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Network Social Singles, Inc.
Tucson, AZ
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ByLaws |
| ARTICLE
I The name of this organization shall be THE NETWORK SOCIAL SINGLES, INC., a.k.a. THE NETWORK, a non-profit activity club for singles. ARTICLE II PURPOSE: This organization is formed to provide a forum for unmarried people to meet one another in a social and/or recreational environment. ARTICLE III MEMBERSHIP VOTING RIGHTS: Regular members in good standing shall have the right to vote and hold elective office. ARTICLE IV BOARD OF DIRECTORS: There shall be a Board of Directors of not less than twelve members who shall serve as the governing body of the organization. Board members may be ELECTED OR APPOINTED to unlimited, successive two-year terms, without compensation. Insofar as is practical, terms shall be staggered to provide for continuity from year to year. Election to fill vacancies on the Board of Directors shall occur at the Annual General Membership Meeting held in October of each year. Newly elected board members shall take office at the next board meeting. As subsequent Board vacancies occur, they may be filled by a majority vote of the Board. Members appointed to fill these vacancies shall serve the remainder of the board member’s term, to which they have been appointed. ANNUAL MEETING: The annual meeting of the corporation shall be held during the month of October of each calendar year. ARTICLE V DUTIES OF THE BOARD OF DIRECTORS: The Board of Directors shall have the power and authority to manage, regulate and govern the affairs of the Corporation in accordance with these Bylaws. The Board shall determine policy and shall take such action as it determines necessary to carry out the objectives of the Corporation. The Board of Directors shall adopt such rules, procedures, and policy as it deems necessary to govern the operation of the Corporation. All rules, procedures, and policies not contained within these Bylaws shall be reduced to writing, approved by the majority of the Board, signed by the Secretary, and affixed as an Addendum to the Bylaws. The officers of the Corporation shall be chosen by the members of the Board from among the ranks of the Board members. Designation of officers for the coming fiscal year shall occur at the first Board meeting following the Annual Meeting. There shall be a President, Vice President, Secretary and Treasurer. Their duties shall be: PRESIDENT: The President shall be the chief executive officer of the Corporation and, subject to the policy directives of the Board, have general supervision and control over the affairs of the club. The President will have no vote at Board meetings, except to cast a tie-breaking vote in the event of any tie vote. He or she shall be the principal spokesperson for the club in the community. VICE PRESIDENT: The Vice President shall assume the duties and possess all the powers of the President when the President is absent from a meeting or otherwise unable to discharge the duties of the office. The Vice President shall undertake such other duties as the President may assign. SECRETARY: The Secretary shall keep minutes of the meetings of the Board of Directors and the general membership meeting, and shall, on direction of the President or the Board, attend to necessary correspondence. In case of the unavailability of both the President and the Vice President, the Secretary shall assume their duties. TREASURER: The Treasurer shall receive the funds of the Corporation and maintain appropriate bank accounts to administer the financial affairs of the club. He or she shall pay all disbursements as authorized by the Board, keep accurate records of such disbursements, present quarterly accountings to the Board at the end of the months of March, June, September and December, and complete an annual financial report for the membership at the annual meeting in October of each year. The financial records shall be available to any regular member for inspection on reasonable notice. The treasurer shall keep a list of all members whose dues are current. Two designated board members shall be authorized to sign checks, individually, for the club whenever the Treasurer is unavailable. The Board may appoint such other officers as it deems necessary. Each officer shall serve a term of one year. ARTICLE VI COMMITTEES: There shall be several standing committees comprised of Board Members and members at large as set forth below. With regard to all other ad hoc committees, the Board of Directors, on recommendation of the President, shall appoint a chairperson from among the membership of the Board. Other members of the respective committees may be chosen from the general membership. MEMBERSHIP: This committee shall receive all membership applications and update the membership list. It may review membership applications as necessary and make recommendations to the Board. BYLAWS: This committee shall review all matters pertaining to the Bylaws and make recommendations to the Board as needed. Any member of the club shall be provided a copy of the Bylaws upon written request. ACTIVITIES: This committee shall plan, and organize social activities of the club. It may appoint subcommittees as necessary. All committee meetings shall be open to the general membership for necessary input regarding activities. FINANCE COMMITTEE: This committee shall be chaired by the Treasurer and will be comprised of two other Board Members. It shall prepare an annual budget for approval by the Board of Directors and shall make such other recommendations to the Board concerning insurance, bonding of personnel and any other subjects connected to the financial affairs of the club. The Board of Directors may establish such other ad hoc committees as it deems necessary or proper from time to time. Each committee chairperson shall serve for a term of one year, or until a successor is appointed. ARTICLE VII MEETINGS: General Membership: There shall be an Annual Meeting of the general membership of the corporation during the month of October of each year. One-half of the Board of Directors, or the President, may call special meetings of the membership. If twenty or more members request a special meeting in writing, the President shall then call a special meeting to take place within twenty-one days of the request. Notice shall be provided by regular mail to all members, postmarked at least five business days before the date of the meeting. A quorum at a special meeting shall be twenty Regular Members. Each member shall have one vote. Decisions shall be by majority vote, and there