COMPUTER TECHNOLOGY INVESTIGATORS NETWORK
A Washington Non-Profit, Tax-Exempt Corporation.
ARTICLE I – NAME
The name of this Corporation shall be Computer Technology Investigators Network (CTIN).
ARTICLE II – OBJECTIVES AND PURPOSES
IDEOLOGY – The Objectives and purposes of CTIN and all chapters are as follows:
- To encourage, promote, aid, and effect the voluntary interchange of data, information, experience, ideas, and knowledge about methods, processes, and techniques relative to investigations and security in advanced technologies among the membership;
- To collect, collate, coordinate, and distribute data, information, ideas, knowledge, methods, and techniques by any suitable means. Such distribution will be intended to promote uniformity in investigative methods, and develop matters of mutual interest to the membership;
- To establish, encourage, and enforce observance of a Code of Ethics and Standards of Professional Conduct;
- To make surveys and studies, hold conferences, symposiums, seminars, and forums; to arrange for the presentation of lectures and papers on matters and problems of interest; to foster, promote, encourage, study, research, and facilitate discussion of matters and problems of investigations- and to collect and disseminate information of service or interest to the members or the public at large;
- To conduct such other related activities as may be necessary, desirable, or incidental to gaining recognition of accomplishments in the field of criminal investigations involving advanced technologies, and/or security within government, business and industry.
To hold and manage property and funds for community, charitable, educational, scientific, or civil purposes. The property of this Corporation is irrevocably dedicated to charitable purposes and no part of the past net income or assets of this Corporation shall ever inure to the benefit of any director, officer or member thereof, or to the benefit of any private person. Upon dissolution of the Corporation, its assets remaining after payment, or provisions for payment, of all debts and liabilities of this Corporation shall be distributed to a nonprofit fund, foundation, or corporation which is organized and operated exclusively for charitable purposes and which has established its tax exempt status under section 501 (c) (6) of the Internal Revenue Code.
The C.T.I.N membership information will not be sold, given, or incorporated into any other membership, nor will the membership information be used for personal or professional gain. Should CTIN ever be dissolved, the membership information will be retained by the last set of officers for tax purposes only.
CODE OF ETHICS – STANDARD OF PROFESSIONAL CONDUCT
CTIN is dedicated to improving methods for investigating and prosecuting crimes involving advanced technologies. Members are dedicated to mutually assisting each other in the pursuit of that goal.
- Members will always use what they learn through CTIN for the betterment of its members and their sponsoring organizations.
- Members agree to respect the confidential nature of information procedures or techniques they become aware of because of involvement with the CTIN
- Members will not disclose identified confidential information to anyone who is not a member in good standing of the CTIN without the written permission from the Executive Board of Directors.
- Members will never reveal the professional confidences entrusted among one another except under circumstances consistent with the purpose of CTIN
- Members will never misrepresent their employment, intentions, or professional affiliations.
- Members will refrain from even the appearance of impropriety detrimental to the CTIN, its purpose or its members.
- Members will use their best efforts to support the integrity and competence of CTIN and prevent the subversion of the association.
- Members will seek to attract to CTIN those persons meeting membership criteria and who can contribute to the association and its purpose.
ARTICLE III – DEFINITIONS
Computer Technology Investigators Network.
An entity created and defined by the Executive Board, as it sees fit, to provide for regional extensions of CTIN services for its members. In the absence of any defined regional Chapters the Executive Board will oversee all members as though all members were part of a single Chapter.
Corporation shall be inclusive of all members of CTIN
CHAPTER MEMBERS AT LARGE
The individual members of CTIN
The Chapter Board shall consist of a President, a Vice President, a Chapter Secretary, a Chapter Treasurer, and two Board Members at Large (one from the private sector and one from the public sector).
A Chapter Quorum shall consist of two Chapter Board members and any ten Chapter Members. A Chapter Quorum will be lawful, legal, and official only if all members are notified of the date and time of such conference with a minimum of one-week notice. Notification shall be in writing or electronically.
