Austin LGBT Coalition on Aging
ORIGINAL BYLAWS
with Amendments listed at end.
ARTICLE 1. Name
The name of the organization shall be the Austin LGBT Coalition on Aging.
ARTICLE II. Purpose
The purpose of the Coalition is to improve the condition of the LGBT aging community through advocacy, research, education and programs/services.
ARTICLE III. Composition and Membership
Section 1a. Coalition Composition. The Coalition shall consist of a general body of members as well as a Steering Committee. Additional committees may be determined to carry out the purpose and goals of the Coalition. New members may be received at any time during the year.
Section 1b. Coalition Inclusion. The Coalition welcomes all individuals regardless of age, gender identity, gender expression, sexual orientation, race, ethnicity and people with disabilities. Coalition membership is open to individuals and organizations with an interest in or who serve LGBT aging.
Section 1c. Coalition Membership Dues. In order to maintain membership in the Coalition, each member shall pay annual dues to the Coalition in an amount established by the Coalition annually. The Steering Committee shall make a recommendation to the Coalition prior to the annual meeting on the dues for the next fiscal year. In case of economic hardship, the Steering Committee may dismiss all or a portion of the dues by a majority vote at a regularly scheduled Steering Committee meeting.
Dues shall be paid annually in October of each year. Coalition members who join mid-year will have their dues pro-rated. Coalition members will have a 60 day grace period to pay in full. They will receive a notice at 30 days past due indicating that they will have 30 additional days to either pay their membership dues or request an extension. Memberships not paid in full by the 60 day grace period date or any extension given will be terminated. Payment of dues after termination will be pro-rated for the remainder of the year.
Section 2a. Steering Committee Composition. The officers of the Coalition, Committee Chairs, together with other members as elected by the Coalition shall serve on the Steering Committee. The Steering Committee shall consist of a maximum of 15 members.
Section 2b. Steering Committee Responsibilities. Steering Committee members are responsible for overseeing the Coalition’s direction, affairs, and property. The Steering Committee shall transact business by a majority vote of the members present. Members serve on committees and assist with special assignments as needed. The Steering Committee shall keep regular minutes of its proceedings and shall report the same to the Coalition at its meetings.
Section 2c. Steering Committee Terms and Vacancies. Steering Committee members are elected by a majority vote of those present at the Coalition’s annual meeting for the term of two years, commencing upon election. Requests for withdrawal from the Steering Committee prior to the end of the term should be submitted in writing or email to the Steering Committee Chair. Vacancies may be filled by a majority vote of the Steering Committee at any of its meetings. Steering Committee members so elected serve until the next annual meeting, when they may stand for election to a full term. If re-elected, an individual may serve as a Steering Committee member for succeeding terms without limitation.
Section 2d. Attendance. Attendance at the monthly Steering Committee meeting is required. A total of three (3) absences without reasons of hardship will be adequate reason for removal from the Steering Committee. Reasons for absences should be submitted to the Chair for approval before the meeting when at all possible.
Section 2e. Steering Committee Member Removal. A Steering Committee member may be removed for cause by a vote of two-thirds of the Committee.
Section 3. Other Committees. The Steering Committee may create other committees consisting of one or more Steering Committee members and other persons as recommended by the Steering Committee or general membership of the Coalition. These committees shall have such authority as the Steering Committee and these Bylaws direct.
ARTICLE IV. OFFICERS AND ELECTIONS
Section 1a. Officers. Coalition officers shall consist of a Chair; a Treasurer; a Secretary; and other officers as the Steering Committee may establish.
Section 1b. Chairs. The Chair shall provide impartial and democratic leadership in facilitating Coalition and Steering Committee meetings, and develop meeting agendas in collaboration with members of the Steering Committee at least one week prior to a meeting.
Section 1c. Treasurer. The Treasurer shall be responsible for the collection of dues, maintain records of all monies collected, and report on the status of the account at each Steering Committee meeting and Coalition meeting. The Treasurer shall be authorized to make withdrawals and deposits. All check/payments must be approved in writing (paper or by email) by the Chair. In the absence of the Chair, the Treasurer shall preside over the meeting.
Section 1d. Secretary. The Secretary shall provide an electronic copy of the minutes of Coalition and Steering Committee meetings and make them available to the Coalition at or prior to each meeting.
Section 2. Terms. Officers shall serve a two-year term. An officer may not hold the same office for more than two successive terms.
Section 3. Elections. Officers are elected to a two-year term by a majority vote of the Coalition members present at the annual meeting. Officers shall be nominated by the Steering Committee. With the consent of each nominee, the nominations shall be submitted to the membership at least one month prior to the annual meeting. Additional nominations may be submitted by the Coalition membership with the consent of the nominee.
Section 4. Vacancies. In case of a mid-term vacancy, the Steering Committee may elect by majority vote a successor to fill the vacancy. Officers so elected serve until the next annual meeting, when they may stand for election to a full term.
ARTICLE V. MEETINGS
Section 1a. Coalition Meetings. Coalition meetings shall be held at least annually and more frequently as deemed appropriate by the Steering Committee. Notice of meetings shall be made to Coalition members at least 30 days in advance except where an emergency is declared by a majority vote of the Steering Committee. Notice of emergency meetings shall be made at least 24 hours in advance. A majority of Coalition members present at a meeting called in accordance with these provisions may take action in the absence of specific provisions in these bylaws to the contrary. The annual meeting will be held in the Fall of each year.
