Welcome to Crossroads!

PRE-AMBLE

Crossroads Chapter, Inc is the continuation of the organization founded by Grace Bacon on December 28, 1977 in Flint, Michigan.  Originally, it was originally created to serve the transvestite and transsexual communities in and around the Great Lakes Area.  We have expanded* the group to include all aspects of transgender people: M2F; F2M; genderqueer; androgynous; and many others.  We work with significant others, family, friends, and allies (SOFFA).

With the rapid advancement of communications media, we recognize the need to make use of every tool and communications method available to us to continue to serve our communities.  We will continue to use whatever tools are available to reach out to the transgender community.

For purposes of clarification, hereafter, the term “Crossroads” is used in reference to the organization: Crossroads Chapter, Inc.


*  Due to the changes in the WPATH Standards Of Care [World Professional Association for Transgender Health], the needs of this community have broadened and been redefined many times over. 

ARTICLE I     NAME

Section A:  Name
The name of the organization shall be Crossroads Chapter, Inc. It shall be a nonprofit organization incorporated under the laws of the State of Michigan

Section B:  Location
The office of the organization shall be in the State of Michigan as determined by the Board of Directors.

Section C:  Fiscal Year
The fiscal year of this organization shall be from July 1 to June 30.



ARTICLE II     PURPOSE

Crossroads is organized exclusively for social, outreach, and education purposes. This includes, providing a safe, social atmosphere where members can meet to express themselves socially.  In particular, the purposes include (but not limited to):

A. To provide a safe meeting place for transgendered persons and any other sincere interested persons.
     
B. To promote the transgendered lifestyle as non-degenerate and to inform both professional persons and the public.

C. To provide aid, comfort, and guidance to the shy, lonely, or hesitant person.

D. To provide services (that are more discreet or convenient than are otherwise available) to the membership and other interested persons.



ARTICLE III     MEMBERSHIP

Section A:  General

Section 1–
Membership is open to persons involved in, or otherwise interested in, any of the facets of transgenderism; transsexualism; and/or related activities or inclinations. They must be 18 years of age or older.

Section 2–
Membership is not denied because of race, national origin, sex, economic status, religion, sexual preference, or gender identity.

Section 3–
Membership is denied to any person under 18 years of age.

Section B:  Membership

Section 1–
A person obtains or renews membership by signing an application and paying any dues authorized by the Board of Directors (defined in Article 3 - section C).  Dues may not discriminate for or against individuals, but membership may be denied for non-payment of dues or other financial obligations to Crossroads.

Membership is granted after completion and receipt of a membership application and annual dues, and upon a majority vote of the board.

Section 2–
A “member in good standing” is defined by the board of directors by a two-thirds vote of the full board.

Section 3–
The privileges and responsibilities of a member (both regular and associate) in good standing include the following: 
Privileges:
a.  To attend meetings and other functions designed for the members.
b.  To receive official chapter publications, such as newsletters.
c.  To be able to examine records of official action, such as minutes, by-laws, and passed motions.
d.  To take advantage of any other Crossroads services to members.
e.  be eligible to vote for the Board and Executive Officers at the annual meeting.   (to vote on any matter that requires membership approval).
Responsibilities:
f.  Always extend the same level of respect to others that you would expect. The concept of “reasonable and prudent” shall apply in this definition.
g.  Personal information about members is to be protected to the best of Crossroads' ability. Disciplinary action, as described in 2.8 will not include the actual or threatened violation of a member's security.

Section 4–
Except for emergency actions at official functions, disciplinary action against members, such as expulsion or revocation of privileges, requires due process, which must include:
a.  Written notification, explaining the case for disciplinary action.
b.  A fair chance for a defense by the accused or a representative.
c.  Examination of an accurate record of the defense by everyone entitled to vote on disciplinary action.
d.  after such due process, disciplinary action requires approval of at least two thirds of the eligible members of the Board.  If action is being considered against a Board member, that member is not eligible to vote.

Section C:  Annual Dues & Fees

Section 1-- General
The amount required for annual dues shall be determined annually by the Board of Directors, based upon sound financial principles and guidelines. This can be changed by a majority vote of the Board of Directors.

