Belegarth by-laws

From BelegarthWiki

(Difference between revisions)
Jump to: navigation, search
Line 189: Line 189:
 
**10.13.2. So long as these procedures have been followed, all realms will be considered in attendance for the Emergency Vote.
 
**10.13.2. So long as these procedures have been followed, all realms will be considered in attendance for the Emergency Vote.
 
*10.14. Proxy votes will not be allowed. WC votes must be submitted by the designated realm representatives.
 
*10.14. Proxy votes will not be allowed. WC votes must be submitted by the designated realm representatives.
 +
 +
=='''Article 11: Finances'''==
 +
*11.1. Each Realm is responsible for its own finances and must adhere to the appropriate federal, state and local laws.
 +
*11.2. In case of dissolution of the corporation, the assets will pay off all indebtedness and all creditors. Upon the dissolution of any Realm, any funds remaining after paying or making provision for the payment of all liabilities of the realm shall be distributed to BMCS, or to one or more regularly organized and qualified nonprofit organizations with similar exempt purposes as the Organization that shall at that time qualify as an exempt organization(s) under Section 501(c)(3) of the Internal Revenue Code, as amended from time to time, in such manner as the Board of Directors shall determine.  Any such assets not so disposed of shall be disposed of by a Court of Competent Jurisdiction of the county in which the principal office of the realm is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.
 +
*11.3. The properties and assets of BMCS are irrevocably dedicated to charitable purposes. No part of the net earnings, properties, or assets of this corporation, on dissolution or otherwise, shall inure to the benefit of any private person or individual, or any member, Director or officer of the BMCS.
 +
**11.3.1. Whenever a member, director or officer has a financial or personal interest in any matter coming before such member, director or officer, must comply with the BMCS Conflict of Interest Policy, which is hereby incorporated in full by reference.
 +
*11.4. Unless otherwise specifically determined by the Officers of BMCS or otherwise required by law, formal contracts and other corporate instruments and documents shall be executed, signed or endorsed by the President, Vice-President, and by the Treasurer.
 +
**11.4.1. All checks and drafts drawn on banks or other depositories of funds to the credit of the corporation, or on special accounts of BMCS, shall be signed by such person or persons as the Board shall authorize to do so.
 +
*11.5. The Officers may accept on behalf of BMCS any contribution, gift, bequest, or devise for the general purposes of or for any special purpose of BMCS not inconsistent with the charitable limitations permitted by applicable law. Upon receipt, the officer will immediately issue a receipt to the donor and submit copies for Officers and War Council records. A report of contributions received must be disclosed quarterly to War Council.
 +
**11.5.1. The Officers may distribute, to an authorized person, any portion of a contribution, gift, bequest, or devise for the general purposes of or for any special purpose of BMCS not inconsistent with these Bylaws or as permitted by applicable law. Officers may require authorized persons to sign a notarized statement of conduct indicating that they understand contributions are distributed for local nonprofit activities only, and that they cannot be used for personal gain. BMCS Officers may also require all receipts from local activities supported by the distributed contributions as proof that activities are in accordance with our mission and the BMCS Articles of Incorporation. A report of contributions distributed to authorized persons, the receipts from those activities, and notarized statements of conduct must be disclosed quarterly to War Council.
 +
**11.5.2. If a contribution, gift, bequest, or device is donated to BMCS and earmarked by the donator for a specific permitted purpose of BMCS, then Officers of BMCS may choose whether to accept the earmarked donation. If the donation cannot be used as earmarked by the donator, it should be refused. Earmarked contributions that are accepted by the Officers of BMCS are supplemental to the annual budget and may be immediately used for a specific purpose of BMCS not inconsistent with its exempt purposes. The Officers of BMCS have the ability to accept and use earmarked funds without necessitating a WC vote to change the annual budget. Accepted donations that are distributed to authorized persons must follow the rules set forth in 11.5.2. BMCS Officers may refuse donations for any reason. Any accepted or refused donation must be included in a quarterly report to War Council. Any donation that is earmarked for purposes inconsistent with BMCS’s exempt purposes must be refused.
 +
*11.6. To the fullest extent permitted by law, the BMCS may indemnify its Directors, officers, employees, agents, volunteers and other persons described in the Idaho Nonprofit Corporation Act, Idaho Code § 30-30-626, including persons formerly occupying any such positions (each an “Indemnified Party”), against all damages, expenses, judgments, fines, settlements, and other amounts actually and reasonably incurred by them in connection with any proceeding, and including an action by or in the right of BMCS.
 +
**11.6.1. To the fullest extent permitted by law and except as otherwise determined by the Board in a specific instance, expenses incurred by an Indemnified Party in defending any “proceeding” may be advanced by BMCS before final disposition of the proceeding upon receipt by BMCS of a contract from the Indemnified Party to repay such amount unless it is ultimately determined that the Indemnified Party is entitled to be indemnified by the BMCS for those expenses.
 +
**11.6.2. BMCS shall have power to purchase and maintain insurance to the full extent permitted by law on behalf of the Indemnified Parties, against any liability asserted against or incurred by such persons in such capacity or arising out of the person’s status as such.
 +
*11.7. BMCS shall keep correct and complete books of account and records and shall also keep Minutes of the proceedings of the meetings of its Officers and Directors. The books of account may be inspected by any member or member’s agent, for any reasonable purpose at any reasonable time.
 +
*11.8. The Fiscal Year of the corporation shall begin on the first day of January and end on the last day of December in each year.
 +
*11.9. Newly elected BMCS Officers shall propose an annual budget draft that covers BMCS operating expenses from July 1st after their election to June 30th the following fiscal year. Officers must present the budget to War Council 30 days before the first voting period after officer elections. This annual budget will include a proposal for maintaining an online presence and executing BMCS official events.
 +
**11.9.1. A voting Realm may motion to make an addition to the annual budget draft by proposing funding for an additional project or projects that are in accordance with our mission statement and Articles of Incorporation during the first voting period. Once a motion is seconded, BMCS Officers must make a statement of the proposals’ feasibility within 48 hours. If the motion is passed by a 2/3 majority vote as defined in Article 10, then the additional project is to be included in the annual budget draft.
 +
**11.9.2. After the first voting period, Officers of BMCS will finalize the annual budget draft, ensure that it is fiscally feasible, and examine that its implementation is in accordance with the BMCS mission statement and Articles of Incorporation. The BMCS Officers will present a completed annual budget to War Council one week before the first day of the second voting session (June 1st) along with a statement from the Treasurer endorsing the fiscal feasibility of the budget and a statement of endorsement from the President indicating how its implementation is in accordance with the BMCS nonprofit mission. As an exception to Article 10, a motion for voting on the annual budget may be accepted before June 1st to facilitate early voting. A voting Realm must motion to vote on the annual budget. A separate voting Realm must second that motion.
 +
**11.9.3. The Annual budget must be passed by a 2/3 majority vote as defined in Article 10. Once the budget has been passed, it is implemented by BMCS Officers starting July 1st.
 +
**11.9.4. If the annual budget is not passed by WC or if an emergency arises that requires expenditures outside of the annual budget, the President has the ability to call an emergency vote to pass a new budget. In the absence of a passed annual budget, Officers of BMCS may continue financial operations and implement items from the previous passed annual budget. Officers of BMCS may expend funds in an emergency as long as an emergency vote has been called. Any expenditures during an emergency vote must be recorded and presented to the WC after the closing of the emergency vote.

