ARTICLE I. NAME: The name of this organization shall be the Missouri Council of the Blind,
hereinafter referred to as MCB. It is a 501 (c)(3) not for profit corporation. MCB is also a state affiliate
of the American Council of the Blind.

ARTICLE II. PURPOSE: The purpose of MCB shall be to promote the general well-being of our
members and legally blind people in Missouri, and to support or participate in other programs
promoting the best interests of legally blind people everywhere.

ARTICLE III. MEMBERSHIP: Section 1. Members of Regular Affiliates and Special Interest Affiliates:
Members of MCB shall be eighteen years of age or over, shall be residents of Missouri and shall
belong to a Regular Affiliate, a Special Interest Affiliate or be a member at large as set forth in Section
2. All members shall have the right to vote, speak on the floor at MCB meetings, serve on
committees, and if qualified, hold office in MCB.

Section 2. Members at Large: Any resident of Missouri, eighteen years of age or over, who is not a
member of a regular or Special Interest Affiliate may apply for membership at large in MCB. An
application, accompanied by dues, shall be sent to the Executive Director. The Board of Directors
shall vote on all applications. If an application is not approved, it may be submitted to the general
assembly at the next annual Convention. An application submitted to the convention shall be signed
by at least five members in good standing. A two-thirds vote of the members present and voting shall
be necessary to approve the application.

Section 3. Junior Members of Affiliates: Any legally blind resident of Missouri, from age thirteen
through seventeen, may apply for Junior Membership in a regular or Special Interest Affiliate of MCB.
Junior members may speak at meetings and serve on MCB committees.

Section 4. MCB prohibits its members from belonging to the National Federation of the Blind.

ARTICLE IV. AFFILIATES: Section 1. MCB shall have Regular Affiliates and Special Interest
Affiliates. A Regular Affiliate shall be an organization having an interest in all matters pertaining to
MCB. A Regular Affiliate will generally consist of members from a particular area of the state. A
Special Interest Affiliate shall be an organization whose members have an interest in a particular
subject area. A Special Interest Affiliate will generally draw its members from throughout the state. A
member of MCB is limited to membership in one Regular Affiliate, but members of Regular Affiliates
may belong to any number of Special Interest Affiliates and for calculating eligibility for financial grants
to attend the ACB Convention. Eligibility for a member-at-large to receive grants to attend the ACB
Convention is contingent on their acceptance as members-at-large of the MCB by February first.

Section 2. A Regular Affiliate of MCB shall have at least ten members, a majority of whom are legally
blind, including the president and vice president. A Special Interest Affiliate of MCB shall have at least
fifteen members, a majority of whom are legally blind, including the president and vice president.

Section 3. An organization of the blind desiring to become a Regular Affiliate of MCB shall have at
least ten members who are new to MCB (not counting members at large). In order to become a new
regular or Special Interest Affiliate of MCB, the organization shall apply for membership at least thirty
days prior to the next annual convention by submitting a copy of its Bylaws, the names, addresses
and phone numbers of its members and elected officers, and one year's dues to the MCB office. The
application shall then be voted on at the convention, with a majority needed for approval. When the
application for membership is approved, the MCB president shall issue a charter of membership to the
new affiliate.

Section 4. By February first of each year, each affiliate shall provide the MCB office with a list of the
names, addresses, phone numbers, visual status and preferred reading format of its current members
and elected officers for the purpose of updating the ACB membership list. By September first of each
year, each affiliate shall provide the MCB office with the names, addresses, phone numbers, visual
status and preferred reading format of its members and elected officers for the purpose of updating the
MCB membership list for voting at the MCB convention.

Section 5. Affiliates shall send any amendments or revisions to their Constitutions or Bylaws to the
MCB office within ninety days after they have been adopted.

ARTICLE V. DUES: Section 1. Each Affiliate shall pay annual dues as determined by the members
in Convention assembled. Dues, with a current list of names addresses, phone numbers, visual
status and preferred reading format of members, shall be sent to the office by September first.
Members of affiliates whose dues are not paid shall not be entitled to vote at the annual convention.

Section 2. Members at large shall pay annual dues as determined by the members in convention
assembled, which shall be sent to the office by September first. Members at large are also expected
to pay registration fees when attending conventions. Members at large whose dues are not paid will
not be entitled to vote at a convention.

