BYLAWS OF IDAHO PERSONAL COMPUTER USERS GROUP
April 26, 2007 Board Approved Bylaws
The name of this organization shall be the IDAHO PERSONAL COMPUTER USERS GROUP and referred to herein as the IPCUG.
The purpose of the IPCUG is to educate and provide information of a timely nature to personal computer users both within the membership and the Idaho PC-user community at large. The IPCUG will operate within IRS’
501(c) (3) guidelines as a non-profit organization.
- Membership shall be open to all persons. A membership by one member in good standing shall include all members of that household, with two votes per family in matters of business brought before the general membership so long as there are two family members present at the time of voting.
- A corporate or other sustaining membership provides the following benefits but carries no voting rights in the business of the IPCUG: Recognition as a Sustaining or Corporate member with a Certificate of Membership, receive 2 printed copies of the newsletter each month, and be given a spot on the “friends” page in the IPCUG newsletter describing the business or purpose of the organization.
- Dues shall be recommended by the Board of Directors with approval of a simple majority of members present at the next general meeting.
- The general public is welcome to attend meetings as visitors.
NOMINATIONS, ELECTIONS, AND BOARD OF DIRECTORS
- The elected positions of the IPCUG shall consist of President, Vice President, Secretary, Treasurer and (5) five Directors, which shall be elected from the general membership.
- Elections will be held annually, during the general meeting in September. Nominations will be opened during the July general meeting and held open until formal closing at the September general meeting.
- If more than one person is nominated for an office, the elections shall be held by secret ballot.
- Elected officers will take office at the close of the meeting at which they are elected.
- The Board of Directors will consist of the President, Vice President, Secretary and Treasurer and the (5) five Directors; for a total of nine. A majority of the board (5) will constitute a quorum to conduct business.
- The normal term of office for President, Vice President, Secretary and Treasurer is one year, or will run until formal elections are held and new officers elected. (2) Two of the Directors are elected for 1-year terms; (3) Directors are elected for staggered 3-year terms.
- Vacancies on the Board of Directors shall be filled by majority vote of the remaining Board of Directors.
- Any Director or Officer elected by the members may be removed for a just cause by a two-thirds vote of the membership present at a general meeting or one specially called for that purpose. A Director or Officer shall be notified with all due diligence 15 days prior to the meeting of the vote to be taken.
- In an effort to promote more membership participation and build leadership, no elected Officer or Director may hold the same position for more than 3 consecutive years, unless there is no one willing or available for nomination to fill the position being vacated under this Bylaw Section.
DUTIES OF BOARD OF DIRECTORS AND OFFICERS
- The Board of Directors shall:
- Be responsible for all properties and the management of the IPCUG subject to the will of the membership.
- Certify for payment by the Treasurer all proper bills of the IPCUG.
- Handle the business affairs of the IPCUG.
- The President shall:
- Preside at all meetings.
- Be responsible for promoting membership in the IPCUG.
- Call Special Meetings and serve as Chairman of the Board of Directors.
- Serve as the designated representative of affiliated groups, or appoint a representative with the voting power of the membership in the business of the affiliated group, and report back to the IPCUG Board on the activities of the affiliated group.
- The Vice President shall:
- Perform as Program Chairman in arranging for presenters and content at the General Meetings of the IPCUG.
- Perform the duties of the President in his/her absence.
- Serve on the Board of Directors.
- Perform such other duties as assigned by the Board.
- The Secretary shall:
- Serve on the Board of Directors and keep the minutes of all General Membership and Board meetings.
- Record membership and visitor attendance at each general meeting.
- Minutes of all meetings shall be made available to all Board Members and the Newsletter Editor within (10) ten days of any regular or special meeting. Distribution of the minutes will be by e-mail where possible and by postal mail to those not having e-mail addresses.
- The prior month’s Board Meeting minutes and current month General Meeting minutes shall be read and approved at the monthly Board Meeting in accordance with Robert’s Rules of Order.
- Handle membership correspondence and in the absence of the treasurer, collect dues and record memberships.
- Perform such other duties as assigned by the Board.
- The Treasurer shall:
- Keep an accurate account of all financial transactions of the IPCUG and prepare a monthly report to the Board.
- Be responsible for all IPCUG funds and receive and disburse money.
- Collect dues and record all membership activity in the IPCUG database.
- Meet with the Secretary or other Board Member at the conclusion of the General Meeting for purpose of tallying the monies received at the meeting and jointly be signatory to a ledger itemizing those receipts.
