Bylaws Amendment Proposed Clarity Suspension
Bylaw proposed for voting at the annual meeting on January 21, 2020.
TLDR:The majority of these changes are to clarify, not substantially change, the bylaws to make them easier to read and match how we operate, mainly concerning provisional members and awkward wording for voting members. The items of change are: Giving the board the authority to suspend a member for intentional damage to equipment, endangering LVL1's lease or existence, or clear and convincing evidence of thievery. Giving the board the option of extending the provisional period by up to 13 days in the event of a last minute objection, to give time for arbitration. Requiring members who have voluntarily suspended voting rights to contact the secretary to un-suspend those rights. Previously, voting on an issue restored rights, but this has been difficult to monitor. This is for the secretary's sanity sake.
I have made a few language changes based on responses in the thread and for clarity/completeness. They should not make significant change in the substance of the previous discussion thread.
New text is underlined and bold, removed text is in parenthesis. Section renumbering is in italics.
Changes proposed as follows: 3. This Corporation shall have two classes of Members: Full Members and Provisional Members. (deleting :one class of members: Full Members.) Founding Members are completely equivalent to Full Members. Founding Member is a temporary designation to recognize dues paying members, prior to LVL1 securing a physical location. No member shall hold more than one membership.
3.1 Any person 18 years of age or older shall become a Provisional Member upon:
Signature of at least 3 current full members to act as member sponsors Verification of a completed membership form by the Secretary, and Timely payment of dues as determined by the board of directors.
A Provisional Member must also provide government-issued photo identification to at least two members of the board of directors at the time of payment of the first membership fee, and provide an electronic mail address for receiving official notice of members' meetings. Any person who does meet these requirements is a Provisional Member of LVL1.
The first 3 months of membership shall be considered provisional. During this 3 month period, the only rights of membership shall be unique keys to access the space, twenty-four hour access to the physical workspace, and storing a reasonable amount of equipment at the workspace. (deleting: only unique keys to access the space will be provided.) If a Provisional (deleting: new) Member fails to fulfill the responsibilities of membership during this period, any Full Members may object to the membership. If any sponsors become objectors, they are no longer counted as sponsors. Objections to membership shall be directed to the member in question and the Board of Directors for attempted mediation. If during this 3 month period there are more unresolved objections to the membership than sponsors for the membership, the membership shall be terminated. In the event that the objections happen in the last week of the provisional period, the Provisional membership period may be extended by the board until the next regular or annual meeting at least 7 days away. 3.2 Rights and Responsibilities
Full Members enjoy the following privileges:
A key or other method of entry to the physical workspace. Twenty-four hour access to the physical workspace. Store a reasonable amount of equipment at the workspace. Sponsor a qualified person for a membership vote. Eligibility to submit and authorize Funding Allocation Petitions Eligibility to vote on any issue put before the membership. Eligibility to vote for officers and directors.
Full and Provisional Members must also fulfill the following responsibilities:
A member must thoughtfully contribute to LVL1's direction and policies. A member must pay the monthly fee as determined by the board of directors. A member must provide their current address, contact information, and preference for electronic receipt of communications. At the time a member's eligibility is terminated, they must forfeit his or her method of entry in addition to any other property owned by LVL1 to a member of the board of directors or an agent designated by the board of directors for this purpose. A member must abide by the LVL1 Harassment Policy.
Section 3.8 renumbered to 3.9, section 3.7 renumbered as 3.8, section 3.6 renumbered as 3.7.
New section 3.6 Suspension for Cause
The board may vote to temporarily suspend a Full or Provisional member for the following reasons:
Intentional damage to equipment valued over $100 which is either owned by LVL1 or on loan to LVL1. Endangering LVL1's lease or the existence of LVL1. Clear and convincing evidence of thievery by the member.
The suspension period can be no more than 16 days, and must end on a Tuesday after the weekly or annual meeting, during which the board should attempt to resolve the issue, and prepare a vote for the membership if further action is necessary. During this time, the member's access to the space will be restricted to meetings necessary to resolve the issue. If the issue is resolved, the board may lift the suspension at any time.
