The Bylaws
Article I. Name
§ 1.01 Name
The name of this organization shall be g3 Games. The business of the organization may be conducted as g3 Games.
Article II. Purposes & Powers of the Organization
§ 2.01 Purpose
g3 Games is a nonprofit corporation and shall be operated exclusively for educational and charitable purposes for which the corporation may qualify as an exempt organization under Internal Revenue Service Code, Section 501(c)(3) of 1986, or the corresponding provisions of any future United States internal revenue laws.
In particular, g3 Games is dedicated to: (i) assisting people in finding the comfort and community that can be gained by spending time with others; and (ii) supporting those in at-risk communities that generally experience social isolation and other mental health challenges; and (iii) providing opportunities for members and volunteers to contribute to the fostering of communal joy and personal satisfaction through charitable and other activities hosted and coordinated through g3 Games.
§ 2.02 Powers
The corporation shall have the power, directly or indirectly, alone or in conjunction with others, to do any and all lawful acts which may be necessary or convenient to affect the educational and charitable purposes, for which the corporation is organized, and to aid or assist other organizations or persons whose activities further accomplish, foster, or attain such proposals. The powers of the corporation may include, but not be limited to, the acceptance of contributions from the public and private sectors, whether financial or in-kind contributions.
§ 2.03 Nonprofit Status
g3 Games is a Texas nonprofit corporation, and may be recognized as tax exempt under Section 501(c)(3) of the United States Internal Revenue Code.
§ 2.04 Exempt Activities Limitation
Notwithstanding any other provision of these Bylaws, no director, officer, employee, member, or representative of this corporation shall take any action or carry on any activity by or on behalf of the corporation not permitted to be taken or carried on by an organization exempt under Section 501(c)(3) of the Internal Revenue Code as it now exists or may be amended, or by any organization contributions to which are deductible under Section 170(c)(2) of such Code and Regulations as it now exists or may be amended.
No part of the net earnings of the corporation shall inure to the benefit or be distributable to any director, officer, member, or other private person, except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in these Bylaws.
§ 2.05 Distribution Upon Dissolution
Upon termination or dissolution of g3 Games, any assets and resources lawfully available for distribution shall be distributed to one (1) or more qualifying organizations described in Section 501(c)(3) of the 1986 Internal Revenue Code (or described in any corresponding provision of any successor statute) which organizations have a charitable purpose which, at least generally, includes a purpose similar to the termination or dissolving corporation.
The organization to receive the assets of g3 Games hereunder shall be selected in the discretion of a majority of the managing body of the corporation, and if its members cannot so agree, then the recipient organization shall be selected pursuant to a verified petition in equity filed in a court of proper jurisdiction against g3 Games, by one (1) or more of its managing body which verified petition shall contain such statements as reasonably indicated the applicability of this section. The court upon a finding that this section is applicable shall select the qualifying organization or organizations to receive the assets and resources to be distributed, giving preference if practicable to organizations located within the State of Texas.
In the event that the court shall find that this section is applicable but that there is no qualifying organization known to it which has a charitable purpose, which, at least generally, includes a purpose similar to g3 Games, then the court shall direct the distribution of its assets lawfully available for distribution to the Treasurer of the State of Texas to be added to the general fund.
Article III. Membership
§ 3.01 Eligibility
Any person that is at least eighteen (18) years of age, expressing an interest in the purposes and goals of g3 Games, and who will uphold the policies of g3 Games and agree to these Bylaws is considered eligible for membership.
§ 3.02 Membership Rights and Responsibilities
Members of g3 Games are valued participants in advancing the organization’s mission to strengthen communities through play. Membership carries both rights and responsibilities as outlined below:
Rights: Members may participate in programs, events, and volunteer opportunities sponsored by g3 Games. Unless otherwise determined by the board of directors, membership does not confer voting rights in corporate matters, which are reserved to the board of directors.
Responsibilities: Members are expected to uphold the mission, values, and policies of g3 Games, conduct themselves respectfully in all organizational activities, and represent the organization in a positive manner.
Article IV. Board of Directors
§ 4.01 Number of Directors
g3 Games shall have a board of directors consisting of at least three (3) and no more than ten (10) directors. Within these limits, the board may increase or decrease the number of directors serving on the board.
