Star Wars Roleplay: Chaos

Register a free account today to become a member! Once signed in, you'll be able to participate on this site by adding your own topics and posts, as well as connect with other members through your own private inbox!

The Fiduciary Society

The Fiduciary Society of Denon seeks to connect all levels of society to ensure stability and prosperity of the People of Denon. They do not answer to the DireX; they are a Concerned Third Party focused on Denon as a whole, not only profit or politics.

Share This Faction

Quick Overview

Category
Minor Factions
Total members
4
Total events
0
Total discussions
1
Total views
3K

Bylaws

Status
Not open for further replies.
d9xT0Qh.png


BYLAWS OF THE FIDUCIARY SOCIETY

ARTICLE I — NAME AND PURPOSE
Section 1: Name: The name of the organization shall be The Fiduciary Society. It shall be incorporated under the laws of the Planet of Denon.
Section 2: Purpose: The Fiduciary Society is organized for the development, promotion, and execution of interests related to the People of Denon.

ARTICLE II — MEMBERSHIP
Section 1 - Eligibility for membership: Application for voting membership shall be open to any current resident, property owner, business operator or employee of the Planet of Denon that supports the purpose statement in Article I, Section 2. Membership is granted after completion and receipt of a membership application and annual dues. All memberships shall be granted upon a majority vote of the board.
Section 2 - Annual dues: The amount required for annual dues shall be 100 credits each year, unless changed by a majority vote of the board of directors. Continued membership is contingent upon being up-to-date on membership dues.
Section 3 - Rights of members: Each member shall be eligible to appoint one voting representative to cast the member's vote in association elections.
Section 4 - Resignation and termination: Any member may resign by filing a written resignation with the secretary. Resignation shall not relieve a member of unpaid dues or other charges previously accrued. A member can have their membership terminated by a majority vote of the board.
Section 5 - Non-voting membership: The board shall have the authority to establish and define non-voting categories of membership.

ARTICLE III — MEETINGS OF MEMBERS
Section 1 - Annual meetings: One annual meeting of the members shall take place in the month of January, the specific date, time and location of which will be designated by the chair. At the annual meeting the members shall elect board directors and officers, receive reports on the activities of the association, and determine the direction of the association for the coming year. The board may determine that a meeting of the members may be held solely by means of remote or electronic communication.
Section 2 - Notice of meetings: Printed notice, including all matters requiring a vote, of each meeting shall be given to each voting member, by mail, not less than three weeks prior to the meeting.
Section 3 - Quorum: The members present at any properly announced meeting shall constitute a quorum.
Section 4 - Voting: All issues to be voted on shall be decided by a simple majority of those present at the meeting in which the vote takes place.

ARTICLE IV — BOARD OF DIRECTORS
Section 1 - Board role, size and compensation: The board is responsible for overall policy and direction of the association, and delegates responsibility of day-to-day operations to the staff and committees. The board shall have up to 22, but not fewer than 9 members. The board receives no compensation other than reimbursement for reasonable and documented expenses.
Section 2 - Terms: All board members except the chair shall serve one-year terms, and are eligible for re-election.
Section 3 - Meetings and notice: The board shall meet at least quarterly, at an agreed upon time and place. An official board meeting requires that each board member have written notice at least three weeks in advance.
Section 4 - Board elections: New directors and current directors shall be elected or re-elected by the voting representatives of members at the annual meeting. Directors will be elected by a simple majority of members present at the annual meeting.
Section 5 - Election procedures: A Board Nominating Committee shall be responsible for nominating a slate of prospective board members representing the association's diverse constituency. In addition, any member can nominate a candidate to the slate of nominees. All candidates must be members in good standing. All members will be eligible to send one representative to vote for each candidate.
Section 6 - Quorum: A quorum must be attended by at least thirty-three percent of board members for business transactions to take place and motions to pass.
Section 7 - Officers and Duties: There shall be ten officers of the board, consisting of a chair, vice-chair, secretary, treasurer, negotiator, coordinator, researcher, champion, operative, influencer, and speaker. Their duties are as follows:
  • The chair shall convene regularly scheduled board meetings, shall preside or arrange for other members of the Executive Committee to preside at each meeting in the following order: vice-chair, secretary, treasurer.
  • The vice-chair shall chair committees on special subjects as designated by the board.
  • The secretary shall be responsible for keeping records of board actions, including overseeing the taking of minutes at all board meetings, sending out meeting announcements, distributing copies of minutes and the agenda to each board member, and assuring that corporate records are maintained.
  • The treasurer shall make a report at each board meeting. The treasurer shall chair the finance committee, assist in the preparation of the annual budget, help develop fundraising plans, make financial information available to board members and the public and ensure that appropriate financial records are maintained.
  • The negotiator shall be responsible for pursuing relationships and acuisitions, including expanding influence among a diverse assortment of organizations on Denon, off-world trade negotiations, and security guarantees. The negotiator shall report at each board meeting the change in status of any established relationships, and chair the foreign relations committee.
  • The coordinator shall report at each board meeting the general condition of Denon's workforce, industries, resources, and other internal matters of planetary concern. The coordinator and/or their delegate shall chair the labor, health, and infrastructure committees. Matters pertaining to the health, wellfare, and stability of plantery society shall be reported upon at board meetings.
  • The researcher shall be responsible for advancing the science, technology, and education of Denon; including the sustainability of such advancement. The researcher and/or their delegate shall chair the science, education, and energy committees, and make report at each board meeting on the strategic advancement of Denon in the galactic community.
  • The operative shall ensure the security of the Board and Members by identifying and isolating, co-opting, or eliminating hostile agents; establishing an information network; and ensuring the cybersecurity of the organization.
  • The champion shall ensure planetary security on the ground, in orbit, or in matters of law and order. The champion and/or their delegate shall chair the armed services, judiciary, and intelligence committees.
  • The influencer shall produce material, media content, and events to ensure the messaging of the organization is effectively disseminated and effective.
  • The speaker shall coordinate matters of public relations, including holding conferences, distributing information to external reporting agencies, and answering questions by the citizens of Denon. Input from citizens of Denon shall be collected, and pertinent concerns or recommendations shall be reported at each board meeting.

