Maine GIS User Group Bylaws


Article I      Article II      Article III      Article IV      Article V
Article VI      Article VII      Article VIII      Article IX      Article X

Article I. General Provisions

Section 1. Name:
The name of this body shall be the Maine GIS User Group (hereinafter "Group" or "User Group").

Section 2. Incorporation:
The Group is organized as a Maine not for profit organization in and subject to the laws of the State of Maine.


Article II. Purpose

Section 1. Purpose:
The purpose of the Maine GIS User Group is to encourage coordinated development and effective use of geographic information and related technologies. The Group's purposes may embrace other types of information and technologies as may be appropriate. The Group's activities may include, but are not limited to, the advocacy of GIS users' interests and the support of the membership in their individual initiatives, increase public and private awareness, education, research, professional development, and the promotion and/or development of policies, standards, and guidelines. The Group shall serve as a facilitator of coordination activities. Participation in the Group shall not preclude other coordination activities or taking positions that may be inconsistent with those adopted by the Group. The Group shall also foster increased understanding and interest in the development, operation and maintenance of geographic information and geographic systems. The User Group's efforts and focus include the following areas:
  1. Policy
    1. To provide a unified voice on geographic data and information technology issues.
    2. To actively promote geographic information integration and systems development.
    3. To provide information on geographic data and technology issues to public and private decision makers.
  2. Liaison and Networking
    1. To promote interaction and cooperation among User Group members, federal, state, regional and local governments, professional associations, and public and private sector groups.
    2. To provide an information clearinghouse of the activities of members or other activities of interest to the Group.
  3. Research
    1. To study geographic information issues.
    2. To provide a forum for examining new geographic information and technology issues and ideas.
  4. Education and Public Relations
    1. To develop and help others develop a variety of educational programs and materials on geographic information and technology issues.
    2. To promote public understanding of the Maine GIS User Group and geographic information and technology issues through a variety of media.


Article III. Membership

Section 1. Qualification of Members and Membership Fees
A. All membership dues, regardless of class of membership, will be recommended by the Board of Directors and authorized by a vote from the membership.

B. Annual dues are payable July 1 of each year. For new members, dues will be pro-rated at the time the member joins (e.g. if in June member will pay 1/12 of the yearly amount) and a full year of dues will become payable on July 1.

C. Members who fail to pay their dues within thirty days from the time the same become due shall be notified by the Secretary, and if payment is not made within the next succeeding thirty days shall, without further notice, lose all privileges of membership.

Section 3. Individual Membership
A. An individual membership may be available to any individual. As a condition of participation, all individual members shall pay an annual membership fee to the Group for the purpose of advancing the misson of the User Group.

B. Student membership is available to anyone enrolled full time in an accredited learning institution or school.

Section 4. Coroporate/Institutional Membership
A. A corporate/institutional membership may be made to any private or public organization involved in geographic information activities willing to provide an annual membership fee to the association for the purpose of advancing the mission of the User Group.

B. A corporate/institutional membership allows for the attendance of up to four individuals at each User Group meeting and provides for two copies of "Maine Coordinates" the Maine GIS User Group newsletter.

C. Secondary schools and schools of higher education may become members to allow attendance of all student of those schools.


Article IV. Meetings

Section 1. Regular Meetings
Meetings will be held at least three times per annum. Notice of time, place and agenda shall be given to members at least thirty days in advance of the meeting. Meetings may be held in conjunction with other meetings and conferences as determined by the Board of Directors. One meeting of each year will be an expanded annual meeting. Non-members will be invited to attend all meetings at an additional fee. Brief business meetings will be held at each meeting to ensure that the Group is informed of the activities of the Board. There may be a cost for attending the regular meetings.

Section 2. Annual Meetings
There may be a cost for attending this meeting, above the cost of dues, as this will be an expanded format. An annual business meeting, to include voting on a new Board of Directors will be held in conjunction with the annual meeting and will be open to all members.

Section 3. Locations of Meetings
Meeting locations shall be determined by the geographic distribution of members. With the current distribution, two meetings will be held in Augusta and one in the Bangor area.

Section 4. Special Meetings
Special meetings can be held at the discretion of the Board as they deem in the best interests of the organization.

Section 5. Quorum
A quorum will consist of 25% of the individual and corporate/institutional membership.

Section 6. Voting.
It may be necessary from time to time for an issue to go to vote. Voting may take place during regular, annual, or special meetings if a quorum is present. All attending members may vote, each corporate/institutional member will have one vote and, in a voting situation, the institution's meeting attendees must choose an official representative to vote. No proxy votes will be accepted. Voting on issues may be conducted via mail in accordance with these bylaws.

Section 7. Procedure
The Chair shall act as the presiding officer of all meetings. In the case of the Chair's unavailability, the Vice Chair shall preside. Parliamentary rules as laid down in "Robert's Rules of Order" shall govern all deliberations, when not in conflict with these bylaws. The order of business may be altered or suspended at any meeting by a majority vote of the members present.

