BY-LAWS OF FRONT RANGE PHP USERS GROUP,

A NOT-FOR-PROFIT ORGANIZATION

Approved 24 September 2008

ARTICLE I ORGANIZATION

1. The name of the organization shall be FRONT RANGE PHP USERS GROUP and shall hereinafter be referred to as the FRPUG.

2. The FRPUG is a not-for-profit organization.

3. The FRPUG maintains an Internet presence with a Web site located at http://www.frontrangephp.org.

ARTICLE II PURPOSES

This organization is formed to promote the education of and information exchange among persons interested in PHP and related Web technology.

ARTICLE III MEMBERSHIP

Membership in this organization shall be open to all who are interested in PHP and Web technology. The following classes of membership are authorized:

1. Officer‚ An individual who has been nominated & voted into a position of executive authority by the board of directors or by a majority vote of regular members. Officers are considered to be on the Board of Directors. Board of Director members are entitled to an executive vote. Officers are also considered regular members.

2. Regular Member -- An individual who has attended the initial September 24, 2008 FRPUG meeting and participated in the ratification of these Bylaws or any individual who has attended at least three official FRPUG monthly meetings in a twelve-month period. Regular Members are entitled to a single vote should any voteable items be raised for consideration.

3. Supporting Member ‚ An individual who has not attended at least three official FRPUG monthly meetings in a twelve-month period. Supporting members are not entitled to a vote.

4. Sponsoring Member -- An individual, organization or business that has provided financial, logistical or advisory support to the FRPUG. Sponsoring members are not entitled to a vote.

The Membership and all rights of Membership shall automatically terminate on the occurrence of any of the following causes:

1. Voluntary resignation by the Member;

2. Death of the Member;

3. Expulsion of the Member due to any action taken by a Member, which in the good faith opinion of the FRPUG Officers, is detrimental to the welfare of the FRPUG.

ARTICLE IV MEETINGS

1. The FRPUG meetings shall take place in the city of Denver, Colorado, at a location agreed upon by the FRPUG's elected officers.

2. Regular meeting times and locations shall be posted on the FRPUG Web site no less than one week in advance.

3. Meeting agendas shall be posted on the FRPUG Web site no less than 24 hours in advance.

4. Meeting minutes shall be posted on the FRPUG Web site no more than one week following the applicable meeting.

5. Meetings may be canceled due to inclement weather. The President or Vice President must make a decision on if a meeting will be canceled due to inclement weather by Noon the day of the meeting. This decision must be posted to the FRPUG website no later than 1:00 PM the day of the meeting.

6. A special meeting may be called at any time by the President. All voting members shall be notified at least 48 hours prior to the meeting.

ARTICLE V OFFICERS

1. The officers of FRPUG shall be the President, Vice President, Treasurer and Secretary.

2. The term of office shall be one year and shall be limited to two consecutive terms in the same office.

3. Officers are expected to attend the board and regular meetings.

4. The President shall be the CEO of FRPUG and will preside at all meetings. The President shall have authority to establish and dissolve all committees, appoint and remove committee chairs, and shall be an ex officio member of all committees. The President has the deciding vote on all questions of equal division.

5. The Vice President will conduct meetings in the absence of the President, schedule normal meetings and set meeting agendas.

6. The Treasurer shall be the Chief Financial Officer of FRPUG and shall establish and maintain the financial records and accounts of the organization; be prepared to present a status report of the funds of the organization at any meeting; and will have the authority, along with the President, to disperse funds.

7. The Secretary is responsible for keeping records of all meetings, filing and maintaining official documents and papers of the organization (except for financial records), and creating and maintaining a database of membership information.

ARTICLE VI NOMINATIONS AND ELECTIONS

1. The board of directors shall be empowered to obtain a list of nominations for officers to present to the membership at least one month in advance of the elections. Nominations will also be accepted from the membership up to the time of the actual vote. All nominees must be Regular members.

2. Officers will be elected annually by a majority of regular members in attendance at the regular September meeting.

3. An emergency election may be called by any member of the board of directors to fill any vacancies within the board of directors. The rules governing emergency elections are otherwise the same as regular elections.

ARTICLE VII REMOVAL AND RESIGNATION OF OFFICERS

Any officer may be removed for cause by a two thirds majority vote by the Regular members at an official monthly meeting. Any officer may resign at any time by giving notice to the Board of Directors.

ARTICLE VIII BOARD OF DIRECTORS

1. The President, Vice President, Treasurer, Secretary and up to three Regular members will constitute the Board of Directors.

2. Members-at-Large are appointed by the President, approved by a majority of the Board, and then approved by a majority of the Regular members in attendance at a standard or special meeting.

3. A Member-at-large will assist the President and the other officers as needed but their primary duty is to assure a board base of representation of the membership during meetings of the Board of Directors.

4. A Board member may only hold one chair.

5. The President will be the voting chairperson of the Board of Directors.

6. Board Members must abstain from any vote where there is a conflict of interest.

7. The directors, officers, and other appointed representatives of FRPUG shall be indemnified and their liability shall be limited to the fullest extent in accordance with city, state and local laws.

ARTICLE IX DUES AND GROUP FUND

1. No dues will be charged to members. If a member chooses to donate to the FRPUG it will be accepted but no additional benefits will be received.

2. The Board of Directors is responsible for establishing and overseeing the FRPUG Group Fund. Any expenses associated with the maintenance and operation of the group that have been approved by the Board of Directors shall be taken from the Group Fund.

ARTICLE X AMENDMENTS

Amendments to the bylaws may be proposed in either of two ways:

1. By a majority vote of the Board members, or

2. by a petition of twenty members submitted to the Board

Amendments require a two-thirds vote of the Board of Directors and a majority vote of members in attendance at a regular or special meeting.