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Bylaws of Oregon Mensa


ARTICLE I. DEFINITION OF THE LOCAL GROUP

    The name of this organization shall be Oregon Mensa. Oregon Mensa is a local group of American Mensa, Ltd. (AML), and is subject to the Constitution of Mensa, the Bylaws of American Mensa, Ltd., and resolutions adopted by the American Mensa Committee (AMC).

ARTICLE II. MEMBERSHIP

    1. Membership in Oregon Mensa shall be open to all members of AML in good standing residing in the geographic areas assigned to Oregon Mensa by the AMC, or as otherwise assigned by AML.

    2. Members of Mensa in good standing who are not also members of Oregon Mensa are welcome to participate in the social activities of Oregon Mensa at the discretion of the host or hostess. The National Ombudsman, his or her surrogate, and the members of the American Mensa Committee shall be permitted to participate in the business affairs of the local group in the discharge of their official duties.

    3. Oregon Mensa shall observe the preferences of members for data suppression and publication, as filed with AML, when publishing a local group roster or membership directory/register.

ARTICLE III. Officers; Duties

    1. The elective officers of Oregon Mensa shall be a Local Secretary, a Membership Secretary, a Treasurer, a Recording Secretary, and a Member at Large. The elective officers shall constitute the Executive Committee, which conducts the business of the local group. Each member of the Executive Committee shall have one vote. All Executive Committee members shall be members in good standing of AML and of Oregon Mensa.

      (a) The Local Secretary (LocSec) shall be the Chief Executive Officer of the organization and shall serve as the chief point of contact with AML. By agreeing to be LocSec, he or she agrees to pass along information to and from the group in a timely fashion. The LocSec shall also notify AML and the Regional Vice Chairman within two weeks of the results of elections, and of changes in the officers in Oregon Mensa.

      (b) The Membership Secretary shall preside in the absence of the Local Secretary and shall immediately and automatically succeed to the office of Local Secretary if that office becomes vacant before the end of a term.

      The Membership Secretary shall maintain a current record of the members of Oregon Mensa, and shall publish an annual roster of current members in accordance with the requirements of Article II, section 3 above. (c) The Treasurer shall have custody of, and be accountable for, all funds of Oregon Mensa. The Executive Committee may appoint assistants to the Treasurer for special-purpose funds. The Treasurer shall also maintain a list of all equipment owned by Oregon Mensa. The Treasurer, the Local Secretary, and any other officer(s) designated by the Executive Committee shall be signatories on each bank account and other financial account held by Oregon Mensa. All accounts shall be separate accounts in the name of the local group.

      The Treasurer shall publish a financial report in Oregon Mensa's newsletter every six months. The report shall contain schedules of income, expenses, and balances for all funds under control of Oregon Mensa, including RG, scholarship, and other special funds. At least quarterly, the Treasurer shall provide the LocSec statements from each bank and other institution where Oregon Mensa's money is kept, and shall provide interim financial reports to the Executive Committee upon request.

      (d) The Recording Secretary shall record minutes of the Executive Committee meetings; shall maintain a list of actions of the Executive Committee still in effect; shall maintain the historical records of Oregon Mensa; and shall perform official correspondence for Oregon Mensa.

      (e) The Member at Large shall perform such duties as are assigned by the Executive Committee.

    2. The term of office for elective officers shall be two years from May 1 to the second-following April 30, or until installation of a properly qualified successor, except in case of resignation, or death, or removal from office as provided in Sections 5 or 6 of this article, or as otherwise provided herein. The terms of the Local Secretary and the Membership Secretary end in odd-numbered years, and the terms of the remaining elective positions end in even-numbered years. The term of office of each Executive Committee as a whole is thus one year from May 1 to April 30, as some individual terms end each year. Any individual may be elected to an office for successive terms without limitation.

    3. The Executive Committee shall publish a printed newsletter at least quarterly. If an electronic version of the newsletter is also created, the printed version is nevertheless the version to be sent to members unless they request otherwise.

