Amended By-Laws of CIO Forum, Inc.
As of July 14, 2000
ARTICLE I: Meetings
Section 1. Annual Meetings - The annual meetings of the members shall be held at the principal office of the association on Every First Week of June of each year.
Section 2. Monthly/Special Meetings - Monthly/Special meetings of the members shall be called every end of the month by the President of the association. During such meetings the President shall render his monthly report to the members regarding the activities of the association.
Special meetings may be called as the need thereof arises, by the Board of Trustees or the President or upon petition of 1/3 of the general membership.
Section 3. Notices - Notices of the date, time and place of annual, monthly and special meetings of the members shall be given either personally or by special delivery mail, at least one week before the date set for such meeting. In urgent cases, the notice may be communicated at least two days before the meeting personally or by telephone, or by telegram, if contact is not possible. The notice of every special meeting shall briefly the purposes of the meeting, except with the consent of all members present thereat.
Section 4. Waiver of Notice - Notice of meeting may be waived verbally by any member attending it.
Section 5. Quorum - a quorum for any meeting of the members shall consist of a majority of the members and a majority of such quorum may decide any question at the meeting, except those matters where the Corporation Code requires affirmative vote of a greater proportion.
Section 6. Order of Business - The order of business at the annual meeting of the members shall be as follows:
- Proof of service of the required notice of the meeting, except when such notice is waived by the members constituting a quorum.
- Proof of the presence of a quorum.
- Reading and approval of the minutes of the previous annual meeting, except when such reading is dispensed with by a majority vote of those present.
- Unfinished business.
- Report of the President.
- Election of the Trustees for the ensuing year.
- Other matters.
The order of business at any meeting may be changed by a vote of a majority of the members present.
Section 7. Voting Proxy - Members shall be entitled to one vote and they may vote either in person or by proxy, which shall be in writing and filed with the Secretary of the Association before the scheduled meeting.
ARTICLE II: Trustees
Section 1. Board of Trustees - The corporate powers of the association shall be exercised, its business conducted and its property controlled by the Board of Trustees.
Section 2. Qualifications - No members shall be eligible to election to the Board of Trustees unless he has the following qualifications:
- Must be of legal age
- Must be a Filipino citizen
- Must be of good moral character
Section 3. Disqualification of Directors, Trustees or Officers - No member convicted by final judgment of an offense punishable by imprisonment for a period exceeding six (6) years, or a violation of this code committed within five (5) years prior to the date of his election or appointment, shall qualify as a trustee or officer.
ARTICLE III: Officers
Section 1. Officers - The officers of the association shall be a President, a Vice-President, a Secretary, a Treasurer and an Auditor. They shall be elected by the Board of Trustees from among themselves. The Board may continue compatible offices in a single person.
Section 2. Term of Office of Officers - All officers of the association shall hold office for two years and until their succesors are duly elected and qualified.
ARTICLE IV: Functions & Powers of Officers
Section 1. President - The President shall be the Chief Executive Officer of the association. In addition to the duties as such, he shall preside in all meetings of the Board of Trustees and those of the members of the association.
He shall execute all resolutions and/or decisions of the Board of Trustees. He shall be charged with directing and overseeing the activities of the association. He shall appoint and have control over all employees of the association, review and approve expense vouchers. Together with the Secretary of the association, he shall present to the Board of Trustees and the members an annual budget and, from time to time as may be necessary, supplemental budgets. He shall submit to the Board as soon as possible after the close of each fiscal year, and to the members of each annual meeting, a complete report of the activities and operations of the association for the fiscal year under his term.
Section 2. Vice President - The Vice President if qualified, shall exercise all powers and perform all duties of the President during the absence or incapacity of the latter and shall perform duties that may be assigned by the Board of Directors.
Section 3. Secretary - The Secretary shall give all the notices required by these By-Laws and keep the minutes of all meetings of the members and of the Board of Trustees and of all meetings of all committees, in a book kept for the purpose. He shall keep the seal of the association and affix such seal to any paper or instrument requiring the same. He shall have custody of the correspondence, files and all other papers that are to be kept by the treasurer. He shall maintain the members' register, have charge of the bulletin board at the principal office of the association. He shall also perform all such other duties and work as the Board of Trustees may from time to time assign to him.
