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draft of Bylaws for CGAAIS

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Scott
Posts: 79
Joined: Thu Nov 19, 2020 10:53 pm

draft of Bylaws for CGAAIS

Post by Scott »

A draft of Bylaws for CGAAIS (based on AA World Services bylaws)

(Shorter summary in next post.)

Proposed BYLAWS of Computer Gaming Addicts Anonymous International Services, Inc.

Computer Gaming Addicts Anonymous International Services, Inc., has but one purpose, that of serving the Fellowship of Computer Gaming Addicts Anonymous. It is in effect an agency created and now designated by the Fellowship of Computer Gaming Addicts Anonymous to maintain services for those who may seek, through Computer Gaming Addicts Anonymous, the means for arresting the disease of addiction through the application to their own lives, in whole or in part, of the recovery program upon which the Fellowship of Computer Gaming Addicts Anonymous is founded.

Computer Gaming Addicts Anonymous International Services (hereinafter referred to as either "International Services" or "C.G.A.A.I.S.") claims no proprietary right in the recovery program, for our tools of recovery may be regarded as available to all humankind. However, because our Twelve Steps have proven to constitute an effective basis for life which, if followed, arrests the disease of addiction, C.G.A.A.I.S. asserts the negative right of preventing, so far as it may be within its power so to do, any modification, alteration, or extension of these Twelve Steps in our literature or website, except at the instance of the Fellowship of Computer Gaming Addicts Anonymous in keeping with the Charter of the General Service Conference of Computer Gaming Addicts Anonymous as the same may from time to time be amended (hereinafter referred to as the "Charter").

These Twelve Steps are inspired by and borrowed from the Twelve Steps of Alcoholics Anonymous, and adapted in wording, though not changed in spirit, to address gaming addiction and to be inclusive of all spiritual beliefs or lack thereof. They are as follows:

1. We admitted that we were powerless over gaming addiction, and that our lives had become unmanageable.
2. We came to believe that power greater than ourselves could restore us to sanity.
3. We made a decision to turn our will and our lives over to the care of such power.
4. We made a searching and fearless personal inventory of ourselves.
5. We admitted to ourselves, another human being, and power greater than ourselves the exact nature of our problematic behavior and attitudes.
6. We were entirely ready to have power greater than ourselves completely free us from all these defects of character.
7. We humbly sought from higher power the removal of our shortcomings.
8. We made a list of all the people we had harmed and became willing to make amends to them all.
9. We made direct amends to such people wherever possible, except when to do so would injure them or others.
10. We continued to take personal inventory and when we were wrong promptly admitted it.
11. We sought through practices such as prayer and meditation to improve our conscious contact with higher power, seeking only knowledge of what to do and the strength to do so.
12. Having had a spiritual awakening as the result of these steps, we tried to carry this message to gaming addicts and to practice these principles in all our affairs.

Members of the General Service Conference of Computer Gaming Addicts Anonymous are hereinafter referred to as "Conference delegates." C.G.A.A.I.S. in its deliberations and decisions shall be guided by the Twelve Traditions of Computer Gaming Addicts Anonymous, hereinafter referred to as the "Traditions," which are as follows:

1. Our common welfare should come first; personal recovery depends upon C.G.A.A. unity.
2. For our group purpose there is but one ultimate authority--our group conscience as guided by power greater than ourselves. Our leaders are but trusted servants; they do not govern.
3. The only requirement for C.G.A.A. membership is a desire to stop computer/video gaming.
4. Each group should be autonomous except in matters affecting other groups or C.G.A.A. as a whole.
5. Each group has but one primary purpose--to carry its message to the gaming addict who still suffers.
6. An C.G.A.A. group ought never endorse, finance or lend the C.G.A.A. name to any related facility or outside enterprise, lest problems of money, property and prestige divert us from our primary purpose.
7. Every C.G.A.A. group ought to be fully self-supporting, declining outside contributions.
8. Computer Gaming Addicts Anonymous should remain forever nonprofessional, but our service centers may employ special workers.
9. C.G.A.A., as such, ought never be organized; but we may create service boards or committees directly responsible to those they serve.
10. Computer Gaming Addicts Anonymous has no opinion on outside issues; hence the C.G.A.A. name ought never be drawn into public controversy.
11. Our public relations policy is based on attraction rather than promotion; we need always maintain personal anonymity at the level of press, radio, films and internet.
12. Anonymity is the spiritual foundation of all our Traditions, ever reminding us to place principles before personalities.

