Club Bylaws

BYLAWS OF THE ROTARY CLUB OF MARYVILLE-ALCOA,

TENNESSEE, USA

June 26, 2012

 

CONTENTS

 

Article 1 – Definitions

 

Article 2 – Board

 

Article 3 – Election of Officers

 

Article 4 – Duties of Officers

 

Article 5 – Meetings

 

Article 6 – Fees and Dues

 

Article 7 – Method of Voting

 

Article 8 –Five Avenues of Service

 

Article 9 – Committees

 

Article 10 – Duties of Committees

 

Article 11 – Leaves of Absence

 

Article 12 – Finances

 

Article 13 – Method of Electing Members

 

Article 14 – Resolutions

 

Article 15 – Order of Business at Regular Meetings

 

Article 16 – Interpretation

 

Article 17 - Amendments

 


 

 

Article 1 – Definitions

 

 

 

 

1.      Board:       The Board of Directors of this club.

2.      Officers:    The officers of this club shall be the President, President-elect, Vice-President,

Immediate Past President (if serving on the Board), Secretary, Treasurer, and Sergeant-at- Arms.

3.      Director:    A member of this club’s Board of Directors

4.      Member:    An Active member (not an honorary member) of this club.

5.      Past President: A Past President of this or another club who is an active member of this club.

6.      RI:             Rotary International.

7.      Year:         The twelve-month period that begins on 1 July.

 

 

Article 2 – Board

 

The governing body shall be a Board of Directors consisting of eleven members of the club, namely the President, Vice-President, President-Elect, Secretary, Treasurer, a Past President, the Sergeant-at-Arms, and the five (5) chairs of the committees as defined in Article 9 of these By-laws.   The officers as defined above are elected in accordance with Article 3, Section 1. The Past President is appointed by the incoming President and may be the immediate Past President or any other Past President who is an active member of the club.

 

 

 

Article 3 – Election of Officers

 

Section 1 – No later than six (6) weeks prior to the meeting for elections of officers, the President shall appoint a nominating committee made up of the club’s immediate Past President, and four additional members of the club at least one of whom shall be a Past President. The immediate Past President will serve as chair.

At a regular meeting one month prior to the meeting for election of officers, the presiding officer shall ask for a report of the nominating committee for the offices of President-nominee, Secretary, Treasurer, Vice-President and Sergeant-at-arms.  Members may also make nominations from the floor.

If there is no more than one nomination for each office, the slate may be accepted by voice vote of members present at the annual business meeting, and the candidates shall be declared elected to their respective offices.

If there is more than one candidate for any office, all candidates for office shall be listed on a ballot in alphabetical order under each office and shall be voted by written ballot at the annual business meeting.  The sergeant-at-arms shall ensure accurate creation, distribution, collection, and tabulation of the ballots.  The candidates for each of the positions who receive a majority of the votes shall be declared elected to their respective offices.  A majority is considered to be fifty (50) percent plus one of the voting members present.

Should no candidate for any office receive a majority of the vote, a second vote shall be held between the two candidates receiving the most votes in the first election.

Commencing on the first day of July following the election, the candidate previously elected President-Elect shall assume the office of President, and the President-nominee elected in the balloting described above shall be the President-Elect and serve as a director for the year.

Other candidates elected will serve a term of one year, commencing on the first day of July following election.

Section 2 – A vacancy in any elected position shall be filled by action of the remaining members of the Board.

Section 3 – A vacancy in the position of any officer-elect shall be filled by action of the remaining members of the Board-elect.

 

 

Article 4 – Duties of Officers

 

Section 1 – The President shall preside at meetings of the club and the Board and perform other duties as are described in these Bylaws or ordinarily pertain to the office of President.

Section 2 – The President-Elect shall serve as a director, and perform such other duties as are described in these Bylaws or may be prescribed by the President.

The President-Elect shall attend the District President-Elect Training Seminar and the District Assembly unless excused by the Governor-Elect, in which case provisions of the Standard Rotary Club Constitution must be followed to ensure succession of the office.

Section 3 – The Vice-President shall preside at meetings in the absence of the President and perform other duties as ordinarily pertain to the office of Vice-President or may be prescribed by the President.