Section 8. Order of Business
The order of business at the meetings shall be as follows:

  1. Call to order
  2. Adoption of the minutes of the previous meeting
  3. Reports of officers
  4. Reports of committees
    1. Standing
    2. Special
  5. Unfinished business
  6. New business
  7. Adjournments


Article V. Board of Directors

Section 1. Management
The Board of Directors shall have supervision, control and direction of the affairs as determined by the Group and shall carry out its policies or changes therein within the limits of the bylaws, shall actively prosecute its purposes and shall have discretion in the disbursement of its funds. It may adopt such rules and regulations for the conduct of business as shall be deemed advisable, and may, in execution of the powers granted, appoint such agents as it may consider necessary. The Board may delegate powers to the officers, staff and committees as it deems necessary for the administration of the affairs of the Group.

Section 2. Composition
The Board shall be composed of five Officers and four Board members at large. The Officer positions shall be Chair, Vice Chair/Chair Elect, Secretary, Treasurer, and Education Coordinator. Vice Chair becomes Chair at the end of the Chair's term. Chair, Vice Chair, Secretary, and Education Coordinator terms shall be for one year. The Treasurer position will serve a two year term. The Vice Chair incumbent would also serve two years, one as Vice Chair and one as Chair, to provide continuity within the Board of Directors.

The four "at large" will serve staggered two year terms. The first year two members shall serve for one year while the other two positions will be held for two years to establish the staggered schedule.

There shall be no majority of the Board from a single organization. The Nomination Committee must take the possibility of this into account when establishing candidates.

Section 3. Elections
At each annual meeting there shall be elected by ballot a Chair Elect/Vice Chair and a Secretary. A Treasurer will be elected this first year, and then every two years subsequent. Elections are expected to be conducted at meetings but may be conducted by mail if deemed necessary by the Board. If the election voting is done by mail, only those ballots received by the secretary on the business day previous to the annual meeting shall be counted. Any Director shall be eligible for re-election. Terms shall expire with the adjournment of the next annual meeting at which the successor is elected.

Section 4. Officers
A. Chair
The Chair shall be the principle officer of the User Group, shall preside over the meetings of the Group and the Board of Directors, and shall be a member ex-officio, with right to vote, of all committees except the Nominating Committee. The Chair shall solicit members for, and preside over, the Sponsorship Committee. The Chair shall perform such duties as are necessarily incidental to the office of Chair or as may be prescribed by the Board of Directors. The Chair shall take office upon the adjournment of the annual meeting and the term shall expire upon the adjournment of the next annual meeting.
B. Chair-Elect or Vice Chair
The Vice Chair may be delegated by the Chair to perform duties of the Chair in the event of the Chair's temporary disability or absence from meetings, and shall have such other duties as the Chair or Board may assign. Additionally, the Vice Chair shall solicit members for, and preside over, the Program Committee. The Vice Chair shall take office upon adjournment of the annual meeting and the term shall expire upon adjournment of the next annual meeting, at which point, the Vice Chair will take the office of Chair.
C. Secretary
The Secretary shall give notice of and attend all meetings of the User Group to keep a record of the proceedings, to attest to documents, and perform such other duties that are usual for such office or as may be duly assigned. Additionally, the Secretary shall preside over the Newsletter Committee. The Secretary shall be elected to the Board for a one year term. The Secretary shall take office upon the adjournment of the annual meeting and the term shall expire upon the adjournment of the next annual meeting.
D. Treasurer
The Treasurer shall be elected to the Board for a two year term. The Treasurer shall keep an account of all moneys received and expended for the use of the Group and shall make disbursements authorized by the Board. The Treasurer shall deposit all sums into a financial institution approved by the Board. An independent audit may be conducted annually or at the direction of the Board or the Group. The report of the audit and corrective action taken (if any) shall be presented by the Treasurer at the next annual meeting of the Group, following completion of the audit or when called upon by the Chair. The Treasurer shall take office upon adjournment of the annual meeting and the term shall expire upon adjournment of the annual meeting two years hence. Additionally, the Treasurer shall preside over the Membership Committee.
E. Education Coordinator
The Education Coordinator shall be elected to the Board for a one year term. The Education Coordinator will be responsible for gathering information on member training interests, for determining any training as may be appropriate for host by the User Group, for arranging these training sessions, and for collecting and disseminating information on educational opportunities. The Education Coordinator may establish and lead an Education Committee to support his/her activites. To facilitate coordination of efforts, the Education Coordinator shall also sit as a member of the Program Committee. The Education Coordinator shall take office upon the adjournment of the annual meeting and the term shall expire upon the adjournment of the next annual meeting.

Section 5. Board Meetings
Except that the Board shall have a business meeting at the time and place of the annual meeting, the Board shall meet upon call of the Chair at such times and places as may be designated, or shall be called to meet upon demand of the majority of the members. Board meetings may be conducted by telephone conference. Board meetings are open to all members.

Section 6. Quorum
A majority of the whole Board shall constitute a quorum at any meeting of the Board. In case there is less than this number, the presiding officer may adjourn the meeting until a quorum is present.

Section 7. Absence
Any member of the Board unable to attend a meeting shall notify the Chair. If a Director is absent for two consecutive meetings for reasons which the remaining members of the Board have failed to declare sufficient, the member's resignation shall be deemed to have been tendered and accepted.

