Bylaws
I, Domo
1. Definitions
a. "Group" refers to "I,
Domo", formed as a general partnership effective November 10th, 2005, and
more fully described in the Partnership Agreement.
b. "Partner" shall refer to any General
Partner of "I, Domo". All Officers are required to be Partners.
c. "Member" shall refer to any
person, partner, or customer whose assets are managed by the Group.
d. "Advisor" shall refer to the
Primary Partner, _________________________ .
2. Investment
Guidelines
a.
The Group's assets shall be
invested solely in stocks of individual companies, mutual funds, and/or index
funds. While waiting to invest, the Group may, but is not required to, keep
cash in a money-market fund with the Group's broker.
b.
Dividends shall be divided
according to each member's stake in the capital account, and it is the sole
decision of that member to decide whether or not to reinvest the dividends, or
to have the dividends paid out in the form of a check to them.
i. The
minimum amount required to request a dividend check is $25.
ii. It
is the responsibility of the Treasurer to fulfill requests in a timely manner.
c.
At the Advisor's discretion, there
is no minimum or maximum limit for the amount of stock that can be owned in any
sector at any time, for any amount of cash.
d.
At the Advisor's discretion, there
is no minimum or maximum limit for the number of companies that compose the
portfolio. That is, should the Advisor choose to invest all of the assets into
one company, it is allowable under these provisions. However, the Advisor is
required by these bylaws to make his investment strategies and objectives clear
to the Members.
e.
Unless deemed otherwise by the
Advisor, the Group will not invest in amounts of less than $1,000 at a time.
f.
At the discretion of the Advisor,
with a 50% majority approval of the Partners, the Group may purchase stock on
margin. No more than 30% of the portfolio may consist of stock purchased on
margin. Decisions to purchase on margin are made on a case by case basis. All Partners
are required to understand the risks and implications with purchasing on
margin, before purchasing on margin.
3. Officers
a. The Group's officers shall consist of an
Advisor (President), Vice President, Treasurer and Secretary.
i. Note
that each position does not necessarily need to be embodied by one person; that
is, one person may take on more than one position as necessary.
b. The duties of
the officers shall include, but not be limited to the following:
i. Also
known as the Advisor, the President may appoint committees, oversee all Group
activities, and preside over Group meetings (if any). The President shall have
the power to create and conduct an agenda for all meetings, and may enforce or
waive formalities of such an agenda. The President shall have the power to
recommend that the Partnership take disciplinary action on any Partner who, in
the opinion of a Partner of the Group, is considered to have acted contrary to
the provisions of these Bylaws or displayed negligence in the performance of
duties or expectations. The President has ultimate authority over all purchase
and selling decisions.
ii. The
Vice President, if any, has all the powers of the President should the
President be unavailable to fulfill his duties. Otherwise, it is the
responsibility of the Vice President to maintain order in meetings, and act as
the primary representative of the Group.
iii. The
Treasurer shall keep record of all Group financial activities. The Treasurer
shall calculate and distribute valuation statements each financial period, and
shall be responsible for filing the Group's tax return and for providing each
member with their required individual income tax information. The Treasurer
shall be responsible for maintaining the Group's brokerage and bank accounts,
and shall serve as agent for the Partnerhsip with such entities. The Treasurer
shall collect dues if/as necessary, process withdrawals, and notify the
Secretary of any discrepancies.
iv. The
Secretary shall keep a record of Group business, and shall issue minutes of
each meeting. The Secretary shall be responsible for all correspondence
pertaining to the Group, including the distribution of reports from meetings,
Officers, and committees. Upon notification by the President or Treasurer, the
Secretary will issue notice to any Partner regarding any disciplinary action,
and will include the reason and authority for such action.
c. Assignment of positions shall be made
at the full discretion of the Advisor, should he or she feel that there is a
need to fill a position. New positions may be created as necessary at the
discretion of the Advisor as well.
d. Once assigned, Officers will hold their
position indefinitely at the approval of the Advsior, or until that Officer
chooses to resign.
e. Any Officer position that becomes
vacant during the year may be re-filled at the discretion of the Advisor.
Otherwise, the position remains vacant.
f. At the discretion of the Advisor, an
Officer will be automatically disqualified and immediately removed from office
under any of the following conditions:
i. The
Officer is removed from the Partnership.
ii. The
Officer dies or is incapacitated.
iii. The
Officer is deemed by majority vote of the Partners to have committed an act in
violation to the Bylaws or Partnership Agreement.
4. Meetings
a. There is no set schedule for formal
meetings. The Advisor or Vice President may call emergency mettings as
necessary.
b. Partners are not expected to
participate in the management of the portfolio. It is at their own discretion
whether or not they want to be part of the process. Members are not permitted
to participate in the management to the portfolio, but may make known their
concerns to any Partner. Otherwise, the advisor may solely manage the
portfolio.
c. Annual meetings will be held in
December. The exact date will be announced by the Secretary. The purpose of an
annual meeting will be to review the closing of the books, finalizing of
financial reports, and preparation of a yearly performance summary. Closing of
the books and finalization of financial reports must be done by the Treasurer.