C.G.A.A.I.S. shall use its best efforts to insure that these Twelve Traditions are maintained, for it is regarded by the Fellowship of Computer Gaming Addicts Anonymous as the custodian of these Traditions and, accordingly, it shall not itself nor, so far as it is within its power so to do, permit others to modify, alter, or amplify these Traditions, except in keeping with the provisions of the Charter.

C.G.A.A.I.S. also shall be guided by the spirit of the Twelve Concepts of Computer Gaming Addicts Anonymous, hereinafter referred to as the "Concepts" which, in their short form, are as follows:

1. Final responsibility and ultimate authority for C.G.A.A. International Services should always reside in the collective conscience of our whole Fellowship.
2. The General Service Conference of C.G.A.A. has become, for nearly every practical purpose, the active voice and the effective conscience of our whole Society in its International affairs.
3. To insure effective leadership, we should endow each element of C.G.A.A.--the Conference, C.G.A.A.I.S. and its service corporations, staffs, committees, and executives--with a traditional "Right of Decision."
4. At all responsible levels, we ought to maintain a traditional "Right of Participation," allowing a voting representation in reasonable proportion to the responsibility that each must discharge.
5. Throughout our structure, a traditional "Right of Appeal" ought to prevail, so that minority opinion will be heard and personal grievances receive careful consideration.
6. The Conference recognizes that the chief initiative and active responsibility in most International service matters should be exercised by the trustee members of the Conference acting as C.G.A.A.I.S..
7. The Charter and bylaws of C.G.A.A.I.S. are legal instruments, empowering the trustees to manage and conduct International service affairs. The Conference Charter is not a legal document; it relies upon tradition and the C.G.A.A. purse for final effectiveness.
8. The trustees are the principal planners and administrators of overall policy and finance. They have custodial oversight of any separately incorporated services, exercising this through their ability to elect all the directors of these entities.
9. Good service leadership at all levels is indispensable for our future functioning and safety. Primary international service leadership must necessarily be assumed by the trustees.
10. Every service responsibility should be matched by an equal service authority, with the scope of such authority well defined.
11. The trustees should always have the best possible committees, corporate service directors, executives, staffs and consultants. Composition, qualifications, induction procedures, and rights and duties will always be matters of serious concern.
12. The Conference shall observe the spirit of the C.G.A.A. tradition, taking care that it never becomes the seat of perilous wealth or power; that sufficient operating funds and reserve be its prudent financial principle; that it place none of its members in a position of unqualified authority over others; that it reach all important decisions by discussion, vote, and, whenever possible, by substantial unanimity; that its actions never be personally punitive nor an incitement to public controversy; that it never perform acts of government, and that, like the Society it serves, it will always remain democratic in thought and action.

The membership of C.G.A.A.I.S. shall consist of the trustees. Each trustee shall automatically become a member upon qualifying as a trustee, and shall automatically cease to be a member upon ceasing to be a trustee of C.G.A.A.I.S.. The sole reason for constituting trustees members is in order to comply with the laws of the State of New York, which require a membership corporation to be composed of members. Accordingly, except where distinctions must be made under these bylaws or as a matter of law, the words "member" and "trustee" shall be employed in these bylaws collectively.

As a condition of election as a member and election as a trustee of C.G.A.A.I.S., each person shall before qualifying to serve as a member and trustee, execute an appropriate instrument addressed to Computer Gaming Addicts Anonymous International Services, stating that such person agrees to comply with and be bound by all the terms and provisions of these bylaws.

Member trustees are divided into two categories, viz., non-addicts and ex-gamers. Except as otherwise provided in these bylaws, the number of non-addict member trustees has no minimum and shall be no more than one third of the trustees and are referred to in these bylaws as Class A member trustees. Except as otherwise provided in these bylaws, the ex-gamer member trustees shall be at least (5) in number and no less than two thirds of the trustees and are referred to in these bylaws as Class B member trustees. The total number of trustees shall be at most ten (10), except as otherwise provided in these bylaws.

