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Article I: Name and Object

  1. This organization shall be known as STARWARD BOUND, INC., under which name it is incorporated as a non-profit organization according to the laws of the State of Ohio. The principal place of business of this organization shall be the State of Ohio but its members may reside elsewhere.
  2. STARWARD BOUND, INC. is a non-profit literary and educational organization dedicated to the promotion and appreciation of speculative fiction.

Article II: Membership

  1. Membership is open to anyone regardless of race, creed, sex, age, or planet of origin, except those persons whose membership has been previously terminated. Membership is established by paying the required dues and furnishing the club with information necessary for club operations. Membership may be voluntarily withdrawn by providing the corporation with written notice. Voluntary withdrawal of membership dues does not entitle the member to a refund of any part of dues already paid. Membership extends for twelve months from the previous payment of dues, whichever is later. A membership may be extended by a vote of the majority of members present at a meeting. Membership dues are set by the same procedures as set forth for amendments of the bylaws. Nonmembers attending functions sponsored by STARWARD BOUND do not acquire membership in the corporation by such attendance regardless of any fee paid for such attendance.
  2. Membership types are as follows:
    1. Regular. Open to any Individual. Member may participate in all STARWARD BOUND activities and is entitled to one vote during elections and during meetings.
    2. Group. Open to any group of individuals living at one address. Each individual of the group may participate in all STARWARD BOUND activities. Each paid member is entitled to vote during elections and during meetings.
    3. Corporate. Open to any corporation. This entitles one person selected by the member corporation to participate in all STARWARD BOUND activities and that person may vote at elections and during meetings.
  3. A member whose actions may cause damage to the reputation of the corporation may be subject to censure, suspension of membership, or termination of membership. Such action may only be taken by a two-thirds (2/3) majority vote of the members present at a special meeting called for consideration of such action. All corporation members must be notified in writing of such a meeting at least two weeks in advance of the meeting. A person whose membership is terminated is permanently prohibited from participation in all corporation activities that are not explicitly listed as open to the public. Such a person may rejoin the corporation only after a vote by a two-thirds (2/3) majority of the members present at a special meeting called for consideration of the matter. All corporation members must be notified of the meeting in writing at least two weeks In advance of the meeting. Under no circumstances is a member under suspension or termination eligible for a refund of any part of their dues.

Article III: Board of Trustees and Officers

The Board of Trustees shall consist of five members of the corporation elected annually. Officers of the corporation shall consist of a President, Vice President, Secretary, and Treasurer. These officers will serve as trustees. One person may hold more than one office. Additional trustees will be elected to bring the total number of trustees to five. Election of the officers and trustees shall be held at the first business meeting on or after May 1. An officer or trustee position may be declared vacant upon the holder's resignation or if the holder fails to attend three consecutive regularly scheduled business meetings.

Article IV: Officer’s and Trustees’ Duties

  1. The President shall preside at meetings, prepare an agenda, execute the bylaws, and perform any such actions as may be authorized by the membership. In the temporary absence of another officer, the President may assume the duties of the absent officer or appoint someone to do so.
  2. The Vice-President shall assume the duties of the President in the President’s absence. The Vice-President also serves as Chair of the Grievance Committee. The Vice-President may perform other duties as delegated by the President.
  3. The Secretary shall be responsible for the following:
    1. Taking and reading the minutes of the business meetings.
    2. Official corporation correspondence, except as may be delegated to other officers or committee chairs.
    3. Maintenance of the corporation history and copies of corporation correspondence and minutes of meetings.
  4. The Treasurer shall be responsible for the following:
    1. Receive and disburse funds, keep accurate records, and present an audited financial report at the first business meeting after the audit is completed.
    2. The treasurer shall present a current income statement and balance sheet at each scheduled business meeting.
    3. The treasurer may disburse funds up to $25 to further club activities at his discretion. The treasurer will also disburse funds as directed by votes of membership or in an emergency as directed by a majority vote of a quorum of trustees.
    4. The treasurer must be eligible to be bonded. The treasurer will obtain, at the corporation's expense, a position security bond In the amount of 150% of the previous year’s maximum treasury balance.
  5. The Board of Trustees will be responsible for insuring that the corporation does not incur debts beyond its ability to pay and that the corporation’s treasury is used responsibly to further the corporation's Interests.

