HCoop Git - hcoop/zz_old/ikiwiki/blob - HcoopBylaws.mdwn

   1 #pragma section-numbers off
   2
   3 = Article 1. Name and Purpose =
   4
   5 Section 101. The name of the Corporation shall be "HCOOP, Inc."
   6
   7 Section 102. The purpose of the Corporation shall be to provide
   8 Internet hosting services for the mutual benefit of its members.
   9
  10 = Article 2. Membership =
  11
  12 Section 201. Membership in the Corporation shall be open to any
  13 individuals who are able to meet the requirements of
  14 membership.
  15
  16 Section 202. Membership shall be granted by a majority vote by the
  17 board.
  18
  19 Section 203. Each member shall have an equal vote in all general
  20 membership decisions, and shall have an ownership interest in the
  21 Corporation in proportion to the total amount of the member's business
  22 with the Corporation since its incorporation.
  23
  24 Section 204. Before admission to the Corporation, a member shall make a deposit of money in an amount specified by Corporation policy.  This deposit
  25 shall be returned to a member in good standing upon termination of
  26 membership, less any outstanding obligations of a member to
  27 the Corporation, as determined by the board.
  28
  29 Section 205. Members shall be charged monthly dues and any other
  30 expenses delineated in the Corporation's policies as determined by
  31 the board.
  32
  33 Section 206. Members may voluntarily terminate their memberships at
  34 any time by notifying the President of their intentions.
  35
  36 Section 207. A member may be expelled for cause by a two-thirds vote
  37 of the membership.  Such a vote must be called by the board of directors.
  38
  39 Section 208. The board may, by majority vote, expel any member who
  40 maintains outstanding debt to the Corporation for three consecutive months or more.
  41 This means that the member has paid less than the total dues owed to
  42 date.
  43
  44 Section 209. Termination of membership, whether voluntary or
  45 involuntary, does not excuse a person's outstanding obligations or
  46 debts to the Corporation.
  47
  48 Section 210. The board may suspend a member's privileges, other than
  49 the privilege to attend and vote in meetings, by majority vote at any time pending a vote on
  50 expulsion.
  51
  52 = Article 3. Board of Directors =
  53
  54 Section 301. The board shall consist of three members of the
  55 Corporation, and shall serve for terms of one year.
  56
  57 Section 302. Board elections shall be held prior to the end of the
  58 previous board's term.  Only members in good standing may run as candidates in board elections.  Each member may vote for up to three
  59 candidates.  The three candidates receiving the most votes shall serve
  60 in the new board.  In case of ties, run-off elections
  61 shall be held with the candidates whose votes are tied.
  62
  63 Section 303. Boardmembers may voluntarily resign their positions at
  64 any time.
  65
  66 Section 304. Any boardmember may be removed by a two-thirds majority
  67 vote of the general membership at any time.
  68
  69 Section 305. Any vacancy in the board shall be filled as
  70 soon as possible by a special membership election.
  71
  72 Section 306. Boardmembers shall receive no compensation beyond reimbursement for expenses incurred in performing their duties.
  73
  74 Section 307. The board shall have regular meetings scheduled at least
  75 four times per year, and special meetings as often as necessary.
  76
  77 Section 308. The board shall vote to choose officers from the board of
  78 President, Treasurer, and Secretary.  Individual boardmembers may
  79 serve multiple roles except no boardmember may be both Treasurer and
  80 Secretary.
  81
  82 Section 309. The President shall preside over all meetings and
  83 maintain order.
  84
  85 Section 310. The Treasurer shall handle the Corporation's financial
  86 matters, including preparing financial reports, writing checks,
  87 receiving member deposits and dues, and maintaining detailed financial
  88 records of the Corporation's business with members. The Treasurer
  89 shall submit a proposed budget in December for the following year, and
  90 shall be responsible for filing government tax forms.
  91
  92 Section 311. The Secretary shall be responsible for keeping the
  93 Corporation's records.  The Secretary shall keep logs and minutes for
  94 all meetings, as well as copies of all official Corporate documents.
  95
  96 = Article 4. Decision-making =
  97
  98 Section 401. All meetings, whether of the board or the general
  99 membership, shall be open to the entire membership.  When possible
 100 these meetings should also be open for the general public to observe.
 101
 102 Section 402. All votes shall be made with a public ballot, with the
 103 results of the vote recorded in the minutes of the next board meeting.
 104
 105 Section 403. Decisions by the membership as a whole shall be accomplished through a voting system established by the board.  Any member may initiate a vote, which must be announced to the entire membership.  Members shall have one week from the time of announcement to cast votes on the issue.  Vote results shall be determined based on the proportion of "Yes" votes out of total non-abstention votes cast, not out of the entire membership.  The vote result shall only be binding if a quorum of twenty percent of the total membership votes on the issue.
 106
 107 Section 404. Members who are not board members are only permitted to call potentially binding votes on revising the bylaws and removing board members.
 108
 109 Section 405. The board may revise the Corporation's policies by
 110 majority vote at any board meeting.  The Secretary is responsible for
 111 keeping and publishing up-to-date editions of the Corporation's
 112 policies.
 113
 114 = Article 5. Amendment =
 115
 116 Section 501. The bylaws of the Corporation may be amended by a
 117 two-thirds vote of the Corporation's membership.
 118
 119 = Article 6. Dissolution =
 120
 121 Section 601. Upon dissolution of the Corporation, all assets remaining
 122 after the Corporation's liabilities are met shall be distributed among
 123 all current and former members in accordance with IRS regulations and
 124 statutory requirements for Internal Revenue Code Section 501(c)(12)
 125 cooperatives. The board shall be responsible for the liquidation and
 126 distribution of all such assets.
 127
 128 Section 602. Termination of membership for any reason shall not
 129 forfeit a member's established ownership rights and interests in the
 130 Corporation.
 131
 132 ----
 133
 134  A static copy of the latest revision is always available at [http://hcoop.net/board/bylaws.html] along with text versions and prior revisions.