The OMNI User Home Page

Article I

Name, Purpose, and Powers

Section 1: The name of the corporation shall be The OMNI User, hereinafter called OMNI or Omni.

Section 2: The purposes of OMNI are:

(a.) To promote education and fellowship among members of the Information Technology community.

(b.) To serve its members through the willing exchange of ideas and information regarding the most effective and efficient means and methods for installing, operating and increasing the effectiveness of business systems.

(c.) To disseminate information regarding the Information Technology profession.

Section 3: OMNI shall have all those powers now or hereafter granted by the Illinois General Not-for-Profit Corporation Act, and by these By-Laws not inconsistent with said Act and OMNI’s Articles of Incorporation.

Article II

Registered Office and Agent, Use of Gender

Section 1: OMNI shall have and continuously maintain in this state a registered office and a registered agent at such office, which may be located at either the home or business address of said agent.

Section 2: Terms denoting gender used within these By-Laws are without prejudice or restriction and apply equally to persons of both sexes.

Article III

Membership

Section 1: Membership shall be open to all persons of good character interested in participating and furthering the purpose of OMNI as stated in Article I Section 2.

Section 2: Membership Application

(a.) Membership applications shall consist of a form minimally stating the applicant’s name, mailing address, phone, and current system (if any). Additional information may be requested, but not required, at the discretion of the Board of Directors. Accompanying the application must be payment of the annual dues.

(b.) Acceptance of applicants is at the discretion of the Board of Directors.

(c.) In the event of a rejection of an applicant, an appropriate letter from the Board of Directors shall be mailed along with the original application and a refund of the dues payment.

Section 3: Voluntary resignation of membership is not required, however it may be made by letter to the Board of Directors.

Section 4: If a member violates any provision of the OMNI Code of Ethics or otherwise conducts himself in an undesirable or unprofessional manner, the Board of Directors may, at its next regularly scheduled meeting by a two thirds vote of a quorum of the attending members terminate the membership of said member. Refund of dues is at the discretion of the Board of Directors.

Article IV

Government

Section 1: The affairs of OMNI shall be managed by its Board of Directors hereinafter called the Board or Board of Directors. All members of the Board must be members of OMNI in good standing.

Section 2: The Board of Directors shall consist of:

(a.) Ten directors elected by the general membership of OMNI and one director employed by and appointed by IBM, based on approval by the then current OMNI Board of Directors.

(b.) The most recent present past President of OMNI.

Section 3: Officers of OMNI and their major responsibilities:

(a.) President

Delegate and direct the Board and Committees

Conduct Board Meetings

Conduct regular meetings

Negotiate or delegate the negotiation of contracts with OMNI vendors

Report to the Board

(b.) Vice President

Act in the absence of the President

Coordinate special mailings, including the Alumni newsletter, as directed by the board of directors

Assist the President as requested

Report to the Board

(c.) Seminar Vice-President

Schedule speakers for regular meetings with the approval of the Board

Introduce speakers at each meeting, thank the speaker and give gift at the end of the regular meeting

Send out thank you letters to speakers after meetings

Send out confirmation letters to upcoming speakers

Give briefing of upcoming speakers at each regular meeting

Arrange needed equipment for speakers

Obtain speaker gifts with the approval of the board

Distribute, collect, and summarize monthly evaluation forms

Report to the Board

(d.) Secretary

Record and distribute the minutes from Board meetings

Maintain and distribute the Board members name and address list

Make arrangements for Christmas cards to be sent to membership

Call and retrieve messages from the voice mail system and distribute the messages

Sit at the registration table and assist the treasurer at the regular meetings

Report to the Board

(e.) Treasurer

Collect annual dues and monthly fees and report same to Membership and Database Director

Collect other income and report same to the Board

Disburse funds as directed by the Board

Balance the checkbook � Interface with the banks

Prepare monthly and annual financial statements and work with the accounting firm

Interface with Federal, State, and Local fiscal agencies as required

Furnish Membership and Database Director with new membership data

Use the approved financial software package

Report to the Board

(f.) Membership and Database Director

Prepare the monthly newsletter labels for the Communications Director

Maintain the Membership Database and record membership dues

Print address labels from the database for the monthly newsletter

Generate individual and corporate membership lists for the regular meetings

Create and generate reports from the database as requested

Distribute potential membership information to requesters

Develop membership information for future flyers

Develop questionnaire for new/present members regarding wants, likes, dislikes, etc.

Assist in the development and distribution of special occasion material

Report to the Board

(g.) Public Relations and Advertising Director

Coordinate the advertisers for the OMNI newsletter each month

Respond to all advertising inquiries in writing

Pre-approve all advertisements

Coordinate with the Communications Director the number of advertisers and pieces each month

Coordinate advertising payments with the Treasurer

Keep a record of the contract with the advertisers

Report to the Board

(h.) Technical Conference Director

Oversee the conference, arrange for the formation of a conference committee, and develop a budget

Negotiate contracts with OMNI conference vendors

Coordinate with treasurer all conference receipts and disbursements

Keep the Board informed about the progress of the conference via monthly reports

Report to the Board

(i.) Webmaster

Continually update the OMNI website with the latest information on meetings and other activities of OMNI. This would include, but not to be limited to:
---- Monthly meeting information.
---- Posting of the monthly newsletter.
---- Dissemination via the website of detailed information on OMNI's annual conference.
---- Calendar of planned activities and opportunities - defined as activities of OMNI or other user groups to which we are associated, but excluding any commercial activities by for-profit vendors.