Class A member trustees shall be persons who are not and have not been afflicted by the disease of addiction and who express a profound faith in the recovery program upon which the Fellowship of Computer Gaming Addicts Anonymous is founded. Class A member trustees shall be ineligible to serve for more than two successive three-year terms, to be confirmed annually, except that in order to provide the Board with a sufficient degree of flexibility, the chair of C.G.A.A.I.S. may recommend to the member trustees that a Class A member trustee be permitted to serve for a third successive three-year term and the member trustees, acting as members, have the authority to permit a Class A member trustee to serve a third successive three-year term if in their judgment such service is in the best interest of the Fellowship. A Class A member trustee who, at the expiration of the maximum period of time he or she is eligible to serve as a member trustee (namely, three successive three-year terms), is serving or newly elected as chair, shall continue to serve as a Class A member trustee during his or her term as chair, even if such service during his or her term as chair will expand the number of Class A member trustees then serving to more than one third of the trustees, and upon the date that the member trustee ceases to serve as chair, such member trustee shall cease to be a member trustee.

Except as otherwise provided in these bylaws, there shall be at least four (4) Class B member trustees making up at least two-thirds of the trustees. These Class B member trustees are designated as ex-addict, only because in the common speech an ex-addict is an individual who at one time engaged in addictive behavior excessively and uncontrollably, but who now abstains completely. For the purposes of these bylaws, an ex-addict shall be referred to as an "ex-gamer" which means within the terminology of the Fellowship of Computer Gaming Addicts Anonymous those individuals who have stopped gaming and are living so far as possible within the recovery program of C.G.A.A.

While in these bylaws we refer to "member trustees" in order to comply with the laws of the State of New York, members shall elect the trustees. All member trustees shall be elected or re-elected at an annual conference meeting of the members of C.G.A.A.I.S.. Except as otherwise provided in these bylaws, a Class B member trustee, shall be ineligible to serve for more than four successive annual terms, following which, such member trustee shall be ineligible for any further service as a member trustee. A Class B member trustee who, at the expiration of the maximum period of time he or she is eligible to serve as a member trustee as set forth above, is serving or newly elected as chair, shall continue to serve as a Class B member trustee during his or her term as chair, even if such service during his or her term as chair will expand the number of Class B member trustees then serving to eleven (11), and upon the date that the member trustee ceases to serve as chair, such member trustee shall cease to be a member trustee. Class B trustees are expected to contribute their time basically during the four periods of the years, viz., with respect to the first, third, and fourth quarterly meetings of the trustees of C.G.A.A.I.S., and are expected to attend the annual General Service Conference during the second quarter. In addition, Class B trustees are expected to advise with respect to regional views and opinions regarding policy matters. Although the trustees are divided into two classes, viz., Class A and Class B, the nature of the fiduciary responsibilities of each trustee to C.G.A.A.I.S. is uniform, under the laws of New York State, and these bylaws, regardless of such distinctions.

In the event that any member trustee shall resign, die, retire, be removed, become disqualified, or shall be otherwise unable to serve, the trustees may, at any regular or special meeting of the Board of Trustees, elect a new member trustee to fill such vacancy, or, alternatively, permit such a vacancy to continue until the next annual meeting of the members of C.G.A.A.I.S.

