MADAGASCAR FAUNA GROUP
BYLAWS

Revised 1999

TABLE OF CONTENTS

PREAMBLE

ARTICLE I Name

ARTICLE II Purpose
2.1 General Purpose
2.2 Areas of Interest

ARTICLE III Project Participants
3.1 Participants
3.2 Obligations
3.3 Limitations
3.4 Collaborating Institutions

ARTICLE IV Representation and Governance
4.1 Representatives
4.2 Steering Committee
4.3 Official Relationships

ARTICLE V Chairman
5.1 Duties
5.2 Powers
5.3 Votes of Confidence

ARTICLE VI Budget
6.1 Budget
6.2 Annual Report
6.3 Excess Funds

ARTICLE VII Ownership of Animals
7.1 Ownership
7.2 Receipt

ARTICLE VIII Withdrawal
8.1 Manner
8.2 Penalty

ARTICLE IX Amendment

ARTICLE X Termination
10.1 Event of Termination
10.2 Conclusion of Group Affairs
10.3 Distribution of Group Penalty


The Madagascar Fauna Group

PREAMBLE

The wildlife of Madagascar clearly represents many of the world's most unique and gravely endangered species. In-country and out-of-country propagating reservoirs of a broad range of vanishing species, as recommended by the specialist groups of the SSC/IUCN and Madagascar authorities appear necessary to secure the future of certain species.

Several concerned zoological and conservation institutions seeking to assist the preservation of Madagascar's endangered fauna desire to establish secure breeding populations of certain species inside and outside of Madagascar. This group, following upon the St. Catherine's Island accord of 1987, seeks to help by providing training, materials, funds and expertise to Madagascar authorities.

NOW THEREFORE, in consideration of the mutual promises of obligations contained herein, the undersigned hereby establish and agree to be bound by these Articles of the Madagascar Fauna Group.

ARTICLES OF THE GROUP


ARTICLE I
Name

The organization shall be called Madagascar Fauna Group (MFG).


ARTICLE II
Purpose

2.1 General Purpose The Madagascar Fauna Group will be organized to help all classes of Madagascar fauna, particularly those species whose populations and numbers appear to be falling below the minimums considered viable by conservation biologists and national authorities. The MFG will provide materials, funds, expertise and particularly training to Madagascar to jointly enhance captive propagation and reintroduction programs.

2.2 Areas of Interest In furtherance of the purpose of the MFG, below are listed examples of the kinds of projects the Group will undertake as determined by the Steering Committee.

a. Parc Botanique et Zoologique de Tsimbazaza

Assistance with education programs, training in zoo management both within and outside the country, and capital improvements for projects which would advance the well-being of the zoo's animal collection and the purpose of the MFG.

b. Parc Zoologique Ivoloina

Assistance with education programs, training in zoo management both within and outside the country, and capital improvements for projects which would advance the well-being of the zoo's animal collection and the purpose of the MFG.

c. Captive Propagation

Establishment of in-country and out-of-country breeding programs for Madagascar fauna.

d. Zoo/University Coordination

Support for linkages in Madagascar between zoo, university and local conservation efforts. To this end, the MFG will consider ways of supporting integrated programs between the University of Madagascar, Parc Botanique et Zoologique de Tsimbazaza and Parc Zoologique Ivoloina.

e. Wildlife Surveys

The MFG will promote and support wildlife survey and monitoring teams, and will encourage joint programs with Madagascar's appropriate authorities, e.g. ANGAP an the Ministry of Water and Forests, and with outside institutions in support of that effort.

f. Reintroduction Programs

The MFG will consult with Malagasy authorities and provide expertise and support for joint reintroduction programs of species.

g. Other Programs

With the advice of Malagasy authorities, the MFG will promote cooperation of Participants with relevant research studies, conservation education programs, and environmental actions in Madagascar.

ARTICLE III
Project Participants
3.1 Participants

a. MFG Participants ("Members") shall sign and adhere to the conditions of this agreement as it is amended from time to time. They shall constitute the Madagascar Fauna Group.