Section 1b. Coalition Annual Meeting. An annual meeting shall be held in September for the purpose of electing Steering Committee members and its officers, and hearing reports on the business of the organization from the previous year. Coalition members shall be notified at least on month prior to the date of the meeting.
Section 2a. Steering Committee Meetings. Steering Committee meetings shall be held monthly. The Chair may cancel monthly meetings if they determine a quorum would not be available. Regular Steering Committee meetings are open to any member of the Coalition.
Section 2b. Steering Committee Special Meetings. Special meetings may be called at any time by the Chair for the purpose of conducting business. Closed meetings may be held with the approval of the Steering Committee.
Section 3. Other Committee Meetings. Each committee shall meet monthly, or as needed to complete the tasks assigned.
ARTICLE VI. FISCAL
Section 1. Fiscal Year. The fiscal year of the Coalition shall start on January 1 and end on December 31. The Steering Committee shall report on the financial condition of the Coalition at the annual meeting and may adopt an annual budget if deemed appropriate.
Section 2. Expenses. No Coalition member, Steering Committee member, or committee shall incur any expenses on behalf of the Coalition unless duly authorized by the Steering Committee. Receipts are required for reimbursement.
Section 3. Fiscal Agent. AustinUp, a 501(c)(3) organization, shall serve as the Coalition’s fiscal agent. A Memorandum of Understanding shall be maintained with AustinUp to receive tax-deductible donations and maintain a bank account on behalf of the Coalition.
ARTICLE VII. CONFLICT OF INTEREST
No part of the net earnings of the Coalition shall inure to the benefit of, or be distributable to its members, officers, or other individuals, except that the Coalition shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes of the Coalition. The Coalition may enter into a fiscal contract with individual Coalition members, Steering Committee members or sub-committee members who have unique-subject matter expertise to accomplish a specific scope of work with a majority vote of the Coalition. Where conflict of interest may be thought or perceived to exist for a Steering Committee member, the member shall inform the Steering Committee and abstain from any inappropriate participation in the matter.
ARTICLE VIII. BYLAWS
These bylaws may be amended, in whole or in part, by two-thirds vote of those present at a meeting of the Coalition provided that the meeting notice contains specific notice of intention and that a summary of proposed change/changes is included.
ARTICLE IX. PARLIAMENTARY PROCEDURE
When any formality beyond the ordinary courtesies of joint action is required, Roberts Rules of Order (most recent edition) shall govern the proceedings.
ARTICLE X. DISSOLUTION
Upon the dissolution of the Coalition, assets shall be distributed to an organization(s) providing established services or programs with aging LGBT adults. The organization(s) shall be selected by a vote of the Coalition membership.
FYI
At the October 27, 2018 General Meeting, the following changes were approved by the members present to bring the Bylaws into accord with how the Coalition is actually operating. Here’s a list of those changes:
- Motion approving proposed amendments to the bylaws:
- Article III, Section 1c calling for a recommendation by the Steering Committee prior to the annual meeting on the dues for the next fiscal year
- Article III Section 2a changing the composition of the Steering Committee from 7-15 to a maximum of 15 members
- Article III Sections 2c, 2d and Article IV Section 1a, 1b,and 1c to delete the requirement for co-chairs and deleting the reference to the annual meeting being in September (item vi below changes the annual meeting from September to the fall)
- Article IV Section 1d to allow for electronic minutes
- Article IV Section 3 deleting the requirement for a quorum for the annual election of officers, the requirement for co-chairs as well as the requirement that the Steering Committee choose nominees for election two months prior to the annual meeting (the one month notice of nominees to the membership is retained as currently written)
- Article V Section 1a and 1b deleting the requirement for quarterly meetings and changing the annual meeting from September to the Fall and deleting the requirement for a written notice
- Article V Section 2a and 2b deleting references to co-chairs and providing for the cancellation of Steering Committee meetings in the absence of a quorum
- Article vi Section1 changing the fiscal year from October 1- September 30 to January 1 – December 31
At the October 2022 General Meeting, the following changes were approved by the members present. Here’s a list of those changes:
Amendment 1: Modify Article I to include the additional verbiage:
Austin LGBT Coalition on Aging operates as a 501(c)(3) organization, EIN 87-0825532.
Amendment 2: Modify references to Steering Committee Chair(s) to allow for either a single Chair or co-Chairs. This change would impact the following cites.
Article III; Sections 2a, 2c, 2d
Article IV; Sections 1a, 1b, 1c
Article V; Sections 2a, 2b
Amendment 3: Modify Article III; Section 1b to include the additional verbiage:
Austin LGBT Coalition on Aging does not tolerate discrimination or harassment from its members based on race, color, ancestry, national, ethnic, or social origin, religious or political belief, sexual orientation, or gender identity, marital or veteran status, income, HIV status or disability. The Coalition strives for equal representation on the Steering Committee.
Amendment 4: Modify Article VI; Section 3 to delete this section in its entirety as the Coalition maintains its own bank account and no longer uses AustinUp as a fiscal agent.