Section 4. Treasurer - The Treasurer shall have charge of the funds, receipts and disbursements of the association. He shall keep all money and other valuables of the association in such bank or banks as the Board of Trustees may designate. He shall keep and have charge of the book of accounts which shall be open to inspection by any member of the Board of Trustees, whenever required, an account of financial condition of the association and of all transactions made by him as Treasurer. He shall also perform such other duties and functions as may be assigned to him from time to time by the Board of Trustees. He shall post a bond in such amount as may be fixed by the Board of Trustees.
Section 5. Auditor - He shall examine financial records and audit money. He shall also perform other functions as may be provided for by the Board of Trustees.
ARTICLE V: Members
Section 1. Qualifications for Membership - The Board shall determine the qualifications of an applicant for membership.
Section 2. Rights of Members - A member shall have the following rights:
- To exercise the right to vote on all matters relating to the affair of the association;
- To be eligible to any elective or appointive office of the association;
- To participate in all deliberations/meetings of the association;
- To avail of all facilities of the association;
- To examine all the records or books of the association during business hours.
Section 3. Types of Members - There shall be two general types of membership, Individual and Institutional. The Individual Members shall be classified further into three types, i.e. regular, associate and honorary.
Section 4. Definition:
- Regular Members. Regular Members are those CIOs (IS Planner, MIS heads) of good standing.
- Associate Members. Associate Members are those ex-CIOs or ex-MIS/EDP Heads who are registered as member of the CIO Forum of good standing.
- Honorary Members. Honorary Members are individuals who provided invaluable contributions to the CIO Forum and conferred honorary membership by the Board.
- Institutional Members. Institutional Members are private organizations who provided invaluable contributions to the CIO Forum and conferred institutional membership by the Board.
Section 5. Rights of Members
- Regular Members shall have the following rights and privileges:
- To exercise the right to vote on all matters relating to the affairs of the association;
- To be eligible to any elective or appointed office of the association;
- To participate in all deliberations/meetings of the association;
- To avail of all facilities of the association; and
- To examine all records of books of the association during business hours.
- Associate Members shall have the same rights and privileges as the Regular Members except the election to any position of the association. However, they can be appointed as member of the Advisory Board or Chair of any committee.
- Honorary Members shall have no voting rights and cannot be elected to any position of the association except that of a member of the Advisory Board or Chair of any committee.
- Institutional Members. Its representative has no voting rights and cannot be elected to any position.
Section 6. Duties and Responsibilities of the Members. A member shall have the following duties and responsibilities:
- to obey and comply with the by-laws, rules and regulations that may be promulgated by the association from time to time;
- to attend all meetings that may be called by the Board of Trustees;
- to pay membership dues and other assessment of the association, except Honorary Members. (As amended per Special Meeting by the majority of the Board of Trustees held on July 14, 2000.)
ARTICLE VI: Suspension, Expansion and Termination of Membership
Suspension, expulsion and termination of membership, shall be in accordance with the rules and regulations of the association.
Any member of the association may file charges against a member by filing a written complaint with the Secretary of the association. The Board of Trustees shall call a special meeting of the members to consider the charges. The affirmative vote of 1/3 of all the members of the association shall be necessary to suspend a member; Provided that where the penalty is expulsion, the affirmative vote of 2/3 of all the members shall be necessary to expel a member.
ARTICLE VII: Funds
Section 1. Funds - The funds of the association shall be derived from admission fees, annual dues and special assessments of members, gifts, donations or benefits.
Section 2. Fees and Dues - Every member of the association shall, in addition to the membership fee, pay dues and/or assessments that may be imposed by the association from time to time.
Section 3. Disbursement - Withdrawal from the funds of the association, whether by check or any other instrument shall be signed by the Treasurer and countersigned by the President. If necessary, the Board of Trustees may designate other signatories.
Section 4. Fiscal Year - The fiscal year of the association shall be from January 1st to December 31st of each year.
ARTICLE VIII: Corporate Seal
Section 1. Form - The corporate seal of the association shall be in such form and design as may be determined by the Board.
ARTICLE IX: Amendments of the By-Laws
Section 1. Amendments - These by-laws, or any provision thereof, may be amended or repealed by a majority vote of the regular members and by a majority vote of the Trustees at any regular or special meeting duly held for the purpose. (As amended on July 14, 2000.)
Adopted this 18th day of March, 1996 in Quezon City by the affirmative vote of the undersigned members representing a majority of the members of the association in a special meeting duly held for the purpose.
(NOTE: If filed with Articles of Incorporation, should be signed by all incorporators; if filed after incorporation, should be signed by majority of the members.)