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The bylaws for CSTART's legal entity (which does not exist yet but hopefully will soon) are currently being drafted.

To follow discussion of the bylaws, see this forum thread.

The draft bylaws below are not binding on anybody.

Contents 1 Bylaws Working Draft 1.1 ARTICLE I ORGANIZATION 1.2 ARTICLE II PURPOSES 1.3 ARTICLE III MEMBERSHIP 1.4 ARTICLE V VOTING 1.5 ARTICLE VI ORDER OF BUSINESS 1.6 ARTICLE VII BOARD OF DIRECTORS 1.7 ARTICLE VIII OFFICERS 1.7.1 ARTICLE XX VOTES OF NO CONFIDENCE 1.7.2 ARTICLE XX PROJECTS 1.7.3 ARTICLE XX GRANTS 1.7.4 ARTICLE XX PRIZES 1.7.5 ARTICLE XX CONTRACTS 1.7.6 ARTICLE XX LAUNCHES 1.8 ARTICLE IX SALARIES 1.9 ARTICLE X COMMITTEES 1.10 ARTICLE XII AMENDMENTS 1.10.1 ARTICLE XX DISSOLVEMENT OF ORGANIZATION

[edit] Bylaws Working Draft

BY-LAWS OF CSTART, A NOT-FOR-PROFIT CORPORATION Red highlighting denotes required fields. Yellow is filled in but requires collaboration. Green is the "final draft" of that section - Titan Miller (Rocket-To-The-Moon) 11/20/09 11:45 AM

[edit] ARTICLE I ORGANIZATION

1. The name of the organization shall be Collaborative Space Travel And Research Team.

2. The organization shall have a seal which shall be in the following form: [DESCRIBE]

3. The organization may at its pleasure by a vote of the membership body change its name.

[edit] ARTICLE II PURPOSES

The following are the purposes for which this organization has been organized:

• to organize and finance the efforts of space enthusiasts around the world who are interested in using collaborative design, volunteer labor, innovative, low-cost technology and open data sharing to further the cause of manned and unmanned space exploration and research.

[edit] ARTICLE III MEMBERSHIP

Membership in this organization shall be open to all who are able and willing to contribute to the organization as outlined in Article II.

== ARTICLE IV MEETINGS == (I sincerely hope that these need not be in meatspace. -Ben Miller-Jacobson 12/4/09 10:31 PM I have been advised by a lawyer on Reddit that "You can hold meetings wherever or however you wish, provided (1) you are doing so in accordance with your bylaws, (2) you are taking care of the typical formalities of a company, and (3) your board secretary is keeping minutes of the meeting. In regards to (2), the typical formalities would include, but are not limited to, approving last meeting's minutes, hearing officer/committee reports, and elect directors (on an annual basis)." -Luke Maurits 12/15/09 9:37 PM -Luke Maurits 12/15/09 9:40 PM)

The annual membership meeting of this organization shall be held on the __________ day of [MONTH] each and every year except if such day be a legal holiday, then and in that event, the Board of Directors shall fix the day but it shall not be more than two weeks from the date fixed by these By-Laws.

The Secretary shall cause to be mailed to every member in good standing at his address as it appears in the membership roll book in this organization a notice telling the time and place of such annual meeting.

Regular meetings of this organization shall be held [LOCATION].

The presence of not less than _________ ( ____%) Is this the members of the board, or the entire organization? -Titan Miller 11/20/09 11:49 AM percent of the members shall constitute a quorum and shall be necessary to conduct the business of this organization; but a lesser percentage may adjourn the meeting for a period of not more than _________ weeks from the date scheduled by these By-Laws and the secretary shall cause a notice of this scheduled meeting to be sent to all those members who were not present at the meeting originally called. A quorum as herein before set forth shall be required at any adjourned meeting.

Special meetings of this organization may be called by the president when he deems it for the best interest of the organization. Notices of such meeting shall be mailed to all members at their addresses as they appear in the membership roll book at least ten (10) days before the scheduled date set for such special meeting. Such notice shall state the reasons that such meeting has been called, the business to be transacted at such meeting and by whom it was called. At the request of ___________ ( _____%) percent of the members of the Board of Directors or ___________ ( _____%) percent of the members of the organization, the president shall cause a special meeting to be called but such request must be made in writing at least ten (10) days before the requested scheduled date.

