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Revised Byelaws

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Bylaw A -- User Agreement

http://www.imminst.org/wiki/index.php/Revised_User_Agreement

Bylaw B -- ImmInst Membership Dues Structure

=== Article 1 Membership

  • Section01 Only one membership may be held by any single private individual.
  • Section02 Membership is granted at the discretion of a designated Officer acting on behalf of the Board.

=== Article 2 Membership Donations

  • Section01 Donations marked 'membership' are considered membership applications.
  • Section02 Membership donations of or exceeding $5 USD in a single transaction will grant the donating private individual membership status for 30 days from the completion of the transaction.
  • Section03 Membership donations of or exceeding $50 USD in a single transaction will grant the donating private individual membership status for a year from the completion of the transaction.
  • Section04 Membership donations of or exceeding $25 USD in a single transaction will grant the donating private individual membership status for a year from the completion of the transaction, where the individual is in financial circumstances meriting special consideration, such as pensioner, student or unemployed. Whether or not this is the case will be determined by a designated Officer.
  • Section05 Membership donations of or exceeding $500 USD in a single transaction will grant the donating private individual Membership for life.
  • Section06 Membership donations are non-refundable under any circumstances.

=== Article 3 Denial and revocation of membership

  • Section01 All members can cancel their membership by giving written notice to the Secretary.
  • Section02 The Secretary can deny any membership application if that persons membership
    • (a) would bring the Institute into disrepute,
    • (b) cannot be expected to contribute positively to the achievement of the Institutes’ mission.
    • (c) is not supported by a membership donation
  • Section03 The Secretary can cancel or revoke any membership if
    • (a) authorised by a vote of a majority of sitting Directors or
    • (b) if a person’s membership status is no longer supported by a membership donation
  • Section04 Decisions by the Secretary can be appealed to the Management Committee and subsequently the Board in accordance with normal procedures.
  • Section05 Individuals whose membership status has been revoked or denied will not have membership status while the appeal is pending, but must be permitted one appeal hearing by the Board which shall be conducted within 14 days of revocation or denial.

Bylaw C. Leadership

Article 1 All Leadership

  • Section01 ImmInst Leadership consists of
    • (a) Directors,
    • (b) Officers, and Lead Officers
    • (c) Guardians
  • Section02 Personal Details
    • (a) All Leaders must identify themselves by name and current address upon request from an ImmInst Lead Officer or the Board,
    • (b) All Leaders must consent to such detail being held on file by ImmInst for a period not less than ten years.
  • Section03 Pledge

All Leaders must sign, agree to, and abide by the following pledge:

    • (a) I agree to abide by the principles and rules set out in the ImmInst Constitution
    • (b) I understand that ImmInst is represented only by nominated Officers and Directors.
    • (c) I understand that I am offering assistance to ImmInst only to the degree that I am comfortable with. I will not engage in activities that I do not have the desire, time or technical expertise to pursue.
    • (d) I will notify ImmInst when I plan to cease participation for a period of more than 30 days.
    • (e) I understand that I may be trusted with sensitive data, dissemination or mishandling of which could cause harm to ImmInst, its members, its affiliates or others. This data may include, but it not limited to:
      • 1) personal identifiable information, including data such as names, dates of birth, addresses, contact detail and
      • 2) technically sensitive information, including data such as passwords, software, scripts and codes and
      • 3) financially sensitive information, including data such as bank details or details of financial transactions, and
      • 4) other confidential information, including data that has not obviously been intended for publication to an undefined readership, personal communications, communications with restricted access
      • 5) and any other information which can reasonably be considered sensitive, personal, confidential or otherwise privileged.
    • (f) I promise not to communicate, view, store, transfer, alter, delete, copy, convert, disseminate or otherwise engage with such sensitive information unless it is absolutely required.
    • (g) I confirm that I will immediately inform the Board if I become aware of any potential or actual conflict between my interests and those of Imminst.
    • (h) I will not either directly or indirectly, receive or accept for my own benefit or the benefit of any person or entity other than ImmInst any gratuity, emolument, or payment of any kind from any person or entity other than ImmInst in relation to my activities for ImmInst
    • (i) I understand that ImmInst will not lay claim to any intellectual property which I develop hereunder. I will grant ImmInst a free, nonexclusive, non-transferable license to any intellectual property which I develop hereunder.
    • (j) I understand that either myself or ImmInst can terminate this agreement at any time in writing.
    • (k) I promise that at the time this agreement terminates, I will deliver to ImmInst any and all documents or any other copies of information or material connected with his agreement and I will destroy or delete any copies of such material at the request of ImmInst.
  • Section04 Inactivity
    • (a) All members of leadership shall be considered active unless they have declared themselves on leave for a specified time not exceeding 30 days.
    • (b) Notification of inactivity
      • 1) If the activity of a member of leadership is in doubt, the President or any Director may write to that Leader using the last recorded email address for that Leader with a formal Request for Confirmation of Activity (RCA).
      • 2) An RCA shall be made known to all Members on the same day it is send out.
      • 3) No more than one RCA may be issued to the same Leader within a period of 40 days.
      • 4) If a member of Leadership does not confirm activity by making a formal reply by email within 14 days of a RCA being send out to that Leader, that Leaders status shall be recorded as inactive.
    • (c) An inactive Leaders status can be restored to active by the Board.
    • (d) An inactive Leader can be removed from post by the Chair.
  • Section05 Multiple Offices

