Difference between revisions of "Bylaws"

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(Section 7 — Officers and Duties:: changed Executive Committee to Officers of the Board)
(Updated with new bylaws)
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BYLAWS OF
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Bylaws of Makers Local 256
Makers Local 256
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= ARTICLE I — NAME AND PURPOSE =
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== Section 1 — Name: ==
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The name of the organization shall be Makers Local 256. It
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shall be a nonprofit organization incorporated under the laws of the
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State of Alabama
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== Section 2 - Purpose: ==  
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=ARTICLE I — NAME AND PURPOSE=
Makers Local 256 is organized exclusively for charitable,
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==Section 1 - Name==
scientific and education purposes.
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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.
The purpose of this organization is:
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==Section 2 - Purpose==
* To explore the benefits of productivity through volunteer collaboration
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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.
* Create, Educate, and Learn
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= ARTICLEII MEMBERSHIP =
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=ARTICLE II Members=
== Section 1 Eligibility for membership: ==
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==Section 1 - Eligibility ==
* Application for voting membership shall be open to anyone that supports the purpose statement in Article I, Section 2 of the Bylaws. Membership requires completion of a membership application and statement of pledge amount. All memberships shall be granted upon a majority vote of the board.
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===Section 1.1 - Regular Members===
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Regular members must have two signatures from board sponsors on a completed membership application.  
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===Section 1.2 - Board Members===
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A member is eligible for a position of the Board of Directors if they have remained an active member for at least 3 consecutive months preceding the election.
  
* Charter Members are defined as the group of ten individuals involved in the creation of the organization.
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==Section 2 – Rights and Responsibilities of Members==
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===Section 2.1 - Regular Members===
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The organization recognizes the rights of all members to have unattended access to the organization’s facilities.  The organization also recognizes the rights of members to vote in all elections opened to regular members.  This includes, but is not limited to, election of the Board of Directors.  The organization requires members to pledge a monthly contribution which the member may change at his or her discretion.  This contribution may take the form of volunteered services to the organization if a member is unwilling or unable to pledge a monetary donation.  Members must also follow all rules set by the board pertaining to the organization’s facilities.
  
* Regular Members may have their membership revoked by a majority vote of the board.
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===Section 2.2 - Board Members===
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Board members inherit all rights and responsibilities of regular members.
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The Board of Directors shall vote on all matters concerning the acquisition or release of resources, maintenance of facilities or organization, changes to these bylaws, and membership requests.  They shall also hold at least one meeting per quarter.
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Board members determine eligibility for key access to the facilities of the organization.
  
== Section 2 — Annual dues: ==   
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===Section 2.3 - Board Officers===
=== Section 2.1 - Regular Member Pledge Amount: ===
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Officers of the Board of Directors shall be selected by the newly elected board and consist of willing board members.
Regular Members are requested to pledge an unspecified monthly amount to help cover the day-to-day expenses of running the organization. The board may accept pledges that are not monetary, such as maintaining property, advertising the organization, etc.
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Board officers may appoint a willing board member to temporarily fulfill the duties of the office in the event of their absence. Board officers may also lead a committee which fulfills the duties of the office.
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In addition to the individual tasks defined in these bylaws, the Board Officers may be assigned further tasks at the discretion of the Board of Directors.
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====Section 2.3.1 - Chairman====
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The Chairman shall be responsible for leading general and board meetings.  
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====Section 2.3.2 - Secretary====
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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 2.2 - Charter Member Pledge Amount: ===
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====Section 2.3.3 - Treasurer====
Charter Member Pledge Amounts shall be set by the Charter Members at the beginning of each fiscal year, and may be changed by a 3/4 vote of the other Charter Members during the year at a Specially called meeting of the Charter Members. Continued Charter Membership is contingent upon being up-to-date on membership pledge.
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The Treasurer shall have custody of, and be held accountable for, all funds and securities of the organization, receive and give receipts for all monetary transactions of the organization, and deposit all such monies in the name of the organization. He or she shall publish a monthly financial report.
  