ARTICLE VI. FINANCES: Section 1. The fiscal year shall be from October first through September 30.

Section 2. The funds of MCB shall be deposited in a bank or banks decided upon by the President
and the Treasurer, with the approval of the Board of Directors. The Treasurer shall be responsible for
the payment of all bills by check, written on the general funds account, when authorized by a written
voucher, signed by the President or the Executive Director. The Treasurer and all other persons
handling money shall be bonded.

Section 3. Members of the Board of Directors, employees, and committee members shall be entitled
to reasonable expenses, as determined by the Board of Directors, for attending regular or special
meetings or for any assignment directed by the President or the Board of Directors. A written expense
form, with receipts if possible, shall accompany all claims for reimbursement. Expense forms shall be
sent to the President or the Executive Director for approval and sent to the Treasurer for payment. If an
expense form is not properly completed, it shall be returned to the member. However, the Executive
Director shall not disapprove any properly prepared expense form where the expenditure has been
authorized by the President or the Board of Directors.

ARTICLE VII. OFFICERS: Section 1. The officers of MCB shall be a President, First Vice
President, Second Vice President, Recording Secretary and Treasurer. All officers shall be legally
blind except the Treasurer who may be sighted.

Section 2. Term of Office: All Officers and Board of Directors members shall assume their duties on
November first, following their election. All outgoing MCB officers shall surrender all equipment,
documents and files to their successors no later than December first.

Section 3. Duties: Officers shall perform the duties as are prescribed for the office in these bylaws, in
the adopted parliamentary authority, and as directed by the Board of Directors.

Section 4. Vacancies: In the event of the resignation, removal, incapacity or death of the President,
the First Vice President shall complete the unexpired term. All other vacancies on the Board of
Directors, except that of Affiliate Representatives, shall be filled by the President, with the approval of
the Board of Directors, until the next convention.

ARTICLE VIII. ELECTIONS: Section 1. Each Officer, Director and the Public Relations Chairman
shall be elected to serve a two year term and shall not be elected to the same office for more than two
consecutive terms (not including unexpired terms).

Section 2. The President, First Vice President, Second Vice President, and Recording Secretary shall
be elected in the even-numbered years. The Treasurer, the three Directors and the Public Relations
Chairman shall be elected in the odd-numbered years.

Section 3. Voting for officers shall be by secret ballot unless a candidate is unopposed. When more
than two candidates are nominated for an office and a majority is not achieved on the first ballot, only
the two candidates with the highest votes shall be considered on the second ballot. A majority vote is
required for election.

ARTICLE IX. MEETINGS: Section 1. Convention MCB shall hold an annual convention in October at a place
and date determined by the majority vote of the members. At each annual convention, affiliates may present
proposals offering to host future conventions.
The members shall decide by a majority vote
where the convention will be held. If no affiliate offers to host the convention,
the convention committee shall select a site for the next convention.
In this event, the local affiliate in the city selected shall have no responsibility
for conducting or arranging the convention.
Section 2. Special meetings Special meetings of MCB may be called at any time by the President, or
shall be called upon the written request of a majority of the Board of Directors or a majority of the
Affiliates. Copies of the motions or resolutions adopted by the Affiliates requesting a special meeting
shall accompany the request for a special meeting. Members shall be notified of the special meeting
at least ten days (not including Sundays or Holidays) prior to the date of the meeting.

Section 3. Quorum At least seventy-five members, including representatives from a majority of the
affiliates, shall be present to constitute a quorum for conducting business at a convention or special
meeting.

ARTICLE X. BOARD OF DIRECTORS :

Section 1. Composition All Officers, Directors, the Public Relations Chairman and Affiliate
Representatives shall constitute the Board of Directors. A husband and wife may not serve on the
Board of Directors simultaneously.

Section 2. Three legally blind members shall be elected by the convention to serve as Directors on
the Board of Directors.
Section 3. A Public Relations Chairman shall be elected by the Convention to serve on the Board of
Directors. He/she shall have the responsibility of developing projects to promote the purpose of MCB.
The Public Relations Chairman shall be legally blind.