shall be no proxies permitted. Board Meetings: The Board of Directors shall meet within twenty-one days of the Annual Meeting of the General Membership held in October, and shall meet at least quarterly thereafter. During each Board Meeting, the Board shall set the date, time and place of the next meeting, and this shall constitute notice to all Board Members of such next meeting, including those Board Members not in attendance. The Board of Directors may hold special meetings as necessary. A quorum for any Board meeting shall be one-third of its members. Action may be taken by majority vote. No proxies shall be permitted. Any Board member failing to attend three consecutive regular Board meetings, without excuse, may be subject to removal under the provisions of Article VIII of these Bylaws. Regular members are encouraged to attend and may speak at Board meetings; however, they will have no voting privilege. ARTICLE VIII DISCLOSURES/DISCLAIMERS: The Network Social Singles, Inc. is a Not For Profit social activities organization for single/unmarried adults. Signature on the membership application warrants that as of the date of signing the application, the applicant is in fact single and unmarried. Participation by members and/or their guest(s) at any Network social event is voluntary and is always by personal choice alone. The Network does not do background checks on applicants or members. The Network does not confirm the accuracy of the statement signed by each applicant. Anyone dating an applicant, a member or a guest does so at his/her own risk and discretion. Members should exercise the same care and caution in establishing an individual or close personal relationship with a Network member as they would with any other unknown person that they meet and want to get to know. The Network Social Singles, Inc., its officers and all of its members and guests shall be held harmless from liability as a result of any action or inaction at a Network sponsored activity. Members must be responsible for the conduct and/or actions of any of their guests at a Network function. Members must understand and accept this limitation of liability and their acceptance of these limitations is a condition of membership and attendance at any Network sponsored function or activity. ARTICLE IX CLASSES OF MEMBERSHIP AND DUES: Classes of Membership: The membership of the Corporation shall consist of individuals who shall comply with the membership requirements and who have been approved by the Board of Directors. Members may be Regular, Associate or Honorary Members. Regular Members are those unmarried persons who are interested in the aim, philosophy and activities of the Corporation and in complying with the membership requirements and standards of the organization, and have been accepted as members. They shall be entitled to all privileges of membership, to hold elective office, to serve on the Board of Directors or any committee and shall have a voice at membership meetings. Associate Members are those former Regular Members now married who may be of help to the Corporation or whom the the Corporation wishes to honor with the designation of Associate or "Net-worked Member". This class of membership shall have no voting rights nor can the member hold any elective office. Associate Members can, however, be called upon to serve on activity committees and coordinate social and recreational events. The Board of Directors may from time to time decide to bestow honors upon worthy individuals who have performed outstanding service(s) to the organization. They may have a voice at meetings but may not vote. Associate Members will pay no dues. Dues: The Board of Directors shall establish annual dues on the advice and recommendation of the Finance Committee. The current existing dues structure will be posted by general policy. ARTICLE X AMENDMENTS: Amendments to these Bylaws may be made by majority vote of the Board of Directors. ARTICLE XI COMPLETE BYLAWS: These Bylaws are intended to be the entire Bylaws of the Corporation, subject only to later amendment. Any prior Bylaws or amendments are superseded. ADOPTED by majority vote of the Board of Directors present this 6th day of April, 1999. CERTIFICATE OF SECRETARY I certify that I am currently elected and acting Secretary of The Network Social Singles, and the above Bylaws, consisting of six pages, are the Bylaws of this Corporation as adopted by the Board of Directors on April 6, 1999, and that they have not been amended or modified since that date. DATED this NINTH day of APRIL, 1999. Executed at Tucson, Arizona Signed/ Dan Preiser, Secretary AMENDED: I certify that I am currently elected and acting Secretary of The Network Social Singles, and the above amended Bylaws, consisting of six pages are the Bylaws of this Corporation as adopted by the Board of Directors on December 5, 2000, and they have not been amended or modified since that date. DATED this 5th day of December, 2000 Executed at Tucson, Arizona Signed/ Helen Palmer, Secretary AMENDED: I certify that I am currently elected and acting Secretary of The Network Social Singles, and the above amended Bylaws, consisting of six pages, are the Bylaws of this Corporation as adopted by the Board of Directors on May 1, 2000, and they have not been amended or modified since that date. DATED this FIRST day of MAY, 2000 Executed at Tucson, Arizona /s/ Helen Palmer, Secretary AMENDED: I certify that I am currently elected and acting Secretary of The Network Social Singles, Inc., and the above-amended Bylaws, consisting of six pages, are the Bylaws of this Corporation as adopted by the Board of Directors on September 10, 2002, and they have not been amended or modified since that date. DATED THIS TENTH DAY OF SEPTEMBER, 2002 Executed at Tucson, Arizona /s/ Helen Palmer, Secretary AMENDED: I certify that I am currently elected and acting Secretary of The Network Social Singles, Inc., and the above-amended Bylaws, consisting of six pages, are the Bylaws of this Corporation as adopted by the Board of Directors on November 12, 2002, and they have not been amended or modified since that date. DATED THIS TWELFTH DAY OF NOVEMBER, 2002 Executed at Tucson, Arizona /s/ Helen Palmer, Secretary AMENDED: I certify that I am currently elected and acting Secretary of The Network Social Singles, Inc., and the above-amended Bylaws, consisting of six pages, are the Bylaws of this Corporation as adopted by the Board of Directors on September 30, 2003, and they have not been amended or modified since that date. DATED THIS THIRTIETH DAY OF SEPTEMBER, 2003 Executed at Tucson, Arizona /s/ Linda Johnson, Secretary |