ARTICLE ! Name

Section I.1 This organization shall be known as the "AEA Tai Chi Club," an affiliate of the Aerospace Employees Association, a non-profit organization.

ARTICLE 2 Objective and Purpose

Section II.1 The objective of the AEA Tai Chi Club is to promote health, physical strength and spiritual development through T'ai Chi Ch'uan, a classical Chinese martial art, which combines mind control with an exercise routine. Tai Chi Ch'uan was originally designed for self-defense and has gradually evolved as an effective means for relaxation, stress control, and overall health enhancement. The Club will offer such activities as classes at various levels, invited lectures and demonstrations, retreats, workshops, group performance presentations, possible tournaments, and other events for fellowship.

ARTICLE 3 Membership

Section III.1 Membership is limited to employees and retirees of the Aerospace Corporation. Associate membership is limited to any military or civil service person permanently assigned to the Space Missile Center at LAAFB. Associate membership is also extended to the friends and family of the members or associate members under the condition: if the applicant receives no objection from any active Club officer. The bylaws of the AEA and the AEA Tai Chi Club shall apply to members and associate members of the AEA Tai Chi Club. The terms "membership" and "member" are used in these Bylaws to include both membership categories.

Section III.2 Membership dues for members and associate members shall be recommended annually by the Club officers and decided by voting of the general member ballot.

Section III.3 No individual member shall be entitled to any right or interest whatsoever in any property, real or personal, tangible or intangible, of the Club or AEA at any time.

Section III.4 Willful failure to abide by the Club rules and Bylaws, or conduct detrimental to the Club or showing a disregard for the Club interests or property or for the safety or welfare of other members of the Club shall be grounds for summary expulsion of any member by a majority vote of the Club officers.

Section III.5 Neither the AEA or the Club assumes any liability for members or associate members who are participating in Club or AEA-sponsored activities.

Section III.6 A Club member who borrows equipment or materials from the Club is solely responsible for those items. If the materials are lost or stolen while in the possession of the Club member, that Club member shall have the responsibility of replacing the items within a time acceptable to the Club officers. At the discretion of the Club officers, the Club member may be reimbursed for depreciation of the item(s). Depreciation shall be based on the original and current replacement values. Should it be approved by the Officers, payment of the depreciation value to the member shall be in a timely manner consistent with the Club's budget and procurement plans. The member shall be reimbursed after the items have been replaced.

ARTICLE !V Officers

Section IV.1 The officers shall consist of a President, First Vice President, Director of Practice, Secretary, Director of Communications, Treasurer and Librarian.

Section IV.2 The President shall be the chief executive officer of the Club and shall have general supervision and control of the affairs of the club. The president shall prepare an agenda for the monthly meetings, and may call special meetings at his/her discretion. He/She shall make a report to the members during the last quarter of the fiscal year. It shall summarize the activities of the club during his/her term of office and include recommendations for the following year. The President or designated officer shall represent the Club at AEA functions, and shall be responsible for notifying and coordinating Club activities with the AEA Director with responsibility for the Club.

Section IV.3 The Vice President shall act for the President in all matters in the absence of the President. Normally, the Vice President shall work closely with the President in all areas. The Vice President is expected to be active in the area of organizing instruction in the club, particularly activities such as classes and workshops.

Section IV.4 The Director of Practice shall act for the First Vice President in the absence of the First Vice President. The Director of Practice position replaces the former position of Second Vice President. The Director of Practice is expected to provide a voice of experience and continuity in the officer's meetings and represent the views of the Standing Committee on Practice to the President and other officers. The Director of Practice is expected to coordinate the practice of the club and has latitude to delegate matters concerning club practice.

Section IV.5 The Secretary shall maintain a record of the actions taken by the Club and its officers at officially sanctioned meetings. They shall keep and maintain adequate and correct accounts of the properties and business transactions (other than monetary) of the Club. The Secretary is also the Chair of the Standing Membership Committee. They will decide membership questions and coordinate with the Treasurer to resolve occasional questions on membership that arise. The Secretary shall be acquainted with AEA requirements for review of any materials to be published by the Club and provide a point of contact between the club and AEA officers involved in that review process of club materials.