Revision as of 12:54, 6 April 2019

Current Version Effective October 23rd 2018

Contents

Mission Statement

It is the mission of BMCS to create a safe, fun, inclusive, and friendly environment in which participants may engage in medieval-fantasy activities, especially simulated combat with sports equipment and the pursuit, study, and appreciation of related arts and sciences. BMCS shall promote artistry, study, and appreciation in pre-1600’s cultures as well as in the medieval fantasy genres.

Article 1: Name

The name of this organization shall be Belegarth Medieval Combat Society. It will be henceforth referred to as BMCS. The purpose of BMCS shall be to educate members about the medieval arts and sciences, fantasy lore, and the safe practice of simulated medieval martial arts, and for any other related exempt purpose the organization later decides to engage in. BMCS shall only conduct activities that fulfill an exempt purpose as defined by Section 501(c)(3) of the Internal Revenue Code, as may be amended from time to time. No part of the net earnings shall inure to the benefit of or be distributable to any director, officer, member or other private person, except that the BMCS shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the exempt purposes as set forth in the Articles of Incorporation of the Organization, its Conflict of Interest Policy, and these Bylaws.

Article 2: Objectives

  • 2.1 BMCS as an organization shall strive for the following:
    • 2.1.1 To promote greater interest and understanding of BMCS and its mission statement to the public
    • 2.1.2 To educate members about the medieval arts and sciences, fantasy lore, and the safe practice of simulated medieval martial arts.
    • 2.1.3 To enable realms and individual members to further the BMCS mission statement and promote the organization as a whole by identifying and promoting best practices so that members can better engage with the public and build cohesion within the community.

Article 3: Recognition

  • 3.1. BMCS shall adhere to all state, local and federal regulations to which it is subject to, including those applicable to tax exempt organizations.