Section 8. Compensation
Directors shall not receive any compensation for their services as Directors. Directors may receive reimbursement for actual expenses incurred in the performance of User Group duties. Travel and mileage expense will not qualify for reimbursement.

Section 9. Resignation and Removal
Any director may resign at any time by giving written notice to the Chair. Such resignation shall take effect at the time specified therein or at the time of acceptance if not such time is specified. Any director may be removed by a majority vote of the Group members at any regular or special meeting at which a quorum is present.

Section 10. Vacancies
Any vacancies that may occur on the Board may be filled at the discretion of the Chair for the unexpired term, subject to the approval of the Board.


Article VI. Committees

Section 1. Commission
The Chair may establish committees with the approval of the Board and appoint active Group members to serve on such committees and subcommittees as deemed necessary to carry out the purpose of the User Group.

Section 2. Nominating Committee
The Chair, with the approval of the Board will annually establish a Nominating committee and designate one active member as chairperson. The entire membership will receive notice of the name, address and phone number of the chairperson at least 30 days before the election. The Nominating committee will prepare a slate of candidates for open Board positions utilizing the following procedures:
A. The Nominating committee will accept nominations for each open office up until the beginning of the meeting in which elections shall be held. The entire membership will receive notice of the last date that nominations will be accepted at least 15 days before the election. This notice may be effectuated by publication in the newsletter or by mailing to the last known address of each member.
B. At least one candidate will be nominated for each vacancy.
C. To be competent to stand for election each nominee must agree to serve if elected.
D. Write-in candidates are allowable as long as the candidates meet the requirements for being a Director.

This procedure may be waived by a majority vote of the individual and corporate/institutional membership of the User Group.

Section 3. Standing Committees
A. Sponsorship Committee
The Sponsorship Committee shall be responsible for generating and managing the sponsorship of Group activities, which include but are not limited to quarterly meetings, special events, and any newsletter advertising as directed by the Board. The Chair of the Board of Directors shall solicit and appoint members for this committee and shall preside over it.

B. Program Committee
The Program Committee shall be responsible for developing and carrying out the programs and facilities for each quarterly User Group meeting, including the expanded annual meeting. The Education Coordinator shall sit as a member of this committee. The Vice Chair of the Board shall solicit and appoint members for this committee and shall preside over it.

C. Publicity Committee
The Publicity Committee shall be responsible for producing quarterly issues of Maine Coordinates, the Maine GIS User Group newsletter, and creating and maintaining the organization's website. This committee will develop rules and standards for the newsletter and website, including advertising policies. These rules, standards and policies will be subject to approval by the Borad. The Secretary of the Board shall solicit and appoint members to his comittee and shall preside over it.

D. Membership Committee
The Membership Committee shall be responsible for soliciting and tracking Group membership, maintaining the User Group membership database, and for responding to requests for information on members, as appropriate. Additionally, the Membership Committee shall be responsible for mailing meeting notices, the newsletter, and other announcements as directed by the Board. The Treasurer of the Board shall solicit and appoint members to this committee and shall preside over it.


Article VII. Indemnification

Section 1. Indemnification
The User Group may, by resolution of the Board of Directors provide indemnification by the Group of any and all of its Directors or former Directors against any expenses actually and necessarily incurred by them in connection with the defense of any action, suit, or proceeding, in which they or any of them are made parties, or a party, by reason of having been a Director of the Group, expect in relation to matters as to which such Director or former Director shall be adjudged in such action, suit, or proceeding to be liable for negligence or misconduct in the performance of duty and to such matters as shall be settled by agreement predicated on the existence of such liability for negligence or misconduct.


Article VIII. Affiliation

Section 1. Affiliation
The User Group may affiliate with one or more other organizations or institutions to further the purposes of the Group. Any such affiliation must be approved by a majority vote of the User Group members. All votes on affiliation shall be by ballot and may be conducted by mail. Withdrawal of affiliation or de-certification of affiliation must also be approved by a majority votes of the members.


Article IX. Dissolution

Section 1. Dissolution
The User Group shall use its funds only to accomplish the pruposes specified in these bylaws, and no part of said funds shall inure, or be distributed to the members of the Group. On dissolution of the Group any funds remaining shall be distributed to one or more regularly organized educational, governmental, or scientific organizations to be selected by the Board of Directors at the time.


Article X. Amendments

Section 1. Amendments to Bylaws
Upon proposal by the Board, these bylaws may be amended, repealed, or altered, in whole or in part, by a two-thirds vote of the membership.

Section 2. Procedure
These bylaws may be amended at the annual business meeting of the Group, provided that a copy of any proposed amendment shall be mailed to the last recorded address of each member at least twenty days prior to the meeting.

Section 3. Amendment by Mail
These bylaws may be amended by mail vote. Mail voting shall be closed 30 days from mailing date of notices to membership. Ballots received after the closure date will not be included.


Article I      Article II      Article III      Article IV      Article V
Article VI      Article VII      Article VIII      Article IX      Article X


Draft Date: August 30, 1996


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© 2008 Maine GIS User Group. All Rights Reserved.
Modified: November 21, 2008 R. M. White