Duluth Superior Gay Lesbian Transgender Allied Queer Intersex Two Spirit Pride, Inc.

Adopted February 7, 2006

Last revised July 14, 2020

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ARTICLE I – NAME

This organization is a nonprofit corporation duly organized under Minnesota Statutes,

Chapter 317A and laws amendatory hereof and supplementary thereto. The name of this

organization shall be Duluth Superior GLBTAQI2S Pride, Inc., also known as Duluth

Superior Gay Lesbian Bisexual Transgender Allied Queer Intersex Two Spirit Pride, Inc. The

Corporation may do business under an assumed name chosen by the organization’s

General Committee as long as such name recognizes the gay, lesbian, bisexual,

transgender, allied, queer, and intersex community.

 

ARTICLE II – MISSION

The mission of this organization is to serve the people of the Duluth-Superior area community’s diverse sexual and gender identities by organizing safe and inclusive events that celebrate equality and self-expression.

 

ARTICLE III – Purpose and Objectives

 

SECTION 1. PURPOSE AND OBJECTIVES:

The purpose and objectives for which the Corporation is organized and the nature of the business to be carried out by it are as follows:

1. To act as a 501(c)3 nonprofit organization

2. To organize an annual Pride Festival Weekend for the people of the Duluth-Superior area community’s diverse sexual and gender identities. 

3. To perform charitable duties in the Duluth-Superior Area (through fundraisers, etc) for any particular charitable organization chosen by the General Committee

4. To be an organization for the people of the Duluth-Superior area community’s diverse sexual and gender identities.

5. To establish a cohesive organization in which members can collectively communicate and work with each other

6. To promote and support any diverse sexual and gender identities community events held locally or diverse sexual and gender identities related events held elsewhere

7. To establish a group of people to collectively work on fundraising events and organizational activities

 

SECTION 2. BENEFITS TO MEMBERS AND NONMEMBERS:

No part of the net earnings of the corporation shall inure the benefit of, or be distributed to its members, trustees, officers, or other private persons, except that the organization shall be authorized and empowered to pay compensation for services rendered and to make payments and distributions in furtherance of the purpose set forth in Article II hereof. No substantial part of the activities of the corporation shall be the carrying on of propaganda or otherwise attempting to influence legislation, and the corporation shall not participate in, or intervene in (including the publishing or the distribution of statements) any political campaign on behalf of any candidate for public office.

 

ARTICLE IV – OFFICES

 

SECTION 1. PRINCIPAL OFFICES:

Although the organization serves both Northeastern Minnesota and Northwestern Wisconsin, this is a corporation organized under Minnesota Statute and as such; principal offices shall be located in the State of Minnesota.

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SECTION 2. OTHER OFFICES:

The Corporation may also have additional offices both

within and outside the state of Minnesota, as determined by the general committee.

 

ARTICLE V – MEMBERSHIP

 

SECTION 1. POLICY CREATION:

The General Committee will legislate all material policy.

 

SECTION 2. MEMBERS OF THE GENERAL COMMITTEE: The General Committee is made up of individuals who support the mission of the organization and desire to further the organization’s purpose and objectives.

 

SECTION 3. VOTING MEMBERS OF THE GENERAL COMMITTEE: Voting right is determined by having attended a minimum of three General Committee Meetings within the immediate past twelve months.

 

SECTION 4. OBLIGATIONS: No member shall bind this corporation through joining, representing, or affiliation with, any organization without the prior approval of the General Committee.

 

SECTION 5. LIABILITY WAIVER AND INSURANCE: This organization assumes no

responsibility and the enactment of the waiver procedure shall endure.

 

ARTICLE VI – ANNUAL MEETING

 

SECTION 1. DATE OF ANNUAL MEETING: The Annual Meeting shall be held the second Tuesday of December at a location determined by the General Committee.

 

SECTION 2. NOTIFICATION OF THE ANNUAL MEETING: Meeting notices shall be conspicuously published at least ten days prior to the Annual Meeting by the Public Relations officer and shall be distributed in a manner as determined by the General Committee.

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SECTION 3. PARTICIPANT QUALIFICATIONS FOR THE ANNUAL MEETING:

The Annual Meeting shall be open to both members and to allies of the Duluth Superior community’s diverse sexual and gender identities. To be eligible to vote, the member must have attended at least three General Committee meetings in the immediate prior 12 months (ARTICLE V, Section 2).

 

ARTICLE VII – EXECUTIVE COMMITTEE

 

SECTION 1. EXECUTIVE COMMITTEE: The Executive Committee shall consist of seven officers and at least two At-Large Executive Committee Members. Elected Officers shall consist of two Co-Chairs, Secretary, Public Relations Coordinator, Treasurer, and Assistant Treasurer.

 

SECTION 2. ELECTION OF THE EXECUTIVE COMMITTEE: Election of the Executive Committee shall take place at the annual meeting (ARTICLE VI). At this meeting, the membership shall elect a new Executive Committee by secret or open ballot.