No other business but that specified in the notice may be transacted at such special meeting without the unanimous consent of all present at such meeting.

[edit] ARTICLE V VOTING

At all meetings, except for the election of officers and directors, all votes shall be by voice What does this mean? Surely not physically vocalising "Yay" or "Nay"? If so, this is inappropriate for electronic meetings and we will need an alterative -Luke Maurits 12/15/09 8:03 PM . For election of officers, ballots shall be provided and there shall not appear any place on such ballot that might tend to indicate the person who cast such ballot.

At any regular or special meeting, if a majority so requires, any question may be voted upon in the manner and style provided for election of officers and directors. At all votes by ballot the chairman of such meeting shall, prior to the commencement of balloting, appoint a committee of three who shall act as "Inspectors of Election" and who shall, at the conclusion of such balloting, certify in writing to the Chairman the results and the certified copy shall be physically affixed in the minute book to the minutes of that meeting.

No inspector of election shall be a candidate for office or shall be personally interested in the question voted upon.

== ARTICLE XX OFFICIAL DOCUMENTS == (I am not going to bother keeping article numbering consistent during the drafting period since things will be being added/deleted/moved consantly. My kingdom for LaTeX! -Luke Maurits 12/15/09 8:05 PM)

The official documents of the organization shall be:

• The Mission Statement
• The Social Contract
• The Design Philosophy

The official documents are to be licensed under the terms of the CC-BY-NC-ND license. The current versions of the official documents are to be at all times readily available from the organization website. Ammendments to the official documents shall be made only by an affirmative vote of not less than ___ % of the members.

[edit] ARTICLE VI ORDER OF BUSINESS

1. Roll Call. 2. Reading of the Minutes of the preceding meeting. 3. Reports of Committees. 4. Reports of Officers. 5. Old and Unfinished Business. 6. New Business. 7. Adjournments.

[edit] ARTICLE VII BOARD OF DIRECTORS

The business of this organization shall be managed by a Board of Directors consisting of [#] members, together with the officers of this organization. At least one of the directors elected shall be a resident of the State of __________ What is that supposed to mean? Are we required to have a board member in our arbitrarily chosen state? -Ben Miller-Jacobson 12/4/09 10:34 PM and a citizen of the United States.

The directors to be chosen for the ensuing year shall be chosen at the annual meeting of this organization in the same manner and style as the officers of this organization and they shall serve for a term of _______ years.

The Board of Directors shall have the control and management of the affairs and business of this organization. Such Board of Directors shall only act in the name of the organization when it shall be regularly convened by its chairman after due notice to all the directors of such meeting.

___________ ( ____%) percent of the members of the Board of Directors shall constitute a quorum and the meetings of the Board of Directors shall be held regularly on the [DATE]. Allowences ought to be made for varying time zones, if the meetings are online. -Ben Miller-Jacobson 12/4/09 10:37 PM

Each director shall have one vote and such voting may not be done by proxy.

The Board of Directors may make such rules and regulations covering its meetings as it may in its discretion determine necessary.

Vacancies in the Board of Directors shall be filled by a vote of the majority of the remaining members of the Board of Directors for the balance of the year.

The President of the organization by virtue of his office shall be Chairman of the Board of Directors.

The Board of Directors shall select from one of their members a secretary.

A director may be removed when sufficient cause exists for such removal. The Board of Directors may entertain charges against any director. A director may be represented by counsel upon any removal hearing. The Board of Directors shall adopt such rules for this hearing as it may in its discretion consider necessary for the best interests of the organization.

[edit] ARTICLE VIII OFFICERS

The initial officers of the organization shall be as follows: President: Vice President: Secretary: Treasurer: Web Systems Officer: Media Officer: Liaison Officer:

The President shall preside at all membership meetings. He shall by virtue of his office be Chairman of the Board of Directors. He shall present at each annual meeting of the organization an annual report of the work of the organization. He shall appoint all committees, temporary or permanent. He shall see all books, reports and certificates required by law are properly kept or filed. He shall be one of the officers who may sign the checks or drafts of the organization. He shall have such powers as may be reasonably construed as belonging to the chief executive of any organization. This point is vague and open ended, and hence scares me. Is this a legal necessity? If it is legally possible, I would rather see the President have only those powers which are explicitly enumerated in these Bylaws, no others. -Luke Maurits 12/15/09 9:18 PM

The Vice President shall in the event of the absence or inability of the President to exercise his office become acting president of the organization with all the rights, privileges and powers as if he had been the duly elected president.

