As of January 1, 2008

Article I: Principal Office.

The principal office of the Society is in Los Angeles, California. The Board of Directors may change the principal office from one location to another in the County of Los Angeles. Any such change shall be noted by the Secretary opposite this article, but shall not be considered an amendment to these by-laws.

Article II: Members.

Section 1: Classification of Members

The membership of the Society is classified on four bases: initiation, attendance, activity, and payment.

1. Initiation Classes. There are three membership classes based on how the membership has been proposed and acted on: Applicant, Regular, and Honorary.
1. An Applicant Member is one who has applied for membership as described in Section 2, whose application has not yet been approved or rejected by the Board of Directors, and who is not an Honorary Member.
2. A Regular Member is one whose application for membership has been approved by the Board of Directors, or who became a member prior to the incorporation of the Society; and who is not an Honorary Member.
3. An Honorary Member is one who has been elected to this status by affirmative vote of the Board of Directors and, after notification to the membership as for a special meeting, by a 3/4 majority of those voting at such a meeting. Honorary Members have the same rights and obligations as Regular Members except for the obligation to pay dues and fees. Honorary Membership is intended to reward outstanding service to the Society or to the science fiction field.
2. Attendance Classes. There are two membership classes based on attendance: Attending and Nonattending.
1. An Attending Member is one who has attended at least one meeting of the Society since the 13th previous regular Society meeting, inclusive. (Once in three months.)
2. A Nonattending Member is any member who is not an Attending Member.
3. Activity Classes. There are two membership classes based on activity: Active and Inactive.
1. An Active Member is one who has either:
   1. attended a meeting of the Society and paid dues since the 13th previous regular Society meeting, inclusive,
   2. paid annual dues for the current year,
   3. paid Lifetime Dues,
   4. paid the annual Voluntary Active Membership Fee for the current year, or
   5. paid the lifetime Voluntary Active Membership Fee;
   6. or who is an Honorary Member.
2. An Inactive Member is any member who is not an Active Member.
4. Payment Classes. There are two membership classes based on payment of dues and fees: Delinquent and Nondelinquent.
1. A Delinquent Member is one who owes the Society any payment of dues or fees.
2. A Nondelinquent Member is any member who is not a Delinquent Member.
5. Voting Class. A Standard Member is a Regular Active Nondelinquent Member, or an Honorary Member. Only Standard Members may vote on Society business or participate in Society elections.

Section 2: Application for Membership.

Membership shall be open to all persons sharing our common interests. Anyone interested in joining the Society may attend three meetings as a guest. Each prospective member shall submit the standard application form to a procedural officer and pay the membership application fee to the Treasurer. The Board of Directors shall consider the status of all current Applicant Members at each regular Board meeting. If the Board approves the application, the Applicant Member becomes a Regular Member. If the Board rejects the application, the Applicant Member ceases to be a member, has his or her application fee refunded, and may not apply again for 90 days.

Section 3: Termination of Membership.

1. A petition to terminate a membership must be signed by five or more Standard Members and presented to an officer of the Board of Directors. The Board must vote on such a petition no later than the second following regular Board meeting. A notice of this pending vote shall be sent by certified mail, return receipt requested, to the last known address of the individual whose membership termination is to be voted upon no fewer than five days prior to the Board meeting at which the vote shall take place. Said notice shall include the date, time, and location of the Board meeting at which the vote is to be taken, as well as the grounds for termination, if any, as stated in the petition. If 3/5 or more of the Directors voting approve the petition, it shall be presented to the membership no later than the third following regular meeting of the Society, which shall be notified to the membership as for a special meeting, and if 4/5 or more of those voting approve, the membership is terminated. A person whose membership is thus terminated may not reapply for membership in the Society for a period of one year from the date of such termination, and may not attend any meetings or functions, including Loscons, as a guest.
2. Any member who is 6 meetings or more in arrears in dues, failed to pay for membership at an attended LASFS function, or paid for goods or services fromt the LASFS or any LASFS function with a check which has subsequently been dishonored, shall be notified of this fact by the Treasurer. His or her membership shall then be reviewed by a committee consisting of the Chairman of the Board, the President, and the Treasurer. Upon the majority recommendation of this committee, the membership of the delinquent member may be terminated by a majority of those voting at any meeting of the Society.
3. A member may resign by tendering his written resignation to the Chairman or Vice-Chairman of the Board of Directors, who shall accept it, effective immediately.

Section 4: Dues.

Section 5: Meetings of the Society.

Section 6: Voting.

Section 7: Quorum.

Section 8: Censure.

Article III: Directors.

Section 1: Number and Qualifications.

