BYLAWS OF Paradigm Shift Private Club
ARTICLE I — NAME AND PURPOSE
Section 1: Name: The name of the Private Club shall be Paradigm Shift Private Club. It shall be a Private Club under Private International Law.
Section 2: Purpose: Paradigm Shift Private Club is organized exclusively for charitable, scientific and education purposes.
The purpose of this Private Club is:
- To support and provide research, education, and informational activities to increase public awareness of numerous topic and
- To Provide Private Members with numerous materials, tools, and contacts for professional services, trainings, programs, and
- Conducting self-research; Global Monetary and Trade topics; Forms and Natures of Governments; Crypto Currencies and Decentralized Networks; Best Practices to Live a Private Peaceful Life and
- To promote community and global unity for a more peaceful world.
ARTICLE II — MEMBERSHIP
Section 1 – Eligibility for membership: Application for membership shall be open to any private, living breathing, live flesh and blood human that supports the purpose statement in Article I,
Section 2. Private Membership is granted upon receipt of charitable donation or deed and any dues that may be set by Paradigm Shift Private Club.
Section 3 – Annual dues: The amount required for annual dues shall be $12 each year or, in the alternative, an approved charitable deed, unless changed by the board of directors. Continued membership is contingent upon being up-to-date on membership requirements.
Section 4 – Rights of members: Each member shall be eligible to access any Private Membership areas of the Private Club.
Section 5 – Resignation and termination: Any member may resign by filing a written resignation with the Board. Resignation shall not relieve a member of unpaid dues or other charges previously accrued. A member can have their membership terminated by the board.
Section 6 – Memberships: The board shall have the authority to establish and define any categories of membership.
ARTICLE III — MEETINGS OF MEMBERS
Section 1 – Annual meetings: One annual meeting of the members shall take place in the month of October, the specific date, time and location of which will be designated by the Board. At the annual meeting the members shall elect board members and officers, receive reports on the activities of the Private Club, and determine the direction of the Club for the coming year. The board may determine that a meeting of the members may be held solely by means of remote or electronic communication.
Section 2 – Notice of meetings: Electronic email notice of each meeting shall be given to each member, by email, not less than three weeks prior to the meeting.
Section 3 – Quorum: The members present at any properly announced meeting shall constitute a quorum.
Section 4 – Voting: All issues to be voted on shall be decided by a simple majority of those present at the meeting in which the vote takes place.
ARTICLE IV — BOARD OF DIRECTORS
Section 1 – Board role, size and compensation: The board is responsible for overall policy and direction of the association, and delegates responsibility of day-to-day operations to the staff and committees. The board shall have up to 12, but not fewer than 2 members. The board receives no compensation other than reimbursement for reasonable and documented expenses.
Section 2 – Terms: All board members shall serve until voted out of position or by choice of resignation.
Section 3 – Meetings and notice: The board shall meet at least quarterly, at an agreed upon time and place. An official board meeting requires that each board member have written notice at least three weeks in advance.
Section 4 – Board elections: New directors and current directors shall be elected or re-elected by the voting representatives of members at the annual meeting. Any Directors will be elected by a simple majority of members present at the annual meeting.
Section 5 – Election procedures: The Board shall be responsible for nominating a slate of prospective board members representing the association’s diverse constituency. In addition, any member can nominate a candidate to the slate of nominees. All candidates must be members in good standing. All members will be eligible to send one representative to vote for each candidate.
Section 6 – Quorum: A quorum must be attended by at least fifty percent of board members for business transactions to take place and motions to pass.
Section 7 – Officers and Duties: There shall be two officers of the board, consisting of a chair and vice chair. Their duties are as follows: The chair shall convene regularly scheduled board meetings, shall preside or arrange for other members to preside at each meeting in the following order: vice chair. The vice-chair shall chair committees on special subjects as designated by the board. The secretary, also the vice chair shall be responsible for keeping records of board actions, including overseeing the taking of minutes at all board meetings, sending out meeting announcements, distributing copies of minutes and the agenda to each board member, and assuring that Club records are maintained. The treasurer, also the chair, shall make a report at each board meeting. The treasurer shall chair the finance committee, assist in the preparation of the annual budget, help develop fundraising plans, make financial information available to board members and the public and ensure that appropriate financial records are maintained.
Section 8 – Vacancies: When a vacancy on the board exists mid-term, the secretary/vice chair, must receive nominations for new members from present board members three weeks in advance of a board meeting. These nominations shall be sent out to board members with the regular board meeting announcement, to be voted upon at the next board meeting. These vacancies will be filled only to the end of the particular board member’s term.
Section 9 – Resignation, termination and absences: Resignation from the board must be in writing and received by the secretary. A board member shall be terminated from the board due to excess absences, more than two unexcused absences from board meetings in a year. A board member may be removed for other reasons by a three-fourths vote of the remaining directors.
Section 10 – Special meetings: Special meetings of the board shall be called upon the request of the chair, or one-third of the board. Notices of special meetings shall be sent out by the secretary to each board member at least three weeks in advance.
Section 11 – Remote communication for meetings: Any meeting of directors may be conducted solely by one or more means of remote communication through which all directors may participate in the meeting, if notice of the meeting is given as described in Section 3 and if the number participating is sufficient to constitute a quorum as described in Section 6. Remote communication includes but is not limited to telephone, video the Internet, or such other means by which persons may communicate with each other on a substantially simultaneous basis. Participation in a meeting by any of the above-mentioned means constitutes attendance at a meeting.
Section 12 – Action without a meeting: Upon initiative of the board chair or Executive Committee, an action that may be taken at a regular or special meeting may be taken without a meeting if the secretary mails or electronically delivers a ballot to every director entitled to vote on the action. The ballot must set forth each proposed action and provide an opportunity to vote for or against each proposed action. Approval by ballot is valid only if the number of votes cast by ballot equals or exceeds the number of votes that would be required to approve the action at a meeting.
ARTICLE IV — COMMITTEES
Section 1 – Committee formation: The board may create ad hoc committees as needed, such as fundraising, housing, public relations, data collection, etc. Standing committees shall include, but are not limited to: Executive Committee, Personnel Committee, Finance Committee, Audit Committee and Nominating Committee. The board chair appoints all committee chairs. budget must be approved by the board or the Executive Committee. The fiscal year shall be the calendar year. Annual reports are required to be submitted to the board showing income, expenditures, and pending income. The financial records of the organization are public information and shall be made available to the membership, board members, and the public.
ARTICLE V — DIRECTOR AND STAFF
Section 1 – Executive Director: An executive director can be hired by the board. An executive director will possess day-to-day responsibilities for the Club, including carrying out the organization’s goals and policies. Any executive director will attend all board meetings, report on the progress of the organization, answer questions of the board members and carry out the duties described in the job description. The board can designate other duties as necessary.
ARTICLE VI – AMENDMENTS
Section 1 – Amendments: These bylaws may be amended when necessary by unanimous consent of the full board. Proposed amendments must be submitted to the secretary to be sent out with regular board announcements. Certification
These bylaws were approved at a meeting of the board of directors by a two-thirds majority vote on August 1, 2023
Vice Chair/Secretary _____________________________ Date __________