Any member trustee elected by the Board of Trustees to fill a vacancy shall hold office until the next annual meeting of the members of C.G.A.A.I.S. and until the election and qualification of his or her successor. In the event that any such vacancy occurs, and the Board elects to permit the vacancy to continue until the next annual meeting of the members of C.G.A.A.I.S., a nominee shall be selected in accordance with the Nominating Committee's procedures for determining trustee nominees, and such nominee shall commence service as a member trustee when, and if, elected and qualified at the next annual meeting of members, in the usual course of business. Any Class A member trustee elected by the members of C.G.A.A.I.S. to fill such a vacancy shall serve a three-year term and shall be eligible to serve for the same number of terms as any other Class A trustee. Any period of time served by a Class A member trustee by virtue of being elected by the Board of Trustees to fill a vacancy in between annual meetings of the members shall not count in determining a Class A trustee's total term of service. However, when the vacancy being filled is that of a Class B regional trustee, the maximum term of service of such successor member trustee shall be limited to that number of one-year terms which will result in the term of service of the successor member trustee ending at the same time as the term of the replaced member trustee would have ended if no vacancy had occurred and the replaced member trustee had served four successive one-year terms. A Class B successor member trustee who, at the expiration of the maximum period of time he or she is eligible to serve as a member trustee as set forth above, is serving or newly elected as chair, shall continue to serve as a Class B member trustee during his or her term as chair, even if such service during his or her term as chair will expand the number of Class B member trustees then serving to eleven (11), and upon the date that the member trustee ceases to serve as chair, such member trustee shall cease to be a member trustee.

Notwithstanding the foregoing, Class B member trustees, as well as Class A member trustees, are expected, subject only to the laws of the State of New York and to these bylaws, at the request of the Conference of Computer Gaming Addicts Anonymous, to resign their trusteeships and memberships, even though their terms of office as member trustees may not have expired.

C.G.A.A.I.S., by a vote of at least of the total Board of Trustees, may remove a trustee member for cause, as determined in their sole discretion; and the member trustees, when acting in their capacity as members of the Corporation, by similar vote of the entire membership, may remove a trustee with or without cause, if it is determined that such removal is in the best interests of Computer Gaming Addicts Anonymous as a whole.

Proposed new member trustees to C.G.A.A.I.S. shall be nominated by a nominating committee designated by the chair. No person shall become a member trustee of C.G.A.A.I.S. until all Conference delegates have been polled by mail or at an annual meeting of the Conference of Computer Gaming Addicts Anonymous, as the Board of Trustees may determine. If a majority of the Conference delegates disapprove the election of such proposed member trustee, such person shall not be eligible as a member trustee, and the member trustees shall, unless there is a 100% vote of member trustees present at a meeting of members to the contrary, have no power to elect such person as a member trustee. If, however, a majority of the Conference delegates do not disapprove the election of such proposed member trustee, such person may be elected as a member and trustee of C.G.A.A.I.S. upon a vote of a majority of the member trustees at a meeting of the members.

The Board of Trustees shall have all the powers provided for in these bylaws and as are vested in a Board of Directors under the laws of the State of New York.

The members of the Board, subject to the laws of the State of New York, are expected to exercise the powers vested in them by law in a manner consonant with the faith that permeates and guides the Fellowship of Computer Gaming Addicts Anonymous, inspired by the recovery program of C.G.A.A., in accordance with the Twelve Traditions, and in keeping with the Charter of the Conference of Computer Gaming Addicts Anonymous.

C.G.A.A.I.S. may set up new corporate bodies to serve the purposes of Computer Gaming Addicts Anonymous, provided C.G.A.A.I.S. shall own all of the capital stock of such corporate bodies, and if such corporate body is a membership corporation, its structure shall be in keeping with that of C.G.A.A.I.S. of Computer Gaming Addicts Anonymous. Manifestly, C.G.A.A.I.S. is expected to refrain from forming any new corporate body if a majority of the Conference delegates shall disapprove of its formation.

In order that C.G.A.A.I.S. may more effectively serve the purposes for which it is formed, the Board of Trustees shall, at its 2nd quarterly meeting, or at any other meeting, if a vacancy shall occur, elect a chair, a vice-chair, secretary, and a treasurer. The chair shall have those duties generally attributable by law and custom to a president under the laws of the State of New York, with such other greater or lesser duties as may from time to time be determined by the Board of Trustees. The term of the chair shall hereafter be not more than four (4) successive annual terms. A member trustee who, at the expiration of the maximum period of time he or she is eligible to serve as a member trustee as set forth above, is serving or newly elected as chair, shall continue to serve as a member trustee during his or her term as chair, even if such service during his or her term as chair will expand the number of member trustees then serving on the Board to eleven (11), and upon the date that the member trustee ceases to serve as chair, such member trustee shall cease to be a member trustee. Similarly, an individual who has served the maximum period of time he or she is eligible to serve as a member trustee may be elected as chair and shall serve as a member trustee during his or her term as chair, even if such service during his or her term as chair will expand the number of member trustees then serving on the Board to eleven (11), and upon the date that the member trustee ceases to serve as chair, such member trustee shall cease to be a member trustee. The vice-chair shall perform the duties of the chair in the event of the chair's absence or disability.

