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International Federation of Trekkers, Incorporated Bylaws

ARTICLE I

Purpose

Section 1.1

This organization shall be known as the International Federation of Trekkers (IFT), Incorporated, and hereinafter shall be referred to as the Corporation.

Section 1.2

The purposes for which the Corporation is formed include, but are not limited to, the following:

1. To promote the humanistic philosophies and ideals portrayed in the Star Trek mythos in a realistic fashion, conducive to the continued existence and responsible advancement of humankind.

2. To bring together those persons interested in various aspects of Star Trek for the purpose of social interaction and community service.

3. To promote within the community at large a more positive impression of Star Trek enthusiasts as intelligent, socially conscious, and active individuals who are indeed very aware of, and concerned about, the real world of today.

4. To provide, promote, and support education and positive activism in the areas of human rights, racial and sexual equality, the environment, and space exploration.

5. To create and administer chapters worldwide for the purpose of community service and social interaction at the local level.

ARTICLE II

Location

Section 2.1

The principal office of the Corporation, from which the general business of the Corporation will be transacted and where the records of the Corporation will be kept, shall be at such a place as may be fixed from time to time by the Board of Directors and determined in the addendum to these bylaws.

ARTICLE III


Members

Section 3.1

The Corporation shall be a membership organization with no capital stock. No dividends or pecuniary profit of any character shall inure to the benefits of its officers or members.

IFT will determine the membership types, rates and benefits as a corporation policy and shall be included as an addendum to these bylaws. The nature and terms of which can be changed as necessitated by the Federation Council.

Section 3.2

Every applicant shall be fairly considered for membership in the Corporation after receipt of the required annual dues and a properly completed Request for Membership, a sample of which is attached hereto as Attachment #1. The sole authority to confirm and/or deny membership upon/to any applicant to the Corporation shall rest with the Board of Directors. Applicants will be notified of acceptance or refusal of membership within ninety (90) days of receipt of their dues and Request for Membership by the Chief of Operations. Membership to the Corporation shall not be determined on the basis of race, physical handicap, sex, color, religion, sexual orientation, or age.

Section 3.3

A member whose dues are current and who conforms to the rules and regulations provided in these by-laws, to the rules and regulations provided in the by-laws of the principal Chapter to which said member belongs (if applicable), and who conducts himself/herself within the boundaries of the spirit of the Corporation as determined by the Board of Directors, shall be considered to be in Good Standing with the Corporation.

Section 3.4

No member in Good Standing shall be arbitrarily denied any of the benefits or entitlements of membership in the Corporation.

All Officers of the Corporation and persons holding a position of authority in a chapter of the corporation must be a member in good standing as defined in Section 3.3.

Section 3.5

The term of membership in the Corporation shall be one (1) calendar year per enlistment. Enlistment periods for each applicant for membership will be calculated from the date said applicant's correct annual dues and Request for Membership was received. A re-enlistment fee in the form of subsequent annual dues shall be required thereafter on the anniversary of the member's initial enlistment in the order to remain a member of the Corporation. Provided that a member is in Good Standing with the Corporation, there shall be no limit to the number of times said member may re-enlist.

Section 3.6
Other entitlements of individuals’ membership shall be determined according to member class as detailed in the addendum to these bylaws.

Section 3.7

Although the Corporation shall not be a military organization in purpose nor practice, members of the Corporation will be granted titles in the form of military-type ranks, a list of which is attached in the addendum.

The procedure for assignment of rank titles to individual members of the
Corporation shall be conducted according to member class, as in the addendum.

Section 3.8

The criteria for promotion up to and including the rank of "Commander (first class)" shall include, but are not limited to, the following: Length and quality of service, responsibility, and commitment to the goals and ideals of the Corporation. The criteria for demotion from the rank of "Commander" (first class) and below shall be addressed on an individual case basis by the Chief of Operations. The procedure for promotion and demotion within the Corporation up to and including the rank title of "Commander (first class)" shall be conducted according to member class, as in the addendum.

Section 3.9

Promotion within the Corporation to the rank title of "Captain" shall be determined by the Board of Directors after due consideration.

Promotion within the Corporation above the rank title of "Captain" shall be determined by the Board of Directors after consideration and/or recommendation by the Rank Review & Advisory Board.

Demotion within the Corporation from the rank title of "Fleet Admiral" and all ranks down to "Captain 3" shall be accomplished by a majority vote of Board of Directors.

