Of
Revised: November 1, 2005
Article I: Election of Directors and Officers
Section
1--President-Elect
Two months prior to the end of the calendar year, the current
president-elect shall form an election committee to elect a president.
The election committee shall prepare a nominating ballot containing the
names of all current members in good standing who have not previously
served in the capacity of president of this club and who have not
indicated an unwillingness to serve in this capacity. At a general
meeting of the club the members shall be instructed to vote for up to
five (5) members whose names appear on such nominating ballot. The five
(5) members receiving the greatest number of votes shall become nominees
for such office. The election committee shall then prepare an electing
ballot containing the names of the five (5) nominees. Such ballot shall
be presented to the membership at a regular meeting of the club. Members
shall be instructed to vote for one nominee. The nominee receiving the
greatest number of votes shall be elected president (president-elect).
In the case of two nominees receiving the same number of votes, a runoff
election shall be held. The election committee shall conduct the
elections in such a way that the results shall be determined and
announced to the membership at the annual meeting. The election
committee is authorized to make such rules, as they deem necessary, to
facilitate the election of the president which are in harmony with this
section. The president elected in such balloting shall serve as a member
of the board of directors as president-elect for the year commencing on
the first day of July next following the election and shall assume
office as president on the first day of July immediately following the
year of service on the board as president-elect.
Section 2--Officers &
Directors
At least one month prior to assuming office, the president-elect shall
designate the officers, directors and sergeant's)-at-arms to serve
during his/her term. Officers shall consist of a president, secretary,
treasurer, and executive secretary. The number of directors and
officers so designated shall number at least twelve (12) but not more
than twenty (20) members. The immediate past-president and the
president-elect shall be designated as directors. Such designation of
officers, and directors and sergeant(s)-at-arms shall be presented for
approval to the members at a general membership meeting prior to the
commencement of their terms. This slate of prospective officers,
directors, and sergeant(s)-at-arms shall be approved when a majority of
the members present are in consensus by voice count.
Section 3--Vacancy of
Board
A vacancy in the board of directors or any office shall be filled by
action of the remaining members of the board.
Section 4--Vacancy of
Officers
A vacancy in the position of any officer-elect or director-elect shall
be filled by action of the remaining members of the board of
directors-elect.
Article II: Board of Directors
The governing body of this club shall be
the board of directors. The board of directors shall consist
of the directors and officers so designated in Section 2 of Article
I of these bylaws.
Article III: Duties of Officers
Section 1--President.
It shall be the duty of the president to preside at meetings of the club
and board, and to perform such other duties as ordinarily pertain to the
office of president.
Section
2--President-Elect.
It shall be the duty of the president-elect to serve as a member of the
board of directors of the club, preside at meetings of the club and
board in the absence of the president, and to perform such other duties
as may be prescribed by the president or the board.
Section 3--Secretary.
It shall be the duty of the secretary to keep the records of membership
and attendance at meetings, make the required reports to RI and
District, including reports of changes in membership reports of
attendance at the club meetings, and collect and remit RI and District
dues. The secretary shall have custody of all funds, accounting for same
to the club monthly and at any other time upon demand of the board. The
secretary shall also perform all bookkeeping functions of the club,
performing all invoicing, collections, and payment of authorized
invoices in a timely manner. Upon retirement from office the secretary
shall turn over to the incoming secretary or to the president all funds,
books of accounts or any other club property. The office of secretary
can be shared.
Section 4--Treasurer.
The treasurer shall review the bookkeeping activities of the secretary,
provide an annual budget, provide quarterly financial reports to the
board and at such other times as the board shall request. The treasurer
shall also be responsible for causing any state and/or federal tax
and/or informational returns to be prepared and submitted in a timely
manner.
Upon retirement from office the treasurer shall turn over to the
incoming treasurer or to the president all funds, books of accounts or
any other club property.
Section
5--Sergeant-at-Arms.
The duties of the sergeant-at-arms shall be such as are usually
prescribed for such office and such other duties as may be prescribed by
the president or the board.
