Bylaws 2024 CoC Rework

Bylaws of Makers Local 256

ARTICLE I — Name and Purpose

Section 1 - Name

The name of the organization shall be Makers Local 256. Makers Local 256 shall be a nonprofit organization incorporated under the laws of the State of Alabama.

Section 2 - Purpose

Makers Local 256 is organized exclusively for charitable, scientific and education purposes. In addition to exploring the benefits of productivity through volunteer collaboration, the organization’s primary objectives are to create, educate, and learn.

ARTICLE II — Members

Section 1 - Eligibility

Section 1.1 - General Members

A General Member is a person that has successfully applied for membership in this organization and been inducted into the membership.

A person is eligible to be a General Member if they have two signatures from board sponsors on a completed membership application.

Induction in to the membership is complete when the person's membership Proposal passes as per the Proposal voting rules.

Section 1.2 - Board Members

A Board Member is a General Member that is on the Board of Directors of this organization.

A General Member is eligible for a position of the Board of Directors if they have remained a member of this organization for at least 3 consecutive months immediately preceding the election.

Induction into the Board of Directors is complete when the member is confirmed as per the Board of Directors voting rules.

Section 1.3 - Board Officers

A Board Officer is a Board Member that has volunteered and been chosen for fulfilling the position of an Officer of the Board of Directors of this organization.

A Board Member is eligible to be an Officer of the Board of Directors.

Section 2 – Rights and Responsibilities

Section 2.1 - Non-Members

A Non-Member must adhere to the organization Code of Conduct.

A Non-Member's organizational rights and responsibilities are subject to modification by the Code of Conduct Resolution Procedure.

A Non-Member may submit Code of Conduct violation reports.

Section 2.2 - General Members

A General Member inherits all rights and responsibilities of a Non-Member.

A General Member must pledge a monthly contribution which they may change at their discretion by notifying the treasurer of this organization. This contribution may take the form of approved volunteered services to this organization if the General Member is unwilling or unable to pledge a monetary donation.

A General Member may have unattended access to this organization’s facilities.

A General Member may vote in all elections opened to General Members including election of the Board of Directors.

A General Member may resign from the organization's membership at any time by notifying the Board of Directors.

Section 2.3 - Board Members

A Board Member inherits all rights and responsibilities of a General Member.

A Board Member may hold one permanent Board Officer position.

A Board Member may hold any number of semi-permanent Board Officer positions.

A Board Member may resign from the Board of Directors at any time by notifying the Board of Directors.

The Board of Directors shall vote as necessary on matters not delegated to a Board Officer. Such matters could include but are not limited to the acquisition or release of resources, maintenance of facilities or organization, changes to these bylaws, and membership requests.

The Board of Directors shall hold at least one meeting per quarter.

The Board of Directors shall fill permanent Board Officer vacancies as soon as possible.

The Board of Directors may fill semi-permanent Board Officer vacancies at their discretion.

Section 2.4 - Board Officers

A Board Officer inherits all rights and responsibilities of a Board Member.

A Board Officer may lead a committee composed of members of this organization which fulfills the duties of the office.

A Board Officer may resign from their officer position at any time by notifying the Board of Directors.

Additional rights and responsibilities of a Board Officer vary depending on the Board Officer position held.

Semi-permanent Board Officer positions may be created and destroyed via proposals. Semi-permanent officer creation proposals shall contain the name of the position and a description of duties to be fulfilled by the position. Semi-permanent officer positions are not required to be filled during all board terms.

The permanent Board Officer positions which exist as part of this organization's Board of Directors are Chairman, Secretary, and Treasurer.

Section 2.3.1 - Chairman

The Chairman shall be responsible for leading general and board meetings.

Section 2.3.2 - Secretary

The Secretary shall be responsible for keeping records of board actions, including overseeing the taking of minutes at all board meetings, sending out meeting announcements, and assuring that corporate records are maintained.

Section 2.3.3 - Treasurer

The Treasurer shall have custody of and be held accountable for all funds and securities of the organization.

The Treasurer shall receive and give receipts for all monetary transactions of the organization and deposit all such monies in the name of the organization.

The Treasurer shall publish a monthly financial report.

Section 3 - Corrective Action

Section 3.1 - Code of Conduct

The Code of Conduct and Code of Conduct Resolution Procedure must be posted publicly.

The Code of Conduct and Code of Conduct Resolution Procedure may be created or altered using the Proposal process.

The corrective actions determined by the Code of Conduct Resolution Procedure can include but are not limited to modification of member rights, revocation of membership, temporary or permanent ban, and removal from the Board of Directors.

The method for reporting of Code of Conduct violations is specified as part of the Code of Conduct Resolution Procedure.

Section 3.2 - Non-Members

A non-member may face corrective action if they fail to adhere to the Code of Conduct on organization premises, at organization functions, or when using organization services. The relevant corrective action will be decided by the Board of Directors via the Code of Conduct Resolution Procedure.

Section 3.3 - General Members

A General Member may face corrective action if they fail to adhere to the responsibilities of a General Member. The relevant corrective action will be decided by the Board of Directors via the Code of Conduct Resolution Procedure.

Section 3.4 - Board Members

A Board Member is subject to corrective action as a General Member.

Section 3.4 - Board Officers

A Board Officer is subject to corrective action as a Board Member.

ARTICLE III – Voting

Section 1 - Proposals

Written proposals may be submitted to a Board Member for sponsorship. If sponsored, a proposal must be made available to the membership of this organization for review for three days before the proposal comes up for a vote.

Proposals shall be voted upon by the Board of Directors. The methods for determining the result of proposal vote with the exception of bylaws amendments are as follows:

1. Two or more nay votes cause the proposal to fail.
2. Yea votes failing to exceed nay votes causes the proposal to fail.
3. Once called to vote, a proposal is open for vote for five days or until further votes can not affect the outcome. At this time, the proposal passes or fails.

Section 2 - Board of Directors

Elections for the Board of Directors shall occur semiannually at dates determined by the sitting Board of Directors and shall be open to all General Members. Each voter shall vote “Yea” or “Nay” for each candidate. The number of "Yea" votes for a candidate must exceed fifty percent of votes cast for the candidate to be elected. When the election results are confirmed and announced, the board seats are vacated and assumed by the newly elected members.

Section 3 - Board Officers

Board Officers shall be selected by the Board of Directors by simple majority vote for each Board Officer position.

Article IV – Revisions to These Bylaws

Section 1 – Revisions

Proposed revisions to these bylaws must follow the same process as a Proposal with one exception; one or more votes in the negative will cause a Proposal which includes changes to these bylaws to fail.

Article V – Dissolution of the Organization

Section 1 – Dissolution

The organization shall not dissolve less than 30 days from the time a proposal to dissolve passes.

Section 2 – Asset Distribution

In the event that a movement to dissolve this organization passes, this organization's assets shall be liquidated to pay off any outstanding debt if necessary. Any remaining assets of this organization must be donated to an IRS 501c3 compliant charitable, educational, or scientific endeavor.

CERTIFICATION

These bylaws were approved at a meeting of the board of directors by a unanimous vote on October 6, 2009.