Section 4.
A. Each regular affiliate shall have representation on the Board of Directors. When an affiliate is not
already represented on the MCB Board of Directors by one of the elected officers, or the three elected
directors, it shall annually elect one of its legally blind members to serve as its representative on the
Board of Directors. This representative shall serve a one year term and shall not be elected for more
than two consecutive terms (not including unexpired terms). This election shall take place at the first
affiliate meeting following the annual MCB Convention. Any person, serving as the representative of
one affiliate, shall not be eligible to serve as the representative of another affiliate for at least two
years. In the event that the MCB President is the only representative of an affiliate, a representative
shall be elected by that affiliate so that the affiliate will have a vote on the Board of Directors.

B. When an elected officer or director who represents an affiliate cannot attend a Board of Directors
meeting, the MCB president shall be notified and shall appoint a temporary substitute upon the
recommendation of the affiliate's president. This substitute, who shall be legally blind, is entitled to all
rights and privileges of a board member for that meeting.

C. In the event that the representative elected by an affiliate cannot attend a Board of Directors
meeting, the affiliate president shall appoint a legally blind member of the affiliate as an alternate for
that meeting. The MCB president and the MCB office shall be notified of the temporary replacement.

Section 5. Duties
A. The Board of Directors shall have the power to transact all of the business of the organization
between conventions. In order to promote harmony, inasmuch as possible, the Board shall attempt to
seek out and consider the wishes of the membership before reaching decisions. The Board of
Directors shall also be fiscally responsible for all expenditures of funds. Affiliate representatives shall
be expected to make reports of Board of Directors meetings to their affiliates so that members will be
kept informed of actions taken by the Board of Directors.

B. The Board of Directors shall have the authority to revise guidelines to programs administered by
committees. Such guidelines may also be amended by a majority of the members present and voting
at MCB conventions.
Section 6. Meetings The Board of Directors shall meet at least twice each year in addition to meetings
held during the MCB convention. It may also meet at any time upon the call of the MCB President, or
upon a written request of the majority of the board members. The Board of Directors may meet via
telephone conference call, but polling of board members, whether by mail or by phone, shall not be
used for the purpose of transacting business.

Section 7. Quorum A majority of the whole Board of Directors shall constitute a quorum for the
transaction of business at Board of Directors meetings.

Section 8. Disciplinary Procedure Any Officer or Director whose actions are detrimental to the extent
that they may cause great harm to the MCB may be recalled from office by a three-fourths vote of the
Board of Directors.

ARTICLE XI. COMMITTEES : Section 1. Committee Chairmen shall be appointed by the President
with the approval of the Board of Directors, unless otherwise stated in the Bylaws. The President shall
appoint other standing or special committees, with the approval of the Board of Directors, that are
deemed necessary to carry out the work of MCB. The President shall be an ex officio member of all
committees.

Section 2. There shall be an Adaptive Technology Grants Committee. This committee shall review
applications from persons applying for grants under the Adaptive Technology Grants program.

Section 3. There shall be a Building Committee consisting of the President, the Executive Director and
three other members appointed by the President. The purpose of the committee shall be maintenance
and upkeep of the MCB Building.

Section 4. There shall be a Budget and Finance Committee consisting of the Treasurer, who shall
serve as Chairman, the Executive Director, and two other members appointed by the President. The
members of the Budget and Finance Committee may be sighted or blind. This committee shall
prepare an annual budget to be presented to the Board of Directors for its approval. The Budget shall
then be presented to the Convention. Recommended changes to the Budget made at the Convention
shall be sent back to the Board of Directors for consideration and final action. The Committee shall
also arrange for an annual audit by a Certified Public Accountant and shall furnish each convention
with a financial report covering the fiscal year. Annually, the committee shall recommend to the board
a strategic financial plan for the investment of Mcb's assets.

Section 5. There shall be a Bylaws/Resolutions Committee composed of a Chair who shall be
appointed by the President, and shall be legally blind, and a member from each Regular Affiliate who
may be either sighted or blind. Amendments to the Bylaws and Resolutions to be presented to the
convention shall be sent to the Chairman in Braille and print and signed by two members no later than
August first. The Chairman shall send properly prepared amendments and resolutions to the office by
August thirty-first to be sent to each affiliate, member at large, and any others upon request,in the
format of his or her choice. The committee shall hold an open meeting during the convention for the
discussion of amendments and resolutions. Amendments and resolutions shall be presented to the
convention for discussion and voting.