§ 4.02 Powers
All corporate powers shall be exercised by or under the authority of the board and the affairs of g3 Games shall be managed under the direction of the board, except as otherwise provided by the law.
§ 4.03 Qualifications
In order to be eligible to serve as a director, individuals must be at least eighteen (18) years of age. In addition, all directors shall be active members of g3 Games in good standing, having demonstrated regular participation in organizational activities, adherence to the code of conduct and all applicable policies, and support for the mission and values of g3 Games.
The board of directors shall determine whether a prospective director meets these qualifications. The board reserves the right to deny or revoke eligibility if an individual fails to meet or maintain the standards of good standing.
§ 4.04 Election and Terms
A person who meets the qualifications for director may be elected at any board meeting by the majority vote of the existing board of directors. Unless a director resigns or is removed, each director will hold office until a successor is nominated and elected.
All directors shall serve one (1) year terms. Directors may serve no more than three (3) consecutive terms unless otherwise approved by a majority vote of the board.
§ 4.05 Duties of Directors
Directors will discharge their duties in good faith, with ordinary care, and in a manner they reasonably believe to be in g3 Games’ best interest. In this context, the term “ordinary care” means the care that ordinarily prudent persons in similar positions would exercise under similar circumstances. In discharging any duty imposed or power conferred on directors, directors may, in good faith, rely on information, opinions, reports, or statements, including financial statements and other financial data, that has been prepared or presented by a variety of persons, professional advisors, or experts such as accountants or legal counsel.
§ 4.06 Vacancies
The board of directors may fill vacancies due to resignation, death, or removal of a director or may appoint new directors to fill a previously unfilled position, subject to the maximum number of directors under these Bylaws.
§ 4.07 Resignation
Any director may resign at any time by delivering written notice to the secretary or president of the board of directors. Such resignation shall take effect upon receipt or, if later, at the time specified in the notice. The acceptance of the resignation shall not be necessary to make it effective.
§ 4.08 Removal
A director may be removed, with or without cause, by two-thirds vote of directors then in office. Cause for removal includes, but is not limited to, circumstances in which the director is absent and unexcused from two or more board meetings in a twelve month period. The president is empowered to excuse directors from attendance for a reason deemed adequate by the president. The president shall not have the power to excuse themself from the board meeting attendance and in that case, the vice president shall excuse the president.
§ 4.09 Compensation for Board Members for Services
Directors shall receive no compensation for carrying out their duties as directors but, by resolution of the board of directors, may be reimbursed for any actual expenses incurred in the performance of their duties for g3 Games, as long as a majority of disinterested board of directors approve the reimbursement.
§ 4.10 Compensation for Professional Services by Directors
Directors are not restricted from being remunerated for professional services provided to g3 Games. Such remuneration shall be reasonable and fair to g3 Games and must be reviewed and approved in accordance with the conflict of interest policy and state law.
No director shall receive compensation or benefits in excess of fair market value, as defined by IRS Section 4958.
§ 4.11 Minimum Retention Requirement
The board shall maintain at least five (5) directors whenever practicable to ensure appropriate representation, continuity of governance, and distribution of duties. If the number of directors falls below this minimum, the board shall take prompt action to recruit and appoint qualified individuals to restore the board to at least five (5) members.
§ 4.12 Board Diversity and Recruitment
g3 Games values a board that reflects a wide range of skills, backgrounds, perspectives, and lived experiences. The board shall seek to maintain a composition that: (i) includes members with diverse professional expertise relevant to nonprofit governance, finance, programming, and community engagement; and (ii) reflects the demographic diversity of the communities served by g3 Games; and (iii) promotes equity and inclusion in leadership opportunities.
Article V. Committees
§ 5.01 Committees
The board of directors may designate and appoint standing or temporary committees by majority vote of the board of directors. Such committees shall have and exercise such prescribed authority as is designated by the board of directors.
§ 5.02 Committee Charters
Each standing or temporary committee established by the board of directors shall operate under a written charter approved by the board. The charter shall clearly outline the committee’s purpose, scope of authority, membership composition, meeting frequency, and reporting requirements.
Committees shall review their charters annually and recommend any needed revisions for board approval to ensure that responsibilities and objectives remain aligned with the strategic goals of g3 Games.