ARTICLE 4 Officers (Continued)

Section IV.6 The Director of Communications will maintain the club membership list and perform other duties associated with club membership. These duties shall include the preparation of the newsletters and special announcements. The Director of Communications shall be the Vice Chair of the Standing Membership Committee and coordinate their activities with the Secretary.

Section IV.7 The Treasurer shall receive and disburse funds at the direction of a majority of the Officers. He/she shall maintain a bank account and shall render an annual written accounting of funds at the end of each fiscal year. The Treasurer shall provide a written report to the Club at a general meeting and to the responsible AEA Director. The Treasurer shall be responsible for preparing an annual budget for the next year consistent with AEA requirements. Said report and budget shall be delivered to the responsible AEA Director after approval by a majority of the members of the Club.

Section IV.8 The Librarian shall maintain and update a Club record of books, videos, tapes, films, and other properties. He/she shall provide general librarian type services to members and associate members of the Club.

Section IV.9 The President, Vice President, Treasurer, Secretary and Librarian shall be elected by a majority of the members voting in the annual election. The term of office shall be one year commencing October 1 and ending September 30.

Section IV.10 A list of candidates for President, Vice President, Treasurer, Secretary and Librarian shall be drafted by a nominating committee and sent to each candidate for consideration at least one week before the date of the election.

Section IV.11 The election shall be decided by ballot. Electronic Mail ballots are acceptable. The names of members duly nominated by the Nominating Committee shall be placed on the ballot and space shall be provided for write-in candidates. The votes shall be counted by a Tally Committee. In the event of a tie, the candidate receiving the highest number of votes from the Nominating Committee and the outgoing officers present in a joint session shall be declared elected.

Section IV.12 The Director of Practice shall be selected by vote of the Members of the permanent Standing Committee on Practice. The election of the Director of Practice by the Members of the Standing Committee on Practice will occur when any member of that committee calls for a vote.

Section IV.13 The Director of Communications shall be appointed by the President and serves at the pleasure of the President.

Section IV.14 Vacancies among the President, Vice President, Treasurer, Secretary and Librarian shall be filled by appointment by a majority of the Officers for the remainder of the unexpired term.

ARTICLE V Meetings

Section V.1 Staff meetings shall be held as often as needed. Items of major interest to the general membership shall be reported by the Officers or by the committee chairs. Notice of staff meetings shall be made by mail or electronic mail one week in advance, if possible.

Section V.2 Special general meetings may be called by the President, or by the President at the request of two other club officers. The notice for general meeting shall state the purpose for which the meeting is called. No other business shall be discussed at such a special general meeting.

Section V.3 The officers of the Club shall meet as an executive committee at the direction of the President as is deemed necessary to conduct Club business.

ARTICLE VI Committees

Section VI.1 All committees other than standing committees shall be established by a majority vote of the Officers of the Club.

Section VI.2 The incoming President shall appoint his/her own committee chairs. With the exception of the nominating committee, the chairpersons will select their respective committees. The terms of service will coincide with that of the President.

Section VI.3 A permanent Standing Committee on Practice will consist of the AEA Tai Chi Club current members that have instructed classes for a period of more than two years. (Typically this means teaching the Beginner's Class.) The members of this Standing Committee are invited to attend Tai Chi Cub Officer's meetings and advise the group on the issues before the Club officers. The Standing Committee on Practice will be chaired by The Director of Practice selected by the Standing Committee on Practice.

Section VI.4 The Standing Membership Committee will consist of the Secretary as Chair, the Director of Practice as Vice Chair, the Treasurer and such other members as are appointed by the AEA Tai Chi Club officers. The Standing Membership Committee will concern itself with the membership issues of the AEA Tai Chi Club and report to the officers as requested by the President.

Section VI.5 The Nominating Committee and Tally Committee are ad hoc committees that are formed and appointed as required by the club officers.

ARTICLE VII AEA Notice

Section VII.1 The appropriate AEA board member shall be provided an updated copy of this document on a yearly basis.

Presented to the AEA Board on 13 December 1993

1st revision on 12-24-93;

2nd revision on 7-28-95.

3rd revison 1 November 2003.