Section 2— Voting Rights of members
Each member in good standing shall have the right to vote (one member – one vote) in all matters that come before the general membership.

Section 3— Resignation and termination
Any member may resign by filing a written resignation with the secretary. Resignation shall not relieve a member of unpaid dues, or other charges previously accrued. A member can have their membership terminated by a majority vote of the membership.

Section 4— Non-voting membership
The board shall have the authority to establish and define non-voting categories of membership.



ARTICLE IV     MEETINGS OF MEMBERS

Section A:  Business Meetings

Section 1- Board Of Directors.
The Board of Directors shall meet at least quarterly (or as deemed necessary by the majority of the Board members) at an agreed upon time and place. An official board meeting requires that each board member have written notice at least two weeks in advance. A simple majority of this committee membership shall be present to constitute a quorum excluding written proxies. Board members shall endeavor to attend all scheduled meetings, and are required to notify the Chairperson, in advance, of absences, if possible.

With today’s technology, a virtual board meeting will be the same as a face-to-face meeting. This must be documented in the meeting minutes.

Section 2- Executive Committee.
The Executive Committee shall meet at the request of the President. A simple majority of this committee must be present to conduct business.

Section 3- Annual Membership Meeting
The annual membership meeting of this organization shall be held at a time and place set by the Board of Directors.

At the annual meeting, the results of the election of Board and Officers for the upcoming year will be announced. The members shall receive reports on the activities of the organization, and a summary of the plans and directions of the organization for the coming year.

The Secretary shall cause to be mailed / emailed to every member in good standing at his address, as it appears in the membership roll book, a notice telling the time and place of such annual meeting. A notice shall also be placed on the website.

Section 4- Rules.
Robert’s Rules of Order shall govern in all parliamentary matters when not in conflict with the By-Laws.

Section 5- Documentation
Minutes of all meetings shall be recorded and published. These minutes shall be maintained by the Secretary, and in the possession of Crossroads. They shall be accessible to all members upon request. These records shall be maintained for a period of ten years.

Section B:  Social Meetings

Section 1— Monthly meetings
Meetings of the members shall be held monthly, on the second Saturday, September through May, at a time and place designated by the Board Chairperson.

Section 2– Notice of Meetings
All Social meetings shall be announced on the website, emailed to all members in good standing, and posted at Affirmations bulletin boards. The announcement shall include the time and date, the location, and the topic for the meeting. (This will simply be a reprint of that section of the website page.)

Section C:  Special Meetings

Section 1–Call For A Meeting
Special meetings may be called by the chair, the Executive Committee, a simple majority of the board of directors, or upon presentation of a petition signed by at least 50% of the general membership.

Section 2— Notice Of Meeting:
Printed notice of each special meeting shall be given to each voting member, by e-mail, with documented and confirmed receipt of delivery, not less than two weeks prior to the meeting.

Section 3— Quorum
For special meetings, a representative of the Board must chair the meeting. Those members present at any properly announced meeting shall constitute a quorum.

Section 4— Voting
All issues to be decided during this special meeting will be determined by a simple majority vote of those present at the meeting in which the vote takes place. Proxy votes shall be accepted as long as they are received before the meeting, by the Board person acting as chair for the meeting. The results of the vote must be presented to the Board of Directors, reviewed by them, and approved before any action can be taken on the resolution.

Section 5- Rules.
Robert’s Rules of Order shall govern in all parliamentary matters when not in conflict with the By-Laws.

Section 6- Documentation
Minutes of each meeting shall be recorded and published. These minutes shall be maintained by the Secretary, and in the possession of Crossroads. They shall be accessible to all members upon request. These records shall be maintained for a period of ten years.



ARTICLE V     BOARD OF DIRECTORS

Section A:  Authority

The Board of Directors shall be the policy-making and governing body of all Crossroads activities. One half of the membership of the Board, excluding written proxies, shall be present to constitute a quorum. A two-thirds vote of the Board membership, present or by written proxy, is required to pass a motion.

