INTERNATIONAL MAP COLLECTORS’ SOCIETY CONSTITUTION

As approved at the AGM held in London on Saturday 9th June, 2007

A. Name, Purpose, Independence

1. The name of the Society, formed in England in 1980, shall be The International Map Collectors’ Society.
2. The purpose of the Society is to promote, foster, and encourage, on a non-profit making basis, the activity of map collecting and the study of the history of cartography in accordance with the Objectives of the Society.
3. The Society is a worldwide international membership organisation, independent of any commercial institution or organisation, operated within and governed by the laws of England.

B. Objectives

The principal objectives of the Society shall be:

1. To promote, foster, and encourage the activity of map collecting and the study of cartography and its history.
2. To provide an international forum for people interested in map collecting and the study of cartography and their history, to meet, discuss, and share their interests.
3. To provide activities for, and cater for the interests of, all members of the Society from beginners to specialist collectors, dealers, librarians and academics.
4. To provide information to assist members and to share and extend their knowledge.
5. To encourage the preservation of maps for future generations and to provide practical information to assist this process.
6. To facilitate communication and the exchange of information and ideas between members and, when practical, with others.
7. To develop, update and pursue clearly defined goals that are designed to durther the Society’s objectives

C. Membership

1. The membership of the Society shall consist of Ordinary Members, Life Members, Junior Members, Insitutional Members, Honorary Members and Advisory Council Members.
2. Ordinary Membership may be conferred up any indiviudal person, or Junior Membership may be conferred upon anyone who will not attain 25 years of age in the currnet calendar year, following acceptance of a completed membership application form and payment of the current subscription fee.  A Junor Member shall become an Ordinary Member for the calendar in which the age of 25 years is attained.
3. Institutional Membership may be granted by the Executive Committee to any institution deemed suitable for Institutional Membership and upon payment of the required subscription.
4. Honorary Membership may be conferred by the Executive Committee upon anyone who has rendered the Society or the field of cartography a particular or noteworthy service and who is deserving of this honorary title, following written nomination by three Executive Committee members.  An Honorary Member of the Society shall not be required to pay a membership subscription.
5. Membership of the Society’s Advisory Council may be conferred by the Executive Committee upon any person following nomination by the President, Chairman, or a member of the Executive Committee.  Payment of the membership subscription by an Advisory Council Member shall be discretionary, but shall confer all rights and benefits of Ordinary Membership except the privilege of voting at any Society meeting or function.
6. All classes of membership shall be entitled to all rights and privileges of membership of the Society except that only Ordinary and Life Members and those Junior Members who are not less than 18 years of age shall have the right to vote and to hold office on the Executive Committee.
7. Application for Ordinary, Junior, and Institutional Membership shall be on the prescribed form sent to the Membership Secretary who, if finding no objection to admitting the applicant, shall issue a numbered membership card after the payment of the membership fee.  Should the Membership Secretary have reason to question an applicant’s eligibility, the application shall be referred to Executive Committee for final decision.

D. Membership Fees

1. Membership fees for each calendar year shall be approved at the Annual General Meeting in the preceding calendar year.  The subscription for Junior Members shall be 50% of the current Ordinary Member fee.
2. For members joining the Society from 1 January to 30 April, payment of the membership fee shall be required in full and shall convey membership for the current calendar year only.  For members joining from 1 May to 31 August, payment of half the current fee shall be required and shall convey membership for the remainder of the current calendar year only.  For members joining from 1 September to 31 December, payment shall be required of the fee in full at the rate fixed for the following financial year and this will give membership for the remainder of the current and the whole of the following calendar year.
3. Non-payment of fees by 31 March shall result in suspension of all rights and privileges.  Members suspended for non-payment of fees may apply for reinstatement upon payment of the full membership fee for the current calendar year.Non-payment of a membership fee by 30 June shall be deemed resignation from the Society.  If a person who has so resigned wishes to rejoin, a new membership application must be submitted and the appropriate fee paid as a new member;  reinstatement of membership in the year of resignation requires full membership-fee payment for that year.

