Treasurer and such other duties as may be assigned to him by the President or the board of directors. In the absence of the President or in the event of his inability or refusal to act, the Treasurer shall perform the duties of the President and. when so acting, shall have all of the powers of and be subject to all of the restrictions placed on the President. If required by the board of directors, the Treasurer shall give a bond for the faithful discharge of his duties in such sum and with such surety as the board of directors shall determine.
SECTION 9 - SECRETARY. The Secretary shall record the minutes of the meetings of the members and of the board of directors in one or more books provided for that purpose; shall see that all notices are duly given in accordance with this constitution or as required by law; shall be the custodian of the Society records and of the Seal of the Society; shall keep a register of the address of each member which same shall be furnished by the member to the Society; and perform all duties customarily prescribed to the office of Secretary and such other duties as may be assigned to him by the President or the board of directors.
SECTION 10 - ASSISTANT TREASURERS AND SECRETARIES. The assistant Treasurers and assistant Secretaries shall perform such duties as shall be assigned to them by the Treasurer or the Secretary, respectively, or by the President or the board of directors. If required by the board of directors the assistant Treasurers shall give bonds for the faithful discharge of their duties in such sums and with such surety as the board of directors shall determine.
SECTION 1 - STANDING COMMITTEES. The following standing committees of the board of directors, together with the stated purpose of said committees, are hereby established:
a) The Business Meeting Committee shall have general jurisdiction and authority to organize. staff and operate the Business Meetings of the Society, including the preparation, publication and serving of all requisite notices and the designation of the presiding officers of such meetings, subject to the direction and control of the president and the board of directors.
b) The Hugo Awards Committee shall have general jurisdiction and authority to organize and administer the selection and presentation of the Hugo Awards in accordance with Article X of this constitution, subject to the direction and control of the president and the board of directors.
c) The Site Selection Committee shall have general jurisdiction and authority to organize and administer the selection of future sites for the World Science Fiction Convention in accordance with Article IX of this constitution, subject to the direction and control of the president and the board of directors.
SECTION 2 -- OTHER COMMITTEES. The board of directors, by resolution of the board, may designate one or more other committees, which committees, to the extent provided in said resolution and not restricted by law, shall have and exercise the authority of the board. The designation of such committees and the delegation thereto of authority shall not operate to relieve the board of directors, or any individual director, of any responsibility imposed upon it or him by law.
SECTION 3 - COMMITTEE MEMBERS. All members of any committee of the board of directors, including standing committees, shall be Class One members of the Society.
SECTION 4 - SITE SELECTION COMMITTEE DISQUALIFICATION. No member of the Site Selection Committee shall be directly connected with any bidding committee on the site selection ballot.
SECTION 5 - HUGO AWARDS COMMITTEE DISQUALIFICATION. No member of the Hugo Awards Committee shall be eligible for a Hugo Award. No publication closely connected with a member of said committee shall be eligible for a Hugo Award.
SECTION 6 - APPOINTMENT. Members of standing committees shall be appointed by the president with the advice and consent of the board of directors. Except as otherwise provided in the resolution creating the committee, members of other committees of the board of directors shall be appointed by the president with the advice and consent of the board of directors.
SECTION 7 - TERM OF OFFICE. Each member of a committee of the board shall continue as such until the next annual meeting of the board and until his successor is appointed, unless the committee shall be terminated sooner, or unless such member be removed from such committee, or unless such member shall cease to qualify as a member thereof.
SECTION 8 - CHAIRMAN. One member of each committee shall be designated by the president as the chairman of said committee. The chairman of any committee of the board of directors may be any member of said committee so designated.
SECTION 9 -- VACANCIES. Vacancies in the membership of any committee may be filled by appointments made in the same manner as provided in the case of the original appointments.
SECTION 10 - QUORUM. Unless otherwise provided in the resolution of the board of directors designation a committee, a majority of the whole committee shall constitute a quorum and the act of a majority of the members present at a meeting at which a quorum is present shall be the act of the committee. Any committee may conduct and transact all or any part of its business in writing, by mail, telegraph or otherwise and any action by any committee which is assented to by a majority of the committee in writing shall have the same effect as if said action was taken at a meeting at which a quorum is present.
SECTION 11 - REPORTS. The president may require interim reports from any committee at any time. Standing committees shall make an annual report to the board of directors at the annual meeting of the board. Other committees shall make a final report to the board of directors upon their termination. All reports required by this Section shall be in writing and shall be made a part of the Society records.
