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Bylaws of Kansas Equality Coalition, Inc.

As Amended August 24, 2008

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Article 1: Identification

Section 1: Name, Primary Office Location, and Chapter Convention

The name of this organization shall be Kansas Equality Coalition, Inc. The principal office of Kansas Equality Coalition, Inc., shall be in Sedgwick County, Kansas. The Chapter Convention shall be held in the month of January each year, at a place to be determined by the Chapter Conference.

Section 2: Mission

Our mission is to end discrimination based on sexual orientation and gender identity/expression, and to ensure the dignity, safety and legal equality of all Kansans.

Section 3. Not-for-Profit status

The mission, activities, and policies of Kansas Equality Coalition, Inc., shall be consistent with those set forth in Section 501(c)(4) of the Internal Revenue Code.

Section 4. Statement of Organization

The Kansas Equality Coalition is a unified statewide group of chapters of fair-minded people who are determined to end discrimination based on sexual orientation and gender identity. Those Chapters are represented at the Chapter Conference, the governing body of the Kansas Equality Coalition.

Section 5. Dissolution:

Upon dissolution of the corporation and at the direction of the Chapter Conference, assets shall be distributed for one or more exempt purposes within the meaning of Section 501(c)(4) of the Internal Revenue Code, or corresponding Section of any future federal tax code, or shall be distributed to the state or a local government for a public purpose.

Article 2: Non-Discrimination and Diversity

Section 1. Non-discrimination

Membership and participation in Kansas Equality Coalition, Inc., shall be free from discrimination on the basis of race, color, religion, age, national origin, gender, disability, sexual orientation, gender identity, or political affiliation.

Section 2: Diversity

Kansas Equality Coalition views diversity as a core value. We welcome and appreciate the wide range of human abilities and differences, including race, gender, gender expression, age, disability, religion, culture, sexual orientation, ethnicity, national origin, and socio-economic status. We will adopt a pluralistic framework in the development and delivery of our trainings, educational materials and programming, and political activism. We will reach out to all Kansans to ensure that our Chapter Conference, chapters, and general membership are reflective of the diversity of the communities in which we live.

Article 3: Definitions

Section 1: Notice

Any notice to Conference members required to be given by these Bylaws may be given by mailing the same to the member thereto at his/her address (either physical or electronic) as shown on the current record of members and such notice shall be deemed to have been given at the time of the dispatch of such mailing. Any notice required by these Bylaws may be waived by the person entitled to such notice.

Section 2: Quorum

A Quorum of the Chapter Conference shall be a majority of the currently serving members of the Conference.

Section 3: Supermajority

A supermajority shall be 75% (seventy-five percent) of all currently serving members of the Chapter Conference.

Article 4: Organizational Membership

Section 1: Organizational Definitions

Two types of organizations will qualify for membership in Kansas Equality Coalition, Inc. Each organization type shall have its own rights, privileges, and responsibilities to Kansas Equality Coalition, Inc., as enumerated below:

(A) Chapters:

(1) Shall incorporate independently, and shall adopt uniform bylaws as defined by the Chapter Conference.
(2) Shall use the name of the statewide organization and a locational identifier.
(3) Must meet minimum standards set for all chapters, as defined by the Chapter Conference
(4) Shall contribute a percentage, as determined by the Chapter Conference, of net donations and dues income to statewide organization
(5) Shall control appointment of two representatives to the Chapter Conference and an Alternate Representative.
(6) Shall have an autonomous local Board of Directors, elected by members local to each chapter
(7) May appoint local members to each statewide ad hoc committee
(8) Shall provide the State Secretary with a current list of Chapter members

(B) Supporting Organizations

(1) Must agree to publicly support, in general, the Mission Statement of Kansas Equality Coalition, Inc.
(2) May contribute a member to each statewide ad-hoc committee, but not Standing Committees
(3) May designate one member to sit on the Advisory Board

Section 2: Qualifications for Membership

Chapters and Supporting Organizations, are to be admitted by a supermajority vote of the Chapter Conference. All member organizations shall meet chapter standards as defined by the Chapter Conference. Organizational membership will be reviewed and audited periodically on a schedule to be determined by the Chapter Conference.

Section 3: Removal of Chapters

Chapters may only be removed for cause, and only by a supermajority vote of the Chapter Conference. Chapters may only be removed for gross violation of Mission Statement or Bylaws, for failure to meet minimum chapter standards, or failure of designated representatives to attend or participate in scheduled meetings.

