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Bylaws

Bylaws

Please note:The Bylaws, as shown on this page, are accurate as of 05/04/2016. A few changes have been made in formatting due to the constraints of the selected WordPress theme. Specifically:

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JCARC Bylaws 080422ORM

BYLAWS OF THE
JEFFERSON COUNTY AMATEUR RADIO CLUB

These bylaws are effective May 4, 2016 and supersede any other version of bylaws.

ARTICLE I
NAME AND PRINCIPAL OFFICE

  1. The name of the corporation shall be: JEFFERSON COUNTY AMATEUR RADIO CLUB and is hereinafter referred to as the “Club.” The principal office of the Club shall be located in Jefferson County, Washington. The Club may have such other offices at other locations as the Board of Directors may determine desirable.

ARTICLE II
PURPOSES

  1. The purposes for which the Club is formed are those set forth in its Articles of Incorporation and below and as from time to time amended:
    1. Maintain capability to provide emergency communications and perform such service as required;
    2. Serve the public interest by providing amateur radio communications in support of civic activities;
    3. Provide information and demonstrations to the public to stimulate and sustain interest in communication by amateur radio;
    4. Provide a training program offering technical training in amateur radio and assist amateur radio license candidates in obtaining their licenses;
    5. Further the exchange of information between amateur radio operators and promote increased radio knowledge and improved radio communication operating practices; and
    6. Maintain an available resource of amateur radio literature, equipment and operational expertise.
  2. The Club is not formed for pecuniary or financial gain, and no part of the assets, income or profit of the Club is distributable to, or inures to the benefit of its directors or officers except to the extent permitted under the Nonprofit Corporation Act of the State of Washington.
  3. The purposes of the Club are promoted through and are governed and qualified by the basic policies set forth below in Article III.

ARTICLE III
BASIC POLICIES

  1. The following are the basic policies of the Club:
    1. The Club shall be noncommercial, nonsectarian and nonpartisan.
    2. The name of the Club or the names of any members in their official capacities shall not be used in any connection with a commercial concern or with any partisan interest or for any purpose not appropriately related to promotion of the objectives of the Club.

ARTICLE IV
MEMBERSHIP

  1. Any individual who possesses an interest in any aspect of the Amateur Radio Service as encompassed by the Federal Communications Commission Rules, Part 97, and who subscribes to the purposes and basic policies of the Club may become a member of the Club subject only to compliance with the provision of the Bylaws. The Jefferson County Amateur Radio Club is committed to a policy of nondiscrimination and equal opportunity for all persons regardless of race, sex, color, creed, national origin or ancestry, age, marital status, sexual orientation, disability, medical condition or veteran status. The Club is committed to compliance with all applicable laws regarding nondiscrimination.
  2. To establish membership, each person shall pay the current calendar year dues, prorated quarterly.
  3. Only those members who have established membership and are not more than three months in arrears in dues or approved assessments shall be considered in good standing and eligible to participate in business meetings, or to serve in any elective or appointive positions.
  4. Each member in good standing shall be entitled to one vote on each matter that is submitted to a vote of members. No member may acquire any interest which will entitle him to greater vote than any other members. Members may vote in person or by mail or by proxy when provided for in these Bylaws. Votes by mail and proxy shall be executed in writing by the member. No proxy shall be valid for more than eleven months from the date of its execution unless specified in the proxy.

ARTICLE V
DUES

  1. Each member of the Club shall pay annual dues as established by the Board of Directors and approved by membership.
  2. Dues are payable on a calendar year basis and are due at the January
    Membership Meeting.
  3. At the last monthly meeting of each year and prior to election of officers, the Club Treasurer shall propose a dues schedule for the next year. Approval by two-thirds vote with a quorum present will be required for a change from the existing schedule.
  4. Two levels of dues will be established, a full rate for regular members, and a reduced rate.
    1. Members under 18 years of age shall pay dues at the reduced rate.
    2. Additional family members over 18 years of age at the same residence where one of the family is already paying the full schedule amount will pay dues at the reduced rate.
    3. All will have the same full and equal rights of voting membership.
  5. Prepaid dues not meeting the current dues schedule will require an additional payment of the difference by the prepaid member. The Treasurer shall notify any prepaid member of the additional amount required to meet the current dues schedule.

