CONSTITUTION OF THE

ASSOCIATION OF APPLIED PALEONTOLOGICAL SCIENCES (AAPS)

As Ammended and Approved by The Executive Board December 2007

ARTICLE I. NAME

The Association shall be known as "The Association of Applied Paleontological Sciences" (AAPS).

ARTICLE II. STATEMENT OF PURPOSE

Section 1. Mission Statement

a. The purpose of the Association of Applied Paleontological Sciences is to expand scientific knowledge and public awareness in the field of paleontology through preservation and distribution of paleontological remains.

All materials collected for this purpose shall be obtained in an ethical and professional manner in order to preserve paleontological specimens otherwise lost to science by the destructive agents of weathering, and/or human endeavor.

b. The economic objectives of the Association's members shall always reflect the desire to meet both the research and educational needs of the scientific community and the interested public.

c. To support Paleontological Research through publication, Scholarships and grants.

Section 2. Non-Profit Purpose

a. This Corporation is a non-profit, public-benefit corporation and is not organized for the benefit of any person. It is organized under the non-profit public corporation Law of the state of Utah for public purposes

b. The Association is organized exclusively for educational and scientific purposes including making of distributions to organizations that qualify as exempt organizations under section 501(c)(3) of the Internal Revenue Code, or the corresponding provision of any future United States Internal Revenue Law.

ARTICLE III. CODE OF ETHICS

All members of the Association of Applied Paleontological Sciences will:

1) Strive to stay informed of and comply with National, State and Local regulations pertaining to collecting activities and general business practices.

2) Obtain permission from land owners or governmental authorities to gain access to collecting sites.

3) Assure that all lands, properties, flora and fauna are left without damage to property or ecology as a result of collecting activities.

4) Require that fossil materials received from outside collectors are obtained in compliance with the above collecting guidelines set forth by the Association.

5) Report to proper local authorities any significant discoveries of scientific or public interest.

6) Strive to place specimens of unique scientific interest into responsible hands for study, research, and preservation.

7) Make no misrepresentation as to identity, locality, age, formation, repairs or restoration of paleontological specimens.

8) Conform to professional business practices when obtaining and disposing of specimens.

9) Maintain a good credit standing among fellow suppliers of earth science materials.

10) Encourage good relations and cooperation with agencies, institutions, and organizations actively involved in paleontological pursuits.

ARTICLE IV. MEMBERSHIP

A) A Business Member shall be defined as a declared, legitimate business which derives a significant portion of its income from the sale of paleontology related materials and /or services. All Business Members of the AAPS must agree to abide by the AAPS Code of Ethics.

1) Admittance to Business Membership

a) All prospective Business Members must be approved by the board

by a simple majority vote.

b) Membership dues must be paid annually.

c) Prospective Business Members must complete information

forms supplied by AAPS.

d) Business Membership Dues are $35.00 Annually

B) A General Member shall be defined as anyone with an interest in the paleontological sciences that is not a business owner, or academic paleontologist. All General Members of the AAPS must agree to abide by the AAPS Code of Ethics.

1) Admittance to General Membership

a) All prospective Business Members must be approved by the board by a simple majority vote.

b) Membership dues must be paid annually.

c) Prospective General Members must complete information forms supplied by AAPS.

d) General Membership Dues are $25.00 Annually.

C) An Associate Member shall be defined as any member of the scientific community (professional paleontologist) with an active interest in cooperation with scientific commercial collectors for the purpose of advancing the science of paleontology. All Associate Members of the AAPS must agree to abide by the AAPS Code of Ethics.

1) Admittance to Associate Membership

a) All prospective Associate Members must be approved by a simple majority vote taken by ballot of AAPS Members at or before the Annual Meeting.

b) Prospective Associate Members must complete information forms supplied by AAPS.

c) There shell be no annual dues for Associate Membership, Associate Membership is non-voting.

D) An Honorary Member shall be defined as an individual once engaged in the sale and distribution of paleontological remains, whom no longer relies upon the sale of fossils for full financial support. All Honorary Members of the AAPS must agree to abide by the AAPS Code of Ethics.

1) Admittance to Honorary Membership

a) All prospective Honorary Members must be approved by a simple majority vote taken by ballot of AAPS Members at or before the Annual Meeting.

b) Prospective Honorary Members must complete information forms supplied by AAPS

c) Honorary Memberships is a voting Membership with no annual dues.

ARTICLE V. FUNCTIONS

A. Meetings

1) The Annual Meeting shall be held in conjunction with the Tucson Gem and Mineral Show, held in February of each year.

2) Special Meetings may be called at any time by two or more officers.

3) Notification of official meetings shall be made in writing or by email at least two weeks prior to meeting date.

4) Executive Board meetings shall be held as frequently as is required to carry out the activities and objectives of the Association.

