Rev. 6 Adopted 11/1/1995

ARTICLE I - Name

This organization shall be known as the COMMODORE USERS GROUP OF KANSAS CITY and shall be referred to in these By-Laws as the GROUP.

ARTICLE II - Purpose

The purpose and objective of the GROUP is to provide information on and promote the use of personal computers by such means as publications, meetings, seminars, workshops, and other such educational activities for the benefit of members and guests, and to perform any lawful activity necessary to the accomplishment of these purposes. The GROUP shall focus on those personal computers formerly manufactured by Commodore Business Machines, Inc.

ARTICLE III - Membership

Section I - Regular

Any person, company, corporation or other such entity, actively interested in the purpose of the GROUP as set forth in Article II and complying with the provisions of these By-Laws, including Article VIII relative to dues, may become a member.

Section 2 - Special

Special memberships with limited privileges (e.g., Bulletin Board access only) may be granted by the BOARD under terms defined by the BOARD.

Section 3 - Honorary

Honorary membership may be granted by a majority vote of the BOARD to any person who has made a significant contribution to the cause of computer education to the GROUP or the public. The rights and privileges of Honorary members shall be determined by a majority vote of the BOARD. Honorary memberships will extend for one year from the date the honorary membership was granted to the person selected. Honorary membership does not preclude the individual from also establishing or maintaining a regular membership in the GROUP.

Section 4 - Reciprocal

Reciprocal membership may be granted by a majority vote of the BOARD to any organization.

Section 5 - Termination of Membership

Membership in the GROUP may be terminated due to:
a. The non-payment of dues.
b. Unauthorized duplication or distribution of copyrighted software.
c. Conduct injurious to the GROUP as determined by a committee, headed by the Officer-at-Large, not to exceed seven and no fewer than three members.

ARTICLE IV - Government

Section 1

The affairs of the GROUP shall be governed by the officers, chosen from its membership and referred to as the BOARD.

Section 2

This BOARD shall consist of five elected officers: President, Vice-President, Secretary, Treasurer, Officer-at-Large; and three appointed officers: Librarian, Publisher, and Sysop. Each shall serve a term of one year. The appointed officers shall be nominated by the BOARD and confirmed by the members.

Section 3

The BOARD may delegate duties and responsibilities to the individual members of the BOARD or other members of the GROUP as may be selected by the BOARD at such times and for such duties and responsibilities as are designated by the BOARD; but no such person shall be appointed to serve in that capacity for more than one year, although that person may be reappointed for one or more additional terms.

Section 4

The BOARD shall have control over the affairs of the GROUP, subject to the limitations prescribed in these By-Laws.

Section 5

A meeting of the BOARD shall be held with the presence of four members of the BOARD constituting a quorum. Reasonable notice of the time and place of each meeting shall be given to the members of the BOARD in such a manner as selected by the BOARD, except that a meeting of the BOARD may be called in conjunction with any regular meeting of the GROUP without advance notice.

Section 6

An act of the majority of the BOARD shall be an act of the BOARD which shall be considered an act of the GROUP.

Section 7

The BOARD may at any time fill any vacancies in the membership of the BOARD. The person so named shall hold that office until the expiration of the normal term of office of the person replaced.

ARTICLE V - Officers

The members of the GROUP shall also act as the officers of the GROUP and the officers shall be designated with the following titles and responsibilities.

a. President

The office of President shall act as president of the BOARD and shall preside over monthly meetings of the GROUP, chair executive meetings, represent the GROUP in dealings with outside agencies, keep the BOARD and committees working toward the goals of the GROUP and transact such other business on behalf of the BOARD as directed by the BOARD. The President shall have the authority to sign checks of the GROUP as an alternate to the Treasurer.

b. Vice-President

The office of Vice-President shall perform all functions that may be delegated by the President and act in the place of the President in the event of his inability to do so. The Vice-President shall further act as program chairperson and be in charge of the annual elections of the GROUP.

c. Treasurer

The office of Treasurer shall have the duties of handling the financial affairs of the GROUP including maintenance of the bank account. The Treasurer shall manage and administer the finances and other routine business of the GROUP. The Treasurer shall receive and record all payments and dues, assessments, contributions, as well as other income of the GROUP, and shall maintain such records as necessary to permit a biannual audit to be performed and shall make such reports to the organization as necessary to keep the members of the GROUP advised of the financial status of the GROUP. The Treasurer shall keep a list of all major GROUP assets and shall make that list available for perusal by the membership upon reasonable request. The Treasurer shall provide a report at each meeting of the BOARD listing all income, disbursements and current treasury balance. The Treasurer shall be empowered to pay bills under conditions set by the BOARD. The GROUP checking account shall be controlled by the Treasurer.

