Guiding the governance, structure, and operations of the Council for Agricultural Science and Technology.
The objective of the Council for Agricultural Science and Technology (CAST) shall be to advance in the public interest the understanding and use of science and technology in the agricultural production, processing, and utilization of food, fuel and fiber. The objective shall be accomplished by (a) serving as a resource group from which the public, private and government sectors may seek information, (b) independently identifying subjects on which scientists and technologists can provide useful information, (c) drawing on the expertise of qualified scientists and technologists in relevant disciplines to assemble and interpret the factual information available on the subjects identified, and (d) disseminating the information in usable and effective form to the public, the news media, and the government.
a. Society Partners, including nonprofit scientific societies whose purpose is to advance the science, education and professional development of its members;
b. Nonprofit Partners, including industry trade, foundations and non-governmental not-for-profit organizations;
c. Corporate Partners, including companies, cooperatives and industry consortia;
d. Education Partners, including schools, universities, colleges and libraries
e. Individual Members.
2. Membership dues and benefits are set by the Board of Directors pursuant to proposal by the EVP/CEO, and may include:
a. Access to CAST publications and presentations;
b. Access to the CAST Members portal; and
c. Participation in work groups and Boards.
Other benefits may be provided to members in addition to the above at the discretion of the Board of Directors.
3. Membership is granted on application which must be approved by the EVP/CEO and payment of dues.
4. Membership is automatically terminated by nonpayment of dues. Members in arrears for dues as of March 1 of the current year may be dropped from membership, unless alternate arrangements are made with the EVP/CEO.
5. CAST membership may also be terminated for due cause as determined by a majority vote of the Board of Directors. Notice of a proposal to terminate a member shall be provided to the Board of Directors at least 30 days in advance of a vote, and shall include the basis for the proposed termination.
1. The officers of CAST shall be the President, President-Elect, Immediate Past President, Executive Vice President/Chief Executive Office ( EVP/CEO), and Treasurer. Each officer shall normally serve approximately one year except for the EVP/CEO, who shall hold office at the discretion of the Board of Directors, and the Treasurer, who shall be appointed to a three-year term by a majority vote of the Board of Directors.
2. The President-Elect is elected annually by a vote of the Board of Directors and shall succeed automatically to the offices of President and then Past President. The President-Elect is elected annually from the Board of Directors or from persons having served on the Board of Directors.
3. In preparation for the election of the President-Elect, the Past-President, in consultation with the EVP/CEO and President, shall identify and nominate two candidates for election to President-Elect. Where the Past President is only able to identify one candidate, the Past President may, upon consultation with the EVP/CEO and President, nominate a single candidate for President-Elect.
Nominations shall attempt to maintain equitable representation of CAST Membership and Work Groups, and shall obtain consent to verify that each nominee is willing to serve if elected. In the event one of the two nominees for an office withdraws his or her name from nomination during or after the voting period, the other nominee shall be named the winner. The President or the President’s designee, normally the EVP/CEO, shall submit a mail, fax, e-mail, or website ballot to members of the Board of Directors at least thirty (30) days or more before the annual meeting of CAST for voting on the nominee(s) for President-Elect.
Ballots must be received in the office of the EVP/CEO (or as otherwise directed) 10 days before the annual meeting to be counted, or at an appropriate date as determined by the Board of Directors.
4. New members of the Board of Directors shall take their new positions at the close of the annual meeting of CAST, or upon such other dates as approved by a majority of the Board of Directors.
5. In the event of a vacancy in the office of President, the President-Elect shall assume the office of President for the remainder of the term and then shall become President for the succeeding term. If a vacancy occurs in the office of President-Elect, the person receiving the next highest number of votes shall succeed to the office. In the event there is no such person, the Past President shall identify and nominate a new candidate in accordance with Article III, Section 2. If a vacancy occurs in the office of Past President, the most recent Past President available for service shall complete the term. Other questions relative to succession of officers may be resolved by the Board of Directors chaired by the President or, in the absence of the President, under the chairship of the most recent available Past President.