- Funds of the IPCUG shall be deposited in a bank or savings and loan association in the name of the IPCUG (Idaho Personal Computer Users Group). The checking account shall be established so that monies may be withdrawn by signature of either the President or the Treasurer. The payee shall not be the payor.
- Present an annual financial report as of August 31.
- Serve on the Board of Directors and perform such other duties as assigned by the Board.
The Board of Directors may from time to time designate such committees as it shall desire, and may establish the purposes and powers of each such committee. Committee Chairpersons will be selected and approved by the Board. An incumbent Chairperson can be removed for just cause but such removal requires three-quarters approval of the quorum of the Board members present. The Chairperson being removed shall be notified with all due diligence 15 days prior to the meeting of the vote to be taken. Committee Heads will report to the President. The President shall keep the Board informed of the Committee’s status. Standing committees shall be as follows.
- Newsletter Editor. The Newsletter Editor shall be responsible for news items, assembly and final layouts of the monthly newsletter.
- Disk of the Month Chairperson. The purpose of the DOM Chairperson is to create a disk to sell at the monthly General Meetings. This may be freeware, shareware, or other items at their discretion that may be of interest to the membership. The Chairperson shall be responsible for the promotion and sales of the disk with all proceeds going to the IPCUG treasury.
- Publicity Chairperson. The Publicity Chairperson shall provide promotional support, develop and maintain community awareness, develop and put out group brochures and track such, control inventory of brochures and extra newsletters and order more supplies as needed with Board approval.
- Nominating Committee. The Nominating Committee shall have (3) three members appointed by the Board prior to the July General Meeting. The purpose of the Nominating Committee is to find nominees for candidates for the office of President, Vice President/Program Chairperson, Secretary, Treasurer and three Directors. Nominations shall also be permitted from the floor. Election of Directors and Officers shall be by the majority vote of all Members present at the September General Meeting.
- Website Master. The Webmaster shall be responsible for design, maintenance, and updating of the IPCUG website.
- Regular Board Meetings shall be held each month at a time and place designated by the Board of Directors. All Board Meetings shall be open to the general membership.
- Regular General Meetings of the Membership shall be held each month at a time and place designated by the Board of Directors. All Regular Meetings shall be open to the general membership and visitors. The members present at any regular General Meeting shall constitute a quorum for the purposes of conducting business.
- Special Meetings may be called at any time by the President with at least a week’s notice.
- Robert’s Rules of Order shall govern the proceedings of all meetings, except where inconsistent with the Bylaws of the IPCUG.
- Property or equipment purchased by the IPCUG with IPCUG funds shall be known as IPCUG property. In the event the IPCUG dissolves, IPCUG property and funds shall be transferred to such federally recognized organizations as designated by agreement of the remaining members. This is done after all debts of IPCUG are settled. Recipients must be federally recognized 501(c)(3) non-profit funds, foundations, or corporations, which have established its tax exempt status under Internal Revenue Code’s 501(c)(3) rules.
- No part of the net earnings of the IPCUG corporation shall inure to the benefit of, or be distributed to its members, trustees, officers or other private persons, except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of its exempt purposes as set forth above.
- No substantial part of the activities of the corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate in, or intervene in any political campaign on behalf of or in opposition to, any candidate for public office.
- Notwithstanding any other provisions of these Articles, the corporation shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from Federal Income Tax under section 501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provisions of any future Internal Revenue Law) or (b) by a corporation contributions to which are deductible under section 170(c)(2)
- Any expenditure or commitment of more than $200 valuation must receive prior approval by the vote of the membership. For the purposes of this section, an expenditure or commitment shall be defined as a single invoice or receipt, where the total amount exceeds $200.
- The fiscal year shall be from September 1 to August 31, inclusive. All financial accounting shall be rendered on this basis.
- All books and records of the IPCUG may be inspected by any member at a time designated by the Board upon request and pursuant to the timely production of those records.
- Committee chairpersons or committee members may hold an elected office on the Board of Directors.
- These Bylaws may be amended by submission in writing of a proposed amendment at any regular or special meeting of the IPCUG. The proposal shall be received and acted upon at the next regular meeting of the IPCUG.
- A two-thirds majority vote of the members present at that meeting shall be required to adopt or reject the amendment.
- Written notice of the meeting containing the proposed amended Bylaws will be made by publication in the Newsletter mailed or sent (5) five days prior to the general meeting at which the amended Bylaws are to be voted on.