1. The authorized number of Directors shall be eleven until changed by amendment of the Articles of Incorporation and of these by-laws.
2. When elected, and continuously while serving, each Director shall meet the following qualifications:
   1. Be 18 years of age or over, and otherwise legally competent;
   2. Be an Attending Member, and have maintained such Attending Membership continuously during the previous 52 regular Society meetings and for at least 104 other regular Society meetings;
   3. Meet such additional activity requirements as the Board may establish pertaining to activities of the Board itself; and
   4. Reside within Los Angeles County, or make written statement that the necessary travel will not interfere with fulfilling required duties.
3. A Director who fails to meet the above requirements, as attested by a vote of 2/3 or more of the Directors voting at a regular Board meeting, shall be notified in writing of the fact, and shall be deemed to have resigned.

Section 2: Election and Term of Office.

Section 3: Vacancies.

Section 4: Meetings.

Section 5: Quorum.

Section 6: Fees and Compensation.

Section 7: Removal from Office.

Section 8: Corporate Officers.

1. The Chairman of the Board shall conduct the meetings of the Board and speak for it to the Society and to other organizations unless he appoints a representative to do so.
2. The Vice-Chairman of the Board shall, in the absence of the Chairman, perform the duties and assume the rights of the latter.
3. The Secretary:
   1. shall be responsible for the recording of the minutes of the meetings of the Board of Directors;
   2. shall make the minutes of each regular Board meeting available to all of the Directors at least one week before the next regular Board meeting;
   3. shall provide a full copy of the minutes of each Board meeting for publication in the Society newsletter;
   4. shall keep, at the principal office of the Society, a copy of the minutes of the meetings of the Board of Directors, which shall be accessible to any member on demand, and
   5. shall initiate correspondence authorized by the Board. In the absence of the Secretary, the Chairman may appoint a Secretary pro tem.
4. The Comptroller:
   1. shall direct fund raising, in cooperation with the Treasurer;
   2. shall maintain records of donations to the Society and recognize donors with certificates of the Friends of the LASFS;
   3. shall conduct a quarterly informal audit of the Treasurer's records and make timely reports to the Board on these audits; and
   4. shall be responsible for reporting the financial status of the Society to all necessary governmental agencies. In the absence of the Comptroller, the Chairman may appoint a Comptroller pro tem.
5. The Board of Directors may confer more than one of these offices on one person, if it so elects.

Article IV: Procedural Officers.

Section 1: General.

Section 2: Election.

Section 3: Removal and Resignation.

Section 4: President.

1. shall be the executive officer of the Society;
2. subject to the Board of Directors, shall have general supervision, direction, and control of the affairs of the Society;
3. shall preside at all meetings of the Society; and
4. shall appoint, serve on, and/or disband all committees, and/or appoint and/or remove the Society publication editor(s), sergeant-at-arms, and other appointive officers as he or she finds necessary.

Section 5: Vice-President.

1. shall, in the absence or disability of the President, perform all duties of the latter;
2. shall be responsible for providing access to Society property at such times, other than those of regular Society meetings, as the membership shall select; and
3. shall assist the President in planning programs for meetings of the Society. When acting in place of the President as described above, the Vice-President shall have all the powers of, and be subject to the restrictions on, the President.

Section 6: Registrar.

1. shall welcome new members and guests;
2. shall supply the Treasurer with guest attendance information; and
3. shall, in the absence or disability of both the President and the Vice-President, perform all duties of the President. When acting in place of the President as described above, the Registrar shall have all the powers of, and be subject to the restrictions on, the President.

Section 7: Scribe.

1. shall keep, at the principal office of the Society, a book of minutes of the meetings of the Society, which shall be accessible to any member on demand and shall maintain the minutes section of the archives.
2. shall provide a copy of the minutes of each Society meeting for publication in the Society newsletter (whose editor may edit and condense them as necessary as long as said editing shall not distort the meaning of said minutes).
3. shall handle the correspondence of the Society, and
4. shall notify all Standard Members of the date and purpose of all elections, proposed amendments to the Articles of Incorporation or to these by-laws, and special events.

Section 8: Treasurer.

1. shall receive, disburse, and account for all funds of the Society;
2. shall present a statement of the financial status of the Society at each regular meeting of the Society and to each regular meeting of the Board of Directors;
3. shall keep a record of each member, listing:
   1. name,
   2. address,
   3. meetings attended, and
   4. at which meetings dues were paid; and
   5. shall notify the President when any member is Delinquent and thus ineligible to vote. Financial and attendance records of the Society shall be accessible to any member.

Article V: Library.

Section 1: Holdings.

Section 2: Librarian.

Section 3: Housing.

Section 4: Policy.

Article VI: Video Collection

Section 1: Holdings

Section 2: Curator

Section 3: Housing

Section 4: Policy

Article VII: Miscellaneous.

Section 1: Finances.

