Articles of Incorporation & Bylaws

Amended November 14, 2005

Bylaws of Wyoming State Society Articles of Organization

Article I

There is hereby established in the City of Washington DC, the Wyoming State Society
[hereinafter called WSS].

Article II

Principle Office and Address
The principle office of WSS shall be located at, and its address shall be, P.O. Box 75857,
Washington DC 20013.

Article III

WSS shall be a voluntary, nonprofit, unincorporated, committee composed of its
members, who shall be individuals. WSS shall be independent of any political party,
candidate, or organization. WSS shall defray all costs and expenses incurred in the
establishment and administration of and in the solicitation of contributions to WSS.

Article IV

The objective of the WSS is to organize past and present Wyoming citizens living in the
Washington DC metropolitan area for the purpose of participating in charitable and social

Article V

The membership of WSS shall consist of its initial organizers and such other individuals
(past and present Wyoming citizens) as may hereafter be admitted to membership.

Article VI

Contributions and Expenditures
Section 1. All contributions to WSS shall be made only in accordance with the law and
shall be entirely voluntary, and no contributions to WSS shall be solicited or secured by
physical force, job discrimination or financial reprisal, or by threat of job discrimination
or financial reprisal or as a condition of employment.

Section 2. Neither WSS, any member of WSS, nor contributor thereto, if not a member,
shall share personally in any funds or assets of WSS upon its dissolution, or any other

Section 3. The expenditures of any funds of WSS shall be within the sole discretion of
WSS s Executive Committee. No expenditures shall be made for or on behalf of WSS
without the authorization of its Executive Committee.

Section 4. Membership dues to WSS, for the fiscal year, shall be and not exceed $15 per
person and/or $25 per couple. Membership dues can be increased by a majority vote of
the Executive Committee. Annual membership dues are due and payable on the first day
of March for the fiscal year beginning on that date and ending on 28 February following.
Said membership dues shall not be prorated to members during the fiscal year. Members
must meet the qualifications as outlined in these Articles.

Article VII

Elections are to be held annually, on the second Wednesday in February. Two weeks
prior to the election, an email will be sent out to membership stating when elections will
be held, and the procedure in which they will take place. Anyone who wishes to seek an
office and/or vote in elections must be a current dues paid member as outlined in the

Members who wish to run for an office must submit the following information to the
current Secretary no later than one week prior to elections: name, office they seek,
statement of interest and/or qualifications. Five days prior to elections, an email will be
sent to membership that includes all members who are running and their statement of
interest/qualifications. Members will be invited to vote via email if they cannot attend the
elections meeting. All email votes must be sent from the voting member s own email
account. Email votes must be received by midnight on the day prior to elections. Those
who wish to vote in person may do so at the elections meetings.

Election votes will be tallied by a panel of Wyoming State Society members including:
the current Secretary, the current Vice President, and two current dues paid members
(chosen by the Executive Board). All votes will be held in the strictest of confidence, and
destroyed once the final tallies have been concluded and agreed upon by the panel.
Election results will be provided by the Secretary, stating the name of the person elected
to office and number of votes received.

Article VIII

Section 1. The officers of WSS shall be President, Vice President, Treasurer, Secretary,
Events Chairman, and Fundraising Chairman shall be elected by dues paid members in
good standing. Each officer of WSS shall continue to serve in such office until a
successor is elected and qualified.

Section 2. The President shall be the Chief Executive Officer of WSS. The President shall
have general charge and supervision over WSS affairs and preside at all meetings of WSS
and the Executive Committee.

Section 3. The Treasurer shall be the Chief Financial Officer of WSS and custodian of its
books and accounts. The Treasurer, subject to the provisions of these Articles of
Organization, shall have general responsibility for all funds collected by WSS and shall
cause all funds to be deposited and all records and books of account to be kept in
accordance with law and the directives and in a manner authorized by the Executive
Committee. The Treasurer shall also prepare, sign, file and maintain copies of any reports
required by law or appropriate regulation of WSS.

Section 4. The Secretary shall maintain all Minutes of WSS and the Executive

Section 5. The Event s Chairman shall be responsible for coordinating all social events, including Cherry Blossom Festival Reception, Holiday Party, and C.O.W.P.I.E. The
Event s Chairman shall appoint members of WSS to an events committee to help
coordinate aforementioned activities.

Section 6. The Fundraising Chairman shall be responsible for coordinating solicitation of
contributions to WSS.

Section 7. During the absence or incapacity of the President, the Vice President shall
assume the duties and exercise the power of the President. The Vice President shall
perform such other duties as may be assigned by these Articles, by the Bylaws of WSS,
or by the President.

Section 8. The membership of the WSS shall elect the officer s of the Executive
committee annually.

Section 9. Terms of office. The Officers shall assume their duties on the first day
following their election, and shall serve for one year, or until their respective successors
have been duly elected.

Section 10. Vacancies in the Executive Committee shall be filled by the Executive
Committee, by majority vote in one of three ways: (1) Vice President moves up, (2)
appointing another member of the Executive Committee, (3) appointing a member of the

Section 11. Any member of the Executive Committee may resign at any time upon
Written notice to the WSS.

Article IX

Executive Committee
Section 1. The financial affairs of WSS, including particularly any expenditure, shall be
supervised and directed by the Executive Committee. A quorum of the Executive
Committee for the transaction of business shall consist of a majority of its members. All
expenditures require two signatures, that of the Treasurer and that of the President.

Article X

The Executive Committee may be called into session by any of its members whenever
such member or members deem it necessary that a question relating to the affairs of the
WSS be considered by the Executive Committee. Meetings of membership of the whole
and the Executive Committee of WSS shall be held at least six times annually.

Article XI

Adoption Amendments and ByLaws
Section 1. These Articles shall be adopted effective July 20, 2001.

Section 2. These articles may be amended, adopted and/or repealed by action of a
majority of the Executive Committee; provided, however, that Article IV, and section 1,
2, and 3 of Article VII shall not be subject to amendment or repeal so long as WSS
remains in existence.

Article XII

Board of Directors
Section 1. Membership. WSS Board of Directors will be invited and appointed by the
Executive Committee to serve in an advisory capacity to the WSS leadership.

Section 2. Term of Office. WSS Board of Directors will be invited to serve initial terms
of one year. Terms may be renewed or extended by invitation of the Executive
Committee. Members of the Board of Directors may resign at any time given Written
notice to WSS.

Section 3. Honorary Members. Past and present members of the Wyoming Congressional
delegation and other senior officials may be invited to serve as honorary board members.

Section 4. Duties and Responsibilities. The Board of Directors shall serve in an advisory
capacity, including matters of organizational structure, membership, sponsored events
and fundraising. They shall meet at mutually agreeable times with the Executive