A. NAME OF ORGANIZATION 1. The name of the organization is Minnesota Apple Computer Users' Group, Inc., hereafter called "mini'app'les". B. PURPOSE 1. The purpose of the organization is to promote the dissemination of information concerning the use of Apple Computers and products related thereto, and to share the knowledge of members at large concerning their talents and information pertaining to computers in general. C. MEMBERSHIP 1. Members of the mini'app'les are required to pay annual dues, which shall be due on the anniversary of the month the member joined. 2. The actual amount of dues shall be set by the board. A application fee may be charged at the discretion of the board. 3. Annual dues must be received by the member’s anniversary date or the membership shall be terminated. 4. Membership rights shall be extended to the immediate household upon receipt of dues from the household. 5. Each membership shall have the right to cast one vote in any election. 6. Membership shall not be denied because of race, creed, color, sex, or national origin. 7. Members are expected to abide by these bylaws. 8. Benefits of membership shall include: a. A subscription to the mini'app'les newsletter. b. Eligibility to participate in club sponsored raffles, drawings, give-aways, and discounts. c. Eligibility to participate in mini'app'les sanctioned activities. D. LEADERSHIP 1. The officers of mini'app'les, shall consist of the following positions: a. President b. Past President c. Vice President d. Secretary e. Treasurer f. Publications Director g. Interest Group Director h. Membership Director 2. These eight officers are the governing Board of Directors (BOD) of the mini'app'les and all mini'app'les business shall be conducted by this board. 3. Except for the Past President, officers are elected for term of one year. The term runs from June 1 to May 31. The office of Past President shall automatically be given to the retiring President. If a President is elected for sequential terms, the incumbent Past President shall remain in office. If Past President resigns or relinquishes the office, the President shall appoint a Director at Large to complete Past President term and duties. 4. If an officer resigns or relinquishes his/her office, the President shall appoint a replacement in a timely manner subject to board approval. 5. If the President resigns or is unable to perform the duties of the office, the Vice President shall assume those duties. 6. In the absence of the President and Vice President the other officers may appoint an acting President. 7. Board members may be removed from office by a two-thirds majority vote of the board. A recall election shall be held within 60 days of presentation of an impeachment petition bearing the verified signatures of at least five percent of the membership. 8. The President, Vice President, or Secretary may call a general membership meeting. Membership shall be notified of time, place, and purpose of meeting through the mini'app'les newsletter or a special mailing. 9. Election of Officers. a. Nominations shall be made by a nominating committee of at least two club members appointed by the President. b. Further nominations from members shall be accepted at a general membership meeting to be held in February. c. The subsequent list of nominees with such statements as they may wish to make pursuant to their candidacy shall appear in the newsletter prior to the election. d. The election shall be by means of a ballot published electronically in or distributed with the newsletter. Ballots completed by current members may be sent on-line to the club’s email address, delivered at mini'app'les meetings, or submitted by mail to the club’s Post Office box. All ballots must be received by April 28th. A simple majority of those voting is necessary for election. Results of this election shall be published in the newsletter not more than 60 days following the election. e. The President shall appoint an election committee of at least two current club members to count the ballots, ensure all ballots were submitted by current club members, ensure no member voted more than once, and announce the results of the voting. No election committee member may appear on the ballot as a candidate for a BOD position. 10. Board members must be paid up members of the mini'app'les. If a board member's membership lapses, the individual has effectively resigned from the board of directors, and the board shall so notify said individual and make a record thereof in the minutes. 11. No member or membership may hold more than one board position or vote except as noted in these bylaws. E. LEADERSHIP RESPONSIBILITIES 1. General Duties. The duties of the elected officers are in general to: a. Promote the purpose and membership of the mini'app'les. b. Administer the bylaws of the mini'app'les. c. Assure the financial well-being of the mini'app'les. d. Attend and report at each board meeting. e. Carry out decisions of the board in a timely manner. f. Appoint staff and committees as necessary, subject to board approval. g. Communicate to the board the needs of appointed staff and the membership in general. 2. Duties of the President. The President shall: a. Provide leadership and direction to the general membership and to the board of directors. b. Prepare an agenda for each board meeting. c. Chair mini'app'les board and general membership meetings at which business is conducted. d. Assign duties to board and staff members. e. Establish goals to be reached during the term in office. 3. Duties of the Vice President. The Vice President shall: a. Assist the President with the duties of that office and in the absence of the president, assume the duties of that office. b. Organize the program, facilities and equipment for general membership meetings including meetings for nominations or voting by membership. c. Coordinate participation in events, such as trade shows and seminars. 4. Duties of the Treasurer. The Treasurer shall: a. Maintain the mini'app'les financial records and records of mini'app'les assets. b. Prepare a written financial report to include income, disbursements, current account balances and assets, at each board meeting. The reports shall be maintained for a five year period. c. Prepare an annual budget. d. Be cognizant of and act upon requirements of the IRS and Minnesota State Department of Revenue in a timely and efficient manner. e. Administer the collection of all monies due the mini'app'les. f. Establish and maintain bank accounts in the name of the mini'app'les. g. Deposit all monies in the mini'app'les bank account(s) in a timely and efficient manner. h. Pay all bills and demands as authorized by the board. 