Article 4: Membership

  • 4.1 Member Rights and Responsibilities
    • 4.1.1 Membership in BMCS shall be reserved for individuals and institutions that support the mission and objectives of BMCS, and agree to adhere to and uphold the BMCS Code of Ethical Guidelines and Policy of Non-discrimination. BMCS shall keep and maintain an official member roster showing all active members entitled to speak and or vote, which shall at least include the members’ full names and mailing addresses. Members are responsible for providing their information and any change of mailing address.
    • 4.1.2 Participation in BMCS activities at any level is reserved for members and non-members approved by the member hosting the activities.
  • 4.2 Non-Members
    • 4.2.1 Only a Member in good standing shall have the privilege of voting, holding office, of nominating and electing the Officers of the organization, and of being a representative at War Council, henceforth referred to as “WC”.
    • 4.2.2 Non-members are those persons who have not agreed to uphold the responsibilities of membership, or for whom membership has been revoked or denied.
    • 4.2.3 Non-members may only participate in activities in which the hosting member has granted explicit permission. This includes but is not limited to events and practices.
    • 4.2.4 Non-members are explicitly barred from attending and participating in BMCS funded events.
  • 4.3 Non-Member Participation
    • 4.3.1 Members that choose to allow non-members to participate in their hosted activities assume full liability for said persons.
    • 4.3.2 Hosting members must clearly advertise ahead of time when an activity will allow non-members, and must specifically name the admittance of persons for which membership has been revoked or denied by BMCS.
  • 4.4 Automatic Denial of Membership
    • 4.4.1 In accordance with the mission of BMCS and in an attempt to provide a safe environment for its Members, individuals with the following legal status or history will be automatically denied membership in BMCS:
      • 4.4.1.1 Persons who have ever been convicted of or pleaded nolo contendere to sexual offences against a minor, or related actions thereof. This includes but is not limited to solicitation of a minor for sexual acts, grooming behaviors or predation, possession, distribution, solicitation for, or creation of child pornography, or sexual exploitation of a minor.
      • 4.4.1.2 Persons who have ever been convicted of or pleaded nolo contendere to rape or sexual assault.
      • 4.4.1.3 Persons who have ever been convicted of or pleaded nolo contendere to severe violent offences such as murder, attempted murder, assault with a deadly weapon, aggravated assault, or violence against a child.
  • 4.5 Procedural Denial or Revocation of Membership
    • 4.5.1 An individual may be pre-emptively denied membership, or have their membership revoked, via the following criteria and procedures.
    • 4.5.2 Criteria
      • 4.5.2.1 A person may be denied or lose membership for the following non-exclusive criteria, and non-listed criteria determined to be in keeping with the spirit of this list by the BMCS War Council:
        • 4.5.2.1.1 Sexual offences for which the person may or may not have received a conviction, including sexual harassment, assault, rape, and sexual offences involving a minor.
        • 4.5.2.1.2 Repetitive or severe violent offences for which the person may or may not have received a conviction, including but not limited to domestic violence, murder, attempted murder, assault with a deadly weapon, physical assault, or credible threats pertaining to the above.
        • 4.5.2.1.3 Known association with or dissemination of extremist views that dehumanize and/or promote violence against any person or group, or are otherwise not in keeping with the BMCS mission statement, objectives, code of ethical guidelines, or policy of non-discrimination.
        • 4.5.2.1.4 A person may not be denied or have membership revoked for their political, religious, or social ideology, where those ideologies do not advocate for the dehumanization of or violence against any persons, classes, races, etc., and do not violate Article 2 or Article 13 of these Bylaws.
          • 4.5.2.1.4.1 Persons using such beliefs to actively create unwelcoming environment to other participants, through word or deed, are in violation of section 13.2.6, and should be reprimanded via the guidelines in section 13.3.
    • 4.5.3 Procedures
      • 4.5.3.1 The revocation, expulsion, suspension or pre-emptive denial of membership shall adhere to the following guidelines:
        • 4.5.3.1.1 A motion for denial or revocation of membership must include statements supporting the criteria for which the denial or revocation is levied. This may include witness statements.
          • 4.5.3.1.1.1 Witnesses may choose to remain anonymous, but their identity must be disclosed to a member of the BMCS Officers of the accuser’s choosing.
        • 4.5.3.1.2 Once seconded, the person for which the denial or revocation is intended must be given at least fifteen (15) days’ prior written notice of the pending action against them before a vote may begin. This notice may be part of the twenty-one (21) day voting period and such notice shall contain, in reasonable detail, the reasons for the proposed revocation, expulsion, suspension or preemptive denial of membership. Any written notice given by mail must be given by first class or certified mail sent to the last address of the member shown on the corporation’s records or, in the alternative, if a mailing address is not available, then notice shall be provided via email.
          • 4.5.3.1.2.1 An opportunity for the member to be heard, orally or in writing, not less than five (5) days before the effective date of the expulsion, suspension or termination by a person or persons authorized to decide that the proposed expulsion, termination or suspension not take place. During this time, the person must be granted access to the discussion thread for that motion, either directly or by a BMCS Officer proxy, so that they may present their defense, and answer questions.
          • 4.5.3.1.2.2 A person knowingly refusing to acknowledge a notice of pending action will be considered to have declined to speak.
          • 4.5.3.1.3 A 3/4 vote in favor of the action, with a 2/3 quorum, is necessary for such a vote to pass.