Section 6—Executive
Secretary.
The duties of the executive secretary shall be to keep the minutes of
all board meetings and such other duties as may be prescribed by the
president or the board.
Article IV: Meetings
Section 1--Annual
Meeting.
An annual meeting of this club for the election of the President-Elect
shall be held on a date set by the board of directors. Such date shall
be not later than the thirty-first day of December.
Section 2--Weekly
Meetings.
The regular weekly meetings of this club shall be held on Thursday at
11:45 AM. Due notice of any changes in or canceling of the regular
meeting shall be given to all members of the club. All members,
excepting an honorary or active-exempt member (or member excused by the
board of directors of this club, pursuant to article IX below.) in good
standing in this club, on the day of the regular meeting, must be
counted as present or absent, and attendance must be evidenced by the
member's being present for at least sixty (60) percent of the time
devoted to the regular meeting, either at this club or at any other
Rotary club, or by service on behalf of the club as determined by the
president or the board, including, participation in committee activities
as described in these bylaws.
Section 3--Quorum.
One-third of the membership shall constitute a quorum at the annual and
regular meetings of this club.
Section 4--Monthly
Board Meetings.
The Schedule of regular monthly Board meetings shall be set by the
President for his/her term. These meetings shall be regular and
consistent unless the board is given ten (10) days due notice. Scheduled
Board meetings will be conducted in person, not through emails or other
means. Special meetings of the board shall be called by the president,
whenever deemed necessary, or upon the request of two (2) members of the
board, due notice having been given.
Section 5--Board
Meeting Quorum
A majority of the board members shall constitute a quorum of the board.
Should a quorum cease to exist during a Board meeting for whatever
reason, that board meeting will be automatically immediately terminated.
With the advanced approval of the President, Chairs of the Avenue of
Service Committees may designate a person from within their committee to
represent them in their absence at a Board meeting. The person so
designated is counted toward a quorum and may vote on all matters at
that Board meeting.
Article V: Fees and Dues
Section 1--Membership
Fee.
An initiation as prescribed and voted upon by the board shall be paid
before an applicant can qualify as a member.
Section 2--Membership
Dues.
Annual membership as prescribed and voted upon by the board shall be
payable bi-monthly on the first day of January, March, May, July,
September and November.
Article VI: Method of Voting
The business of this club shall be transacted
by viva voice vote except the election of the president,
which shall be by ballot.
Article VII: Committees.
Section 1--The president shall, subject to the approval of the board, appoint the following standing committees:
Club Service Committee
Vocational Service Committee
Community Service Committee
International Service Committee
Youth Service
Committee
Section 2--
Sub Committees.
The president shall, subject to the approval of the board, also
appoint such sub-committees and coordinators on particular phases of
club service, vocational service, community service and international
service as deemed necessary.
Section
3--Committe Membership.
Each standing committee shall consist of a chairperson, who shall be
named by the president from the membership of the board, and not less
than two (2) other members. The sub-committee chairmen and coordinators
shall be members of the standing committee under which they serve.
Section
4--Presidential Membership.
The president shall be ex officio a member of all standing
committees and sub-committees and, as such, shall have all the
privileges of membership thereon.
Section
5--Committee Business.
Each standing committee shall transact such business as is delegated
to it in the bylaws and such additional business as may be referred to
it by the president or the board. Except where special authority is
given by the board, such committees shall not take action until a report
has been made to the board and approved by the board.
Section
6--Continuity
Where feasible and practicable in the appointment of such
committees, there should be provision for continuity of membership,
either by appointing one or more members for a second term or by
appointing one or more members to a two-year term.
Section 7--
The chairpersons of the club service, vocational, community, and
international committees shall be responsible for all related club
activities and shall supervise and coordinate the work of all
sub-committees appointed.
Article VIII:
Duties of Standing Committees
Section
1--Club Service Committee.
