proposed constitution of HLA

[guppymax]

I have not written a constitution that I am ready to vote on. I did this in the hope some, several of you would  take this and revise or rewrite it and propose some(a) constitution(s) that we can vote on.

proposed Constitution for the Houston Livebearers Association

The Organization

The top authority is in the full membership itself. Of coarse it is not possible to
conduct the simple day to day business of the club by involving all members. Thus the
membership elects a group of officers for this purpose:

-President
-Treasurer

Duties

The president shall carry on the daily business of the club and spend its money as he
deems prudent. He must answer to the treasurer and provide total disclosure of all income
and expenditures to the treasurer.

The treasurer shall publish an accurate accounting on the website for the world to see.

Names and Objectives

The official name of the club shall be Houston Livebearers Association. or HLA for short

The objectives of the club shall be to:
1. promote friendship and fun among the membership.
2. build and promote the livebearer fish keeping hobby.
3. become a nonprofit organization
4  charge no fees or dues. The club may accept donations or make a 10% commission at auctions.
4. have its business meetings openly on the website.
5. publish an accurate accounting on the website.
6. make the officers accountable to the members of the club.

Membership

Membership in the Houston Livebearers Association shall be granted to any real person
who request it.

Voting

To vote a member must have posted to the Business meeting section of the website xx
times xx months prior to the election. and ?

Elections

A fifty one percent majority of the membership may post( call ) for elections at any time
provided a member is willing to run for office.

Regular annual elections will be held on some date.

Ammendments to the constitution

A fifty one percent majority of the membership may post( call ) for Amendments to the
constitution at any time provided a draft of the proposed amendment is posted to the business.
section of the constitution.

max

[PhishPhreek]

Re: proposed constitution of HLA

I think the officers should be an odd number (membership chairman)
that makes it easier to break ties in any voting.

Also think the expenditure of club monies should be goverened by a budget proposed at a regulary scheduled meeting (or online) and approved by a majority of the members.

In order to determin what is a majority / quarum of the members
we will need some way to determin who is a (active) member and who is not.  If not by membership fees then possibly by attendence or board participation.  Also we should consider if proxy voting will be allowed.

I suppose these should be put in the form of amendments and set up as a poll(s)......

have we got a leagle beagle in the crowd ?  :bscomehereyou:

[guppymax]

Re: proposed constitution of HLA

I see a need for a vice president to stand in for the president and help promote the clubs objectives. What are the duties of the membership chairman? Waht other officers do we need?

I think the president should be allowed to buy canned drinks and potato chips without a budget. If being a non profit is approved in the constitution that would be approval to spend money to make it happen ( probably less than $100). I advocate building the club "on the cheap" and so I am against any large expenditures until the need is apparent to everyone. I guess some sort of dollar limit for budget approval is needed. I like the idea of conducting all business online for the world to see.

I think that with a small club like ours we could all vote on the website possibley through a poll. I favor some sort of website participation to determine if a member is active and elgible to vote. I think we could set a time limit for the "poll" and proxy voting is not necessary. How can we know a person is real and votes exactly once? How do polls work? We could requie a post to vote.

max

I see the proposed constitution as a draft that we can revise and rewrite until the members vote and approve a real constitution. No need to ammend just change it.

max

[guppymax]

Re: proposed constitution of HLA

OK here is my second draft of my proposed constitution. Again it is not ready to vote on. It incorporates some more of our ideas. Feel free to start over or cut it up and rebuild it if you like.

max

proposed Constitution for the Houston Livebearers Association

The Organization

The top authority is in the full membership itself. Of coarse it is not possible to
conduct the simple day to day business of the club by involving all members. Thus the
membership elects a group of officers for this purpose:

-President
-Vice President
-Treasurer

Duties

The president shall carry on the daily business of the club and spend its money.
Expenditures of club monies shall be governed by a budget proposed by the president
online annually. This budget shall be approved by a majority of the voting members.
He may also ask for authorization for expenditures online at any time to be approved
by a majority of the voting members. He must answer to the treasurer and provide total
disclosure of all income and expenditures to the treasurer.

The Vice President shall be subordinate to the President and stand in for the President
in his absence. He will serve as a good will ambassador and promote the clubs objectives.