The Chair of C.G.A.A.I.S. shall appoint the Assistant Treasurer of the Board, the Assistant Secretary of the Board, and shall appoint all other officers, if any, other than those elected by the Board of Trustees pursuant to these bylaws, each subject to approval by the Board of Trustees at the 2nd quarterly Board meeting, or at any other meeting of the Board when necessary to fill an existing vacancy; and the Chair shall also appoint members of the committees of the corporation, subject to approval by the Board of Trustees, at the 3rd quarterly Board meeting, or at any other meeting of the Board when necessary to fill an existing vacancy.

In order to render unto the law that which the law requires, the chair shall be president, and the vice-chair shall be the vice-president, but they shall at no time employ such titles, except as may be required for the execution of legal documents or by reason of other provisions of the law.

The secretary, assistant secretary, treasurer, and assistant treasurer shall similarly perform those duties generally attributed by law and custom to such offices with such other greater or lesser duties as may from time to time be determined by the Board of Trustees.

The second quarterly meeting of the Trustees of the Board shall take place immediately following the close of the General Service Conference. The agenda shall provide for a temporary adjournment of the Board meeting so that the annual meeting of members for the election of trustees may be convened. During the annual meeting of members, the Board of Trustees shall present to members an annual report for the most recently ended fiscal year of C.G.A.A.I.S. (the Board has adopted the calendar year as its fiscal year). The annual report shall be certified by C.G.A.A.I.S.'s independent public accountant or otherwise verified as required by law, and shall contain at a minimum all information required to be included therein by law. The meeting of the Board of Trustees shall be reconvened, following the adjournment of the annual meeting of members.

The first, third and fourth quarterly meetings of the Board of Trustees shall take place one month following the close of a calendar quarter, with the proviso that special meetings may be convened at the request of one-third of the Board of Trustees or at the request of the chair. The chair may also postpone a regular meeting to such date as the chair may determine, not later, however, than one month prior to the date of the next scheduled meeting, and at the request of the majority of the Board of Trustees, one or more regular meetings may be eliminated. The actual place and time of day of each meeting shall be determined by the chair.

At least ten days', but not to exceed fifty days', notice of the date, time and place of all meetings of members shall be given by the chair or, at the chair's request, by the secretary or assistant secretary. Notice of a special meeting of members also shall state the purpose of the meeting. At least ten days', but not to exceed fifty days', notice of the date, time and place of all meetings of the Board of Trustees shall be given by first class mail, facsimile, e-mail or hand delivery, signed by the chair or, at the chair's request, by the secretary or assistant secretary. The chair, at the time of the sending of notices, shall determine the order in which matters shall be dealt with at all meetings, and the chair, or a majority of the member trustees present at any meeting, may always decide to modify such order.

Whenever in the judgment of one-third of the member trustees present at a meeting a decision to take any action involves a matter of principle or basic policy and in the judgment of at least one-third of the member trustees a delay in arriving at a decision will not adversely affect the Fellowship of Computer Gaming Addicts Anonymous, the matter shall be submitted to a mail or e-mail vote of Conference delegates, and if a majority of the Conference delegates votes against the taking of such action, then the Board of Trustees will be expected to refrain from deciding to take such action.

Whenever a mail vote is taken of Conference delegates, at least two weeks' notice shall be given, and the vote shall be determined in keeping with an analysis of such vote by the chair and secretary, or in their absence, by a vice-chair and assistant secretary, at the end of such two-week period. An announcement of the result of such vote shall thereupon be mailed or e-mailed by the secretary or assistant secretary to Conference delegates and to member trustees.

