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Revise bylaws for meeting procedures, proxy voting, and auditor requirements #14

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Revise bylaws for meeting procedures, proxy voting, and auditor requirements #14

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3bcf6b0
Revise bylaws for meeting and auditor procedures
zach-c-d Nov 21, 2025
7d10b4e
Fix capitalization in Bylaws introduction
zach-c-d Nov 21, 2025
e4d2564
Update adoption date
zach-c-d Dec 1, 2025
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11 changes: 7 additions & 4 deletions Bylaws.mediawiki
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'''These Bylaws Have Been Formally Adopted and are Currently Applicable as of September 24, 2023. Please Don't Make Changes to the Body of the canonical Bylaws. At All Times Please Refer [https://wiki.hacklab.to/Bylaws Here] for the Canonical Revision. Please make proposed changes on branches of your personal repository and submit pull requests for consideration at an AGM.'''
'''These Bylaws Have Been Formally Adopted and are Currently Applicable as of November 30, 2025. Please Don't Make Changes to the Body of the canonical Bylaws. At All Times Please Refer [https://wiki.hacklab.to/Bylaws Here] for the Canonical Revision. Please make proposed changes on branches of your personal repository and submit pull requests for consideration at a meeting.'''

[[BylawsReferencesAndLinks]]
= Official Bylaws =
Expand All @@ -19,12 +19,12 @@
# Members of the Board shall have been members of the corporation for a minimum of six consecutive months before they are eligible.
# Members of the Board will be elected by the membership by secret ballot.
# Board members shall serve terms of two years.
# The terms shall be staggered with 2 directors elected one year and 3 directors the other.
# Board members must notify the board of an expected absence from any scheduled board meeting.

# Board members shall be removed from the board:
## if at a special general meeting of members, a resolution is passed by two-thirds (2/3) of the members present at the meeting that they be removed from office;
## if a board member has resigned from office by delivering a written resignation to the Secretary of the corporation;
## by a 4/5 vote of the board (not including the board member being voted on);
## if they are found by a court to be of unsound mind;
## on death.

Expand Down Expand Up @@ -102,16 +102,19 @@
===Annual Meetings===
# Annual Meetings (formerly known as Annual General Meetings, or AGMs) of the Membership exist in order to comply with legal requirements, go over the financial records of the organization, update the bylaws, and make any other decisions which require the input of most of the membership.
## Notice of the meeting will be posted in the Lab and sent to the entire membership with a minimum of thirty days notice.
## The agenda for the meeting will be distributed to the membership 48 hours in advance, including any specific amendments proposed to the bylaws.
## The full text of all items to vote on, including any changes to the bylaws, will be sent to the membership with ten days notice.
## If a member misses the meeting despite the best efforts of the board to give notice of the meeting, this shall not invalidate the results of the meeting.
## Decisions will be made by general consensus confirmed by vote of the members present at an annual meeting or special meeting, where the agenda for the meeting will be distributed to the membership 48 hours in advance, including any specific amendments proposed to the bylaws.
# Special General Meetings of the Membership are subject to the same provisions as the Annual Meeting and may be held at any time when called for by the Board Chair or a majority of Board members.
# Members may appoint a proxy for a meeting they are absent from.
# A proxy holder must be a member.
# Quorum for any meeting is specifically defined as the number of members who are present, in-person or by proxy, but not less than 3 members.

== Auditors ==

# The first auditor will be appointed by the directors.
# At each annual meeting the members must appoint an auditor to hold office until the auditor is re-elected or a successor is elected at the next annual meeting.
# At each annual meeting the members may appoint an auditor to hold office until the auditor is re-elected or a successor is elected at the next annual meeting.
# The membership may choose to waive the audit engagement for the year by extraordinary resolution as allowed by ONCA based on corporation annual income.
# The Board shall appoint an auditor if the one elected by the board resigns or is removed.
# An auditor may be removed by ordinary resolution.
# An auditor must be promptly informed in writing of the auditor’s appointment or removal.
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