== Section 3 — Rights and Responsibilities of Members: ==
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==Section 3 - Resignation and Expulsion==
Anyone who desires to be a Member must sign the Liability Release Form. The Liability Release Form may be obtained from the Secretary
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===Section 3.1 - Regular Members===
=== Section 3.1 - Regular Members: ===
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A member may be expelled from the organization at the discretion of the Board of Directors if he or she fails to observe the responsibilities of a regular member.  
* Members may vote in organization elections.
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* Members may serve on the board of the organization.
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* Members may vouch for guests, taking responsibility for the property of the organization's upon themselves.
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* Members are expected to state an intended pledge amount to help offset the costs of the organization.
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* Members may request keyed access to the organization's facilities.
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* Members are expected to follow all rules set by the board pertaining to the organization's facilities.
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=== Section 3.2 - Board Members: ===
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A member may be abruptly terminated without warning if he or she commits a criminal act upon person or property while on organization premises or at organization functions.
* Board Members shall have unattended access to the property of the organization.
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===Section 3.2 - Board Members===  
** The President, Secretary, and Treasurer shall have metal key access to the facilities of the organization.
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A member may submit a proposal to cast a revote for one or more given board positions during the elected member’s term. If this proposal is struck down by the board, a petition signed by one forth of current members will overturn this decision and invoke a public election for the given board positions.
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===Section 3.3 - Inactivity===
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A member is deemed inactive if he or she fails to provide a monthly pledged contribution for three months and shall forfeit membership.
  
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=ARTICLE III – Voting=
  
*Board members must be in the northern Alabama area.
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==Section 1 - Proposals==
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Written proposals must be submitted to a board member for sponsorship.  If sponsored, a proposal must be made publicly available for review for no less than three days before the proposal may be voted on.
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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:
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#Majority of non-abstaining nay votes will cause vote to fail.
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#Minimum two nays to reconsider proposal vote at next meeting.
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#A membership vote can only be reconsidered once. A second vote resulting in at least two "Nay" votes causes a proposal vote to fail.
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#Given less than two "Nay" votes, majority of non-abstaining "Yea" votes will cause the motion to pass.
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#Once called to vote, a motion is open for vote for five days. At the end of which, the motion passes, fails, or is reconsidered.
  
=== Section 3.3 - Charter Members: ===
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==Section 2 - Board of Directors==
* Charter Members shall have unattended access to the property of the organization.
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Elections for the Board of Directors shall occur semiannually at dates determined by the sitting Board of Directors and shall be open to all active members. Each voter shall vote “Yea” or “Nay” for each candidateThe 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.
** Charter Members shall have standard metal key access to the facilities of the organization.
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* Charter Members may Reset the Board with a 3/4 vote in favor by the Charter MembersAll previous Board members may re-run for the open Board positions after a Board Reset.  Board members must be voted in by majority after a Board Reset, candidates may not be elected by default.
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* Charter Members may serve as a Board member in addition to the already existing Board Members at any time.
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== Section 4 — Resignation and termination: ==
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=Article IV – Revisions to These Bylaws=
Any member may resign by filing a
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written resignation with the secretary. A non Charter Member
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can have their membership terminated by a majority vote of the
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membership.
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==Section 1 – Revisions==
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Proposed revisions must be submitted to the Secretary to be sent out with regular board announcements.  These bylaws may only be changed by a unanimous decision by the sitting board of directors.
  
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=Article V – Dissolution of the Organization=
  
= ARTICLE III — MEETINGS OF MEMBERS =
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==Section 1 – Dissolution==
== Section 1 — Regular meetings: ==  
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The organization may not dissolve less than 30 days from the time a proposal to dissolve passes.
Regular meetings of the members shall be held
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==Section 2 – Asset Distribution==
at minimum once quarterly, at a time and place designated by the chair.
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In the event that a movement to dissolve the organization passes, assets may be liquidized to pay off any debt the organization may have accrued. Any remaining assets of the organization must be donated to an IRS 501c3 compliant charitable, educational, or scientific endeavor.
  
At least one quarterly meeting is a Board only meeting.
 
 
== Section 2 — Annual meetings: ==
 
An annual meeting of the members shall take
 
place in the month of October, the specific date, time and location of
 
which will be designated by the chair. At the annual meeting the members
 
shall elect Board Members, receive reports on the activities
 
of the association, and determine the direction of the association for
 
the coming year.
 
 
== Section 3 — Special meetings: ==
 
Special meetings may be called by the chair or a simple majority of the board of directors. A
 
petition signed by fifty one percent of voting members may also call a special
 
meeting.
 
 
== Section 4 — Voting: ==
 
All issues to be voted on shall be decided by a simple majority of all board members. 
 
 
* Voting periods outside of meetings should be a minimum of 72 hours, and a maximum of 30 days. 
 
* If a Call to Vote is made outside of a meeting, the proposer must notify the Secretary.
 
* If a Call to Vote is made outside of a meeting, the Secretary must notify those eligible to vote via email in time to cast their votes.
 
* Proposals must be Seconded by another board member before a Call to Vote takes place.
 
 
= ARTICLE IV — BOARD OF DIRECTORS =
 
== Section 1 — Board role, size, and compensation: ==
 
The board is responsible for
 
overall policy and direction of the association, and delegates responsibility
 
of day-to-day operations to volunteers and committees. The board
 
shall have up to 10, but not fewer than 3 members.
 