E. Financial Year and Annual Accounts

1. The Society’s financial year shall be from 1 January to 31 December.
2. Accounts for the preceding financial year shall be examined independently by two Members designated by Executive Committee and then be submitted by the Treasurer for approval by the Executive Committee;  the approved accounts shall then be presented for acceptance at the next Annual General Meeting.

F. Suspension and Expulsion

Any Member violating the Constitution of the Society, committing any unfair or unethical act in dealings with fellow map collectors or cartographic enthusiasts or with this or other cartographic societies or institutions, unjustly defaming the Society or the character of any Member, interfering with the Society’s activities, or engaging in conduct unbecoming of a Member shall, by a majority vote of Executive Committee, be suspended and/or expelled from membership.  Such action shall not be taken by Executive Committee without first notifying the accused of the complaint in writing and allowing the Member 50 days to present such evidence and/or arguments as may be desired in defence in writing and/or in a single personal appearance, for consideration by the Executive Committee.  If a Member has been indicted and/or convicted of committing a crime, such action may be taken by Executive Committee without first notifying the accused Member.

G. The President

1. The Society shall have a President who shall preside over the Society and the Advisory Council and be an ex officio member of Executive Committee and of any Sub-Committees set up by Executive Committee.
2. The President shall be a Member of the Society and be elected for a period of three years at an Annual General Meeting by those present and eligible to vote at such meetings;  a President may be elected for successive three-year periods.
3. If the position of President becomes vacant, Executive Committee may appoint an Acting President to serve until the next Annual General Meeting.  In nominating a candidate as President, Executive Committee shall consult and give consideration to nominations and views of Members and the Advisory Council.

H. The Advisory Council

1. The Society shall have an Advisory Council, the function of which shall be to enhance the international standing of the Society and to provide it with a fund of advice, information, and contacts worldwide.  The Advisory Council shall review the progress and achievements of the Society and offer the Executive Committee any advice which it considers will contribute to the success of the Society.  The Advisory Council may be asked to respond to matters referred to it by the Executive Committee.
2. The Advisory Council and its members shall have no powers of decision making or voting in the affairs of the Society.
3. The Councillors shall be prominent, active, and respected figures connected with the world of map collecting, the study of the history of cartography, and/or other relevant fields.  The maximum number of Councillors shall be 15 and the minimum shall normally be nine.
4. The procedure for appointment of a Councillor shall be that the President, Chairman, or a member of the Executive Committee shall submit the name of a suitable candidate for consideration by Executive Committee before an approach is made to the candidate.  The Executive Committee shall then consult the Advisory Council through the President and give consideration to its views.  If the candidate is then approved by a majority vote of Executive Committee, the candidate will be approached and, having indicated willingness to serve, be appointed by Executive Committee.
5. A Councillor shall continue to serve the Society through the Advisory Council until either resigning or being requested to stand down by a majority vote of Executive Committee.

I. The Executive Committee

1. The Society shall have an Executive Committee, comprising up to twelve, but not less than five, Members, which shall manage and direct the Society’s affairs on behalf of the membership worldwide.  No less than two Executive Committee members shall be citizens of the United Kingdom.
2. The Executive Committee shall include the following Officers:  Chairman, Vice Chairman, General Secretary, Treasurer, Membership Secretary, Web-master or Publicity Officer, Journal Editor, UK Representative, and International Representative.  These Officers and all other Executive Committee members shall be elected individually at an Annual General Meeting to serve a term of four years.  An Executive Committee member (including named Officers) may be re-elected to serve a second, or subsequent, term.   Apart from the Chairman and Treasurer, one (One) individual is not precluded from fulfilling the roles of two of the designated Offices.
3. Any Executive Committee position that becomes vacant shall be the subject of an election at the next Annual General Meeting.  The Executive Committee shall have power to fill a vacancy on a temporary basis until the next Annual General Meeting.
4. In the event that the Chairman or other Executive Officer is, for any reason, temporarily unable to undertake any or all duties, the Vice Chairman shall deputise for the Chairman and the Executive Committee may appoint one of its number to deputise for any other Officer.
5. The Executive Committee shall have the power to appoint and dismiss other Ordinary, Life, or Junior Members of the Society to assist in running the Society’s affairs on an ex officio basis.  Such Members may attend, but not have the right to vote at, Executive Committee meetings.
6. The Executive Committee shall enunciate the Society’s short- and long-term goals and keep them updated;  the Committee may delegate specific duties to one or more sub-committees chaired by a designated  Ordinary, Life, or Junior Member.
7. The Executive Committee shall meet on at least four occasions per annum, one of which shall be the Society’s Annual General Meeting.  The quorum for meetings shall be three, of whom at least one shall be the Chairman, General Secretary, or Treasurer.   Note: There will be a proposed change at the 2021 AGM that will add the following text – Classic face-to-face meetings are preferable, however, provided a video-capability is available, Executive Committee meetings may be held as virtual meetings. The Chairman of the Committee will determine that a virtual meeting shall be held.
8. Any matter brought by a Member of the Society to the attention of the General Secretary in writing (including electronically transmitted) shall be laid before the Executive Committee at its next meeting or be reported and minuted at such meeting if the matter has been addressed prior to that meeting.
9. Executive Committee decisions shall be made on the basis of a simple majority, with the Chairman having a second casting vote in the event of a tie.  Minutes shall be prepared by the General Secretary (or surrogate) and confirmed at the next Executive Committee meeting.
10. A succinct summary of the actions and decisions of the Executive Committee shall be included promptly in the Society’s Journal and website.  Original confirmed Minutes of the Executive Committee and of any sub-committee meetings (with the omission of occasional confidential items) shall be available for review in a location convenient to Society Members.

