Community Computing Network Bylaws
Adopted May 7, 2004
ARTICLE I -
formed under the non-profit corporation laws of the State of Ohio,
shall be known as the Ohio Community Computing Network (OCCN).
ARTICLE II -
a society in which everyone has equal opportunity to gain access
to computer and telecommunications technology for life-long learning
and personal and community empowerment. The OCCN is committed to
the continued support of existing, and the on-going development
of new community computing centers throughout Ohio. These centers
provide opportunity and support to those who typically lack access
to computer and telecommunications technology. OCCN will provide
technical, program and fund-raising support, advocacy, and develop
and encourage communication and collaboration among organizations
It is the intention
of the OCCN that its Board of Trustees represent the communities
it strives to serve; including, but not limited to, people of color,
people with disabilities, and the rural and urban areas of Ohio.
The selection of trustees, officers, members, and staff of OCCN,
and determination of its policies and the conduct of its business
shall be without regard for race, religion, sex, age, national origin,
handicap, or political identification.
ARTICLE IV -
BOARD OF TRUSTEES
Section 1. Authority
and Duties. The Board of Trustees shall determine the policies and
strategic directions of OCCN; shall elect the officers of OCCN as
hereinafter provided; shall have the responsibility for carrying
out the work of OCCN; shall have the responsibility for personnel
practices, for the finances of OCCN (including approval of the annual
budget and securing the required funds); and shall present a report
on the affairs of the OCCN at its annual meeting.
Section 2. Number,
Composition, and Term of Office. The Board of Trustees shall consist
of twelve (12) to twenty (20) Trustees, who shall be elected at
the annual meeting of the OCCN. Board membership shall consist of
the following representation and be elected by the following process:
computing center affiliate member representatives – (5) -
voted on at the annual meeting by affiliate members. These are two-year
terms with unlimited re-election possible.
2. Public Utilities
Commission of Ohio – (1) - selected by Board invitation to
a three-year term with unlimited re-election possible.
board slots are recommended but not mandatory:
– (1) - must be affiliated with a member center and nominated
either by self or center. Selected by Board invitation to a three-year
Representatives – (1) - selected by Board invitation to a
Representatives – (2) - selected by Board invitation to a
4. Library Representatives
(Statewide) – (1) - selected by Board invitation to a three-year
– (1) - selected by Board invitation to a three-year term.
corporate representative trustees may be added in order to ensure
that any corporation that provides funding to OCCN for community
computing through a Public Utilities Commission of Ohio process,
has one seat on the Board of Trustees.
The Board of
Trustees shall be elected for terms of three (3) years (except as
otherwise noted), provided that the terms of the Trustees elected
immediately after the adoption of these by-laws shall be adjusted
so that, together with the Trustees whose terms have not then expired,
approximately one-third (1/3) of the Trustees shall be elected each
year thereafter. After serving three (3) consecutive three (3) year
terms, a Trustee may not be re-elected until one (1) year has elapsed.
Any vacancy on the Board of Trustees may be filled for unexpired
term by the remaining members of the Board.
Section 3. Regular
Meetings. Regular meetings of the Board of Trustees shall be held
at such intervals as the Board of Trustees may determine, but not
less than four (4) times per year.
Section 4. Special
Meetings. Special meetings of the Board of Trustees may be called
at any time by the Chairperson or by the Chairperson within thirty
(30) days upon receipt of written request from, at least, one-half
(1/2) of the members of the Board of Trustees. All requests for
a special meeting shall state the purpose for which the meeting
Section 5. Notice
of Meetings. Not less than seven (7) days before the date fixed
for a meeting of the members of the Board of Trustees, written notice
stating the time, place, and purpose of the meeting shall be given
by or at the direction of the Chairperson or Secretary. Notice shall
be by mail or equivalent means, addressed to the respective members
at their addresses of record with the Ohio Community Computing Network.
Section 6. Quorum.
A quorum of at least five (5) Trustees are required for OCCN to
conduct ordinary business. No PROXY shall be cast in any matter
before OCCN except that OCCN may at its discretion authorize the
use of written ballots for voting by the trustees. All actions will
be taken with a majority vote, provided there is a quorum present.
Section 7. Telecommunications.
Meetings of the members of the Board of Trustees may be held using
communications equipment (telephone/video conferences) if all members
participating can hear each other, and participation in such a meeting
shall constitute presence thereat in accord with Ohio law.
Section 8. Voting
by Mail. The Board of Trustees may determine that voting in elections
of members to the Board of Trustees, of Officers, and upon any other
matters required or permitted to be voted upon by the members of
the Board of Trustees, shall be conducted by postal or electronic
mail, with the same affect as voting at a meeting of members duly
called and held at in which a quorum of members of the Board of
Trustees is present; provided, at least, ten (10) days has been
allowed for mailing and return of the ballots. All actions which
require the affirmative vote of a designated proportion or specified
number of the members of the Board of Trustees for action to be
authorized or taken at a meeting may be authorized or taken by such
designated proportion or specified number of the members voting
Section 9. Trustee
Emeritus. The Board of Trustees may, from time to time, honor persons
who have rendered long and valuable service to the organization
by conferring upon such persons the title of Trustee Emeritus. A
Trustee Emeritus shall retain such title for life and shall be a
non-voting permanent member of the Board of Trustees.
Termination. An individual OCCN Trustee shall be terminated without
vote of the Board upon such individual trustee's fourth (4th) consecutive
unexcused absence from regularly scheduled trustee meetings. An
absence shall be deemed excused when the individual trustee notifies
the Executive Director in advance of a regularly scheduled meeting
or as otherwise approved by the Board.