Section B:  Number and Term of Office

Section 1– Number of Directors
The Board of Directors shall consist of seven elected members including the Chairperson.

Section 2— Terms of Office
All board members shall serve three-year terms, but are eligible for re-election for up to five consecutive terms. The elections shall be on a rotational basis, with two directors being elected each year.

Section 3— Quorum
A quorum shall be defined as a simple majority of board members. A quorum must be present for business transactions to take place and motions to pass.

Section 4— Resignation, termination, and absences
Resignation from the board must be in writing and received by the Secretary. A board member shall be terminated from the board due to excess absences, more than two unexcused absences from board meetings in a year. A board member may be removed for other reasons by a three-fourths vote of the remaining directors.

Section 5— Vacancies
When a vacancy on the board exists mid-term, the secretary must receive nominations for new members from present board members two weeks in advance of a board meeting. (See ARTICLE VII, Section 3.) These nominations shall be sent out to board members with the regular board meeting announcement, to be voted upon at the next board meeting. These vacancies will be filled only to the end of the particular board member's term.


 
ARTICLE VI     OFFICERS

Section A.  List Of Managing Positions

The Managing Positions shall consist of the President, Treasurer, and Secretary. Term of office shall be one fiscal year.

Section B. Authority

The Managing Positions shall be responsible for the administration and supervision of all Crossroads Inc. activities and shall be identified as the Executive Committee. They shall report to the Board of Directors.

Section C. Duties of Executive Committee Members

The President shall:
- preside at all membership meetings, business or social.
- present at each annual meeting of the organization an annual report of the work of the organization.
- appoint all committees, temporary or permanent, and be responsible for and supervise the activities of all established committees. .
- see that all books, reports and certificates required by law are properly kept or filed.
- be one of the managing persons who may sign the checks or drafts of the organization.
- appoint special committees as may be necessary and shall be an ex-officio member of all committees.
- have such powers as may be reasonably construed as belonging to the chief executive of any organization.

The Secretary shall:
- keep the minutes and records of the organization in appropriate books.
- file any and all certificates required by any statute, federal or state.
- give and serve all notices to members of this organization.
- be the official custodian of the records and seal of this organization.
- be one of the officers required to sign the checks and drafts of the organization.
- present to the membership at any meetings any communication addressed to him as Secretary of the organization.
- submit to the Board of Directors any communications which shall be addressed to him as Secretary of the organization.
- 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
- share responsibility for such monies or securities of the organization with the President.
- cause to be deposited in a regular business bank or trust company and maintain a sum not exceeding $1,000.00, to cover operating expenses . The balance of the funds of the organization, if any, 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.
- 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.
- 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.
- be the keeper of the Petty Cash account (not to exceed $200.00) and shall be responsible for all activities
- exercise all duties incident to the office of Treasurer.



ARTICLE VII     NOMINATION AND ELECTION OF BOARD OF DIRECTORS AND OFFICERS 

Section A:  Board elections

New directors and current directors shall be elected or re-elected by the voting representatives of members at the annual meeting. Directors will be elected by a simple majority of members present at the annual meeting.

Section B:  Election procedures

The Board and the Executive Committee shall be elected by those members in good standing who attend the Annual Meeting.

Nominations and the election/balloting process shall be a part of the Annual Meeting.

Persons shall be nominated by members in good standing; a second is required for the nomination to be valid. The nominee has the right to accept or reject the nomination.

Results of the election process shall be announced before the end of the meeting.

Section C:  Mid-term Vacancies

Section 1– Board of Directors
Any vacancies that occur on the Board of Directors during their term may be filled by appointment by the Chairperson, with confirmation of the Board of Directors for the remainder of the fiscal year.

Section 2– Executive Committee
Any vacancies which occur during the term of an Executive Committee Member shall be filled by appointment by the President with confirmation of a simple majority vote of the Board of Directors.



ARTICLE VIII     STANDING COMMITTEES

Section A:  Committee formation

The board may create committees as needed, such as fundraising, housing, public relations, data collection, etc. The board chair appoints all committee chairs. The need for each committee, and its effectiveness, shall be reviewed annually, and shall continue at the discretion of the Board of Directors.