Article 5: Individual Membership

Section 1: Chapter Membership

All individual members of Kansas Equality Coalition, Inc., shall be members of the chapter in the region in which they reside. Individuals residing in regions without chapter representation shall be assigned to the chapter nearest their residence.

Section 2: Qualifications for Membership

Membership is open to all who choose to join. Members in good standing will generally support the mission of Kansas Equality Coalition, Inc. and are current in their dues.

Section 3: Dues

Annual membership dues shall be determined by the Chapter Conference, and are payable to the chapter to which the member belongs.

Section 4: Removal of members

Chapter members may be removed only for cause, and only by the board of the chapter to which they belong, in accordance with their chapter bylaws. Cause is limited to:

(A) Failure to pay dues
(B) Gross violation of bylaws
(C) Misrepresentation of organization
(D) Actions against Mission Statement or Statement of Purpose

Article 6 Chapter Conference

Section 1: Membership and Duties

(A) The powers, duties, and functions of the Corporation shall be exercised by the Chapter Conference
(B) The Chapter Conference shall be composed of two representatives appointed by each of the chapters, a maximum of three (3) At-Large Directors, and a representative appointed by the Advisory Committee.
(C) Respective chapters shall have sole determination regarding the qualifications of a representative
(D) At-Large members are to be selected to accommodate needed special skills and diversity, or as honorary members, and should represent geographically diverse regions of the state.

Section 2: Meetings of the Chapter Conference

(A) The Chapter Conference shall meet monthly. Meeting locations shall rotate among the home offices of chapters, and may be attended by teleconference.
(B) Meetings of the Chapter Conference will be conducted in accordance with Roberts Rules of Order.

Section 3: Removal from Office

Representatives to the Chapter Conference may be removed only by a supermajority vote of the Chapter Conference, and only for gross violation of bylaws, misrepresentation of the organization, or acts against the mission of the organization.

Article 7: Officers of the Chapter Conference

Section 1: Election of Officers

(A) The officers of the Conference constitutes the Executive Committee.
(B) Officers shall be elected, at the annual meeting, by the Chapter Conference to terms of two years.
(C) The offices of Chair and Secretary shall expire in even-numbered years, and the offices of Vice-chair and Treasurer shall expire in odd-numbered years.
(D) The term of the Past Chair shall expire at the end of the current Chair’s term.
(E) In any situation in which the term of an Officer extends beyond the term limits defined in Article 6, Section 3, the term limit shall be waived for the remainder of the officer’s term.

Section 2: Responsibilities of the Officers

(A) Chair: The Chair shall, subject to the control of the Conference, preside at meetings of the Conference and all meetings of the Membership, and generally supervise, direct, and control the business and the officers of the Conference. The Chair shall have such other powers and duties as may be prescribed by the Conference or the Bylaws.
(B) Vice-chair: In the absence or disability of the Chair, the Vice-chair shall perform all the duties of the Chair and when so acting shall have all the powers of, and be subject to all the restrictions upon, the Chair.
(C) Secretary: The Secretary shall attend to the following:

(1) Book of Minutes: The Secretary shall keep or cause to be kept at the principal office or such other place as the Conference may direct a Book of Minutes of all meetings and actions of the Corporation, the Board and the Executive Committee, with the time and place of holding, whether regular or special, and, if special, how authorized, the notice given, the number of members present or represented at members’ meetings, and the proceedings of such meetings.
(2) Membership records: The Secretary shall keep or cause to be kept at the principal office, as determined by resolution of the Conference, record of the members showing the names and addresses of all members.
(3) Notices, Seal, and other duties: The Secretary shall give or cause to be given, notice of all meetings of the Corporation and of the Conference required by the Bylaws.

(D) Treasurer: The Treasurer shall:

(1) Keep or cause to be kept an account of all monies received and expended for the use of the Corporation. All sums received shall be deposited in the bank or banks approved by the Conference
(2) Make a report thereon at the annual meeting and at such other times as called for by the Conference.
(3) Provide to the Conference and to those members of the Corporation who request it in writing, within 30 days of the close of its fiscal year, a report containing the following information in reasonable detail:

(a) The assets and liabilities, including the trust funds, of the Corporation as of the end of the fiscal year.
(b) The principal changes in assets and liabilities, including trust funds, during the fiscal year.
(c) The revenue or receipts of the corporation, both unrestricted and restricted to particular purposes, for the fiscal year.
(d) The expenses or disbursements of the Corporation, for both general and restricted purposes, during the fiscal year.