d. Secretary

The office of Secretary shall maintain complete chapter records, not otherwise directed to be kept by other officers, including minutes of the meetings of the BOARD and of the meetings of the GROUP and shall maintain the membership files of the GROUP. If considered necessary by the BOARD, the office of Secretary and Treasurer may be held by the same person, and that person shall have only one vote on the BOARD.

e. Officer-at-Large

The Officer-at-Large shall keep order at all official GROUP meetings and functions. He shall also use the list of members in good standing provided by the Secretary to verify membership and greet new members at the door at general meetings. The Officer-at-Large shall also perform additional duties as requested by the BOARD.

f. Librarian

The office of Librarian shall be responsible for maintaining all GROUP libraries. The Librarian shall be selected as described in Article IV and shall serve at the pleasure of the BOARD. The Librarian shall have full voting privileges as a member of the BOARD and may appoint assistants as needed.

g. Publisher

The office of Publisher shall be responsible for all mailing and printing of the GROUP as is required. The Publisher shall also act as editor for all GROUP publications. The Publisher shall be selected as described in Article IV and shall serve at the pleasure of the BOARD. The Publisher shall have full voting privileges as a member of the BOARD and may appoint assistants as needed.

h. SYSOP (BBS System Operator)

The SYSOP shall be responsible for the maintenance and operation of the club computer bulletin board system. The SYSOP shall be selected as described in Article IV and shall serve at the pleasure of the BOARD. The SYSOP shall have full voting privileges as a member of the BOARD. The SYSOP may also serve in any of the other positions on the BOARD, but that person shall have only one vote on the BOARD.

ARTICLE VI - Nominations and Elections

Section 1

The officers of the GROUP shall be elected from the list of regular members in good standing at the time of the election. Any challenges to this list shall be resolved by a majority vote of the BOARD. All officers shall hold office for a period of one year.

Section 2

Elections shall be held annually during the fourth quarter of the year at a time to be fixed by the BOARD. The Vice-President shall be in charge of conducting the elections.

Section 3

a. On the meeting two months prior to annual election the Secretary shall submit to the GROUP the list of members entitled to vote in the annual election by posting it in a prominent place at the meeting and noting the place to the membership. The Publisher shall also print this list in the newsletter mailed prior to this meeting.

b. Nominations for the BOARD shall be received by the President and noted by the Secretary at this GROUP meeting. Further nominations shall be accepted by mail for an additional ten days following this meeting.

Section 4

a. The ballot shall be on paper not easily duplicated and consist of a listing of each office, under which shall be listed the nominees. Each nominee has the option of providing the Publisher with a brief statement or biography to be included with the ballot. Any such material must be received by the Publisher according to the limitations and deadlines specified by the Publisher.

b. The ballots may be voted at the election meeting or by mail. Ballots returned by mail must be received before the election. Only current regular and honorary members shall be entitled to vote. Voting by proxy is expressly prohibited.

c. Elected officers shall assume responsibilities on the first day of January following the election.

Section 5

The President of the BOARD shall only vote to settle a tie.

Section 6

In the election of officers, the five (possible) individuals receiving the largest number of votes shall be deemed elected. Cumulative voting shall not be permitted. Each qualified voter shall be entitled to one vote for each office.

Article VII - Removal of an Officer from Office

Section 1 - Cause for Removal

Elected officers may be removed from office for the following reasons:
a. An officer is found guilty of actions detrimental to the GROUP.
b. An officer is found guilty of abusing the power of his office.
c. An officer has missed three consecutive general meetings of the GROUP and/or BOARD.