Section 4 – The Secretary shall perform the following duties:

  • Record attendance at meetings, keep membership records, and provide the monthly attendance report, which shall be made to the District Governor as required.
  • Provide notices of club, Board, and committee meetings as directed by the President and requested by committee chairs.
  • Record and preserve the minutes of the Board meetings and such other meeting as directed by the President.
  • Report as required to RI, including the semiannual reports of membership on 1 January and 1 July of each year, and prorated reports on 1 October and 1 April of each active member who has been elected to membership in the club since the start of the July of January semiannual reporting period.
  • Provide the monthly attendance report, which shall be made to the district governor within 15 days of the last of the month.
  • Report changes in membership to RI and the Board.
  • Collect and remit RI official magazine subscriptions.

The Secretary will recruit such assistance as is necessary to complete the work described, drawing especially from the Membership Committee and its subcommittees, whose work supports many of the tasks.  The Secretary will perform other duties as are described in these Bylaws or ordinarily pertain to the office of Secretary and as may be prescribed by the President or the Board, including communication with the Membership Committee.

Section 5 – The Treasurer shall have custody of all funds, accounting to the club annually and at any other time upon demand by the Board.

The Treasurer shall provide statements to all members on the schedule described in Article 12, Section 4 of these Bylaws.  The Treasurer shall notify the President and the Secretary of any members whose dues and fees are delinquent according to that schedule and shall thereafter provide the President and Secretary with prompt notice of payments on delinquencies.

The Treasurer shall prepare or ensure the preparation of such tax returns as are required by law.

Upon retirement from office, the Treasurer shall turnover to the incoming Treasurer or to the President all funds, books of accounts, and any other club property.

The Treasurer shall perform other duties as are described in the Bylaws or pertain to the office of Treasurer or as may be prescribed by the President or the Board.

Section 6 – The Past President shall preside at meetings of the club and the Board in the absence of the President and Vice President, serve as director, and perform such other duties as are described in these Bylaws or may be prescribed by the President.

Section 7 – The Sergeant-at-Arms shall provide assistance to the club, members, and guests at

all official functions of the club and shall recruit assistants and assign tasks as necessary

to the job at hand. The duties of the sergeant-at-arms shall be such as are usually

prescribed for such office and other duties as may be prescribed by the President or the Board.

 

 

Article 5 – Meetings

 

Section 1 – An annual business meeting of this club shall be held on the first Thursday in December in each year, at which time officers who will serve for the ensuing year shall be elected.

Section 2 – The regular weekly meetings of this club shall be held on Tuesday morning at a time determined by the Board.  Due notice of any changes in or canceling of the regular meeting shall be given to all members of the club.  Except as provided for in Article 9, Sections 1-4, of the Standard Rotary Club Constitution (which cover general provisions and make-ups, extended absences on out posted assignment, excused absences, and RI officers’ absences), all active members in good standing in this club on the day of the regular business 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.

Section 3 – A member shall be considered to have made up a missed meeting if, within fourteen (14) days before or after the missed meeting, he/she attends the meeting of another Rotary club, including an e-Club meeting; attends a Board or committee meeting; or participates in a club service project, club-sponsored event, or special meeting designated by the Board.  It is the member’s responsibility to be sure he/she receives credit for the make-up with the Secretary.

Section 4 – If a member fails to attend meetings as required by the Standard Rotary Club Constitution, he/she shall be notified by the Board that the non-attendance may be considered a request to terminate membership in the club.  Thereafter, the Board, by majority vote, may terminate the membership, notifying the member within seven (7) days of the action.

Provisions to appeal, mediate, or arbitrate the termination shall be those prescribed in Article 11, Section 6, of the Standard Rotary Club Constitution.

Section 5 – One-third of the membership shall constitute a quorum at the annual and regular meetings of this club.

Section 6 – Monthly meetings of the Board shall be held on a date set by the President.  Special meetings of the Board shall be called by the President, whenever deemed necessary, or upon the request of two directors, due notice having been given.

Section 7 – A majority of the Board  members, as described in Article 2, shall constitute a quorum of the Board.

 

 

Article 6 – Fees and Dues

 

Section 1 – The admission fee shall be set by vote of the Board and paid before an applicant can qualify as a member of this club except that any transferring or former member of another club who is accepted into membership of this club pursuant to Article 7, Section 4 of the Standard Club Constitution shall not be required to pay a second admission fee. (SCC Article 11.)

Section 2 – The membership dues shall be set by vote of the Board and may be paid semiannually, due no later than the first day of July and first day of January, with the understanding that the club shall apply a portion of each semiannual payment to each member’s subscription to the RI official magazine.

Any member failing to pay dues within thirty (30) days after the prescribed time shall be notified in writing by the secretary at the member's last known address. If the dues are not paid on or before ten (10) days of the date of notification, membership may terminate, subject to the discretion of the board.  (SCC Article 12:3)  Thereafter, the Board, by majority vote, may terminate the membership, notifying the member within seven (7) days of the action. Provisions to appeal, mediate, or arbitrate the termination shall be those prescribed in Article 12, Section 6, of the Standard Rotary Club Constitution.