J.    Finances and Expenditure

1. The Executive Committee shall conduct the financial affairs of the Society so as to meet all expenses and make provisions for all known liabilities, reserves for future contingencies, and depreciation of assets.   Events of a local or regional nature shall normally be planned on a break-even cost basis in anticipation of their not being a charge on general Society funds, while profits arising from such events shall accrue to the Society.  No money or property of the Society, or any gain arising from the carrying on of the Society, shall be applied otherwise than for the benefit of the Society and/or the promotion of the standing of map collecting as defined in Article 1(ii).
2. The Executive Committee shall have the power to appoint, pay, and dismiss such individuals, contractors, and companies as it may deem necessary to accomplish specific tasks.
3. At least three of the Society’s Officers (including the Treasurer) shall be delegated by the Executive Committee to have signature authority for the Society’s bank accounts.   The Executive Committee shall decide the approval and signature procedures for each account, set a limit above which two signatures shall be required, and define procedures for approving invoices for payment.

K.   National Representatives

The Executive Committee shall nominate National Representatives in each country where this is feasible.  In large countries more than one National Representative may be nominated, provided the number of local IMCoS Members is considerable and the area of each National Representative is defined in geographical terms.

L.   Amendment of the Constitution

The Executive Committee shall have the power to make temporary amendments to the Constitution that shall be brought to Members’ attention in the Society’s Journal and web site.  Such temporary amendments shall continue until the next Annual General Meeting, when each shall be confirmed, modified, or annulled by vote by all those present and eligible to vote at such meeting.  A majority vote against an amendment shall require that it be removed and not reintroduced on either a temporary or a permanent basis, except as a result of a 75% majority vote in favour at a future Annual General Meeting.
Apart from such temporary amendment, the Constitution of the Society cannot be altered or augmented except by 75% majority vote of those present and eligible to vote at an Annual General Meeting.

M.  Dissolution of the Society

If, at any Annual General Meeting or Extraordinary General Meeting, a resolution (of which proper notice has been given) for the dissolution of the Society shall be passed by a 75% majority of those present and eligible to vote and by a similar majority at an Extraordinary General Meeting held not less than three months later, the Executive Committee shall immediately, or at such date as specified in such resolution/s, proceed to realise the Society’s property (including the Library) and, to the extent that IMCoS funds exist, return all subscription fees paid in advance for periods beyond the year of dissolution.  Subsequently, after discharge of all liabilities and as directed by specific vote at the meeting, Executive Committee shall either (a) divide residual assets between current paid-up Members in such manner that each individual’s allocation is directly proportional to their full years of Society membership, or (b) allot all proceeds in accordance with the Objectives of the Society to one or more institutions in the field of map collecting anywhere in the world.