Article 5: Dues

  • 5.1. The BMCS will not charge any dues to any member. That recourse is left to the separate realms in the BMCS to determine if they so choose.
  • 5.2. The BMCS may charge a fee for any national event in order to establish a fund to run said event or said event the following year.

Article 6: Officers and Their Duties

  • 6.1. The Officers of the BMCS shall be:
    • 6.1.1. President
      • 6.1.1.1. The President will work with the WC to ensure that all BMCS rules are observed at all BMCS sponsored and funded events.
      • 6.1.1.2. The President will select Marshals for BMCS sponsored/funded events if the hosting group has not already done so or in case of problems.
        • 6.1.1.2.1 The President has the right to veto Marshals at BMCS sponsored and funded events.
      • 6.1.1.3. The President shall oversee the progress of all Officers and Directors
      • 6.1.1.4. The President shall issue any web site changes to the Webmaster should any need to be made.
      • 6.1.1.5. The President will ensure that Belegarth’s nonprofit corporation status is maintained and shall cause the Treasurer to file all tax returns and reports required to maintain BMCS’s tax exempt status (for example Form 990 tax returns and annual reports with the Secretary of State).
      • 6.1.1.6. The President will perform all other duties usually associated with this office.
      • 6.1.1.7 The President may designate awardees for the Presidential Orders of Recognition
      • 6.1.1.8 As with all other Officers, the President is a point of contact to report issues of a delicate nature which requiring reporting via Article 13 of the Belegarth Bylaws
    • 6.1.2. Vice President
      • 6.1.2.1. The Vice President will fulfill any obligation that the President is unable to accomplish or any task that the President delegates.
      • 6.1.2.2. The Vice President will assume control of all Presidential powers & responsibilities at a BMCS funded/sponsored events should the President not be able to attend.
      • 6.1.2.3. The Vice President will work with BMCS Realms and BMCS Events concerning BMCS Rules.
      • 6.1.2.4 The Vice President will “Chair” and oversee the running and rulings of the War Council in accordance with Roberts Rules of Order.
        • 6.1.2.4.1 They will be responsible for calling a vote once the War Council’s discussion is complete and tallying the votes.
      • 6.1.2.5 The Vice President may call for a speaking limit on the representatives of the War Council in accordance with Roberts Rules of Order.
      • 6.1.2.6 The Vice President may designate awardees for the Presidential Orders of Recognition
      • 6.1.2.7 As with all other Officers, the Vice President can be contacted to report issues of a delicate nature which requiring reporting via Article 13 of the BMCS By-Laws
    • 6.1.3. Treasurer
      • 6.1.3.1. The Treasurer will accurately record all financial records for the BMCS.
      • 6.1.3.2. The Treasurer will collect all receipts from BMCS .
      • 6.1.3.3. The Treasurer will file any appropriate tax information as needed.
      • 6.1.3.4. The Treasurer will prepare a quarterly Belegarth financial report for public release.
      • 6.1.3.5. The Treasurer will prepare and publish an annual financial report for the public release.
      • 6.1.3.6. The Treasurer will establish and maintain a corporate checking account.
      • 6.1.3.7. The Treasurer will review and remit payment for debts incurred by the BMCS
      • 6.1.3.8 The Treasurer may designate awardees for the Presidential Orders of Recognition
      • 6.1.3.9 As with all other Officers, the Treasurer can be contacted to report issues of a delicate nature which requiring reporting via Article 13 of the Belegarth Bylaws
    • 6.1.4. Secretary
      • 6.1.4.1. The Secretary will be responsible for keeping the official minutes of the Officer meetings (If not in attendance, the remaining Officers may elect another Officer to fulfill this obligation for the meeting).
        • 6.1.4.1.1 The Secretary will be responsible for posting any Officer Meeting Minutes to the Belegarth Forum
        • 6.1.4.1.2 As all War Council Meetings take place on the BMCS Forums, the Forum Daily Backup will provide the record of any and all War Council Meetings/Discussion
      • 6.1.4.2. The Secretary will be responsible for filing all necessary paperwork on behalf of the Officers and Belegarth Medieval Society INC including but not limited to Incorporation/Business Entity Fillings in the State of Idaho, Register Agent Fillings, and Change of Officers Paperwork.
        • 6.1.4.2.1 The secretary may delegate this task as needed.
      • 6.1.4.3 The Secretary will be responsible to create and maintain an updated list of contact information of the War Council Representatives of all Voting and Speaking Realms.