5. Duties of the Secretary. The Secretary shall: a. Record in a permanent form the minutes of all board and general membership meetings at which business is conducted. b. Record the results of elections. c. Archive and maintain all mini'app'les records other than those kept by the Treasurer. d. Keep a mini'app'les calendar. e. Assist the President and Vice President in correspondence as required. f. Maintain electronic and paper copies of the board meeting minutes, general membership meeting minutes, and the club bylaws for at least five years. The electronic copies shall be in a file format recognized by Apple’s Pages or TextEdit applications; the storage medium shall be a local hard drive or flash drive, either of which is furnished by the club. 6. Duties of the Past President. The Past President shall: a. Provide continuity in the leadership of the mini'app'les. b. Assist the President with the duties of that office. c. Provide historical references for decision making process. 7. Duties of the Publications Director. The Publications Director shall: a. Oversee publication of the newsletter. b. Appoint with consent of the board: Newsletter Editor and assistants Advertising Coordinator 8. Duties of the Membership Director. The Membership Director shall: a. Oversee the maintenance and processing of membership records and materials. b. Promote membership. 9. Duties of the Interest Group Director. The Interest Group Director shall: a. Oversee all matters related to the development and maintenance of Special Interest and Community Interest groups. b. Encourage and assist in the formation of new interest groups. c. Act as spokesperson to the board for group representatives. H. FINANCIAL 1. The mini'app'les shall maintain one or more accounts at a local financial institution. Such accounts shall bear interest as the law allows. 2. The Signatories on the account(s) shall be: a. President b. Vice President c. Treasurer 3. One signature shall be required to disburse funds from the account(s). 4. The authorization of expenditures shall be accomplished by the board approving an annual budget that covers the mini'app'les budget year. The budget year shall run from August 1 to July 31. Those expenditures which are not budgeted items, or budgeted items which exceed the budgeted amount by more than $25.00 shall require majority approval of the board. 5. Proper verification of expenditures shall be required before the funds are disbursed. 6. In the event of dissolution of the corporation, the entire net assets remaining after payment of any and all liabilities and obligations of the corporation shall be disbursed in a manner agreeable to a majority of the board members at a specially convened open board meeting and consistent with IRS and State regulations. Notice of this meeting shall be made known to all mini'app'les members through the newsletter or a special mailing 30 days in advance of the meeting. 7. A Surety Bond shall be obtained, naming the above signatories as principals. I. BOARD MEETINGS 1. The business of the mini'app'les shall be conducted at board meetings, except for general membership meetings or voting by the general membership. 2. The Board of Directors shall meet at least every other month at a place and time designated by the mini'app'les president. 3. A quorum shall consist of four or more officers and no business shall be transacted if a quorum is not present. 4. Notice of board meetings shall be published 30 days in advance of all regularly scheduled board meetings. 5. In emergency situations, officers may agree to meet at any time, but all business transacted shall be subject to reconsideration at the next regularly scheduled board meeting. Minutes of the emergency meetings shall be made publicly available in the next issue of the mini'app'les newsletter and/or at the request of any member. 6. The board of directors may designate three or more of its members to constitute an executive committee. To the extent determined by the board, the executive committee has the authority of the board in the management of the business of mini'app'les. The executive committee shall act only in the interval between board meetings and at all times shall be subject to the control and direction of the board. Any activity shall be reported to board at next meeting. 7. Minutes of the board meetings shall be made available no later than 60 days following that meeting. 8. All meetings of the board shall be open to the general membership of the mini'app'les. 9. All members are encouraged to bring issues to the board. This shall be done by submitting agenda items in writing to the president in advance of the board meeting. 10. Decisions shall be made by a simple majority of the board members present, the President voting only in the case of a tie. 11. At least once per year, the board shall examine these bylaws for needed changes following the procedure set forth in section J. J. BYLAWS 1. Requests for changes in the bylaws shall be made in the mini'app'les newsletter at least four months prior to the election of officers. 2. The board shall act on this request and on other items pursuant to changes in the bylaws at a board meeting at least three months prior to the election of officers. 3. Changes to the bylaws suggested by the board will be published in the mini'app'les newsletter. 4. The ratification shall be by means of a ballot published electronically in, or distributed with, the mini'app'les newsletter. Completed ballots may be sent on-line to the club’s email address, delivered at mini'app'les meetings, or submitted by mail to the club’s Post Office box. All ballots must be received by the 28th of the month in which the vote is taken. A two-thirds majority of those voting is necessary for ratification of the changes to the bylaws. 5. Changes to these bylaws become effective the first day of the month following publication of a notice of ratification in the newsletter. Such notice shall appear not more than 60 days after the closing date for receiving ballots. K. MISCELLANEOUS 1. Mini'app'les supports all copyright laws. 2. In the event of meeting cancellation, the officers shall make every effort to contact the local members through the media or other means as appropriate. 3. All Books and Records are to be audited not less than once per year by a committee of members, not including officers, appointed by the board. 4. All applicable Federal and Minnesota laws and statues apply and supersede where these bylaws do not comply with said laws and statutes. 5. Where a physical address is required, e.g. State of Minnesota, the Treasurer's home address shall be used. In the event that the Treasurer does not live in the State of Minnesota and a physical Minnesota address is required for legal purposes, the President shall, with consent of the Board, identify another Board member's address to be used. The nonprofit corporation papers must be re-filed yearly. 6. Only mini’app’les members may participate in club sponsored raffles, drawings, give-aways, and discounts.

