BY-LAWS OF Arthrogryposis Multiplex Congenita Support,Inc
A NON-PROFIT ORGANIZATION
I. ORGANIZATION
A. The name of the organization shall be Arthrogryposis Multiplex Congenita
Support, Inc
B. The organization shall have a seal which shall be in the following form
i. The club-foot prints of Abigail Vinson along with the inscription support
group for Arthrogryposis Multiplex Congenita *
C. The organization may at its pleasure by a vote of the membership body change
its name, provided that the Founder, Ani S. Vinson approves all changes prior to
voting.
II. PURPOSE
A. This organization was organized for the following purposes:
i. supportive, encouraging, and educational environment for our members,
ii. as well as to help promote a greater overall understanding and awareness,
not only to our members, but to the general public and those in the field of
medicine/research, of what Arthrogryposis Multiplex Congenita (AMC) is, the
effects it has on those affected with it and the treatment options available
III. MEMBERSHIP
A. An open door policy is extended to whom ever is interested in or supportive
of Arthrogryposis Multiplex Congenita (AMC) and who meets the AMC Support
membership criteria as described below.
B. Membership in this organization shall be open to all those who are:
i. new parents/expectant parents of AMC child,
ii. family/friends of an AMC child/adult,
iii. currently living with AMC,
iv. anyone working in the medical field seeking information on how to treat,
care for an AMC’er or who have information to offer other members such as new
developments/research that has been/will be or is currently being conducted
(i.e. orthopaedic specialists, PT/OT/Speech therapists, AMC Researchers, etc),
v. public/private school systems seeking knowledge on how best to accommodate a
student with AMC,
vi. and the media
1. Any person or person associated with, working for or who will be using
information obtained from our group for media related purposes, without being
referred to do so by a member of the AMCSI Board of Directors MUST:
a. Gain permission from either the AMCSI Board of Directors and/or a member of
the amcsupport.org Website Staff,
b. Permission to obtain/use information for media related purposes about an
individual/family, child or adult MUST first come from that particular
individual/family, child or adult in question
c. Agree to abide by and acknowledge that you can and will be held liable for
not following these rules and regulations of ‘HOW’ information of ANY kind from
this group, including our website: http://www.amcsupport.org may be
collected and or used ‘prior’ to your presentation
d. Note: Information on/about our organization or our website for media related
purposes may be obtained by contacting any member of the AMCSI Board of
Directors or an Admin of http://www.amcsupport.org
e. All photographs are the exclusive property of the members of AMCSUPPORT.ORG
Our photos are protected under international copyright laws. They are made
available for your personal viewing and educational purposes only. The
photographs may NOT be copied, reproduced, redistributed, manipulated,
projected, used or altered in any way. All photos published by amcsupport.org
are published with special permission from parent or guardian or individual.
C. Active Membership
i. Individual: Anyone interested may become a member by completing an
application and paying annual dues determined by the board of directors. Such
members shall have voting privileges and are eligible to hold an office.
ii. Family: Family membership is obtained upon application and payment of annual
dues determined by the board of directors. Such includes husband and wife and
unmarried children living in the same household. Family members 18 years and
older shall have voting privileges and are eligible to hold an office.
iii. Lifetime Membership: Individuals interested in the support and advancement
of this association may obtain lifetime membership upon application and donation
of $500 or more. These members shall have all privileges of individual members
D. Contributing Membership
i. Corporate: Any business or civic organization interested in the advancement
of this association may become a benefactor upon application and an annual
donation of $100 or more. This membership offers privileges of voting
ii. Patron: Anyone interested in support and encouragement of this association
may obtain a patron membership upon application and annual donation of $50 or
more. This membership offers privileges of voting
IV. DUES
The dues of this organization Arthrogryposis Multiplex Congenita Support, Inc
shall be $10 per annum and shall be made payable during the month of January.
However there will be no fee to join http://www.amcsupport.org at
anytime. This part of our organization shall remain a free of charge for the
duration of its existence.
V. MEETINGS
Each year the Board of Directors shall announce the location and time of this
organizations annual membership meeting.
Prior to this meeting, the Secretary shall cause to be mailed to every member in
good standing at his address as it appears in the membership roll book in this
organization a notice telling the time and place of such annual meeting.