      • 6.1.4.4 The Secretary will step in to help with War Council Voting Periods when required.
      • 6.1.4.5. The Secretary will be required to schedule and announce all Officers Public Meetings
        • 6.1.4.5.1 There shall be at least 1 Public Officers Meeting per calendar year.
        • 6.1.4.5.2 The Public Officers Meeting shall take place prior to the December Voting Period.
      • 6.1.4.6 The Secretary will be responsible for handling all nominations for the Presidential International Orders of Recognition
      • 6.1.4.7 The Secretary may designate awardees for the Presidential Orders of Recognition
      • 6.1.4.8 As with all other Officers Positions, the Secretary can be contacted to report issues of a delicate nature which requiring reporting via Article 13 of the Belegarth Bylaws
    • 6.1.5. Webmaster
      • 6.1.5.1. The Webmaster will be in charge of the national web page, making any and all changes to the page that the President has mandated.
      • 6.1.5.2. The Webmaster will be in charge of the national online web board; moderating and making any and all changes and updating the online web board as necessary.
      • 6.1.5.3. The Webmaster will report to the President so that the President may report to the WC any and all issues dealing with the page in question.
      • 6.1.5.4. The Webmaster will, in conjunction with the Public Relations Coordinator, promote the ease of access to BMCS on both the website and social media channels.
      • 6.1.5.5. The Webmaster will, in conjunction with the Public Relations Coordinator, ensure BMCS follows website, social media and search engine optimization best practices.
      • 6.1.5.6. The Webmaster will, in conjunction with the Public Relations Coordinator, be responsible for compilation and analysis of web traffic analytics.
      • 6.1.5.7 The Webmaster may designate awardees for the Presidential Orders of Recognition
      • 6.1.5.8 As with all other Officers, the Webmaster is a point of contact to report issues of a delicate nature which requiring reporting via Article 13 of the Belegarth Bylaws
    • 6.1.6. Public Relations Coordinator
      • 6.1.6.1. The Public Relations Coordinator will be the main point of contact for all organization-level media coverage and manage all social media channels officially associated with Belegarth Medieval Combat Society, http://www.belegarth.com and http://www.geddon.org
      • 6.1.6.2. The Public Relations Coordinator will compile analytic data associated with these social media channels.
      • 6.1.6.3. The Public Relations Coordinator will oversee propagation of official Belegarth-related content, including, but not limited to: blogs, instructional videos, press releases, images, promotional materials, documentaries, and newspaper/magazine articles, to be posted on the website and across all social media channels.
      • 6.1.6.4. The Public Relations Coordinator will be the primary point of contact for new realms.
      • 6.1.6.5. The Public Relations Coordinator will, in conjunction with the Webmaster, promote the ease of access to BMCS on both the website and social media channels.
      • 6.1.6.6. The Public Relations Coordinator will, in conjunction with the Webmaster, ensure BMCS follows website, social media and search engine optimization best practices.
      • 6.1.6.7. The Public Relations Coordinator will, in conjunction with the Webmaster, be responsible for compilation and analysis of web traffic analytics.
      • 6.1.6.8 The Public Relations Coordinator will maintain a group of Regional Public Relations Liaisons of their choosing to help facilitate a cohesive Public Relations Front across the community
      • 6.1.6.9 The Public Relations Coordinator may designate awardees for the Presidential Orders of Recognition
      • 6.1.6.10 As with all other Officers, the Public Relations Coordinator is a point of contact to report issues of a delicate nature which requiring reporting via Article 13 of the Belegarth Bylaws
  • 6.2. War Council Representatives
    • 6.2.1. Each Realm shall determine their own WC Representatives.
    • 6.2.2. The WC shall consist of two delegates from each Realm, either one may place their realm’s one vote.
    • 6.2.3. Realm WC representatives must have the means to access the internet at least one per week.
    • 6.2.4. The WC shall determine the rules and safety procedures that BMCS requires.
    • 6.2.5. The WC shall elect the Officers.
    • 6.2.6. The WC shall determine the BMCS Bylaws.
    • 6.2.7. If the Secretary is not present, WC will elect someone to take accurate notes from the WC Meeting.
    • 6.2.8. The WC will do its best to support the National Officers as well as general members of BMCS.
    • 6.2.9. National Officers may not serve as War Council Realm Voting Representatives during their tenure.