Criteria for demotion from the rank of "Fleet Admiral" and all ranks down to "Captain 3" shall be defined on a separate / individual case basis by the Board of Directors of the Corporation after due consideration and/or recommendation by the Rank Review & Advisory Board.

Section 3.10.a

No Officer of the Corporation shall, at any given time, hold in an active capacity more than one position as provided for in Article 6.1 of these bylaws, excepting the additional position of also being a GEO Commander and the circumstances described in Article 3.10.b.

Section 3.10.b

Regarding the positions of the Officers of the Corporation referred to in Article 3.10.a. and Article 6.1 of these bylaws, the occasion may arise when through the absence / disability of the appointed member, or a position being vacant, that the duties accorded to one of these positions may become neglected. In such a case these duties may be performed by one of more of the other Corporate Officers 'pro tempore' at the discretion of the Federation Council, the proxy for the Chief of Operations always being the Chief of Staff as per Section 6.7. The 'pro tempore' performance of such duties does not entitle those performing them to assume the title and privileges of the position they proxy, respecting Article 3.10.a.

Section 3.11

Whenever possible, at least one (1) International Conference of Members of the Corporation will be held per year at a location, date, and time of the Board of Director's choice. Notice of the International Conference of Members will be sent to each member by mail at least ninety (90) days prior to the day such conference will be held. The International Conference shall be chaired by the Chief of Operations or his/her designee and it quorum shall be no less than twenty-five [25] Members.

Section 3.12

The Board of Directors of the Corporation reserves the right to expel any member who acts in violation of local, state, or federal law; the provisions of these by-laws; the by-laws of the principal Chapter to which said member belongs; or whose conduct is in total violation of the philosophy of the Corporation. Said expelled member's current dues may be refunded at the discretion of the Board of Directors. The sole authority to expel members at any level of the Corporation shall rest with the Board of Directors.


Section 3.13

No compensation will be paid to any member of the Corporation for services to the Corporation.

ARTICLE IV

Board of Directors (Federation Council)

Section 4.1

The Board of Directors of the Corporation shall be known as the Federation Council, and heretofore and after shall be referred to as the Federation Council. The number of the Federation Council will not be less than five (5) members.

Section 4.2

Individuals eligible to become Federation Council Members will be those persons who possess sufficient organizational skills, and who have proven their dedication to excellence in the furtherance of the mission and goals of the Corporation. This Corporation is committed to a policy of fair representation on the Federation Council, which does not discriminate on the basis of race, physical handicap, sex, color, religion, sexual orientation, or age.

Section 4.3

The Federation Council shall be presided over by a Chairperson and assisted by a Vice Chairperson. All meetings and functions of the Federation Council will be coordinated, catalogued, and executed by the Chairperson and Vice Chairperson.

Section 4.4

Unless otherwise specified in these By-Laws, all issues before the Federation Council will be decided by majority vote. The designated majority for all votes undertaken by the Federation Council of the Corporation shall be a sixty percent (60%) majority. The percentage of voting stock of individual Federation Council Members is as follows:

1. Chairperson -- The Chairperson of the Federation Council shall have twenty percent (20%) of the voting stock.

2. Vice-Chairperson -- The Vice Chairperson of the Federation Council shall have twenty percent (20%) of the voting stock.

3. The Admiral of Operations -- The Admiral of Operations of the Federation Council shall have twenty percent (20%) of the voting stock.

4. The Council Adjutant -- The Council Adjutant to the Federation Council shall have twenty percent (20%) of the voting stock.

5. The Director of Communications -- The Director of Communications shall have twenty percent (20%) of the voting stock.

Section 4.5

The term of each member of the Federation Council of the Corporation shall be three (3) calendar years. After this time, they must be reconfirmed in position by the President / Chief of Operations and a vote of confidence by a majority of the Corporations chapters.
Section 4.6

The Chief of Operations shall select the remaining members of the Federation Council who shall be ratified by the Chapters of the Corporation. Confirmation of Federation Council members will take place as the first order of business at the start of the fiscal year. Federation Council members will be confirmed by a majority vote of the Chapters of the Corporation.

Section 4.7

When a member of the Federation Council dies, resigns, or is removed, the Federation Council may elect any member of the Corporation to serve for the duration of the unexpired term.

Section 4.8

Any member of the Federation Council may be removed from the Federation Council by an affirmative majority vote of the current Federation Council. Notice of the proposed removal will be given to Board members with notice of the meeting. The Federation Council Member involved will be given an opportunity to:

1. Present a written appeal before the meeting.
2. Be present and deliver their defense in person or by proxy at the meeting at which his or her removal is considered.
3. They may cast his or her vote in his/her own defense.