ARTICLE VI
DIRECTORS

  1. Number of Directors. The property, affairs, activities and concerns of the Club as specified in these Bylaws shall be vested in a Board of Directors, consisting of seven Directors: The four officers of the Club, the immediate Past President and two Directors-at-Large. If the immediate Past President is elected an officer, then an additional nomination and election shall be held at the next regular membership meeting to elect an additional Director-at-Large. Directors shall serve for a period of one year. The initial Board of Directors shall consist of the six members named in Article IV of the Articles of incorporation and include the present officers and immediate Past President, all of whom will serve until the next annual meeting; thereafter there will be seven Directors, including two Directors-at-Large.
  2. Duties of Directors. The Board of Directors may:
    1. hold meetings at such times and places as it thinks proper;
    2.  appoint committees on particular subjects from the members of the Board, or from the membership;
    3. audit bills and disburse the funds of the corporation as authorized by these Bylaws;
    4. print and circulate documents and publish articles;
    5. carry on correspondence and communicate with other associations; and
    6. devise and carry into execution such other measures as it deems proper and expedient to promote the objectives of the Club and to best protect the interests and welfare of the members. Provided, however, that nothing in the foregoing shall empower the Board of
      Directors to do any act or any thing in contravention of the provisions of these Bylaws, the Articles of Incorporation, or which does not in fact benefit or support the purposes of the Club identified in Section 3 of the Articles of Incorporation and Article II of these Bylaws.
  3. Meetings of Board. Regular meetings of the Board of Directors shall be held each month. The President may, when he deems necessary, or the Secretary shall, at the request of a majority of the Board, issue a call for a special meeting of the Board. All Board meetings are open for members to attend if desired.
  4. Quorum. A majority of the Board of Directors (4) shall constitute a quorum for the transaction of Board business. In the absence of the President and Vice President, the quorum present may choose a Chairman for the meeting. If a quorum is not present, a lesser number may adjourn the meeting to a date certain.

ARTICLE VII
OFFICERS AND DUTIES

  1. Officers. The officers of the Club shall consist of a President, a Vice President, a Secretary, and a Treasurer.
  2. Duties of All Officers.
    • Each officer should attend the monthly regular membership meetings and the Board of Directors meetings. If they are unable to attend they shall
      delegate their duties if possible.
    • Each officer shall perform the duties as generally described in Robert’s Rules in addition to those outlined in these Bylaws and those assigned from time to time.
    • Each officer shall deliver to their successors all official material not later than ten days following the election of their successors.
  3. Duties of Individual Officers.
    • President. The President shall preside at all meetings of the Club and of the Board of Directors at which he may be present. He shall perform such other duties as may be prescribed by these Bylaws or assigned to him by the Club or by the Board of Directors; he shall coordinate the work of officers and committees of the Club in order that its purposes may be promoted and shall sign, with any other officers or person authorized by the Board of Directors, any Club instruments except in cases where the signing and executions thereof shall be expressly delegated by the Board of Directors or these Bylaws to some other officer or agent of the Club or as be required by law to be otherwise signed or executed. He shall represent the Club as appropriate to the public and perform such other duties as are generally performed by a club president.
    • Vice President. The Vice President shall act as aide to the President and shall assume the duties of the President in the absence or inability of that officer to act. He will also be the prime person to promote membership and attendance of the meetings. He will additionally introduce amateur radio to the public and shall keep abreast of Club activities and perform such other duties as requested by the President or as established by resolution.
    • Secretary. The Secretary shall record the minutes of all meetings of the Club and the Board of Directors; such records to include time, date, location and attendees, motions made, key points of discussions, and the result of all voting. He shall conduct all Club correspondence as required and maintain files for easy reference. He shall arrange for publication of a newsletter, at least quarterly, covering Club activities and plans.
    • Treasurer.
      1. The Treasurer shall have custody of all of the funds of the Club; shall keep a full and accurate account of receipts, all expenditures, and dues status of all members; and shall make disbursements in accordance with the approved budget, as authorized by the Club, the Board of Directors, or a special committee. The treasurer shall present a financial statement at each regular monthly membership meeting and Board of Directors meetings if requested, and shall make a full report at the last meeting of the year. He shall publish a roster of members and their dues status on at least a quarterly basis.
      2. The Treasurer, in conjunction with the President, shall maintain an account at a local bank for the purpose of holding and disbursing funds. He shall only pay obligations approved by three of the four officers or by the membership as established elsewhere in these Bylaws. (Article XII)
      3. The Treasurer’s account shall be examined annually by an auditor or an auditing committee, of not less than three members, who shall determine that the Treasurer’s annual report is correct, and sign a statement of that fact at the end of the report. The auditing committee shall be appointed by the Board of Directors at least two weeks before the calendar year end.