3.2 Obligations Each MFG Participant assumes the following obligations:

a. Each Participant shall commit to a three-year period and shall abide by the management policies and decision of the MFG Steering Committee (See 4.2).

b. Each Participant shall pay its share of operating budgets as such are determined by the Steering Committee. Each Participant's share of the initial, or operating budget shall be due in cash when determined by the Chairman (See Art. V).

c. Additional Participants may join the founding institutions as outlined: Current fully subscribed members of the MFG are designated as Founders, as are others who may join in the future at the then current fully subscribed level. Other members joining at lesser levels shall be designated as Contributors or Supporters.

3.3 Limitations No part of the earnings of the MFG shall inure to the benefit of any institutional Participant of the MFG or to its representatives. Notwithstanding the above, employees of MFG participating organizations may be fairly compensated for such services as they may render the MFG program upon approval of the Steering Committee.

3.4 Collaborating Institutions The MFG founding institutions recognize the existing programs of the Strasbourg University-Parc Zoologique et Botanique de Mulhouse consortium and Duke University Primate Center and Durrell Wildlife Conservation Trust and other programs as may be designated in the future as being within the general purposes of the MFG. The obligations of these prior programs are considered appropriate fulfillment of 3.2.a and 3.2.b during their term, so long as the Madagascar fauna covered in these prior programs are managed in concert with the aims of the MFG in the best interests of the species.

ARTICLE IV
Representation and Governance

4.1 Representatives Each participating institution shall name an Institutional Representative to the MFG, who will be the institution's contact for all MFG communications. The Institutional Representatives of Founder institutions will be further called upon to represent their institutions on matters requiring a general vote, and may be called upon to serve on the steering committee. The institutional representatives of all member institutions as of 1 July 1999 shall retain the same voting and service rights as representatives of Founding Institutions.

4.2 Steering Committee

a. A Steering Committee shall be the executive body of the MFG and shall conduct the business of the group, including negotiations and relationships with the Madagascar authorities.

b. The Steering Committee shall meet at least once annually and will consider all programs, plans and expenditures. Fifty percent of the Steering Committee members shall constitute a quorum to conduct business. The MFG may conduct meetings by conference telephone and consider information distributed by mail, electronic mail and FAX. Minutes of this meeting shall be mailed to all institutional representatives.


c. The following are the charter members of the Steering Committee:

David Anderson, Chairman

John Behler

Lee Durrell

Jean-Marc Lernould

Elwyn Simons

George Rabb

d. The chairman of the Conservation Breeding Specialist Group, Dr. Ulie Seal, of SSC/IUCN shall serve as an ex-officio voting member of the Steering Committee.

e. The terms of the charter members of the Steering Committee are indefinite. Two additional seats, each with a three-year term, will exist. The Steering Committee may nominate new members to these seats or others as necessary due to retirement, removal, or vacancy. Any such nominations will be voted on by the representatives of the Founder Institutions.

f. A Steering Committee member may be removed by a vote of no confidence. Any institutional representative or Steering Committee member may petition the Steering Committee for a vote of confidence in a Steering Committee member. If supported by at least 50% of the Steering Committee members, a vote of confidence will be held Committee member. If supported by at least 50% of the Steering Committee, the vote of confidence will be conducted. If representatives of two-thirds or more of the voting founder institutions vote no confidence, the member must step down.

4.3 Official Relationships The Steering Committee will deal with Madagascar matters as directed by appropriate national and local authorities of Madagascar. The Committee will deal through its Chairman or properly appointed delegate(s).

ARTICLE V
Chairman

5.1 Duties The Chairman shall be appointed by and serve at the pleasure of the Steering Committee. The Chairman shall perform all duties related to the coordination, implementation and functioning of the Group's work, both in and outside Madagascar.