Section 4.9

The Federation Council will be the sole authority to grant and/or withdraw permission of the use of any copyrighted material held by the Corporation, including the name "International Federation of Trekkers", "IFT", and the Corporation logo, a copy of which is attached hereto as Attachment #3.

ARTICLE V

Meetings of the Federation Council

Section 5.1

An annual meeting of the Federation Council will be held in February of each year. In addition to its annual meeting, the Federation Council will hold regular meetings a minimum of three (3) times each calendar year, with monthly meetings being the recommended norm.

Section 5.2

Special meetings of the Federation Council may be called at any time by the Chief of Operations or in his or her absence by the Chief of Staff or upon a request by one (1) or more board members or by a simple majority of the Officers of the Corporation.

Section 5.3

Notice of regular, special, and annual meetings will be given by e-mail, mail or telephone at least one (1) day prior such meeting is to be held. Any Federation Council member, who cannot attend a Council meeting, must send a waiver notice to the Council via the Chief of Operations saying that they cannot attend, or ask that the meeting be postponed if they feel that they must attend the meeting for some particular reason. If a vote is to take place, and a Federation Council member cannot attend in person... they should send their vote to Council via e-mail beforehand or appoint another Council member as their proxy, otherwise their vote will be automatically waived provided a sufficient quorum is present.

Section 5.4

At all meetings of the Federation Council, each council member present will be entitled to cast one (1) vote on a motion coming before the meeting. The presence of a majority of the Federation Council will constitute a quorum at a meeting.

Section 5.5

At a meeting at which there is a quorum present, a sixty percent (60%) majority affirmative vote of the Federation Council is required to pass a motion before the council.

Section 5.6

Robert's Rules of Order will be the authority for all questions of procedure at any meetings of the Federation Council.

Section 5.7

Copies of the minutes for all Federation Council meetings are to be provided to the Federation Council by the Secretary General and the members notified of news and decisions of note / interest.

ARTICLE VI

Officers

Section 6.1

a) The Officers of this Corporation will be a Chief of Operations, Chief of Staff, Admiral of Operations, Council Adjutant, Director of Communications, the GEO Commanders (the number of which to be determined from time to time by the Federation Council), and the Secretary-General.

b) The Chief of Operations, Chief of Staff, Admiral of Operations, Council Adjutant and the Director of Communications are the Executive Officers of the Corporation sharing the corporate vote.

c) The GEO Commanders are Secondary Officers of the Corporation and have an advisory role and do not vote apart from at certain times as expressed in these bylaws.

Section 6.2

The Officers of the Corporation will be confirmed – ratified by the Chapters of the Corporation. Each Officer will serve three (3) year terms renewable by a vote of confidence from the same said Chapters.

Section 6.3

All Officers of the Corporation will, upon confirmation, be signed into office with the acceptance of the position as an Officer of the Corporation.

Section 6.4

Any Officer may be removed by the Federation Council by a majority vote. The matter of removal may be acted upon at any meeting of the Council, provided that notice of intention to consider said removal and documented reason for removal has been given to each Federation Council member at least one (1) week previously, not affecting the process described in Section 4.8.

Section 6.5

A vacancy in any office may be filled by a majority vote of the Federation Council for the unexpired portion of the term.

Section 6.6

The Chief of Operations will be the president of the Corporation and the Chairperson of the Federation Council. It will be the duty of the Chief of Operations to have general supervision of the affairs of the Corporation. He or she will execute on behalf of the Corporation all contracts, deeds, conveyance, and other instruments in writing that may be required or authorized by the Federation Council for the proper and necessary transaction of the business of the Corporation.
The Chief of Operations will hold the rank of Fleet Admiral.

[The Chief of Operations will appoint one of the other four Council members Geo Coordinator in addition to their other duties to represent Council Prime and its GEOs to IFT Council and visa versa. The holding of this position is dependent upon the person presently serving or having served on GEO Prime as a GEO Commander. ]

Section 6.7

The Chief of Staff will be the executive vice president of the Corporation and the Vice-Chairperson of the Federation Council. It will be the duty of the Chief of Staff to assist in the general supervision of the affairs of the Corporation, to act in the absence or disability of the Chief of Operations, and to perform such other duties as may be assigned to him or her by the Federation Council. In the absence of the Chief of Operations, the execution by the Chief of Staff on behalf of the Corporation of any instrument will have the same force and effect as if it were executed on behalf of the Corporation by the Chief of Operations. The Chief of Staff shall hold the rank of Vice-Fleet Admiral.