At all meetings of member trustees, whether meetings of the members or the Board of Trustees, a number of four (4) of the member trustees shall be sufficient to constitute a quorum for the conduct of the affairs of C.G.A.A.I.S., and the vote of a majority of the member trustees present at any meeting at which there is a quorum shall, except as otherwise may be provided by these bylaws or by statute, constitute a decision of the membership or of the Board of Trustees, as the case may be. If at any meeting there is less than a quorum present, a majority of those present may adjourn the meeting to a time to be fixed by those present, without further notice to any absent member trustee.

Because a stratification of the structure of C.G.A.A.I.S. is regarded as inadvisable and experience has taught this Board the great value of flexibility in serving its great purpose, no provision is made in these bylaws for standing committees. Instead, the Board shall establish committees of the corporation, including, among others, a nominating committee, and, as provided by the law, the members of such committees shall be appointed or elected in the same manner as officers of the corporation, and, generally, the provisions of law applicable to officers shall apply to such committee members. Committees shall be formed in keeping with the needs of service by resolution of the Board, with such powers as the Board may regard as then necessary, except as limited by applicable law.

Committees may be created, discharged, eliminated, replaced, their powers expanded or limited, as the Board may from time to time by appropriate resolution determine. The law provides that no committee shall be empowered to act on the following: (1) the submission to members of any action requiring members' approval under the law; (2) the filling of vacancies in the Board of Trustees or in any committee; (3) the fixing of compensation of the directors for serving on the Board or on any committee (if applicable); (4) the amendment or repeal of the bylaws or the adoption of new bylaws; (5) the amendment or repeal of any resolution of the Board which by its terms shall not be so amendable or repealable.

No member of C.G.A.A.I.S. shall at any time have any right, title or interest in and to the funds or property of C.G.A.A.I.S.. Should at any time in the future C.G.A.A.I.S. be dissolved, all of the remaining assets and property of the Corporation shall, after paying or making provision for the payment of all the liabilities of the Corporation and for the necessary expenses thereof, be applied as determined by the Board of Trustees and as approved by a Justice of the Supreme Court of the State of New York, for the charitable or educational purposes for which the Corporation is organized by distributing such property and assets for the furtherance of the work of institutions with similar purposes and objects which shall qualify under Section 501(c)(3) of the Code or corresponding section of any future Federal tax code. In the event of voluntary dissolution, such institutions shall be selected in the discretion of the trustees, subject to approval of the plan of dissolution and distribution of assets upon an order of the Justice of the Supreme Court of the State of New York. In no event shall any of such assets be distributed to any member, trustee, director, or officer, or any private individual.

The Corporation may, to the fullest extent authorized by law, indemnify any present or former officers or trustees of the Corporation or the personal representatives thereof, made or threatened to be made a party in any civil or criminal action or proceeding by reason of the fact that he or she, his or her testator or intestate is or was a trustee or officer of the Corporation, or served with any other corporation, partnership, joint venture, trust, employee-benefit plan, or other enterprise in any capacity at the request of the Corporation, against judgments, fines (including excise taxes assessed on such a person in connection with service to an employee-benefit plan), amounts paid in settlement and reasonable expenses, including attorneys' fees, actually and necessarily incurred as a result of such action or proceeding or any appeal therein.

Expenses (including attorneys' fees) incurred in defending a civil or criminal action or proceeding may, to the fullest extent authorized by law, be paid by the Corporation in advance of the final disposition of such action or proceeding upon receipt of an undertaking by or on behalf of such trustee or officer to repay such amount as, and to the extent, the person receiving the advancement is ultimately found not to be entitled to indemnification or, where indemnification is granted, to the extent the expenses so advanced by the Corporation exceed the indemnification to which he or she is entitled.

The foregoing right of indemnification and advancement of expenses shall not be deemed exclusive of any other rights to which any person, his or her testator or intestate may be entitled apart from this provision provided that no indemnification may be made to or on behalf of any trustee or officer if a judgment or other final adjudication adverse to the trustee or officer establishes that his or
her acts were committed in bad faith or were the result of active and deliberate dishonesty and were material to the cause of action so adjudicated, or that he or she personally gained in fact a financial profit or other advantage to which he or she was not legally entitled. Nothing contained in this provision shall affect any rights to indemnification to which corporate personnel other than the trustees and officers may be entitled by contract or otherwise under the law.

