Purpose for the organization. The Wimberley Computer Club seeks to further the knowledge of and to promote the effective use of personal computers by its members, and the general public, through instructional programs, activities, and services.
2.1 Admission of members: No one shall be denied membership in the club based on their race, color, sex, or creed. The term of membership shall be one year.
2.2 Renewal of membership: Members may continue their association with the Wimberley Computer Club by tendering yearly dues and fees. Membership will expire if annual dues are not paid.
2.3 Membership Dues and Fees: Annual dues shall be the same for all members with the exception of persons honored for exceptional service to the club as Life Members who shall be exempt from payment of dues. Membership dues shall be established by the Officers. The Officers may establish fees for services made available to members or to the public, which are deemed reasonable and consistent with the cost of providing the services.
2.4 Rights of members: The rights and privileges of membership shall be equally available to all members. Voting privileges are restricted to members. With the exception of voting, all other rights and privileges are extended to members of the immediate family of members. Any member may be nominated for office or appointed to a position within the club.
3.1 Annual Meetings: In November of each year, the Officers shall hold an annual meeting of the members for the purpose of electing officers of the club for the following calendar year beginning January 1.
3.2 Meetings of the Members shall be held monthly or as directed by the Officers. Any item or club business may be raised, discussed, or voted on at such meetings or any subsequent meeting. Special meetings of the members, for the purpose of transacting club business may be called by the President, or a majority of the members present at a monthly meeting.
3.3 Place of Meetings. Meetings shall be held in Wimberley, Texas.
3.4 Notice of Meetings. Notice of any meeting of the members, including the annual business meeting, shall be provided in writing to members by mail, e-mail, or by publication in the club newsletter posted at least ten (10) days prior to the meeting. The notice shall state the date, time, and location of the meeting, who called the meeting, and the general purpose or purposes for which the meeting was called.
3.5 Quorum. Ten percent (10%) of the voting membership shall constitute a quorum at a meeting. The Officers shall, in good faith, determine the members entitled to vote.
3.6 Action of the Members. The membership shall try to act by consensus. However, the vote of a majority of voting members, present, and entitled to vote at a meeting at which a quorum is present, shall be sufficient to constitute the act unless the vote of a greater number is required by law or the bylaws. A member is one who has paid all required dues and fees as of the date of the meeting. Voting shall be by ballot, voice, or show of hands; except that any election of officers shall be by ballot if demanded by a majority of the voting members at the meeting before the voting begins.
3.7 Voting by Mail: The Officers may authorize members to vote by mail on the election of officers or on any other matter.
4.1 Management of the Club. The affairs of the club shall be managed by or under the direction of the Officers who shall be elected by and accountable to the membership. The general duties of the officers shall include establishment of organizational policy, approval of the budget, sponsoring of meetings and activities, and setting general policies for publications, telecommunications, and day-to-day operations of the club.
4.2 Composition and tenure of the Officers. The Officers shall consist of a President, a 1st Vice President, a 2nd Vice President, a Secretary, and a Treasurer. The offices of Secretary and Treasurer may be combined and held by one person. Each officer shall serve for a term of one year coinciding with the calendar year of the organization.
4.2.1 President. The President shall be the chief executive officer of the club. The President shall supervise the business and affairs of the club. The President shall preside at all meetings of the members.
4.2.2 1st Vice President. The 1st Vice President shall assist the President as required. When the President is absent, or unable to act, the 1st Vice President shall act on behalf of the President.
4.2.3 2nd Vice President. The 2nd Vice President shall assist the President as required, and shall be responsible for the scheduling and content of the programs for each meeting. When the President and 1st Vice President are absent, or unable to act, the 2nd Vice President shall act on behalf of the President and 1st Vice President.
4.2.4 Secretary. The Secretary shall maintain custody of the club records, take minutes of the meetings of the members, keep a register of members, and provide notices as required by the bylaws or as required by law. When the President, 1st Vice President, and 2nd Vice President are absent or unable to act, the Secretary shall act on behalf of the President, 1st Vice President and 2nd Vice President.
4.2.5 Treasurer. The Treasurer shall have charge and custody of and be responsible for the receipt and disbursement of all funds of the club and shall maintain financial records and prepare financial statements of the club. When the President, 1st Vice President, 2nd Vice President and Secretary are absent or unable to act, the Treasurer shall act on behalf of the President, 1st Vice President, 2nd Vice President, and the Secretary.
4.3 Nomination of Officers. Prior to the annual election of Officers, the President shall appoint a Nominating Committee, consisting of at least three members, to propose a slate of nominees. In addition, in a business meeting prior to the election of Officers, a member qualified to vote may nominate a person with the second of any other member qualified to vote.
4.4 Election of Officers. Officers shall be elected by the majority vote of members present.
4.5 Vacancies. Any vacancy occurring in the Officers shall be filled by the affirmative vote of a majority of the remaining officers, even if it is less than a quorum. This vacancy shall be filled only for the unexpired term of the predecessor in office.
4.6 Meetings. Meetings of the Officers may be called by the President, or a majority of the Officers. If the meeting is other than a regularly scheduled meeting of the members, the Secretary shall give notice of the date, time, location, and purpose of the meeting at least five (5) days prior to the meeting. Meetings of the officers are open to the members.