The treasurer shall publish an accurate accounting on the website for the world to see.

Names and Objectives

The official name of the club shall be Houston Livebearers Association. or HLA for short

The objectives of the club shall be to:
1. promote friendship and fun among the membership.
2. build and promote the livebearer fish keeping hobby.
3. become a nonprofit organization
4. join FOTAS
5.  charge no fees or dues. The club may accept donations or make a 10% commission at
  auctions.
6. have its business meetings openly on the website.
7. publish an accurate accounting on the website.
8. make the officers accountable to the members of the club.
9. all club activities are optional.
10. the club does not limit or require members participation in other clubs.

Membership

Membership in the Houston Livebearers Association shall be granted to any real person
who request it.

Voting

Only active members may vote. To be active a member must have done one of the following:
1. joined in the last year.
2. signed the registry at a club meeting in the last year.
3. have posted in the HLA forum of the Houston Fish Box website once in the last year.

Elections

Regular annual elections will be held on some date. Any active member may demand to be
placed on the balot by posting that demand in the HLA forum on the Houston Fish Box.
Officers shall be elected by a majority of the voting members.

A fifty one percent majority of the membership may post( call ) for elections at any time
provided a member is willing to run for office. officers may then be elected in the normal
manner.

Ammendments to the constitution

A fifty one percent majority of the membership may post( call ) for approval of Amendment(s)
to the constitution at any time provided a draft of the proposed amendment(s) is posted in
the HLA forum of the Houston Fish Box website.

max

[guppymax]

Re: proposed constitution of HLA

OK here is the third one or yet another proposed constitution of the HLA.
Again it is not ready to vote on. It incorporates some more of our ideas. Feel free to start over or cut it up and rebuild it if you like.

proposed Constitution for the Houston Livebearers Association

The Organization

The top authority is in the full membership itself. Of coarse it is not possible to
conduct the simple day to day business of the club by involving all members. Thus the
membership elects a group of officers who shall also serve as directors for this
purpose:

-President
-Vice President
-Treasurer

Duties

The president shall carry on the daily business of the club and spend its money.
Expenditures of club monies shall be governed by a budget proposed by the president
online annually. This budget shall be approved by a majority of the active voting members.
He may also ask for authorization for expenditures online at any time to be approved
by a majority of the active voting members. He must answer to the treasurer and provide
total disclosure of all income and expenditures to the treasurer.

The Vice President shall be subordinate to the President and stand in for the President
in his absence. He may also stand in for the treasurer in his absence. He will serve as
a good will ambassador and promote the clubs objectives.

The treasurer shall publish an accurate monthly accounting on the website for the world
to see.

Names and Objectives

The official name of the club shall be Houston Livebearers Association. or HLA for short
Houston Livebearers Association shall be a nonprofit organization and shall not attempt
to profit or gain from its members.

The objectives of the club shall be to:

1. Promote friendship and fun among the membership at social meetings, events, safaris
  and online.

2. Build and promote the livebearer fish keeping hobby. The HLA membership will provide
  free online information about livebearers at the Houston Fish Box. Members will conduct
  themselves and encourage others to conduct themselves in an exemplary manner to foster
  a child friendly atmosphere with good mentorship at the Houston Fish Box. We need to
  unplug our children from the television and games that foster so much violence and
  plug them into the real world. Too much of our fish keeping today is adults only.
  Without young fish keepers this hobby will die. The HLA will have auctions that are
  also shows. At first certificates or homemade trophys will be awarded the buyer and
  seller of high dollar fish to encourage competition and spread the fish around creating
  interest. Hopefully later the fish can be catagorized and winners in different catagorys
  can be recognized. There are films and tapes from other livebearer associations that
  we can view at the meetings to get educated. Certainly we will trade fish stories
  and ideas.

3. Serve as an example nonprofit organization that knows how to treat its members.
  HLA shall charge no fees or dues. The club may accept donations or make a 10%
  commission at auctions or make money with fundraiser events. HLA shall conduct its
  business meetings openly on the website. HLA shall publish an accurate accounting of
  its income and expenditures on the website. HLA shall make the officers accountable
  to the members of the club. All HLA activities are optional. HLA does not limit or
  require members participation in other clubs.

