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An Affiliate of OAUG

By Laws

PDF Version — By Laws

Nevada Oracle Applications Users Group (NV OAUG)
ADOPTED BY-LAWS
Adopted March 29, 2001
Revised July 26, 2011

Chapter 1. Organization Name

The name of the organization is the Nevada Oracle Applications Users Group (referred to in these By-Laws as “NV OAUG”).

Chapter 2. Organization Purpose

  1. General Purpose. The general purposes of NV OAUG are to share information and meet the specialized needs of Oracle Applications professionals and to provide a regional forum for training, evaluating, and networking with their peers throughout all industries.
  2. Specific Purposes. Within the context of the general purpose stated above, NV OAUG shall:
    1. Facilitate communication and the exchange of information on products, services, and technical/functional issues related to Oracle Applications through meetings, conferences, and publications;
    2. Provide an active voice and consolidated channel of communication to Oracle Corporation;
    3. Establish collective priorities for the future development direction and enhancement of Oracle Applications products;
    4. Coordinate and support educational training programs and events to promote the optimum benefit-in-use of Oracle Applications
  3. Affiliation. In furtherance of its purposes, the NV OAUG will conform to the requirements for, and maintain the status of, an officially affiliated Geographic Group of the Oracle Applications Users Group organization (referred to in these By-Laws as “OAUG”).

Chapter 3. Membership

  1. Membership Qualifications.
    1. Individual membership. Individual membership in the NV OAUG is open to any person currently employed by a business or public entity, active in the State of Nevada, that is currently using at least one of the Oracle Applications. No person currently employed by an OAUG member organization active in the State of Nevada can be refused membership, as required by OAUG to maintain active status as an affiliated Geographic Group. (1) With respect to this section of the By-Laws, the phrase “employed by” shall be construed liberally, to include any person who has job responsibilities to an organization.
    2. OAUG membership. The business or public entity, by which an individual member is employed, is strongly encouraged, but not required, to be a member of the OAUG.
  2. Membership Term
    1. Joining. A person meeting the qualifications of membership becomes an active individual member by attending a General Meeting of the NV OAUG, as signified by signing the attendance roster.
    2. Active status. Membership is active as long as the member continues to participate in the activities of the NV OAUG. Qualifying participation may be any of the following:
      (1) Not missing three consecutive NV OAUG General Meetings;
      (2) Currently serving a term as an officer on the NV OAUG Board of Directors, or having completed such a term within the past 90 calendar days. Failure to meet these qualifications for active membership as of a particular date will cause an individual member’s membership to terminate on that date.
    3. Resignation. A member may terminate his or her membership immediately by resignation, submitted in writing to any Board officer.