Section 6.8

The Admiral of Operations will be a vice-president of the Corporation and a voting member of the Federation Council. It will be the duty of the Admiral of Operations to act in coordination / assistance in media and public relations for the promotion of IFT, to and for all levels of IFT. The Admiral of Operations with hold the rank of Admiral.

Section 6.9

The Council Adjutant will be a vice-president of the Corporation and will serve as a voting member of the Federation Council. It will be the duty of the Council Adjutant to serve as an advisor to the Federation Council. The Council Adjutant will hold the rank of Vice Admiral.

Section 6.10

The Director of Communications will be a vice-president of the Corporation and a voting member of the Federation Council. The Director of Communications' duties will be to coordinate regular communication within IFT. He / she will represent the Federation Council to the members by regular news / info bulletins and coordinate fleet communications from the support offices within IFT HQ, while also encouraging fluid communications between the members / chapters and from them to IFT HQ. The Director of Communications will hold the rank of Commodore.

Section 6.11

The GEO (Geographical Extension of Operations) Commanders will be consultant directors [non-executive officers] of the Corporation having an advisory non voting role, except at certain times, as expressed in these bylaws. It will be the duty of a GEO Commander to act as a regional representative of the Corporation, the parameters of said region to be determined by the Federation Council. He or she, under the supervision of the Chief of Staff and Chief of Operations, will be responsible to provide administrative support and guidance to the individual Chapters of the Corporation whose principal offices are within his or her designated region, to coordinate and oversee the expansion and the furtherance of the Corporation and its stated purposes within his or her designated region, to act as an intermediary between the individual Chapters within his or her region and the Corporation, to ensure that the Chapters within his or her designated region abide by the provisions of these By-Laws and any other subsequent policy or procedural literature published by the Corporation, and to perform such other duties as may be assigned to him or her by the Chief of Operations, the Chief of Staff, or the Federation Council.

Section 6.12

The Secretary-General will be secretary to the Corporation as a non-voting assistant to the Federation Council. He or she will be responsible for keeping the corporate meeting minutes. He or she will give or cause to be given all notices of meetings of the Federation Council and all other notices required by law, by these By-Laws or at the discretion of Federation Council. The Federation Council may also elect an assistant secretary, who will perform the duties and assume the responsibilities of the Secretary-General as above set forth under the general direction of the Secretary-General.

Section 6.13

Any Officer of the Corporation, in addition to the powers conferred upon him or her by these By-Laws will have such additional powers and perform such additional duties as may be prescribed from time to time by said council.

ARTICLE VII

Chapters of the Corporation

Section 7.1

The GEO Commander, with approval from the Chief of Staff, from time to time may at its discretion commission local individual Chapters of the Corporation in order to further its mission and goals at the local level. The general establishment and administration of such local Chapters will be entrusted to an individual Chapter Commander, who henceforth will be responsible for all activities undertaken by said Chapter on behalf of or in the name of the Corporation. The principal office of the Chapter will be the home address of the Chapter Commander or at a postal facility or some such other address readily accessible to the Chapter Commander.

Section 7.2

The Chapter Commander will act as the chairperson of and accountable individual for a single Chapter of the Corporation. It will be the duty of the Chapter Commander to establish and maintain his or her Chapter in accordance with the provisions of these By-Laws and any such subsequent policy or procedural literature published by the Corporation, to act as representative of and to the Corporation for his or her assigned portion of the membership, to further the goals and ideals of the Corporation at a local level, and to perform such other duties as may be assigned to him or her by the Chief of Operations, the Chief of Staff, the GEO Commander to
Which his or her Chapter is assigned, or the Federation Council. The Chapter Commander will, on the behalf of the Chapter he or she maintains, sign an agreement accepting the responsibility for the operation of the Chapter within the bylaws of the Corporation.

Section 7.3

Any two (2) members of the Corporation may apply for Chapter status by submitting a written request to an Officer of the Corporation, who will forward said request to the appropriate GEO Commander within thirty (30) days of consideration. Applicants will be notified of confirmation or denial of Chapter status no later than ninety (90) days after receipt of their request by the GEO Commander. If confirmed, the GEO Commander will determine which of the two applicants will act as Chapter Commander. In a situation where a pre-existing organization applies for membership, the current Chapter Commander shall retain his position. The sole authorities to confer, deny, or revoke Chapter status in the Corporation shall rest with the Federation Council.