The Executive Board shall consist of a President, a Vice President, Secretary, a Treasurer, and two Chapter Board members (President and Vice President) from each Chapter.
An Executive Quorum shall consist of two members of the CTIN Board and any three Chapter Board members at Large. An Executive Quorum will be lawful, legal, and official only if all members are notified of the date and time of such conference with a minimum of one-week notice. Notification shall be in writing or electronically.
DATE OF RECORD
The date a person must hold membership to be deemed a member of record. This date shall be the business day proceeding the day on which the action or vote is taken.
CONSTRUCTION AND DEFINITIONS
Unless stated otherwise, the general provisions, rules of construction, and definitions in the Nonprofit Corporation Law shall govern the construction of these bylaws. Without limiting the generality of the above, the masculine gender includes the feminine and neuter, the singular number includes the plural, the plural number includes the singular, and the term, “person” includes both the corporation and a natural person.
ARTICLE IV – ORGANIZATION
BOARDS AND OFFICERS
BOARD MEMBERS AT LARGE
CTIN chapter shall elect two Board Members at Large. One of the two selections shall be an active or retired member from a government entity, and the other selection shall be an active or retired member who has qualified by virtue of their employment in private industry. The election of the Board Members at Large shall occur during the fourth quarter of each calendar year. The Board Members at Large will help organize the meeting content and help the other Chapter Board members with meetings, special interest groups, and web site maintenance.
This board governs and oversees the direction of all CTIN Chapters to ensure the objectives, purpose, code of ethics and standards of professional conduct of CTIN are followed.
The Executive Board shall consist of a President, a Vice President, a Secretary, a Treasurer, and two Chapter Board members (President and Vice President) from each Chapter.
This board governs and oversees the activities and meetings for a specific CTIN Chapter and to ensure the objectives, purpose, code of ethics and standards of professional conduct of CTIN are followed.
The chapter officers shall be a President, a Vice President, a Secretary, a Treasurer, and up to six Board Members at Large.
The President shall preside over all meetings, help organize meeting content and special interest groups.
The Secretary will maintain the member database, member attendance records, general meeting notes, board meeting notes, special meeting notes, will send out meeting notices, and will also send meeting minutes to the Board and chapter meetings to all board members.
The Treasurer will maintain the funds for the Chapter and will ensure that invoices are sent and expenses are paid on time. The treasure will prepare financial reports and make a statement about balances, expenses, and income at each Board meeting.
The Vice President shall preside over all meetings, when the President is not present and will help organize meeting content and special interest groups.
TERMS OF OFFICE
BOARD MEMBERS AT LARGE
The Directors at Large shall serve one (1) calendar year. Each Director at Large shall hold office until such director successor is elected or appointed as required by these bylaws. In the event a Director at Large is removed at a special meeting of the members called and held as prescribed by these bylaws, such Director at Large shall hold office until his or her removal and until his or her successor is elected or appointed. At least one Director at Large must be from the public sector and at least one other must be from the private sector.
CTIN EXECUTIVE BOARD OF DIRECTORS
The CTIN Executive Board of Directors term of all officers shall be two (2) calendar years. Each officer of the Board shall hold office until such officer successor is elected or appointed as required by these bylaws. In the event an officer is removed at a special meeting of the members called and held as prescribed by these bylaws, such officer shall hold office until his or her removal and until his or her successor is elected or appointed. If the President is elected from the public sector, then the Vice President must be elected from the private sector. If the Secretary is elected from the public sector, then the Treasurer must be elected from the private sector.
CTIN CHAPTER BOARD OF DIRECTORS
The CTIN Chapter Board of Directors term of all officers shall be two (2) calendar years. Each officer of the Board shall hold office until such officer successor is elected or appointed as required by these bylaws. In the event an officer is removed at a special meeting of the members called and held as prescribed by these bylaws, such officer shall hold office until his or her removal and until his or her successor is elected or appointed. If the President is elected from the public sector, then the Vice President must be elected from the private sector. If the Secretary is elected from the public sector, then the Treasurer must be elected from the private sector.
