Bylaws - Article 3
Membership

SECTION 3.1 QUALIFICATIONS OF MEMBERS

Each person who is a member of a household that either

  1. has paid annual dues required by the corporation, if any, within the last year and has provided a written statement requesting membership, or
  2. has a current annual subscription to the publications of the corporation and has provided a written statement requesting membership, and

whose name is included on the written statement as a member of the household,

shall be a member of the corporation. Those who have registered with the corporation by providing their name and either an e-mail or postal address shall be considered as having provided such a written statement requesting membership, only if such registration occurs before the corporation provides the opportunity to use forms explicitly for requesting membership.

The initial Board shall establish the initial amount of annual membership dues in the special rules of order of this corporation. The dues shall be charged per household rather than per individual.

No member may transfer a membership or right arising therefrom.

The term of membership shall begin January 1 and end December 31, annually.

SECTION 3.2 MEMBER POWERS

The following actions shall require the approval of the membership at a duly called meeting and shall not be valid and effective unless and until such approval is given:

  1. Amendment of the Articles of Incorporation or bylaws of this corporation, except as provided in Article 12.
  2. Adoption of a plan of merger or consolidation.
  3. The sale, lease, exchange or other disposition of all or substantially all of the property and assets of the corporation, whether or not the corporation is insolvent at the time such disposition is authorized by the Board.
  4. The dissolution of the corporation.
  5. Change of the amount of dues required for membership.
  6. Election of Directors from duly nominated candidates to succeed those whose terms are next to expire or to fill any seat during a current term for which no Director has yet been elected by the membership.

SECTION 3.3 LOCATION OF MEMBERSHIP MEETINGS

Meetings of the membership shall be held at such locations as shall be approved by the Board.

SECTION 3.4 TIME OF REGULAR MEMBERSHIP MEETINGS

Regular meetings of the membership shall be held two time each year; a Spring meeting will be held in April or May, and a Fall meeting will be held in September or October.

SECTION 3.5 SPECIAL MEMBERSHIP MEETINGS

The Board may call special meetings of the membership.

SECTION 3.6 NOTICE OF MEMBERSHIP MEETINGS

The Board shall give each member prior notice of the time, location, and agenda of every membership meeting. Such notice may be included in an HEIR newsletter or other such publication. Such notice shall be written, and delivered in person or sent by first class mail or electronic mail no later than 28 days prior to the membership meeting.

SECTION 3.7 ABSENTEE BALLOTS FOR MEMBERS

The Board shall give to each member absentee ballots for actions scheduled to be considered at a membership meeting. Such ballots shall be written and delivered in person or sent by first class mail, or electronic mail. The ballots may be delivered with an HEIR newsletter or other such publication. The ballots sent by first class mail or electronic mail shall be sent no later than 28 days prior to the membership meeting.

The ballots shall set forth the proposed actions and provide an opportunity to specify approval or disapproval of each proposal.

The proposals being considered on the ballot such as nominees for Board seats, a proposed change in membership dues, or proposed amendments to the bylaws or Articles of Incorporation, shall be sent with the ballot.

To be valid and counted, a ballot must be received at least a day prior to the membership meeting. Absentee ballots shall be counted at the membership meeting.

SECTION 3.8 QUORUM FOR MEMBERSHIP MEETINGS

A quorum for a membership meeting shall consist of the number of members present.

SECTION 3.9 MEMBER VOTING

At any meeting of the members, every member may vote in person or by absentee ballot.

Each member shall have one vote.

All elections of directors shall be determined by a plurality of the votes cast and all other matters shall be determined by a majority of the votes cast.

SECTION 3.10 CONDUCT OF MEMBERSHIP MEETINGS

Meetings of the membership shall be presided over by the President, or, in the President’s absence, by the Vice President, or, in the absence of each of these persons, by a member chosen by a majority of the Directors present at the meeting. In the Secretary’s absence, the presiding officer shall appoint another person to act as secretary of the meeting.

SECTION 3.11 NONLIABILITY OF MEMBERS

A member of this corporation is not, as such, personally liable for the debts, liabilities, or obligations of the corporation.

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As adopted on 10/23/99
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