Article VI. Officers
§ 6.01 Board Officers
The officers of g3 Games shall be a president, vice president, secretary, treasurer, and executive director, all of whom shall be chosen by, and serve at the pleasure of, the board of directors. Each officer shall have the authority and shall perform the duties set forth in these Bylaws or by resolution of the board or by direction of an officer authorized by the board to prescribe the duties and authority of other officers.
The board may also appoint additional officers as it deems expedient for the proper conduct of the business of g3 Games, each of whom shall have such authority and shall perform such duties as the board of directors may determine.
§ 6.02 President
The president shall preside at meetings and have the power to call meetings. The president shall be responsible for leadership of the board of directors in discharging its powers and duties and shall, in general, supervise and control all of the business and affairs of g3 Games in accordance with the policies and directives approved by the board of directors. The president may sign contracts and other instruments on the behalf of g3 Games.
§ 6.03 Vice President
The vice president shall, in the president’s absence, inability, or refusal to act, preside at all meetings of the board of directors and shall perform the duties and exercise the powers of the president. The vice president shall have such other powers and perform such other duties prescribed for them by the board of directors or the president.
The vice president shall normally accede to the office of president upon the completion of the president’s term of office.
§ 6.04 Secretary
The secretary shall keep or cause to be kept a book of minutes of all meetings and actions of the board of directors. The minutes of each meeting shall state the time and place that it was held and such other information as shall be necessary to determine the actions taken and whether the meeting was held in accordance with the law and these Bylaws.
The secretary shall cause notice to be given of all meetings of directors as required by the Bylaws. The secretary shall have such other powers and perform such other duties as may be prescribed by the board of directors or the president. The secretary may appoint, with approval of the board, a director to assist in performance of all or part of the duties of the secretary.
§ 6.05 Treasurer
The treasurer shall be the lead director for oversight of the financial condition and affairs of g3 Games. The treasurer shall oversee and keep the governing body informed of the financial condition of g3 Games. In conjunction with other directors or officers, the treasurer shall oversee budget preparation and shall ensure that appropriate financial reports, including an account of transactions and the financial condition of g3 Games, are made available to the board on a timely basis or as may be required by the board of directors.
The treasurer shall perform all duties properly required by the board of directors or the president. The treasurer may appoint, with approval of the board, a qualified fiscal agent to assist in performance of all or part of the duties of the treasurer.
§ 6.06 Executive Director
The executive director shall be an officer of g3 Games appointed by the board of directors and shall serve at the pleasure of the board. The executive director shall oversee and manage the day-to-day operations of g3 Games, including but not limited to the administration of programs, events, community engagement activities, volunteer coordination, and organizational development.
The executive director shall:
Implement policies, strategic objectives, and directives established by the board of directors.
Supervise and support volunteers and any staff authorized by the board.
Ensure proper management of organizational resources, including financial stewardship in accordance with fiscal policy.
Oversee administrative activities, recordkeeping, and operational procedures to ensure efficient and compliant functioning of g3 Games.
Provide regular reports to the board of directors regarding organizational performance, program outcomes, community impact, and operational needs.
The executive director shall remain accountable to the board of directors and shall have no independent authority to bind the corporation unless specifically authorized by the board. The board may define or modify the executive director’s duties by resolution as may be necessary for the proper conduct of g3 Games.
§ 6.07 Qualifications
All officers must have the status of director and be active members of the board in good standing.
§ 6.08 Election and Terms
All officers shall serve one (1) year terms. The election shall be conducted at the first board of directors meeting of the calendar year or as soon as practicable thereafter. Officers shall remain in office until their successors have been selected. Officers may serve consecutive terms without limit. The election of officers shall be by majority vote of the board of directors attending the meeting. In the event that no candidate receives greater than a fifty percent majority, a run-off election will be held between the two candidates who received the most votes.
§ 6.09 Removal and Resignation
The board of directors may remove an officer at any time, with or without cause. Any officer may resign at any time by giving written notice to g3 Games. Such resignation shall take effect upon receipt or, if later, at the time specified in the notice. The acceptance of the resignation shall not be necessary to make it effective.
Article VII. Meetings of the Board of Directors
§ 7.01 Regular Meetings
Regular meetings of the board of directors shall be held each quarter, or more frequently as deemed necessary by the board of directors, at times and places fixed by the board.