Article 7: Installation and Removal of an individual from a National Office

  • 7.1. A person may hold a national-level position of the BMCS only as long as the individual is able to properly perform the duties required for the fulfillment of said position.
  • 7.2. Installation of New Officers
    • 7.2.1. A person may be nominated for Office with a nomination and second from any two Voting Realms. Nominations for new officers may be made in either the September voting session or in the event of either a successful vote of no-confidence or the resignation of a current National Officer.
    • 7.2.2. In the event that only one individual is successfully nominated, the motion shall adhere to the standard 7-day discussion period to allow for other nominations. If no other nominations or objections are raised during that time, the motion is considered passed with no vote necessary.
    • 7.2.3. In the event that more than one individual is nominated for a National Office, all seconded candidates shall be considered during the same vote.
      • 7.2.3.1. A simple majority of half of the responding realms shall be considered a successful election.
      • 7.2.3.2. If a nominee withdraws his or her candidacy, votes cast in said candidates favor are considered as abstentions until those realms change their vote.
    • 7.2.4. In the event that a plurality of candidates causes no single candidate to receive half of the responding realms’ votes by the end of the voting period, a secondary election shall be called in the manner of an emergency vote. Only the two candidates from the original election with the greatest number of votes shall be considered in this secondary election.
      • 7.2.5. Officers’ terms will be a minimum of one year. After one year has passed, the position will be opened for a vote at the next voting period. If an officer's term expires during a voting period, the vote will take place at the beginning of that voting period.
  • 7.3. Removal of Officers
    • 7.3.1. If the WC feels that an Officer is not doing the job according to the criteria set by the WC, said Officer may be removed from office via a Vote of No Confidence, which must be motioned and seconded by members of the WC.
    • 7.3.2. The vote will carry by a simple majority of the WC quorum voting yes to the removal of the Officer.

Article 8: Meetings

  • 8.1. The WC shall hold a Meeting no less than once a year.
  • 8.2 Emergency and/or online meetings may be held as needed.
  • 8.3. Robert's Rules of Order (revised) shall govern the proceedings of meetings of the WC insofar as such rules are not inconsistent or in conflict with the Bylaws, with the Articles of Incorporation, or with provisions of the law.
  • 8.4. Any meeting provided for hereunder may be conducted by means of a conference telephone, video conference, online forum portal discussion, or similar communications equipment. Participation by such means shall constitute presence in person at a meeting provided that all persons participating in the meeting can hear each other at the same time, or can access the forum such that each person entitled to participate in the meeting can reasonably participate in all matters discussed at such meeting, including, without limitation, the ability to propose, object to, and vote upon a specific action to be taken.

Article 9: Referendum or Vote

  • 9.1. Referendum vote may be held through the Belegarth Forums at any time upon the initiation of the WC or President. A Referendum petition must request and receive permission from said WC.