The Board Members at Large and officers of the CTIN Chapter Board of Directors shall be members of the Corporation. In addition, the members of CTIN Board of Directors shall serve as full voting members of the Board for the duration of their term(s). There are no term limits for CTIN Board Members. Every Board Member must have primary responsibilities that pertain to electronic investigations or to the physical or electronic security of the corporate environment.
The Executive Board of Directors, Chapter Board of Directors and Directors at Large shall serve without compensation.
ELECTION OF OFFICERS
The officers shall be elected in accordance with the procedures set forth in these bylaws and shall serve the term to which they were elected, unless, and until, their membership in the Corporation is terminated.
ARTICLE V – PRINCIPAL OFFICE
The principal office for the transaction of the business of the Corporation (“principal executive office”) is located in the State of Washington, County of Pierce. The CTIN Executive Board of Directors may change the principal office from one location to another. The Executive Secretary amending these bylaws to reflect the new location shall note any change of the principal office location.
ARTICLE VI – NONPARTISAN ACTIVITIES
This Corporation has been formed under the Washington nonprofit Corporation Law for the purposes described in Article 11, and it shall be nonprofit and nonpartisan. No substantial part of the activities of the Corporation shall consist of the publication or dissemination of materials with the purpose of attempting to influence legislation, and the Corporation shall not participate or intervene in any political campaign on behalf of any candidate for public office or for or against any cause or measure being submitted to the people for a vote.
This corporation is organized exclusively for educational purposes within the meaning of section 501 (c) (6) of the Internal Revenue Code.
Notwithstanding any other provision of these Articles, the corporation shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from Federal income tax under section 501 (c) (6) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Law) or (b) by a corporation contributions to which are deductible under section 170 (c) (2) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Law).
ARTICLE VII – DEDICATION OF ASSETS
The properties and assets of this nonprofit Corporation are irrevocably dedicated to fulfillment of the “Objectives and Purposes” of this Corporation as set out in Article 11. No part of the net earnings, properties, or assets of this Corporation, on dissolution or otherwise, shall inure to the exclusive benefit of any private person, individual, member, Director at Large, Chapter Board member or Executive Board member of this Corporation except in fulfillment of the stated “Objectives and Purposes” set forth in Article 11. On liquidation or dissolution of this Corporation, all properties and assets and obligations shall be distributed pursuant to the non-profit provisions of the Washington Corporation Code then in effect.
ARTICLE VIII – MEMBERSHIP
Chapter Membership in this organization shall be limited to:
- Law enforcement personnel, investigators, technicians or specialists, and prosecuting attorneys engaged in the investigation and/or prosecution of criminal activities in which computers and/or other high technologies are utilized. A member shall be in the employ of a Federal, Tribal, State or Local government entity;
- Private or public sector employees who are employed as management or senior staff security level personnel whose primary duties are for security and/or investigations in computer or other high technology environments, or by virtue of their position or interest can provide, or have a need for, information, training in the areas of security or computer investigations, or other high technology environments;
- Students and faculty of secondary educational institutions involved in the study and/or teaching of high technology educational programs.
- A member in good standing who retires or transfer from their employment whose continued membership is desirable and beneficial to the CTIN Members in this category shall be granted continued membership subject to the approval of the Board of Directors. A quorum shall be necessary to remove a member in this category;
- Members must be of high moral and ethical integrity;
- Having met all qualifications for membership in CTIN, no applicant will be denied membership on the basis of sex, color, race, religion or ethnic origin;
To maintain membership, a member must:
- Submit yearly renewal applications each year; and
- Pay $25 USD per year; or
- Hold a Board position; or
- Have been granted Life Membership.
Board members are exempt from annual dues.
