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Approved Sept. 2007
- 1.1 NAME:
- The name of this organization shall be The Chicago
Computer Society (CCS), hereafter referred to as the
"Society."
- 1.2 STATUS:
- The Society shall be a NOT FOR PROFIT CORPORATION as
defined in the "Not for Profit Corporation Act,"
Articles of Incorporation of the State of Illinois.
- 1.3 PURPOSES:
- The Society is an education and information service
organization dedicated to expanding knowledge,
understanding, and the use of microcomputers by individuals
and professionals.
The purposes of the Society are to operate exclusively
for charitable, scientific or educational purposes within
the meaning of Section 501(c)(3) of the Internal Revenue
Code of 1954, as amended, in the course of which operation
and in furtherance thereof:
- 1.3.1
- To provide its membership with timely, accurate, and
practical solutions to microcomputer productivity
problems.
- 1.3.2
- To attract and help educate new microcomputer users,
and to retain and learn from experienced, knowledgeable
users.
- 1.3.3
- To satisfy the information needs of its membership.
- 1.3.4
- To be a recognizable force in the industry so that
Society opinions may positively influence future
microcomputer products.
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- 2.1 CLASSES OF MEMBERSHIP:
- The Society shall have the following classes of
membership:
- 2.1.1 Individual Member
- A person interested in furthering his/her knowledge of
microcomputers and having paid the annual dues, shall be
an Individual Member. An Individual Membership shall
include immediate family members. Individual Members
will receive a membership card, one password on the BBS,
and one copy of the Society journal.
- 2.1.2 Senior Member
- A person age 65 or over interested in furthering
his/her knowledge of microcomputers and having paid the
annual dues, shall be a Senior Member. Senior Members
will receive a membership card, one password on the BBS,
and one copy of the Society journal.
- 2.1.3 Small Business Member
- A company or organization interested in furthering the
knowledge of its employees, and having paid the relevant
dues, may elect to obtain Small Business Membership.
This class of membership entitles a company or
organization to three (3) membership cards, three (3)
copies of the Society journal, and one (1) password to
the BBS.
- 2.1.4 Corporate Member
- A company or organization interested furthering the
knowledge of its employees, and having paid the relevant
dues, may elect to obtain Corporate Membership. This
class of membership entitles a company or organization
to five (5) membership cards, five (5) copies of the
Society journal, and three (3) passwords to the BBS. For
their support of the Society, Corporate members will
also be listed in the journal.
- 2.1.5 Sustaining Member
- A company or organization interested in furthering the
knowledge of its employees, and having paid the relevant
dues, may elect to obtain Sustaining Membership. This
class of membership entitles a company or organization
to ten (10) membership cards, ten (10) copies of the
Society journal, and five (5) passwords to the BBS. For
their support of the Society, Sustaining members will
also be listed in the journal.
- 2.1.6 Affiliate Member
- The members of an organization may be offered
Affiliate Membership in the Society upon request of the
governing body of that organization, and if the Board of
Directors determines that the organization's objectives
and purposes are similar to, and compatible with, the
bylaws and stated purposes of the Society.
This class of membership shall entitle all members of
the Affiliate Organization to membership in the Society,
if they so choose, on an individual basis. Affiliate
members will be entitled to all benefits that accrue to
the other classes of membership, with the exception that
the organization whose members affiliate with the
Society shall not be entitled to support from the
general treasury of the Society. The organization whose
members are offered Affiliate Membership shall be
expected to retain its own structure and identity, and
to maintain administrative services, including, but not
limited to, a membership database.
- 2.1.7 Honorary Member
- A person, company, or organization performing service
for the Society, and/or making substantial contributions
to the microcomputer industry, may be awarded Honorary
Membership by the Board of Directors of the Society.
- 2.2 VOTING RIGHTS:
- Each Individual, Senior, Small Business, Corporate or
Sustaining, Affiliate, and Honorary member shall be entitled
to one vote on each matter submitted to the membership for a
vote.
- 2.3 TERMINATION OF MEMBERSHIP:
- A member may be expelled from the Society, and the
membership terminated for cause, by two thirds majority vote
of the Board of Directors. Cause for termination of
membership may include non-payment of dues, and actions
contrary to Society policies.
An organization which has become affiliated with the
Society may have such affiliation terminated by the Board of
Directors for cause. At that time, Affiliate Members of the
Society shall be offered Individual or Senior Memberships.
Those Affiliate Members who choose not to accept Individual
or Senior Membership within sixty (60) days, may have said
Affiliate Membership in the Society terminated.
- 2.4 ASSIGNMENT OF MEMBERSHIP:
- Individual, Senior and Honorary memberships may be in the
name of an individual or company, and correspondence may be
mailed to a private or company address.