A. NAME OF ORGANIZATION

1. The name of the organization is Minnesota Apple Computer Users' Group, Inc., hereafter called "mini'app'les".

B. PURPOSE

1. The purpose of the organization is to promote the dissemination of information concerning the use of Apple Computers and products related thereto, and to share the knowledge of members at large concerning their talents and information pertaining to computers in general.

C. MEMBERSHIP

1. Members of the mini'app'les are required to pay annual dues, which shall be due on the anniversary of the month the member joined.

2. The actual amount of dues shall be set by the board. A application fee may be charged at the discretion of the board.

3. Annual dues must be received by the member’s anniversary date or the membership shall be terminated.

4. Membership rights shall be extended to the immediate household upon receipt of dues from the household.

5. Each membership shall have the right to cast one vote in any election.

6. Membership shall not be denied because of race, creed, color, sex, or national origin.

7. Members are expected to abide by these bylaws.

8. Benefits of membership shall include:

a. A subscription to the mini'app'les newsletter.

b. Eligibility to participate in club sponsored raffles, drawings, give-aways, and discounts.

c. Eligibility to participate in mini'app'les sanctioned activities.

D. LEADERSHIP

1. The officers of mini'app'les, shall consist of the following positions:

a. President

b. Past President

c. Vice President

d. Secretary

e. Treasurer

f. Publications Director

g. Interest Group Director

h. Membership Director

2. These eight officers are the governing Board of Directors (BOD) of the mini'app'les and all mini'app'les business shall be conducted by this board.

3. Except for the Past President, officers are elected for term of one year. The term runs from June 1 to May 31. The office of Past President shall automatically be given to the retiring President. If a President is elected for sequential terms, the incumbent Past President shall remain in office. If Past President resigns or relinquishes the office, the President shall appoint a Director at Large to complete Past President term and duties.

4. If an officer resigns or relinquishes his/her office, the President shall appoint a replacement in a timely manner subject to board approval.

5. If the President resigns or is unable to perform the duties of the office, the Vice President shall assume those duties.

6. In the absence of the President and Vice President the other officers may appoint an acting President.

7. Board members may be removed from office by a two-thirds majority vote of the board. A recall election shall be held within 60 days of presentation of an impeachment petition bearing the verified signatures of at least five percent of the membership.