5.2 Powers The Chairman will receive and disburse funds in and of the project in accordance with the agreement and budget. The Chairman will be delegated by the Steering Committee to exercise all such granted powers and to act unhindered by the Participants in the initiation of the project. However, the Chairman will not enter into any agreements or initiate any projects contrary to the programs authorized by the MFG or the Steering Committee.

5.3 Votes of Confidence Every three years, the MFG shall conduct a vote of confidence in the Chairman. Each institutional representative of a Founder Institution will be allowed one vote. If two-thirds or more of those voting vote no confidence in the Chairman, he or she must step down. The Steering Committee will then appoint a new Chairman. Any Institutional Representative or Steering Committee member may petition the Steering Committee at any time for a vote of confidence in the Chairman. If supported by at least 50% of the Steering Committee, the vote of confidence will be conducted.

ARTICLE VI
Budget

6.1 Budget The budget will be formulated by the Chairman based upon projects and plans approved by the Steering Committee. The Chairman will submit the budget to the Steering Committee for approval by a majority of its members.

6.2 Annual Report The minutes of the annual steering committee meeting shall be circulated to each institutional representative and shall constitute an annual report. The annual report of expenditures will be included.

6.3 Excess Funds Any funds received and not used in the annual budget will be placed in an interest-bearing account.

ARTICLE VII
Ownership of Animals

7.1 Ownership Any animals acquired by the Madagascar Fauna Group through its accord with the government of Madagascar shall remain the property of the government of Madagascar. In the event that the MFG should terminate, such animals as may be within its program shall be distributed in accordance with wishes of the Madagascar government and the best interest of each species.

7.2 Receipt Madagascar fauna distributed to Participants for propagation or study under this agreement will be assigned under the direction of the MFG Steering Committee and/or through appropriate Taxon Advisory Groups, Species Survival Plan groups, or their international equivalents. The conditions being equal, priority will be accorded to Founder Institutions.

ARTICLE VIII
Withdrawal

8.1 Manner A Participant may withdraw from the MFG at which time the Participant forfeits
all its rights and privileges under this agreement and all invested time, materials, equipment and monies.

8.2 Limitations No participant withdrawing from this Group after acquisition of live specimens may abrogate any agreement with the Government of Madagascar with respect to such specimens or its minimum three-year fiscal contribution to the MFG project.


ARTICLE IX
Amendment

This agreement may be revised or amended, pursuant to due notice, by a vote of two-thirds of the Participants and such a vote may he obtained by registered mail or telephone conference wherein such a quorum participates.

ARTICLE X
Termination

10.1 Event of Termination The Group may he terminated at any time upon the vote of two-thirds of the Participants.

10.2 Conclusion of Group Affairs Upon termination of the MFG, the participants shall wind up the affairs of the group so as to satisfy or provide for all obligations of the Group from its available funds.

10.3 Distribution of Group Property After all debts, liabilities and obligations of the Group shall have been satisfied or provided for, the Group may distribute the property of the Group, including any rights to specimens, to a qualified successor organization consistent with the purposes of the Group.

Madagascar Fauna Group
MEMBERSHIP SIGNATURE PAGE


The undersigned agrees with the Articles herein and hereby joins those institutions participating in the Madagascar Fauna Group as a ____________________________.
(Founder, Contributor, Supporter)


__________________________________________________
Signature (Director or CEO)

______________________
Date


_________________________________________________
Name, Title


_________________________________________________
Institution

I would like to designate __________________________ as our Institutional Representative and primary contact person.

E-mail of primary contact: __________________________________________________

Phone and fax numbers for primary contact: ___________________________________
phone fax

If you would like more than one person to receive mailings, e-mails and other information, please add additional name(s) and contact information below.

Please return this signature page to:
Ingrid Porton
Madagascar Fauna Group
c/o Saint Louis Zoo
1 Government Road
Saint Louis MO 63110


Dues levels range from the $10,000 founder level to $1,000 annually. To learn more about membership levels and opportunities for member involvement, e-mail the MFG.

And if you're an individual or small group, click here to learn about supporting the MFG.

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