4.7 Quorum. A majority of the officers shall constitute a quorum for the transaction of business at any meeting of the Officers.
4.8 Liability of Officers. An officer shall not be liable if, in the exercise of ordinary care, the officer acts in good faith relying on written financial and legal statements provided by an accountant or attorney consulted by the officers.
4.9 Actions of the Offiers. The officers shall try to act by consensus. However, the vote of a majority of officers present shall be sufficiet to constitute the act of the officers unless the vote of a greater number is required by law or by the bylaws. An officer who is present at a meeting and abstains from a vote is considered to be present and voting for the purpose of determining a quorum.
4.10 Conflict of Interest. No officer may accept any compensation or renumeration for serving as an officer. No officer shall vote on matters in which the officer has, or has the appearance of having, a commercial conflict of interest.
4.11 Removal. The membership, by two-thirds (2/3) majority of those actually voting, may remove an Officer. A vote to remove an officer may be initiated by either the recommendation of two-thirds of the Officers, or by petition to the Officers by ten percent (10%) of the membership. The membership shall have at least ten (10) days notice of the vote which shall be held at a regularly scheduled meeting of the membership. Prior to the vote, each side shall be provided ten (10) minutes to present its case to the membership.
5.1 Purpose. Members may be designated to chair committees composed of other members, or to act independently, to perform duties or to provide services for members, or for the general public, which further the purposes of the club. Such duties and services shall be authorized by the President and may be continuing or for specified periods of time.
5.2 Eligibility. Any member may serve as committee chair or serve in a special assignment. Committee membership is open to all members of the club.
5.3 Recognition. A committee or special assignment shall become a recognized component of the organization. Committees and special assignments may be dissolved by the President.
6.1 Purpose: By mutual consent, the Wimberley Computer Club may form associations with other computer groups of similiar purpose. Such affiliations shall be for the purpose of mutual support and exchange of knowledge.
7.1 Conditions, Procedures and Limititations.
7.1.1 The Officers may impose reasonable sanctions on a member, or suspend or expel a member from the Wimberley Computer Club for good cause after a hearing. Temporary sanctions can be imposed only on a vote of the majority of the Officers. In no event shall temporary sanctions remain in effect past the date of the second regular meeting of the members following the imposition.
7.1.2 The Officers may not take any permanent action against a member without giving the member proper and adequate notice and an opportunity to be heard. To be deemed proper and adequate, notice shall be in writing and be delivered in person or mailed at least fourteen (14) days prior to the hearing. If mailed, the notice shall be sent by certified mail, return receipt requested. United States Postal Service notice of refusal of the addressee to accept the certified letter shall constitute adequate and sufficient proof of good faith effort to provide proper and adequate notice.
7.1.3 Any hearing or appeal under the provisions of these bylaws shall be held in open session unless closed session is requested in writing by the member charged.
7.1.4 A member shall have the right to be represented by counsel at and before any hearing or appeal. The Officers may impose sanctions, suspend a member, or expel a member by vote of a majority of the officers who are present and voting.
7.1.5 Right of appeal. Any member may appeal a judgement to impose a sanction, suspension, or expulsion. The appeal shall be to the Officers by written petition signed by the member and two other members in good standing. The approval of the appeal by the member sanctioned, suspended, or expelled shall be required. Any sanction against a member shall remain in effect pending the decision of the appeal.
7.2 Prohibited acts. No member, officer or committee member of Wimberley Computer Club shall:
7.2.1 Act in violation of the bylaws, or published resolutions of the Officers.
7.2.2 Use any asset, facility of, or status as a member of the Club to malign, impugn, or hold up to public ridicule the character or reputation of any member or any other person, organization, or any public or private business entity.
7.2.3 Wrongfully transfer, dispose of, or commit for use any Wimberley Computer Club property, including the name, good will, logo, or reputation of the club, or services of any member or members thereof.
7.2.4 Use the name of the club or any tangible or intangible asset thereof directly or indirectly for any purpose other than the authorized activities of the Wimberley Computer Club.
7.2.5 Derive or receive any improper benefit from, or act to provide to any other member or any other person or company or organization any improper benefit from, the operation of or use of any tangible or intangible asset of the Wimberley Computer Club.
7.3 Nothing in these bylaws shall be contrued as limiting the responsibility, duty, and authority of the Officers to protect the club or any of its members by timely, prudent, and necessary action to limit or contain effects of member actions that may or may not justify sanction, suspension, or expulsion.
8.1 Financial Management. No part of net earnings of the Wimberley Computer Club shall be used to the benefit of any member and all profits shall be used to further the clubs tax exempt purposes under Section 501 of the Internal Revenue Code. The Officers will publish an annual financial statement, and an annual inventory of financial assets, and obtain an annual internal audit.
8.2 Amendment of Bylaws. These Bylaws may be amended by two-thirds (2/3) majority of members voting in a business meeting provided that notice requirements, specified in Section 4.4 are met.
8.3 Dissolution. In the event of dissolution of the Wimberley Computer Club, all assets shall be transferred in accordance with applicable law in a manner deemed equitable by the Officers.
Attested: Susan Springer Wimberley Computer Club Secretary