ARTICLE VIII
ELECTION OF OFFICERS AND DIRECTORS-AT-LARGE

  1. Election.
    • Officers of the Club and the Directors at Large shall be elected by ballot at the last regular monthly membership meeting each year. There shall be a nominating committee composed of three members, selected by the Board of Directors from the membership (non-Board members) two months before the last regular monthly membership meeting in each year. The nominating committee shall nominate at least one eligible person for each office and Director-at-Large positions and report its nominees at the last regular monthly membership meeting in each year.
    • Nominations can also be made by any member in good standing at the election meeting providing the nominees meets the criteria in following subparagraph VIII.1.d.
    • No member’s name shall be placed in nomination unless said nominee has been a member of the Club in good standing for a period of no less than one year and agrees to serve in the respective office or position for which being nominated.
    • A simple majority of the members in good standing attending the election meeting with a quorum present shall be sufficient to elect an officer or Director-at-Large.
    • If there is but one nominee for any office or position, it shall be in order to move that the Secretary cast the elective ballot of the Club for the nominee.
    • Officers and Directors-at-Large shall be installed and assume their duties at the first regular membership meeting in January, and shall serve for a term of one year and until the installation of their successors.
  2. Vacancies. In the event of a vacancy during the term of service of an officer or Director-at-Large, nominations and election of a replacement shall take place at the next regular monthly membership meeting occurring after the monthly meeting at which announcement is made of the vacancy.
  3. Replacement. Any officer or Director-at-Large who fails to meet the duties of the office or position to which elected may be removed. Attendance and furnishing required reports are considered prime requirements in performance of duty. Removal of an officer or Director-at-Large may be accomplished in the same manner as if required to amend these Bylaws as set forth in Article XIII.
  4. Term Limits. An officer may not serve more than three consecutive one-year terms in the same office to which he was elected, except the Secretary and Treasurer. The balance of an unfinished term of office for which a member is appointed or elected to fill a vacancy shall not be counted as part of the term limits prescribed by this paragraph.

ARTICLE IX
COORDINATORS AND COMMITTEES

  1. Coordinators. Coordinators for various ongoing Club functions may be appointed by the President. Such appointments shall be presented to the Board of Directors and require a majority approval of the Board. The following is a suggested list of the coordinators that may be appointed and a brief description of the duties to be performed by each.
    1. Club Property Coordinator. Acts to carry out the purposes expressed in Article II of these Bylaws to “maintain an available resource of amateur literature, equipment and operational expertise.” Maintains an inventory of all Club property listing location and member assignment, issues such property for use as authorized by the Club, obtains receipts from recipients of equipment issued, and arranges for necessary maintenance, repair and replacement of property in his custody.
    2. Training Coordinator. Leads Club efforts directed toward providing a training program offering technical training in amateur radio, assists amateur radio license candidates in obtaining their licenses and coordinates all training other than those directly relating to emergency communications.
    3. Outgoing QSL Coordinator. Assists Club members in arranging shipments of outgoing QSL cards either directly or through ARRL and other QSL bureaus.
    4. ARRL Liaison Coordinator. Maintains liaison with the American Radio Relay League as required by the Club for those activities outside the responsibilities of the ARRL Emergency Coordinator.
    5. “Elmer” Coordinator. Acts to ensure that every aspirant to becoming a licensed amateur is introduced to at least one licensed amateur within the Club with required technical and operating expertise who is willing to assist the aspirant as his “Elmer.” This function is separate from the activities of the Training Coordinator, and is one specifically addressed to the purpose addressed in Article II.1.e.
    6. Communications Coordinator. The Club Communications Coordinator shall maintain liaison with the ARRL Emergency Coordinator in order to ensure that the Club purposes expressed in Article III of the Articles of Incorporation and Article II of these Bylaws are properly accomplished. He shall conduct necessary liaison with the ARRL Emergency Coordinator to ensure that the Club manpower and physical resources are made ready for mobilization as required in support of the Amateur Radio Emergency Service.
  2. Committees. Committees and their chairmen may be appointed to handle certain activities and functions by the Board of Directors as deemed necessary to promote the purposes and carry on the work of the Club.
    1. The term for each committee will be to project completion or to the end of the current Board of Directors term.
    2. Typical committee activities are Budget & Audit, Field Day, special programs for meetings, swap meets and auctions, or school programs.
    3. No committee work shall be undertaken without the consent of the Board of Directors. Committee Chairmen shall provide monthly reports to the Board of Directors.
    4. The President shall be a member ex-officio of all committees except the nominating committee.