6. The President shall be the principal officer of the Corporation. The President (a) shall exercise general supervision and control over the business and affairs of CAST, (b) shall preside at meetings of the Board of Directors and all meetings of CAST, (c) shall provide leadership in promoting the objectives of CAST, and (d) shall perform the duties normally associated with the office of President, as well as such other duties as may be prescribed by the Board of Directors.
7. In the temporary absence of the President, the President-Elect shall perform the duties of the President with the authority of the President. The President-Elect shall perform such other duties as may be prescribed by the Board of Directors or the President.
8. The Past President shall serve in a non-voting advisory role to the Board of Directors, and shall perform such other duties as may be prescribed by the Board of Directors.
9. The EVP/CEO shall be appointed by the Board of Directors and shall serve at the discretion of the Board. The EVP/CEO shall be the legal representative of CAST, shall be responsible for the operation of CAST, shall serve as the Secretary, and shall have such other duties as may be prescribed by the President and the Board of Directors.
10. The Treasurer’s responsibilities shall include, but not necessarily be limited to, working closely with the EVP/CEO in budget preparation, monitoring income and expenses, and providing general oversight of financial matters. The Treasurer also may sign checks in the absence of the EVP/CEO or President when their signatures are required. The Treasurer shall report at least annually to the Board of Directors reviewing financial matters and budget recommendations.
11. Each CAST Work Group shall elect one representative to a three-year term on the Board of Directors. Where possible, terms shall be staggered so that approximately one-third of the Work Group representatives on the Board of Directors are replaced each year.
1. The Board of Directors includes the President as Chair, the President-Elect, the Past President, the Treasurer, the EVP/CEO (nonvoting), a representative from each Work Group, one representative selected from all Society Partners, one representative selected from all Nonprofit Partners, one representative selected from all Education Partners, and one representative from all Corporate Partners, one representative from all Nonprofit Partners, , and one representative from the Strategic Advisory Committee. The SAC is advisory and thus should not have a seat on the board of directors. The position could be ex-officio or advisory but should not be a voting member.
2. The Board of Directors includes the President as Chair, the President-Elect, the Past President, the Treasurer, the EVP/CEO (nonvoting), a representative from each Work Group, one representative selected from all Society Partners, one representative selected from all Nonprofit Partners, one representative selected from all Education Partners, and one representative from all Corporate Partners, and one representative from all Nonprofit Partners. The SAC shall appoint a liaison to the Board of Directions, but this role shall be advisory and thus shall not have a vote or be counted towards a quorum.
The Board of Directors may also make provision for ex officio and other nonvoting members.
3. A person elected to the Board of Directors or appointed as Treasurer is expected to serve CAST as a whole, and thus no longer serves as a representative of the member, and may be subsequently replaced by the member on any work group and in other roles. Members are responsible for identifying, selecting, and nominating a new representative when their prior representative is elected to the Board of Directors.
4. The normal term of membership on the Board of Directors shall be three years, and shall begin at the close of the annual meeting. The Board of Directors shall attempt to stagger such terms so that approximately one-third of the Board of Directors are replaced each year.
5. The time and place of meetings of CAST shall be determined by the Board of Directors. At least thirty days or more before each meeting, the President or the EVP/CEO shall notify all members of the Board of Directors of the time, place, and purpose of the meeting. An annual meeting of CAST shall be held each year for installation of officers, new members of the Board of Directors, and for transaction of such other business as may come before the Board. Other meetings of CAST may be held as needed, on call of the President. In the event of cancellation of the annual meeting of CAST, November 1 shall be the date of succession of officers and members of the Board of Directors and the Strategic Advisory Committee.
6. The EVP/CEO shall, within 120 days after the end of the fiscal year, write and post online, an annual report on the state and activities of CAST. Directions for accessing the annual report shall be distributed to each CAST member and to the president and the equivalent of the EVP/CEO of each CAST Member.
