Bylaws of the Rotary Club of Bar Harbor/MDI
Maine
Revised 10/10/2007
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Article I Definitions
1.
Board: The Board of Directors of this club.
2. Director: A member of this club's Board of Directors.
3. Member: A member, other than an honorary member, of this club.
4. RI:
Rotary International.
5. Year: The twelve-month
period that begins on 1 July.
6. President: The officer serving in that position for the current program year
7. President-Elect: The member who will succeed the President in the next program year
8. President Nominee: The member elected in November to serve as President succeeding the President-Elect
Article 2 Board
The governing body of this club shall be the board consisting of eleven (11) members of this club, namely, five (5) directors elected in accordance with article 3, section 1, of these bylaws, and the president, president-elect, secretary, treasurer, the immediate past president, and the president-nominee, upon election at the annual meeting discussed in article 5, section 1 of these bylaws.
Article 3 Election of Directors and Officers
Section 1 At a regular meeting in October of each year, the presiding officer shall ask for nominations by members of the club for president, secretary, treasurer, and five (5) directors. The nominations may be presented by a nominating committee (said nominating committee is made up of Past Presidents) or by members from the floor, by either or by both as a club may determine. The nominations duly made shall be placed on a ballot in alphabetical order under each office and shall be voted for at the annual meeting in November. The candidates for president, secretary, and treasurer receiving a majority of the votes shall be declared elected to their respective offices. The five (5) candidates for director receiving a plurality of the votes shall be elected as Committee Chairs and will become directors. The candidate for president elected in such balloting shall become the president-nominee and serve as a director commencing on the first day of the month next following the election, and shall assume office as president-elect on the first day of July immediately following that year.
Section 2 The officers and directors, so elected, together with the immediate past president shall constitute the board. The directors-elect shall meet and elect some member of the club to act as sergeant-at-arms.
Section 3 A vacancy in the board or any office shall be filled by action of the remaining directors.
Section 4 A vacancy in the position of any officer-elect or director-elect shall be filled by action of the remaining directors-elect.
Section 5 The president with the concurrence of at
least 2/3 of the members of the board may request the resignation of an officer
or board member.
Article 4 Duties of Officers
Section 1 President. It shall be the duty of the president to preside at meetings of the club and the board and to perform other duties as ordinarily pertain to the office of president. The President shall cause the time and location of regular meetings to be published, and shall send out notices of board meetings. Only the President (with the approval of the board) shall have the authority to commit the club and to sign contracts. Additionally the President will ensure that an internal audit of the clubs funds/books is completed during his or her presidency. This audit can be completed by two or more qualified persons/members as appointed by the President.
Section 2 President-elect. It shall be the duty of the president-elect to serve as a director, to preside at meetings of the club and the 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 President-nominee. It shall be the duty of the president-nominee to perform duties as may be prescribed by the president or the board.
Section 4 Secretary. It shall be the duty of the secretary to keep membership records; record attendance at meetings; record and preserve the minutes of such meetings; 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 or January semiannual reporting period, report changes in membership; provide the monthly attendance report, which shall be made to the district governor within 15 days of the last meeting of the month; collect and remit RI official magazine subscriptions; and perform other duties as usually pertain to the office of secretary. Copies of all reports shall be provided to the board of directors at the next regularly scheduled board meeting following the report submission date.
Section 5 Treasurer. It shall be the duty of the treasurer to have custody of all funds, accounting for same to the board of directors at least monthly, to the club at least quarterly, and at any other time upon demand by the board, and to perform other duties as pertains to the office of treasurer. 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 6 Sergeant-at-Arms. 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 Annual Meeting. An annual meeting of this club shall be held in November of each year, at which time the election of officers and directors to serve for the ensuing year shall take place.
Section 2 There will be regular
weekly meetings of this club. 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 member (or member excused pursuant to article 8, sections
3 and 4 of the standard Rotary club constitution; i.e., the 85 year rule) in
good standing in this club, on the day of the regular meeting, must be counted
as present or absent, and attendance is encouraged to be evidenced by the
members 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 as
otherwise provided in the standard Rotary club constitution, article 8,
sections 1 and 2. Members who fall below 50% attendance may be terminated
by the Board of Directors based on individual factors, and participation in
club activities and events.
Section 3 One-third of the membership
shall constitute a quorum at the annual and regular meetings of this club.
Section 4 Regular meetings of the board shall be held during the first week of each month. Special meetings of the board shall be called by the president, whenever deemed necessary, or upon the request of two (2) directors, due notice having been given. In lieu of in-person meetings, the use of teleconferencing, the Internet, email and other communications equipment may be used for an official meeting of the board.
Section 5 A majority of the directors shall constitute a quorum of the board.
Article 6 Fees and Dues
Section 1 The club annual dues and
fees will be paid before the applicant can qualify as a member. New members who
join after July 1 will only be required to pay one-half of the standard dues
for that year.
Section 2 The annual membership dues and fees shall be set by action of the Board. Dues and fees may be paid semiannually on the first day of July and of January, with the understanding that a portion of each semiannual payment shall be applied to each members subscription to the RI official magazine.
Article 7 Method of Voting
The business of this club shall be transacted by vocal assent except the election of officers and directors, which shall be by ballot. The board may determine that a specific resolution be considered by ballot rather than by vocal assent vote. The board of directors may vote by email or telephone (unless a formal in-person meeting is requested by any office or director) on issues brought before it outside of scheduled meetings. Each board member shall vote in such a way that all other board members may see his/her vote. To constitute a quorum, a majority of the board members must cast an email vote. The issue shall be considered carried by a majority of those voting in the affirmative. The result of the vote will be reported by the president to the secretary for inclusion in the minutes of the next regularly scheduled board meeting.