The presence of not less than fifty percent (50%) of the members shall
constitute a quorum and shall be necessary to conduct the business of this
organization; but a lesser percentage may adjourn the meeting for a period of
not more than two weeks from the date scheduled by these By-Laws and the
Secretary shall cause a notice of this scheduled meeting to be sent to all those
members who were not present at the meeting originally called. A quorum as
herein before set forth shall be required at any adjourned meeting.
Special meetings of this organization may be called by the President when deemed
for the best interest of the organization. Notices of such meeting shall be
mailed to all members at their addresses as they appear in the membership roll
book at least ten (10) days before the scheduled date set for such special
meeting. Such notice shall state the reasons that such meeting has been called,
the business to be transacted at such meeting and by whom it was called. At the
request of two of the members of the Board of Directors or ten percent (10%) of
the members of the organization, the president shall cause a special meeting to
be called but such request must be made in writing at least ten (10) days before
the requested scheduled date.
No other business but that specified in the notice may be transacted at such
special meeting without the unanimous consent of all present at such meeting.
VI. VOTING
At all meetings, except for the election of officers and directors, all votes
shall be by voice. For election of officers, ballots shall be provided and there
shall not appear any place on such ballot that might tend to indicate the person
who cast such ballot.
At any regular or special meeting, if a majority so requires, any question may
be voted upon in the manner and style provided for election of officers and
directors.
At all votes by ballot the chairman of such meeting shall, prior to the
commencement of balloting, appoint a committee of three who shall act as
"Parliamentarian" and who shall, at the conclusion of such balloting, certify in
writing to the Chairman the results and the certified copy shall be physically
affixed in the minute book to the minutes of that meeting.
No inspector of election shall be a candidate for office or shall be personally
interested in the question voted upon.
VII. ORDER OF BUSINESS
A. Follow Robert’s Rules of Order
i. Roll Call
ii. Reading of the Minutes of the preceding meeting
iii. Reports of Committees
iv. Reports of Officers
v. Old and Unfinished Business
vi. New Business
vii. Adjournment
VIII. BOARD OF DIRECTORS
The business of this organization shall be managed by a Board of Directors,
composed of elected officers and community board of leaders. It shall consist of
9 members together with the officers of this organization and shall meet no less
than once annually.
The directors to be chosen for the ensuing year shall be chosen at the annual
meeting of this organization in the same manner and style as the officers of
this organization and they shall serve for a term of 5 years.
The Board of Directors shall have the control and management of the affairs and
business of this organization. Such Board of Directors shall only act in the
name of the organization when it shall be regularly convened by its chairman
after due notice to all the directors of such meeting.
Fifty percent (50%) of the members of the Board of Directors shall constitute a
quorum* and the meetings of the Board of Directors shall be held regularly on
the second Wednesday of each month.
Each director shall have one vote and such voting may not be done by proxy.
The Board of Directors may make such rules and regulations covering its meetings
as it may in its discretion determine necessary.
Vacancies in the Board of Directors shall be filled by a vote of the majority of
the remaining members of the Board of Directors for the balance of the year.
The President of the organization by virtue of his office shall be Chairman of
the Board of Directors.
The Board of Directors shall select from one of their members a secretary.
A director may be removed when sufficient cause exists for such removal.
The Board of Directors may entertain charges against any director. A director
may be represented by counsel upon any removal hearing. The Board of Directors
shall adopt such rules for this hearing as it may in its discretion consider
necessary for the best interests of the organization.
* A Quorum consists of two thirds of the active membership.
IX. OFFICERS
A. Officers shall by virtue of their office be members of the Board of Directors
B. No officer shall for reason of his office be entitled to receive any salary
or compensation, but nothing herein shall be construed to prevent an officer or
director for receiving any compensation from the organization for duties other
than as a director or officer
C. Vacancies shall be filled by majority vote of remaining members of this
board. The immediate past president shall be member at large
D. The initial officers of the organization shall be as follows:
i. Founder
ii. President
iii. Vice President
iv. Secretary
v. Treasurer
vi. Parliamentarian
vii. Member-at-large (3)
viii. Honorary Member
E. The Founder, Ani S. Vinson, shall be included in any/all Board of Director
meetings and decisions and has an equal vote (one vote) along with the remainder
of the Board of Directors. This position shall remain in effect indefinitely and
no decision made by the Board of Directors shall remove it.