Life memberships shall be granted to members in good standing on the following terms and conditions:
- The applicant is fully retired and has been a member in good standing for at least seven (7) consecutive years, or has made an outstanding contribution, or performed an outstanding service to the Corporation.
- A quorum shall be necessary to establish a life membership.
- Life members shall be exempt from all dues and assessments, with the exception of those fees and expenses incurred by the member for Corporation sponsored events in which the member chooses to participate.
Classification of Membership
The Corporation shall have one class of members only. Each member of the CTIN Chapter shall have equal voting and other rights, including the right to vote for the representative Chapter Board members, to participate in the management of the Chapter business in accordance with the applicable provisions of the bylaws, and to hold any office of the Corporation to which a member may be elected or appointed.
The Corporation shall recognize and grant honorary status of Sponsoring Organization to public or private entities whose support for CTIN is deemed by the Chapter Board of Directors to be exceptional. A Sponsoring Organization will be eligible to display any token, plaque, decal, certificate, or other appropriate award designated by the Chapter Board of Directors and presented to the Sponsoring Organization. No authority to use or publish the CTIN insignia or logo will accrue to such a Sponsoring Organization. CTIN will authorize no use of its symbols or insignia in any Sponsoring Organizations correspondence or stationery. Sponsoring Organizations, as described above, may receive public recognition from CTIN but will not participate in voting activities of the chapter. Representatives of a Sponsoring Organization may attend Chapter meetings as approved by the Chapter Board of Directors.
Admittance to membership requires sponsorship by a CTIN member. Applications for membership shall be submitted to the Executive Board officer in charge of membership.
Membership shall be denied if the applicant or any organization to which the applicant may belong has aims or interests which conflict with the goals and purposes of the Corporation.
A membership shall be limited to the balance of any calendar year at which time all memberships are subject to review by a Chapter Membership Committee appointed by the Chapter Board of Directors. A list of current active membership in each Chapter shall be provided to the Executive Board officer in charge of membership by the third quarter of each calendar year.
Procedures for the processing of membership applications shall be established and approved by the Executive Board of Directors.
TERMINATION OF MEMBERSHIP
The membership of any regular member shall terminate upon occurrence of any of the following events:
- The resignation of the member.
- The failure of a member to pay annual dues in the amount and within the times set forth by the Chapter Board of Directors.
- By determination of the Chapter Board of Directors, of Directors, or a committee designated by said body.
- The member no longer meets the requirements for membership as set forth in ARTICLE VIII.
Following the determination that a member should be expelled under ARTICLE VIII,, TERMINATION OF MEMBERSHIP, the following procedure shall be implemented.
- A notice from the either the Chapter or Executive Board of Directors shall be sent by prepaid, first class, or registered mail to the most recent address of the member as shown on the Corporation’s records, setting forth the expulsion and the reasons therefor. Such notice shall be sent at least 15 days before the proposed effective date of the expulsion.
- The member being expelled shall be given an opportunity to be heard, either orally or in writing. If the member to be expelled does not request a hearing within thirty days of having been properly notified, the expulsion is final and irrevocable. At the written request of the member expelled and within fifteen days of receipt of such request, a hearing of the proposed expulsion shall be held. A special member expulsion committee composed of not fewer than three officers appointed by the Chapter Board of Directors will hold the hearing. Notice of the hearing shall be sent to the member being expelled and shall state the date, time, and place of the hearing on his proposed expulsion.
- The expulsion committee shall submit its report containing a recommendation to the Chapter Board of Directors. Expulsion of a member requires a quorum, which action shall be made a part of the minutes of a regular or a special meeting of the Chapter Board of Directors.
- Any person expelled from the Corporation shall receive a refund of dues or assessments already paid. The refund shall be prorated to return only the un-accrued balance remaining for the period of the dues payment.
TRANSFER OF MEMBERSHIPS
Memberships in this Corporation are non-transferable.