SECTION 12 - RULES. Each committee may adopt rules for its own government not inconsistent with this constitution or with rules adopted by the board of directors or with the resolution designating said committee.
SECTION 1 - ANNUAL CONVENTION. The Society shall hold an annual convention to be known as the World Science Fiction Convention.
SECTION 2 -- CONVENTION SITE DISTRIBUTION AND ROTATION. To ensure equitable distribution of sites. the World is divided into four (4) regions as follows,
WESTERN: Baja California, New Mexico, Colorado, Wyoming, Montana, Saskatchewan, and all North American states and provinces westward;
CENTRAL: Central America, Mexico (except as above). and all North American states and provinces between Western and Eastern regions;
EASTERN: Florida, Georgia, South Carolina, North Carolina, Virginia, West Virginia, Pennsylvania, New York, Quebec, and all North American states and provinces eastward;
NON NORTH AMERICAN: all areas not in the above regions (North America). Convention sites shall rotate in the order Western, Central, Eastern region. Non North American sites may declare intention to bid for any year.
SECTION 3 - SITE SELECTION. Shall include Article III, Section 1 of the current constitution. Modified so that the site selection committee handles it.
SECTION 4 - INTENTION TO BID. A bidding committee shall declare its intention to bid for the site of the World Science Fiction Convention to the board of directors of the Society. The declaration of the intent to bid shall designate an address where members of the Society may obtain information on the bid and where official notices to the bidding committee may be sent.
SECTION 5 - REQUIREMENTS TO APPEAR ON THE SITE SELECTION BALLOT. In addition to complying with Article IX, Section 4 of this constitution, the bidding committee shall provide the Site Selection committee with the following information in writing no later than the 15th of March of the year in which the bidding committee wishes to appear on the site selection ballot (or such later date as established by the Site Selection committee): a) A duly executed Society franchise agreement, in the form prescribed by the board of directors; b) A copy of a conditional contract or letter of agreement with the proposed site facilities; c) A copy of the rules under which the convention committee will operate. A copy of said rules shall be made available upon request to any member of the society.
SECTION 6 - FRANCHISE AGREEMENT. The board of directors of the Society shall prepare a franchise agreement to be signed by the President and Secretary on behalf of the Society and by the chief executive officer or officers of the bidding committee on behalf of said committee. The franchise agreement shall be identical for all bidding committees appearing on the same site selection ballot. The franchise agreement shall:
a) Grant to the victorious bidding committee the exclusive right to style itself the World Science Fiction Convention.
b) Grant to a victorious bidding committee the exclusive right to present the Hugo Awards during the calendar year of their convention in conjunction with the Awards Committee of the board of directors.
c) Require a victorious bidding committee to provide a reasonable amount of space in the official publications and mailings of the convention committee for the insertion of the official business of the Society on a gratis basis, and to provide adequate time, space and facilities for the Business Meeting during the convention.
d) Require a victorious bidding committee to abide by this constitution and all rules and regulations adopted under and pursuant to its authority.
e) Require a victorious bidding committee to file with the board of directors quarterly financial reports commencing three months after being selected as a convention committee and continuing until a final financial report is published to the members of the Society in a reasonable manner under the circumstances and filed with the board of directors.
f) Require the victorious convention committee to pay a franchise fee in the amount of fifty (50) cents per member in the funds of the United States of America or equivalent within ninety days of the date said registration or membership fees for the convention are received by the committee, which franchise fee shall constitute the dues of the members of the Society as provided in Article IV, Section 6 of this constitution. In addition to said fees, said committee shall also submit a current list of names and addresses of the members of the convention whose payment of said fees is being transmitted at any given time.
g) Require each convention committee to retain an independent accountant at least a year prior to its convention and publish a financial statement prepared by said accountant within ninety days after the adjournment of its convention and a final financial statement within a year.
h) Require each convention committee to dispose of remaining surplus funds after accounts are settled for its convention for the benefit of the Society as a whole.
i). Contain any other provisions which the board of directors may establish by resolution.
SECTION 7 - SITE SELECTION BALLOT. Site-selection ballots shall include name, signature, address, and membership number spaces to be filled in by the voter. Each site-selection ballot shall list the options "None of the above" and "No preference" after the bidders and with equal prominence. The minimum fee in force shall be listed on all site selection ballots.
SECTION 8 -- TALLYING OF THE BALLOTS. Article III, Section 3 of the current constitution. Modified so that if the Business Meeting does not select a site the board of directors shall do so.