§ 7.02 Special Meetings
Special meetings may be called by the president, vice president, secretary, treasurer, or any two (2) other directors.
§ 7.03 Notice
Notice of each meeting of the board shall be given to each director at least two (2) days prior to the date of the meeting. The notice of any meeting shall state the date, time, and place of such meeting and the purpose or purposes for which it is called.
Attendance by a director at any meeting of the board for which the director did not receive the required notice will constitute a waiver of notice of such meeting unless the director objects at the beginning of the meeting to the transaction of business on the grounds that the meeting was not called or convened in a manner subject to these Bylaws.
§ 7.04 Quorum
A majority of the incumbent directors (not counting vacancies) shall constitute a quorum for the purposes of convening a meeting or conducting business. At board meetings where a quorum is present, a majority vote of the directors attending shall constitute an act of the board unless a greater number is required by any provision of these Bylaws.
§ 7.05 Actions without a Meeting
Any action required or permitted to be taken by the board of directors may be taken without a meeting, if a majority of directors individually and collectively consent in writing, setting forth the action to be taken. Such written consent shall have the same force and effect as a unanimous vote of the board.
§ 7.06 Participation
Except as required otherwise by law or these Bylaws, directors may participate in a regular or special meeting through the use of any means of communication by which all directors participating may simultaneously hear each other during the meeting, including in person, internet video meeting, or by telephonic conference call.
Article VIII. Administration
§ 8.01 Books and Records
g3 Games shall keep correct and complete books and records of account and shall keep minutes of the proceedings of all meetings of its board of directors, a record of all action taken by the board of directors without a meeting, and a record of all actions taken by committees. In addition, g3 Games shall keep a copy of all nonprofit organizational documents and these Bylaws.
§ 8.02 Fiscal Year
The fiscal year of g3 Games shall be from January 1 to December 31 of each year.
§ 8.03 Annual Budget
Prior to January 1 of each year, a budget of estimated revenues and expenses for the coming year shall be approved and adopted by the board of directors.
§ 8.04 Periodic Reporting
The board of directors shall cause any annual or periodic report required under law to be prepared and delivered to an office of the State of Texas, to be so prepared and delivered within the time limits set by the law.
§ 8.05 Contracts and Other Writings
Except as otherwise provided by resolution of the board or board policy, all contracts, grants, and other agreements of g3 Games shall be executed on its behalf by the president or other directors whom g3 Games has delegated authority to execute such documents in accordance with policies approved by the board.
§ 8.06 Checks, Drafts, and Payments
All checks, drafts, or other orders for payment of money, notes, or other evidence on indebtedness issued in the name of g3 Games shall be signed by such officer or officers of g3 Games and in such manner as shall periodically be determined by resolution of the board.
§ 8.07 Loans
No loans shall be contracted on behalf of g3 Games and no evidence of indebtedness shall be issued in its name unless authorized by resolution of the board. Such authority may be general or confined to specific instances. g3 Games will make no loans to any of its directors or officers.
§ 8.08 Gifts
Directors may accept on behalf of g3 Games any contribution, gift, bequest, or devise for the nonprofit purposes of g3 Games.
§ 8.09 Deposits
All funds of g3 Games shall be deposited from time to time to the credit of g3 Games in such banks, trust companies, or other depository as the board of directors may select.
§ 8.10 Disbursement of Funds
Financial transactions which have a value of $250 or more shall require majority approval of the board of directors. In all other transactions, the president may dispense with funds in accordance with the annual budget approved by the board of directors and the purposes of g3 Games as set out in these Bylaws.
§ 8.11 Dual Signature Requirement
To maintain sound fiscal control and accountability, all disbursements, checks, drafts, or electronic payments exceeding five hundred dollars ($500) shall require two (2) authorized signatures. Authorized signatories shall include any combination of the president, treasurer, or another officer designated by the board of directors. The board may periodically review and adjust this threshold as necessary to reflect organizational growth or operational needs.
§ 8.12 Annual Financial Review or Audit
The financial records of g3 Games may be reviewed or audited annually by an independent certified public accountant (CPA) or a qualified volunteer who is not a current member of the board of directors. The purpose of the review or audit is to ensure accuracy, transparency, and compliance with generally accepted accounting principles and nonprofit financial standards. A summary of findings shall be presented to the board of directors and made available to members upon request.
