ARTICLE I - "NAME AND DEFINITION"
The name of this organization shall be: Radio Amateur Satellite Corporation (AMSAT).
The organization shall be a non-profit scientific corporation, incorporated in the
District of Columbia.
ARTICLE II - "PURPOSES AND OBJECTIVES"
The purposes and objectives of the Radio Amateur Satellite Corporation are:
A. To provide satellites that can be used for amateur radio
communication and experimentation by suitably equipped amateur radio stations throughout
the world on a non-discriminatory basis.
B. To encourage development of skills and the advancement of
specialized knowledge in the art and practice of amateur radio communications and space
C. To foster international goodwill and cooperation through joint
experimentation and study, and through the wide participation in these activities on a
noncommercial basis by radio amateurs of the world.
D. To facilitate communications by means of amateur satellites in
times of emergency.
E. To encourage the more effective and expanded use of the higher
frequency amateur bands.
F. To disseminate scientific, technical and operational information
derived from such communications and experimentation, and to encourage publication of such
information in treatises, theses, trade publications, technical journals or other public
ARTICLE III - "MEMBERSHIP, DUES AND PRIVILEGES OF MEMBERSHIP"
Membership shall be open internationally to any person or group indicating an interest
in supporting the purposes, objectives and activities of the Corporation. An applicant for
membership shall complete an application form and membership shall become effective upon
receipt of membership dues.
There shall be two classes of members. The designation of each class of member, the
qualifications and rights of the members of each class and their voting rights are as
A. A Member shall be a person who demonstrates interest in
furthering the goals of the Corporation by filling out an application form and paying his
annual dues. A Member shall have the opportunity to participate in the activities of the
Corporation, to hold office and shall be entitled to one vote for each position to be
filled in the elections for the Board of Directors.
B. A Member Club shall be a recognized group, club or
organization which participates constructively in the activities of the Corporation. To
attain the status of a Member Club, the organization shall submit a Club Member
Application form signed by an authorized officer of the Club. A Member Club shall be
entitled to nominate two Members as candidates for the Board of Directors of the
Member dues shall be five dollars ($5.00) per annum. Dues for each additional member of
the immediate family shall be two dollars ($2.00) per annum. Annual dues for Member Clubs
shall be ten dollars ($10.00) per Club. Clubs which become members in the first year of
activity of the Corporation shall be designated "Charter Member" Clubs. Dues may
be waived on an individual basis at the discretion of the Board of Directors. A minimum of
one renewal notice shall be sent to Members and Member Clubs at least sixty days prior to
ARTICLE IV - "ELECTED OFFICERS, COMMITTEES, APPOINTED OFFICIALS AND THEIR
The general policies of the Corporation shall be established by a Board of Directors.
The Board of Directors shall consist of seven Members of the Corporation. The Directors
shall be elected by the Membership at the annual meeting for a two-year term. Four
Directors shall be elected in odd numbered years; three shall be elected in even numbered
years. The Directors shall assume office immediately upon election.
The Board of Directors, at their first meeting following the annual meeting, shall
elect the Corporate Officers. Newly elected officers shall assume their respective offices
immediately upon their acceptance. The retiring officers shall be responsible for assuring
the effective transfer of records and responsibility to the incoming officers.
Officers of the Corporation shall be the President, Executive Vice President, Vice
President - Engineering, Vice President - Operations, Secretary, and Treasurer.
Duties of the Officers:
A. The President shall be responsible for presiding over the
membership meetings, coordinating all activities of the Corporation, authorizing all
Corporation expenditures, and making final decisions in internal matters not resolved by
the other officers. The President may appoint committees for a period of up to one year.
Standing Committees shall require the approval of the Board of Directors.
B. The Executive Vice President shall act as Chairman Ex Officio of
all Committees. He shall receive and coordinate reports which the Committees may generate.
He shall facilitate communications between Liaison Officers and the Corporation. He shall
act in the place of the President in his absence.
C. The Vice President - Engineering shall be responsible f or
managing and coordinating the activities of the technical staff.
D. The Vice President - Operations shall be responsible for the
internal administrative functions of the Corporation, and for coordinating the use of the
services provided by the Corporation.
E. The Secretary shall be responsible for maintaining active
communication with the Members and others who may be interested in the activities of the
Corporation, and shall maintain records of the Corporation's activities and minutes of the
F. The Treasurer shall be responsible for accounting for all revenues
and expenditures, collecting all dues, serving notices of renewal, developing the yearly
budget, preparing a financial report to be included in the Annual Report and such other
interim financial reports as may be required by the Board of Directors. He shall be
responsible for assuring that an annual audit is performed by a Certified Public
Accountant designated by the Board of Directors.
