The GCD Charter

GCD By-Laws

A copy of the original Charter, along with Appendices regarding the database design and principles of the project is at [1995 GCD Charter].
A copy of a revised Charter, used into 2000, is at [2000 GCD Charter]

Statement of Purpose

The Grand Comics Database™ [herein called the GCD] is a nonprofit, Internet-based organization of international volunteers dedicated to the collection, preservation, and dissemination of information about all printed comics throughout the world. Its primary objective is to build a publicly accessible database using the latest technology available in order to document the medium of printed comics wherever they may be published. The GCD may also pursue other activities that relate to the general purpose described above.

Membership

The Board of Directors determines membership in the GCD, admitting, revoking, and re-admitting, in accordance with the following criteria, creating those procedures as necessary. The Board’s membership authority is subject to the Charter specifications for membership revocation of board action. Membership shall be conferred upon those individuals who volunteer their time in furtherance of the GCD's goals in any of the following manners:

• Submitting a requisite number of new and/or corrected indexes or cover scans, as specified in the current operating guidelines.
• Performing an administrative task, such as coordinating reservations, administering submissions, maintaining web sites, etc.
• Serving in any capacity or performing any task deemed worthy of membership by a majority vote of the board, including but not limited to providing regular assistance or background information that further (i) or (ii) above, creating or maintaining software tools, and serving as an active member of a temporary sub-committee.

Members of the GCD shall elect members from within their ranks to hold positions on the governing board, and must approve all amendments to the governing by-laws by a two-thirds majority vote of those voting.

Board

Role & Responsibility of Board

The Board is the official representative body of the GCD membership. The board is responsible for serving as the leadership necessary to ensure that the GCD's mission statement is being met. In pursuit of the GCD mission, the Board is empowered to appoint agents and committees to achieve authorized activities, to coordinate and monitor these activities, and make such administrative and organizational changes needed to achieve smooth operation in accordance with the GCD mission including but not limited to:

• finding or recruiting additional resources to help those that need it,
• identifying and fulfilling the need to create additional coordinator positions and committees as needed to meet the project's statement of purpose, and
• recruiting replacements for vacated coordinator positions or committee seats.

The board is also responsible for establishing, maintaining, and updating the organizational structure. This structure will define the relationships of the various administrative entities to each other and the place of each within the operational flow.

Board Structure

Operations of the GCD shall be governed by a board of directors. The board shall consist of nine members serving two year terms each. Elections shall be held annually for at least four of the nine seats. Vacancies occurring or existing within three months of a previous election shall be filled from nearest runner-ups from that most recent election, unless there are no runner-ups from which to fill a vacancy, in which case such vacancies may be filled by a special election to be organized by the remaining board members should they deem a special election worthwhile. Vacancies occurring or existing more than three months from the previous election and more than three months from the next election will be filled by a special election to be organized by the remaining board members. Vacancies occurring less than three months from an upcoming election will be filled during that election. Special elections shall operate under the same rules of regular elections as specified herein. (Section amended 2014-05-08, as noted below.)

Should they find it necessary in order to ensure adequate representation by members for whom English is not their first language, the Board is authorized to set aside up to three positions on the Board to be filled in subsequent elections by said members. This authority may be renewed or terminated at the Board's discretion at the time said positions come up for election. Procedures for nominating and electing members to these positions will be the same as for other Board members except that the Board will delegate someone to verify the language qualification.

Board members will elect officers as needed from among their membership. Board meetings will be conducted by means of a semi-closed mailing list, available to members in a non-participatory digest form, with bi-weekly summaries of activities being posted to the general membership by means of a web page, a post to the general email list, and/or an FTPable text archive.

Board & Electorate

Candidates who wish to run for a board seat must post a message to the gcd-main email list to that effect anytime during the period three weeks prior to the election to two days prior.

Any group of members not serving on the Board equal in number to at least twice the number of the current Board may petition the Board for a Board member recall election.

Two-thirds of the number of voters in the immediately preceding Board election will be required for the passage of the above measure.

Any group of members not serving on the Board equal in number to at least twice the number of the current Board may formulate a proposal, or petition the board asking them to formulate a proposal, for the consideration of the membership on reprimanding any GCD officer or repealing any vote of the board.

A vote of the membership for this purpose must be made at least 28 days after an announcement by the Board to the membership. The vote will be conducted under rules provided by the Board.

Three-fifths of the number of voters in the immediately preceding board election will be required for passage of the above measures.

No reprimand may be reconsidered on the same charges. No repeal of board action may be reconsidered for less than six months following a failed repeal vote.

Creating Charter Amendments

A group of members not members of the Board equal in number to at least twice the current Board number may propose an amendment to the Charter.

A vote of the membership for this purpose must be made at least 28 days after an announcement by the Board to the membership. The vote will be conducted under rules provided by the Board.

Two-thirds of the number of voters in the immediately preceding board election will be required for passage of a Charter amendment.

No proposed amendment to the Charter may be reconsidered for enactment for less than six months following a failed vote.

Amendments

Membership

March 2020: The authority for membership decisions was changed by adding the following text to the beginning of the section.