Small Business, Corporate and Sustaining Memberships may
only be in company or organization names, and all
correspondence will be mailed to a company address. The
company or organization must designate an individual to be
the Society's contact, and to be responsible for the cards
and BBS passwords issued to that company or organization.
The company or organization may be held liable for its
employees or designated agents. An individual who belongs to
a company or organization with Small Business, Corporate or
Sustaining Membership may join the Society as an Individual
member. That person will receive his own membership card,
copy of the Society journal, and BBS password. Only
Individual, Senior and Honorary members may serve as
officers of the Society.
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- 3.1 BOARD OF DIRECTORS:
- The affairs of the Society shall be managed by a Board of
Directors. Nine officers shall be elected by the membership,
to fill the seats outlined in Article 4,
Sections 4.4 through 4.9. A tenth, non-voting, seat,
shall be held by a past member of the board of directors.
This seat shall be offered to the past president, then the
past vice-president, then the past secretary and the past
treasurer and then a past regional director. If none of the
past directors accept the position it will be filled by the
board.
- 3.2 TENURE:
- Directors shall serve for a term of office of two years,
beginning at the next regularly scheduled Board Meeting
after the elections.
- 3.3 ELECTION:
-
The election of the Directors shall take place at local
monthly Computer Club meetings during the month following
the close of nominations. Computer Club Coordinators will
conduct elections at the local level in the region. They
will report election information and forward member sign-in
sheets to the Executive Assistant of the Board. Nominations
will be made by members during the month of August to the
Executive Assistant of the Board.
- 3.4 QUALIFICATIONS:
- Directors of the Board of Directors shall hold Individual,
Senior or Honorary membership in the Society, and shall be
Society members in good standing.
- 3.5 CONFLICT OF INTEREST:
- Any possible conflict of interest on the part of a
Director shall be disclosed to the Board. When any such
interest becomes a matter of Board action, such Director
shall not vote or use personal influence on the matter and
shall no t be counted in the quorum for a meeting at which
Board action is to be taken on the interest. The Director
may, however, briefly state a position on the matter and
answer pertinent questions of Board members. The minutes of
all actions taken on such matters shall clearly reflect that
these requirements have been met.
- 3.6 VACANCIES:
- Vacancies occurring on the Board of Directors shall be
filled by appointment made by the remaining Board members
for the remainder of the year. The vacancy will be filled by
the membership at the next general election.
- 3.7 MEETINGS:
- The Society Board of Directors shall meet a minimum of ten
times per year.
- 3.8 TERMINATION OF DIRECTORS:
-
A Board member may be removed from office for just cause,
such as the failure to attend 3 board meetings in any
consecutive twelve-month (12) period, or failure to execute
his/her duties in accordance with the Society Bylaws and
Polices. Removal action requires a 2/3 vote of seated
members of the Board of Directors.
- 3.9 COMPENSATION:
- The Board of Directors shall serve without compensation
from the Society unless other wise decided by the Board
and/or the membership.
- 3.10 QUORUM:
-
No less than 51% of the seated members of the Board of
Directors shall be present to conduct business.
- 3.11 STANDING COMMITTEES:
- There will be three standing committees of the Board.
Members of the committees will be approved by the board.
- 3.11.1 EXECUTIVE COMMITTEE:
- The executive committee shall consist of the
President, Vice President, Secretary, Treasurer, and
Parliamentarian. The purpose of the committee is to
recommend policy and procedures to the board of
directors. The executive committee will have no power to
commit the board to any course of action not approved by
a majority of the board of directors. This committee is
chaired by the President.
- 3.11.2 FINANCE COMMITTEE:
- The finance committee will consist of the Treasurer,
one other member of the executive committee, two of the
five regional directors, and any other member in good
standing the Treasurer invites to sit on the committee.
The purpose of the finance committee is to review and
recommend expenditures of the Society to the Board of
Directors. It will be chaired by the Treasurer.
- 3.11.3 AUDIT COMMITTEE:
- The Audit Committee will consist of at least three
Computer Club or SIG coordinators (who are not also members of
the Board) appointed by the President. The committee
must include one accountant who is not also a member of
the board of directors. The purpose of the audit
committee is to review all records of the Society and
report its findings to the board of directors. Members
of the committee will elect the committee chair.
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- 4.1 OFFICERS:
- Members of the Board of Directors shall also serve as
officers of the Society. The officers shall be President,
Vice-President, Secretary, Treasurer, and Five Regional
Directors.
- 4.2 ELECTION AND TERM OF OFFICE:
- Elections shall be staggered with the Executive directors,
(President, Vice President, Secretary, and Treasurer elected
one year and the Five Regional directors elected the
following year.
The elections for 1990, the year these new bylaws take
effect, will be for all nine seats. The Executive committee
will serve for one year. They will be up for election again
for two years starting in 1991.