Membership

Membership in the Houston Livebearers Association shall be granted to any real person
who request it.

Voting

Only active members may vote. To be active a member one must have done one of the
following:

1. joined more than three months before the election and less than fifteen months before
  the election.
2. be a member who signed the registry at a club meeting in the time period more than
  three months before the election and less than fifteen months before the election.
3. be a member who has posted in the HLA forum of the Houston Fish Box website once in
  the time period more than three months before the election and less than fifteen
  months before the election.

Elections

Regular annual elections will be held on some date. Any active member eighteen years
old or older may demand to be placed on the ballot by posting that demand in the HLA
forum on the Houston Fish Box. Officers shall be elected by a majority of the active
voting members.

A fifty one percent majority of the membership may post( call ) for elections at any time
provided an active member eighteen years old or older is willing to run for office.
officers may then be elected in the normal manner.

Ammendments to the constitution

A fifty one percent majority of the membership may post( call ) for approval of Amendment(s)
to the constitution at any time provided a draft of the proposed amendment(s) is posted
in the HLA forum of the Houston Fish Box website.

[guppymax]

Re: proposed constitution of HLA

OK here is the fourth one or yet another proposed constitution of the HLA.
It incorporates some more of our ideas. Feel free to start over or cut it up and rebuild it if you like.

proposed Constitution for the Houston Livebearers Association

The Organization

The top authority is in the full membership itself. Of coarse it is not possible to
conduct the simple day to day business of the club by involving all members. Thus the
membership elects a group of officers who shall also serve as directors for this
purpose:

-President
-Vice President
-Treasurer

Duties

The president shall carry on the daily business of the club and spend its money.
Expenditures of club monies shall be governed by a budget proposed by the president
online annually. This budget shall be approved by a majority of the active voting members.
He may also ask for authorization for expenditures online at any time to be approved
by a majority of the active voting members. He must answer to the treasurer and provide
total disclosure of all income and expenditures to the treasurer.

The Vice President shall be subordinate to the President and stand in for the President
in his absence. He may also stand in for the treasurer in his absence. He will serve as
a good will ambassador and promote the clubs objectives.

The treasurer shall publish an accurate monthly accounting on the website for the world
to see.

Names and Objectives

The official name of the club shall be Houston Livebearers Association. or HLA for short
Houston Livebearers Association shall be a nonprofit organization and shall not attempt
to profit or gain from its members.

The mission statement of the HLA is:

The HLA is organized to promote and build the Livebearer fish keeping hobby,
fun and friendship. There are a number of reasons for doing this:

    1.Livebearer fishkeeping offers an alternative to the violence and bad conduct
       we see on TV and video games.

    2. Livebearers are good beginner fish. Compared with some of the egglayers the
       livebearers are relatively well behaved and peaceful.

    3. Some of the livebearers are native fish that need protection.

    4. Other livebearers are designer fish that can be breed and selected to create
       eye candy. A wealth of scientific knowledge is needed to keep the fish alive
       and to get them to reach their full potential.

    5. Livebearers may be easier for humans to identify with.

To promote and build the live bearerer fishkeeping hobby the HLA shall:

    1. Hold social meetings to trade fish and ideas. ( scientific education and
       prolification of livebearer strains )

          a. These meetings shall include preferably young speakers who are the
             future of the hobby to speak on scientific topics.

          b. These meetings will include auctions that are also shows to disperse
             fish and ideas throughout the community. Prizes and or certificates will
             be awarded to high dollar fish to promote competition, interest, better
             breeding and genetics. Hopefully later the fish can be catagorized and
             winners in different catagorys can be recognized. There are films and
             tapes from other livebearer associations that can be viewed at the
             meetings to get educated.

          c. Fund raiser events will be included to create interest in the club and
             the hobby.

    2. Provide free scientific information  to the public at The Houston Fish Box
       website through the message board, private messaging, email, and visits.
       Members will conduct themselves and encourage others to conduct themselves
       in an exemplary manner to foster a child friendly atmosphere with good
       mentorship at the Houston Fish Box.