N.  Annual General Meeting and Election Procedures

1. The Society shall hold an Annual General Meeting every year at a time and place selected by the Executive Committee at which the election of the President, Chairman, and Executive Officers shall take place (when terms of office have ended or a vacancy has occurred), the membership-subscription rates for the next financial year shall be approved, the accounts for the preceding financial year (that have been approved previously by the Executive Committee) shall be received, and such other appropriate business as determined by the Executive Committee shall be transacted.
2. At least four weeks in advance, all Members shall be notified by the General Secretary of the date of the Annual General Meeting and the full Agenda, including details of all elections and the nominees.  Publication in the Society’s Journal and/or website shall be deemed appropriate notification.  Only those items in the Agenda shall be taken at Annual General Meetings.  Ordinary and Life Members and Junior Members who are not less than 18 years of age shall be eligible to vote at such meetings and elections.  Unopposed nominees shall be deemed elected at the Annual General Meeting without vote.
3. Written nominations for Officers of the Society and other members of the Executive Committee shall be proposed and seconded, signed by the nominee, proposer and seconder, and forwarded to the General Secretary by mail or electronic means at least six weeks before the Annual General Meeting.  New nominations are not valid after the Agenda has been distributed.
4. The Minutes of the Annual General Meeting, recording the numbers who attended and prepared by the General Secretary (or surrogate) shall be available for approval at the next Annual General Meeting.  A summary of each Annual General Meeting shall be published promptly in both the Society’s Journal and website.

O. Extraordinarfy General Meeting

1. Any Ordinary or Life Member of the Society shall have the right to call an Extraordinary General Meeting of the Society provided that the request, stipulating specific agenda items, is made in writing to the General Secretary and is signed by that member and fifteen other Ordinary and/or Life Members;  such written requests may be transmitted electronically.
2. Upon the receipt of a properly formulated request, Executive Committee shall decide upon a time and venue for the Extraordinary General Meeting, provided that it is held not more than eight weeks after the request was received by the General Secretary.  The Agenda for such meeting shall be distributed by the General Secretary to all members in printed form (Society’s Journal and/or mail) and be available on the Society’s website.  Only those items in the Agenda shall be taken at such Extraordinary General Meeting.  Minutes of such meetings shall be dealt with as for Annual General Meetings.

P.  Proxy Voting

Proxy voting at Annual General Meetings and Extraordinary General Meetings is not permitted.  Those Members entitled to vote, but not attending such meetings, may indicate their vote preferences in writing to the General Secretary, who shall report a summary of such preferences before each vote at the relevant meeting.

Q. Data Protection Act

In its current operation, the Society is exempt from provisions of, and is not currently registered under, this United Kingdom statute.
R. Canvassing of Members

Members shall not canvass, directly or indirectly, for any office of responsibility in management, honour, or privilege in the Society, except that, in the case of contested elections, Executive Committee shall provide an opportunity for candidates’ statements to be distributed to the membership.

S. Limitation of Society

Members, their guests, and visitors use the Society and all facilities provided by the Society entirely at their own risk and impliedly accept that:
(a) The Society shall not be liable for any damage to or loss of property belonging to Members, their guests or visitors to Society activities or functions, howsoever caused.
(b) The Society shall not be liable for personal injury arising out of the use of Society facilities and activities, either sustained by Members, their guests, or visitors, or caused by said Members’ guests or visitors, whether or not such damage or injury could have been attributed to or was occasioned by the neglect, default, or negligence of any of them, the Officers, Executive Committee, or servants of the Society.

T. Limitation of Members Liability

The Executive Committee, or any person or sub-committee delegated by Executive Committee to act as agent for the Society or its Members, shall enter into contracts only so far as expressly authorised, or authorised by implication, by the Members.  No one who is not a member of Executive Committee shall, without the express authority of the membership in General Meeting, pledge the credit or obligation of the membership of the Society.

U. Members’ Indemnification of the Executive Committee

In pursuance of the authority vested in the Executive Committee by the Members of the Society, members of that committee are entitled to be indemnified by the Members of the Society against any liabilities properly incurred by them or by any one of them on behalf of the Society wherever the contract is of a duly authorised nature or could be assumed to be of a duly authorised nature and entered into on behalf of the Society.