Bylaws of the International Game Developers’ Association, Inc.

Summary

The bylaws establish the governance framework for the International Game Developers’ Association, Inc., a California nonprofit mutual benefit corporation. The organization’s principal office is determined by the Board of Directors, while a registered agent must be maintained in the state of incorporation. The bylaws outline membership categories—individual, organizational, and honorary—with voting rights reserved for individual members in good standing. Annual dues are set by the Board, and membership meetings include an annual gathering and special meetings that can be called by the Chair or a 5 % vote of members, with detailed notice and electronic voting procedures. Quorum requirements for board removal and general membership actions are specified, along with removal criteria based on dues delinquency, ethical violations, or a 75 % member vote. The Board of Directors may consist of up to six appointed directors, at least three elected directors, and an optional ex‑officio director. Directors serve three‑year terms, must be members for two consecutive years prior to election, and are subject to removal by member or board vote. Officers—Chair, Vice‑Chair, Secretary, and Treasurer—are appointed by the Board, serve one‑year terms (with the Vice‑Chair appointed midterm), and hold specific administrative responsibilities. Committees, including an Executive Committee composed of key officers, may be formed to exercise board authority between meetings. Additional provisions cover chapters and special interest groups, an Executive Director role with CEO duties, fiscal year alignment to the calendar year, indemnification for directors and officers, and amendment procedures requiring majority member or board approval. The bylaws collectively provide a comprehensive structure for governance, membership engagement, and operational oversight within the IGDA.

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