The Secretary shall keep the minutes and records of the organization in appropriate books. It shall be his duty to file any certificate required by any statute, federal or state. He shall give and serve all notices to members of this organization. He shall be the official custodian of the records and seal of this organization. He may be one of the officers required to sign the checks and drafts of the organization. He shall present to the membership at any meetings any communication addressed to him as Secretary of the organization. He shall submit to the Board of Directors any communications which shall be addressed to him as Secretary of the organization. He shall attend to all correspondence of the organization and shall exercise all duties incident to the office of Secretary.

The Treasurer shall have the care and custody of all monies belonging to the organization and shall be solely responsible for such monies or securities of the organization. He shall cause to be deposited in a regular business bank or trust company a sum not exceeding $ _______ and the balance of the funds of the organization shall be deposited in a savings bank except that the Board of Directors may cause such funds to be invested in such investments as shall be legal for a non-profit corporation in this state. I do not understand a lot of this previous point. Why do we need to have two bank accounts, one of them with an arbitrary amount under some limit? -Luke Maurits 12/15/09 9:16 PM He must be one of the officers who shall sign checks or drafts of the organization. No special fund may be set aside that shall make it unnecessary for the Treasurer to sign the checks issued upon it. He shall render at stated periods as the Board of Directors shall determine a written account of the finances of the organization and such report shall be physically affixed to the minutes of the Board of Directors of such meeting. He shall exercise all duties incident to the office of Treasurer. Something in the rules for the Treasurer, or elsewhere in the bylaws if that is appropriate, it should be stipulated that money may only be used for (i) running costs of the organization or (ii) in the aid of an official project (see further down) by means of a grant, prize or contract (also see futher down) -Luke Maurits 12/15/09 9:17 PM

For the purposes of outlining the duties of the Web Systems Officer, the "essential web services" of the organization shall be the organization's:

• Website
• Webmail system
• Forums
• Wiki

For the purposes of outlining the duties of the Web Systems Officer, the term "essential details" shall be understood to mean the usernames, passwords and other items of knowledge required to effectively administer the essential web services. The Web Systems Officer shall at all times be aware of the current essential details. The Web Systems Officer shall be the only person to change the essential details. The Web Systems Officer shall ensure that the President and Vice President of the organization are at all times aware of the current essential details. The Web Systems Officer shall under no circumstances disclose current or past essential details to any persons other than the current President or Vice President of the organization. The Web Systems Officer shall ensure that the content of the essential web services is backed up offsite at least once per ______. We need to make provisions somewhere for not fulfilling these criteria to be grounds for dismissal of a WSO -Luke Maurits 12/15/09 8:15 PM

For the purposes of this section of the bylaws, the "web media services" of the organization shall be the organization's:

• Twitter account
• YouTube account
• FaceBook page

For the purposes of outlining the duties of the Media Officer, the term "essential details" shall be understood to mean the usernames, passwords and other items of knowledge required to effectively administer the web media services. The Media Officer shall at all times be aware of the current essential details. The Media Officer shall be the only person to change the essential details. The Media Officer shall ensure that the President and Vice President of the organization are at all times aware of the current essential details. The Media Officer shall under no circumstances disclose current or past essential details to any persons other than the current President or Vice President of the organization. The Media Officer shall use the web media services to inform the public of the operations of the organization subject to these conditions:

• The Media Officer shall not use the web media services to speak of CSTART in a negative manner.

The Liaison Officer shall...Need to write something about LO being the person to send the "Offer of Friendship" letters associated with the "Friends of CSTART" project -Luke Maurits 12/15/09 9:20 PM

Officers shall by virtue of their office be members of the Board of Directors. Do we want this to be the case for, e.g. Liaison Officer, Web Systems Officer? -Luke Maurits 12/15/09 8:02 PM

No officer shall for reason of his office be entitled to receive any salary or compensation, but nothing herein shall be construed to prevent an officer or director for receiving any compensation from the organization for duties other than as a director or officer.