    4. The appointive officers of Oregon Mensa shall be an Editor, a Testing Coordinator, a Mediator, an Arbitrator, and such other officers as the Executive Committee shall determine from time to time. An officer is defined as any person who is given a title with specific responsibilities. All appointive officers shall be members in good standing of AML. The Local Secretary shall appoint all appointive officers with the advice and consent of the Executive Committee. The term of office for appointive officers is coincident with the term of office of the appointing Executive Committee, except if the appointing Executive Committee specifies a shorter term or if provided otherwise herein. Any appointed officer may be removed by majority vote of the Executive Committee unless provided otherwise herein.

      (a) The Editor shall edit Oregon Mensa's newsletter. The Editor shall print notices of meetings and programs, required ballots, results of Executive Committee meetings and elections, amendments to the bylaws and related discussions and ballots, the semi annual financial reports, and shall prepare and publish Post Office forms if required. The outgoing Editor must turn over all files in good order to the incoming Editor no later than 15 days after the outgoing Editor leaves office.

      (b) The Testing Coordinator shall recruit proctors, receive the names of candidates for testing from AML and other sources, make arrangements with proctors for testing dates and sites, notify candidates of scheduled tests, and publicize test dates in Oregon Mensa's newsletter.

      (c) The Mediator shall be appointed for a three-year term of office, the term commencing in a year evenly divisible by three, and may not simultaneously hold any Executive Committee office in Oregon Mensa. Removal of the Mediator before the end of the three-year term requires a unanimous vote of the full Executive Committee. The Mediator shall pursue local resolution of disputes within Oregon Mensa. The Mediator, and the National Ombudsman, may submit matter to the Editor marked "for publication" that relates to his or her official duties; anything so marked shall be given the highest practicable priority for publication in the newsletter.

      (d) The Arbitrator shall pursue resolution of disputes in Mensa groups other than Oregon Mensa if called upon to do so. Any member of Oregon Mensa, including a holder of any other office, elective or appointive, may serve as Arbitrator.

      (e) The Executive Committee may designate local geographical areas for special coordination within Oregon Mensa. Coordinators for local area group activities shall be appointed by the Executive Committee upon the advice of members residing in the affected geographical area; provided, however, that the coordinator shall be elected by ballot by the members residing in a defined geographical area upon request of 30 percent of the members in the area as listed on the latest membership roster provided by AML.

    5. Elective officers may be removed from office before the end of a term by a recall election. A recall election may be called by a petition citing the reasons for such action. Such a petition must be signed by at least 20 percent of the members of Oregon Mensa, as listed on the latest membership roster provided by AML, and delivered to a member of the Executive Committee. A recall election must be held within 60 days of the presentation of a properly qualified petition to a member of the Executive Committee. The balloting provisions of a regular election (see Article IV) shall apply.

    6. Any voting officer may be removed from office for nonattendance at three consecutive meetings of the Executive Committee by unanimous vote of the other members of the full Executive Committee.

    7. The Executive Committee shall select a replacement for any elective officer, other than the LocSec, who resigns or dies or is recalled or moves up to the position of LocSec in accordance with section 1(c) of this Article. A replacement for an elective officer is considered to be an elective officer. Members appointed to fill vacancies on the Executive Committee serve until the next annual election. Should the appointment end after only one year of a two-year term, the position shall be placed on the ballot for the remaining year of that term.

    8. All officers, elected or appointed, shall turn over all files, equipment, and materials pertaining to their offices to their successors, to the Local Secretary, or to another member of the Executive Committee no later than four weeks after leaving office, unless specified otherwise herein.

    9. The Executive Committee shall appoint one or more persons to perform a financial review of Oregon Mensa's financial records at approximately twelve-month intervals. The person(s) performing the review shall not have been involved in the collection or disbursement of Oregon Mensa's monies during the period being reviewed. The review shall include viewing actual statements from each bank and other institution where Oregon Mensa's monies were held during the period being reviewed.