Section 3 – The rate and method of payment for members’ meals and the rate for guests’ meals shall be set by vote of the Board.  The Board may consider an adjustment in meal cost for an active member who is excused from attendance requirements when such a request is made in writing.

Section 4 – After an active member completes and submits the paperwork necessary to propose a new member, the club will cover the cost of the proposed member’s meals until the club accepts and inducts the member or rejects the proposal.

 

 

Article 7 – Method of Voting

 

The business of this club shall be transacted by voice vote except the election of officers and directors, which shall be conducted as described in Article 3, Section 1, of these Bylaws.  The Board may determine that a resolution be considered by ballot rather than by voice vote.

 

 

Article 8 – Five Avenues of Service

 

The five Avenues of Service are the philosophical and practical framework for the work of this Rotary club.  They are Club Service, Vocational Service, Community Service, International Service, and New Generations Service.  This club will be active in each of the five Avenues of Service.

 

 

Article 9 – Committees

 

Section 1 – Club committees are charged with carrying out the annual and long-range goals of the club based on the five Avenues of Service.  The President-Elect, President, and immediate Past President shall work together to ensure continuity of leadership and succession planning.  When feasible, committee members should be appointed to the committee for three years to ensure consistency.

      Before the start of his/her year in office, the President-Elect is responsible for appointing committee chairs.  The President-Elect and those appointed shall work together to identify necessary subcommittees they will lead whenever possible.  The chairs of the five standing committees shall also be member of the Board of Directors. Standing committees shall be appointed as follows:

 

  • Membership – This committee develops and implements a comprehensive plan to recruit and retain members and supports the tasks for which the club Secretary is responsible.  The Membership Committee is responsible for attendance and classification; recruitment and induction; orientation/education of members and Rotary rookies (members in their first year); and retention, involvement, and fellowship.
  • Public Relations – This committee develops and implements plans to provide the public with information about Rotary; works closely with the Service Projects Committee to promote the club’s service projects and activities inside and outside the club; and coordinates the dissemination of information to club members through a club bulletin, website, and/or other media.
  • Club Administration – This committee coordinates activities associated with the effective operation of the club, including logistics for meetings, weekly programs and speakers, and fund-raising for club operations.  It works closely with the sergeant-at-arms.
  • Service Projects – This committee develops, implements, raises the funds, and coordinates the volunteers for educational, humanitarian, and vocational projects that address the needs of the local community and communities in other countries.  It works closely with the Public Relations Committee to promote projects inside and outside the club.
  • The Rotary Foundation – This committee develops and implements plans to support The Rotary Foundation through financial contributions, grant applications, and program participation.

 

Section 2 – Subcommittees and ad hoc committees may be appointed as needed.  A Council of Presidents, consisting of all club members who have served one or more terms as President of any Rotary Club, will serve as an advisory committee.

Section 3 – The President and President-Elect shall be a member of all committees and, as such, shall have all the privileges of membership thereon.

Section 4 – Each committee shall transact its business as is delegated to it in these 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 request has been made to and approved by the Board.

Section 5 – Each chair shall be responsible for regular meeting and activities of his/her committee, shall supervise and coordinate the work of the committee, and shall report monthly to the Board on all committee activities, either directly or through the committee’s Board liaison at the direction of the President.

 

 

Article 10 – Duties of Committees

 

The duties of all committees shall be established and reviewed by the President for his/her year.  In declaring the duties of each, the President shall make reference to appropriate RI materials and the five Avenues of Service when developing plans for the year.

 

Each committee shall have a specific mandate, clearly defined goals, and action plans established by the beginning of each year for implementation during the course of the year.  It shall be the primary responsibility of the President-Elect to provide the necessary leadership to prepare a recommendation for club committees, mandates, goals, and plans for presentation to the Board before the year begins, as noted above.

 

 

Article 11 – Leaves of Absence

 

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 operates to prevent a forfeiture of membership but does not excuse the member from timely payment of dues.  During the leave, the member is welcome to attend all functions of the club as he/she is able and is included in all communications to club members. 

(Note: Such leave of absence does operate to prevent a forfeiture of membership; it does not operate to give the club credit for the member’s attendance. Unless the member attends a regular meeting of some other club, the excused member must be recorded as absent except that absence authorized under the provisions of the Standard Rotary Club Constitution is not computed in the attendance record of the club.  The only two circumstances under which a member on Leave of Absence is not computed in the attendance percentage are if the member is a current RI officer or has requested the exemption under the “rule of 85.” SCC Article 9: 3b, 4.)