ARTICLE IX – MEETINGS OF MEMBERS
RULES OF ORDER
The Robert Rules of Order, as amended from time to time shall govern the meetings of members insofar as those Rules are not inconsistent with or in conflict with these Bylaws, the Articles of Incorporation of the Corporation, the law, or rules governing agenda motions, and related matters.
WAIVER BY ATTENDANCE
Attendance by a person at a meeting shall also constitute a waiver of notice of that meeting, except when the person objects at the beginning of the meeting to the transaction of any business due to the inadequacy or illegality of the notice. Attendance at a meeting is not a waiver of any right to object to the consideration of matters not included in the notice of the meeting, if that objection is expressly made at the meeting.
The transactions of any meeting of members, either annual or special, however properly called or noticed, and wherever held, shall be as valid as though taken at a meeting duly held after regular call and notice, if a Chapter quorum were present.
A majority of the Chapter Board present, whether or not a quorum is present may adjourn any meeting to another time and place. If the meeting is adjourned for more than 24 hours, notice of the adjournment to another time or place must be given all Board members originally present prior to adjournment.
Any members’ meeting, annual or special, whether or not a quorum is present, may be adjourned from time to time by the vote of the majority of the members represented at the meeting. No other business may be transacted at that meeting, except as provided in these bylaws.
EXECUTIVE BOARD MEETINGS
Meetings of the Executive Board of Directors shall be held at any time and place designated by a CTIN Executive Board of Directors member. Meetings should be held regularly. A minimum of one meeting per year is required. The board meetings should include an acceptance of the previous meetings minutes and a report of the chapter finances. After the meeting the executive board minutes should be made available to all executive board members. The executive board meeting does not have to be held in person, but can also be held by conference or video conference calls.
CHAPTER BOARD MEETINGS
Meetings of the Chapter Board of Directors shall be held at any time and place designated by a CTIN Chapter Board of Directors member. Meetings should be held regularly. A minimum of one meeting per calendar year is required. The board meetings should include an acceptance of the previous meetings minutes and a report of the chapter finances. After the meeting the chapter board minutes should be made available to all chapter board members. The chapter board meeting does not have to be held in person, but can also be held by conference or video conference calls.
GENERAL CHAPTER MEETINGS
Meetings of the membership shall be held at any time and place designated by the CTIN Chapter Board of Directors. Meetings should be held regularly adherence to a minimum of one meeting per calendar year is required. After the meeting the general chapter minutes should be made available to all chapter members.
ACTION BY WRITTEN CONSENT WITHOUT A MEETING
Any action that may be taken at a Chapter Board meeting may be taken without a meeting and without prior notice if written waivers are received from officers that comprise a minimum of a quorum. All such written waivers shall be filed with the Secretary and maintained in the minute book records. All solicitations of waivers shall indicate the time by which the waiver must be returned. Waivers must be received within thirty days for the action to be Lawful and proper, and officers of the Board giving such waivers must be officers of the Board on the “date of record” according to Article 11, at the time the action was taken.
CHAPTER SPECIAL MEETING
A special meeting of the members of the CTIN Chapter may be called at any time by any of the following:
- A majority of the Chapter or Executive Board of Directors or the President of either entity; or,
- Ten or more members.
If a special meeting is called by members other than the President or the Board of Directors, the request shall be submitted by such members in writing, specifying the general nature of the business proposed to be transacted, and shall be delivered personally or sent by registered mail, electronic mail or by other facsimile transmission to the President, Vice President, or the Secretary of CTIN The officer receiving the request shall cause notice to be promptly given to the members entitled to vote, in accordance with the provisions of Article IX, that a meeting will be held and the date for such meeting, which date shall be not less than 35 nor more than 90 days following the receipt of the request. If notice is not given within the 20 days after receipt of the request, the persons requesting the meeting may give the notice. Nothing contained in this subsection shall be construed as limiting, fixing, or affecting CTIN the time when a meeting of members may be held when the meeting is called by action of the Board of Directors.