Changed Text: "The Board of Directors determines membership in the GCD, admitting, revoking, and re-admitting, in accordance with the following criteria, creating those procedures as necessary. The Board’s membership authority is subject to the Charter specifications for membership revocation of board action."

See vote result at | https://www.comics.org/voting/ballot/392/ .

Amendments Regarding Membership, Voting, and Amending the Charter

March 2020: The methods for submitting member-initiated proposals, recalling or reprimanding Board members, and amending the Charter were rewritten.

Original Text: "Furthermore, any group of members equal in number to at least twice the current size of the governing board may formulate a proposal, or petition the board asking them to formulate a proposal, for the consideration of the membership on any of the following matters:

• Recall or reprimand of a board member or coordinator.
• The challenging of any existing board ruling by putting it to a vote of the membership.
• The initiation of a Charter Amendment.
• No such vote of the membership should be taken less than 28 days from an announcement to the membership."

Original Text: "A recall vote may be forced by the membership if at least 9 members demand it within any given one-week period. A 2/3 majority vote of those of the membership voting is required for the recall to pass. A repeal of a board action may be forced to vote by the membership if at least 9 members demand it within any given one-week period, provided no such vote has transpired in the previous six months. A 3/5 majority vote of those of the membership voting is required for the repeal to pass. Successful repeals may not themselves be put up for repeal for at least six months."

Changed Text: "Any group of members not serving on the Board equal in number to at least twice the number of the current Board may petition the Board for a Board member recall election.

Two-thirds of the number of voters in the immediately preceding Board election will be required for the passage of the above measure. Any group of members not serving on the Board equal in number to at least twice the number of the current Board may formulate a proposal, or petition the board asking them to formulate a proposal, for the consideration of the membership on reprimanding any GCD officer or repealing any vote of the board. A vote of the membership for this purpose must be made at least 28 days after an announcement by the Board to the membership. The vote will be conducted under rules provided by the Board. Three-fifths of the number of voters in the immediately preceding board election will be required for passage of the above measures.

No reprimand may be reconsidered on the same charges. No repeal of board action may be reconsidered for less than six months following a failed repeal vote."

Changed Text: "Creating Charter Amendments

A group of members not members of the Board equal in number to at least twice the current Board number may propose an amendment to the Charter. A vote of the membership for this purpose must be made at least 28 days after an announcement by the Board to the membership. The vote will be conducted under rules provided by the Board. Two-thirds of the number of voters in the immediately preceding board election will be required for passage of a Charter amendment.

No proposed amendment to the Charter may be reconsidered for enactment for less than six months following a failed vote."

See vote result at | https://www.comics.org/voting/ballot/393/

Board Candidate Announcement & Campaign Period

November 2010: The candidate announcement and campaign period identified in Section 4.3 was shortened to 2-21 days prior to election (reduced from 3-5 weeks).

Original Text: "Candidates who wish to run for a board seat must post a brief note to the main email list no sooner than five weeks prior to the election and no later than three weeks prior to the election."

Changed Text: "Candidates who wish to run for a board seat must post a message to the gcd-main email list to that effect anytime during the period three weeks prior to the election to two days prior."

The Amendment took effect during the 2011 Board Elections.

GCD Board Elections

2014-05-08:

Original Text: "Operations of the GCD shall be governed by a board of directors. The board shall consist of nine members serving two year terms each. Elections shall be held annually for at least four of the nine seats. Vacancies occurring within three months of a previous election shall be filled from nearest runner-ups from that most recent election. Vacancies occurring more than three months from the previous election and more than three months from the next election will be filled by a special election to be organized by the remaining board members. Vacancies occurring less than three months from an upcoming election will be filled during that election."

Amended Text: "Operations of the GCD shall be governed by a board of directors. The board shall consist of nine members serving two year terms each. Elections shall be held annually for at least four of the nine seats. Vacancies occurring or existing within three months of a previous election shall be filled from nearest runner-ups from that most recent election, unless there are no runner-ups from which to fill a vacancy, in which case such vacancies may be filled by a special election to be organized by the remaining board members should they deem a special election worthwhile. Vacancies occurring or existing more than three months from the previous election and more than three months from the next election will be filled by a special election to be organized by the remaining board members. Vacancies occurring less than three months from an upcoming election will be filled during that election. Special elections shall operate under the same rules of regular elections as specified herein."

See vote result at | http://www.comics.org/voting/ballot/209/.

Definitions

The Board has further interpreted and defined the methods of obtaining membership to mean that a status of "member" shall be granted to any individual not already holding that status who serves the GCD in a coordinator position or chairs a committee for a period of nine months or longer.

(end of document)

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Board Votes Affecting This Topic

• Ballot 393: Recall elections and Charter Amendments - 2020-03-20
• Ballot 392: Admitting, revoking, and re-admitting membership - 2020-03-20
• Ballot 289: Membership for services by non-indexers - 2016-05-04
• Ballot 209: Charter Amendment-Special Elections - 2014-05-08
• Ballot 18: Board candidate announcement and campaign periods -2010-11-30

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