1. a first amount shall make one an Associate Friend of the LASFS;
2. a second amount shall make one a Supporting Friend of the LASFS;
3. a third amount shall make one a Patron Friend of the LASFS;
4. a fourth amount shall make one a Patron Saint of the LASFS;
5. a fifth amount shall make one a Sacred Object of the LASFS.

Patron Friends are entitled to receive all Society publications free of charge. Each Patron Saint shall receive an individual engraved plaque, and may designate a meeting, from the first through the possible 53rd Society meeting of the year, to be set-aside in his honor. Until there are 53 Patron Saints with designated meetings, no two shall be honored on the same meeting. Each Sacred Object may select a particular Sacred Object title, and is entitled to another such title for each additional Sacred Object amount he or she donates. Friends of the LASFS classes, amounts, and privileges may be added or changed by joint resolution of the Board and the membership, except that privileges already granted to a Friend may not be reduced.

The LASFS shall recognize as pillars of the LASFS those deceased members in whose name a specific lump sum of money is donated. The specific amount may be changed by a resolution of the Board and the Membership, but may not be made post facto. The name of each pillar of the lasfs shall be engraved on an individual plaque, with dates of birth, death, and becoming a membership of LASFS (or at least as much of these that are known), and up to 40 additional words of description or tribute. Such placques shall be displayed on interior walls of a LASFS building, and shall be transferred to an interior wall of a building on any new site should LASFS move. Funds from pillars shall be split 75% to the Century Fund, 25% to the Operational Fund.

Section 2: Order of Business.

1. Call to Order,
2. Introduction of Guests,
3. Reading of Minutes,
4. Treasurer's Report,
5. Committee Reports,
6. Old Business,
7. New Business,
8. Announcements,
9. Reviews,
10. Miscellaneous,
11. Program, and
12. Adjournment.

Section 3: Publications.

Section 4: Use of Society Property.

Section 5: Execution of Documents.

Section 6: Inspection of By-Laws.

Article VIII: Amendments.

Section 1: Amendments to the Articles of Incorporation.

Section 2: Amendments to the By-laws.

Article IX: Standing Rules.

Section 1: Standing Rules of the Society

Section 2: Standing Rules of the Board of Directors.

Article X: Election Procedures.

Step 1. Set OFFICES = the number of identical offices to be filled by the election.

Step 2. Nominate candidates for the offices. The By-Laws (Article III, Section 1.B, and Article IV,

Step 3. If CANDIDATES < or = OFFICES: then all of the candidates are elected and cease to be candidates; set OFFICES = OFFICES - CANDIDATES, and CANDIDATES = 0.

Step 4. If OFFICES = 0: then the election is over; stop.

Step 5. If CANDIDATES = 0: go to step 2.

Step 6. Vote. The By-Laws (Article II, Section 6) specify the qualifications required for eligibility and proxy voting. Each ballot consists of a list containing some (or none, or all) of the candidates in order of decreasing preference. Non-candidates may be included in the list, but do not effect the results of the election. Obscure references to candidates are acceptable if the voters agree (by simple majority vote, if necessary) in each case as to which candidate is intended; otherwise, they are treated as non-candidate entries.

Step 7. Count the votes. Each candidate received one vote from each ballot on which he or she is the first candidate listed. When the votes are counted manually (as opposed to by computer), any shortcuts in the process are allowed as long as they produce the same result as a complete new count of the ballots. Set ELECTED = VOTES / 2 + 1, rounding down to the next integer value if necessary.

Step 8. Any candidate with ELECTED or more votes is elected and ceases to be a candidate (there can be at most one). Set OFFICERS = the number of such just-elected ex-candidates. Set OFFICES = OFFICES - OFFICERS, and CANDIDATES = CANDIDATES - OFFICERS.

Step 9. If OFFICES = 0: then the election is over; stop.

Step 10. If OFFICERS > 0: go to step 13.

Step 11. Set LAST = the number of candidates who are tied for having the fewest votes. If LAST = CANDIDATES: go to step 6.

Step 12. The LAST candidates who are tried for having the fewest votes cease to be candidates. Set CANDIDATES = CANDIDATES - LAST. Go to step 7.

Step 13. All ex-candidates who ceased to be candidates in step 12, and not in steps 8, 14 or 15, since the last execution of step 2, become candidates again. Set RETURNEES = the number of such reinstated candidates, and CANDIDATES = CANDIDATES + RETURNEES.

Step 14. Any candidate may withdraw, thus ceasing to be candidates. Set WITHDRAWALS = the number of such just-withdrawn ex-candidates, and CANDIDATES = CANDIDATES - WITHDRAWALS.

Step 15. If CANDIDATES < or = OFFICES: then all of the candidates are elected and cease to be candidates; set OFFICES = OFFICES - CANDIDATES, and CANDIDATES = 0.

