Cyberspace Communications Bylaws

Feb 5 06:06 UTC 1996

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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.  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 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 more
       votes were cast in favor than against, except as provided
       or bylaw amendments.
 
   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, a 3/4 majority voting in favor
   of the change is required.
 
 
       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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 History of Amendments:
 
 January 12, 1995:  Articles 4d, 4e, 5b, and 7  (eliminating quorum
                    criteria)