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Chapter Template for Bylaw Development

If any of the terms of this model draft are inconsistent with applicable local law, the chapter will be expected to comply with local law and notify the Internet Society of such discrepancies.

Questions?

If you have any further questions, please contact the Internet Society Chapter Support Team.

Bylaws of the Internet Society [ your chapter name ] Chapter

Update all copy as needed between […]
All copy between *…* is mandatory
See recommendations or comments between (…)

Article I. – Name
  • This organization shall be called the Internet Society [your chapter name] Chapter.
Article II. – Purpose
  • (Each chapter needs to have an explicit statement of purpose, which cannot be inconsistent with the purpose set forth in the Internet Society Articles of Incorporation. It also needs to clearly indicate that the Chapter is organized as a not for profit organization under applicable law).
  • [Chapters of the Internet Society serve the Society’s purposes by serving the interests of a local community through a local presence, focus on local issues and developments, and use of local languages].
  • This Chapter will serve persons who live or work in [your geographic area].
  • * The Internet Society charters this Chapter. These bylaws neither supersede nor abrogate any of the Bylaws of the Internet Society that regulate chapter affairs. *
Article III. – Membership
  • *All members of a chapter shall also be members of the Internet Society. Membership is not necessary, however, for participation in activities of the society or its chapters. *
  • *All individuals and organizations falling within the defined scope of the chapter shall be eligible for membership without discrimination. *
  • * Membership in the Chapter shall be open to all Internet Society members in the locality served by the Chapter. The Chapter may request payment of local dues, the amount of which will be determined by the Executive Committee. *
  • [Student membership shall be open to all full-time students; student membership dues shall be determined by the Executive Council, but shall not exceed 75 percent of regular member dues
Article IV. – Officers
  • The officers of this Chapter shall be: Chair, Vice Chair, Secretary, and Treasurer.
  • (Some chapters combine the offices of Secretary and Treasurer into one position. Other offices, such as Second Vice Chair or Program Chair may also be established in this article. Whatever offices are defined; there should be a corresponding section in the next article, Duties).
  • (Provisions for filling vacancies left by resignations should be included in this article. Provisions for limiting the length and number of terms a person can serve in a position also need to be included in this article).
  • (Provisions for removing an officer from his position should be included in this article.)
  • The officers shall be elected at the annual Election (or Business) meeting. They shall take office on [date] and serve for [define term of office].
  • (It is recommended that the Chapter’s election be held at the last or next to last meeting of the Chapter’s fiscal year or by mail ballot with the results announced at the Election meeting. This provides for or a period of transition from the outgoing Council to the incoming Council. Although it is discouraged, there are several Chapters that specify the term of office as Election meeting to Election meeting)
  • (Alternate: They shall take office immediately upon election and serve until their successor is elected).
Article V. – Duties of Officers
  • The chair is the principal officer and is responsible for leading the Chapters and managing its activities in accordance with the policies and procedures of the Internet Society and these bylaws. The Chair shall preside at all meetings of this Chapter and of its Executive Council.
  • [With the advice of the Chapter’s Executive Council, the Chair shall appoint all members of committees of this chapter and all Committee chairmen].
  • The Vice Chair shall preside at meetings in the absence of the Chair.
  • The Secretary shall keep the minutes of all Chapter and Executive Council meetings. Other duties of the Secretary include:
  • (Some reporting to Internet Society Headquarters is required by the Internet Society Policies including: an annual activity report, officer information, membership updates through the Chapter portal and an annual financial report. It is common to assign the duties for the first two of those to the Secretary).
  • Preparation of the Chapter’s Activity Report and submission of this report to the Internet Society Headquarters.
  • Notification to the Internet Society of any changes in the elected officers of the Chapter.
  • Submission of any proposed amendment of the bylaws to Internet Society for approval.
  • (As noted, in Article XI of these sample bylaws, proposed amendments must be approved before they can be submitted to the Chapter’s membership for a vote).
  • The Treasurer shall collect dues, pay all bills, and maintain the Chapter’s financial records. Duties of the Treasurer shall also include:
  • *Preparation of the Chapter’s Annual Financial Report for presentation to the Chapter at the Annual Election meeting*.