 

 

Article 12 – Finances

 

Section 1 – Prior to the beginning of each year, the Board-elect shall prepare a budget of estimated income and expenditures for the year, which shall stand as the limit of expenditures for these purposes, unless otherwise ordered by action of the Board.  The budget shall address two separate operations: club operations and charitable/service projects.  This budget shall be presented to the club membership for approval.

Section 2 – All club funds shall be deposited in a financial institution, named by the Board.

Section 3 – All bills shall be paid upon vouchers signed by an officer other than the Treasurer to the extent that the expenditures are covered in the budget.  Bills that exceed the budgeted amount, are not covered by the budget, or are paid by an authorized officer other than the Treasurer shall be paid only when approved by two other officers.

Section 4 – All statements of financial obligation shall be provided to members no later than June 15 and December 15 for dues and fees required by July 1 and January 1, respectively.  Members shall be considered delinquent in payment of such obligations on August 1 and February 1, respectively.

Section 5 – A thorough review of all financial transactions by a qualified person or persons, other than the Treasurer, shall be made once each year.  Such person or persons shall be appointed by the President no later than June 1 of each year, with a report to be made to the Board no later than August 1 of each year.

Section 6 – Officers having charge or control of club funds shall give bond as required by the Board for the safe custody of the funds of the club, cost of bond to be borne by the club.

Section 7 – The fiscal year of this club shall extend from July 1 to June 30, and for the collection of members’ dues shall be divided into two semiannual periods extending from July 1 to December 30 and from January 1 to June 30.  The payment of per capita dues and RI official magazine subscriptions shall be made on July 1 and January 1 of each year on the basis of the membership of the club on those dates.

Section 8 – Financial reports showing income and expenses as related to the annual budget shall be submitted to the membership for review on a quarterly basis.  These reports are for informative purposes only.

 

 

Article 13 – Method of Electing Members

 

Section 1 – The name of a prospective member, proposed by an active member of the club, shall be submitted to the board in writing, through the club Secretary and Membership Committee. A transferring or former member of another club may be proposed to active membership by the former club. The proposal shall be kept confidential except as otherwise provided in this procedure. 

Section 2 – The board shall ensure that the proposal meets all the classification and membership requirements of the Standard Rotary Club Constitution. 

Section 3 – The board shall approve or disapprove the proposal within 30 days of its submission and shall notify the proposer, through the club Secretary and the Membership Committee, of its decision. 

Section 4 – 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, following which the prospective member shall be requested to sign the membership proposal form and to permit his or her name and proposed classification to be published to the club. 

Section 5 – 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 admission fee (if not honorary membership) and pro-rated dues, as prescribed in these Bylaws and submission of such information as is required for the club’s database, 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 admission fee (if not honorary membership) and pro-rated dues, as prescribed in these Bylaws and submission of such information as is required for the club’s database, shall be considered to be elected to membership. 

Section 6 – Following the election, the President shall arrange for the new member's induction, membership card, and new member Rotary literature with support of the Membership Committee. In addition, the President or Secretary will promptly report the new member information to RI and the President will assign a member to assist with the new member's assimilation to the club as well as assign the new member to a club project or function. 

Section 7 – The club may elect, in accordance with the Standard Rotary Club Constitution, honorary members proposed by the Board.

 

 

Article 14 – Resolutions

 

The club shall not consider any resolution or motion to commit the club on any matter until the Board has considered it. Such resolutions or motions, if offered at a club meeting, shall be referred to the Board without discussion.

 

 

Article 15 – Order of Business for Regular Meetings

 

The suggested order of business for each regular club meeting shall be as follows:

 

Meeting called to order

Invocation and Pledge to the Flag

Introduction of visitors

Announcements

Committee reports if any

Rotary moment/Member moment if any

Fellowship

Address or other program features.

Orchid

Four-Way Test

Adjournment

 

 

 

Article 16 – Interpretation

 

Throughout these Bylaws, the terms “publish,” “send,” “mail,” and “meeting” (except a regular club meeting) shall include use of electronic mail (e-mail) and internet technology to reduce costs, respect members’ time commitments, and increase responsiveness.

 

 

 

Article 17 – 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 (10) days before such meeting. No amendment or addition to these Bylaws can be made which is not in harmony with the Standard Rotary Club Constitution and with the Constitution and Bylaws of RI.

 

 

 

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