ARTICLE X
MEETINGS

  1. Regular membership monthly meetings shall be held in the first week of each month at 1930 hours local time. Meetings will be held at the designated location and day established at the annual meeting or at an alternate location designated in a newsletter or other written communication delivered not less than seven nor more than fifty days before the date of the meeting.
  2. All meetings are open to all members and interested parties.
  3. The rules of parliamentary procedure shall be those included in Robert’s Rules of Order, Newly Revised, 10th addition.
  4. Each regular monthly membership meeting shall include a business meeting session. Such session may include the following agenda items:
    • An approval of the minutes of the last regular membership meeting that have been made available by the Secretary for inspection;
    • Membership present check by a Club officer for the purpose of establishing a quorum, if deemed a concern;
    • A report by the Club Treasurer including receipts, expenditures and the current treasury balance;
    • The minutes of Board of Directors meetings held since the last regular membership meeting shall be made available by the Secretary for inspection. This shall be followed by an explanation by the President, or an officer designated by the President, of the rationale used by the Board in adopting all significant actions taken. A period shall be provided for comment by the membership on Board of Director activities;
    • A report by the President, or an officer designated by him, of known matters to be addressed by the Board of Directors at upcoming Board meetings. A period will be allowed for comment, discussion, and suggestions on these matters by the membership; and
    • A report by coordinators and/or committee chairpersons on matters deemed appropriate by the President or the membership.
  5. One-fourth of the members in good standing shall constitute a quorum for Club voting except as stipulated in Article VIII.3 and Article XIII.3.

ARTICLE XI
ACTION WITHOUT A MEETING

  1. When actions are required of the Board of Directors by these Bylaws, the Articles of Incorporation, or the laws of the State of Washington, and only when, due to special circumstances, it is not possible to hold a meeting of the Board of Directors, such action may by taken without an actual meeting, provided consent, in writing including email, of a majority of the Directors is obtained for the necessary action. Further provided; that such process shall not be executed more than twice between actual Board of Directors meetings.

ARTICLE XII
ADMINISTRATIVE PROVISIONS

  1. Fiscal Year. The fiscal year of the corporation shall commence on the first day of January and end on the last day of December each year.
  2. Monetary Loans Prohibited. No monetary loan shall be made by or through the Treasurer.
  3. Expenditures.
    • All expenditures and disbursements of funds shall be made by or through the Treasurer.
    • Any expenditure exceeding One Hundred dollars ($100.00), must have prior Club membership approval by a vote of the majority with a quorum present.
    • Any three officers may approve special expenditures totaling up to two hundred dollars ($200.00), in a month. Club membership approval shall be obtained at the following regular monthly membership meeting before further special expenditures are made under this provision.
    • The Treasurer may maintain a petty cash fund for operational expenses with expenditures not to exceed two hundred dollars ($200.00), per month.
    • Members may be reimbursed for expenses incurred on behalf of the Club upon presentation of itemized bills and receipts and on the approval of the membership or the Board of Directors.
  4. Publications.
    • The Club shall publish the following for distribution to members in good standing: Club Articles of Incorporation, Club Bylaws, Membership Roster and newsletter or meeting notices.
    • Other publications may result from majority membership vote at a monthly meeting.
    • Publications may be made via email or website to members having such access. Paper copies will be made available otherwise.
  5. Rules of Procedures. The rules of procedure at meetings of the Board of Directors of the Club shall be the rules contained in Robert’s Rules of Order, Newly Revised, 10th edition on Parliamentary Procedures, so far as applicable and when not inconsistent with the Bylaws, the Articles of Incorporation, or with any resolution of the Board of Directors.

ARTICLE XIII
AMENDMENTS

  1. Four members in good standing may petition for amendment of these Bylaws by submitting the proposed amendments, in writing, to the Secretary at a monthly meeting.
  2. The Secretary shall distribute copies to all members at the next regular monthly membership meeting two months after the meeting at which the proposed change is submitted by petition.
  3. Approval of changes to the Bylaws shall be by two-thirds majority vote of the members in good standing present at said voting meeting, and may include voting by signed proxy delivered to the Secretary. However, in no case shall a change be approved except at the regular monthly membership meeting with a quorum present.

ARTICLE XIV
RESOLUTIONS

  1. A resolution is defined as a statement of Club policy, or a means by which the membership implements details of these Bylaws. A resolution may be proposed at any regular monthly membership meeting by any member of good standing, with a second by any other member of good standing. A majority approval of the voting members present, provided there is a quorum, shall be required for adoption.