5) Incurrment of Income. No officer of AAPS shall take a wage for the execution of duties relating to the position of said officer.

B. Voting by Members

1) Each Member shall have one vote, to be cast by that Member.

2) Votes may be cast by secret ballot, show of hands, or email.

3) In case of a tie the decision shall be resolved by a consensus of the presiding officers.

4) Voting privileges are held by Members engaged under Article IV, section A B and D.

C. Election of Officers

1) Election of officers shall be conducted during the Annual Meeting.

2) Officers to be elected shall be the President, Vice-President, Secretary/Treasurer and four (5) Board Members, one or

two of which may be designated as science officers. The number of Board Members will be increase to (6) during the 2008 Annual Meeting in Tucson

3) The term of office shall be two years. No person shall hold the same elected position for more than two consecutive terms.

4) There shall be an election held every year for three (3) of the six (6) Board Members, so that there is not a complete change of all officers during any one election.

5) Nominations shall be selected from the valid representatives of the Members in attendance at the Annual Meeting.

6) Nominees for each office shall be limited to no more than one third the number of Members represented at the Annual Meeting.

D. Executive Board

An Executive Board shall be established and shall consist of the

President, Vice President, Secretary/Treasurer, Six Board Members, and the Junior Past President. The Executive Board shall be responsible for managing and guiding the activities of the Association. The executive Board will appoint an Administrative Director whose responsibilities will outlined in Article VI.

E. Dues

1) The AAPS shall collect annual dues of $35.00 from each Business and $25.00 from each General Member. These dues are to be used to carry on the functions of the organization. The amount of dues may be altered by the Executive Board. Failure to pay dues may result in expulsion from Membership by the Executive Board.

ARTICLE VI. DUTIES OF THE OFFICERS

The elected officers of the AAPS shall be the official spokespersons for the AAPS.

1) President - The President shall preside over official meetings and shall be responsible for the appointment of committees and spokesmen for special tasks.

2) Vice-President - The Vice-President shall assist the President and shall assume Presidential duties in the absence of the President.

3) Secretary/Treasurer - The Secretary/Treasurer shall be responsible for accurate minutes of official meetings and notification of meetings. The Secretary/Treasurer shall administer the funds of the AAPS.

4) Board Members - shall be responsible for reviewing all nominations for membership, and conduct preliminary research into current and pertinent legislative activities.

ARTICLE VII. PROVISIONS FOR VOTING

Voting on any issue by members of the AAPS may take place at the Annual Meeting, at a Special Meeting (i.e. Denver show), or by mail (either through the Post Office, or via Email).

ARTICLE VIII. PROVISIONS FOR BYLAWS

Bylaws to this constitution shall be approved by a simple majority vote by Members present at any official meeting.

ARTICLE IX. PROVISIONS FOR AMENDMENTS

Proposed amendments to this Constitution must be submitted in writing to the Members at least two months prior to the Annual Meeting. Amendments must be approved by at least a two thirds vote of all members.

ARTICLE X. PROVISIONS FOR RESOLUTIONS

Resolutions shall be approved by a simple majority vote by the Members.

ARTICLE XI. DISSOLUTION AND LIMITATIONS

Upon the dissolution of AAPS the funds shall be used to pay all debts and liabilities incurred by the AAPS. The remaining assets shall be donated to a specified organization(s) with the sole purpose of preserving the scientific aspects of free collecting of fossils and the recording of scientifically important specimens sold by the concerned commercial fossil dealers.

a) Legislative or political activities. The organization of AAPS shall not use any funds for the political campaign on the behalf of any candidate for public office. The only legislative purpose of the organization shall be to help facilitate the unencumbered collecting and exchange of fossils.

b) Operational Limitations. The organization of AAPS shall not carry on any other activities not permitted to be carried on by any corporation exempt from U.S. Federal income tax under Section 501 (c) of the Internal Revenue Code of 1954 or by a corporation, contributions to which are deductible under section 170 (ch 2) of the Internal Revenue code of 1954, or as appropriate to county of incorporation.

c) Liability. No director of the Association shall be liable for the acts, receipt, neglects or defaults of any other director, or for any loss or expense happening to the Association through the insufficiency of deficiency of title to any property acquired by order of the Board or on behalf of the Association or for the insufficiency or deficiency of any security in or upon which any of the monies of the Association shall be invested, or for any loss or damage arising from the bankruptcy, insolvency or tortuous act of any person with whom any of the monies, securities or effects of the Association shall be deposited or for any loss occasioned by any error of judgment or oversight on his part, or for any other loss, damage or misfortune whatever which shall happen in the execution of his duties of his office or in relation thereto unless the same shall happen through his own dishonesty, except as otherwise provided by law.