Article 8 Committees
Club committees are charged with carrying out the annual and long-range goals of the club. The president-elect, president and immediate past president should work together to ensure continuity of leadership and succession planning. When feasible, committee members should be appointed to the same committee for three years to ensure consistency. The president-elect is responsible for appointing committee chairs and nominating those committee chairs to serve as directors in the upcoming program year. It is recommended that the committee chairs have previous experience as a member of the committee. The president-elect will conduct planning meetings prior to the start of the year in office to develop a plan and budget for the upcoming program year. Standing committees shall be appointed as follows:
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Membership
This committee should develop and implement a comprehensive plan for the
recruitment and retention of members.
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Club Public Relations
This committee should develop and implement plans to provide the public with
information about Rotary and to promote the clubs service projects and
activities.
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Club Administration
This committee should conduct activities associated with the effective
operation of the club.
o
Independence Day Program A sub-committee of Club
Administration
This committee should develop and manage the annual Pancake Breakfast and
Seafood Festival.
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Service Projects
This committee should develop and implement educational, humanitarian and
vocational projects that address the needs
of its community and communities in other countries.
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The Rotary Foundation
This committee should develop and implement plans to support The Rotary
Foundation through both financial contributions and program participation and
to develop and manage International programs.
Additional ad hoc committees may be appointed by the president as needed.
(a) The president shall
be ex officio a member of all committees and, as such, shall have all the
privileges of membership thereon.
(b) 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 report has been made and approved by the board.
(c) Each chair shall be
responsible for regular meetings and activities of the committee, shall
supervise and coordinate the work of the committee and shall report to the
board on all committee activities.
Article 9 Duties of Committees
The goals of all committees shall be established and reviewed by the president for his or her year. In declaring the goals of each, the president shall make reference to appropriate RI materials. The service project committee will consider vocational service, community service and international service avenues 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 in advance of the commencement of the year as noted above.
Article 10 Leave of Absence
Upon notification 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.
Article 11 Finances
Section 1 Prior to the beginning of each fiscal year,
the president-elect shall prepare a budget of estimated income and expenditures
for the year. This budget shall be
reviewed and approved by the board before being submitted to the membership for
approval. The approved budget shall stand as the limit of
expenditures for these purposes, unless otherwise ordered by action of the
board. The budget shall be broken into two separate parts: one in respect
of club operations and one in respect of charitable/service operations.
Section 2 The treasurer shall deposit all club funds in a bank,
named by the board. Records of club funds shall be divided into two separate
parts: club operations and charitable/service operations.
Section 3 All bills shall be paid only by checks signed by the treasurer for budgeted items up to $2,500. Checks greater than $2,500, or not included in the approved annual budget shall be approved by a voucher signed by two officers.
Section 4 A thorough review of all financial
transactions by a qualified person shall be made once each year.
Section 5 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 6 The fiscal year of this club shall extend from 1 July to 30 June, and for the collection of members' dues may be divided into two (2) semiannual periods extending from 1 July to 31 December, and from 1 January to 30 June. The payment of per capita dues and RI official magazine subscriptions may be made on 1 July and 1 January of each year on the basis of the membership of the club on those dates.
Article 12 Method of Electing Members
Section 1 The name of a prospective member, may be proposed by any active member of the club, and shall be submitted to the board in writing. 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 name and proposed classification of the proposed member shall be transmitted expeditiously to the board -- preferably by email. 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 7 days of its submission, and shall notify the proposer, through the membership chair.
Section 4 If the decision of the board is favorable, the confidentiality is lifted and the prospective member shall be informed of his or her nomination, the purposes of Rotary and of the privileges and responsibilities of membership, following which the prospective member shall be requested to sign the membership application 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 annual or 6 month dues and fees (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 expeditiously but no more than 7 days. If approved despite the objection, the proposed member, upon payment of the annual or 6 month dues and fees (if not honorary membership), shall be elected to membership.
Section 6 Following the election, the membership chair shall arrange for the new member's induction, membership card, and new member Rotary literature. In addition, the secretary will 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 committee, project or function.
Section 7 The club may elect, in accordance with the standard Rotary club constitution, honorary members proposed by the board.
Article 13 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
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, faxed or emailed 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
Addendums (These are process guidelines, and not part of the by-laws)
Order of Business
Meeting called to order.
Introduction of visitors.
Correspondence, announcements and Rotary Information.
Committee reports if any.
Any unfinished business.
Any new business.
Address or other program features.
Adjournment.
Annual Planning
The
following significant events occur during the annual program year:
September
The President-elect begins the process of forming the next years plans and
programs by obtaining commitments from members to serve as committee chairs and
members of the board of directors in the next program year.
October
Nominations for officers and directors for the upcoming program year are
presented to the membership who may offer nominations from the floor.
November
The annual meeting is held and officers and directors for the upcoming
program year are elected. The President-nominee becomes a member of the
board.
January
The President-elect meets with officers and directors elected at the annual
meeting to begin detailed planning for the upcoming program year
February
The President-elect and Treasurer-elect meet to develop a draft budget for
the upcoming program year
March
The President-elect, President-nominee and any new officers-elect attend PETS
April
The President-elect meets with the board for the upcoming program year to
refine his/her program and budget for that year. That program plan and
draft budget are approved by the new board for presentation to the membership
for approval.
May
The President-elect presents his/her program and budget for the upcoming
program year for approval by the membership.