- 4.3 VACANCIES:
- Vacancies shall be filled by the Board of Directors.
Tenure of the filled vacancy shall be until the next
election.
- 4.4 PRESIDENT:
- The President shall preside at meetings of the Board.
He/She shall set the goals of the Society, and shall be
responsible for establishing the Society's policies and
procedures.
- 4.5 VICE-PRESIDENT:
- The Vice-President shall carry out the duties of the
President when the President is unable to do so. He/She
shall establish and maintain the Society's structure,
including all local Computer Clubs. He/She shall be the liaison
between the Society and vendors, and between the Society and
affiliated organizations.
- 4.6 SECRETARY:
- The Secretary shall maintain the files of the Society,
record the minutes of all Board meetings and of Society
meetings as directed by the President.
- 4.7 TREASURER:
- The Treasurer shall maintain and assume responsibility for
the Society finances in accordance with General Accepted
Accounting Practices.
- 4.8 REGIONAL DIRECTORS(5):
- The Regional directors shall be the liaison between all
Computer Clubs and SIGs within their regions and the rest of the
Board of Directors. Each regional director will be
responsible to those members who vote within the region.
Regional boundaries will be decided by a majority vote of
the Board of Directors.
- 4.9 PARLIAMENTARIAN:
- A past member of the board of directors shall be asked to
serve as the parliamentarian of the board of directors.
He/She will decide on meeting procedure and settle disputes
among members of the board. The parliamentarian will not
have a vote on the board but will serve in an advisory
capacity.
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- 5.1 COMPUTER CLUB:
- A Computer Club of the Society may be formed with the consent of
the Board of Directors. Computer Club will be administered and
coordinated by the Vice-President and by Computer Club
Coordinators.
- 5.2 COMPUTER CLUB COORDINATORS:
- Each Computer Club shall elect its own Coordinator in the sixth
month after the Board of Director's election. Computer Club
Coordinators shall be responsible for all of the affairs of
their Computer Club in accordance with Society policies.
- 5.3 COMPUTER CLUB MEETINGS:
- Computer Club shall meet a minimum of ten (10) times per year.
The agenda shall be determined by the Computer Club Coordinator.
- 5.4 MEETING DECORUM:
- Meetings shall promote the exchange of ideas and
information relevant to the objectives of the Society.
Meetings shall not be commercialized by any member or
non-member except for the purpose of membership education.
The Board of Directors will determine whether or not a
matter is commercial.
- 5.5 SPECIAL MEETINGS:
- Special meetings may be called by the President.
- 5.6 PLACE OF MEETINGS:
- The Board of Directors may designate a meeting place
within or outside the State of Illinois for holding
anyregular or special meeting.
- 5.7 NOTICE OF MEETINGS:
- Notice of meetings shall be sent to each member, published
in the Society newsletter, and/or appear on the Society
Bulletin Board System indicating the time and place of the
meeting, and other information relevant to the meeting.
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- 6.1 SPECIAL INTEREST GROUPS:
- Special Interest Groups, hereafter referred to as SIGs,
shall be organized on an as-needed or membership-requested
basis with the approval of the Board of Directors. The
purpose of SIGs will be to educate members about specific
areas of microcomputer usage. A Society member will lead
each SIG unless otherwise agreed upon by the Board of
Directors. SIG meeting times and places will be determined
by SIG Coordinators.
- 6.2 OTHER GROUPS:
- If an organization wishes to become affiliated with the
Society, but does not wish to retain its own finances and
membership lists, the members of that organization may elect
to join the Society as a Special Interest Group. Members of
that organization will become Individual or Senior Members
of the Society, with all the rights and privileges that
accrue, including the right of access to the Society
treasury for approved SIGexpenses. All group meetings must
be coordinated with the Board of Directors, and all other
Society members will have the right to attend meetings of
the SIG.
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- 7.1 OPERATING COMMITTEES:
- The following committees shall constitute the operating
committees of the Society:
- 7.1.1 MEMBERSHIP:
- The Membership Committee shall be responsible for all
Society membership activities. They shall maintain the
official Society membership data base. They shall also
be responsible for liaison with the membership officer
of organizations that have taken up affiliate status
with the Society.
- 7.1.2 EDUCATION:
- The Education committee shall coordinate all education
related activities.
- 7.1.3 LIBRARY SERVICES:
- The Library Services committee shall establish,
organize and maintain the Society's software library.
They shall arrange to have Shareware and Public Domain
Software available for members, and shall serve as the
Society liaison with other user group librarians.
- 7.1.4 HARD-COPY/ (EDITOR):
- The Newsletters committee shall be responsible for the
production and circulation of the Society newsletter.
