ARTICLE I - Members
The membership of a person shall become
effective upon payment of annual membership dues for the calendar year.
The calendar year is September 1 through August 31. A member may renew
his or her membership for a subsequent term of one calendar year by payment
of the annual membership dues. The amount of annual membership dues
shall be determined by a majority vote of the membership present at the
annual meeting of members normally held in the month of May. The membership
dues paid by new members joining within the last couple of months of the
calendar year will be applied for the remainder of that calendar year and
extend throughout the subsequent calendar year.
ARTICLE II - Directors
The directors of the corporation shall
consist of the elected officers of the corporation. In the event of
dissolution of the corporation, the directors will determine whether or
not to file a Certificate of Dissolution with the Secretary of State of
the State of New York and decide what to do with the incorporation's assets
and properties. Every attempt shall be made to dispose of the corporation's
assets and properties by donation to another like organization with like
purposes actively operating in the Rochester, New York area.
ARTICLE III - Membership Meetings & Voting
The annual meeting of the members of
the corporation shall be held at the May meeting of each year at the member
host location somewhere in the area of Rochester, New York, at 7:30 o'clock
in the evening. Special meetings as the membership shall call upon
written request of at least seven members, shall be held after due notice
is sent, in writing or by e-mail, to the entire membership. One third
of the membership shall constitute a quorum for any membership meeting.
A majority vote of members present at such a meeting shall be sufficient
to implement action. Proxy votes, one per member, put in writing or
sent by e-mail to the President or Vice President before the meeting hour,
will be counted toward implementation or non-implementation of any proposed
corporate action. Only members may cast votes on any corporate matter.
ARTICLE IV - Officers
The officers of the corporation shall consist of a President, a Vice President, and a Treasurer, each of whom shall be members and directors elected by written ballot at the annual meeting of the members of the corporation. The officers shall serve for one year or until their respective successors are elected and have qualified. A majority of the membership may terminate an officer's election. In the event of a vacancy occurring in an office during the calendar year, the members, by a majority vote at a duly called membership meeting, may fill such vacancy for the unexpired term.
The President shall correspond with
members and potential members, and shall organize and coordinate meeting
agendas, times and locations. The Vice President shall assist with these
tasks in the absence of the President or at the request of the President,
and assume the President's roles should the President be unable to perform
those roles any longer. The Treasurer shall be empowered to collect
and deposit member dues, write checks for any bills incurred by the corporation,
and/or open or close appropriate bank accounts for the corporation as supported
or directed by the members. The Treasurer shall also regularly and briefly
report account balances and transactions to the members at the corporation's
ARTICLE V - Amendments
These By-Laws may be amended, altered,
or repealed, in whole or in part, by a vote of two thirds of the members
at any membership meeting where such proposed action has been incorporated
in the notice of the meeting.