§ 8.13 Indemnification
To the extent permitted by law, any person made or threatened to be made a party to any action, suit, or proceeding by reason of the fact that the person is or was a director or officer of g3 Games shall be indemnified by g3 Games against any and all liability and the reasonable expenses, including attorney’s fees and disbursements, incurred by the person in connection with the defense or settlement of such action, suit or proceeding, or in connection with any appearance therein.
Notwithstanding the above, g3 Games will indemnify a person only if they acted in good faith and reasonably believed that their conduct was in g3 Game’s best interests. In the case of a criminal proceeding, the person may be indemnified only if they had no reasonable cause to believe their conduct was unlawful.
§ 8.14 Indemnification Limits and State Compliance
The indemnification provided under these bylaws shall be interpreted and applied in accordance with the provisions of the Texas Business Organizations Code §§ 8.101–8.105, as amended. Such indemnification shall extend only to the extent permitted by Texas law, and no indemnification shall be provided in cases of gross negligence, willful misconduct, or acts undertaken in bad faith.
Any indemnification decision shall be made by a majority vote of disinterested directors, and g3 Games may, but shall not be required to, purchase insurance to cover liabilities incurred in the course of lawful duties by its officers and directors.
§ 8.15 Delegation of Authority
Except as otherwise authorized by these bylaws or by explicit resolution of the board of directors, no committee, officer, or individual shall have authority to bind g3 Games to any contract, financial obligation, or legal commitment. All actions undertaken on behalf of g3 Games must be within the scope of authority delegated by the board of directors. The board retains ultimate responsibility for oversight and may review or revoke delegated authority at any time.
§ 8.16 Compliance Reporting
The treasurer shall ensure the timely and accurate filing of all required federal, state, and local reports, including but not limited to annual IRS filings, state charitable registration renewals, and any other legally required disclosures. The treasurer shall also ensure that the board of directors is informed of such filings and any significant correspondence with governmental agencies. Failure to file such reports within required deadlines shall be promptly reported to the board, along with corrective actions taken.
§ 8.17 Mission and Strategy Review
The board of directors shall review g3 Games’ mission, strategic objectives, and community impact at least once every two (2) years to ensure continued alignment with its charitable and educational purposes under Section 501(c)(3) of the Internal Revenue Code. The review shall include an assessment of the organization’s programs, partnerships, and initiatives to verify that activities remain consistent with its stated mission and serve the public good. Results of the review shall be documented in the minutes and may inform future strategic planning.
§ 8.18 Board Self-Assessment
The board of directors shall conduct a self-assessment at least once every two (2) years to evaluate its performance, effectiveness, and adherence to nonprofit governance best practices. The assessment shall include a review of the board’s structure, composition, decision-making processes, and fulfillment of fiduciary responsibilities. Results of the assessment shall be documented and used to identify areas for improvement and to inform future board development, recruitment, and training efforts.
Article IX. Branch Communities
§ 9.01 Purpose and Scope
Branch communities are extensions of g3 Games established to advance the organization’s mission and support the purpose of g3 Games in cities or regions beyond its principal location. Each branch community shall operate under the authority of g3 Games, adhere to its bylaws and policies, and uphold its charitable and educational purposes as a 501(c)(3) nonprofit organization.
§ 9.02 Establishment of Branch Communities
A branch community may be proposed by any three (3) members of g3 Games in good standing may seek recognition as a g3 Games branch community by submitting a written letter to the board of directors. The letter shall include a description of the proposed community’s geographic area, intended activities, initial leadership, and plan for community engagement. The board of directors shall review and approve all branch community letters by majority vote, ensuring consistency with organizational capacity, values, and strategic objectives.
Upon approval, the board of directors shall issue a letter of authorization recognizing the group as an official branch community operating under the name “Gather Game Grow [City or Region].”
§ 9.03 Governance and Branch Committees
Each branch community shall be governed locally by a branch committee consisting of at least three (3) individuals, including a branch chairperson, treasurer, and secretary. The branch committee shall coordinate programs, events, and partnerships within its region while remaining accountable to the g3 Games board of directors.