The Articles of Incorporation of C.G.A.A.I.S. and these bylaws may be amended by the affirmative vote of 75% of all the members of the Board of Trustees. When amending the Articles of Incorporation, or when considering an amendment to the bylaws that affects the rights of corporate members, as such, the trustees must act in their capacity as members of the corporation. In keeping with the spirit and principles of the Fellowship of Computer Gaming Addicts Anonymous, the Board is expected, although not legally required, to submit any amendment or amendments of the Articles of Incorporation and of these bylaws to Conference delegates, either by mail or at the annual meeting of the Conference of Computer Gaming Addicts Anonymous as the Board of Trustees may determine, and if a majority of such delegates disapproves of such amendment or amendments, the member trustees are expected to refrain from proceeding therewith, except when such amendment or amendments are otherwise required by law. Where, however, an amendment or amendments to the Articles of Incorporation are submitted to Conference delegates and are not disapproved as aforesaid, such amendment or amendments shall require the affirmative vote of only a majority of the members present at a meeting of members provided that the votes cast in favor of such action are at least equal to the quorum. Where an amendment or amendments to the bylaws are submitted to Conference delegates and are not disapproved as aforesaid, the amendment or amendments shall require the affirmative vote of only a majority of member trustees present at a meeting, provided that when considering an amendment to the bylaws that affects the rights of corporate members, as such, the member trustees must act in their capacity as members of the corporation.
Last edited by Scott on Sun Nov 13, 2016 9:31 pm, edited 1 time in total.
Scott
Posts: 79
Joined: Thu Nov 19, 2020 10:53 pm

draft of Bylaws for CGAAIS

Post by Scott »

The Non-Profit Organization of C.G.A.A. International Services

The initial formation of Computer Gaming Addicts Anonymous International Services Inc. will include a Board of Trustees, which will include the positions of Chair, Vice Chair, Treasurer and Secretary. This board and its positions will legally correspond to a corporate Board of Directors and its President, Vice President, Treasurer and Secretary, although we will not use the terms Director or President among ourselves. The number of trustees will be at least five, in compliance with the law, and will have a maximum of eleven.

The responsibilities of the Board of Trustees will consist of:
  • Legal responsibilities, such as legal filings, finances and record keeping.

  • Website maintenance.

  • Publishing and distribution of literature.

  • Financial, legal and website support for any committees of C.G.A.A members who perform tasks like answering inquiries. (Each committee handles all of the day-to-day responsibilities of their areas.)

  • Quarterly meetings and reviews via phone or internet.

  • Involvement in the General Service Conference and attendance of its annual meeting.

The initial formation of C.G.A.A.I.S may or may not include work positions such as manager, editor, accountant, webmaster or office worker. After initial formation, these positions may be filled by paid workers. At present time of formation, any such workers will be volunteers. They are referred to as "the staff of C.G.A.A.I.S." in our bylaws and the Conference Charter.

The initial formation of C.G.A.A.I.S will also include the General Service Conference, which is composed of the Board of Trustees, the Delegates elected by C.G.A.A. groups, and volunteer staff of C.G.A.A.I.S. We have no set minimums or maximums for the number of delegates. They are elected by the C.G.A.A. groups.

The responsibilities of the Delegates will consist of:
  • Attending the annual General Service Conference, which may be held via phone, internet, face-to-face meeting, or some combination thereof.

  • Communicating Conference process and outcomes to their C.G.A.A. groups.

  • Seeking the guidance of their C.G.A.A. groups in important matters when feasible.

  • Weighing in on any and all decisions affecting the bylaws, Conference Charter or overall service organization of C.G.A.A.I.S. Such decisions will be usually made at the annual Conference meeting, but the Board of Trustees may poll the delegates by mail or e-mail to decide urgent matters that arise between conference meetings.

The responsibilities of the body of the General Service Conference (which includes both Trustees and Delegates) will consist of:
  • Holding the annual conference meeting.

