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MINIMUM STANDARD BYLAWS REQUIREMENTS

for Local Groups of American Mensa Ltd.
As amended 7/ 8/ 00 please discard previous versions

The purpose of standardized local group bylaws is to prevent recurring conflicts and problems in local group administration. In addition, bylaws are designed to protect the fundamental interests of all members and Mensa.

Local groups have an immense degree of freedom in how they express these Minimum Standards, and any other concepts they wish to incorporate (as long as they do not conflict with any Minimum Standards). Except for the Name and Logo clause (which is also required of American Mensa by the owners) and correct terminology, bylaws are reviewed primarily for content, rather than style.

1. DEFINITION OF THE LOCAL GROUP: The following is required:

A. A statement of the name of the local group and that it is a local group of American Mensa, Ltd. (AML), and is subject to the Constitution of Mensa, the Bylaws of American Mensa, Ltd., and the resolutions adopted by the American Mensa Committee (AMC).

2. MEMBERSHIP: The following is required:

A. A statement that membership in the local group shall be open to all members of American Mensa, Ltd. in good standing in the geographic area assigned to the local group by the American Mensa Committee, or as otherwise assigned by American Mensa, Ltd.

B. A statement that Mensa members in good standing who are not also members of the local group are welcome to participate in the social activities of the local group at the discretion of the host or hostess. The National Ombudsman, his surrogate, and members of the American Mensa Committee shall be permitted to participate in the business affairs of the local group in the discharge of their official duties.

C. A statement that _______ Mensa shall observe the preferences of members for data suppression and publication, as filed with AML, when publishing a local group roster or membership directory/ register.

3. OFFICERS AND DUTIES: The following is required:

A. A description of the governing body of the local group, and of its composition and authority.

Note: Although the term "governing body" is used herein, local groups may use the terms "Board of Directors", "Executive Committee", or similar designation if so desired.

B. A statement that all officers, whether elected or appointed, must be current members in good standing of American Mensa, Ltd., and of the local group. An officer is defined as any person who is given a title with specific responsibilities.

C. No more than one-half of the voting positions on the governing body may be appointed positions, however there may be as many non-voting appointed positions as desired. Appointed officers with voting rights on the governing body must be specified in the local group bylaws.

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D. A listing of the elected officers of the group, of which there must be a minimum of three, with a defined order of succession or other means of immediately and automatically filling a vacancy in the position of Local Secretary. A replacement for an elected officer is considered to be an elected officer whose term of office ends with the next regular elections.

E. A listing of the duties of elected and appointed positions, their term of office, and how vacancies shall be filled. The term of office of appointed officers and committees may not exceed the term of office of the officer or governing body appointing them, except that those officers (such as mediators) or committees (such as RG) whose functions extend past the end of the current term of office may remain in office, but are subject to removal by the succeeding officer or governing body which would otherwise appoint them. Such continuing officers or committees must be specified in the bylaws.

i. The chief executive officer of a local group may be titled Local Secretary, President, or Chairman, whichever the group prefers, however no local group may have, as separate officers, both a President and a Local Secretary, or a Chairman and a President, or a Chairman and a Local Secretary. He or she shall be charged with being the chief point of contact between AML and the local group. By agreeing to be LocSec, the LocSec agrees to pass along information to and from the group in a timely fashion. He or she shall be charged with notifying AML (through the national office) and the Regional Vice Chairman for the local group within two weeks of the results of elections, and of changes in the officers of the local group.

ii. The duties of the Treasurer must include providing the LocSec (or designee, who must also be an elected or appointed member of the governing body) original statements from banks and any other institutions where the group's money is deposited, at least quarterly. All accounts shall be separate accounts in the name of the group, and shall have more than one signatory so that funds can be accessed in the temporary absence of the treasurer. The Treasurer shall also maintain a listing of all equipment owned by the local group.

ii. The position of Past Local Secretary, if such an office exists, may only be filled by the immediate past Local Secretary, and is considered to be an elective position.

F. A statement that elected members of the governing body may be removed from office by means of a recall election, ballots for which must be either an insert to, or part of, the local newsletter, or ballots that are mailed separately to all members of the local group.