    3. Promote monthly safaris at The Houston Fish Box to promote native species
       and provide education concerning escaped species

    4. Serve as an example nonprofit organization that knows how to treat its members.
       HLA shall charge no fees or dues. The club may accept donations or make a 10%
       commission at auctions or make money with fundraiser events. HLA shall conduct
       its business meetings openly on the website. HLA shall publish an accurate
       accounting of its income and expenditures on the website. HLA shall make the
       officers accountable to the members of the club. All HLA activities are
       optional. HLA does not limit or require members participation in other clubs.

Membership

Membership in the Houston Livebearers Association shall be granted to any real person
who request it.

Voting

Only active members may vote. To be active a member one must have done one of the
following:

1. joined more than three months before the election and less than fifteen months before
  the election.
2. be a member who signed the registry at a club meeting in the time period more than
  three months before the election and less than fifteen months before the election.
3. be a member who has posted in the HLA forum of the Houston Fish Box website once in
  the time period more than three months before the election and less than fifteen
  months before the election.

Elections

Regular annual elections will be held on some date. Any active member eighteen years
old or older may demand to be placed on the ballot by posting that demand in the HLA
forum on the Houston Fish Box. Officers shall be elected by a majority of the active
voting members.

A fifty one percent majority of the membership may post( call ) for elections at any time
provided an active member eighteen years old or older is willing to run for office.
officers may then be elected in the normal manner.

Ammendments to the constitution

A fifty one percent majority of the membership may post( call ) for approval of Amendment(s)
to the constitution at any time provided a draft of the proposed amendment(s) is posted
in the HLA forum of the Houston Fish Box website.

[ken/mark]

Re: proposed constitution of HLA

Max, it looks like a great place to start!  Will it be possible to keep the draft on the web site and make changes as needed.  In a few months once we have officers in place and members that have attended a few meetings before we vote on a final draft?  Once we vote it in place we will have to vote again everytime we want to amend the constitution.  

Thank you for developing the HLA constitution.  later, ken

[guppymax]

Re: proposed constitution of HLA

I think its a lot worse than that. Amending the constitution means paying the fees and going through at least part of the not for profit process again. I think it is cheaper to get the DBA and incorporate with the state at the same time with a copy of the ratified constitution included with the articles of incorporation. This requires three elected board members addresses and the registered agents address. If I am the agent I can do it by myself. I am not clear on whether or not the agent can be one of the three board members too. I bet that would cost me about $50. If the ratified constitution met the federal standards for a non profit organization then it might cost another fee to file and get exempt from IRS taxes. I see advertisements for people to do it for us for $100 + the fees I allude to. The DBA is required for a club checking account.

max

[PhishPhreek]

Re: proposed constitution of HLA

If you make the incorporation papers the bare minimum (xxx as specified in the bylaws) and put all the specifics in the Bylaws, then you can change the bylaws without paying a fee and refiling.....

[guppymax]

Re: proposed constitution of HLA

Show me how please.

max

[PhishPhreek]

Re: proposed constitution of HLA

HAS rewrote theirs last year and it is now up to date.
All HAS members are supposed to get a copy.

Who is the president this week ?

[guppymax]

Re: proposed constitution of HLA

I know more about this than I am at liberty to say. I understand that you are using this as an example for the HLA to follow. However, as a member of the board of directors of the HAS I think it is inappropriate for me to discuss their business in this forum. It might not be a good idea for the rest of us either.

max

[guppymax]

Re: proposed constitution of HLA

Here is an excerpt from IRS publication 557:

.
.
.
Required Inclusions

Every exempt organization must have an employer
identification number (EIN), whether or
not it has any employees.

If your organization does not have an EIN,
your application for recognition of exemption
should include a completed Form SS–4, Application
for Employer Identification Number.

Organizing documents. Each application for
exemption must be accompanied by a conformed
copy of your organization’s Articles of
Incorporation (and the Certificate of Incorpora

tion, if available), Articles of Association, Trust
Indenture, Constitution, or other enabling document.
If the organization does not have an organizing
document, it will not qualify for exempt
status.

Bylaws. Bylaws alone are not organizing
documents. However, if your organization has
adopted bylaws, include a current copy. The
bylaws need not be signed if submitted as an
attachment.

If your organization’s name has been officially
changed by an amendment to your organizing
instruments, you should also attach a
conformed copy of that amendment to your application.


