The revised by-laws, to the extent that they relate to membership, are in conflict with Article Fourth of the Articles of Incorporation and are therefore null and void.  However, other provisions of the revised by-laws are probably OK.  I strongly suggest a clean-up to get  rid of the conflicting provisions.  Otherwise, if the organization is not operating in accordance with the Articles, its 501(c)(3) status may be questionable,

73 Ray W



 geFrom: Paul Stoetzer <n8hm@arrl.net>
To: Steve Rish <steverish@inbox.com>to get ridCc: Michael Walker <va3mw@portcredit.net>; Ray Soifer <rsoifer1@aol.com>; amsat-bb@amsat.org <amsat-bb@amsat.org>
Sent: Thu, Apr 22, 2021 1:02 pm
Subject: Re: [AMSAT-BB] Re: By-Laws

Link to minutes here:gge
https://www.amsat.org/wordpress/wp-content/uploads/2020/10/AMSAT_BOD_Minutes_03_17_20.pdf

On Thu, Apr 22, 2021 at 4:01 PM Paul Stoetzer <n8hm@arrl.net> wrote:
>
> Minute 3 of the Minutes of the March 17, 2020 Teleconference:
>
> "3. Mr. Coleman presented his report, stressing his goals of
> modernizing the corporation, reducing of operating expenses, and
> promoting self-service, reliance on teams, and the eventual closure of
> the physical office. He described Mr. Kutzko’s new role as Volunteer
> Coordinator, focused on identifying, engaging, and assigning volunteer
> resources. Mr. Coleman discussed the potential impact of the public
> health situation on planned events, including Hamvention and
> Symposium, and possible alternative events to replace the outreach and
> development activities associated with these events. Finally, Mr.
> Coleman suggested that it was timely to review the bylaws, last
> modified in 1989, to ensure continued relevance.
>
> On motion of Ms. Thompson, seconded by Dr. Clark, it was voted to form
> a bylaws committee to review the bylaws and make suggestions for
> changes with all seven directors voting aye."
>
> The Committee's report was sent to members in this morning's email.
>
> 73,
>
> Paul, N8HM
>
> On Thu, Apr 22, 2021 at 3:54 PM Steve Rish <steverish@inbox.com> wrote:
> >
> > Paul, could you supply minutes of the meeting that appointed the, thus far, nameless committee to review the by-laws. I would assume the minutes will reference the board's discussion of the need as well as names of those who were "appointed".  Hard to imagine the Board engaged in such discussion considering the  lack of board meetings and minutes in the last 12-18 months
> >
> > Steve
> >
> > -----Original Message-----
> > From: n8hm@arrl.net
> > Sent: Thu, 22 Apr 2021 13:01:54 -0400
> > To: va3mw@portcredit.net
> > Subject: [AMSAT-BB] Re: By-Laws
> >
> > The Bylaw revisions adopted by the Board were necessary for saving
> > money, primarily by allowing electronic communications. For example,
> > under the current bylaws, we were required to spend a few thousand
> > dollars to notify the membership of these bylaw changes by mail rather
> > than simply emailing the membership. That will no longer be necessary
> > when they go into effect. The adopted amendments are a culmination of
> > a year-long process of reviewing the existing bylaws by a committee
> > appointed for that purpose. The amendments included a few other
> > changes and clarifications to remove some ambiguities that had arisen
> > over the past several years. I'm not quite sure why a few have latched
> > on to a simple provision designed to protect the organization and all
> > of its members in the rare circumstance that someone applies for
> > membership that would be unsuitable as a member. Hopefully it will
> > never have to be used.
> >
> > As far as satellite development, perhaps you missed the lead story in
> > last week's ANS (reproduced below). Our engineering team is doing a
> > lot of exciting work.
> >
> > 73,
> >
> > Paul, N8HM
> >
> > AMSAT’s GOLF-TEE CubeSat Manifested for Launch on ELaNa-46
> >
> > AMSAT’s GOLF-TEE CubeSat has been manifested for launch on NASA’s
> > ELaNa-46 mission.
> >
> > GOLF-TEE is the first satellite in AMSAT’s “Greater Orbit, Larger
> > Footprint” or GOLF program. The goal of the GOLF program is to work by
> > steps through a series of increasingly capable spacecraft to learn to
> > develop systems and skills needed to achieve successful high orbit
> > missions. Among these are active attitude control and the ability to
> > command attitude changes, deployable/steerable solar panels, radiation
> > tolerance for commercial off the shelf (COTS) components in higher
> > orbits, and propulsion. The eventual goal of the GOLF program is a
> > satellite in Highly Elliptical Orbit (HEO) similar to AO-10, AO-13,
> > and AO-40, but at a currently affordable cost combined with
> > significantly enhanced capabilities, which in turn will allow the use
> > of much less complex ground stations.
> >
> > The -TEE designation in GOLF-TEE stands for “Technology Exploration
> > Environment” reflecting GOLF-TEE’s mission testing two primary systems
> > needed for higher orbits. First, an Attitude Determination and Control
> > (ADAC) system will be tested to allow active pointing of the
> > satellites antennas, which will have significant gain. The other
> > primary goal of GOLF-TEE is to gain initial orbit and space radiation
> > exposure for radiation event-induced fault tolerant systems designed
> > using COTS components. GOLF-TEE will carry an Integrated Housekeeping
> > Unit (IHU) / command transceiver designed using the Hercules line of
> > ARM architecture-based microcontrollers.
> >
> > GOLF-TEE will also evaluate a low-cost, deployable, fixed attitude,
> > solar panel array design as part of AMSAT Engineering’s exploration of
> > fixed panel arrays that allow for outfitting a variable number of
> > “wings” in order to best match the power requirements of various
> > CubeSat missions.
> >
> > Additionally, GOLF-TEE will carry a modified commercial
> > software-defined radio (SDR), the Ettus E310, as an experimental
> > package to test high speed data downlink in the 10 GHz band.
> >
> > GOLF-TEE will also be a fully-functional LEO VHF/UHF amateur satellite
> > carrying conventional backup systems, including a linear transponder,
> > similar to those flown on AO-109.
> >
> > A significant amount of funding is necessary to complete the
> > development and construction of the GOLF series of CubeSats. Please
> > consider a donation today. Donations designated for the AMSAT GOLF
> > program may be made at
> > https://www.amsat.org/donations/amsat-golf-program-donations/
> >
> > [ANS thanks AMSAT Engineering for the above information]
> >
> > On Thu, Apr 22, 2021 at 12:50 PM Michael Walker <va3mw@portcredit.net> wrote:
> > >
> > > It would be nice if AMSAT stopped wasting my money playing internal politics and used it for something truly productive for actually making QSO's in the Sky.
> > >
> > > Mike va3mw
> > >
> > >
> > > On Thu, Apr 22, 2021 at 12:17 PM Ray Soifer via AMSAT-BB <amsat-bb@amsat.org> wrote:
> > >>
> > >> I agree with Bob McGwier. It fails the smell test.
> > >>
> > >> In addition, as a co-author of the 1989 By-laws, I need to emphasize that the proposed amendment would not be consistent with the
> > >> Articles of Incorporation.
> > >>
> > >> 73 Ray W2RS
> > >>
> > >> -----------------------------------------------------------
> > >>
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> > >
> > > -----------------------------------------------------------
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> > ________________________________
> >
> > Sent via AMSAT-BB(a)amsat.org. AMSAT-NA makes this open forum available
> > to all interested persons worldwide without requiring membership. Opinions expressed
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