Branch committees shall operate under a branch charter, approved by the board of directors, which defines their authority, scope, responsibilities, and reporting requirements. Branch communities shall not maintain separate legal incorporation or tax-exempt status apart from g3 Games, unless specifically authorized by the board and consistent with applicable laws.
§ 9.04 Financial and Reporting Obligations
All funds raised or received by branch communities shall be managed in accordance with g3 Games’ fiscal policy and maintained within organizational accounts. Branch committees shall submit quarterly financial summaries and activity reports to the board of directors or its designated representative. Branch communities shall not enter into contracts, open bank accounts, or incur financial obligations without prior authorization from the board of directors. Expenditures exceeding a limit established by the board shall require advance approval from g3 Games’ treasurer or president.
§ 9.05 Use of Name, Brand, and Materials
Branch communities are authorized to use the name “Gather Game Grow” and associated branding, logos, and materials solely for purposes that advance the mission and have been approved by the board. The board reserves the right to review and revoke such authorization at any time if a branch community's activities are inconsistent with g3 Games’ mission, values, or legal obligations.
All promotional, digital, and printed materials used by branch communities shall include appropriate references identifying the group as part of g3 Games’ network.
§ 9.06 Compliance and Oversight
Branch communities shall comply with all organizational policies, including but not limited to the code of conduct, anti-harassment policy, privacy and data use policy, fiscal policy, and nondiscrimination policy. The board of directors reserves the right to audit branch community activities, finances, and records at any time to ensure compliance with these bylaws and applicable laws. Branch committees shall cooperate fully with any such review and implement corrective actions as directed by the board.
§ 9.07 Dissolution of Revocation of Status
The board of directors may dissolve or revoke a branch community’s recognition for cause, including inactivity, misconduct, noncompliance with policies, or actions inconsistent with g3 Game’s mission. Upon dissolution, all assets, funds, and records of the branch community shall revert to g3 Games. A branch community subject to revocation shall be notified in writing and provided an opportunity to respond before a final decision is made by the board.
Article X. Miscellaneous
§ 10.01 Nondiscrimination Policy
The officers, board members, committee members, employees, general members, and persons served by g3 Games shall be selected entirely on a nondiscriminatory basis with respect to age, sex, race, religion, national origin, and sexual orientation. It is the policy of g3 Games not to discriminate on the basis of race, creed, ancestry, marital status, gender, gender identity/expression, sexual orientation, age, physical disability, veteran’s status, political service or affiliation, color, religion, or national origin.
§ 10.02 Code of Conduct and Anti-Harassment Policy
The board of directors shall adopt and periodically review a code of conduct and an anti-harassment policy applicable to all members, volunteers, directors, and participants in organizational activities. These policies shall outline expected standards of behavior, define prohibited conduct, and describe reporting and resolution procedures. All members are expected to comply with these policies as a condition of participation. Violations shall be handled in accordance with the disciplinary process outlined in these bylaws.
§ 10.03 Conflict of Interest Policy
The board of directors shall adopt and periodically review a conflict of interest policy to protect g3 Games’ interest when it is contemplating any transaction or arrangement which may benefit any director, officer, employee, affiliate, or member of a committee with board-delegated powers.
Each director and officer shall annually complete and sign a conflict of interest disclosure form, which shall be reviewed by the board.
§ 10.04 Whistleblower Policy
The board of directors shall adopt and periodically review a whistleblower policy to protect individuals who, in good faith, report suspected misconduct, violations of law, or breaches of organizational policy. The policy shall ensure that:
No officer, director, employee, volunteer, or member who makes a good-faith report shall suffer harassment, retaliation, or adverse consequence.
Reports may be submitted confidentially to a designated officer or committee of the board.
All reports will be reviewed promptly, investigated as appropriate, and resolved in a manner consistent with legal and ethical standards.
§ 10.05 Fiscal Policy
The board of directors shall adopt and periodically review a fiscal policy establishing clear internal controls, spending limits, reimbursement procedures, and record-keeping standards. The fiscal policy shall define authorization levels for financial transactions, establish expense documentation requirements, and outline safeguards to prevent misuse
of organizational funds. The policy shall be reviewed at least every two (2) years to ensure ongoing compliance with best practices in nonprofit financial management.
§ 10.06 Volunteer Management Policy
The board of directors shall adopt and periodically review a volunteer management policy to define expectations for volunteer conduct, representation, and participation in organizational activities. It shall also include provisions for training, supervision, accountability, and recognition of volunteers.