8. The President, Vice President, or Secretary may call a general membership meeting. Membership shall be notified of time, place, and purpose of meeting through the mini'app'les newsletter or a special mailing.

9. Election of Officers.

a. Nominations shall be made by a nominating committee of at least two club members appointed by the President.

b. Further nominations from members shall be accepted at a general membership meeting to be held in February.

c. The subsequent list of nominees with such statements as they may wish to make pursuant to their candidacy shall appear in the newsletter prior to the election.

d. The election shall be by means of a ballot published electronically in or distributed with the newsletter. Ballots completed by current members may be sent on-line to the club’s email address, delivered at mini'app'les meetings, or submitted by mail to the club’s Post Office box. All ballots must be received by April 28th. A simple majority of those voting is necessary for election. Results of this election shall be published in the newsletter not more than 60 days following the election.

e. The President shall appoint an election committee of at least two current club members to count the ballots, ensure all ballots were submitted by current club members, ensure no member voted more than once, and announce the results of the voting. No election committee member may appear on the ballot as a candidate for a BOD position.

10. Board members must be paid up members of the mini'app'les. If a board member's membership lapses, the individual has effectively resigned from the board of directors, and the board shall so notify said individual and make a record thereof in the minutes.

11. No member or membership may hold more than one board position or vote except as noted in these bylaws.

E. LEADERSHIP RESPONSIBILITIES

1. General Duties. The duties of the elected officers are in general to:

a. Promote the purpose and membership of the mini'app'les.

b. Administer the bylaws of the mini'app'les.

c. Assure the financial well-being of the mini'app'les.

d. Attend and report at each board meeting.

e. Carry out decisions of the board in a timely manner.

f. Appoint staff and committees as necessary, subject to board approval.

g. Communicate to the board the needs of appointed staff and the membership in general.

2. Duties of the President. The President shall:

a. Provide leadership and direction to the general membership and to the board of directors.

b. Prepare an agenda for each board meeting.

c. Chair mini'app'les board and general membership meetings at which business is conducted.

d. Assign duties to board and staff members.

e. Establish goals to be reached during the term in office.

3. Duties of the Vice President. The Vice President shall:

a. Assist the President with the duties of that office and in the absence of the

president, assume the duties of that office.

b. Organize the program, facilities and equipment for general membership

meetings including meetings for nominations or voting by membership.

c. Coordinate participation in events, such as trade shows and seminars.

4. Duties of the Treasurer. The Treasurer shall:

a. Maintain the mini'app'les financial records and records of mini'app'les assets.

b. Prepare a written financial report to include income, disbursements, current account balances and assets, at each board meeting. The reports shall be maintained for a five year period.

c. Prepare an annual budget.

d. Be cognizant of and act upon requirements of the IRS and Minnesota State Department of Revenue in a timely and efficient manner.

e. Administer the collection of all monies due the mini'app'les.

f. Establish and maintain bank accounts in the name of the mini'app'les.

g. Deposit all monies in the mini'app'les bank account(s) in a timely and efficient manner.

h. Pay all bills and demands as authorized by the board.

5. Duties of the Secretary. The Secretary shall:

a. Record in a permanent form the minutes of all board and general membership meetings at which business is conducted.

b. Record the results of elections.

c. Archive and maintain all mini'app'les records other than those kept by the Treasurer.

d. Keep a mini'app'les calendar.

e. Assist the President and Vice President in correspondence as required.

f. Maintain electronic and paper copies of the board meeting minutes, general membership meeting minutes, and the club bylaws for at least five years. The electronic copies shall be in a file format recognized by Apple’s Pages or TextEdit applications; the storage medium shall be a local hard drive or flash drive, either of which is furnished by the club.

6. Duties of the Past President. The Past President shall:

a. Provide continuity in the leadership of the mini'app'les.

b. Assist the President with the duties of that office.

c. Provide historical references for decision making process.

7. Duties of the Publications Director. The Publications Director shall:

a. Oversee publication of the newsletter.

b. Appoint with consent of the board:

i.Newsletter Editor and assistants
ii.Advertising Coordinator

8. Duties of the Membership Director. The Membership Director shall:

a. Oversee the maintenance and processing of membership records and materials.

b. Promote membership.

9. Duties of the Interest Group Director. The Interest Group Director shall:

a. Oversee all matters related to the development and maintenance of Special Interest and Community Interest groups.

b. Encourage and assist in the formation of new interest groups.

c. Act as spokesperson to the board for group representatives.

