ProposedByLaws2005 < Org

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Draft of bylaws in Open Office 1.x format and State of New Hampshire filings as a PDF. Please review and comment below.

-- Main.TedRoche - 11 Oct 2005

The "original draft text" version is below (sent out 11 Oct 2005) - the more official looking version is the .sxw version that's attached.

Bylaws Of The Greater New Hampshire Linux Users Group


   * ARTICLE 1 - NAME, PURPOSE
      * Section 1: The name of the organization shall be the Greater New Hampshire Linux Users Group.
      * Section 2: The Greater New Hampshire Linux Users Group was formed for the purposes stated in its Articles of  Agreement.
   * ARTICLE II - MEMBERSHIP
      * Section 1: Application for voting membership shall be open to any  person  that supports the purposes of the Greater New Hampshire Linux Users Group.
      * Section 2: Membership shall be granted upon a majority vote of the Board of directors and upon such conditions as the Board of Directors may impose upon all voting members as conditions of membership.
      * Section 3: The Board shall have the authority to establish and define nonvoting categories of membership.

   * ARTICLE III - MEETINGS OF MEMBERS
      * Section 1: Annual Meeting.  The date of the regular annual meeting shall be set by the Board of Directors who shall also set the time and place.
      * Section 2: Special Meetings.  Special meetings may be called by  a simple majority of the Board of Directors or their designee.  A petition signed by ten percent of the voting members may call a special meeting.
      * Section 3: Notice.  Notice of each meeting shall be given to each voting member not less than ten days before the meeting.

   * ARTICLE IV - BOARD OF DIRECTORS
      * Section 1: Board Role, Size, Composition.  The Board is responsible for overall policy and direction of the Greater New Hampshire Linux Users Group, and delegates responsibility for day-to-day operations to the Greater New Hampshire Linux Users Group's Chair of the Board.  The Board shall have up to five members and all members shall be voting members of the Greater New Hampshire Linux Users Group.  The board receives no compensation other than reasonable expenses.
      * Section 2: Meetings.  The Board shall meet at least twice a year at an agreed upon time and place.
      * Section 3: Board Elections.  Board members shall be elected by the voting  members of  the Greater New Hampshire Linux Users Group
      * Section 4: Terms.  All Board members shall serve three-year terms, but are eligible for re-election. 
      * Section 5: Quorum.  A meeting must be attended by at least three of the Board members before business can be transacted or motions made or passed.
      * Section 6: Notice.  An official Board meeting requires that each Board member have notice two weeks in advance.
      * Section 7: Officers and Duties.  There shall be three officers of the Board consisting of a Chair, a Vice-Chair, and a Secretary/Treasurer.  The officers shall be elected by the Board.  Their duties are as follows:
         * The Chair shall have general supervisory authority over the operations of the Greater New Hampshire Linux Users Group.                             
         * The Vice-Chair shall server as Chair in the absence or unavailability of the Chair and perform such duties as requested by the Chair.
         * 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 at each Board meeting.  Treasurer shall be responsible for maintaining the financial records of the  Greater New Hampshire Linux Users Group the proper handling of all funds of the  Greater New Hampshire Linux Users Group.
      * Section 8: Vacancies.  When a vacancy on the Board exists, the Board shall fill the vacancy by a majority vote.
      * Section 9. The Board may set dues schedules for voting memberships. 
   * ARTICLE V - COMMITTEES
      * Section 1: The Board may create committees as needed to fulfill the purposes of the  Greater New Hampshire Linux Users Group.
      * Section 2: Committee members may be nonvoting members of the  Greater New Hampshire Linux Users Group.
   * ARTICLE VI - AMENDMENTS
      * Section 1: These Bylaws may be amended when necessary by a  majority of the Board of Directors.  Proposed amendments must be submitted to the Secretary to be sent out with regular Board announcements prior to any meeting at which the proposed amendments are to be voted upon.
   * ARTICLE VII - RECORDS
      * Section 1: The Board shall maintain a complete record of the minutes of Board meetings , of all decisions concerning, activities of, and the financial matters of the Greater New Hampshire Linux Users Group.  The records of the Greater New Hampshire Linux Users Group shall be open for inspection, review, and copying, upon reasonable notice, by any voting member of the Greater New Hampshire Linux Users Group.

-- Main.BruceDawson - 12 Oct 2005

%COMMENT{type="below"}%

Edited and updated: Enlarged board to seven, quorum to four, merged Secretary and Vice-Chair. Dues _DO_ need to be mentioned in the by-laws... while we'll keep activities open to all attendees, IRS tax-exempt status is likely limited to dues-paying organizations. But not all members would likely need to pay dues, just those who want to vote in the matters affecting the non-profit organization, like the by-laws, contributions and expenses. Everyone else is an associate member with no dues obligations. This is just a proposal, more discussion on this is needed, likely at an organizational meeting. Finally, re: with the old phrasing, bylaw amendment: the general membership must be notified in advance, and 10% can call a special meeting if there is an objection. I've changed that to voting membership, but a slippery slope results. The board is going to need to define what voting membership consists of before we can go much further with this. A second point for further discussion, I think.

-- Main.TedRoche - 05 Aug 2006



I.2: What are the "Articles of Agreement" - they seem pretty important since they state the purpose of the group.

IV.1: I'm not sure I want the Board to be limited to just 5 members.

IV.7: I don't see a need for a Vice-Chair, so I suggest we eliminate that position. The Secretary can serve in the absense of the Chair.

IV.9: Do we need to mention dues in the By-Laws?

VI: I would like to have the voting membership vote on changes to the by-laws - not just the the board.


-- Main.BruceDawson - 12 Oct 2005

I.2 A: The Articles of Agreement are the PDF located in the list of attachments below. I'll post it to an ProposedArticlesOfAgreement Topic.

-- Main.TedRoche - 21 Oct 2005

Attachments

Topic attachments
I	Attachment	History	Action	Size	Date	Who	Comment
odt	GNHLUG_Bylaws.odt	r1	manage	13.8 K	2006-08-05 - 17:07	TedRoche	ODF format, Second draft re comments above 5-Aug-2006
pdf	gnhlugNHregistration.PDF	r1	manage	106.2 K	2005-10-11 - 16:08	TedRoche	Registration with State of NH as a non-profit
sxw	gnhlugbylaws.sxw	r1	manage	8.0 K	2005-10-11 - 16:10	TedRoche	Draft of GNHLUG bylaws, October 2005

Topic revision: r8 - 2007-08-22 - BenScott

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