Nevada Vote Direct By-Laws

ARTICLE I — NAME AND PURPOSE

Section 1 — Name: The name of the organization shall be Nevada Vote Direct.

Section 2 — Purpose: Nevada Vote Direct is organized in order to facilitate citizen control over government in Nevada’s Second Congressional District.

The purpose of this organization is:

  • to provide means for registered voters to vote on legislation pending in Congress;
  • to elect Daniel Rosen as our representative in Congress on the basis of his commitment to vote on pending legislation only as directed by Nevada Vote Direct through the votes of its members; as such Nevada Vote Direct is his personal campaign committee and Daniel Rosen’s personal representative in the campaign; contributions to Nevada Vote Direct will be reported as personal campaign contributions to Daniel Rosen;
  • to provide informational materials and forums for discussion about pending legislation.

ARTICLE II — MEMBERSHIP

Section 1 — Eligibility for membership: Application for voting membership shall be open to registered voters in Nevada’s Second Congressional District, and on a restricted basis to prospective voters in the district between the ages of sixteen and eighteen. Membership is granted free of charge after registration online at Nevada Vote Direct.

Section 2 — Rights of members: Each member shall be eligible to propose and vote on Motions, and to participate in online discussions. Restricted members may vote only on organizational Motions. Restricted members may not vote on pending legislation.

Section 4 — Resignation and termination: Any member may resign by notifying the Administrator. A member can have their membership terminated for cause by the Administrator, this decision being subject to appeal to the membership as decided by majority of voting members.

Section 5 — Non-voting membership: The Board of Directors shall have the authority to establish and define non-voting categories of membership.

ARTICLE III — MEETINGS OF MEMBERS

Section 1 — Regular meetings: Nevada Vote Direct is always in session, meeting online at the official Nevada Vote Direct web site. Unintentional shutdowns of service will be remedied as a first priority of Nevada Vote Direct officers and staff. Intentional shutdowns of service are permitted only upon the consent of the membership as determined by a formal vote on a specific Motion.

Section 2 — Special meetings: Special meetings may be called by the Chair of the Board of Directors, a majority of the Board of Directors, or by a vote of the voting members on a specific Motion. Motions calling for a special meeting must state its purpose and the scope of any actions that may be taken by it. Special meetings may not alter the By-Laws, or act on Motions that pertain to pending legislation in Congress, or any other Motions already pending before the membership. Special meetings may be online or in-person at designated locations as directed by the Board or the membership. In-person meetings shall be conducted according to the conventional version of Robert’s Rules of Order in all cases to which they are applicable, and in which they are not inconsistent with these By-Laws.

Section 3 — Notice of meetings: Notice of special meetings shall be given to registered members, by mail or email, or by public announcement on the NVD website, not less than one week prior to the meeting.

Section 5 — Quorum: No quorum shall be required for regular or special meetings unless otherwise stipulated in a specific Motion.

Section 6 — Voting: All issues to be voted on shall be decided by a simple majority of those voting unless a larger majority is stipulated in a specific Motion. No issue may be decided with less than a majority of those voting.

Section 7 — Nevada Vote Direct shall be governed by Robert’s Rules of Order 2.0 (which is Robert’s Rules as revised for the Internet by Vox Populi Systems of Stateline, Nevada) in all cases to which they are applicable, and in which they are not inconsistent with these By-Laws.

ARTICLE IV — BOARD OF DIRECTORS

Section 1 — Board role, size, and compensation: The Board of Directors is responsible for executing the directives of the members as determined through Motions duly submitted and voted on, and for overseeing the day-to-day operations of the staff and committees. The Board shall have up to 5, but not fewer than 2 members. The Board shall receive no compensation unless provided for in a specific Motion that has been duly passed by a majority of Nevada Vote Direct members.

Section 2 — Terms: All members of the Board of Directors shall serve two-year terms, but are eligible for re-election. Board members may be recalled by Motion, but only after a majority vote of all Nevada Vote Direct members.

Section 3 — Meetings and notice: The Board of Directors shall meet at least once annually, either online, or at an agreed upon time and place. An official Board meeting requires that each Board member have written notice at least two weeks in advance.

Section 4 — Board of Directors elections: New and current Board members shall be elected or re-elected by Nevada Vote Direct members biannually. Board members will be elected by a simple majority of voting members.

Section 5 — Election procedures: Any Nevada Vote Direct member may become a candidate, or nominate a candidate, for a position on the Board of Directors, by submitting a written request to the Administrator. Nominated candidates may withdraw their name at will and by request to the Administrator.