7. The Board of Directors is the policy-making and governing body of CAST. As such, the Board shall make any modifications needed in the Articles of Incorporation and Bylaws. The Board shall establish the dues, administer the property and funds, employ the EVP/CEO and other salaried personnel, vote on membership in CAST, determine the duties of the officers, and decide on specific projects to be undertaken, suspended, or terminated.
8. Each Work Group (WG) shall nominate one person, subject to approval of the Board of Directors, to serve a three-year term (staggered with other WGs) as a representative on the Board of Directors. If at some point and for any reason, the representative is unable to execute the duties and responsibilities prescribed for a member of the Board of Directors, the individual shall inform the President and the Chair of the Work Group. The Work Group Chair shall promptly solicit nominations from the WG, hold an election by email or conference call, and propose the name of the new representative to the Board of Directors. Due to the importance of the WG being represented on the Board of Directors, this election process shall take place as soon as possible rather than waiting for the next formal meeting of the WG. In the event that a Board Member is unable to perform or is not performing the duties as described in these Bylaws, it is the responsibility of the President to counsel the Member regarding the Board duties. Counseling shall include the options to perform, resign, or be removed. Removal will require a 2/3 majority vote of the rest of the Board of Directors.
If the person is a WG representative, the WG Chair will be notified and that Chair will proceed to identify a new representative as specified in the paragraph above.
9. If the representative of a Work Group on the Board of Directors is unable to attend a meeting, the chair of that Work Group may designate a substitute representative for the meeting. Substitute representatives shall have the same voting privileges as the regular members of the Board of Directors.
1. Unless otherwise specified in this article, issues brought before the Board of Directors are decided by a simple majority of the members, including authorized substitutes, who vote.
2. A majority of members of the Board of Directors including authorized substitutes shall constitute a quorum for the transaction of business by the respective groups.
3. The President may also authorize new activities that are clearly within the established pattern of activities and on which prompt action is required.
4. Ballots on issues other than revision of the Articles of Incorporation or Bylaws may be sent to the Board of Directors at any time by the President or the President’s designee (normally the EVP/CEO), or a majority of the Board of Directors. The issues in question shall be decided by the votes received by the office of the EVP/CEO (or received as otherwise directed) by a date determined by the EVP/CEO but no later than 30 days after the date of distribution of the ballots. All ballots may be mailed, e-mailed, or placed online for voting as determined by the EVP/CEO. Such ballots may be returned by mail, e-mail, or submitted on the relevant website. For all ballots, the issue may be considered approved or rejected as soon as the required majority of ballots for or against have been received by any method described above. Unless otherwise specified at the time such ballots are submitted to members of the Board, the decisions reached shall be effective as soon as sufficient ballots are counted with the necessary votes obtained to make a decision or the ballots are counted at the deadline. Ballots shall be counted no later than 10 days after the deadline date for their receipt.
Unopened election ballots shall be submitted for counting to two persons who are not members of the Board or the office of the EVP/CEO or the families thereof. A signed statement giving the outcome of the balloting shall be obtained. Ballots on other matters shall be signed or otherwise identified and may be counted by the EVP/CEO or a designee. Ballots received and signed statements giving the outcome of election ballots shall be retained at least one year following the deadline date for their receipt.
5. Amendments to the Bylaws or Articles of Incorporation may be proposed by members of the Board of Directors or members of the Board of Representatives.
6. Proposed amendments to the Bylaws or Articles of Incorporation shall be mailed, e-mailed, or placed online for voting for each member of the Board of Directors 30 days or more before thet meeting of the Board of Directors at which amendments are to be discussed and voted on. Members of the Board of Directors unable to attend the meeting may vote by any method described above, which must be received by the office of the EVP/CEO before the meeting to be counted. If a member of the Board of Directors has submitted a mail, e-mail, or website ballot before the meeting because of inability to attend, a substitute member named to take the place of the regular member at the meeting shall not be eligible to vote on the amendments on which the regular member has voted.
