Bylaws
of the 
Electronic Network of Advancing Parliamentarians

ARTICLE I - Name

The name of this Society shall be the Electronic Network of Advancing Parliamentarians.  The Society shall also be referred to as eNAP.

ARTICLE II - Object

The object of eNAP shall be:
(a) to promote the study of parliamentary procedure;
(b) to explore how traditional procedural rules need adapting for use in electronic meetings;
(c) to explore technologies, facilities and methods for conducting meetings electronically;
(d) to hold meetings electronically so its members and officers can develop knowledge and skill in meeting electronically;
(e) to provide a parliamentary study group available to members via the internet regardless of physical location; and
(f) to seek to be a chartered unit of the National Association of Parliamentarians® (NAP).

ARTICLE III - Members

Section 1.  Obtaining Membership.  Any member of the National Association of Parliamentarians (NAP) may request membership at the first meeting attended.  Anyone else may request membership at any meeting after the first meeting attended.  Membership shall be granted by a majority vote.  There shall be no dues.

Section 2.  Ending Membership.  Any member may resign upon request submitted to any officer of the Society or directly at a meeting.  In the former case, the officer shall announce the resignation to the Society at a meeting or by e-mail.  Resignation from membership requests shall be granted automatically without vote.  A member shall automatically forfeit membership after missing 4 consecutive regular meetings.  A member may be otherwise removed from membership in accordance with disciplinary procedures in the parliamentary authority as adapted as necessary for practicality for an online society.

ARTICLE IV - Officers

Section 1. Officers.
The officers of eNAP shall be a President, a Vice-President and a Secretary. These officers shall perform the duties prescribed by these bylaws, by the parliamentary authority, and as directed by eNAP.

Section 2. Term of Office. The officers shall be elected to serve for one year or until their successors assume office, and their term of office shall begin at the close of the annual meeting.

Section 3. Nomination Procedure. A Nominating Committee of three members shall be elected at the October Meeting. The committee shall nominate a candidate for each elective position to be filled at the next Annual Meeting and present its report at the December meeting.

Section 4. Office-Holding Limitations.  No member shall hold more than one office at a time, and no member shall be eligible to serve more than two consecutive terms in the same office.  These limits shall be waived if there is but one nominee for the office.

Section 5. Vacancies.  The Vice-President shall become President upon a vacancy in that office.  A vacancy in any other office shall be filled by appointment by eNAP by majority vote with notice or nine-tenths vote without notice.

ARTICLE V - Meetings

Section 1. Regular Meetings. The regular meetings of eNAP shall be held on the second Monday of each even-numbered month unless otherwise ordered by the Society or Executive Board.

Section 2. Annual Meetings. The regular meeting in February shall be known as the annual meeting and shall be for the purpose of electing officers, receiving reports of officers and committees, and for any other business that may arise.

Section 3. Special Meetings. Special meetings may be called by the President, by any two officers, or by any three members or thirty percent of the members. The purpose of the meeting shall be stated in the call. Except in cases of emergency, notice shall be given at least 5 days in advance.

Section 4. Quorum. Twenty percent of the members shall constitute a quorum.  At the next meeting held after a meeting failing to obtain a quorum, the quorum shall be one half of the quorum for the preceding meeting, if such reduced quorum is noted in the meeting notice, and the meeting notice is e-mailed to members at least least 5 days before the meeting.

Section 5. Location.  Meetings shall be held in the Slashnet.org IRC channel #enap unless otherwise ordered by the Society or Executive Board.  The location shall be posted on the Society's home page if possible.  Any alternate location shall be accessible via the internet using a standard web browser.  The default location may be amended by a majority vote with notice or with a two-thirds vote without notice.  Telephone and video conference meetings are also authorized.

Section 6. Notice.  All notices shall be given by e-mail to the e-mail address on file for each member.  Due to members being in different time zones, a notice requirement for N days shall mean N times 24 hours.

Section 7. Web Site.  The Society shall maintain a web site which shall include a schedule of regular meetings and the notices for all other meetings, but the web site version of notices shall omit sensitive details regarding the purpose for a special meeting.  The schedule and the meeting notices shall include the time and location of the meetings. 

Section 8. Secret Voting. The Society, Executive Board, or President shall provide a means for secret voting via the internet, with links and instructions posted on the Society's web site.

ARTICLE VI - The Executive Board

Section 1. Board Composition.
The officers of the Society shall constitute the Executive Board.

Section 2. Board's Duties and Powers. The Executive Board shall have general supervision of the affairs of the Society between its business meetings. The Board shall be subject to the orders of the Society, and none of its acts shall conflict with action taken by the Society and still in effect.

Section 3. Conduct of Business. The Executive Board shall meet at the call of the President or upon request by two members of the Board. Board meetings may be conducted in the Society's chat room or other designated chat room, or by telephone or video conference. Board meetings shall be open to other eNAP members as observers unless otherwise ordered by the Board.

The Board is authorized to conduct business, partly or completely, by correspondence outside of a meeting, and reports of the Board shall contain what is agreed to by a majority of Board members outside a meeting, so long as all members have had reasonable opportunity to debate the matter.


ARTICLE VII - Committees

Section 1. Standing Committees. The standing committees shall be an education committee, a membership committee, and an electronic rules committee. The president shall appoint all committees with approval of the executive board.

A.    The education committee shall develop and coordinate educational programs for the Society.
B.    The membership committee shall promote the retention and recruitment of eNAP members.
C.    The electronic rules committee shall research and consider matters relating to the creation and adaption of special rules of order and standing rules for use with electronic meeting, at the direction of the society and additionally upon the initiative of the committee itself.

Section 2. Special Committees.  Special committees shall be established as needed by the Society. Special committees shall be appointed by the President with the approval of the Executive Board, except in the absence of the President at the time of establishment, in which case the chairman and members shall be elected by the Society.

Section 3. Ex Officio Members.  The President shall be ex officio a member of all committees except any Nominating Committee.

Section 4. Conduct of Business. Committee meetings may be conducted in the Society's chat room or other designated chat room, or by telephone or video conference. All committees are authorized to conduct business, partly or completely, by correspondence outside of a meeting, and reports of these committees shall contain what is agreed to by a majority of committee members outside a meeting, so long as all members have had reasonable opportunity to debate the matter.

ARTICLE VIII - Parliamentary Authority

The rules contained in the current edition of Robert's Rules of Order Newly Revised shall govern the Society in all cases to which they are applicable and in which they are not inconsistent with NAP's or these bylaws and any special rules of order the Society may adopt.  In applying the parliamentary authority, the Society shall be considered a deliberative assembly when meeting in a chat room with proper notice and quorum.

ARTICLE IX - Amendment of Bylaws

These bylaws may be amended at any regular meeting of the Society by a two-thirds vote with notice, or a nine-tenths vote without notice, or at any special meeting with suitable notice by a three-fourths vote.

HISTORY
Adopted 5-18-2009.
Amended 4-12-2010.
Amended 8-9-2010.
Amended 10-11-2010.
Amended 12-12-2011.

Bylaws CALENDAR
February, 2nd Monday, Annual Meeting.  Annual reports from officers and committees (V.2).  Elect officers (V.2) and committees (VII.1).
April, 2nd Monday, Regular Meeting (V.1).
June, 2nd Monday, Regular Meeting (V.1).
August, 2nd Monday, Regular Meeting (V.1).
October, 2nd Monday, Regular Meeting (V.1).  Elect Nominating Committee (IV.3).
December, 2nd Monday, Regular Meeting (V.1).  Nominating Committee reports (IV.3).

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