Cyberspace Communications Bylaws

Sep 20 14:03 UTC 1994

 
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               Cyberspace Communications / Grex Bylaws
    
        PREAMBLE
    
     It is the objective of this organization to provided an
     open-access computer conferencing system for the education,
     intellectual enrichment, and entertainment of its users through
     the peaceable interchange of information and ideas.  To this end,
     we establish these bylaws for the governance of the
     organization.
    
    
        ARTICLE 1:  NAME
    
     This organization shall be known as "Cyberspace Communications".
     The computer conferencing system provided by the organization is
     known as "Grex".
    
    
        ARTICLE 2:  MEMBERSHIP
    
     a.  Anyone supporting the goals and objectives of this organization
         as enumerated in the Preamble, and who agrees to abide by
         these bylaws and pay dues, is eligible for membership.
    
     b.  To be eligible to vote, a person must be a current member and
         have paid a minimum of three months dues.
    
    
         ARTICLE 3:  BOARD OF DIRECTORS
    
     a.  The Board of Directors (BOD) shall consist of seven members
         of Grex, and shall include a chairperson, a secretary, and a
         treasurer.
    
     b.  The BOD shall maintain an awareness of and discuss issues
         relevant to Grex's status and (excepting issues whose
         discussion might compromise system security) shall keep the
         users informed of these issues.
    
     c.  The BOD shall make decisions related to system maintenance,
         staff responsibilities and appointments, and issues related
         to daily business.
    
     d.  The BOD shall hold face-to-face meetings on a regular,
         bimonthly basis, and in addition may hold special meetings if
         necessary.  A quorum consists of five BOD members.
    
     e.  The time, place, and agenda of each BOD meeting shall be
         publicized one week in advance of the meeting, or as soon
         thereafter as feasible.  Meetings shall normally be open to
         all users of Grex, except that portions of meetings dealing
         with sensitive system security or personnel issues may be
         held in closed executive session.
    
     f.  The chairperson is reponsible for calling BOD meetings and
         organizing the agenda.  For the purposes of incorporation
         papers, the chairperson shall also be known as the
         president.
    
     g.  The secretary shall take minutes at all BOD meetings and
         make them available to the users of Grex in a timely fashion,
         shall maintain an up-to-date list of all officers, members,
         and staff, and shall handle routine correspondence.
    
     h.  The treasurer shall collect all dues and other monies and
         deposit them in the organization's checking account, shall
         pay all bills by check, shall keep records of all trans-
         actions, and shall publicly post a monthly financial report.
    
     i.  The BOD may establish committees as they deem necessary.
    
    
         ARTICLE 4:  ELECTIONS AND TERMS OF OFFICE
    
     a.  BOD members shall be elected to two-year terms, that begin
         on January 1 of each year.  Terms of office shall be
         staggered, with 4 board positions being filled beginning in
         even-numbered years and 3 in odd-numbered years.
    
     b.  Upon serving two consecutive terms on the BOD, a person must
         vacate the BOD for one year before being eligible to serve
         again.
    
     c.  If an office is vacated before expiration of its term, an
         election to fill the vacancy shall take place within three
         months.  A partial term so created of six months or less will
         not count toward the two-consecutive-term limitation.
    
     d.  Nominations will be submitted by November 15th and elections
         held between the 1st and 15th of December for terms to
         commence January 1st.  2/3 of the membership must vote for
         the election to be valid.  The nominees receiving the most
         votes will be appointed to the BOD.
    
     e.  A BOD member shall be removed from office if they resign,
         not be available for meetings or respond to BOD
         communications for a period of four months, or be voted out
         of office by a vote of the membership, with 2/3 of the
         membership voting and 3/4 of the ballots cast in favor of
         removal.
    
    
         ARTICLE 5:  VOTING PROCEDURES
    
     a.  Any member of Grex may make a motion by entering it as the
         text of a discussion item in a computer conference on Grex
         designated for this purpose.  The item is then used for
         discussion of the motion.  All Grex users may participate in
         the discussion.  No action on the motion is taken for two
         weeks.  At the end of two weeks, the author may then submit a
         final version for a vote by the membership.  The vote is
         conducted on-line over a period of ten days.
    
     b.  A motion will be considered to have passed if, and only if,
         at least 50% of the membership has cast a ballot, and more
         votes were cast in favor than against.
    
     c.  For voting purposes, a day will run midnight to midnight.  In
         the event of continuous system downtime of 24 hours or more,
         the voting period will be adjusted to compensate.
    
    
         ARTICLE 6:  DUES
    
     a.  Membership dues are $60 per year or $6 per month.
    
     b.  The fiscal year shall begin on January 1 of each year.  The
         incumbent treasurer shall close the books prior to this
         date.
    
     c.  The BOD shall be responsible for keeping the membership
         informed as to Grex's financial status.  Should circumstances
         warrant a change in membership dues, the membership will be
         notified and the issue discussed and put to a vote according
         to the procedures of Article 5.
    
     d.  Dues paid to cover a membership of two years or less will
         not be affected by an increase in dues.
    
    
         ARTICLE 7:  AMENDMENTS TO THE BYLAWS
    
     Amendments to these bylaws may be proposed and voted upon at any
     time according to the procedures of Article 5a.  In order for a
     proposed amendment to take effect, 2/3 of the membership must
     vote, with a 3/4 majority voting in favor of the change.
    
    
         ARTICLE 8:  DISSOLVEMENT
    
     In the event the membership is unable to support Cyberspace
     Communications, all property belonging to the club shall be
     sold.  The remaining cash assets, after paying final bills, shall
     be donated to a charitable organization, as determined by the
     BOD.  All elected officers shall then be released from their
     obligations and the corporation dissolved.
    
    
         ADDENDUM
    
     It is understood that it may not be feasible to hold the first
     election for the Board of Directors by the dates specified in
     Article 5.  An election for the initial Board of Directors shall
     be held within 90 days of the adoption of these bylaws.  All
     seven BOD positions will be filled in this election, with the
     four candidates receiving the most votes having two-year terms
     and the next three candidates one-year terms.
  
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