  • Providing overall guidance and direction to the Board of Trustees and C.G.A.A.I.S., regarding publishing, the website, bylaws, and wording of the steps, traditions and concepts.

  • Planning, drafting, revising and approving literature and website content.

  • Deciding any changes to the Conference Charter.
Last edited by Scott on Sun Nov 13, 2016 9:33 pm, edited 1 time in total.
LearningSerenity
Posts: 6
Joined: Fri Nov 20, 2020 10:46 pm

draft of Bylaws for CGAAIS

Post by LearningSerenity »

I don't have time to read the whole thing in detail right now, but it appears that not all the Steps are worded here the same way as they were worded when we were initially discussing them as a fellowship. Were the wordings of some of the Steps changed at a later date? Sunday afternoons aren't the best time for me, so I've not been going to business meetings, but some of the changes seem rather significant to me, and I'm wondering when these changes were made.

The below list is what I found in the approved business meeting minutes thread, and it matches what my memory tells me happened.

1. We admitted that we were powerless over gaming addiction, and that our lives had become unmanageable.
2. We came to believe that power greater than ourselves could restore us to sanity.
3. We made a decision to turn our will and our lives over to the care of such power.
4. We made a searching and fearless personal inventory of ourselves.
5. We admitted to ourselves, another human being, and power greater than ourselves the exact nature of our problematic behavior and attitudes.
6. We were entirely ready to have power greater than ourselves completely free us from all these defects of character.
7. We humbly sought from higher power the removal of our shortcomings.
8. We made a list of all the people we had harmed and became willing to make amends to them all.
9. We made direct amends to such people wherever possible, except when to do so would injure them or others.
10. We continued to take personal inventory and when we were wrong promptly admitted it.
11. We sought through practices such as prayer and meditation to improve our conscious contact with higher power, seeking only knowledge of what to do and the strength to do so.
12. Having had a spiritual awakening as the result of these steps, we tried to carry this message to gaming addicts and to practice these principles in all our affairs.

Maybe they changed a long time ago and I just missed it, but I would appreciate it if someone could point me to where and when the fellowship decided to word the Steps differently than we decided the first time around. Thanks!
Scott
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Joined: Thu Nov 19, 2020 10:53 pm

draft of Bylaws for CGAAIS

Post by Scott »

Oops. You're right! I thought I updated the steps and traditions to the agreed upon version long ago. I had two files with the bylaws draft in two formats and probably updated one but not the other. It's corrected now.
LearningSerenity
Posts: 6
Joined: Fri Nov 20, 2020 10:46 pm

draft of Bylaws for CGAAIS

Post by LearningSerenity »

Ahh...I was going to be rather concerned if something this big had happened without my even realizing it was happening, but this makes sense. Thanks for fixing it!
Scott
Posts: 79
Joined: Thu Nov 19, 2020 10:53 pm

draft of Bylaws for CGAAIS

Post by Scott »

(I was looking for another post from Hirsh on the bylaws but didn't see it... so posting this here.)

We've talked in the past about sticking very close to AA bylaws and charter and concepts and tradition, unless we had very good reason to do something differently than what AA arrived at over decades of experience. I think we've had some agreement about this in past business meetings.

I would like to stick to that agreement. In working on the bylaws, I would like to start out with AA's bylaws. I would like for us to be looking at AA bylaws side-by-side with proposed differences, which we approve on a case-by-case basis if we agree that we have good reason for it.

Unfortunately, we got started off with a version that I made a bunch of changes to, that then Hirsh took and made extensive changes to, and we're looking at Hirsh's document in the dark as to what has been changed and why.

My proposal is that we re-visit the first few pages of the AA bylaws side-by-side with proposed differences before we continue on.
hirshthg
Posts: 0
Joined: Fri Nov 20, 2020 10:46 pm

draft of Bylaws for CGAAIS

Post by hirshthg »

In comparison, the AA bylaws are very over-complicated. Over-complicated means that most of our members are never going to bother to read them. Most of these complications are from poor legal right, performed largely by AA lawyers, not Bill and Bob.

But there is no reason we can't compare the AA classic and current draft again. Lets continue doing this for a while.
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