Special meetings of the members called by the President or the Board of Directors shall be held with a minimum of forty-eight (48) hours notice delivered personally or by electronic mail to all members of the Chapter. Notice of a special meeting need not be given to any member who signs a waiver of notice or a written consent to holding the meeting or an approval of the minutes thereof, whether before or after the meeting, or who attends the meeting without protesting prior thereto or at its commencement about the lack of such notice to such member. All such waivers, consents, and approvals shall be filed in the Chapter records and made a part of the minutes of the meetings.
NOTICE OF MEMBERS’ MEETINGS
All notices of meetings of members shall be sent or otherwise given in accordance with Article IX not less than 7 nor more than 90 days before the date of the meeting or as may be otherwise ordered by the CTIN Board of Directors. The notice shall specify the place, date, and hour of the meeting and in the case of a special meeting, the general nature of the business to be transacted, and no other business may in that case be transacted, or if action is proposed to be taken at any Chapter meeting for approval of any of the following proposals, the notice shall also state the general nature of the proposal. Member action on such items is invalid unless the notice of written waiver of notice states the general nature of the proposal(s):
- Removing a director without cause;
- Voluntarily dissolving the Corporation or local Chapter.
Notice of any meeting of Chapter members shall be given either personally or by first-class mail, electronic mail, telegraphic or other written communication, charges prepaid, addressed to each member either at the address of that member appearing on the books of the Corporation or the address given by the member to the Corporation for the purpose of notice. If no address appears on the Corporation’s books and no other has been given, notice shall be deemed to have been given if either:
- Notice is sent to that member by first-class mail, electronic mail, or telegraphic or other written communication to the Corporation’s principal executive office, or
- Notice is published at least once in a newspaper or general circulation in the county where that officer is located.
Notice shall be deemed to have been given at the time when delivered personally or deposited in the mail or sent by electronic mail, telegram or other means of written communication.
An affidavit of the mailing or other means of giving any notice of any members meeting may be executed by the Secretary, assistant Secretary, or any other party of the Corporation giving the notice, and if so executed, shall be filed and maintained in the minute book of the Corporation.
ARTICLE X – ELECTION PROCEDURES
Persons entitled to vote at any meeting of members shall be members as of that date and must be determined to be members in good standing, subject to the provisions of the Washington Nonprofit Corporation Law.
Voting may be by voice or ballot, provided that any election of officers or Directors at Large must be by ballot if demanded by any member before the voting begins.
If at least one-fifth of the voting membership of the Chapter is present, the affirmative vote of the majority of the members represented at the meeting entitled to vote on any matter (other than the election of officers and Directors at Large) shall be the act of the members, unless the vote of a greater number or voting by classes is required by Washington Non-profit Corporation Law or by the Articles of Incorporation.
Each regular member shall be entitled to cast one vote on all matters submitted to a vote of the members when present at meeting when a vote is taken.
EXECUTIVE BOARD OFFICERS
Nomination for President, Vice President, Secretary, and Treasurer must be made in person, from the floor, at a meeting held prior to the fourth quarter of each calendar year. All members of the Chapter must be properly noticed of the election meeting. Nominees must know the duties of the offices for which they are being nominated and must have committed to accept such nomination.
Nomination for Chapter President, Chapter Vice President, Chapter Secretary, Chapter Treasurer, and Chapter Directors at Large must be made in person, from the floor, at a meeting held prior to the fourth quarter of each calendar year. All members of the Chapter must be properly noticed of the election meeting. Nominees must know the duties of the offices for which they are being nominated and must have committed to accept such nomination.
Two positions of the board will be elected each year to ensure that the Chapter has continuity in the knowledge of the C.T.I.N work. The elections will be Vice President and Secretary in the odd calendar years, President, and Treasurer in the even calendar years.
A voice vote or show of hands will accomplish voting immediately following the closure of nominations.