Section 8 - Vacancies: When a vacancy on the board exists mid-term, the secretary must receive nominations for new members from present board members three weeks in advance of a board meeting. These nominations shall be sent out to board members with the regular board meeting announcement, to be voted upon at the next board meeting. These vacancies will be filled only to the end of the particular board member's term.
Section 9 - Resignation, termination and absences: Resignation from the board must be in writing and received by the secretary. A board member shall be terminated from the board due to excess absences, more than two unexcused absences from board meetings in a year. A board member may be removed for other reasons by a three-fourths vote of the remaining directors.
Section 10 - Special meetings: Special meetings of the board shall be called upon the request of the chair, or one-third of the board. Notices of special meetings shall be sent out by the secretary to each board member at least three weeks in advance.
Section 11 - Remote communication for meetings: Any meeting of directors may be conducted solely by one or more means of remote communication through which all directors may participate in the meeting, if notice of the meeting is given as described in Section 3 and if the number participating is sufficient to constitute a quorum as described in Section 6. Remote communication includes but is not limited to commlink, holo-projection, or such other means by which persons may communicate with each other on a substantially simultaneous basis. Participation in a meeting by any of the above-mentioned means constitutes attendance at a meeting.
Section 12 - Action without a meeting: Upon initiative of the board chair or Executive Committee, an action that may be taken at a regular or special meeting may be taken without a meeting if the secretary mails or electronically delivers a ballot to every director entitled to vote on the action. The ballot must set forth each proposed action and provide an opportunity to vote for or against each proposed action. Approval by ballot is valid only if the number of votes cast by ballot equals or exceeds the number of votes that would be required to approve the action at a meeting.

ARTICLE IV — COMMITTEES

Section 1 - Committee formation: The board may create ad hoc committees as needed. Standing committees shall include, but are not limited to: Executive Committee, Finance Committee, and Nominating Committee. The board chair appoints all committee chairs.
Section 2 - Executive Committee: The officers serve as the members of the Executive Committee. Except for the power to amend the Articles of Incorporation and bylaws, the Executive Committee shall have all the powers and authority of the board of directors in the intervals between meetings of the board of directors, and is subject to the direction and control of the full board. A quorum of the Executive Committee shall be 75 percent of the officers.
Section 3 - Finance Committee: The treasurer is the chair of the Finance Committee, which includes three other board members. The Finance Committee is responsible for developing and reviewing fiscal procedures, fundraising plans, and the annual budget with staff and other board members. The board must approve the budget and all expenditures must be within budget. Any major change in the budget must be approved by the board or the Executive Committee. The fiscal year shall be the calendar year. Annual reports are required to be submitted to the board showing income, expenditures, and pending income.

ARTICLE V – AMENDMENTS

Section 1 - Amendments: These bylaws may be amended when necessary by two-thirds majority of the full board of directors. Proposed amendments must be submitted to the secretary to be sent out with regular board announcements.

Certification
These bylaws were approved at a meeting of the board of directors by a two-thirds majority vote on [MONTH/DAY/YEAR]

d9xT0Qh.png
 
Status
Not open for further replies.

Users who are viewing this thread

Top Bottom