Section 6 — Quorum: A quorum must be attended by at least forty percent of members of the Board of Directors for business transactions to take place and motions to pass.

Section 7 — Officers and Duties: There shall be at least two officers of the Board of Directors, consisting of a Chair, and Treasurer. Mr. Daniel Rosen shall serve as Chair until election shall be held during 2007, and shall appoint the Treasurer for the same term of office. Other officers may include a Secretary and Administrator. The Administrator shall be appointed by the Chair. The duties of the officers are as follows:

The Chair shall convene regularly scheduled Board of Directors meetings, and shall preside or arrange for another member of the Board to preside at each meeting. If there is no Secretary, the Administrator shall publish the Minutes of all Board meetings.

The Treasurer shall make a report at each Board of Directors meeting. The Treasurer shall chair the finance committee, assist in the preparation of the budget, help develop fund raising plans, and make financial information available to Board members and the public. The treasurer shall act as banker, only paying on the order of the Chairman or the members (in orders pursuent to approved motions of the members and signed by the Administrator). The Treasurer shall make regular reports to the registered members of funds received and from what sources, and of the funds expended and for what purposes.

The Secretary or Administrator shall publish the Minutes of all Board of Directors meetings. The Minutes will show (a) the kind of meeting, regular” [or stated] or “special;” (b) date and place of meeting; (d) the fact of the presence of the regular Chair, or in the Chair’s absence the name of the substitute; (e) whether the minutes of the previous meeting were approved; the summary of the proceedings. The minutes should be signed by the Secretary.

Section 8 — Vacancies: When vacancies on the Board of Directors exist mid-term, the Executive Director shall invite nominations for new members. These nominations shall be presented to the membership, to be voted upon at the earliest practical date. These vacancies will be filled only to the end of the absent Board member’s term.

Section 9 — Resignation, termination, and absences: Resignation from the Board of Directors must be in writing and received by the executive director. A Board member may be removed by a majority vote of the remaining directors, or by a majority vote of all Nevada Vote Direct members.

Section 11 — Special meetings: Special meetings of the Board of Directors shall be called upon the request of the executive director, or one-third of the Board. Notices of special meetings shall be sent out to each Board member at least two weeks in advance.

ARTICLE V — COMMITTEES

Section 1 — Committee formation: The Board of Directors and/or the membership may create committees as needed, such as fund raising, public relations, data collection, etc. The purpose of the committee and the scope of its actions must be clearly stated. The Board Chair appoints all committee chairs.

Section 2 — Executive Committee: The officers of the Board of Directors may appoint the members of an Executive Committee. The Executive Committee shall have all the powers and authority of the Board of directors in the intervals between meetings of the Board, and is subject to the direction and control of the full Board.

Section 3 — Finance Committee: The treasurer is the chair of the Finance Committee, whose members are to be appointed by the Board of Directors at its discretion. The Finance Committee is responsible for developing and reviewing fiscal procedures, fundraising plans, and the annual budget with Executive Director and other Board members. The Board must approve the budget and all expenditures must be within budget. Any major change in the budget must be approved by the Board or the Executive Director. 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.

Section 4 — Committes may meet online or in person at designated locations as directed by the Board of Directors or the membership.

ARTICLE VI — DIRECTOR AND STAFF

Section 1 — Executive Director: The Executive Director shall be appointed by the Board of Directors. The Executive Director has day-to-day responsibilities for the organization, including carrying out the organization’s goals and policies. The Executive Director will attend all meetings of the Board of Directors, report on the progress of the organization, answer questions of the Board members and carry out the duties assigned by the Board. Mr. Daniel Rosen will initially serve as Executive Director, and the Board shall not remove him or appoint another before January 1, 2007.

The Administrator shall maintain the NVD web site, regulate the membership roles in proper order, and publish the reports of officers, information pages, the members’ Motions and Comments in debate and discussion, and all votes taken by members. The Administrator may engage the services of technical professionals and assistants with the approval of the Executive Director.

ARTICLE VII — AMENDMENTS

Section 1 — These By-Laws may be amended when necessary by two-thirds majority of the registered members. Proposed amendments may be submitted as Motions by any registered member. In order to provide stability to our new organization, the By-Laws shall not be amended until January 1, 2007, except with the approval of the Executive Director.

CERTIFICATION

These By-Laws were approved at a meeting of the Board of Directors by a two/thirds majority vote on November 28, 2005.