- The outgoing Chapter President as the first order of business at a fourth quarter meeting shall install the newly elected officers. In the absence of the outgoing Chapter President at the installation meeting, installation duties will be assumed in the following order of outgoing officers: Chapter Vice President, Chapter Secretary, Chapter Treasurer, Chapter Directors at Large.
ARTICLE Xl – CHAPTER DUES
Annual dues in an amount determined by the Chapter board of directors may be assessed of each member of the Chapter. Should the need for dues be established and implemented by the Chapter board of directors, the Chapter Treasurer shall collect said dues no later than the second quarter of each calendar year.
On January 4, 2013, CTIN Board members approved a $25 USD annual membership fee for all members, except life members.
At the time of payment of dues, the member’s name, present business address, and phone number shall be submitted to the Chapter Board of Directors.
Withdrawing, paid-up members of the Corporation may transfer his/her paid-up dues to his/her departmental replacement if the Chapter Board of Directors approves the new applicant for membership.
Board members are exempt from annual dues.
ARTICLE XII – RECORDS AND REPORTS
Any member of the Corporation may,
- Inspect and copy the records of members names and addresses and voting rights during usual business hours with five (5) days prior written demand from the Chapter Board of Directors, stating the purpose for which the inspection is requested, and;
- Obtain from the Chapter Secretary of the Chapter Board of Directors, on written demand and on the tender of the Chapter Secretary’s usual charges for such a list, if any, the following:
- A list of names and addresses of members who are entitled to vote for the election of Chapter Board of Directors,
- Their voting rights, as of the most recent record date for which that list has been compiled, or as of a date specified by the member after the date of demand.
The demand will state the purpose for which the list is requested and must be reasonably related to CTIN membership interests. This list shall be made available to any member by the Chapter Secretary on or before the later of; ten (10) days after the demand is received or, the date specified in it as the date by which the list is to be compiled.
An agent or attorney of the member may make in person or any inspection and copying under this section and the right of inspection includes the right to copy and make extracts, but not sell, distribute or otherwise use the information.
MAINTENANCE AND INSPECTION OF ARTICLES AND BYLAWS
The Corporation shall keep at its principal executive office, the original or a copy of the articles and bylaws as amended to date, which shall be open to inspection by the members at all reasonable times during office hours. If the principal executive office of the Corporation is outside the state of the requesting member and the Corporation has no principal business office in that State, the Secretary shall, on written request of said member, furnish a copy of the Articles and Bylaws as amended to date.
MAINTENANCE AND INSPECTION OF OTHER CORPORATE RECORDS
The accounting books, records, and minutes of the proceedings of the Chapter Board of Directors and any committee(s) appointed by said Board shall be kept at such place as designated, at the principal executive office of the Corporation. The minutes shall be kept in written or typed form and the accounting books and records shall be kept either in written or typed form or in any other form capable of being converted into written, typed, or printed form. The minutes and accounting books and records shall be open to inspection on the written demand of any member, at any reasonable time during usual business hours, for a purpose reasonably related to the member’s interests as a member of this Corporation. The inspection may be made in person or by an agent or attorney, and shall include the right to copy and make extracts. These rights of inspection shall extend to the records of each Chapter of the Corporation as noted below.
The accounting books, records, and minutes of proceedings of the members and the Chapter Board of Directors and any committee(s) of the Chapter Board of Directors shall be kept at such place or places designated by said Board, or, in the absence of such designation, at the principal executive office of the Corporation. The minutes shall be kept in written or typed form, and the accounting books and records shall be kept either in written or typed form or in any other form capable of being converted into written, typed, or printed form. The minutes and accounting books and records shall be open to inspection on the written demand of any member, at any reasonable time during usual business hours, for a purpose reasonably related to the member’s interests as a member. The inspection may be made in person or by an agent or attorney, and shall include the right to copy and make extracts.