Section 7.4

There shall be two (2) classes of Chapter, as follows:

1. Scout Status -- A Chapter consisting of two to four (2-4) members of the Corporation.

2. Ship Status -- A Chapter consisting of five (5) or more members of the Corporation
From the date of its initial commission, each Scout will be required to qualify for Ship Status within the time span determined in the addendum to these bylaws.

Section 7.5

Any individual who wishes to join a Chapter of the Corporation, or who wishes to participate in the meetings and/or activities of any Chapter for a period exceeding three (3) consecutive or non-consecutive months, must be a member of the Corporation in accordance with Article III of the By-Laws.

Section 7.6

Chapters of the Corporation will hold meetings at which Chapter business is discussed and which are open to the public no less than six (6) times per calendar year. Meetings will be held at a time and place of the Chapter Commander's choosing, and notice of each meeting will be given by mail or by telephone to all Chapter members no less than seven (7) days before said meeting is to take place. Meetings will be presided over by the Chapter Commander or his or her designee, and the quorum for Chapter meetings will not be less than two (2) members of said Chapter.

Section 7.7

Chapters must maintain written files of their activities and general business. The contents of these files will include, but are not limited to, the following: All correspondence to and from the Chapter, minutes of all meetings held, a correct and detailed accounting of Chapter finances, membership data regarding promotions\demotions\expiration of membership, and all publications distributed by or on behalf of the Chapter. Such files will be subject to inspection at any time by the Chief of Operations, the Chief of Staff, or the GEO Commander to which said Chapter is assigned. Copies of all publications to be distributed by or on behalf of the Chapter must be sent in a timely manner to each of the following: Chief of Operations, Chief of Staff, IFT Newsmagazine staff, and the GEO Commander to which said Chapter is assigned.

Section 7.8

All Chapters must maintain open and frequent communications with the Corporation via the GEO Commander to which they are assigned. Failure to communicate in any given sixty (60) day period may result in revocation of Chapter Status by the Federation Council.

Section 7.9

Chapters may defray the cost of administration by charging additional dues for Chapter membership. Such additional dues will not exceed the amount determined in the addendum and must include therein the appropriate fee for said individual's continued membership in the Corporation. Fee for corporate membership shall not exceed the amount determined in the addendum per individual per year. All additional dues levied by the Chapter are subject to final approval by the Federation Council. No part of any additional dues levied by the Chapter shall constitute personal pecuniary profit to any of said Chapter's officers or members.

Section 7.10

No Chapter may recruit members exclusively for itself outside the municipality in which said Chapter's principal meeting place is located without prior approval by the Federation Council. Chapter territory shall be considered on an individual case basis by the Federation Council, taking into consideration both square mileage and population density. None of this applies to Cyber Chapters as they exist without boundaries.

Section 7.11

Members of the Corporation also belonging to another Star Trek fan group or organization, with the command position of Chapter Commander (CO) or higher may not assume a similar position of Chapter Commander (CO) or higher within the Corporation of the International Federation of Trekkers. This does not prohibit said individuals from being general members in other such organizations or from participating fully in other non-Star Trek organizations.

Section 7.12

All Chapter meetings, activities, and publications must adhere to local, state, and federal law, the provisions of these By-Laws, and any such subsequent policy and procedural literature published by the Corporation.

Section 7.13

Chapter Status may be revoked by the Federation Council by majority vote. The matter of revocation of Chapter Status may be acted upon at any meeting of the Council, provided that notice of intention to consider said revocation and documented cause for revocation has been given to each Federation Council member and the Chapter Commander in question at least one (1) week previously.

Section 7.14

No Chapter or representative thereof shall enter into contracts or agreements with private organizations and businesses on behalf of the Corporation without prior approval by the Federation Council.

ARTICLE VIII

Finances

Section 8.1

The activities of the Corporation will be financed by dues paid by its members and by the proceeds of various fund raising activities and initiatives authorized from time to time by the Federation Council. The Corporation, where approved by the Federation Council, in furtherance of its purposes, reserves the right to enter into contracts with and receive and expend grants from private organizations and businesses.

Section 8.2

The annual budget of the Corporation will be adopted by the Federation Council on or before February 1st of the preceding year.

Section 8.3

The Federation Council shall annually determine an equitable amount for dues for individual membership in the Corporation. The amount of dues shall be sufficient in the aggregate to defray the actual and necessary expenses of maintaining the Corporation. The Federation Council will notify each member of the amount due to the Corporation no later than thirty (30) days before said individual member's membership will expire. Such dues in the appropriate and full amount will be payable in United States dollars to the International Federation of Trekkers, Incorporated.