SECTION 9 - MEMBERSHIP OF SITE SELECTION VOTERS. Members of the Society paying the minimum fee towards membership with their site selection ballots shall be members of the selected convention with the right to receive all generally distributed publications and attendance at the Business Meeting of the Members of the Society. Such memberships may be converted to ones with the right of general attendance at such convention by paying, within ninety days of site selection, an additional fee, set by the convention committee, not to exceed the minimum voting fee and not more than the difference between the voting fee and the attending fee for new members.
SECTION 10 - CONVENTION RESPONSIBILITY. Authority and responsibility for all matters concerning the World Science Fiction Convention, except for those reserved herein to the Society, shall be vested with the convention committee chosen to govern each annual convention, which committee shall act in the name of its convention and not in that of the Society.
To be used as presently exists. Modifications will be made mainly to reflect that the Society is giving this award rather than the convention itself and that the Hugo Awards committee is administrating the selection and award.
SECTION 1 --. CONTRACTS. The board of directors may authorize any officer or officers, agent or agents of the Society, in addition to the officers so authorized by this constitution, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the Society and such authority may be general or confined to specific instances.
SECTION 2 -- CHECKS, DRAFTS, ETC. All checks, drafts or other orders for the payment of money, notes or other evidences of indebtedness issued in the name of the Society, shall be signed by such officer or officers, agent or agents of the Society and in such manner as shall be determined by resolution of the board of directors. In the absence of such determination by the board of directors, such instruments shall be signed by the treasurer or an assistant treasurer and countersigned by the president, the secretary or an assistant secretary.
SECTION 3 - DEPOSITS. All funds of the Society shall be deposited to the credit of the Society in such banks, trust companies or other depositories as the board of directors may select.
SECTION 4 - GIFTS. The board of directors may accept on behalf of the Society any contribution, gift, bequest or devise for the general purposes or for any special purpose of the Society.
SECTION 1 - ORIGINAL RECORDS. The Society shall keep correct and complete books and records of account and shall also keep minutes of the proceedings of its members, board of directors and committees. Additionally, all reports of committees of the Business Meeting or of the board and all filings required of any convention committee or bidding committee by this constitution shall be made a part of the records of the Society.
SECTION 2 - DUPLICATE RECORDS. A duplicate set of all records shall be kept by the registered agent of the Society.
SECTION 3 - INSPECTION OF RECORDS. All books and records-of the Society may be inspected by any member, or his agent or attorney, for any purpose at any reasonable time at the registered office of the Society. Books and records of the Society, or any portion thereof, may be inspected by mail by any member by mailing to the registered agent a request identifying the records sought with reasonable specificity. The registered agent shall have the authority to charge the member requesting said records the actual cost of copying and mailing same, and the registered agent shall not be required to transmit any records requested pursuant to this Section until said charges have been paid. All records mailed by the registered agent shall be sent by certified mail, return receipt requested, with instructions to deliver to the addressee only, at the cost of the member requesting said records.
The fiscal year of the Society shall be the calendar year.
The design of the seal of the Society shall be fixed by resolution of the board of directors and shall have inscribed thereon the name of the Society and the words "Corporate Seal".
Whenever any notice is required to be given under the provisions of the or under the provisions of the Articles of Incorporation of the Society or this constitution. a waiver thereof in writing signed by the person or persons entitled to such notice, whether before or after the time stated therein, shall be deemed equivalent to the giving of such notice.
SECTION 1 -- POWER TO AMEND. The power to alter, amend or repeal this constitution or adopt a new constitution shall be vested in the members of the Society. Such action may be taken at any Business Meeting.
SECTION 2 - PROCEDURE TO ALTER OR AMEND. Any proposal to alter or amend this constitution shall require a majority of all votes cast on the question at the Business Meeting at which it is first debated and also ratification by a simple majority vote of those members present and voting at the following Business Meeting. Failure to ratify in the manner described above shall void the proposed alteration or amendment.
SECTION 3 - EFFECTIVE DATE OF ALTERATION OR AMENDMENT. Any alteration or amendment to this constitution shall take effect at the end of the World Science Fiction Convention at which such amendment is first ratified.
[the above text of a proposed new WSFS Constitution is a copy of that distributed at the Friday session. As noted on in the minutes, there was some controversy as to whether this text represented the judgement of the Drafting Committee. A subsequent meeting of the Drafting Committee produced agreement on the amendments listed in the minutes. The draft Constitution (Item 7) was subsequently tabled]