The President may appoint Liaison officers, Consultants and such other appointed
officials as the Board of Directors deems necessary and for the period deemed necessary.
Vacancies in office:
A. The resignation of an Officer or Director shall be submitted at
least one month before the effective date.
B. In event of resignation or demise of the President, the Executive
Vice President shall assume the office of President until the next annual election of
C. In event of a vacancy in the office of any elected Corporate
Officer other than the President as a result of the resignation or demise of such officer,
the Board of Directors shall elect a temporary officer to fill the vacancy until the next
D. In event of resignation or demise of a member of the Board of
Directors the position shall be filled until the next annual election by an alternate
selected in the manner specified in Article V, Section 4.
A Director may be suspended by presentation to the Secretary of a petition signed by
ten percent of the Membership. Upon receipt of this petition, a special election shall be
called by the Secretary or another Corporate Officer acting for him. This election shall
take place at a special meeting of the Corporation which shall be held within sixty days
from receipt of the petition.
Interim Board of Directors:
A. The interim Board of Directors shall serve until the first regular Board of
Directors is elected in November 1969. It shall be their duty to elect the interim
Officers and administer the affairs of the Corporation during that period.
B. At the first annual meeting in November 1969, seven Directors shall be elected. The
four nominees receiving the four highest number of votes shall serve a two-year term and
the three receiving the next highest number of votes shall serve a one-year term.
ARTICLE V - "MEETINGS"
An annual meeting of the Corporation shall be held in November of each year. The
Membership shall be given not less than thirty days written notice of the date and place
and shall receive the agenda and a list of niminees for the Board of Directors received to
date. At this meeting the Officers shall present an annual report and the election of
Directors shall take place.
Written nominations of candidates who have agreed to serve if elected to the Board
shall be submitted to the Secretary by an authorized Officer of the Member Club at least
24 hours prior to the annual meeting.
At the annual meeting, eleven percent (11%) of the Membership including valid proxies
shall constitute a quorum. A request for the proxy of each member shall accompany the
meeting notice. Any member may receive and vote proxies. Voting shall be conducted by
secret mail ballot in a fair and democratic manner.
The three or four Members receiving the largest number of votes shall be declared
elected to the Board of Directors. The two nominees receiving the next largest number of
votes shall be named first and second alternate.
A simple majority of the Board of Directors shall constitute a quorum.
The Presiding Officer may invoke Roberts Rules of Order in case of parliamentary
The Board of Directors shall meet after the annual meeting but prior to December 15 for
the purpose of electing Officers. Additional meetings of the Board of Directors shall be
held during the fist and third quarters of each year. Special meetings shall be held as
deemed necessary by the Board.
ARTICLE VI - "POLICY AS TO INVENTIONS AND PATENTS"
In the event that a Member of the Corporation, either solely or jointly with others,
makes an invention, whether or not patentable, relating to the work of the Corporation,
then the obligation of such Member to his regular employer shall take precedence and all
rights in such invention shall be disposed of in accordance with the requirements of such
In the case of an invention in which the regular employer has no rights as determined
by the employer and employee, the inventor may, if he wishes, disclose the invention to
the Corporation in such form as it may designate, and may grant to the Corporation any
rights in such invention which he may feel appropriate.
ARTICLE VII - "ADOPTION OF THE BYLAWS"
The Bylaws of the Corporation shall be adopted upon affirmative vote by a simple
majority of the Members present at a regular meeting. For this purpose only, a Member is
defined as a person who has submitted a completed application form.
ARTICLE VIII - "AMENDING THE BYLAWS"
Changes in the Bylaws of the Corporation shall require approval of two-thirds or more
of the Directors. Notice of an amendment which has received such approval shall be
circulated to the Members of the Corporation. The amendment shall take effect thirty days
after mailing of said notice, unless written objection is received from at least ten
percent of the Membership. In that case a mail vote shall be taken. Approval of the
amendment shall then require a simple majority of those Members responding.
BYLAWS APPROVED: May 8, 1969
|/s/ Perry I. Klein
|/s/ Jan A. King
|/s/ George V. Kinal
||VP - Eng.
These are the original Bylaws of the Radio Amateur Satellite Corporation, also
known as AMSAT or AMSAT-NA, as adopted in 1969. They were amended several times,
then finally replaced in 1988 by the current Bylaws (amended in
1989). This page was retyped from the original document. Courtesy of Paul Williamson KB5MU.