Conformed copy. A conformed copy is a
copy that agrees with the original and all amendments
to it. If the original document required a
signature, the copy should either be signed by a
principal officer or, if not signed, be accompanied
by a written declaration signed by an authorized
officer of the organization. With either
option, the officer must certify that the document
is a complete and accurate copy of the original.
A certificate of incorporation should be approved
and dated by an appropriate state official.

Every attachment should show your
organization’s name, address, and EIN. It
should also state that it is an attachment to your
application form and identify the part and line
item number to which it applies.

Do not submit original documents because
they become part of the IRS file and
cannot be returned.

Description of activities. Your application
must include a full description of the purposes
and the activities of your organization. When
describing the activities in which your organization
expects to engage, you must include the
standards, criteria, procedures, or other means
that your organization adopted or planned for
carrying out those activities.

To determine the information you need to
provide, you should study the part of this publication
that applies to your organization. The
appropriate chapter will describe the purposes
and activities that your organization must pursue,
engage in, and include in your application in
order to achieve exempt status.

Often your organization’s articles of organization
(or other organizing instruments) contain
descriptions of your organization’s purposes
and activities.

Financial data. You must include in your application
financial statements showing your receipts
and expenditures for the current year and
the 3 preceding years (or for the number of
years your organization was in existence, if less
than 4 years). For each accounting period, you
must describe the sources of your receipts and
the nature of your expenditures. You must also
include a balance sheet for the current year.

If you have not yet begun operations, or have
operated for less than 1 year, a proposed budget
for 2 full accounting periods and a current statement
of assets and liabilities will be acceptable.

Other information. The IRS may require you
to provide additional information necessary to
clarify the nature of your organization. Some
examples are:

Chapter 1 Application, Approval, and Appeal Procedures Page 3


• Representative copies of advertising
placed,
• Copies of publications, such as
magazines,
• Distributed written material used for expressing
views on proposed legislation,
and
• Copies of leases, contracts, or agreements
into which your organization has
entered.
Miscellaneous Procedures

For prompt action on your application, be sure to
attach all schedules, statements, and other documents
required by the application form. If you
do not attach them, you may have to resubmit
your application or you may otherwise encounter
a delay in obtaining recognition of exemption.

Incomplete application. If the application
does not contain the required information, it may
be returned with a letter of explanation without
being considered on its merits. If the completed
application is resubmitted within the time period
indicated in the letter from the IRS, it will be
considered received on the original submission
date. In that case, if the original submission was
timely, the application will be considered timely
filed as discussed in chapter 3, under Application
for Recognition of Exemption.

Application made under wrong paragraph of
section 501(c). Occasionally, an organization
may appear to qualify for exemption under a
paragraph of section 501(c) that is different from
the one for which the organization applied. If the
application was made on Form 1024, which applies
to more than one paragraph of section
501(c), the organization may be recognized as
exempt under any paragraph to which the form
applies if the organization has agreed to have its
application considered under that paragraph. It
must also supply any additional information required
for the application under the new paragraph.


Different application form needed. If a different
application form is required for your organization,
the IRS will so advise your
organization and will provide the appropriate
application form for your convenience in reapplying
under that paragraph, if you wish to do so.
Although supporting information previously furnished
need not be duplicated, you must provide
any necessary additional information required
for the application. If your reply is not received
within a limited time, your application will be
processed only for the paragraph under which
you originally applied.

When a specific application form is needed
for the paragraph under which your organization
qualifies, that form is required before a letter
recognizing exemption can be issued. This includes
cases in which an exemption letter is
modified to recognize an organization’s exempt
status under a paragraph other than the paragraph
under which it originally established exemption.


IRS responses. Organizations that submit a
complete application will receive an acknowledgment
from the IRS. Others will receive a
letter requesting more information or returning

an incomplete application. Applicants also will
be notified if the application is forwarded to the
Headquarters of the IRS for consideration.
These letters will be sent out as soon as possible
after receipt of the organization’s application.

.
.
.


max

[guppymax]

Re: proposed constitution of HLA

Just like a budget or anything else the constitution is only as good as it really is. General incomplete information to get it done is just something to be done right later and I think to cost more money.

max