(A Non-Profit Unincorporated Association)
The name of the organization shall be Atlanta Historical Computing Society, abbreviated as A.H.C.S..
All club meetings will be held at locations within the Atlanta metropolitan area as designated by the club president.
This association is organized exclusively for charitable, literary, educational and scientific purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under section 501(c)(3) of the internal revenue code, or the corresponding section of any future federal tax code. The purposes of the Association include educational activities related to computing history, promoting a sense of community among people interested in computing history, engaging in charitable, civic, or educational activities that will contribute to the education of the public; and exercising other powers conferred by the laws of Georgia on nonprofit associations.
This Association shall be self-governing, self-supporting, non-commercial, non-sectarian, nonprofit and nonpartisan.
No part of the net earnings of the Association shall inure to the benefit of any director of the Association, officer of the Association, or any private individual (except that reasonable compensation may be paid for services rendered to or for the Association affecting one or more of its purposes); and no director, officer or and private individual shall be entitled to share in the distribution of any of the association assets on the dissolution of the Association. No substantial part of the activities of the Association shall be for the distribution of propaganda, or otherwise attempting to influence legislation, and the Association shall not participate in, or intervene in (including the publication of statements about) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of these articles, this corporation shall not, except to an insubstantial degree, engage in any activities or exercise any powers that are not in furtherance of the purposes of this corporation.
The Association is organized pursuant to Georgia law and does not contemplate pecuniary gain or profit and is organized for nonprofit purposes which are consistent with the provisions of Section 501 (c)(3) of the Internal Revenue Code and its Regulations as they now exist or as they may be hereafter amended.
The Association shall not conduct or carry on any activities not permitted for an organization exempt from taxation under Section 501(c)(3) of the Internal Revenue code and Regulations as they now exist or as they may be amended.
The Association shall observe all local, state and federal laws which apply to nonprofit organizations.
Upon dissolution of the Association or the winding up of its affairs, the assets of the association shall be distributed exclusively to charitable organizations which would then qualify under the provisions of Section 501 (c)(3) of the Internal Revenue Code and its Regulations as they now exist or as they may be amended.
Membership in this organization is open to any person who participates in the Atlanta Historical Computing Society.
Eligible persons shall become members by agreeing to uphold the by-laws and by making a donation, each year. Donations may be either as money or as objects of value to the association. Upon fulfilling these qualifications, a member shall be considered in good standing and be entitled to any and all rights and privileges of membership.
The minimum recommended annual donation shall be determined by a vote of the Board of Directors.
People who join the Association’s online forum but who have not fulfilled the membership requirements will be considered Associate Members and have non-voting status.
The Annual Business Meeting shall be held each year in October, at the end of the regular monthly meeting.
The agenda shall include:
Any member in good standing is eligible to serve on the Board of Directors.
The Board of Directors shall be the governing body of the organization and shall manage, control, and direct the affairs and property of the organization.
No Director shall receive compensation for any service he or she may render to the organization. Board members may be reimbursed for actual expenses incurred in the performance of their duties.
The Board of Directors shall consist of the Officers and any additional Director positions, which the Board of Directors shall authorize.
Officers and any Director positions shall be elected at the Annual Business Meeting and will take office immediately. The nominating committee will name a slate of officers and the floor will also be open for nominations. The officers will be elected by simple majority of the membership present. Vacancies of officer and director positions having unexpired terms shall be filled by appointment by a majority of the remaining Directors. A member may hold more than one office, provided that the President and Vice President are two separate members. The officers and their respective duties are as follows:
Each elected officer and director shall serve a term of one (1) year or until a successor has been duly elected or appointed.
The Board of Directors shall meet as needed but at least once per year, prior to the Annual Business Meeting. Meetings of the Board of Directors may be called by the President or by agreement of a majority of members of the Board of Directors. Meetings may be held in person or by real time electronic communications.
Notice of any meeting of the Board of Directors shall be given at least two days in advance, by telephone or email. Any Director may waive notice of any meeting, and the attendance of a Director at any meeting shall constitute a waiver of notice of such meeting.
A majority of the Board of Directors shall constitute a quorum for the transaction of business at any meeting of the Board; but if less than a quorum of the Directors is present at said meeting, a majority of the Directors present may adjourn the meeting from time to time without further notice. The act of a majority of the Directors present at a meeting at which a quorum is present shall be the act of the Board of Directors.
Each member of the Board of Directors, shall have the right to cast one vote, even if that member holds more than one officer position. The decision of a majority of the voting members present at a meeting at which a quorum is established will be binding on the organization, unless provisions of these By-laws require greater vote.
The President shall preside at meetings of the Board of Directors and membership meetings. Meetings of the Board of Directors and business portions of membership meetings, will be governed by Simplified Roberts Rules of Order, as defined by the President.
No voting by proxy will be allowed.
The fiscal year of this organization shall be January 1 through December 31.
Operating funds shall be maintained in a general fund, and an accounting of such funds shall be presented at all business meetings and meetings of the Board of Directors.
The Directors shall present at each annual meeting, or when called by vote of the members at any meeting, a full and clear statement of the condition of the organization.
This nonprofit organization will qualify as a tax-exempt organization under the provisions of Section 501(c)(3) of the Internal Revenue code and its Regulations as they now exist.
Meet to receive nominations for the elected offices and directors of the organization and to prepare a slate of nominees for the election of officers. The committee shall be made up of the Board of Directors.
The President shall appoint any needed additional standing committees.
These By-laws may be altered, amended, or repealed and new By-laws may be adopted by a two-thirds majority of the Directors present, provided that such alterations, amendments, or proposed substitute By-laws have been read or distributed to all Directors at least one week prior to the vote.
I certify that I am the duly elected and acting secretary of the Atlanta Historical Computing Society and these By-laws constitute the association’s By-laws. The By-laws were duly adopted at a meeting of the board of directors held on _____________.
Secretary of the Association
The signed document will be held on file by the Secretary and subject to review by members.