* Charter Members may sit on the board as a Board Member in addition to regular Board Members.
 
* The board receives no compensation other than board approved expenses.
 
 
== Section 2 — Terms: ==
 
All board members shall serve one year terms.
 
 
== Section 3 — Meetings and notice: ==
 
The board shall meet at least quarterly, at an
 
agreed upon time and place. An official board meeting requires that
 
each board member have written notice (such as email) at least two weeks in advance.
 
 
== Section 4 — Board elections: ==
 
New board directors and current board directors shall be elected
 
or re-elected by the voting members at the annual
 
meeting.  Board Directors will be elected by a simple majority of members.
 
Votes shall be accepted at the Annual Meeting, and via internet at least 72 hours after the Annual Meeting concludes.
 
 
== Section 5 — Election procedures: ==
 
Any member can nominate a candidate to the slate of nominees.
 
 
Nominations should be submitted to the Secretary.
 
 
Elections will be held at the Annual Meeting.
 
 
The Board shall have up to 10 elected members, but no fewer than the 3 or the number of Offices.
 
 
At least 3 Board positions (or the number of offices) will be voted upon at the Annual Meeting. No more than 10 Board positions may be voted upon.
 
 
To be elected, you must have a majority of the vote. Board Positions can not be elected by default.
 
 
Votes will be accepted on paper, ballot style to be taken up and counted by the secretary.
 
 
Charter members may sit on the board as a Board Members in addition to regular Board Members at any time.
 
 
Charter members can win by default if they run unopposed.
 
 
== Section 6 — Quorum: ==
 
A quorum must be attended by at least two thirds (2/3) of board members for business transactions to take place and motions to pass.
 
 
== Section 7 — Officers and Duties: ==
 
There shall be three officers of the board, consisting of a chair, secretary and [[Treasurer]].
 
 
'''Officers shall be elected by the newly elected board.'''
 
Their duties are as follows:
 
 
* The chair shall convene regularly scheduled board meetings, shall preside or arrange for other members of the Officers of the Board to preside at each meeting.  If the chair cannot make the meeting, the Chair shall arrange for either the secretary or treasurer to preside at the meeting.
 
* 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, distributing copies of minutes and the agenda to each board member, and assuring that corporate records are maintained.
 
* The [[Treasurer]] shall make a report on finances at each board meeting. The treasurer shall chair the finance committee, assist in the preparation of the budget, help develop fundraising plans, and make financial information available to board members and the public.
 
 
== Section 8 — Vacancies: ==
 
When a vacancy on the board exists mid-term, the secretary
 
must receive nominations for new members from present board
 
members one week in advance of a board meeting. These nominations
 
shall be sent out to board members with the regular board meeting
 
announcement, to be voted upon at the next board meeting. These
 
vacancies will be filled only to the end of the particular board member's
 
term.
 
 
== Section 9 — Resignation, termination, and absences: ==
 
* Resignation from the board must be in writing and received by the Secretary. A board member shall be terminated from the board due to excess absences, more than two unexcused absences from board meetings in a year. A board member may be removed for other reasons by a three-fourths vote of the remaining directors.
 
* Resignation as a Charter Member must be in writing and received by the Secretary.  A Charter Member may be removed for other reasons by a unanimous vote of the remaining Charter Members.
 
 
== Section 10 — Special meetings: ==
 
Special meetings of the board shall be called
 
upon the request of the chair, or one-third of the board. Notices of special
 
meetings shall be sent out by the secretary to each board member
 
at least two weeks in advance.
 
= ARTICLE V — COMMITTEES =
 
== Section 1 — Committee formation: ==
 
The board may create committees as needed,
 
such as fundraising, facilities, public relations, data collection, etc.
 
The board chair appoints all committee chairs.
 
 
== Section 2 - Finance Committee: ==
 
The treasurer is the chair of the Finance
 
Committee, which may include three other board members. The Finance
 
Committee is responsible for developing and reviewing fiscal procedures,
 
fundraising plans, and the annual budget with Member volunteers and other
 
Board Members. The board must approve the budget and all expenditures
 
must be within budget. Any major change in the budget must be
 
approved by the board. The fiscal year
 
shall be the calendar year.  Annual reports are required to be submitted
 
to the board showing income, expenditures, and pending income. The
 
financial records of the organization are public information and shall
 
be made available to the membership, board members, and the public.
 
 
 
 
= ARTICLE VI — AMENDMENTS =
 
== Section 1 — Amendments: ==
 
 
* Proposed amendments must be submitted to the Secretary to be sent out with regular board announcements.
 