This committee shall devise and carry into effect plans that will guide
and assist the members of this club in discharging responsibilities in
matters relating to club service. Those responsibilities include
membership, membership development, attendance, fun and fellowship,
assistance with matters pertaining to internal club issues or personal
concerns, club programs, maintenance and distribution of the club
newsletter, public relations, maintenance and update of the club web
site and club history, and such other responsibilities as determined by
the president or the board. The chairperson of this committee shall be
responsible for regular meetings of the committee and shall report to
the board on all club service activities.
Section 2--Vocational
Service Committee.
This committee shall devise and carry into effect plans that will guide
and assist the members of this club in discharging their
responsibilities in vocational relationships and in improving the
general standards of practice in their respective vocations, and such
other responsibilities as determined by the president or the board. The
chairperson of this committee shall be responsible for regular meetings
of the committee and shall report to the board on all vocational service
activities.
Section 3--Community
Service Committee.
This committee shall devise and carry into effect plans that will guide
and assist the members of this club in discharging their
responsibilities in community relationships. Those responsibilities
include human development and welfare, providing assistance and support
to those in need within our community, community development to help
make our community a better place to live, environmental protection
helping to monitor and improve the quality of life within our community,
fundraising activities, partnering activities with other community
service organizations, and such other responsibilities as determined by
the president or the board. The chairperson of this committee shall be
responsible for regular meetings of the committee and shall report to
the board on all community service activities.
Section
4--International Service Committee.
This committee shall devise and carry into effect plans that will guide
and assist the members of this club in discharging their
responsibilities in matters relating to international service. Those
responsibilities include activities that improve the human condition of
all peoples in the worldwide community. The chairperson of this shall be
responsible for regular meetings of the committee and shall report to
the board on all international service activities.
Section 5--Youth Service Committee.
This committee shall devise and carry into effect plans which will guide
and assist the members of this club in discharging their
responsibilities in matters relating to the Youth of our community.
The president shall, subject to the approval of the board, appoint the
following committees on particular phases of youth service:
(a)-Scholarship Committee. This committee shall be responsible
for developing and implementing the clubs policy for distributing the
fund allocated by the board for student scholarships.
(b)-Interact Committee. This committee shall be responsible for
coordinating the clubs efforts with any of the area High School Interact
Clubs.
(c)-Rotoract Committee. This committee shall be responsible for coordinating the clubs efforts with the Rotoract Club in Durango.
(d)- RYLA Committee. This committee will
aid in the selection of the club’s candidate(s) to attend the RYLA
conference each year.
Article IX: Leave of Absence
Section
1--Written Notice.
Upon written application to the board, setting forth good and
sufficient cause, leave of absence may be granted excusing a member from
attending the meetings of the club for a specified length of time. Such
leave of absence shall not extend past the current fiscal year. Members
on Leave of Absence remain responsible for payment of dues, but are
excused from meal expenses. A member on Leave of Absence may elect to
continue their Paul Harris Sustaining Contribution.
Section
2--Snowbird Clause.
Exempted Absence (“Snowbird or Traveler absence”) may be granted to
a member in good standing upon approval of a written application to the
board. Exempted Absence is defined as a member in good standing that
spends 1 to 6 months at a residence at such a distance from Durango that
attending the regular meetings are not feasible. Requirements for
approval are that the member is in good standing in payment of bills and
in attendance, is not a Red Badge holder, and has exhibited a high
percentage of participation in Club activities during attendance in
Durango. The member will be required to pay dues, but not meal charges,
during the Exempted Absence, and maintain a 60% attendance record
through make-up visits to other clubs. The absence approval will not
extend beyond 6 months and if the absence extends beyond a Rotary
year-end of June 30, a new written application and board approval will
be required to extend.
Article X: Finances
Section
1--Deposits.
The secretary shall deposit all funds of the club in bank(s) or other
financial institutions to be named by the board.
Section 2--Accounts &
Taxes.