The board may set uncontroversial rules in order to protect equipment, maintain the lease, and protect the existence of LVL1. These rules, narrowly restricted to these specified cases, must be submitted to the membership for examination for a minimum of 7 days, and, if no unresolved objections, can be instituted without a vote of the membership. The rules must be posted in the relevant areas to be considered in effect. If three full members object to a rule already in effect, it must be submitted to the membership for a vote at the next weekly meeting. Violation of rules in effect shall be sufficient cause for the member's suspension under this section. 3.8 Funds Allocation Petition
Members have the right to submit a Funding Allocation Petition (FAP) to membership to allow the release of general funds. FAPs will include: Total amount of the requested funds. A short description of how the released funds will be spent towards the collective use, collective benefit or collective prestige of LVL1. Approval and disapproval for a FAP can be gathered through physical or electronic means over the course of one week. When more than 50% of voting members in good-standing (deleting: , excluding those that have voluntarily suspended their voting rights and those who have been removed from quorum count for inactivity,) have approved a FAP, it is given to the Treasurer, and upon verification it is approved. Members may rescind their approval at the time of verification; or any time prior to final verification. One week after submission, a FAP that has not received a full 50% approval from voting members in good-standing (deleting: , excluding those that have voluntarily suspended their voting rights and those who have been removed from quorum count for inactivity,) will end. At that time, the FAP passes if two conditions are met: More than 50% of voting members in good-standing (deleting: , excluding those that have voluntarily suspended their voting rights and those who have been removed from quorum count for inactivity,) have responded to the FAP with either approval or disapproval. More than 50% of those member responses approve the FAP. The Treasurer will notify the membership when a FAP is approved and include the following information in the notification: Total amount authorized for the FAP. The verified members authorizing the FAP. FAP authorization will expire 2 months after approval. When the FAP authorization expires, the remaining FAP funds return to the general fund.
Section 6.1.9 renumbered to 6.1.10, section 6.1.8 renumbered as 6.1.9, section 6.1.7 renumbered as 6.1.8, section 6.1.6 renumbered as 6.1.7, section 6.1.5 renumbered as 6.1.6, section 6.1.4 renumbered as 6.1.5, section 6.1.3 renumbered as 6.1.4, section 6.1.2 renumbered as 6.1.3, section 6.1.1 renumbered as 6.1.2.
New section 6.1.1 Voting member A voting member is a Full Member in good standing who has not voluntarily suspended their voting rights or who has been removed from quorum count for inactivity.
6.1.3 Voluntary Suspension of Voting Rights
Those members who do not wish to be included in voting matters may voluntarily suspend their own voting rights by notifying the secretary in writing or electronically. Members who suspend this right retain all other benefits and responsibilities of membership, but will not count as an existing member only in matters of establishing quorum. Voting rights can be reclaimed at any time by notifying the secretary (deleting: or by casting a vote on any issue,) and from that point on they shall remain counted towards quorum unless and until they voluntarily suspend their voting rights again.
Quorum for a vote of the membership of LVL1 shall require at least 50% of the voting members (deleting: existing membership, not including those which have voluntarily suspended their voting rights and those who have been removed from quorum count for inactivity,) on the day of the vote. For the purposes of calculating the quorum, properly submitted proxy statements by members shall count as attendance. 7.7 Resignation
Any officer may resign at any time by written notice delivered to the the president or secretary of the corporation. An officer is also considered immediately resigned upon death or being incapacitated where fulfilling the duties of office is impossible. A resignation is effective when the notice is delivered unless the notice specifies a future date. The pending vacancy may be filled before the effective date, but the successor shall not take office until the effective date. In the event that an officer resigns, Full Members shall elect a replacement officer using the membership voting procedure defined in these bylaws. Nominations for people to run to replace the officer who has resigned shall open when the officer tenders his resignation, and remain open for one week. Members shall elect the replacement officer among the candidates who have been nominated and accepted their nomination, using the Votes of the Membership procedures in these bylaws. The replacement officer's term shall last until new officers are elected at the next Annual Meeting.