 

SECTION 3. TERM OF SERVICE: Executive Committee members shall serve a term of one year. Members of the Executive Committee may be reelected.

 

SECTION 4. RESPONSIBILITIES AND DUTIES: The Executive Committee shall be responsible of the day-to-day business of Duluth Superior GLBTAQI2S Pride, Inc. and its activities, and will administer accordingly.

 

SECTION 5. REMOVAL FROM OFFICE: Officers and At-Large Members of the Executive Committee may be removed from office by the affirmative vote of two thirds of the voting members present at a meeting of the General Committee.

 

SECTION 6. OFFICER JOB DESCRIPTIONS:

 

A. Co-Chairpersons

1. Shall serve as Chief Executive Officers of Duluth Superior GLBTAQI2S Pride, Inc.

2. One or both shall preside at all general meetings and facilitate said meetings in an orderly fashion.

3. Shall enforce the rules and policies set forth by the General Committee and in the Corporate Bylaws.

4. Shall ensure fair discussion and consideration at meetings.

5. Shall serve the community to ensure the organization's good reputation.

6. Shall appoint (with the advice of the General Committee) chairperson of subcommittees as necessary.

7. Shall assist committee chairs to ensure that they have all of the resources to carry out their duties.

8. Shall perform all duties incident to the office and other such duties as may be prescribed from time to time.

 

B. Secretary

1. Shall keep minutes of all general meetings.

2. Shall provide sufficient copies of the minutes of the previous general meeting at or prior to each proceeding general meeting.

3. Shall keep and maintain attendance records of all general pride committee meetings.

4. Shall serve the community to ensure the organization's good reputation.

5. Shall perform all duties incident to the office and other such duties as may be prescribed from time to time.

 

C. Public Relations Coordinator

1. Shall represent the public face of the organization through email correspondence, social media interaction, print publication, and other mass media.

2. Shall maintain and update the media communications from the organization to the outside population

3. Shall serve the community to ensure the organization’s good reputation.

4. Shall perform all duties incident to the office and other such duties as prescribed from time to time.

 

D. Treasurer

1. Shall have charge, custody of, and be responsible for all funds of the corporation.

2. Shall receive and give receipts for the funds due and payable to the corporation.

3. Shall deposit all such funds in the name of the corporation.

4. Shall oversee budget.

5. Report and give copies of all monetary transactions to the Executive Committee.

6. Shall report financial status to the General Committee on a quarterly basis.

7. Shall serve the community to ensure the organization’s good reputation.

8. Shall perform all duties incident to the office and other such duties as may be prescribed from time to time.

9. Shall be the custodian of corporate records and the corporate seal.

 

E. Assistant Treasurer

1. Assist the treasurer

2. Aid in budget detailing

3. Verify all accounting and transactions with bank accounts

4. Shall serve the community to ensure the organization’s good reputation

5. Shall perform all duties incident to the office and other such duties as may be prescribed from time to time.

 

SECTION 7. VACANCIES

A. Any vacancy of an elected officer shall be filled by a general election (Officers as outlined in ARTICLE VII, Section 6)

B. An election to fill the vacancy will be held at the first membership meeting following the notification of the vacancy to the General Committee

C. Vacancies of At-Large Members will be filled at the discretion of the General Committee

 

ARTICLE VIII – MEETINGS

 

SECTION 1. REGULAR MEETINGS: Regular meetings shall be held at such times and places as the determined by the General Committee. The General Committee must meet at least once per calendar quarter. Executive Committee Officers retain the right to call and hold Executive Committee meetings as deemed necessary.

 

SECTION 2. ORGANIZATION: At least one co-chairperson shall preside over regular meetings of the Executive Committee and the General Committee. In the event both co-chairpersons are absent, they may designate a member of the Executive Committee to preside at the meeting.

 

SECTION 3. RULES FOR DISCUSSION: The General Committee shall be responsible to formulate rules of discussion and debate for its meetings.

 

ARTICLE IX – DISSOLUTION

In the event that the dissolution of Duluth Superior GLBTAQI2S Pride, Inc. becomes necessary, any remaining assets shall be donated to one or more diverse sexual and gender identities tax-exempt organizations as determined by the general committee.

 

ARTICLE X – MAILING LIST

The sale, gift, or availability of the membership mailing list to any party is prohibited. It shall be used solely for the exclusive benefit of Duluth Superior GLBTAQI2S Pride, Inc.

 

ARTICLE XI – ORGANIZATION FUNDS

 

SECTION 1. LENDING: The lending of organizational funds to any member, director, or officer is prohibited.

 

SECTION 2. PURPOSE OF FUNDRAISING PROCEEDS: Any funds generated by fundraising efforts must be applied to the purpose for which the promotional materials name.

 

SECTION 3. BORROWING: An affirmative vote of two thirds of the voting members present at a meeting of the General Committee is required to borrow funds.

 

ARTICLE XII – AMENDING BYLAWS

These bylaws may be amended by the affirmative vote of two thirds of the voting members present at a meeting of the General Committee, provided that the proposed amendment has been read at the preceding General Committee meeting.

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