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Founding Bylaws

of the Homosexual Information Center

As signed by Don Slater, Jim Schnider, and Billy Glover

ARTICLE I: GENERAL

  1. Pursuant to Paragraph VIII of the Articles of Incorporation of HOMOSEXUAL INFORMATION CENTER as filed with the Secretary of State, Sacramento, California, August, 1968, we, the undersigned directors of said corporation, do hereby adopt the following By-Laws:
  2. This corporation may adopt such seal and insignia, letterheads and brochures, and maintain such headquarters, offices, records, employees and mailing addresses as the directors or members shall approve.
  3. All employees of this corporation shall be subject to the Board of Directors and to the officers concerned with their work.
  4. Roberts Rules of Order, 1951 revised edition, is the standard for all parliamentary procedures not otherwise stated in these by-laws.The fiscal year of this corporation shall be concurrent with the calendar year.
  5. The annual meeting of this corporation shall be held the third weekend of each January.
  6. In the event of this dissolution of this corporation, all assets, tangible property and monies shall be transferred to the Roger, Baldwin Foundation.

ARTICLE II: DIRECTORS

  1. This corporation shall be governed by a Board of Directors.
  2. As provided in Paragraph VI of the Articles of Incorporation, the original incorporators of this corporation shall serve as directors until the selection of their successors.
  3. A director may be removed, the remaining directors concurring, for failure to attend two consecutive Board meetings without valid excuse, or for serious dereliction of duty.
  4. Vacancies of the Board of Directors shall be filled by the remaining Board until the next annual meeting, at which time an election shall fill any unexpired term.
  5. A nomination committee, appointed by the Board prior to each December 1st, shall nominate replacements for retiring directors and announce each such nomination to the members at least seven days before elections.
  6. The directors may establish committees for study and action pursuant to the purposes of the corporation and shall appoint chairmen for such committees.
  7. Committee chairmen shall select and direct their committees subject to Board approval and shall report at annual meetings and when requested by the Board.
  8. A majority of the directors may invite persons other than members to attend corporate meetings, and persons other than directors to attend Board meetings.
  9. Two directors shall constitute a quorum.
  10. Regular meetings of the Board shall be held not less than quarterly.
  11. The Board shall annually elect from their number a Chairman and a Secretary-Treasurer of the corporation.
  12. The Secretary shall notify all Board members of Board meetings and of major business scheduled, at least seven days prior to such meetings.

ARTICLE III: OFFICERS

  1. A Chairman and a Secretary-Treasurer shall be the officers of this corporation.
  2. The Chairman shall administer the corporation, subject to the Board, shall preside at all meetings and shall report to the members annually on the affairs of the corporation.
  3. The Secretary-Treasurer shall be responsible for the minutes of all meetings, for official reports and correspondence of the corporation, for the maintenance of such records as shall be entrusted to his office and all other duties of a corporate secretary, and shall be responsible for corporate finance and financial records; the Secretary-Treasurer shall submit a financial statement and a budget at each annual meeting.
  4. The Board for Directors may appoint from its number or from members of the corporation such other officers as they may feel from time to time are necessary for the efficient function of the corporation, including dividing the functions of Secretary-Treasurer into two functions.

ARTICLE IV: MEMBERSHIP

  1. Persons interested in the purpose of the organization may be elected by the Board to voting membership in this corporation.
  2. Voting members may be elected by two-thirds of the members voting at an annual meeting.
  3. The annual meeting of members shall be held in June of each year, commencing it the year 1969 at a time set by the Board upon giving two weeks written notice to each voting member.
  4. A member may be dropped by a two-thirds vote of the Board, for unexcused failure to attend two consecutive annual, or special meeting.
  5. Special meetings of members may be called from time to time by the Board upon giving two weeks written notice to each voting member.
  6. The duties and privileges of members shall be established be the Board of Directors, which may extend such duties and privileges from time to time as the see fit.
  7. Special categories of nonvoting memberships and the duties and privileges pertaining thereto may be established by the Board of Directors.

ARTICLE V: AMENDMENTS

  1. These by-laws may be repealed or amended at any annual or special meeting of the corporation by a two-thirds vote of members present, provided such amendments shall have been presented at a membership meeting and submitted to members at least on month previously.

SIGNATURES

We, the undersigned, being all of the persons appointed in the Articles of Incorporation to act as the first Board of Directors of HOMOSEXUAL INFORMATION CENTER, hereby assent to the foregoing by-laws and adopt the same as the by-laws of said corporation.

____IN WITNESS WHEREOF, we have hereunto set our hands this day of August, 1968

_____________________________
WILLIAM EDWARD GLOVER

______________________________
JAMES V. SCHNEIDER

______________________________
DON SLATER

THIS IS TO CERTIFY

That I am the duly elected, qualified and action Secretary-Treasurer of HOMOSEXUAL INFORMATION CENTER and that the above and foregoing by-laws were adopted as the by-laws were adopted as the by-laws of said corporation on the ____ day of August, 1968, by the persons appointed in the Articles of Incorporation to act as the first directors of said corporation.

IN WITNESS WHEREOF, I have hereunto set my hand this _____ day of August, 1968.

______________________________
Don Slater
Secretary-Treasurer

THIS IS TO CERTIFY

That I am the duly elected, qualified and acting Secretary-Treasurer of HOMOSEXUAL INFORMATION CENTER and the above and foregoing code of by-laws was submitted to the members at their first meeting held of the____ day of ___________, 1968, and was a ratified by the members entitled to exercise the majority of the voting power of said corporation.

IN WITNESS WHEREOF, I have hereunto set my hand this _____ day of ________, 1968.

Posted by C. Todd White • 6/12/04