Article 8: Records and Reports

Section 1: Maintenance and inspection of Articles and Bylaws

The Corporation shall keep the Bylaws, as amended to date, posted on the Kansas Equality Coalition website.

Section 2: Inspection by Board members

Every Board Conference Member shall have the absolute right at any reasonable time to inspect all books, records, and documents of every kind, as well as the physical properties of the Corporation.

Article 9: Standing Committees

Section 1: Committees

A. Executive Committee

1. The Executive Committee shall consist of the Chair, the Vice-chair, the Secretary, Treasurer, and past-Chair.
2. The Past Chair has no vote on the Executive Committee and must have served an entire term as Chair.
3. The Executive Committee shall administer or cause to be administered the ordinary and necessary business of the Corporation, and shall be responsible for such duties as required or empowered by the Conference.
4. The Executive Committee shall cause to be recorded, and all members of the Conference kept promptly and fully informed of, all actions taken by it.

B. Legal

1. Purpose: The purpose of the legal committee shall be to provide the state organization with legal advice as required and to serve as a resource for members, and others, regarding questions related to the mission of the organization.
2. Membership: Subject to subsection a, each Chapter and each Supporting Organization may appoint one or more members to serve on the legal committee. Each Chapter or Supporting Organization must designate a single representative as the voting member.

a. Membership shall be limited to attorneys licensed to practice law before the highest court of any state, commonwealth, or territory of the United States and in good standing with their governing authority.
b. The Chair and Vice-Chair of the organization shall serve as ex officio non-voting members of the committee.

3. Committee Officers: The committee chair and vice chair shall be appointed by a majority of the Chapter Conference.

C. Political Action Committee [PAC]

1. Organization: The PAC shall be organized as required by the laws, rules, and regulations of the State of Kansas and shall adopt, subject to approval of the Chapter Conference, By-Laws for the PAC.
2. Membership: Each Chapter may appoint one or more members to serve on the PAC. Each Chapter must designate a single representative as the voting member.
3. Committee Officers: The PAC Chair and Treasurer shall be appointed by a majority of the Chapter Conference.

D. Advisory Committee

1. The Advisory Committee shall consist of one member from each of the Supporting Organizations.
2. Responsibilities include coordinating activities with supporting organizations and the statewide organization and its chapters.
3. The Advisory Committee shall be chaired by the Vice chair of the Corporation, and shall meet at times and places established by a consensus of the Advisory Committee members.
4. The Advisory Committee shall select one (1) representative to the Chapter Conference.

E. Removal of Members:

Section 2: Ad-Hoc Committees

A. Creation: Ad-Hoc Committees may be created, for a variety of purposes, by a majority vote of the Chapter Conference. Ad-hoc committees will lead grass-roots involvement in Statewide and chapter organizational activities.)
B. Membership and Voting: Each Chapter and each Supporting Organization may appoint one or more members to serve on ad-hoc committees. Each Chapter or Supporting Organization must designate a single representative as the voting member.
C. Committee Officers: Ad-hoc committee chairs and vice chairs shall be appointed by a majority of the Chapter Conference.
D. Meetings and Quorums: Meetings of ad-hoc committees will meet at times and places as determined by a general consensus of the committee members, and may be attended via teleconference. A quorum shall be a majority of the serving voting committee members.
E. Removal of Ad-Hoc Committee Members: Ad-hoc committee members may be removed by their chapter or by a super majority vote of the Chapter Conference.
F. Dissolution of Ad-Hoc Committees: An Ad-Hoc committee may be dissolved by a majority vote of the Chapter Conference.

Article 10: Confidentiality

Kansas Equality Coalition, Inc., will not sell or otherwise make individually identifiable membership information available to any other group or party without the written consent of the member.

Article 11: Emergency Suspension of the Bylaws

Specific provisions of these bylaws may be suspended by a unanimous vote of all current members of the Chapter Conference. Suspensions must be limited to sixty (60) days.

Article 12: Amendments to the Bylaws

These bylaws may be amended by a supermajority vote of the Chapter Conference. All current members of the Chapter Conference must be provided with the final language of any amendment no fewer than thirty (30) days in advance of any vote to amend. As amended August 24, 2008