Any two or more Leadership positions may be held by the same person, except

    • (a) The President and the Secretary may not be the same person

Article 2 Directors

  • Section01 Election
    • (a) Directors are elected by referendum according to the special conditions set out in the Constitution.
  • Section02 Duties
    • (a) The Board of Directors shall be a committee to conduct all affairs of ImmInst not otherwise specifically provided for in the Constitution.
    • (b) Directors are expected to vote (or vote abstain) on every motion before the board.
    • (c) Directors shall elect a chairperson (the Chair) amongst themselves.
    • (d) Directors are expected to attend, inter alia to the following matters:
      • 1) Appointing Officers and Lead Officers
      • 2) Fulfil the duties of Lead Officers where no Lead Officer has been appointed.
      • 3) Reviewing reports from all Lead Officers
      • 4) The drafting, agreement and monitoring of a Budget
      • 5) Reviewing appeals by Members and other individuals as described in this Constitution
      • 6) Represent ImmInst in an official capacity including to regulatory and law enforcement authorities, media, contractors and other partners and the public

Article 3 Lead Officers

  • Section01 Lead officers roles
    • (a) Imminst recognizes the following Lead Officers:
      • 1) the President shall act as the chief executive officer
      • 2) the Secretary shall lead on membership matters
      • 3) the Treasurer shall manage financial affairs
      • 4) the Team Coordinator oversee the Team Leaders
      • 5) the Lead Editor shall serve as an Editor and oversee the Editors
      • 6) the Lead Moderator shall serve as a Moderator and shall oversee the Moderators
      • 7) the Lead Engineer shall serve as a Engineer and oversee the Engineers
    • (b) where a Lead Officer has not been appointed, the Board shall designate one of their number to act in stead of a Lead Officer until such time that a Lead Officer has been appointed and agreed to commence performance of that role. An up-to date register shall be kept at all times detailing which Director acts in stead of a Lead Officer.
    • (c) All Lead officers shall submit a report of their activities to the Board on a regular basis as agreed with the Chairman, but at least once every 6 months.
  • Section02 Appointment
    • (a) Lead Officers are elected by Referendum according to the special conditions set out in this section.
    • (b) To initiate the appointment procedure, the board shall approve a single draft agreement in a Board vote and issue a call for applications to all Members or more widely.
    • (c) The call for applications shall remain open for no less than 21 days.
    • (d) Only individuals who have been Members for more than 8 months may stand as candidate for election to Lead Officer.
    • (e) At the close of the call, the board shall review all applications and agree on a shortlist within 14 days. If more than one candidate has applied, the shortlist shall comprise not fewer than 2 candidates.
    • (f) After establishing a shortlist, the Board shall initiate a Referendum in which the candidate is appointed.
  • Section03 President
    • (a) The President, except where otherwise directed by the Board, is the chief executive officer of ImmInst.
    • (b) The Board of Directors may authorize the President to sign contracts on behalf of and binding ImmInst, and may at any time, withdraw or terminate such authorization once given.
  • Section04 Treasurer
    • (a) The Treasurer shall have the care and custody of all the funds and securities of ImmInst shall deposit the same in the name of ImmInst in such bank or trust as the Board may select.
    • (b) The Treasurer shall sign all cheques, drafts, notes and orders for the payment of money and shall pay out and dispose of the same when, as, and if authorized to do so by the Board
    • (c) The Treasurer shall keep full and accurate accounts of receipts and disbursements.
    • (d) The Treasurer shall render to the President and Directors whenever they may require a current account of all financial transactions and of the financial condition of ImmInst.
  • Section05 Secretary
    • (a) The Secretary shall have the care and custody of membership records.
    • (b) The Secretary shall determine membership matters.
    • (c) The Secretary shall keep a current record of all members and guardians
    • (d) The Secretary shall maintain records of membership activity in various Imminst initiatives as required by the Board or other Lead Officer
  • Section06 Management Committee
    • (a) The Lead Officers collectively constitute the Management Committee.
    • (b) The Management Committee shall exchange information, arbitrate disputes and agree strategy among Officers.
    • (c) Decisions of the Management Committee are made by majority vote.
    • (d) The President shall convene and preside over all meetings of the Management Committee.

