Bylaws

Article I – Purpose and membership of the organization

Section 1. PURPOSE The purpose of the Estes Park Internet Computer Users Group, Inc. is to provide an organization that will educate and train its members in the use of microcomputers, the Internet, software, hardware, and other related areas deemed appropriate by the membership.

Section 2. MEMBERSHIP Membership in Estes Park Internet Computer Users Group, Inc. is open to all individuals who reside in the Estes Park area. This is loosely defined as the Park R3 school district boundaries. This geographic region should not be construed as a definitive area for exclusion of individuals. Rather, it should be considered as a guideline for including individuals who may be interested in joining the group.

Section 2A: MEMBERSHIP QUALIFICATION To qualify as a member of Estes Park Internet Computer Users Group, Inc., an individual must pay the annual dues as set forth by the membership and Board of Directors.

Section 3. MEETINGS Monthly meetings of the Estes Park Internet Computer Users Group, Inc. will be held the third Tuesday of each month or at a time and place the membership or Board of Directors designates. These meetings will be educational in nature and focus on the needs of the group. A brief business meeting will precede the educational portion of the meeting. Minutes of the previous meeting and a treasurer’s report will be given as appropriate. Roberts Rule of Order will be followed for conduct of the meeting.

Section 4. QUORUM A quorum for any meeting of the membership shall consist of those members in attendance provided that at least two of the current officers for the Estes Park Internet Computer Users Group, Inc. are in attendance. Each member is entitled to one vote.

ARTICLE II – DIRECTORS

Section 1. GENERAL POWERS: The business and affairs of the corporation shall be managed by a board of not less than two (2), nor more than seven (7), directors, who shall exercise all of the powers of the corporation, except such as by the laws of the State of Colorado, the Articles of Incorporation, or by these By-Laws are conferred upon or reserved to the membership in Section 2. QUALIFICATION OF DIRECTORS: Beginning with the year 1996, the directors of the corporation shall be elected by ballot from the membership who shall serve until the January meeting at which time a like number of directors shall be elected for a one year term. Directors shall be elected each year thereafter at the January meeting.

Section 3. VACANCY: Vacancies occurring in the Board of Directors shall be filled by the remaining directors and the director or directors shall serve until the next January meeting of the membership or until a successor has been elected.

Section 5. QUORUM: A majority of the members of the Board of Directors as constituted for the time being shall constitute a quorum for the transaction of business. When a quorum is present at any meeting, a majority of the members present shall decide any question brought before such meeting, except as otherwise provided by law, or these By-Laws.

ARTICLE III – POWERS OF DIRECTORS

Section 1. POWERS: The Board of Directors shall have the entire management of the business of the corporation. In the management and control of the property, business and affairs of the corporation, the Board of Directors is hereby vested with all the powers possessed by the corporation itself, so far as this delegation of authority is not inconsistent with the laws of the State of Colorado, with the Certificate of Incorporation, or with these By-Laws.

ARTICLE IV – OFFICERS

Section 1. OFFICERS: The officers of this corporation shall consist of a president, vice-president, secretary, treasurer, program director, and such other officers as shall from time to time be chosen and appointed. Any one person may be designated to hold the office of treasurer, the office of secretary and any other office.

Section 2. PRESIDENT: The president shall preside at all meetings of the directors and general membership and shall have the general charge of and control over the affairs of the corporation. The president shall perform such other acts as are usually incident to the office of president of a corporation and such as may be required by the Board of Directors.

Section 3. VICE-PRESIDENT: The vice-president shall perform such duties as may be assigned by the Board of Directors. In case of death, disability, or absence of the president, the vice-president shall perform and be vested with all duties and powers of the president. The signature of the vice-president on any conveyance, assignment, certificate, instrument or other document in the name of, or on behalf of the company, shall be prima facie evidence of the vice-president’s authority to sign the same for the company.

Section 4. SECRETARY: The secretary shall keep a record of the minutes of the proceedings of the meetings of the membership and directors and shall give such notice as is required of all general membership or director’s meetings. The secretary shall have custody of all books, records and papers of the corporation, except such as shall be in charge of the treasurer, or some other person authorized to have custody and possession thereof by resolution of the Board of Directors. The secretary shall have charge of the corporate seal and shall attest the same by their signature. The vice-president shall perform such other acts or duties as the Board of Directors may designate.

Section 5. TREASURER: The treasurer shall keep account of all monies of the company received and disbursed and shall deposit all money and valuables in the Estes Park Bank or any other financial institution authorized by the general membership or the Board of Directors, in the name of Estes Park Internet Computer Users Group, Inc. and credit of, the corporation in such bank or banks and depositories as the Board of Directors shall designate, and shall perform such other duties as Board may designate.

Section 6. PROGRAM DIRECTOR: The program director shall be responsible for the development of the educational portion of each regular meeting. The program director may enlist the assistance and advice of the membership, non-members, or outside organizations in the selection and planning of programs.

Section 7. MULTIPLE OFFICES: Any person may perform and hold more than one of the above offices.

ARTICLE V – CONTRACTS. CHECKS AND DEPOSITS

Section 1. CONTRACTS: Except as otherwise provided in these By-Laws, the Board of Directors may authorize any officer or officers, agent or agents to enter into any contract, or execute and deliver any instrument in the name of, and on behalf of, the corporation, and such authority may be general or confined to specific instances.

Section 2. CHECKS, DRAFTS, ET CETERA: All checks, drafts or other order for the payment of money, and all notes, bonds or other evidence of indebtedness issued in the name of the corporation shall be signed by such officer or officers, agent or agents, employee or employees of the corporation in such manner as may from time to time be determined by resolution of the Board of Directors.

Section 3. DEPOSITS: All funds of the corporation shall be deposited from time to time to the credit of the corporation in such bank or banks as the Board of Directors may select.

ARTICLE VI – SEAL

Section 1. The corporate seal of this corporation shall be a circular seal with the name of the corporation inscribed thereon and the “corporate seal,” Colorado.

ARTICLE VII – AMENDMENTS

Section 1. The Board of Directors, by the affirmative vote of the majority of its members, may alter, amend or revoke these By-Laws at any regular or special meeting of the Board, provided a notice or waiver in lieu of notice of such meeting to alter, amend, or revoke the By-Laws shall be given, or received, prior to such meeting. Notice shall be in writing not less than ten (10) days before the date set for said meeting.

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Bylaws originally written by Eric Blackhurst in 1996.
Revised/amended by Don Widrig in 1999.
Approved by membership.