Article V: Elections

  1. Any member may enter a member's name in nomination. Nominations shall be given to the election coordinator between February 1 and the April business meeting. The election coordinator will obtain acceptance/declination by each nominee by midnight following the April meeting. Verification of acceptance will be given to the Secretary prior to the election. Ballots containing the nominees' names will be mailed to all members within two weeks of the class of nominations. Mail-in ballots must have the name and membership number of the submitter to be valid. Elections will be held at the May business meeting. Valid ballots received prior to the election will be counted for the election. The nominees receiving the greatest number of votes for each position will win. Ties will be resolved by the flip of an honest coin.
  2. In the event an officer or trustee position becomes vacant, a special election will be held at the next scheduled business meeting. The person receiving the greatest number of votes will fill the position for the remainder of the term of that officer.

Article VI: Meetings

  1. A business meeting shall be scheduled monthly. The May meeting shall constitute the annual meeting for the election of trustees. A trustee must be present at the business meeting in order to conduct business.
  2. Emergency meetings may be called by any trustee. They must attempt to notify all members. A quorum (a majority of the trustees) must be present to conduct business at an emergency meeting. Minutes of each emergency meeting shall be read at the next scheduled business meeting.
  3. Any trustee may call a trustees’ meeting as required. A quorum of trustees must be present for any business to be conducted. Minutes of such a trustees’ meeting shall be read at the next scheduled business meeting.
  4. Presence at any meeting shall be either in person or by any electronic means that allows full interaction with all other participants. General business meetings are free and open to the public.

Article VII: Committees

  1. Standing committees and special committees may be established by a vote of the membership of the corporation. The President may also appoint Special Committees as required. Each committee shall have a Chair.
  2. The Grievance Committee is a permanent standing committee charged with investigating grievances brought by members of the corporation against other members, trustees, or officers of the corporation. The Chair of the Grievance Committee is the Vice President. It shall have at least two other members appointed by the Board of Trustees. If a committee member has a conflict of interest on an issue, a temporary member of the committee will be selected by the trustees for the duration of that issue. The Grievance Committee will investigate grievances submitted to it and, if necessary, recommend action to be taken by the membership. The investigation will be conducted with all responsible speed.
  3. Recommendations by the committee must be approved by a majority of the committee members. The investigation will include talking with all relevant parties. Written statements will be taken as deemed necessary. All recommendations of the committee must be made in writing to all members of the corporation. If a member feels that the committee has not conducted an investigation to their satisfaction, the member may bring the matter before the full membership at a meeting.

Article VIII: Special Interest Groups (SIGs)

A SIG may be formed by vote of the membership. Each SIG shall have a purpose specified when proposed for formation. Each SIG shall have a Chair. The SIG Chair is responsible for scheduling SIG activities, notifying members of the schedule or changes to the schedule. SIG activities shall be consistent with the purpose given at the formation of the SIG. The SIG Chair is answerable to the trustees and members of the corporation for the SIG activities. Attendance at SIG activities is open to all members of the corporation and their minor dependents. Other persons may attend for the purpose of evaluating joining the corporation. Attendance is limited to three SIG meetings. After the third attendance, that person will be required to join the corporation to continue their participation.

Article IX: Amending the Bylaws

Amendments to the bylaws may be proposed by any member of the corporation. After an amendment to the bylaws has been proposed, written notice will be given to the members of the corporation of the proposed amendment and the date of the meeting where the vote will be held on the amendment. Also included will be a ballot for mail-in vote on the amendment. This mailing must occur at least two weeks prior to the meeting when the vote will be held. The member proposing the amendment must privately finance this mailing if the corporation's schedule is not as speedy as the member wishes. The proposed amendment shall be adopted if a three-fourths (3/4) majority is obtained from the members present and valid mail-in ballots. Valid mail-in ballots are those which Include the member's name and membership number.

Article X: Dissolution

This corporation shall exist in perpetuity or until it is dissolved by an amendment to the bylaws. In the event of dissolution, all debts will be paid from available corporation funds. All surplus funds after payment of debts will be donated to a non-profit organization chosen by majority vote.

Article XI: Rules and Regulations

The corporation will be governed at all times by the laws and regulations of the State of Ohio, and all other laws applicable to its operation.

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This page last reviewed/updated: 11-Jul-2015 DMM