F. A provision stating any voting officer may be removed from office for nonattendance at business meetings. It is recommended that three consecutive unexcused absences constitute cause for removal from office.

G. A statement that the local group will select one or more mediators to pursue local resolution of disputes, and will select one or more arbitrators to pursue resolution of disputes in other groups. The term ombudsman or similar names may be used. The mediator( s) and arbitrator( s) may be the same or distinct persons, and may be the same or distinct from other officers. If distinct persons, the method of selection need not be the same for the two.

I. A statement of how appointed officers may be removed from office.

J. A statement that all officers, elected or appointed, shall turn over all files, office equipment and materials pertaining to their offices to either their successor( s), to the current Local Secretary, or to another member of the governing body no later than four weeks after leaving office. (Note: Failure to turn over the files, equipment and other materials of office may be cause for action by the Society.)

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4. PUBLICATION OF FINANCIAL REPORT: The following is required:

A. A statement requiring that a financial report be published in the local group newsletter not less than twice each year (at approximate six-month intervals), and that the report shall contain schedules of income, expenses and balances for all funds under the control of the local group, including RG, scholarship, and other special funds.

B. A provision requiring an annual financial review, conducted during the month the group's elected officers normally take office in election years. This review shall be conducted by someone who was not involved in the issuing or collecting of money during the review period, and shall include viewing actual statements from banks and any other institutions where the group's money is deposited.

5. MEETINGS:

A. The requirements for the holding of regular meetings of the local group and of the governing body, and that notice shall be sent to all members, usually by publishing in the local group newsletter. (Note: Local groups must have both a membership and a business meeting at least quarterly, as well as publish a regular newsletter or calendar of activities. (A membership meeting is defined as any organized activity for the members.)

B. The requirements for the calling of special business meetings of the governing body or of the local group by either the Local Secretary, the governing body, or by no more than 10% of the membership of the local group, the agenda for which may include only that business for which the meeting is being called.

C. (Recommended but not required) All business meetings of______ Mensa, and the Executive Committee, shall be held within the geographical limits of the group as assigned by the AMC.

6. ELECTION PROCEDURES: A clear and complete stipulation of election procedures and methods is required, including the following:

A. Each local group of American Mensa, Ltd. is required to hold an election of its governing body at least every two years. Some groups have staggered two years terms, with one-half of the officers being elected each year. When an election is held, ballots must be mailed to all members of the local group that are either an insert to, or part of, the local newsletter, or that are mailed separately. There must be provisions which allow full participation by mail for all members at all steps including runoff elections. Tie-breaking by the flip of a coin or similar random process is allowed, a run-off in person is not.

B. The method( s) and time frame for nominating officers.

C. A designation of responsibilities for the receipt and tallying of ballots, date of the election, and the method of certifying the results. (It is suggested that there be a deadline for any challenges to the election, plus the statement that any actions by the governing body in the meantime would not be affected by the outcome of any such challenge.) It is strongly suggested you specify the actual beginning date of the term of new officers.

D. A statement that neither the election nor the nominating committee shall contain elected members of the governing body or candidates for elective office in the election.

7. AMENDMENTS TO THE BYLAWS: The following is required: 

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A. A statement as to how the bylaws can be amended, and that proposed amendments shall be submitted to, and approved for balloting by, the American Mensa Committee before balloting by the local group membership. Following such AMC approval, proposed amendments shall be sent to all members of the local group either as an insert in, or as a part of, the local newsletter, or as a separate mailing.

B. That a ballot shall be mailed to each members of the local group as an insert in, or as part of, the local newsletter or as a separate mailing.

C. A statement that there must be a minimum of 90 days between the date of publication of the proposed amendments and the deadline for receipt of ballots. (Note: This is intended to provide time for study, comment and dialog.)

D. A statement that local group bylaws or bylaw amendments are not effective until approved by the local group membership, and given final approval by the American Mensa Committee after filing of revised bylaws with the Bylaws Committee. After filing of the amended bylaws with the Bylaws Committee after the membership has voted, the Bylaws Committee will notify ______ Mensa of the effective date of the bylaws as amended.

