Sec. 1 The affairs of the Society shall be managed by a Board of Trustees chosen from its membership, that shall have (1) full control of the activities of the Society subject to the limitations of this Constitution and the results of letter ballots, and (2) power to enact, amend, or repeal Bylaws and Rules in harmony with the Constitution provided that nothing herein contained shall permit the Board of Trustees to exceed the powers limited to it by the Articles of Incorporation or the laws of the State of Michigan.

Sec. 2 The Board of Trustees shall be the President, President-Elect, immediate surviving Past President, Secretary, Treasurer, Executive Officer (without vote), eight At-Large members, and the President of the Canadian Society of Agricultural Engineering.

Sec. 3 The Board of Trustees may at any time, whenever there shall appear to be sufficient cause, delegate to any corporate member of the Society the performance of any duties required by the Constitution to be performed by any Trustee.

Sec. 4 The Board of Trustees shall meet at the Annual Meeting of the Society, at such other times as the Board of Trustees may select, and at the call of the President. A simple majority shall constitute a quorum of the Board of Trustees.

Sec. 5 The Board of Trustees shall provide for a complete yearly report of the business affairs of the Society, which shall be presented at and form a part of the proceedings of the annual business meeting.

Sec. 1 The Society shall elect annually a Nominating Committee of no fewer than five members, including representation of geographic, administrative, and technical areas of interest. It shall be the duty of this Nominating Committee to prepare for selection of candidates from the corporate membership for the elective offices to be voted on by the full corporate membership.

Sec. 2 Other nominating committees having the same powers may be constituted by the corporate membership of the Society.

Sec. 3 An election of At-Large Trustees shall be held annually, and this election shall be by sealed letter ballot of the corporate membership. Each qualified voter shall be entitled to vote for a candidate for each elective position At-Large Trustees shall be elected for a two-year term with half elected each year.

Sec. 4 The President-Elect shall serve for one year, at the end of which the President-Elect shall automatically succeed to the office of President for one year and subsequently shall serve an additional year on the Board as Past President. The Board of Trustees shall have power to fill Trustee vacancies by appointment until the annual meeting following the next election.

Sec. 5 All members and officers of the Board of Trustees shall assume their respective positions at the close of the last Board meeting held in conjunction with the Annual Meeting.

Sec. 1 The officers of the Society shall consist of the President, President-Elect, Past President, Secretary, Treasurer, and Executive Officer of the Society.

Sec. 2 At a meeting during the Annual Meeting of the Society, the Board of Trustees shall appoint a member of the Society to serve as Secretary for one year.

Sec. 3 At a meeting during the Annual Meeting of the Society, the Board of Trustees shall appoint a member of the Society to serve as Treasurer for one year.

Sec. 4 At a meeting during the Annual Meeting of the Society, the Board of Trustees shall appoint a member of the Society to serve as the Executive Officer for one year.

Sec. 5 The Executive Officer of the Society shall serve under the direction of the Board of Trustees and be given such title as may be determined by the Board of Trustees.

Sec. 6 Any vacancy in the office of Secretary, Treasurer, or Executive Officer shall be filled by appointment by the Board of Trustees.
Any vacancy in the office of President, President-Elect, and Past President shall be filled as follows:
In the case of the position of President-Elect Designee (the individual elected to the President-Elect position in the most recent election) a vacancy shall be filled by a new nomination by the Nominating Committee.

Sec. 1 The Annual Meeting of the Society shall be held at such time and place as the Board of Trustees shall appoint.

Sec. 2 There shall be an Annual Business Meeting of the Society during the Annual Meeting. At business meetings 100 corporate members shall constitute a quorum.

Sec. 3 A special business meeting of the Society may be called at any time and place at the discretion of the Board of Trustees, or shall be called by the Secretary upon the written request of five percent of the corporate membership. The call for the meeting shall be issued at least 30 days prior to the date set for it, and shall state the business to be considered. No other business shall be transacted at the meeting.

Sec. 4 An action of a business meeting of the Society shall be deemed an action of the Society as a whole. Any expenditure by such action is subject to approval and authorization by the Board of Trustees.

Sec. 1 Membership services shall be coordinated by four Coordination Councils that shall operate under the provisions of the Constitution, Bylaws and Rules and within the guidelines approved by the Board of Trustees.

Sec. 1a A Publications Council shall promote and manage the papers and publications of the Society.

Sec. 1b A Standards Council shall promote and manage the Engineering Standards and Recommended Practices of the Society.

Sec. 1c A Meetings Council shall promote and manage the meetings and conferences in which the Society is involved.

Sec. 1d A Membership Development Council shall promote the education, professional development, and professional registration of the members of the Society.

Sec. 1 The deposit, investment, and disbursement of all funds shall be subject to the direction of the Board of Trustees.

Sec. 2 Upon dissolution of the Society its remaining property or proceeds and the balance of any money or property received by the Society from any source, including its operations, after payment of all debts and obligations of the Society, shall be transferred to another organization or organizations of like purpose qualified under the provisions of Section 501 (c) (3) of the Internal Revenue Code of 1986, and regulations pertaining thereto as such sections are amended from time to time.

Sec. 1 In all professional and business relations, the members of the Society shall be governed by the Canons of Ethics for Engineers incorporated in the Bylaws.

Sec. 2 Any member who has violated the Constitution and Bylaws of theSociety, or who is guilty of conduct unbecoming a member, may be expelled by a two-thirds vote of the Board of Trustees, after the member has been given an opportunity to be heard in his or her own defense, either orally or in writing.

Sec. 1 At any business meeting of the Society any person entitled to vote may propose in writing an amendment to this Constitution provided that it shall bear the written endorsement of at least fifty corporate members.
Such proposed amendment shall not be voted on for adoption at that meeting, but shall be open to discussion and modification and to a vote as to whether, in its original or modified form, it shall be mailed to Society corporate members.
If the corporate members present at the meeting, not less than fifty voting in favor thereof, shall so decide, then the Secretary shall mail to each person entitled to vote, at least sixty days previous to the next business meeting of the Society, a copy of the proposed amendment as so decided by said vote, accompanied by any comment the Board of Trustees may elect to make.
A ballot shall be sent with the proposed amendment, and the voting shall be by sealed letter ballot, closing at noon of the twentieth day preceding the business meeting of the Society following the mailing.
The adoption of the amendment shall require a vote in its favor of two- thirds of the votes cast.
The presiding officer at the meeting of the Society following the close of the ballot shall announce the result, and if the amendment is adopted, it shall thereupon take effect.

Sec. 2 Any changes in the order or numbering of paragraphs of the Constitution, Bylaws and Rules required by an amendment shall be made under the direction of the Board of Trustees. The Board ofTrustees shall direct the transition in the best interests of the Society in all cases where a change of practice directed by an amendment may best be effected over a reasonable period of time.

Sec. 3 This Constitution shall supersede all previous rules of the Society, and shall go into effect upon announcement of its adoption by two-thirds of the votes of members voting.