Incorporation/Bylaws

LIBRENEWS FOUNDATION BYLAWS

Article I ~ Name

The name of this corporation/(hereinafter referred to as the Foundation) shall be LibreNews Foundation.

Article II ~ Purpose

The purposes of the Foundation shall be to:

• to create the best sources for independent, not-for-profit journalism
• to create a forum where people can discuss, and review any topic
• to be an advocate for freedom of press, freedom of speech, and digital rights
• to help promote awareness of issues and challenges facing the aforementioned items.
• to provide a legal basis for member sites which promote the purposes of the Foundation

Article III ~ Membership

At the time of incorporation, the Foundation shall have no members.

Article IV ~ Member Sites

Section 1 - Definition

Member Sites are semi-autonomous organizations that exist to promote the goals and objectives of the Foundation. Member sites operate under a charter ratified by the Board of Directors. Such objectives shall be in line with the purposes of the Foundation.

Section 2 - Creation of a Member Site

Member Sites may be created directly by the Board of Directors. Alternatively, a petition may be lodged with the Secretary within ten (10) days before the next meeting to incorporate an independent organization as a member site of the Foundation.

Section 3 - Member Site Charter

Each Member Site shall draft and present the Board of Directors with a charter that define their operational procedures , and specific objectives. Charters must list m

Article V ~ Board of Directors

Section 1 - List of Offices

The officers of this association shall be:

• President
• Vice-President
• Secretary
• Treasurer

Section 2 - Term Lengths

Officers shall be elected by majority vote of the membership present at the annual meeting for the term of two years.

Section 3 - Term Start

The term of officers so elected shall begin with the next meeting following the annual meeting, and shall continue until their successors are elected.

Section 4 - Vacancies

A vacancy in any office shall be filled for the remainder of the term through appointment by the remaining officers, pending ratification by the membership at the next meeting.

Section V ~ Duties of Officers

President: The President shall facilitate all meetings for the membership.

The President shall serve as the primary channel of communication with the librarian and the library trustees.

The President shall facilitate the appointment of committees and ensure that the goals and purposes of the membership are realized.

The President shall be an ex-officio member of all committees.

The President shall have the power to pursue resources, pending ratification by the membership.

Vice-President/President-elect: The Vice-President/President-elect shall act in the capacity of the President in the President’s absence.

The Vice-President/President-elect shall share leadership responsibilities with the President in preparation for a smooth transition of leadership from year to year, and shall become President of the association at the end of the previous President’s term.

Secretary: The Secretary shall record attendance, take the minutes of all meetings, and maintain a file of meeting minutes for reference at future meetings.

The Secretary shall conduct necessary correspondence for the association.

Treasurer: The Treasurer shall be responsible for the collection, safekeeping, and disbursement of all funds and assets.

The Treasurer shall keep and maintain financial records of all financial transactions of the organization.

The Treasurer shall submit a financial accounting of the association’s transactions and financial status at the annual meeting and at other times when requested.

The Treasurer shall prepare any necessary documents for the IRS and the NH Attorney General related to the finances of the association.

Article VI ~ Meetings

Section 1. Meetings of the Foundation shall be held twice annually unless otherwise voted on by the membership.

Section 2. Business can be conducted if a quorum is present. A quorum shall be defined as no fewer than three (3) members.

Section 3. Special meetings of the association may be called at any time by the President or by two officers of the association, with proper notification of the membership.

Section 4. The membership shall be notified of all meetings by e-mail, at least ten (10) business days before the meeting date.

Article VII ~ Funds and Liability

Section 1. All funds shall be deposited to the account of the LibreNews Foundation and shall be disbursed by the Treasurer as authorized by the President, acting on behalf of the membership.

Section 2. Adequate records of accounts shall be maintained by the Treasurer.

Section 3. No member of the association shall be liable except for unpaid dues, and no personal or financial liability shall in any event be attached to any member of the association in connection with any of its undertakings.

Section 4. No part of the funds from the association shall benefit any individual of the association, except that the association may pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes of the association.

Section 5. Upon the dissolution of the association after paying or making provisions for the payment of the liabilities of the association, any remaining assets shall be disbursed in accordance with Article 4 of the Articles of Agreement.

Section 6. The fiscal year shall be January 1 through December 31.

Article VIII ~ Amendments

These bylaws may be amended, with ten days’ prior notice, at any meeting of the association, by a majority vote of the board of directors.