- 7.1.5 SPECIAL EVENTS:
- The Special Events committee shall coordinate special
events for the Society (i.e., special meetings,
expositions).
- 7.1.6 PUBLIC RELATIONS:
- The Public Relations committee shall coordinate the
Public relations efforts of the Society. They shall
serve as a Society liaison with retailers, the media,
and other groups.
- 7.1.7 BULLETIN BOARD SYSTEMS:
- The Bulletin Board Systems committee shall oversee the
maintenance, operation, and development of the Society's
electronic communication vehicle(s).
- 7.2 CHAIR:
- The committees will chaired by a member in good standing
chosen by the board of directors. The chair will be
responsible to the board and be required to submit monthly
reports to the board. Any member in good standing who wishes
to chair an operating committee may be requested to submit a
proposal to the board ofdirectors. The chairs shall be
responsible for forming thecommittee and assigning tasks to
the members of the committee and overseeing all activities
of the committee. The chair will be reviewed every year and
selected at the board meeting six months after the general
election.
- 7.3
- Operating Chairs may be added or abolished by a majority
vote of the board as it deems necessary.
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- 8.1
- The fiscal year of the Society shall begin on the first
day of October and end on the last day of September each
year.
- 8.2
- Each year the Board of Directors shall prepare a budget.
- 8.3
- The membership may not incur a liability for the Society
with out prior approval of the Board of Directors. Board
members and operating chairs may incur a reasonable expense
(as defined by the board of directors) without prior board
approval. All other expenditures must be approved in advance
by the Board of Directors in accordance with article
8.4.
- 8.4
- Any contract lasting more than one year or committing
funds of the Society of more than an amount determined by
majority vote of theBoard of Directors shall be subject to
approval by a majority of the Board of Directors before such
contract may take effect. The contract must have two
signatures, one of which must be a member of the executive
committee.
- 8.5
- All Society checks shall have the signature of any two of
the executive officers.
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- 9.1
- The annual dues for the Society shall be established by
the Board of Directors. Dues may entitle the member to some
or all of the following rights, allowing first for the
provisions of Article II: admission to any
regularly scheduled monthly Society meeting including
Computer Club meetings, Bulletin Board access, the Society
journal, and admission to SIGs. Senior memberships will be
offered at a reduced rate with acceptable proof of age.
- 9.2
- The dues and rights assigned to each category of
membership, may be changed by a majority vote of the Board
of Directors.
- 9.3
- Dues shall be payable each year during the month
membership began.
- 9.4
- When a member is in default for a period of two months
from the date he should have renewed, membership may be
terminated as provided in Article
II, Section 3. A member who is terminated shall not be
relieved of the obligation to pay dues theretofore accrued
and unpaid.
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- 10.1
- The Society may accumulate assets by prior approval of the
Board of Directors.
- 10.2
- Assets shall be used only for the business of the Society,
unless otherwise agreed by the Board of Directors.
- 10.3
- Assets shall not be disposed of without prior approval of
the Board of Directors, and then only in accordance with the
State of Illinois Not-for-Profit Corporation Act and the
provisions set forth in the Articles of Incorporation as
from time to time amended.
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- 11.1
- The membership may propose changes to the Society Bylaws
by written request to the Board of Directors. Such requests
will be acted upon by the Board within sixty days.
- 11.2
- A majority vote of the Board of Directors and all Computer
Club
and SIG coordinators shall be required to amend the Bylaws.
- 11.3
- Bylaws changes shall be stated on election ballots at the
next general election. The membership will be able to
rescind changes to the bylaws.
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- 12.1
- A recommendation to dissolve the Society may only be made
by the Board of Directors. Dissolution shall require
approval by two- thirds of the members present in person or
by proxy at a meeting called by the Board of Directors for
this purpose.
- 12.2
- Notice of a meeting called to recommend dissolution of the
Society shall be mailed to the membership at least thirty
days prior to the date of said meeting.
- 12.3
- Upon dissolution of the Society, any assets will be
disposed of in accordance with the State of Illinois
Not-for-Profit-Corporation Act and Section 501(c)(3) of the
Internal Revenue Code.
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- 13.1
- Any matter not covered by these by-laws shall be covered
by the latest edition of Robert's Rules of Order and by laws
of the state of Illinois and/or the United States of America
governing not-for-profit-corporations.
Revisions as of April 2006 approved Sept 2007
Article 3.3 Election
Article 3.8 Termination of Directors
Article 3.10 Quorum
Article 5.1 Designated Chapter - This Article was
removed from the Bylaws,
remaining articles
re-numbered
All instances of 'Chapter' are changed to 'Computer
Club’ in the following Articles
Article 3.3
Article 4.5
Article 4.8
Article V -
Article 9.1
Article 11.2
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