Chapter 4. Organization

  1. General Membership.
    1. i. All currently active individual members constitute the general membership.
    2. There shall be a minimum of ten active individual members, as required by OAUG to maintain active status as an affiliated Geographic Group.
  2. Board of Directors.
    1. Board membership. NV OAUG’s Board of Directors (referred to in these By-Laws as “Board”) shall consist of all of the officers of the NV OAUG, as set forth in these By-Laws.
    2. Responsibilities of the Board. The Board shall be responsible for the conduct of NV OAUG’s routine business, pursuant to the Organization’s purposes and in accordance with these By-Laws. In particular, the Board shall authorize all activities, which commit NV OAUG’s financial resources or good faith and credit within the community.
    3. Conduct of Board business.
      (1) Board business. Board business shall include (1) all decisions required by the responsibilities of the Board, as provided in these By-Laws; (2) all Board decisions, selections, and elections, as provided for elsewhere in these By-Laws; and (3) any other matters designated as Board business in these By-Laws.
      (2) Formal meetings. All Board business shall be conducted in a formal meeting, which is (1) called by the Chairperson, by the Co-Chairperson in case of the Chairperson’s absence, or by a majority of Board officers when both Chairperson and Co-Chairperson are unavailable to schedule a meeting; and (2) attended by a quorum, consisting of more than half of the currently serving Board officers.
      (3) Presiding officer. The presiding officer at Board meetings shall be the Chairperson, or, in his or her absence, the Co-Chairperson. In the absence of Chairperson and Co-Chairperson, the attending Board officers shall select a presiding officer to serve in the interim.
      (4) Rules of conduct. Board meetings shall be conducted according to the generally accepted rules of order, except as may be provided otherwise by these By-Laws.
      (5) Voting. All decisions of the Board shall be by formal vote. A vote in favor, by a majority of officers present and voting, shall be required for passage, except as may be provided otherwise by these By-Laws.
      (6) Board meeting minutes. Written minutes of Board meetings shall be kept, describing, at a minimum, date, location, officers attending, all questions voted on, and the vote tallies. Board meeting minutes shall be available to all active individual NV OAUG members.
  3. Officers.
    1. Board officers. The following are the officers of the NV OAUG (referred to in these By-Laws as “Board officers”): Chairperson; Co-Chairperson; Secretary/ Treasurer; Communication Chairperson; General Director, Seat One; General Director, Seat Two; General Director, Seat Three; General Director, Seat Four; and WebMaster.
    2. Duties of Board officers.
      (1) Responsibilities of officers. In this section designating the duties of Board officers, the term “responsibilities of” shall be interpreted to mean that the officer will be accountable to see to the performance of the duties listed, as mandated by the Board and in accordance with these By-Laws.
      (2) Chairperson.
      (a) The Chairperson shall be the official contact for NV OAUG with OAUG on matters of affiliated organization business. In case of conflict, the Chairperson’s communications on affiliated organization business take precedence over those of other officers and the general membership.
      (b) The responsibilities of the Chairperson include
      (i) Observance and practice of all OAUG policies and procedures, as defined in the OAUG By-Laws and as applicable to NV OAUG activities, including
      1) Minimum membership and attendance Nevada requirements, to maintain status as an affiliated Geographic Group.
      2) Prohibition of using OAUG member and conference attendee lists for recruiting purposes.
      3) Prohibition of any and all recruiting-related activities at OAUG functions.
      4) Use of copyrighted materials.
      (ii) All requests for support from OAUG
      (iii) All communications required by OAUG to maintain active status as an affiliated Geographic Group, including
      1) Filing required Geographic Group affiliation forms by the required deadline.
      2) Providing current Board and group membership information to OAUG semiannually by the required deadlines.
      3) Providing notice of each General Meeting and its proposed agenda, prior to the meeting.
      4) Providing a list of attendees to each General Meeting, within 15 days after the meeting.
      (iv) Planning General Meeting programs, which may include member networking and education segments, in addition to organizational business.
      (v) Planning NV OAUG meetings held in conjunction with OAUG conferences.
      (vi) NV OAUG organizational development, by such means as
      1) Promoting OAUG membership and ongoing relationship development between NV OAUG general membership and OAUG.
      2) Volunteer committee development.
      (vii) NV OAUG administration.
      (c) The Chairperson shall approve all payments authorized by the Secretary/Treasurer.
      (3) Co-Chairperson. The responsibilities of the Co-Chairperson include
      (a) Assisting and supporting the Chairperson in all capacities.
      (b) Assuming the responsibilities of the Chairperson when he or she is unavailable. These responsibilities as acting Chairperson specifically include
      (i) Being the official contact for NV OAUG with OAUG on matters of affiliated organization business.
      (ii) Approving all payments authorized by the Secretary/Treasurer.
      (c) Managing the action item list.
      (4) Secretary/Treasurer.
      (a) The responsibilities of the Secretary/Treasurer, as Secretary, include
      (i) Preparing meeting agendas.
      (ii) Recording and documenting information discussed and decided on at General Meetings and Board meetings, and publishing meeting minutes.
      (iii) Maintenance of the official NV OAUG membership list.
      (iv) Maintaining the attendance roster at each General Meeting, collecting attendees’ name, company name, telephone numbers, and e-mail address.
      (v) Maintaining the action item list.
      (vi) Maintenance of all other NV OAUG official records.
      (b) The responsibilities of the Secretary/Treasurer, as Treasurer, include
      (i) Receipt, custodianship, and disbursement of all NV OAUG funds.
      (ii) Recording all receipts and disbursements of NV OAUG funds in the manner required by the Board.
      (iii) Authorizing all payments from NV OAUG funds.
      (5) Communication Chairperson. The responsibilities of the Communication Chairperson include
      (a) NV OAUG organizational communications development, by such means as
      (i) Newsletter and other publication submissions
      (ii) OAUG Web Site operation assistance to Webmaster
      (b) Encouraging and coordinating communication of Special Interest Group issues in which NV OAUG members have expressed interest.
      (c) Preparing communications to group to be approved by Chairperson, to include election notifications, ByLaw Updates and Conference information
      (6) General Directors. The General Directors individually shall perform such duties as assigned by the Chairperson or the Board as a whole, to further the purposes of NV OAUG.
    3. Terms of office.
      (1) The board offices of Chairperson, Co-Chairperson, Secretary/ Treasurer, and Communication Chairperson. shall be elected by the general membership to serve a -two-year term, beginning on July 1 following the date of election. The offices of General Director for Seats One through Four and Web Master shall be appointed by the elected members of the Board for a two-year staggered term. The Board will need to retain at least 20% of its officers at all times.
      (2) A Board officer may resign from office prior to the expiration of his or her term, by written notice to either the Chairperson or Secretary/Treasurer of NV OAUG, or by termination as an active member.
    4. Qualifications for, and restrictions on, holding office.
      (1) Each officer must be an active individual member of NV OAUG at time of election.
      (2) The following qualifications for selection of Chairperson are strongly encouraged:
      (a) Is employed by a business or public entity, which is a current OAUG member at time of election.
      (b) Has a basic understanding of OAUG and its goals, objectives, policies, and procedures.
      (c) Has a working knowledge of Oracle Applications, the user
      community in Nevada, and the needs thereof.
      (d) Has a basic knowledge of or experience working with volunteer membership organizations.
      (3) The Chairperson may not be an Oracle employee during his or her term of office.
      (4) No person may serve in more than one Board office simultaneously.
    5. Election of officers.
      (1) OAUG affiliation requirements. Other provisions of these By-Laws notwithstanding, elections for Board officers shall be held annually, as required by OAUG to maintain active status as an affiliated Geographic Group.
      (2) Time and place. Elections for all Board officers will be held at the regular spring quarter General Meeting, as an item of Organization business.
      (3) Nominating Committee. At least 60 days prior to the scheduled election, the Chairperson will appoint a Nominating Committee chairperson from the general membership. The Nominating Committee chairperson will appoint two active individual NV OAUG members to be the other Nominating Committee members. Nominating Committee members may not serve as Board officers at the same time.
      (4) Nominations. The Nominating Committee will solicit and receive nominations on all Board offices from the entire general membership, verify candidates’ qualifications to hold office, as set forth in these By-Laws, and interest in serving, and collect such information on qualifications for service as they deem appropriate for the general membership to make informed votes. The Nominating Committee will provide a slate of candidates for each office, and a description  of each candidate’s relevant qualifications to serve, to the general membership at least 30 days prior to the scheduled election. Upon delivery of the slate of candidates, the Nominating Committee shall be dissolved.
      (5) Voting. Each officer shall be elected by a majority of the active individual NV OAUG members present and voting. In the event that no candidate for an office receives a majority on a ballot, a runoff shall be held between the two candidates with the highest plurality.
    6. Replacement of officers. In the event that a Board office becomes vacant, the Board may select a replacement for the remainder of the current term. A person selected as replacement Board officer must meet all qualifications to hold that office, which are current at time of selection.