Article 10: Online Voting Rules

  • 10.1. The following rules are ONLY to be used for online meetings of WC. These guidelines do not apply anywhere other than online in the WC forums.
    • 10.1.1 Voting shall take place during the months of March, June, September and December. These shall be known as the voting periods.
  • 10.2 All voting must take place in the WC forum; no votes by phone or word-of-mouth will be allowed.
  • 10.3. Only voting realms may put forward or second a motion.
  • 10.4. Once a motion is made, it must be seconded within 7 days. If a motion is not seconded within 7 days, a new motion will need to be made.
  • 10.5. After a vote is seconded, a discussion thread is created in the private WC forum and a vote date set for 7 days after the motion was seconded.
    • 10.5.1 The Secretary must notify the WC Representative of every voting realm via their preferred method of contact that the voting period has started and again halfway through the voting period as a reminder.
    • 10.5.2 The original proposer of the motion may withdraw their motion at any time prior to the vote.
  • 10.6. So long as by-law 10.5.1 is adhered to, it is assumed that all realms are in attendance during any online WC business. If by-law 10.5 is for any reason not adhered to, a quorum of 2/3 of all Voting Realms must respond during the voting period in order for the motion to pass.
    • 10.6.1. Non-responding realms will be considered as abstaining.
  • 10.7. Voting Period: After a vote begins, the vote will remain open for 21 days, unless extended.
    • 10.7.1. A realm may change its vote at any time during this period.
    • 10.7.2. Votes or changes on the 22nd day or afterwards are discarded.
  • 10.8. A voting realm that participates must vote Yes, No, or Abstain. An abstention will not count as a vote in support (for) or refusal (against) the motion in question.
  • 10.9. A realm that does not respond at all within the voting period is still considered to be in attendance so long as by-law 10.5.1 has been adhered to. Their vote shall be counted as an abstention.
  • 10.10. At the end of the designated voting period, the President (or another Corporate Officer if the President has delegated this duty) will count the vote tally and declare the outcome.
  • 10.11. Any voting realm may request an extension on a vote on or before the 21st day of voting. They must provide a viable reason for this request.
    • 10.11.1. It must be seconded on or before the 21st day of voting to take effect.
    • 10.11.2. If the motion is made and seconded, voting will continue for 7 days past the end of the original voting period, making the voting period a total of 28 days.
    • 10.11.3. A vote may only be extended once.
  • 10.12. Emergency Votes: If a vote has been called on a motion and a quorum has not been reached by the close of voting, an emergency vote may be called at the President's discretion (or Vice President's if and only if the issue is a Vote of No Confidence on the President) within 7 days, so long as it meets the requisite criteria. The President may only call emergency votes for the following reasons:
    • 10.12.1. Election of Corporate officers
    • 10.12.2. Votes of No Confidence on Corporate Officers.
    • 10.12.3. Votes required due to pending litigation
    • 10.12.4 Changes required to resolve a persistent deadlock situation which has lasted over at least 6 months and 3 votes where no quorum has been reached on any vote, other than previously called emergency votes. This may include votes for the addition of new voting realms or temporary removal of negligent realms from the WC, but under no circumstances may an emergency vote be called for dissolution of the WC.
    • 10.12.5 The emergency voting period will last for exactly 28 days.
  • 10.13. In the event an emergency vote has been called, all realms will be contacted by the Secretary at the beginning of the voting period and approximately 2 weeks into the voting period if they have not yet responded.
    • 10.13.1. If necessary, alternate methods of contact such as telephone calls will be used.
    • 10.13.2. So long as these procedures have been followed, all realms will be considered in attendance for the Emergency Vote.
  • 10.14. Proxy votes will not be allowed. WC votes must be submitted by the designated realm representatives.