Step 16. If OFFICES = 0: then the election is over; stop.

Step 17. If CANDIDATES = 0: go to step 2.

Step 18. If the voters so decide, by simple majority vote: go to step 6. Otherwise, go to step 7.

Article XI: Emergency Procedures and Powers

1. In the event of a natural and/or man-made catastrophe or emergency which may pose a threat to the life and/or limb of the general membership, or may place the members in violation of governmental laws, ordinance or other "emergency directives," meetings or other scheduled events of the Society may be cancelled for a limited period of time (but no longer than fourteen calendar days from the last regularly-held Society meeting/event.) The authority to "officially" cancel a meeting is restricted to any elected officer or director of the Society, and only in response to an occurrence which a reasonable person would consider a catastrophe or emergency. This article will not be used to cancel any Loscon, although conditions which would force the cancellation of a Society meeting may create similar situations for a Loscon.
2. In an emergency, the welfare and safety of the general membership and its elected officials are the primary consideration that will determine the method used for cancelling a Society meeting/event. Although this article lists several preferred options for cancelling a meeting, if there is any doubt as to the safety of Society members while delaying action to decide which of the recommended options to implement, the decision to cancel the scheduled Society event using the most expeditious method takes precedence.
3. There are three recommended options that may be utilized for cancelling a meeting or other scheduled event and all Society officers and directors must be aware these are only recommended options, the welfare of the general membership is the primary consideration. The recommended options are:
   1. A vote by a quorum of the Board of Directors (or a quorum of surviving Board members).
   2. A joint decision by the Chairman of the Board of Directors and the Society President.
   3. A decision by the senior club official available.
4. If options (1) or (2) are utilized, they are not required to be "face-to- face" meetings. Telephonic discussions and/or votes are authorized for the purposes of this article only. If the telephone is utilized, no proxy votes are authorized.
5. For purposes of this article only, the following is the order of precedence of club officials for canceling a meeting if option (3) is used:

Chair, Board of Directors Society President Vice-Chair, Board of Directors Society Vice-President Comptroller, Board of Directors Society Registrar Society Scribe Secretary, Board of Directors Society Treasurer Senior Director, Board of Directors (refers to length of cumulative time on the Board, not physical age) Any other Director available

6. In the event any club office is occupied by more than one member, only one of these club members holding that office are required to make the decision to cancel Society meetings/events.
7. Once the decision is made to cancel a Society meeting or other scheduled event, the official(s) making the decision must take all reasonable steps to insure the membership is informed of the cancellation. HOWEVER, THIS ARTICLE SPECIFICALLY FORBIDS ANY CLUB OFFICIAL OR MEMBER FROM RISKING INJURY, DEATH OR VIOLATIONS OF THE LAW IN ORDER TO IMPLEMENT NOTIFICATION OF THE SOCIETY OF ANY CANCELLATION.
8. The preferred methods to notify the club that an event has been canceled are:
   1. Calling the members at their last known telephone number, using the most current edition of the "Directory to Los Angeles Fandom," as published by the Society.
   2. Leaving a message on the Society's answering machine, with information on when the meeting was cancelled, why, and how long it is expected to be in effect.
   3. Post a note on club house property.
   4. Mail notifications to the members at their last known mailing address, using the most current mailing list used to mail the club newsletter "De Profundis" (if available) or the most current edition of the "Directory to Los Angeles Fandom," as published by the Society.
   5. Announcements to local media outlets. The text of any such announcement must first be cleared through the official cancelling the Society meeting/event.
   Officers making this notification are encouraged to obtain assistance from other club officials/members to conduct this notification. In the event that a special meeting is used, or excessive telephone bills are generated from this notification, the Society will attempt to, but is not required to, reimburse the club officials for reasonable costs.
9. The Chairman of the Board of Directors shall appoint an "Emergency Preparations Committee" to plan, develop, and write the Society procedures for responses to emergencies. A copy of these procedures will be kept on Society property, and a copy should be given to all club officials. The goals of these procedures are to:
   1. Ensure to the maximum extent possible the safety and well-being of club members on, in, around, en route to, or en route from club property.
   2. Ensure to the maximum extent possible the safety of club property, and all club holdings on or in it.
   3. Ensure to the maximum extent possible the rapid recovery of the Society as a functioning institution if club property or holdings should be damaged or destroyed.
   4. The EPC procedures will be reviewed annually by the Board of Directors.
   5. Any club member or official who willfully misuses this article of the by-laws of the Society, will upon a majority vote of the Board of Directors have their membership in the Society suspended until such times as a motion to terminate the membership of the individual can be brought before the membership as outlined in Article II, Section 3. In addition, the Society legal advisor will be asked to advise the Board if any legal action is either appropriate or required by State or Federal Laws.