[edit] ARTICLE XX VOTES OF NO CONFIDENCE

At the request of not less than _____ members, a special meeting may be convened to hold a vote of no confidence for any member of the board of directors, any member of any committee of the organization or any officer of the organization. A vote of no confidence is indicates a belief that the member has:

• Failed to uphold their duties as specified by these bylaws
• Conducted an official act which is plainly contrary to the spirit of the organization's current Social Contract

In response to an affirmative vote of no confidence by not less than ____% of the members, a member of the board, of a committee or an officer may be removed from their position. In the event of the removal of a member of the board of directors, official activities of the organization shall cease until the vacancy is filled by a means which is in compliance with the rest of these bylaws. In the event of the removal of a member of a committee, official activities of that committee shall cease until the vacancy is filled by a means which is in compliance with the rest of these bylaws.

[edit] ARTICLE XX PROJECTS

There shall at all times be a list of official projects of the organization. Every official project shall have:

• A name
• A clearly defined completion criteria
• A completion date
• A total allowed budget

New projects may be instantiated at any time by an affirmative vote of not less than ____ % of the members, subject to these conditions:

• No project's completion criteria may involve or necessitate activities which are plainly contrary to the spirit of the organization's current Social Contract
• Each project shall be defined to be one of two types: short term and long term.
• Short term projects shall have a completion date not more than ___ years from the date of instantiation.
• Long term projects shall at their instantiation, have a completion date of not more than ___ years from the date of instantiation.
• Short term projects shall have a total allowed budget not exceeding $______.
• Long term projects shall have a total allowed budget not exceeding $______.
• There shall be no more than ______ simultaneously active short term projects at any time.
• There shall be no more than one active long term project at any time.

A project shall end upon the earliest of the following occurrences:

• When the completion criteria is clearly met
• When completion date has arrived
• A motion to prematurely end the project receives an affirmative vote of not less than ___ % of the members.

If a project is to end due to the arrival of the completion date prior to the completion criteria being met, a one time extension of the completion date by not more than ___ years for short term and ____ years for long term projects may be granted in the event of an affirmative vote of not less than ____% of the members. As is probably obvious, CLLARE is a long term project, OHKLA is a short term project -Luke Maurits 12/15/09 8:28 PM

[edit] ARTICLE XX GRANTS

The organization may, at its discretion (This will need to be made more clear -Luke Maurits 12/15/09 9:04 PM) , award grants to persons or groups subject to the following conditions:

• No grant shall be awarded to encourage activities which are plainly contrary to the spirit of the organization's current Social Contract
• Each grant shall be awarded to encourage activity which is in aid of a current official project of the organization (as defined in ARTICLE XX)
• The amount of a grant must not result in the total expenditure of the official project which the grant is in aid of to exceed that project's total allowed budget Perhaps also, shall not cause the remaining amount of budgeted money to decrease to such a level that there is less than $_____ per remaining year of the proejct, or something like this -Luke Maurits 12/15/09 9:06 PM
• Probably want something in here about openness -Luke Maurits 12/15/09 9:11 PM

[edit] ARTICLE XX PRIZES

There shall be at all times a list of official prizes of the organization. Every official project shall have:

• A name
• A total prizes amount
• A clearly defined winning achievement
• A preliminary list of rules
• A completion date

New prizes may be established at any time by an affirmative vote of not less than ____ % of the members, subject to these conditions:

• No prize's winning achievement may involve or necessitate activities which are plainly contrary to the spirit of the organization's current Social Contract
• The winning achievement of each prize shall be directly in aid of a current official project of the organization (as defined in ARTICLE XX)
• The total prizes amount of a new prize must not result in the total expenditure of the official project which the prize's winning achievement is in aid of to exceed that project's total allowed budget.Perhaps also, shall not cause the remaining amount of budgeted money to decrease to such a level that there is less than $_____ per remaining year of the proejct, or something like this -Luke Maurits 12/15/09 9:07 PM
• The preliminary list of rules of each prize shall stipulate that all intellectual property generated by all registered entrants of the prize (including those who do not win the prize) shall, at the prizes completion, be transferred to the CSTART organization, who shall be required (i) in the case of copyrights on works which are not computer source code, to license the work under the terms of the ____ license; (ii) in the case of copyrights on works which are computer source code, to license the work under a license such that it meets the Free Software Foundation's Free Software Definition Do we need to specify a version of this definition? -Luke Maurits 12/15/09 8:58 PM ; (iii) in the case of patents, grant a non-exclusive, royalty-free, perpetual license to all those persons who may desire one.