Article 11: Finances

  • 11.1. Each Realm is responsible for its own finances and must adhere to the appropriate federal, state and local laws.
  • 11.2. In case of dissolution of the corporation, the assets will pay off all indebtedness and all creditors. Upon the dissolution of any Realm, any funds remaining after paying or making provision for the payment of all liabilities of the realm shall be distributed to BMCS, or to one or more regularly organized and qualified nonprofit organizations with similar exempt purposes as the Organization that shall at that time qualify as an exempt organization(s) under Section 501(c)(3) of the Internal Revenue Code, as amended from time to time, in such manner as the Board of Directors shall determine. Any such assets not so disposed of shall be disposed of by a Court of Competent Jurisdiction of the county in which the principal office of the realm is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.
  • 11.3. The properties and assets of BMCS are irrevocably dedicated to charitable purposes. No part of the net earnings, properties, or assets of this corporation, on dissolution or otherwise, shall inure to the benefit of any private person or individual, or any member, Director or officer of the BMCS.
    • 11.3.1. Whenever a member, director or officer has a financial or personal interest in any matter coming before such member, director or officer, must comply with the BMCS Conflict of Interest Policy, which is hereby incorporated in full by reference.
  • 11.4. Unless otherwise specifically determined by the Officers of BMCS or otherwise required by law, formal contracts and other corporate instruments and documents shall be executed, signed or endorsed by the President, Vice-President, and by the Treasurer.
    • 11.4.1. All checks and drafts drawn on banks or other depositories of funds to the credit of the corporation, or on special accounts of BMCS, shall be signed by such person or persons as the Board shall authorize to do so.
  • 11.5. The Officers may accept on behalf of BMCS any contribution, gift, bequest, or devise for the general purposes of or for any special purpose of BMCS not inconsistent with the charitable limitations permitted by applicable law. Upon receipt, the officer will immediately issue a receipt to the donor and submit copies for Officers and War Council records. A report of contributions received must be disclosed quarterly to War Council.
    • 11.5.1. The Officers may distribute, to an authorized person, any portion of a contribution, gift, bequest, or devise for the general purposes of or for any special purpose of BMCS not inconsistent with these Bylaws or as permitted by applicable law. Officers may require authorized persons to sign a notarized statement of conduct indicating that they understand contributions are distributed for local nonprofit activities only, and that they cannot be used for personal gain. BMCS Officers may also require all receipts from local activities supported by the distributed contributions as proof that activities are in accordance with our mission and the BMCS Articles of Incorporation. A report of contributions distributed to authorized persons, the receipts from those activities, and notarized statements of conduct must be disclosed quarterly to War Council.
    • 11.5.2. If a contribution, gift, bequest, or device is donated to BMCS and earmarked by the donator for a specific permitted purpose of BMCS, then Officers of BMCS may choose whether to accept the earmarked donation. If the donation cannot be used as earmarked by the donator, it should be refused. Earmarked contributions that are accepted by the Officers of BMCS are supplemental to the annual budget and may be immediately used for a specific purpose of BMCS not inconsistent with its exempt purposes. The Officers of BMCS have the ability to accept and use earmarked funds without necessitating a WC vote to change the annual budget. Accepted donations that are distributed to authorized persons must follow the rules set forth in 11.5.2. BMCS Officers may refuse donations for any reason. Any accepted or refused donation must be included in a quarterly report to War Council. Any donation that is earmarked for purposes inconsistent with BMCS’s exempt purposes must be refused.
  • 11.6. To the fullest extent permitted by law, the BMCS may indemnify its Directors, officers, employees, agents, volunteers and other persons described in the Idaho Nonprofit Corporation Act, Idaho Code § 30-30-626, including persons formerly occupying any such positions (each an “Indemnified Party”), against all damages, expenses, judgments, fines, settlements, and other amounts actually and reasonably incurred by them in connection with any proceeding, and including an action by or in the right of BMCS.
    • 11.6.1. To the fullest extent permitted by law and except as otherwise determined by the Board in a specific instance, expenses incurred by an Indemnified Party in defending any “proceeding” may be advanced by BMCS before final disposition of the proceeding upon receipt by BMCS of a contract from the Indemnified Party to repay such amount unless it is ultimately determined that the Indemnified Party is entitled to be indemnified by the BMCS for those expenses.
    • 11.6.2. BMCS shall have power to purchase and maintain insurance to the full extent permitted by law on behalf of the Indemnified Parties, against any liability asserted against or incurred by such persons in such capacity or arising out of the person’s status as such.
  • 11.7. BMCS shall keep correct and complete books of account and records and shall also keep Minutes of the proceedings of the meetings of its Officers and Directors. The books of account may be inspected by any member or member’s agent, for any reasonable purpose at any reasonable time.
  • 11.8. The Fiscal Year of the corporation shall begin on the first day of January and end on the last day of December in each year.
  • 11.9. Newly elected BMCS Officers shall propose an annual budget draft that covers BMCS operating expenses from July 1st after their election to June 30th the following fiscal year. Officers must present the budget to War Council 30 days before the first voting period after officer elections. This annual budget will include a proposal for maintaining an online presence and executing BMCS official events.
    • 11.9.1. A voting Realm may motion to make an addition to the annual budget draft by proposing funding for an additional project or projects that are in accordance with our mission statement and Articles of Incorporation during the first voting period. Once a motion is seconded, BMCS Officers must make a statement of the proposals’ feasibility within 48 hours. If the motion is passed by a 2/3 majority vote as defined in Article 10, then the additional project is to be included in the annual budget draft.
    • 11.9.2. After the first voting period, Officers of BMCS will finalize the annual budget draft, ensure that it is fiscally feasible, and examine that its implementation is in accordance with the BMCS mission statement and Articles of Incorporation. The BMCS Officers will present a completed annual budget to War Council one week before the first day of the second voting session (June 1st) along with a statement from the Treasurer endorsing the fiscal feasibility of the budget and a statement of endorsement from the President indicating how its implementation is in accordance with the BMCS nonprofit mission. As an exception to Article 10, a motion for voting on the annual budget may be accepted before June 1st to facilitate early voting. A voting Realm must motion to vote on the annual budget. A separate voting Realm must second that motion.
    • 11.9.3. The Annual budget must be passed by a 2/3 majority vote as defined in Article 10. Once the budget has been passed, it is implemented by BMCS Officers starting July 1st.
    • 11.9.4. If the annual budget is not passed by WC or if an emergency arises that requires expenditures outside of the annual budget, the President has the ability to call an emergency vote to pass a new budget. In the absence of a passed annual budget, Officers of BMCS may continue financial operations and implement items from the previous passed annual budget. Officers of BMCS may expend funds in an emergency as long as an emergency vote has been called. Any expenditures during an emergency vote must be recorded and presented to the WC after the closing of the emergency vote.
Personal tools
For Fighters
For Craftsman
Leadership