BYLAWS OF RepRap Research Foundation ARTICLE I - NAME AND PURPOSE Section 1: The name of the organization shall be the RepRap Research Foundation, which can be abbreviated to RRRF Section 2: The RepRap Research Foundation is organized exclusively for charitable, scientific and educational purposes, more specifically to promote research in self-replicating manufacturing systems and to distribute the results of that research freely to everybody using open-source licensing. Owing to the physical nature of the project this means we will buy and sell research materials at a low cost to researchers. ARTICLE II - MEMBERSHIP Section 1: Membership of the RRRF shall be free. Section 2: All members of the RRRF shall abide by all the rules of the RRRF. Section 3: Membership of the RRRF shall be open to any person who does not break the RRRF's rules. Section 4: All members of the RRRF are encouraged to publish all the results of their research on self-replicating manufacturing systems in such a way as to make them freely available to everyone under an open-source licence, for example at objects.reprap.org. Section 5: There shall be no corporate or organizational membership of the RRRF. However, as many people who are members of any corporation or organization and who wish may join as individual members of the RRRF. Section 6: People who are minors in their country of residence must obtain permission from their parent or guardian to become members of the RRRF, and that parent or guardian must agree that the minor will abide by all the rules of the RRRF. Section 7: Members of the RRRF shall be entitled to place the letters MRRRF after their name. ARTICLE III - ANNUAL MEETING Section 1: Annual Meeting. The date of the regular annual meeting shall be set by the Board of Directors who shall also set the time. Section 2: Special Meetings. Special meetings may be called by the Chair or the Executive Committee. Section 3: Notice. Notice of each meeting shall be given to each voting member, by electronic mail, not less than ten days before the meeting. Section 4: Meeting Format. Owing to the highly distributed nature of the board, meetings shall generally be conducted via email, IRC, and Skype. Voting shall take place via email, or by using online polling software. All members shall be allowed 3 days from the initial announcement email to cast their votes. ARTICLE IV - BOARD OF DIRECTORS Section 1: Board Role, Size, Compensation. The Board is responsible for overall policy and direction of the Council, and delegates responsibility for day-to-day operations to the Council Director and committees. The Board shall have up to 9 and not fewer than 4 members. The board shall receive no compensation other than reasonable expenses. Section 2: Meetings. The Board shall meet at least once a year, at an agreed upon time and place. Section 3: Board Elections. Election of new directors or election of current directors to a second term will occur as the first item of business at the annual meeting of the corporation. Directors will be elected by a majority vote of the current directors. Section 4: Terms. All Board members shall serve 1 year terms, but are eligible for re-election. Section 5: Quorum. A quorum must be attended by at least 50 percent of the Board members before business can be transacted or motions made or passed. Section 6: Notice. An official Board meeting requires that each Board member have written or email notice 10 days in advance. Section 7. Officers and Duties. There shall be five officers of the Board consisting of a Director, Chair, Vice Chair, Secretary and Treasurer. Their duties are as follows: The Chair shall convene regularly scheduled Board meetings, shall preside or arrange for other members of the executive committee to preside at each meeting in the following order: Vice-Chair, Secretary and Treasurer. The Vice-Chair shall chair committees on special subjects as designated by the board. The Secretary shall be responsible for keeping records of Board actions, including overseeing the taking of minutes at all board meetings, sending out meeting announcements, distributing copies of minutes and the agenda to each Board members, and assuring that corporate records are maintained. The Treasurer shall make a report at each Board meeting. The Treasurer shall chair the finance committee, assist in the preparation of the budget, help develop fundraising plans, and make financial information available to Board members and the public. The Director shall oversee the day to day operations of the foundation, and shall present a report about the operational status of the foundation at each meeting. Section 8: Vacancies. When a vacancy on the Board exists, nominations for new members may be received from present Board members by the Secretary two weeks in advance of a Board meeting. These nominations shall be send out to Board members with the regular Board meeting announcement, to be voted upon at the next Board meeting. These vacancies will be filled only to the end of the particular Board member's term. Section 9: Resignation, Termination and Absences. Resignation from the Board must be in writing or email and received by the Secretary. A Board member shall be dropped for excess absences from the Board if s/he has three unexcused absences from Board meetings in a year. A Board member may be removed for other reasons by a three-fourths vote of the remaining directors. Section 10: Special Meetings. Special meetings of the Board shall be called upon the request of the Chair or one-third of the Board. Notices of special meetings shall be send out by the Secretary to each Board member postmarked two weeks in advance. ARTICLE V - COMMITTEES Section 1: The Board may create committees as needed, such as fundraising, housing, etc. The Board Chair appoints all committee chairs. Section 2: The five officers serve as the members of the Executive Committee. Except for the power to amend the Articles of Incorporation and Bylaws, the Executive Committee shall have all of the powers and authority of the Board of Directors in the intervals between meetings of the Board of Directors, subject to the direction and control of the Board of Directors. Section 3: Finance Committee. The Treasurer is chair of the Finance Committee, which includes up to three other Board members. The Finance Committee is responsible for developing and reviewing fiscal procedures, a fundraising plan, and annual budget with staff and other Board members. The Board must approve the budget, and all expenditures must be within the budget. Any major change in the budget must be approved by the Board or the Executive Committee. The fiscal year shall be the calendar year. Annual reports are required to be submitted to the Board showing income, expenditures and pending income. The financial records of the organization are public information and shall be made available to the membership, Board members and the public. ARTICLE VI - DISSOLUTION Section 1: Upon dissolution of the RepRap Research Foundation, remaining assets must be donated to leading researchers in the RepRap project, who shall be determined by a vote of the Board. ARTICLE VII - AMENDMENTS Section 1: These Bylaws may be amended when necessary by a two-thirds majority of the Board of Directors. Proposed amendments must be submitted to the Secretary to be sent out with regular Board announcements. These Bylaws were approved at a meeting of the Board of Directors of RepRap Research Foundation on _______________________, 2008.