ARTICLE IV. Elections

    1. No later than November 1 of each year the Executive Committee shall appoint an Election Committee consisting of four members and a Chairperson. Two of the four members of the Election Committee shall be designated by the Executive Committee as members of the Nominating Subcommittee and two members of the Election Committee shall be designated by the Executive Committee as members of the Election Operations Subcommittee. The Chairperson of the Election Committee shall be the Chairperson of the two subcommittees and shall have no vote in either of the subcommittees except in case of a tie. Members of the Election Committee shall be ineligible to run for office. No current member of the Executive Committee may serve on the Election Committee.

    2. No later than December 1, the Nominating Subcommittee shall nominate one or more candidates for each elective office that is expiring the following April 30. In the first election held after this bylaws amendment is adopted, every elective office shall be deemed to be up for election, with some candidates being elected for one-year terms and some for two-year terms based on when the terms of office for the particular offices to which they are being elected expire. The Chairperson of the Election Committee shall notify each nominee of the nomination on an individual and confidential basis not later than December 7. The Chairperson of the Election Committee shall also notify the Editor of the nominations not later than December 7, and the list of nominees shall be published in the January issue of the newsletter. Additional nominations may be made by petition signed by at least 10 members in good standing and delivered to the Chairperson of the Election Committee before February 1. Not later than February 7, the Chairperson of the Election Committee shall announce the names of all nominated candidates for elective office in writing and deliver the names to the Editor. No distinction shall be made on the ballot between those nominated in committee or by petition.

    3. Ballots shall list the candidates for each office in random order, plus a write-in line for each office. Ballots shall be mailed by the Election Operations Subcommittee to all members of Oregon Mensa in or with the March issue of Oregon Mensa's newsletter, or by mail postmarked no later than February 15.

    Members who want their ballots mailed to them by first class mail may have this done by sending their request with an appropriately self-addressed stamped envelope to the Chairperson of the Election Committee no later than February 7.

    4. All voters must be current members of American Mensa and of Oregon Mensa as of the ending date of the voting period. If a voter is not listed on the most recent membership list provided by AML, the member may provide other proof of current membership to the Election Operations Subcommittee.

    5. Ballots shall be cast by mailing them by first class mail to the Chairperson of the Election Committee. The envelope returned to the Chairperson shall contain the ballot and the mailing label of the newsletter or envelope in which the voter received the ballot. Ballots must be received by the Chairperson no later than March 31 to be valid. Ballots received after March 31, ballots not accompanied by the mailing label, and ballots that identify the voter shall not be counted. The Election Committee shall strive to maintain the anonymity of voters.

    6. The Election Operations Subcommittee shall meet in public during the first week of April to count the ballots. At the public meeting, the Chairperson shall open the voting envelopes, validate each vote by comparing the mailing label in the envelope with a current membership list of Oregon Mensa, and deliver all valid ballots to the members of the Subcommittee. The members of the Subcommittee shall then count the ballots. The Chairperson shall then immediately destroy any identification with regard to the mailing of the ballots, including the mailing labels and the envelopes. A plurality of all votes cast for each office shall constitute election. Ties shall be broken by a coin toss or another objective method.

    7. The Chairperson of the Election Committee shall certify the election results to the Executive Committee no later than April 10. The results shall be announced in the May issue of Oregon Mensa's newsletter. The Chairperson of the Election Committee shall preserve the ballots for inspection by any member of Oregon Mensa until July 1 following the election. The ballots thereafter shall be destroyed unless an inquiry into the validity of the election has been initiated pursuant to Section 8 below, in which case they shall be destroyed after the inquiry.

    8. The Executive Committee shall appoint three members of Oregon Mensa to inquire into the validity of the election upon a petition signed by not fewer than 10 members of Oregon Mensa and delivered to any two members of the Executive Committee prior to June 1. Any actions by the Executive Committee while a challenge is pending are not affected by the outcome of any such challenge.

ARTICLE V. Meetings

    1. The Executive Committee shall hold an annual meeting in April or May of each year and such other meetings as it shall deem necessary. The Executive Committee shall, however, meet not less than quarterly during the year. All Executive Committee meetings shall be announced in Oregon Mensa's newsletter in advance and open to attendance by any member of Oregon Mensa. The Executive Committee may also take actions between meetings on time-critical issues that need to be addressed before the next meeting. A record shall be kept of all Executive Committee actions taken between meetings; each such record shall be read at the next succeeding meeting of the Committee. A quorum to conduct business shall be a majority of the Executive Committee.