7. The necessity for the 30-day notice for Bylaws and Articles of Incorporation changes described in the preceding section may be waived under the following conditions by the members of the Board of Directors (including authorized substitutes) present in a regular meeting and voting: (a) the motion to waive the 30- day requirement is passed unanimously; (b) the motion to waive the 30-day requirement is passed by a simple majority and the changes in question (1) were mailed, e-mailed, or submitted online for voting fewer than 30 days but more than 5 days before the meeting, and (2)(A) are needed to clarify proposed changes that were submitted previously in writing, or (B) are required [i] to eliminate a conflict between the Bylaws and the Articles of Incorporation, [ii] to sustain the Corporation or to conduct its business in a timely manner, or [iii] to eliminate inconsistencies in the Bylaws that have resulted from prior actions of the Board of Directors.
The President shall appoint (and discharge) such committees and shall assign to them such duties as may be necessary to accomplish the educational and scientific objectives of the Corporation. The President may delegate this responsibility to the President-Elect. The Strategic Advisory Council is such a committee.
The Strategic Advisory Council solicits, evaluates, discusses and recommends ideas for the CAST vision, major scientific projects, publications, and initiatives. The Strategic Advisory Council is a non-fiduciary committee that serves as an organizational advisory team to the President and Board of Directors. The Strategic Advisory Council will also suggest and assist in accessing funding to support the activities of CAST. The Strategic Advisory Council will include:
Council Representatives are invited to participate in open Work Group sessions as invited guests.
The Board of Directors shall designate and discharge such Work Groups and shall assign to them such duties as may be necessary to accomplish the scientific objectives of CAST, including developing or reviewing topics for CAST projects. Each member of the Board of Directors, with the exception of the President, President- Elect, Past President, Treasurer, and EVP/CEO, shall serve on one Work Group.
1. All members of the CAST Board of Directors, Strategic Advisory Council, Work Group representatives, and individual CAST members and CAST staff will adhere to the Code of Ethics adopted by CAST. The code may be amended from time to time in accordance with the principles applying to amendments to the Bylaws.
2. Anyone bound by the Code of Ethics may forfeit their membership if a majority of the Board of Directors finds them in sufficient breach of any provision of the Code to cause damage to the character or the reputation of CAST and shall be notified in writing of CAST’s decision to suspend their membership. Such notification shall be accomplished by certified mail, return receipt requested.
3. The member whose membership has been so challenged by the Board of Directors may within ten days of the receipt of such notification file with CAST a statement of a desire to appeal this action. In such an event, this matter shall be placed on the agenda of the next Board of Directors meeting for discussion and decision, a vote of the majority of the Board of Directors present to be final and conclusive with regard to such suspension and expulsion.
This CAST Code of Ethics shall be posted on the CAST website, and shall include provisions for internal reporting of ethical violations to any member of the Board of Directors, subject to any confidentiality requested by the reporting CAST Representative.
1. All CAST members pay dues established and determined by action of the Board of Directors.
2. Dues and other income shall be deposited in a general fund from which all expenses are paid or in an endowment fund, unless otherwise authorized by the Board of Directors.
3. The Board of Directors or its designee, normally the EVP/CEO, shall administer the property and funds of CAST in conformity with the Articles of Incorporation and Bylaws.
4. The annual budget shall be subject to approval by the Board of Directors.
5. An audit of CAST’s books and accounts, made by an independent, professional auditing concern, shall be completed and presented to the Board of Directors annually.
6. Funds of CAST not otherwise employed shall be deposited or invested as directed by the Board of Directors.
(Version as approved by the Board of Directors in February 1988, by mail ballot in June 1989, and as amended in November 1997, October 1998, March 1999, March 2000, March 2001, September 2001, April 2005, March 2007, October 2008, May 2010, May 2012, December 2015, April 2017, June 2023, and February 2026.)