* These bylaws may be amended when necessary by two-thirds majority of the board of directors.
 
* Article I of the bylaws may only be amended with a unanimous vote in favor by the board of directors.
 
* A reasonable effort must be made to contact the Charter Members immediately following a proposed and seconded movement to alter Article VII of this document.
 
 
= ARTICLE VII - DISSOLUTION =
 
== Section 1 - Dissolution: ==
 
The organization may not dissolve less than 30 days from the time a proposal to dissolve passes.
 
A reasonable effort must be made to contact the Charter Members immediately following a proposed and seconded dissolution movement.
 
 
== Section 2 - Asset Distribution: ==
 
In the event that a movement to dissolve the organization passes,  assets may be liquidized to pay off any debt the organization may have accrued.
 
Any remaining assets of the organization must be donated to a charitable, educational, or scientific endeavor.
 
  
 
= CERTIFICATION =
 
= CERTIFICATION =
These bylaws were approved at a meeting of the board of directors by a two-thirds
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These bylaws were approved at a meeting of the board of directors by a unanimous vote on October 6, 2009.
majority vote on . <br><br><br>
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_________________________________________________________________ <br>
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Secretary              Date
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Revision as of 20:05, 6 October 2009

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 - Regular Members

Regular members must have two signatures from board sponsors on a completed membership application.

Section 1.2 - Board Members

A member is eligible for a position of the Board of Directors if they have remained an active member for at least 3 consecutive months preceding the election.

Section 2 – Rights and Responsibilities of Members

Section 2.1 - Regular Members

The organization recognizes the rights of all members to have unattended access to the organization’s facilities. The organization also recognizes the rights of members to vote in all elections opened to regular members. This includes, but is not limited to, election of the Board of Directors. The organization requires members to pledge a monthly contribution which the member may change at his or her discretion. This contribution may take the form of volunteered services to the organization if a member is unwilling or unable to pledge a monetary donation. Members must also follow all rules set by the board pertaining to the organization’s facilities.

Section 2.2 - Board Members

Board members inherit all rights and responsibilities of regular members. The Board of Directors shall vote on all matters concerning the acquisition or release of resources, maintenance of facilities or organization, changes to these bylaws, and membership requests. They shall also hold at least one meeting per quarter. Board members determine eligibility for key access to the facilities of the organization.

Section 2.3 - Board Officers

Officers of the Board of Directors shall be selected by the newly elected board and consist of willing board members. Board officers may appoint a willing board member to temporarily fulfill the duties of the office in the event of their absence. Board officers may also lead a committee which fulfills the duties of the office. In addition to the individual tasks defined in these bylaws, the Board Officers may be assigned further tasks at the discretion of the Board of Directors.

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, receive and give receipts for all monetary transactions of the organization, and deposit all such monies in the name of the organization. He or she shall publish a monthly financial report.

Section 3 - Resignation and Expulsion

Section 3.1 - Regular Members

A member may be expelled from the organization at the discretion of the Board of Directors if he or she fails to observe the responsibilities of a regular member.

A member may be abruptly terminated without warning if he or she commits a criminal act upon person or property while on organization premises or at organization functions.

Section 3.2 - Board Members

A member may submit a proposal to cast a revote for one or more given board positions during the elected member’s term. If this proposal is struck down by the board, a petition signed by one forth of current members will overturn this decision and invoke a public election for the given board positions.

Section 3.3 - Inactivity

A member is deemed inactive if he or she fails to provide a monthly pledged contribution for three months and shall forfeit membership.

ARTICLE III – Voting

Section 1 - Proposals

Written proposals must be submitted to a board member for sponsorship. If sponsored, a proposal must be made publicly available for review for no less than three days before the proposal may be voted on. 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. Majority of non-abstaining nay votes will cause vote to fail.
  2. Minimum two nays to reconsider proposal vote at next meeting.
  3. A membership vote can only be reconsidered once. A second vote resulting in at least two "Nay" votes causes a proposal vote to fail.
  4. Given less than two "Nay" votes, majority of non-abstaining "Yea" votes will cause the motion to pass.
  5. Once called to vote, a motion is open for vote for five days. At the end of which, the motion passes, fails, or is reconsidered.

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 active 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.

Article IV – Revisions to These Bylaws

Section 1 – Revisions

Proposed revisions must be submitted to the Secretary to be sent out with regular board announcements. These bylaws may only be changed by a unanimous decision by the sitting board of directors.

Article V – Dissolution of the Organization

Section 1 – Dissolution

The organization may 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 the organization passes, assets may be liquidized to pay off any debt the organization may have accrued. Any remaining assets of the 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.