Develop and recommend to the OMNI Board of Directors an advertising policy for the OMNI website, and when necessary updates to this policy.

Act as liaison/controller to the Web Hosting Service Provider and internet registrar and maintain the operational integrity of the server as it relates to the OMNI site.

Safeguard all data which may be developed through use of the OMNI website in accordance with the privacy policy as set by the OMNI Board of Directors.

Report to the board monthly on status of the site operations and any recommendations for changes to its operations.

(k.) Communications Director

Prepare and coordinate the monthly newsletter with the Secretary and Advertising director

Send newsletter material to the mailing agency

Keep an inventory of OMNI stationery

Develop and maintain the OMNI web site

Report to the Board

(k.) IBM Liaison

Creating and nurturing the OMNI/IBM strategic relationship

Facilitating communications between the two organizations

Report to the Board of Directors

(l.) Past President

Act as liaison to COMMON

Coordinate, in conjunction with the President, the annual awards ceremonies including purchase of said awards

Coordinate the annual election of the Board of Directors

Report to the Board

Section 4: General Elections

(a.) General elections for the Board of Directors will be held the first general meeting of the calendar year.

(b.) All paid members, as determined by the OMNI Membership Director, are eligible to vote if physically present at this meeting. There will be no proxy voting.

Section 5: Election of Officers

(a.) Officers of OMNI shall be elected by and from the Board of Directors.

Section 6: The Board, at its discretion, may appoint temporary or permanent committees comprised of members of the Board and/or members from the general membership. Committee members serve only for the function appointed and are not members of the Board unless previously elected in accordance with these By-Laws.

Section 7: In the event that a member of the Board of Directors resigns, for any reason, the remaining members of the Board may appoint a willing member from the general membership to serve in the vacated position. Said member, by virtue of the office held, becomes a full member of the Board of Directors with all rights and duties thereof.

Section 8: A member of the Board of Directors may be removed from the Board, for any reason whatsoever, only by unanimous vote of the remaining members of the Board. All remaining members voting in said action must be present - there will be no proxy vote.

Article V

Fiscal Policies

Section 1: The fiscal year of OMNI shall be the first of January and end the last day of December in each year.

Section 2: Membership dues shall be paid in a manner and an amount to be determined by the Board of Directors.

Section 3: Dues will be delinquent if not paid 30 days after the expiration of previous year's membership. Members who have not paid their dues within this period of time shall cease to be members of OMNI provided they have been invoiced for their membership dues.

Section 4: All checks, drafts or other orders for the payment of money, notes or other evidence of indebtedness issued in the name of OMNI, shall be signed by such officer or officers, agent or agents, of OMNI and in such manner as shall from time to time be determined by resolution of the Board of Directors. In the absence of such determination by the Board of Directors, such instruments shall be signed by the Treasurer and countersigned by the President or Vice-President of OMNI.

Section 5: All funds of OMNI shall be deposited from time to time to the credit of OMNI in such banks, trust companies, or other depositories as the Board of Directors may select.

Section 6: No director, officer or member shall receive any compensation for services to OMNI, but in event of out-of-pocket expenditures for previously authorized OMNI purposes in performing such services, shall be entitled to reimbursement at the discretion of the Board of Directors.

Section 7: In the event of the dissolution of OMNI, any assets remaining after satisfaction of OMNI’s legal liabilities and obligations shall be distributed in equal shares among the then paid-up members of OMNI.

Article VI

Meetings

Section 1: General meetings are those attended by all members. General meetings are held the 3rd Tuesday of each month unless changed by the Board of Directors. All members are notified via mail of each upcoming general meeting.

Section 2: Board meetings are those attended by the Board of Directors. Board meetings may be attended by any member who wishes to attend, but only Board Members may vote at Board Meetings. Board meetings are held at the discretion of the Board.

Section 3: The parliamentary procedure of all OMNI meetings shall conform to the rules in “Robert’s Rules of Order”.

Section 4: All OMNI members shall conform to the following Code of Ethics whenever attending any meeting - General or Board.

(a.) There shall be no vendor initiated sales contacts with attendees during OMNI meetings.

(b.) There shall be no vendor displays at OMNI meetings unless approved by the Board of Directors in advance.

(c.) Sales notices of any type are not to be placed on bulletin boards, left on tables or made publicly available during OMNI meetings unless approved by the Board of Directors in advance.

(d.) Offers of employment are not to be made at any time during OMNI meetings.

(e.) The President and/or a member of the Board of Directors reserve the right to determine if any activity is in violation of the Code of Ethics.

(f.) There shall be no reselling of the membership address list to vendors for explicit mailings regardless of content.

Article VII

Amendments

Section 1: Any member of OMNI may submit an amendment or recommendation for amendment of the By-Laws to the Board for consideration at any time. Said amendment or recommendation must be presented to the general membership for discussion prior to adoption or rejection by the Board of Directors.

Section 2: These By-Laws may be amended, altered, or repealed and new By-Laws adopted at the discretion of the Board of Directors as stated in section 1.

Section 3: Members of OMNI shall be notified of any and all changes in these By-Laws via written notice within 60 days of Board action.

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