Bylaws of the International Game Developers’ Association, Inc.

Summary

The bylaws establish the governance framework for the International Game Developers’ Association, Inc., a California‑based nonprofit created to serve public interests in the game development community. The organization’s principal office is determined by its Board, 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 convened by the Chair or a 5 % member petition, with detailed notice and electronic voting procedures. Quorum requirements vary by action, requiring 20 % of eligible voters for board removal and a simple majority for other matters. The Board of Directors may consist of up to six appointed directors, at least three elected directors, and optionally an ex‑officio director. Directors serve three‑year terms, must be members in good standing for two consecutive years, and are subject to removal by member vote or Board action. Officers—Chair, Vice‑Chair, Secretary, and Treasurer—are appointed by the Board; the Chair holds executive authority and may sign contracts. Committees, including an Executive Committee composed of key officers, can be formed to exercise board‑level authority except for amendments or dissolution. Additional provisions cover conflict of interest disclosure, a Code of Ethics, and indemnification for directors, officers, and employees. Fiscal year aligns with the calendar year, and amendments to the bylaws require a majority vote of either voting members or the Board. The structure emphasizes transparency, member participation, and robust governance to support IGDA’s mission within the global game development industry.

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