Preparation of a yearly performance summary must be done by the Secretary.
5. Purchasing
or Selling of Assets
a.
Proposals to purchase or sell
assets made by Partners must be completed in writing, with a full analysis
accompanying the asset. A full analysis should include, but is not limited to,
an analysis of past performance, future performance, any technical analysis,
fundamental accounting analysis, and any relevant news related to the company
or fund.
b.
Purchases or sales must be
approved by the Advisor.
c.
Once a purchase or sale has been
made, a notice must be made to all Partners and Members about the purchase
price, quantity, and time of purchase.
6. Duties and
Rights of Members and Partners
a.
Members and Partners are required
to:
i. Keep
current postal address, email address, and phone number on file with the
Secretary at all times.
ii. If
they choose to, review quarterly and yearly Group reports, including financial
and tax-information reports.
iii. File
individual taxes appropriately for capital gains, losses, or dividend payouts.
iv. Understand
the risks and implications involved in investments. Investments are not
insured, and may lose value. I, Domo is not a mutual fund, nor is it a
brokerage. Members must understand that there is no coverage against loss of
market value of securities. I, Domo is not covered by SIPC nor FDIC.
b.
There is no penalty for being
inactive in the Group. The primary purpose of this Group is to allow Members to
invest in the Group, and allow Officers to manage the assets.
c.
There is no minimum monthly
contribution. Contributions should be made in the form of a check, mailed to
the Secretary, who will deposit the funds within one week of receipt into the
brokerage account.
d.
Requests for disbursments must be
made in writing, one week in advance, to the Secretary. Disbursments may be
made in the form of a check, and will be mailed to the members. ACH tranfers
may be allowed if members choose so. Other forms of disbursments may be allowed
at the discretion of the Advisor.
e.
New Members are permitted to join
at any time, at the discretion of the Advisor, and upon fulfilling the
requirements outlined in these bylaws.
f.
Each Member's and Partner's stake
in the Group is determined by the percentage of their contributions out of the
whole of the portfolio. That is, their contribution divided by the total worth
of the portfolio minus expenses and liabilities will determine how much of
capital gains and dividends they will receive. These rules apply to all
Officers as well, except the Advisor, who has special caveats outlined in
section 9.
g.
Contributions of assets by Members
or Partners must remain in the Group for a minimum of one year. After which, Members
and Partners are free to withdraw the full amount of their stake, plus any
capital gains or dividends (or minus any losses or expenses).
7. Financial
Statements
a. The Valuation Date for the Group assets
shall be the last day of each calendar year (December 31st).
b. Intermittent valuations must be prepared,
at a minimum, on a monthly basis. Values of assets, liabilities, equity, and
all balances must be made available to all members. The most appropriate form
of this will be a publicly accessible website.
c. The yearly Group summary shall show the
distribution of dividends, interest, short-term and long-term capital gains,
and expenses.
8. Capital
Contributions
a. Regular monetary contributions are not
mandatory. Members and Partners may contribute at their own discretion. A
minimum $500 initial contribution is required to become a Member. This value
may be adjusted at the Advisor's discretion.
b. If desired, Members may arrange for
automatic payment of their monthly contributions. Any expense of this automatic
payment shall be borne by the Members utilizing this service.
c. All contributions will be verified with
a written or electronic receipt of payment. It is the duty of Members to keep
accurate records and receipts of their investments.
9. Group Expenses
a. Regular expenses, including, but not
limited to: broker commissions, are absorbed into the total valuation of the
portfolio. That is, they will be deducted from the Cash asset.
b. For manging the portfolio and Group, up
to 20% of capital gains, if any, on each sale may be deferred to expenses of
the Group. Of this 20%, the Advisor is entitled to receive up to 40%, the
Treasurer up to 30%, the Secretary up to 15%, and the Vice President up to 15%.
These percentages may be adjusted as necessary, at the discretion of the
Advisor, to accomodate more or less Officers, or to compensate any persons
employed by the Group.
10. Broker
Account
a. All securities shall be purchased in the name of the
partnership.
b. All securities shall be kept with the broker.
c. The Advisor shall be the custodian of all securities.
11. Employees
a. The Group may, with the approval of the
Advisor, employ persons to assist with the operations of the Group. Such
positions may include, but are not limited to, any Member service
representatives, any assistants, and any technical support personnel. Employees
will generally (unless negotiated otherwise) be paid on a commission basis, and
the amount and method of which will be determined at the time of hiring.
b. The Group must hire and pay employees
in accordance with the laws of the State in which the Group operates.
12. Amendments.
Severability.
a. These Bylaws may be amended at the
discretion of the Advisor, with approval from all Officers. Members may
suggest amendments or alterations as necessary, but they must ultimately be
approved by the Officers in order to modify these bylaws. Amendments shall
become part of the Bylaws upon the effective date specified therein.
b. If any part of these Bylaws is ruled
ineffective or invalid by a court of law, the other parts will remain in full
force and effect.
c. These Bylaws are effective November
10th, 2005, and replace all previous bylaws and amendments thereto.