8. MENSA NAME AND LOGO: The following clause is required verbatim, with the blanks filled in with the name of the local group or corporation:

American Mensa, Ltd. (AML) has granted a royalty free, non-exclusive license to ___________________ for the use of the mark "Mensa" and a logo, consisting of a globe over a stylized "M" within a border, in connection with the non-commercial uses of ______________. AML retains full ownership of the mark and logo and all statutory and common law rights in the mark and logo.

9. PARLIAMENTARY AUTHORITY: The following is suggested, but is not required:

A statement naming a standard parliamentary authority. (Demeters, Roberts, etc, but should be specific as to the version or issue date of the book. You may say "latest edition")

CLARIFICATIONS

1. To be eligible to receive the local group dues allotment, each local group must have AMC-approved bylaws.

2. A group wishing to change its name must do so through the bylaws amendment procedure. Guidelines for changes in local group names are available from the National Office. For an equivalent reason, local groups are encouraged to *not* include the name of their newsletter in their bylaws.

3. The requirements of the Minimum Standard Bylaws are included in every local group's bylaws whether explicitly stated or not. In other words, the minimum requirements are enforceable even if they are not explicitly contained in a group's bylaws. It is, of course, less confusing when the guidelines are contained in one, continuous document. If in doubt about any Minimum Standard, contact the Bylaws Committee Chair or your RVC for clarification.

4. The Bylaws Committee does not have the authority to grant any waivers from these Minimum Standards, as they are resolutions adopted by the AMC. Therefore, whenever a local group amends its bylaws, those bylaws must be brought up to date with current Minimum Standards before AMC approval may be given.

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5. A local group proposing amendments to its bylaws must submit the proposed amendments to the AMC for approval before publication of the proposed changes to its membership. The only method to change a group's bylaws is to follow the procedure contained in the Minimum Standards above. If proposed changes are published before AMC approval, they may need to be reprinted if there are changes. It is recommended that the RVC be consulted during this process; he or she will be included in the review committee.

6. To obtain AMC approval, send proposed bylaws or amendments (along with the current bylaws) to either the Chairman of the AMC Bylaws Committee, or to the National office, where they will be distributed to the members of the AMC Bylaws Committee. You will hear from the committee chairman upon his/ her receipt of the bylaws, and should receive either approval to submit the bylawsto the membership or suggestions for revisions, within 60 days. Note that the AMC Bylaws Committee is authorized to approve your bylaws on behalf of the AMC.

Once the Bylaws Committee has approved your bylaws or amendments, you should then submit them to your local membership for ratification. There is no such thing as "automatic" or "local only" approval for bylaw changes. The bylaws or amendments only become effective after approval to ballot by the AMC (the Bylaws Committee), approval by your own membership, AND final approval by the Bylaws Committee after filing a copy of the new bylaws with AML. The approval to ballot will expire 1 year from the date of issue.

7. Local Groups may wish to specify American Mensa, Ltd. as "AML", and the American Mensa Committee as the "AMC" provided that the bylaws indicate that AML and AMC are abbreviations (Herein referred to as AML, for example).

8. Proctors are appointed by American Mensa, Ltd. following the recommendation of them by the Local Secretary or RVC. Local Group bylaws may specify the position of "Proctor Coordinator" or "Testing Coordinator" or similar wording, but they may not state that the group or anyone in the group may appoint a Proctor. The local group may appoint a coordinator; if this person is someone who has been appointed as a Proctor by American Mensa, Ltd., the title should be "Proctor Coordinator." If this person has not been so appointed, the title "Testing Coordinator" is appropriate. A Coordinator who is *not* also a Proctor may not administer tests.

9. SIGHT Coordinators are appointed by the National SIGHT Coordinator following the recommendation of them by the Local Secretary or RVC.

10. Incorporation of either the local group or a subordinate charitable organization is permitted only with the approval of the AMC. Existing incorporated groups are considered as having this approval so long as the incorporation remains valid. 

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