The treasurer, president and the secretary shall be authorized to make
deposits and write checks on the clubs accounts. All bills shall be paid
only by checks signed by an authorized person upon authorization from an
officer or committee chairperson. Two authorized persons must sign all
checks that are in excess of one thousand dollars ($ 1,000.00). At the
discretion of the board, an outside review by a qualified person shall
be made once each year of all the club's financial transactions. The
treasurer shall be responsible for causing any state and/or federal tax
and/or informational returns to be prepared and submitted in a timely
manner.
Section 3--Bonding.
Officers having charge or control of funds shall give bond as may be
required by the board for the safe custody of the funds of the club,
cost of bond to be borne by the club.
Section 4--Dues
Collection.
The fiscal year of this club shall extend from July 1st to June 30th,
and for the collection of members' dues shall be divided into six (6)
bi-monthly periods extending from July 1st to August 31st, September 1st
to October 31st, November 1st to December 31st, January 1st to the last
day of February, March 1st to April 30th and May 1st to June
30th. The payment of per capita dues and magazine subscriptions to RI
shall be made on July 1st and January 1st of each year on the basis of
the membership of the club on those dates. (Note: Magazine subscriptions
for members joining during a semiannual period are payable upon invoice
from the Secretary.)
Section 5--Budget.
At the beginning of each
fiscal year the board shall prepare or cause to be prepared a budget of
estimated income and estimated expenditures for the year, which, having
been agreed to by the board, shall stand as the limit of expenditures
for the respective purposes unless otherwise ordered by action of the
board.
Article XI: Method of Electing Members.
(For All Categories of Membership)
Section 1--Proposal to Board.
The name of a prospective member, proposed by an active member of the
club, shall be submitted to the board in writing through the membership
chairperson. The proposal for the time being shall be kept confidential
except as otherwise provided in this procedure.
Section
2--Classification.
The –membership committee shall ensure that the proposal meets all the
classification and membership requirements of the club constitution.
This club shall have two kinds of membership, active and honorary. The
club may elect a person to active membership in a classification so long
as it will not result in the classification making up more then 10% of
the club’s active membership. Members who are retired shall not be
included in the total number of members from a classification. If a
members changes classification, the club may continue the member’s
membership under the new classification notwithstanding these
limitations The committee will make a recommendation to the board of
their findings.
Section 3--Board
Approval/Disapproval Time.
The board shall approve or disapprove the proposal within 30 days of its
submission, and shall notify the proposer, through the membership
chairperson, of its decision.
Section 4--Proposal
to Membership.
If the decision of the board is favorable, the prospective member shall
be informed of the purposes of Rotary and of the privileges and
responsibilities of membership (including the kind of membership
proposed), following which the prospective member shall be requested to
sign the membership proposal form and to permit his or her name and
proposed classification (if active membership) to be published to the
club.
Section 5--Written
Objection.
If no written objection to the proposal, stating reasons, is received by
the board from any member (other than honorary) of the club within seven
(7) days following publication of information about the prospective
member, that person, upon payment of the initiation fee (if not honorary
membership), as prescribed in these bylaws, shall be considered to be
elected to membership. If any such objection has been filed with the
board, it shall vote on this matter at its next meeting. If approved
despite the objection, the proposed member, upon payment of the
initiation fee (if not honorary membership), shall be considered to be
elected to membership.
Section 6--
Induction.
Following the election, the president and membership chairperson shall
arrange for the induction of the new member- - and the club secretary
shall report the new member to RI.
Article XII: Resolutions.
No resolution or motion to commit this club on any matter shall be
considered by the club until it has been considered by the board. Such
resolutions or motions, if offered at a club meeting, shall be referred
to the board without discussion.
Article XIII: Order of Business.
Meeting called to order.
Introduction of visiting Rotarians.
Correspondence and announcements.
Committee reports if any.
Any unfinished business.
Any new business.
Address or other program features.
Adjournment.
Article XIV: Amendments
These bylaws may be amended at any regular meeting, a quorum being
present, by a two-thirds vote of all members present, provided that
notice of such proposed amendment shall have been mailed to each member
at least ten days before such meeting. No amendment or addition to these
bylaws can be made which is not in harmony with the club constitution
and with the constitution and bylaws of RI.