Chapter 5. General Meetings

  1. OAUG affiliation requirements. Other provisions of these By-Laws notwithstanding, NV OAUG shall hold at least two General Meetings, attended by at least 10 members, in each calendar year, as required by OAUG to maintain active status as an affiliated Geographic Group.
  2. Schedule.
    1. Regular meetings.
      (1) NV OAUG shall hold a minimum of four General Meetings each year, one in each of the calendar quarters, as follows: Summer quarter (July through September); Fall quarter (October through December); Winter quarter (January through March); Spring quarter (April through June).
      (2) The time and place of regular General Meetings shall be decided by the Board, in time for notice of the meeting in accordance with these By-Laws.
    2. Special meetings. The time and place of other General Meetings may be selected (1) as an item of Organization business; or (2) by the Board.
  3. Notice. Notice of General Meetings shall be sent by e-mail to all active individual members no later than 21 calendar days prior to the scheduled meeting, and  may be disseminated by other available means, such as announcement through OAUG publications and posting on the NV OAUG web site
  4. Conduct of Organization Business.
    1. Restricted to General Meetings. All Organization business shall be conducted at General Meetings, on the Organization business agenda.
    2. ii. Standing agenda. The agenda for every General Meeting shall include an agenda for items of Organization business. The Organization business agenda shall include all items of Organization business, as provided for elsewhere in these By-Laws, and any other items placed on the agenda by the general membership. All items placed on the Organization business agenda shall be in accordance with these By-Laws.
    3. Participation rights. All active individual members shall have the right to participate in all decisions related to items on the Organization business agenda.
    4. Presiding officer. The Chairperson shall preside at General Meetings, or, in his or her absence, the Co-Chairperson.
    5. Rules of conduct. Business on the Organization business agenda shall be conducted according to the generally accepted rules of order, except as may be provided otherwise by these By-Laws.
    6. Voting. In all votes on Organization business agenda items, a favorable vote by a majority of active individual members present and voting shall be required for passage, except as may be provided otherwise by these By-Laws.
    7. Minutes. Written minutes shall be kept of all Organization business and disseminated to the general membership within 30 calendar days after the General Meeting.

Chapter 6. Amendment of By-Laws

A proposed amendment to these By-Laws may be placed on the Organization business agenda for consideration at any General Meeting. Passage of an amendment to these By-Laws requires a favorable vote by a majority of active individual members present and voting.

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