F. The President shall oversee and preside over all membership meetings:
i. He shall by virtue of his office be Chairman of the Board of Directors
ii. He shall present at each annual meeting of the organization an annual report
of the work of the organization
iii. He shall appoint all committees, temporary or permanent
iv. He shall see all books, reports and certificates required by law are
properly kept or filed
v. He shall be one of the officers who may sign the checks or drafts of the
organization
vi. He shall have such powers as may be reasonably construed as belonging to the
chief executive of any organization
vii. Upon serving the completed term, he shall then become a Member-at-large.
G. The Vice President shall in the event of the absence or inability of the
President to exercise his office become acting president of the organization
with all the rights, privileges and powers as if he had been the duly elected
President
H. The Secretary shall keep the minutes and records of the organization in
appropriate books:
i. It shall be his duty to file any certificate required by any statute, federal
or state
ii. He shall give and serve all notices to members of this organization
iii. He shall be the official custodian of the records and seal of this
organization
iv. He may be one of the officers required to sign the checks and drafts of the
organization
v. He shall present to the membership at any meetings any communication
addressed to him as Secretary of the organization
vi. He shall submit to the Board of Directors any communications which shall be
addressed to him as Secretary of the organization
vii. He shall attend to all correspondence of the organization and shall
exercise all duties incident to the office of Secretary
I. The Treasurer shall have the care and custody of all monies belonging to the
organization and shall be solely responsible for such monies or securities of
the organization:
i. He shall cause to be deposited in a regular business bank or trust company a
sum not exceeding $2,000.00 and the balance of the funds of the organization
shall be deposited in a savings bank except that the Board of Directors may
cause such funds to be invested in such investments as shall be legal for a
non-profit corporation in this state
ii. He must be one of the officers who shall sign checks or drafts of the
organization. No special fund may be set aside that shall make it unnecessary
for the Treasurer to sign the checks issued upon it
iii. He shall render at stated periods as the Board of Directors shall determine
a written account of the finances of the organization and such report shall be
physically affixed to the minutes of the Board of Directors of such meeting
iv. He shall exercise all duties incident to the office of Treasurer
J. The Parliamentarian shall:
i. Ensure adherence to the Robert’s Rules of Orders
ii. Will make recommendations to modifications to the amendments of the bylaws.
Will keep the membership informed of all changes or proposed changes
K. The Member(s)-at-Large are elected positions on the BOD that do not hold a
“titled” office. Members-at-large provide general support to the officers of the
BOD.
i. Term in office shall be for two (2) years
L. The Honorary Member position shall be filled by Abigail Marie Vinson upon her
18th Birthday (or at anytime thereafter) should she choose to accept it.
i. This position shall always remain open and no decision of the Board of
Directors shall remove this position.
ii. If Abigail chooses to accept this position she will have the same voting
privileges as any of the other BOD members (one position – one vote).
X. SALARIES
A. The Board of Directors shall hire and fix the compensation of any and all
employees which they in their discretion may determine to be necessary for the
conduct of the business of the organization
XI. COMMITTEES
A. Charity Committee
i. Submit fundraising ideas to the BOD for approval
ii. Organize fundraising for AMCSI
B. Convention Committee
i. Plan and organize annual convention for AMCSI
ii. Convention Chairperson will have the power to make decisions without the
approval of the BOD regarding the convention as long as those decisions do not
include expenditures over the amount of $75.00 AND convention format follows the
Mission and Vision statement of AMCSI
C. Website Committee
i. Chaired by Founder, Ani S. Vinson
ii. In the event she is unwilling to chair this committee the Board of Directors
shall appoint a new chair person
iii. Will maintain administrative control of the content and design concept of
the organization’s website AMCSupport.org
XII. AMENDMENTS
A. The bylaws shall be altered, amended, repealed or added to by a quorum vote
of the active membership present at any regular or called meeting providing
notice of such amendment be given at the previous meeting or be included in the
notice of called meeting
B. These By-Laws may be altered, amended, repealed or added to by an affirmative
vote of not less than seventy (70%) percent of the members on an annual basis.