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CONSTITUTION

of

MINNESOTA SCIENCE TEACHERS ASSOCIATION, INC.

[MSTA Board Approved by e-mail vote 5/8/97]
[Approved by Membership at Annual Meeting 10/17/97]

Preamble

In order to form a Nonprofit Corporation under Minnesota Statutes, Chapter 317A, and a Nonprofit Educational Corporation under the United States Internal Revenue Service Code, Section 501 (c)(3) as now enacted and hereafter amended, we the Teachers of Natural Sciences and related disciplines of Minnesota and other persons who subscribe as Current Members to the Purposes of the MN Science Teachers Assn., Inc., and to its Restated and Amended Articles of Incorporation as currently filed with the State of Minnesota Secretary of State, do hereby adopt this amended Constitution as the basis for our activities. [This replaces Original MSTA Constitution of March 13, 1987.]

ARTICLE I - Name

The name of this Corporation shall be the Minnesota Science Teachers Association, Inc., also known as MSTA, Minnesota Science Teachers Assn., Inc. and other related abbreviated forms.

ARTICLE II - Purpose

This Corporation is organized exclusively for educational purposes, more specifically:

1. to promote development of active interest in the natural sciences and related disciplines among students and teachers at all levels; public and private, and the general public,

2. to provide opportunities for the exchange of ideas and materials regarding instruction in the natural sciences, etc., among teachers, public and private, and the general public, through educational programs, such as discussion groups, forums, panels, lectures and publications,

3. to further the study of problems relating to the teaching of the natural sciences, etc.; at the elementary, secondary and college levels, public and private;

4. to cooperate with school districts and state national and international educational agencies and organizations to encourage and work for the improvement of classroom instruction in the natural sciences, etc., for all elementary, secondary and college students,

5. to work for the improvement of science safety conditions in the classroom and laboratory for students and teachers at all levels, public and private, through laws; rules and regulations and by dissemination of information through MSTA periodical and special publications, and

6. to accomplish the above purposes through conducting and sponsoring conventions, conferences workshops, forums, panels and lectures of an educational nature both statewide and within MSTA's various Regions in the State of Minnesota, for Members others involved or interested in natural science education and related disciplines, and the general public, and encouraging periodical educational activities related to the natural sciences, etc., for public and private school students.

To this end, this Corporation shall at all times be operated exclusively for educational purposes within the meaning of Section 501 (c)(3) of the United States Internal Revenue Service Code, as now enacted and hereafter amended. All funds whether income or principal, and whether acquired by gift or contribution or otherwise, shall be devoted to said purposes.

ARTICLE III - Membership

1. Membership shall be open to teachers of natural science, related disciplines and/or science education at the elementary, secondary and college levels in Minnesota private and public schools, to educational retirees, to other interested persons, and to corporations and organizations that subscribe to the Purposes of the MSTA and to the MSTA Articles of Incorporation currently filed with the State of Minnesota Secretary of State.

2. Active Members are persons, corporations or organizations who have paid their current MSTA membership dues.

a. Personal Members have voting privileges, may hold office and may pay reduced registration at MSTA functions.

b. Student Members have full privileges, but may not vote or hold elective MSTA office.

c. Corporate or Organizational Members may pay restricted reduced registration at MSTA functions, but may not vote or hold elective MSTA office

ARTICLE IV - Affiliation

1. This Corporation may affiliate with any other corporation or organization that desires affiliation and that is mutually concerned with promoting better science education in Minnesota.

2. Affiliation must be approved by the MSTA Board and the governing body of the other corporation or organization.

ARTICLE V - Board of Directors, Officers. and Executive Board

1. There shall be a representative body known as the Board of Directors which shall consist of the Executive Board and other Members as designated in the By-Laws.

2. The Officers of this Corporation shall be the President, the President-elect, the immediate Past-President, the Treasurer, the Executive Secretary and the State Science Specialist.

3. These six Officers shall constitute the Executive Board.

ARTICLE VI - Amendments

This Constitution may be amended by a simple majority vote of this Corporation present at any regular meeting, provided notice in writing of the proposed amendment shall have been filed with the Executive Secretary at least sixty days prior to a regular meeting, so that he or she will be able to distribute copies to the membership at least thirty days prior to a regular meeting, or by a mail ballot sent by the Executive Secretary to the Personal Active Membership 30 days prior to the voting deadline and receiving a minimum of 20% response with a simple majority approving.

ARTICLE VII - Personal Liability

No Member, Director or Officer of this Corporation or other private person shall be personally liable for the debts or obligations of this Corporation of any nature whatsoever, nor shall any of the property of Members, Directors or Officers be subject to the payment of debts or obligations of this Corporation.

ARTICLE VIII - Internal Revenue Service Code Exemption Requirements

At all times the following U. S. Internal Revenue Service Code Exemption Requirements, and additions and amendments thereto, shall operate as conditions restricting and governing the operations and activities of this Corporation.

1. No part of the net earnings of this Corporation shall inure to the benefit of or be distributable to any Member, Director, Officer or other private person, except that reasonable compensation may be paid for services rendered to or for this Corporation affecting one or more of its purposes. Such net earnings, if any, of this Corporation shall be used to carry out the nonprofit corporate purposes set forth in Article II above.

2. No substantial part of the activities of this Corporation shall constitute the carrying on of propaganda or otherwise attempting to influence legislation, or any initiative or referendum before the public, and this Corporation shall not participate in, or intervene in (including by publication or distribution of statements), any political campaign on behalf of, or in opposition to, any candidate for public office.

3. Notwithstanding any other provision of these articles, this Corporation shall not carry on any other activities not permitted to be carried on by a corporation exempt from federal income tax under Section 501 (c)(3) of the Internal Revenue Code, as now enacted or hereafter amended.

4. At the time of dissolution of this Corporation, the Board of Directors shall, after paying or making provisions for the payment of all debts, obligations, liabilities, costs and expenses of this Corporation, dispose of all of the assets of this Corporation in such manner as the Board of Directors shall determine. In no case shall a disposition be made which would not qualify as a charitable contribution under Section 1 70(c)(1) or (2) of the Internal Revenue Code, as now enacted or hereafter amended.