ARTICLE V -
OFFICERS AND STAFF
Section 1. Election
and Designation of Officers. The Officers of the OCCN shall be a
Chairperson, 1 Vice-Chairperson, a Secretary, and a Treasurer, all
of whom shall be members of the Board of Trustees. All of the officers
shall be elected for terms of one (1) year at the organizational
meeting of the Board of Trustees immediately following the annual
meeting. All officers and chairs of standing committees shall serve
as members of an executive committee. The executive committee will
meet at regular intervals between meetings of the Board of Trustees,
and shall be empowered by the Board of Trustees to take action as
Section 2. Term
of Office; Vacancies. The officers of OCCN shall hold office for
one (1) year or until their successors are elected and qualified.
The Chairperson shall serve no more than three (3) successive one-year
terms of office. Any vacancy among the Officers shall be filled
by the Board of Trustees.
Section 3. Chairperson.
The Chairperson shall be the chief volunteer officer of the OCCN.
The Chairperson shall preside at all meetings of the members and
meetings of the Board of Trustees; shall appoint committees authorized
by the Board of Trustees; shall serve as ex-officio member of all
committees; shall be the official representative of the OCCN; and
shall carry out such other duties as are contemplated by the Code
of Regulations or by action of the Board of Trustees.
Section 4. Vice-Chairperson.
In the absence of the Chairperson or when circumstances prevent
the Chairperson from acting, any of the Vice-Chairpersons, upon
request of the Chairperson or the Director, shall have all the authority
and perform all of the duties of the Chairperson. The Vice-Chairpersons
shall have such other authority and perform such other duties as
may be determined, from time to time, by the Board of Trustees.
Section 5. Secretary.
The Secretary shall ensure board meeting minutes are being taken
and approve the minutes. The Secretary shall certify and keep at
the principal office of the OCCN the original or a copy of these
Bylaws as amended or otherwise altered to date.
Section 6. Treasurer.
The Treasurer shall be the principal fiscal officer of the OCCN.
The Treasurer shall receive and have charge of all money, securities,
and similar property belonging to the OCCN; shall cause accurate
financial records to be kept and hold the same open for reasonable
inspection by the Board of Trustees and Members; and shall perform
such other duties as may be determined, from time to time, by the
Board of Trustees.
Section 7. Director.
The Director shall be selected by the Board of Trustees and shall
carry out the policies of OCCN; shall report regularly to the Board
of Trustees; shall send proper notice of all meetings; and shall
select and supervise the staff provided for in the annual budget.
ARTICLE VI -
Section 1. Classes
of Members: This organization shall have four (4) classes of Members
Members - Any community computing center organization which provides
any opportunity and support to those who, typically, lack access
to computer and telecommunications technology; subscribes, in writing,
to the purposes of the organization; and has paid dues for the current
year, shall be an affiliate member.
- Any person who subscribes, in writing, to the purposes of the
organization and who has paid dues for the current year shall be
Members - Any organization which subscribes, in writing, to the
purposes of this organization, and which has paid dues for the current
year shall be an organizational member.
Members - Any governmental body (local, state, or Federal) which
subscribe, in writing, to the purposes of this organization, and
which has paid dues for the current year shall be a governmental
Section 2. Voting
Power. Each member of each class shall be entitled to cast one (1)
vote on any matter coming before any meeting of the members.
Section 3. Dues.
Membership dues shall be determined, from time to time, by the Board
of Trustees. The Board may waive payment of dues for any Member
of class of Members at its discretion.
The OCCN shall
be organized into such committees as the Board of Trustees, from
time to time, and may determine, as necessary, to carry out the
work of the OCCN. The Chairpersons and members of all committees
shall be appointed by the Chairperson of the OCCN unless the Board
of Trustees designates otherwise, at the time such committee is
- ANNUAL OCCN CONFERENCE
be an annual conference of the OCCN for the purposes of facilitating
staff development for affiliate member community computing centers,
and to increase awareness of technology access issues. The conference
shall be organized annually be a committee designated by the Chairperson
and under the direction of OCCN staff. The annual conference will
also include the annual meeting of the OCCN Board of Trustees.
ARTICLE IX -
Not later than
January 31st of each year, the Chairperson shall appoint a nominating
committee of six (6) members from the Board of Trustees. The nominating
committee shall actively seek recommendations for nominees for membership
on the Board of Trustees from throughout the State of Ohio, and
shall endeavor to achieve, as far as practicable, a broad diversity
among the nominees. The nominating committee shall prepare a slate
of nominees for election to the Board of Trustees; and its report
shall be submitted to the Board of Trustees at least ten (10) days
prior to the annual meeting. Any member may submit recommendations
for nomination to the nominating committee.
will elect five (5) affiliate center Board of Trustee members at
the annual conference. These names will be submitted by affiliate
members to the nominating committee immediately following their
election at the annual conference.
committee shall also prepare a slate of nominees for Officers, and
this report shall be submitted to the members of the Board of Trustees
at least ten (10) days prior to the first meeting of the Board of
Trustees, directly following the annual meeting. Any member of the
Board of Trustees may also submit nominations for Officers, in writing,
to the Chairperson endorsed by not less than five (5) members of
the Board of Trustees, at least three (3) days prior to the meeting
of the Board of Trustees.
ARTICLE X -
may be amended or new by-laws may be adopted by a two-thirds (2/3)
affirmative vote of the Members present at any regularly called
and duly held meeting of the Members, or by mail vote of two-thirds
(2/3) of the Members voting by mail, provided that a copy of the
proposed amendments of the new by-laws has been included with the
notice of the meeting, or with the mail ballot (as the case may
be). Any proposal to amend these by-laws or to adopt new by-laws
may be submitted by the Board of Trustees, or by not less than fifteen
(15) members; in which latter case the Board of Trustees shall submit,
as such, proposed amendments or new by-laws in the manner herein
above provided, together with its recommendations, if any.