The establishment of each prize shall cause the creation of a new Committee of the organization, which shall oversee the running of the prize, including the selection of the winning entry. This committee shall be dissolved after the completion of the prize. The committe shall have the authority to modify the preliminary list of rules at any time prior to the prize's completion date, subject to these conditions:

• The stipulation relating to the transfer of intellectual property to CSTART shall not be removed at any time.

[edit] ARTICLE XX CONTRACTS

The organization may, at its discretion This will need to be made more clear -Luke Maurits 12/15/09 9:23 PM , award contracts to persons or groups for design or construction tasks subject to these conditions:

• No contracts shall be awarded for any tasks which are plainly contrary to the spirit of the organizations current Social Contract
• Each contract's task shall be directly in aid of a current official project of the organization (as defined in ARTICLE XX)
• The total value of a contract must result in the total expenditure of the official project which the contract's task is in aid of to exceed that project's total allowed budget. Perhaps also, shall not cause the remaining amount of budgeted money to decrease to such a level that there is less than $_____ per remaining year of the proejct, or something like this -Luke Maurits 12/15/09 9:07 PM

[edit] ARTICLE XX LAUNCHES

The organization may, at its discretion This will need to be made more clear -Luke Maurits 12/15/09 11:09 PM organize and finance the launch of a rocket, i.e. conduct the following activities:

• Acquire permission to use land for the launch and pay any amount required for the use of said land
• File the appropriate documents with any aviation regulatory bodies whose jurisdiction extends to the launch and pay any amount required for the processing of these documents
• Appoint qualified members of CSTART to essential roles in the launch process (e.g. Range Safety Officer)

subject to these conditions:

• No launches shall violate the letter or plainly violate the spirit of the organization's current Social Contract.
• All launches shall be directly in aid of a current official project of the organization (as defined in ARTICLE XX)

[edit] ARTICLE IX SALARIES

The Board of Directors shall hire and fix the compensation of any and all employees which they in their discretion may determine to be necessary for the conduct of the business of the organization. There should be tighter restrictions on salaries than this to avoid the possibility of massively overpaying friends and family and similar scandals -Luke Maurits 12/15/09 9:27 PM

[edit] ARTICLE X COMMITTEES

All committees of this organization shall be appointed by the Board of Directors and their term of office shall be for a period of one year or less if sooner terminated by the action of the Board of Directors.

The permanent committees shall be: [DESCRIBE]

== ARTICLE XI DUES == (Necessary? -Titan Miller 11/20/09 11:51 AM)

The dues of this organization shall be $ _______per annum and shall be payable on [DATE].

I propose that there be two levels of membership: voting and non-voting memebers. Non-voting members shall pay no dues. This means that anybody can join CSTART, even the literally broke - I think that to disallow membership to these people would be contrary to the spirit of CSTART. However, non-voting members will not be able to participate in votes (at least not all votes, not those relating to the instantiation of new projects, prizes, etc. Voting members will have the right to participate in these votes, and will pay dues for this right. However, the dues should be minimal, otherwise CSTART becomes controlled by the "rich". Something like $20 per year or $10 for students feels appropriate. This generates a small extra income for the organization and also introduces an obstacle to ballot stuffing. If voting membership were free and available via an online form, scripts could be used to create an army of voting zombies. -Luke Maurits 12/15/09 9:11 PM

[edit] ARTICLE XII AMENDMENTS

These By-Laws may be altered, amended, repealed or added to by an affirmative vote of not less than ________________ (_____%) percent of the members.

[edit] ARTICLE XX DISSOLVEMENT OF ORGANIZATION

In the event of the organization being dissolved, all remaining monies shall be... (Need to figure out an answer to this. Split equally amongst Friends of CSTART? -Luke Maurits 12/16/09 8:46 PM )