  • *Completion and submission of the Annual Financial Report to Internet Society. *
Article VI. – Executive Council
  • The Executive Council shall consist of the present Chapter officers, the immediate Past Chair, the chairmen of the Chapter’s standing committees and up to Members-at- Large.
  • (Some Chapter Councils consist of the current officers, the Past Chair, the chairmen of all committees, and representatives to other organizations).
  • The term of the members of the Council shall coincide with the terms of the officers.
Article VII. – Standing Committees
  • The Standing Committees of the Chapter shall be [List committee in your Chapter, i.e.; Programme, Arrangements, Education, Membership, Publicity, etc.].
  • (The number and functions of committees is determined by your Chapter activities and goals. Think about what you want to do this year and the in the foreseeable future and establish standing committees that correspond to those activities and the corresponding assignment of duties. Then define the general duties of the committees).
Article VIII. – Temporary Committees
  • With the advice of the Chapter Executive Council, the Chair may appoint such temporary committees as appropriate.
  • A Nominating Committee, consisting of at least three members of this Chapter, at least two of whom shall not be members of the Executive Council, shall be appointed by the Chapter Chair at least two months prior to the Elections.
  • (Some Chapters assign this function to the Past Chair, if available, as the person with no other required duties who knows what all the jobs required. You can also include when the slate of officers must be presented. The Committee can also be responsible for identifying people who may serve on the various committees).
  • [An Audit Committee shall be appointed by the Chapter Chair at the close of the fiscal year to assure the accuracy of the accounting of the Chapter’s funds for the year. This Committee should also verify the accuracy of the Financial Report prepared by the Treasurer for submission to the Internet Society].
  • (Descriptions of other Temporary Committees should be included in this Article).
Article IX. – Meetings
  • *The Chapter shall hold meetings only in places that are open and accessible to all members of the Society. *
  • (You may have additional local government requirements about openness to the public and accessibility for people of all abilities).
  • The Annual Business meeting shall be held at the last meeting of the program [your chapter fiscal] year. At this meeting, the Secretary and Treasurer each shall present a report. Also, the election of officers shall be held.
  • (This ties to Article IV, Officers, and their election. If you choose an alternative there, this section should correspond. For Chapters that conduct their elections by mail ballot, this section could read: Also, the Chair shall announce the results of the election of officers for the coming year).
  • * Notices of the place and time of all meetings shall be distributed to all members at least two (2) weeks prior to any meeting, by Internet mail or by oral or written notice duly served on or mailed. *
  • (Your chapter may want to define how many meetings there will be each year).
Article X. – Disbursements and Dues
  • Disbursements from the Treasury for Chapter expenditures shall be made by the Treasurer with authorization of the Executive Council and shall be included in the minutes of its meetings.
  • Dues shall be fixed annually by the Executive Council.
Article XI. – Amendment and Voting Procedures
  • *All proposed changes to these Chapter Bylaws need to be approved by the Internet Society before being presented to the Chapter membership for a vote. *
  • *Voting can take place in person, by mail ballot, or electronically*
  • *No official business of the Chapter shall be conducted unless a quorum of the Chapter is present or reached. *
  • *A quorum of the Chapter shall be defined as [xx] percent of the voting membership of the Chapter or [at least 10] members, which ever is greater. *
  • A simple majority of the members present and voting shall be required to carry a motion. (To vote on the Bylaws, the Chapter should have a quorum (50% of the members present unless specified otherwise) and the action will be passed by a plurality of affirmative votes (majority of those voting yes or no).
  • Officers will be elected by a plurality of votes. If the election is conducted by mail ballot or electronically, sufficient ballots must be returned to have a quorum.
  • (If elections are conducted by mail ballot, specific procedures should be included here, especially ballot preparation, how ballots are distributed, and how long the membership has to return the ballots).
Article XII. – Dissolution of the Chapter
  • Dissolution of this Chapter by consent of the members shall consist of unanimous agreement of all its officers together with a majority vote at a meeting which has been publicized in advance to all members of the Chapter for the purpose of taking this vote.
  • Should this Chapter be dissolved, its assets shall be transferred to [organization].
  • (Please include a plan for the dissolution of the chapter and where any remaining funds will be transferred).
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