By-Laws

of

appleJAC, a not-for-profit corporation

(as adopted July 7,1987 and amended August 4, 1987; January 2, 1990; April 7, 1992; December 4,1995; December 2, 2003; December 5, 2006; December 6, 2011; December 4, 2012; December 2, 2014; and December 3, 2024)

ARTICLE I

Organization

The name of this organization shall be appleJAC, a not-for-profit corporation. The organization may, at its pleasure by a vote of the membership body, change its name.

ARTICLE II

Purposes

The following are the purposes for which this organization has been created: To provide a forum for all Apple product users to meet on an educational and social basis and have all other powers granted to not-for-profit corporations by Missouri law.

ARTICLE III

Membership

Membership in this organization shall be open to all persons who desire to become a member, who have an interest in Apple products and who pay the membership fee as established by the Board.

ARTICLE IV

Membership Meetings

The regular membership meeting of this organization shall be held on the first Tuesday of each month, except January, when no meeting will be held. The President shall notify the membership via email if a cancellation is necessary or if any other meeting is necessary. The annual business meeting and election of Board members will be held on the first Tuesday of December of each year. If the business meeting must be cancelled, then the Board shall fix the day for a new meeting, but it shall not be more than two weeks from the date fixed by these By-Laws. The President shall notify the membership via email the time, place, and manner of such annual business meeting.

The presence of at least five (5) members shall constitute a quorum and shall be necessary to conduct the business of this organization; but a lesser number may adjourn the meeting for a period of not more than five (5) weeks from the date scheduled by these By-Laws and the President shall notify members via email of the new meeting date. A quorum as previously set shall be required at any meeting set after the adjourned meeting.

Special meetings of this organization may be called by the President when he/she deems it for the best interest of the organization or at the request of three (3) members of the Board or five (5) members of the organization. Notices of such meetings shall be distributed to all members via email at least five (5), but not more than sixty (60) days, before the scheduled date set for such special meeting. The notice shall state the reasons that the meeting has been called, the business to be transacted, and by whom it was called. No other business but that specified in the notice may be transacted at the special meeting without the unanimous consent of all present at the meeting.

ARTICLE V

Voting

At the annual business meeting when the officers and other Board members are elected, voting shall be by voice vote unless two or more persons are running for the same position. In those circumstances balloting shall be by paper. The President shall appoint two people to count ballots and report results to the President. All candidates shall have the opportunity to address the membership at all elections before the voting begins.

ARTICLE VI

Board of Directors

The business of this organization shall be managed by a Board of Directors (“Board”) consisting of a minimum of five (5) board members who are the elected officers, and other elected board members (Members-at-Large).

The Board shall manage the business of this organization. Each member of the Board serves at the pleasure of the Board and may be removed by a majority vote of the other Board members.

Half of the currently elected members of the Board shall constitute a quorum. The meetings of the Board shall be held regularly before the monthly meeting, unless a Board meeting is deemed unnecessary by the President.

Each board member shall have one (1) vote with the exception of the President who shall only vote in the event of a tie. No voting may be done by proxy.

The Board shall generally follow Robert’s Rules of Order and may make such rules and regulations covering its meetings as it may in its discretion determine necessary.

The Board may take any action by unanimous written consent.

The Board may conduct meetings electronically as long as all participants are able to hear all deliberations and can address other participants.

ARTICLE VII

Officers

The officers of the organization shall be: President, Vice President, Secretary, Treasurer, and Webmaster. Each officer shall be elected for a term of one (1) year at the annual business meeting.

The President shall preside at all membership meetings. He/she shall, by virtue of his/her office, be Chairman of the Board. He/she shall present, at each annual business meeting of the organization, an annual report of the work of the organization. He/she shall see that all books, reports and certificates as required by law are properly kept or filed. He/she shall be one of the officers who may sign any checks or bank drafts of the organization. The President may task Board members with specific functions.

The Vice President shall, in the event of the absence or inability of the President to exercise his/her duties, become acting President of the organization with all the rights, privileges and powers as if he/she had been the duly elected President. He/she shall select and schedule monthly board meeting locations.

The Secretary shall record the minutes of any membership business meeting and have the Webmaster upload them to the website.

The Treasurer shall be solely responsible for all monies or securities of the organization. The Treasurer shall be one of the officers who may sign any checks or bank drafts of the organization. He/she shall present, at each annual business meeting of the organization, an annual report of the finances of the organization.

The Webmaster shall have care and custody of the organization’s web site including the posting of the agendas, minutes, and other pertinent records. He/she shall present, at each annual business meeting of the organization, an annual report of the web site.

All officers shall assume their office within the organization on the first day of January following their election.

Vacancies in any office shall be filled by a majority vote of the board.

No officer shall for reason of his/her office be entitled to receive any salary or compensation but shall be reimbursed for reasonable expenses incurred in carrying out their duties as officers. The Board must approve any non-recurring expenditure before the expenditure is made.

ARTICLE VIII

Dues and Fees

The membership dues of this organization shall be as shown below for those members who desire to receive the full range of benefits and shall be payable on the anniversary date of original membership:

• Twenty-Five Dollars ($25.00) yearly for full member,

• Ten Dollars ($10.00) yearly for a household member,

• One Hundred Dollars ($100.00) for life-time member,

• Forty Dollars ($40.00) for life-time household member, and

• Zero Dollars ($0.00) for an honorary one-year membership.

The board shall determine the qualifications of the honorary membership. Additional fees may be assessed by majority vote of the Board.

ARTICLE IX

Dissolution

This organization may be dissolved upon a vote by either 2/3 of the Board or 2/3 vote of the members. In such event, the assets of this organization (following the payment of all outstanding debts and costs of administration and winding up) shall be distributed to one or more organizations having 501(c)(7) status at the discretion of the Board.

ARTICLE X
Amendments

These By-Laws may be amended or repealed by an affirmative vote of a majority of the members attending the meeting where such amendment or repeal is proposed. All amendments shall be evaluated by the Board-and provided to the membership for consideration via email not less than ten (10) days before the meeting at which they are to be voted upon.