Article 4 Officers

  • Section01 Moderators
    • (a) Moderators moderate individual electronic forum(s) on ImmInst's website.
    • (b) Moderation includes the enforcement of the User Agreement, editing contributions where appropriate, helping to link and highlight noteworthy information, assisting requests for information and dealing with complaints about the behaviour of users.
    • (c) Moderators are overseen and appointed by a Lead Moderator.
  • Section02 Engineers
    • (a) Engineers work on the software the Institute uses.
    • (b) Engineers assist with, among other things, identifying software errors and inefficiencies, improving the running of the software, establishing new software, advising on software options and keeping data secure from unwanted interference.
    • (c) Engineers may have far reaching data access.
    • (d) Engineers are overseen, appointed and dismissed by a Lead Engineer.
  • Section03 Team Leaders
    • (a) Team Leaders lead a particular project or initiative.
    • (b) Team leaders establish the goals of the team and ensure that those goals are accomplished within a specified timeframe. They report on progress on a regular basis to the Team Coordinator and the membership.
    • (c) Team leaders are overseen by the Team Coordinator
  • Section04 Editors
    • (a) Editors shall draft the content of publications or official website Content in specific agreed areas or for specific projects
    • (b) Editors are overseen by the Lead Editor
    • (c) Editors are appointed and dismissed by the Management Committee
  • Section05 Spokesperson
    • (a) Spokespersons are authorized to represent ImmInst on specific occasions or for a specific period of time, or on specific subjects.
    • (b) Spokespersons shall be appointed and dismissed by Board Vote.
  • Section06 Advisors
    • (a) Advisors provide expert advice to the Institute Leadership.
    • (b) Advisors are not appointed to give authoritative advice to the general membership or to the public on behalf of ImmInst and must avoid creating any impression to the contrary.
    • (c) Advisors shall be appointed and dismissed by the Board.

Article 5 Guardians

  • Section01 All Individuals who have previously served as an ImmInst Director or Lead Officer or been a Lifetime Member for a period of at least 3 years shall be eligible as guardians.
  • Section02 Guardians shall be registered by the Board.
  • Section03 Guardians advise the community on strategic developments.
  • Section04 Guardians Veto
    • (a) Guardians may, in a special veto prevent the taking of any decision by an Officer, by the Board or in a Referendum that would fundamentally compromise the pursuit on the Institutes mission or endanger the Institutes existence
    • (b) This veto must be proposed by a Guardian and be supported by at least 66% of all registered Guardians.

Article 6 Teams

  • Section01 ImmImnst shall, from time to time, form such teams as are necessary or desirous to engage in a certain activity
    • (a) The Team Coordinator shall
      • 1) establish and disband teams as necessary and
      • 2) appoint a Teamleader for each team and
      • 3) be an ex officio member of all teams and
      • 4) inform the Board of all team formations and of all team leader appointments.
    • (b) Teams shall consist of no fewer than one Member but may include non-Members
    • (c) The mission of the team shall be specified upon its establishment.
    • (d) Duties of team participants shall be specified in the appointment.
  • Section02 Team leaders
    • (a) The Team Coordinator may delegate the authority to appoint team members to the Team Leader of that team
    • (b) The Team Leader shall be regarded as an officer of ImmInst and as a member of leadership, unless expressly stipulated otherwise by the Board.
    • (c) The Team Leader may specify such rules, codes of conduct and objectives as required for the effective functioning of the team.
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