§ 10.07 Document Retention Policy
The board of directors shall adopt and periodically review a document retention policy to govern the safe storage, archiving, and disposal of both physical and electronic records in compliance with applicable law. The policy shall specify retention periods for key organizational documents, procedures for secure destruction of obsolete materials, and measures to ensure data protection and confidentiality through the document lifecycle.
§ 10.08 Continuity and Succession Policy
The board of directors shall adopt and periodically review a continuity and succession policy for key officer roles. This policy shall:
Establish procedures for the temporary or permanent replacement of officers in the event of resignation, incapacity, or other unavailability.
Identify essential functions and responsibilities of each officer role to facilitate smooth transitions.
Provide for cross-training among officers and staff or volunteers for critical administrative duties.
Establish secure access protocols for organizational accounts, passwords, and data to ensure continuity of operations.
§ 10.09 Privacy and Data Use Policy
The board of directors shall adopt and periodically review a privacy and data use policy governing the collection, storage, and use of personal data obtained through membership registration, event participation, or other organizational activities. This policy shall:
Limit the collection of personal information to that which is necessary for organizational purposes.
Protect data from unauthorized access, disclosure, or misuse.
Allow members to review and request correction of their information.
Require that any sharing of data with third parties be consistent with applicable laws and organizational consent standards.
Data practices shall comply with applicable federal and Texas privacy laws and standards for
nonprofit entities.
§ 10.10 Branch Community Policy
The board of directors shall adopt and periodically review a branch community policy to provide detailed procedures and standards for the formation, operation, and oversight of branch communities. The policy shall include, but not limited to:
Application and approval procedures for establishing new branch communities.
Governance structures and leadership roles within branch committees.
Financial management and reporting requirements.
Operational guidelines for community engagement, events, and public representation.
Standards for the use of the g3 Games name, logo, and branding materials.
Procedures for monitoring compliance, conducting audits, and resolving disputes.
Conditions under which a branch community may be suspended, dissolved, or have its authorization revoked.
The community branch policy shall be reviewed at least once every two (2) years, or more frequently as necessary, to ensure consistency with the organization’s bylaws, policies, and
charitable purpose.
§ 10.11 Disciplinary Procedure
If a member engages in conduct inconsistent with the mission, code of conduct, or anti-harassment policy of g3 Games, the board of directors and other authorized staff or volunteers may take corrective action, including verbal or written warnings, suspension, or termination of membership. Before disciplinary action is taken, the member may be notified of the concern and given an opportunity to respond. Final decisions shall be documented in the organization’s records.
§ 10.12 Conflict Resolution and Grievance Procedure
In the event of a dispute or grievance arising among directors, officers, or between members and leadership, the following process shall be followed:
Informal Resolution: The parties involved shall first make a good-faith effort to resolve the issue through direct communication and mutual understanding.
Mediation: If informal efforts fail, either party may request mediation. The board shall appoint a neutral third party, such as an uninvolved director or external facilitator, to mediate the dispute and recommend a resolution.
Board Review: If mediation does not resolve the matter, the issue may be brought before the full board of directors for review and final determination by majority vote.
Documentation: All grievances and resolutions shall be documented and maintained by the board.
This process shall be conducted with respect, confidentiality, and fairness, and in a manner consistent with g3 Games’ mission and values.
Article XI. Amendment of Bylaws
§ 11.01 Amendment of Bylaws
These Bylaws may be amended, altered, or repealed at any time by a majority vote of the board of directors at a meeting where a quorum is present. No amendment shall be made to these Bylaws which would cause the corporation to cease to qualify as a tax exempt corporation under Section 501(c)(3) of the Internal Revenue Code of 1986, or the corresponding section of any future Federal tax code.
§ 11.02 Amendment of Certificate of Formation
The board of directors may adopt amendments to the Certificate of Formation by a majority vote of the directors at a meeting where a quorum is present.
Certificate of Adoption of Bylaws
I do hereby certify that the above stated Bylaws of g3 Games were approved by the g3 Games board of directors on January 11th, 2026 and constitute a complete copy of the Bylaws of the corporation.
Signed by Nam-Thi Pham, Secretary on January 11th, 2026