INSPECTION BY EXECUTIVE AND CHAPTER BOARD MEMBERS
Every Executive and Chapter Board Member shall have the absolute right at any reasonable time to inspect all books, records and documents of every kind and the physical properties of the CTIN Corporation. An agent or attorney may make in person or this inspection by an Executive or Chapter Board Member, and the right of inspection includes the right to copy and make extracts of documents.
The annual report to members referred to in the Washington Nonprofit Corporation Law is expressly dispensed with, but nothing in these Bylaws shall be interpreted as prohibiting the Board of Directors from issuing annual or other periodic reports to the members of the Corporation, as they consider appropriate. However, the Corporation shall provide to the Directors at Large, and to those members who request it in writing, within 120 days of the close of its fiscal year, a report containing the following information in reasonable detail;
- The assets and liabilities, including the trust funds, of the Corporation as of the end of the fiscal year.
- The principal changes in assets and liabilities, including trust funds, during the fiscal year.
- The revenue of receipts of the Corporation both unrestricted and restricted to particular purposes, for the fiscal year.
- The expenses or disbursements of the Corporation, for both general and restricted purposes, during the fiscal year.
ARTICLE XIII – AMENDMENT OF BYLAWS
These bylaws may be amended, repealed, or added to in the following manner only:
- Any one of the members may at any time propose in writing, signed by them, and addressed to the Executive Board, the amendment or repeal of any existing provision of, or the addition of any new provision to the bylaws.
- An Executive Board member will present such proposal, amendment, repeal, or addition at the next regular meeting of the Board of Directors, and shall incorporate in the notice of that meeting a statement that such proposed amendment, repeal, or addition will be considered. No such proposed amendment, repeal or addition shall be considered at any meeting of the Board of Directors unless such notice had been given to each member of the Board not less than 20 calendar days prior to the meeting.
- At the meeting of the Board of Directors called in accordance with the provisions of the above, the proposed amendment, repeal, or addition to the bylaws shall be considered and voted upon by the members present. If, at the meeting, a quorum being present, two-third of the total number of Directors present vote in favors of such amendment, repeal, or addition, it shall be considered as adopted by the Board of Directors. Such amendments, repeals, or additions to these bylaws will be presented to the membership at the next regular meeting.
- Amendments to these bylaws shall become effective after presentation to the next regular chapter meeting.
ARTICLE XIV — AMENDMENT 2003, CREATION OF CTIN UMBRELLA
In the second quarter of 2003, Computer Technology Investigators Northwest will start doing business as the umbrella organization of Computer Technology Investigators Network (CTIN).
OBJECTIVES AND PURPOSE
This CTIN umbrella organization will permit other locations to create chapter organizations that will subscribe to the same objectives and bylaws of CTIN
New chapters formed under CTIN must use Computer Technology Investigators Network in their title followed by the city or area.
Created the distinction of the Chapter Board of Directors and the Executive Board of Directors.
The bylaws were updated to include a clearer definition of the various boards and their responsibilities.
The bylaws of CTIN were updated to include the creation of the Computer Technology Investigators Network as the umbrella organization.
The bylaws of CTIN were updated to include additional requirements of membership, adding students and educators as members, retraction of term length of board members, increasing Board Members at Large from two up to six members, allowing use of CTIN Board Meetings via audio/video conferencing, and reducing quarterly board meetings to annual meetings.
The bylaws of CTIN were amended to incorporate the $25 membership fees of each member.
The bylaws of C.T.I.N were amended to exempt board members from annual dues
The bylaws of CTIN were amended to define chapters, include tribal law enforcment officers as potential members and other minor sylistic changes.
CERTIFICATION OF AN OFFICER
I, the undersigned, certify that I am the presently elected President of Computer Technology Investigators Network (CTIN), a Washington non-profit, tax-exempt corporation, and the above amended bylaws are the bylaws of this corporation in the State of Washington, duly adopted at a CTIN board meeting held on April 25, 2016.
Allison Goodman, CTIN President