H. FINANCIAL

1. The mini'app'les shall maintain one or more accounts at a local financial institution. Such accounts shall bear interest as the law allows.

2. The Signatories on the account(s) shall be:

a. President

b. Vice President

c. Treasurer

3. One signature shall be required to disburse funds from the account(s).

4. The authorization of expenditures shall be accomplished by the board approving an annual budget that covers the mini'app'les budget year. The budget year shall run from August 1 to July 31. Those expenditures which are not budgeted items, or budgeted items which exceed the budgeted amount by more than $25.00 shall require majority approval of the board.

5. Proper verification of expenditures shall be required before the funds are disbursed.

6. In the event of dissolution of the corporation, the entire net assets remaining after payment of any and all liabilities and obligations of the corporation shall be disbursed in a manner agreeable to a majority of the board members at a specially convened open board meeting and consistent with IRS and State regulations. Notice of this meeting shall be made known to all mini'app'les members through the newsletter or a special mailing 30 days in advance of the meeting.

7. A Surety Bond shall be obtained, naming the above signatories as principals.

I. BOARD MEETINGS

1. The business of the mini'app'les shall be conducted at board meetings, except for general membership meetings or voting by the general membership.

2. The Board of Directors shall meet at least every other month at a place and time designated by the mini'app'les president.

3. A quorum shall consist of four or more officers and no business shall be transacted if a quorum is not present.

4. Notice of board meetings shall be published 30 days in advance of all regularly scheduled board meetings.

5. In emergency situations, officers may agree to meet at any time, but all business transacted shall be subject to reconsideration at the next regularly scheduled board meeting. Minutes of the emergency meetings shall be made publicly available in the next issue of the mini'app'les newsletter and/or at the request of any member.

6. The board of directors may designate three or more of its members to constitute an executive committee. To the extent determined by the board, the executive committee has the authority of the board in the management of the business of mini'app'les. The executive committee shall act only in the interval between board meetings and at all times shall be subject to the control and direction of the board. Any activity shall be reported to board at next meeting.

7. Minutes of the board meetings shall be made available no later than 60 days following that meeting.

8. All meetings of the board shall be open to the general membership of the mini'app'les.

9. All members are encouraged to bring issues to the board. This shall be done by submitting agenda items in writing to the president in advance of the board meeting.

10. Decisions shall be made by a simple majority of the board members present, the President voting only in the case of a tie.

11. At least once per year, the board shall examine these bylaws for needed changes following the procedure set forth in section J.

J. BYLAWS

1. Requests for changes in the bylaws shall be made in the mini'app'les newsletter at least four months prior to the election of officers.

2. The board shall act on this request and on other items pursuant to changes in the bylaws at a board meeting at least three months prior to the election of officers.

3. Changes to the bylaws suggested by the board will be published in the mini'app'les newsletter.

4. The ratification shall be by means of a ballot published electronically in, or distributed with, the mini'app'les newsletter. Completed ballots may be sent on-line to the club’s email address, delivered at mini'app'les meetings, or submitted by mail to the club’s Post Office box. All ballots must be received by the 28th of the month in which the vote is taken. A two-thirds majority of those voting is necessary for ratification of the changes to the bylaws.

5. Changes to these bylaws become effective the first day of the month following publication of a notice of ratification in the newsletter. Such notice shall appear not more than 60 days after the closing date for receiving ballots.

K. MISCELLANEOUS

1. Mini'app'les supports all copyright laws.

2. In the event of meeting cancellation, the officers shall make every effort to contact the local members through the media or other means as appropriate.

3. All Books and Records are to be audited not less than once per year by a committee of members, not including officers, appointed by the board.

4. All applicable Federal and Minnesota laws and statues apply and supersede where these bylaws do not comply with said laws and statutes.

5. Where a physical address is required, e.g. State of Minnesota, the Treasurer's home address shall be used. In the event that the Treasurer does not live in the State of Minnesota and a physical Minnesota address is required for legal purposes, the President shall, with consent of the Board, identify another Board member's address to be used. The nonprofit corporation papers must be re-filed yearly.

6. Only mini’app’les members may participate in club sponsored raffles, drawings, give-aways, and discounts.

Bylaws of Minnesota Apple Computer Users' Group, Inc.

(Adopted May, 2010)