Section 8.4

All disbursements of Corporation funds will be made by the Chief of Operations, or, in the event of his or her absence, disability, or vacancy, by the Chief of Staff.

Section 8.5

A financial statement will be provided by the Chief of Operations on a quarterly basis for dissemination to the Federation Council. This financial statement will be given to the Chapters and the members of the Corporation via the Corporations’ newsletter or other avenues of dissemination as determined by the Federation Council.

ARTICLE IX

Committees

Section 9.1

The Federation Council may designate one or more ad hoc committees, each of which will consist of at least one (1) committee chair and two (2) or more committee members. Committee members may be members of the Federation Council, members of the Corporation, or other interested individuals. The chair of the committee will be appointed by the Chief of Operations, who will act with the board's approval. After consultation with the committee chair, the Federation Council will appoint committee members. The studies, findings, and recommendations of all committees will be reported to the Federation Council for consideration and action, except as otherwise ordered by the Federation Council. Committees may adopt such rules for the conduct of business as are appropriate and as are not inconsistent with these By-Laws, the articles of incorporation, local, state, or federal law, and the overall spirit of the Corporation.

Section 9.2

The Federation Council will have the following standing committees:

1. Council Prime of the Federation Council -- This committee will be chaired by a member of the Federation Council and will consist of all GEO Commanders. This committee will serve as a deliberative body for Corporation policy and procedure, and will make studied recommendations to the Federation Council on various aspects of Corporation administration and expansion via the chairperson who is their representative to Federation Council.

2. IFT Advisory Board -- a body of experienced ex Council members whom the Federation Council feels will be useful in an advisory capacity to the Corporation. Membership on this Advisory Board is by invitation of Federation Council only. The Board is to be chaired by the Council Adjutant.

3. IFT Newsletter Staff -- This committee will be chaired by an editor and will consist of no less than two (2) staff reporters. This committee will be in charged with the creation and compilation of the Corporation's periodic newsletter to the membership. It shall be responsible for the content, continuity, and layout of each newsletter issue as prescribed by the Federation Council.

ARTICLE X

Miscellaneous

Section 10.1

The Corporation will have the power to indemnify and hold harmless any Council member or Officer from any suit, damage, claim, judgment, or liability arising out of, or asserted to arise out of, conduct of such person in his or her capacity as a Council member or Officer (except in cases involving willful misconduct or negligence). The Corporation will have the power to purchase or procure insurance for such purposes.

Section 10.2

The Federation Council may authorize any Officer or Officers, agent or agents of the Corporation, in addition to the Officers so authorized by these By-Laws, to enter into any contract or execute and deliver and instrument in the name of, and on behalf of, the Corporation. Such authority may be general or confined to specific instances.

Section 10.3

All checks, drafts, and other such orders for payment of funds will be signed by the Chief of Operations or any voting member of the Federation Council. In the event of the absence, disability, or vacancy by the Chief of Operations, all disbursements will be signed by any two voting members of the Federation Council pending approval by the Federation Council.

Section 10.4

The Corporation will keep correct and complete books and records of account and will also keep minutes of the proceedings of the Federation Council: and it will keep at the registered or principal office a record giving the names and addresses of the members entitled to vote. All books and records of the Corporation may be inspected by any Federation Council member or his or her agent or attorney for any proper purpose at any reasonable time. Copies of all books and records of the Corporation for the current fiscal year may be inspected by any member of the Corporation within ninety (90) calendar days of notice and a processing fee not to exceed twenty-five United States dollars ($25) or its equivalent.

Section 10.5

The fiscal year of the Corporation will be February 1st through January 31st.

ARTICLE XI

Amendments

The Federation Council may amend these By-Laws to include or omit any provision that it could lawfully include or omit at the time the amendment is made. Upon written notice of at least thirty (30) days, any number of amendments or an entire revision of the By-Laws may be submitted and voted upon and will be adopted upon receiving a majority vote of the members of the Federation Council and the Council Prime.

Article XII

Dissolution

Upon the dissolution of the Corporation and after payment or the provision for payment of all the liabilities of the Corporation, the Federation Council will dispose of all of the assets of the Corporation to organizations that are then qualified as tax-exempt organizations under section 510(c)(3) of the Internal Revenue code. Upon dissolution of the Corporation, all Chapters of the Corporation shall become autonomous organizations and shall govern their own activities.