Section B: Number and Qualifications

The permanent committees shall be:
Annual Dinner
Executive
Finance & Investments
Membership and Recruiting
Programs
Promotion / Publicity
Communications 

Additional committees may be established, or any of the present committees may be discontinued, by action of the Board of Directors.

The Chairperson of a committee shall be appointed or retained by the Board Chairperson. Additional committee members may be appointed by the President. Each Chairperson shall hold office until relieved by a successor to whom the Committee Chairperson shall turn over all files, records, papers or supplies.

Section C:  Description of Standing Committees.

Section 1— General
Each Chairperson shall be responsible for the activities assigned to the Committee.

Section 2– Annual Dinner
The committee will be responsible for the planning, advertising, promoting, presenting, and wrap-up of the Dinner. This committee will lead and direct the efforts of other committees providing assistance.

Section 3— Executive Committee
The four officers serve as the members of the Executive Committee. Except for the power to amend the Articles of Incorporation and bylaws, the Executive Committee shall have all the powers and authority of the board of directors in the intervals between meetings of the board of directors, and is subject to the direction and control of the full Board of Directors at all times.

Section 4— Finance & Investments Committee
The treasurer is the chair of the Finance Committee, which includes three other board members. The Finance Committee is responsible for developing and reviewing fiscal procedures, fundraising plans, and the annual budget with staff and other board members. The board must approve the budget and all expenditures must be within budget. Any major change in the budget must be approved by the Board of Directors. Annual reports are required to be submitted to the board showing income, expenditures, and pending income. The financial records of the organization shall be made available to the membership, executive committee, and board members.

Section 5- Membership and Recruiting Committee
Responsible for any and all activities designed to: maintain current membership; increase interest and awareness that will bring in new and younger members; and retain current and future members.

Section 6– Programs Committee
Responsible for the education and entertainment of the membership at each planned monthly meeting, and any special summer activities.

Section 7- Promotion / Publicity Committee
Responsible for any and all activities designed to increase public knowledge and awareness

Section 8- Web Site / Communications Committee
Responsible to set-up, maintain, and grow the website to meet the needs of the community, the members (current and future), and the general population, while following accepted practices of privacy and individual protection.  (website and other electronic communications; Electronic newsletter; Inter-organization communications; others)



ARTICLE IX     FINANCES & INVESTMENTS

Section A:  Supervision

The Executive Committee shall have general supervision over all financial affairs of Crossroads and its approval shall be required to authorize expenditures. The Treasurer shall use an accounting system approved by the Board of Directors. It shall cause an annual audit of the accounts to be made by a Certified Public Accountant by the September meeting following the end of the fiscal year.

Section B:  Budget

The Executive Committee shall prepare a budget of estimated income and expenditures for the ensuing year and present same to the Board of Directors for approval, no later than sixty days prior to the end of the fiscal year.

Section C:  Disbursement Of Funds

The funds of the Crossroads Inc. shall be disbursed by means of checks. Dependent on the value of the check, one or two authorized signature(s) will be required. The Board shall determine these values, from time to time. Signers on the checking account will include the current President, Vice President, Secretary or Treasurer. All payments will require an invoice for a payment to be generated.

Section D:  Final Disposition Of Assets

In the event of the dissolution of the Crossroads Inc., any assets remaining after all bills are paid shall be distributed to other not-for-profit organization(s) at the discretion of the Board of Directors and with approval of the Internal Revenue Service.



ARTICLE X     AMENDMENTS

Section A:  Amendments
These bylaws may be amended when necessary by two-thirds majority of the board of directors. Proposed amendments must be submitted to the Secretary and be sent out with regular board announcements.

Section B:  Periodic Review
These By-Laws shall be reviewed at least every three years by the Board Council or more frequently if required. The Chairperson of the Board is responsible for the general operation of the Crossroads Inc. and shall assure that a bylaws review occurs when required.

Section C:  Board Resolutions
Board Resolutions, properly passed and recorded shall have the same effect as a by-law change. Each Resolution shall be reviewed annually to determine whether it should be carried forward into the next year, modified for the upcoming year, or retired.