    2. At least one social event shall be held each quarter and announced in Oregon Mensa's newsletter in advance.

    3. A special Executive Committee meeting may be called by the Local Secretary or by the Executive Committee, and must be called upon receipt of a written request for such special meeting signed by at least five percent of the membership of Oregon Mensa as listed on the latest membership roster provided by AML.

    Notice of such special ExComm meeting, including the date, time, location, and purpose of the meeting, shall be mailed to each member of Oregon Mensa, either by publication in Oregon Mensa's newsletter or otherwise. The meeting shall not be held sooner then 15 days after the mailing of the notice. Such special ExComm meeting may also be announced by a special mailing to the entire membership of Oregon Mensa, and may be held any time after 15 days from the date of mailing. The purpose of the special Executive Committee meeting must be stated in the notice, and no other business may be discussed at that meeting.

    4. Any one or more members of the Executive Committee may participate in a meeting of the Committee by means of telephone, on-line conference, or similar communications equipment allowing all persons participating in the meeting to communicate with each other at the same time. Participation by such means shall constitute presence in person at the meeting.

    5 Proxies

      (a). Up to two proxies are allowed at all meetings of the Executive Committee. Any member of the Executive Committee may designate any current member of Oregon Mensa, other than another Executive Committee member or someone holding another proxy, to attend a particular Executive Committee meeting and vote on any and all business transacted there in the Executive Committee member's stead. No person may hold more than one proxy at a single meeting.

      (b). An Executive Committee member designating a proxy shall make reasonable efforts to notify each of the other Executive Committee members of the proxy no later than seven calendar days before the meeting.

    6. Persons attending Executive Committee meetings as proxies may not preside at the meeting, but may be used to form a quorum to conduct business. If the LocSec is absent from an Executive Committee meeting, the Membership Secretary shall chair the meeting regardless of whether the LocSec has designated a proxy. If both the LocSec and the Membership Secretary are absent, other elected officers shall preside in the order in which they are defined in Article 3 of these bylaws.

ARTICLE VI. Amendments

    Amendments to these bylaws may be proposed by the Executive Committee or by petition signed by 10 percent of the current members of Oregon Mensa as listed on the latest membership roster provided by AML. Such proposed amendments shall be submitted to and approved by the AMC before balloting by the local group. Voting shall be done by mail ballot. The ballots shall be mailed to each member of Oregon Mensa, either in Oregon Mensa's newsletter or otherwise. The deadline for voting shall be not less than 90 days from the publication of the proposal in Oregon Mensa's newsletter. An amendment to the bylaws shall require a majority affirmative vote of all those voting. No amendment to these bylaws shall be effective until approved both by the membership of Oregon Mensa and by the AMC after the membership has voted. After the membership has voted, Oregon Mensa shall file the result of the voting with the AMC. The AMC, through the Bylaws Committee, will notify Oregon Mensa of the effective date of the bylaws as amended upon its approval.

ARTICLE VII. Mensa Name and Logo

    American Mensa, Ltd. (AML) has granted a royalty free, non-exclusive license to Oregon Mensa for the use of the mark "Mensa" and a logo, consisting of a globe over a stylized "M" within a border, in connection with the non-commercial uses of Oregon Mensa. AML retains full ownership of the mark and logo and all statutory and common law rights in the mark and logo.

ARTICLE VIII. Parliamentary Procedure and Rules of Order

    1. The rules contained in Robert's Rules of Order, Newly Revised, latest edition, shall govern the local group in all cases to which they are applicable and not inconsistent with these bylaws.

    2. The Minimum Standard Bylaws for Local Groups of AML are implicitly included in these bylaws. The minimum requirements are enforceable even if they are not explicitly contained in these bylaws. If there is a conflict between these bylaws and the Minimum Standards, the Minimum Standards take precedence.