Section 2 - Removal Proceedings

Proceedings for removal of an officer may be initiated by:

a. The submission to the BOARD, in writing, of detailed allegations describing the nature of the offense(s) of the accused officer, signed by no less than three (3) members in good standing. The BOARD will then appoint a committee, consisting of at least three and no more than seven members to investigate the allegations. The committee will be chaired by the Officer-at-Large unless he is the accused, in which case the BOARD shall appoint the chairman. The findings of the committee are to be presented to the BOARD within two weeks. Upon the recommendation of the committee, the matter will be presented for a vote of the membership at the next regular meeting of the GROUP.

b. The submission of a written petition to the Secretary containing the signatures of over thirty-three percent (33%) of the members in good standing of the GROUP. The matter will then be presented for a vote by the membership at the next regular meeting of the GROUP.

c. The officer may be temporarily suspended from all duties, authority, and benefits pending the resolution of allegations until the next general meeting of the GROUP if considered necessary by a unanimous vote of the remaining members of the BOARD.

d. It will require a vote in favor of removal of the officer of at least seventy-five percent (75%) of the membership in attendance at the next general meeting to complete the removal of an officer.

Article VIII - Dues

Section 1

A Membership Year shall be defined as starting on the day that the member pays dues and shall end on the same month and day one year later.

Section 2

The accounting year of the GROUP shall be the calendar year.

Section 3

The dues of the GROUP shall be those set by the BOARD.

Section 4

Once paid, dues shall not be refundable in whole or part for any reason.

Article IX - Committees

From the membership of this GROUP the BOARD may appoint such other committees as it considers necessary to fulfill the purpose of the GROUP.

Article X - Amendments

Upon notice by the BOARD or a petition signed by at least twenty-five percent (25%) of the membership these By-Laws may be altered, amended, or repealed and new By-Laws may be adopted at any meeting of this GROUP by a majority vote of its membership.

Article XI - Waiver of Notice

Whenever any notice whatsoever is required to be given under the provisions of the By-Laws, written waiver of notice, signed by any person entitled to notice, whether before or after the time stated, shall be considered equivalent to the giving of that notice.

Article XII - Software Piracy

Section 1

The GROUP affirms that software piracy is a crime. Software piracy will not be permitted where the GROUP has jurisdiction, and will be actively discouraged in all other areas.

Section 2

A written approval by the responsible parties must be obtained prior to the reproduction of any software.

Article XIII - Agents and Attorneys

The BOARD may appoint such agents, attorneys, and attorneys-in-fact for the GROUP as it considers proper, and may, by written power of attorney, authorize such agents, attorneys, and attorneys-in-fact to represent it and for it and its name, place and stead, and for its use and benefit to transact any business which the GROUP is authorized to transact or do, by its By-Laws, and its name, place, and stead, and as its corporate act and deed, to sign, and acknowledge any written contract and instrument necessary or convenient in the transaction of such business as fully to all intents and purposes as the GROUP might or could do if it acted by and through its regularly elected officers.

Article XIV - Contracts, Loans, Checks, and Deposits

Section 1 - Contracts

The BOARD may authorize any officer or officers, agent or agents, to enter into any contract or sign and deliver any instrument in the name of and on behalf of the GROUP, and such authority may be general or confined to specific instances.

Section 2 - Loans

No loans shall be contracted on behalf of the GROUP and no evidence of indebtedness shall be assumed in its name unless authorized by a majority vote of all regular members of the GROUP. Such authority may be general or confined to specific instances.

Section 3 - Checks, Drafts, etc.

All checks, drafts, or other orders for the payment of money, notes, or other evidence of indebtedness assured in the name of the GROUP, shall be signed by such officer or officers, agent or agents of the GROUP and in such manner as shall from time to time be determined by the BOARD.

Section 4 - Deposits

All funds of the GROUP not otherwise employed shall be deposited from time to time to the credit of the GROUP in any bank, trust company, or other depository as the BOARD may select.

Article XV - Dissolution

Section 1

If the total membership of the GROUP remains at less than ten for a period of three months, then the BOARD is directed to dissolve the GROUP.

Section 2

All tangible and intangible assets and liabilities of the GROUP shall revert to the existing members of the BOARD if and when the GROUP is dissolved.

Section 3

All assets shall be disposed of within a twelve-month period and the proceeds will be donated to a tax-exempt organization as determined by the BOARD members.

Section 4

Upon final disposition of all physical and other assets, a final accounting shall become a permanent record of the GROUP. These records shall be retained by the present Secretary (or other delegated BOARD member) for a period of at least three years.

Article XVI - Rules of Order

Robert's Rules Of Order (revised) shall govern meetings of the GROUP. The rules may be suspended temporarily by a majority vote of the members present.