Section 6. There shall be a Convention Committee consisting of the President, the Executive Director,
the Public Relations Chairman and two other members to be appointed by the President. This
committee shall work with the host affiliate to make arrangements for conducting the convention under
guidelines to be drawn up by a committee of five members appointed by the President and approved
by the Board of Directors.

Section 7. There shall be an Education and Welfare committee composed of a Chairman elected by
the committee and a legally blind delegate from each regular affiliate. Its function shall be to keep the
membership informed of pending legislation affecting legally blind persons. Each affiliate shall select
its delegate during the odd-numbered years to serve a two-year term. If the Chairman is an Affiliate
Representative, he/she shall retain the right to cast his/her affiliate's vote.

Section 8. There shall be a Health Benefits Committee which shall review applications and determine
eligibility for the health benefits program.

Section 9. There shall be a Membership Committee consisting of a chairman and two other members
to be appointed by the President. This committee shall strive to increase the membership of the
organization.

Section 10. There shall be a Scholarship Committee which shall administer the scholarship
program.

Section 11. There shall be a Special Services Committee which shall administer the special service
grant program.

Section 12. There shall be a Summer Camp Committee which shall review applications and determine
eligibility for attending summer camp. The committee shall assign cabins and approve any other
summer camp activities.
Section 13. There shall be a Youth Services Committee which shall sponsor programs and activities
focusing on blind youth.

ARTICLE XII. HEADQUARTERS AND EMPLOYEES : Section 1. There shall be an Executive
Director of MCB who shall be hired by the President with the approval of two-thirds of the Board of
Directors. A two-thirds vote of the Board of Directors shall also be necessary to dismiss the Executive
Director.

Section 2. The Executive Director shall attend all meetings of the Board of Directors and all MCB state
conventions as well as the national convention of the American Council of the Blind. The Executive
Director shall give reports at Board of Directors meetings and state conventions.

Section 3. The Executive Director shall hire office staff, as authorized by the Board of Directors.
Remuneration for all employees shall be determined by the Board of Directors.

Section 4. The Executive Director shall draw up a proposed annual budget covering expenses for the
office which shall be presented to the Budget and Finance committee and approved by the Board of
Directors.

Section 5. The President, with the approval of two-thirds of the Board of Directors may employ
professional personnel, such as but not limited to, attorneys or accountants. A two-thirds vote of the
Board of Directors is required to dismiss these employees.

ARTICLE XIII. PUBLICATIONS: MCB shall publish a magazine which shall be distributed, free of
charge to members and any other persons requesting it. The President, with the approval of the Board
of Directors, shall appoint an editor, who shall publish the magazine according to an editorial policy
established by the Board of Directors. The editor shall be reimbursed for reasonable expenses upon
submitting written expense forms with receipts, if possible, to the office.

ARTICLE XIV. INDEMNIFICATION: The directors, representatives, officers, and employees of the
Missouri Council of the Blind shall be indemnified for any costs, expenses, or liabilities incurred as a
result of the performance of their duties as provided in the Missouri Revised Statutes, Section
351.355, or any amendments thereto.

ARTICLE XV. PARLIAMENTARY AUTHORITY: Section 1. The rules contained in the most available
edition of Roberts Rules of Order Newly Revised shall govern the proceedings of MCB in all cases to
which they are applicable and in which they are not inconsistent with these bylaws and any other
rules that MCB may adopt.

Section 2. Any situation not covered by these bylaws shall be governed by the latest available edition
of Robert's Rules of Order Newly Revised.

Section 3. The parliamentary authority of MCB shall be adopted by each affiliate.

ARTICLE XVI. AMENDMENT: Section 1. Article I and Article II of these bylaws may be amended only
upon amendment of the Articles of Incorporation.

Section 2. These bylaws may be amended at the annual conventions by a two-thirds vote of the members,
present and voting, provided that amendments signed by two members have been sent to the
Bylaws/Resolutions Chairman in Braille and print no later than August first and sent to the MCB office by
August thirty-first for circulation to each affiliate, member at large, and any others upon request, in the
format of his or her choice. Amendments will be read and discussed at the Bylaws/Resolutions
Committee meeting prior to being presented to the Convention for discussion and voting.

Section 3. These bylaws may be revised only upon authorization by the convention.