Bylaws of the Rotary Club of Watertown (Sunrise) New York

ARTICLE I            Officers and Directors

Section 1-1           There shall be six officers of the Sunrise Rotary Club elected from the membership: a president, a president-elect, a vice-president, a secretary, a treasurer and a sergeant-at-arms..  The president-elect in any year shall succeed to the presidency of the Club in the succeeding year and the vice-president of the Club in any year shall become the president-elect of the Club in the succeeding year.  A vice-president, secretary, treasurer and sergeant-at-arms will be elected in each year.

Section 1-2           There shall four directors of the Club elected from the membership to fill each of the four avenues of service committee chairs: community service, club service, vocational service and international service.

Section 1-3           The immediate past president shall serve as an ex-officio member of the Board of Directors and shall perform such duties as assigned him or her by the president.  Officers and members of the Board of Directors of the Club will assume their positions at the first meeting of the Club in July of each year.  The Board of Directors shall consist of the aforesaid eleven (11) officers and directors all of whom shall have the right to vote on all matters before that body..

Section 1-4           At least sixty (60) but not more than (90) days prior to the meeting at which the election of club officers and directors for the succeeding year is to occur, the President of the Club shall name a nominating committee for the purpose of defining candidates for the positions of vice-president, secretary, treasurer, sergeant-at-arms and one director for each avenue of service (4).  Said nominating committee shall consist of no fewer than three members, one of which will be designated by the Club President as the chair of the committee, and as many other members as the President shall determine provided that the committee shall always be composed of an uneven number of members.

Section 1-5           At a regular meeting at least thirty (30) days and no more than sixty (60) days prior to the meeting at which the election of club officers and directors for the succeeding year is to occur, the chairperson of the nominating committee shall announce the committee’s nominees for the positions to be filled for the succeeding year.  At the option of the majority of the membership then present and by voice vote, the President may accept nominations from the floor and the names of any such additional nominees so named upon motion and second shall be added to any ballot upon which a vote for the officers and directors will be recorded on the specified day for the election of the succeeding year’s officers and directors.

Section 1-6           The candidates for the offices of vice-president, secretary, treasurer and sergeant-at-arms receiving the majority of the votes shall be declared elected to their respective offices.  The four candidates who receive the most number of votes for director shall be declared elected as directors.  The President of the Club shall determine the Avenue of Service Committee of which each elected director shall be the chair.

Section 1-7           Within thirty days (30) after their election, the Board of Directors-elect shall meet and commence organizing for its assumption of its duties.  The President-elect, who shall become President in the ensuring year, shall preside over all meetings of the Board of Directors-elect.

Section 1-8           Any vacancy on the Board of Directors, or the Board of Directors-elect, except that of presiding officer (President or President-elect) shall be shall be filled by action of the remaining members of the Board.  Should the position of President become vacant during the year, the President-elect shall fill that position, the Vice-President shall become the President-elect and the Board shall name a member to serve as Vice-President for the remainder of the term.  Should the position of President-elect become vacant during the year, the Vice-President shall become President-elect and a new Vice-President shall be named by the board.  These procedures may be modified by action of a majority of the general membership only.

ARTICLE II:         The Board of Directors

Section 2-1           The governing body of this Club shall be the Board of Directors consisting of the six (6) officers and five (5) directors as defined in Article I above.

Section 2-2           The Board of Directors shall meet at least once monthly at a regularly scheduled time and location as it itself determines.  Board meetings shall be scheduled and announced so as to allow all members wishing to do so to attend.

Section 2-3           The President shall preside at all meetings of the Board of Directors except that in the President’s absence, the President-elect shall preside and in the absence of both the President and President-elect, the Vice-President shall preside.

Section 2-4           The Board of Directors shall be precluded from conducting the business of the Club in the absence of a quorum.  A quorum shall consist of no fewer than seven (7) members of the Board including at least either the President, President-elect or Vice-President.

ARTICLE III         Duties of Officers

Section 3-1           President.              It shall be the duty of the President to preside at meetings of the Club and the Board of Directors and to perform such other duties as defined by the rules of Rotary International.

Section 3-2           President-elect.    The President-elect serves as the principal assistant to the President and performs the duties of President in that officer’s absence.  The President-elect further serves as a member of the Board of Directors and chairs and performs such other duties as the President may direct.  The President-elect serves as chairperson for all meetings of the Board of Directors-elect once that body is defined for the ensuing year and performs any and all such additional duties as defined by the rules of Rotary International.

Section 3-3           Vice-President.    The Vice-President performs any and all duties assigned by the President and President-elect to foster the overall functioning of the organization. The position of Vice-President is defined to assure long range succession planning in that the Vice-President in any year becomes the President-elect in the succeeding year.  The Vice-President shall preside at any an all meetings at which the President or President-elect are unavailable and shall perform such other duties as are assigned by the Club President or ordained by the rules for Rotary International.

Section 3-4           Secretary.              It shall be the duty of the Secretary to keep the records of membership, record the attendance, send out notices of meetings of the club, Board and committees, record and preserve the minutes of such meetings, make the required reports to RI, including the semiannual reports of membership, which shall be made to the general Secretary of RI on 1 January and 1 July of each year, and including prorated reports to the general Secretary on 1 October and 1 April of each active member who has been elected to membership since the start of the July or January semiannual reporting period, the report of changes in membership, which shall be made to the general Secretary of RI, the monthly report of attendance at the club meetings, which shall be made to the district governor within 15 days following the last meeting of the month, and collect and remit to RI subscriptions to THE ROTARIAN, and perform such other duties as are defined by Rotary International in the Club Secretary’s manual.

Section 3-5           Treasurer.            It shall be the duty of the Treasurer to have custody of all funds of the Club and to provide routine accounting for the same to the Board of Directors no less frequently than monthly and to the general membership of the Club no less frequently than annually and at any other time upon demand of the Board of Directors, and to perform such other duties as are assigned by the Club President or are ordained in the rules of Rotary International. 

Section 3-6           Sergeant-at-Arms.               It shall be the duty of the Sergeant of Arms see to assure the order and decorum of all meetings of the Club and the Board of Directors and to perform such other duties as assigned by the Club President or as ordained in any other rules of Rotary International.

ARTICLE IV         Meetings

Section 4-1           Annual Meeting.                  The annual meeting of the Club shall be held at the normal time for weekly meetings on the last Thursday of the month of October each year. 

Section 4-2           The officers and directors for the ensuing year shall be elected at the annual meeting each year.

Section 4-3           All matters upon which the general membership is obliged or entitled to vote shall be presented for consideration at the annual meeting. 

Section 4-4           No issue shall be introduced for a decision or vote of the membership at the annual meeting except that an objective written presentation of said issue shall have been distributed to the general membership no fewer than 30 days prior to the date of the annual membership meeting.

Section 4-5           An annual financial report shall be presented to the membership at the annual membership meeting in a form either as prescribed by law (should such a report be a legal obligation), or as defined by the rules of Rotary International or elsewhere in this document, consistent with commonly accepted principles of accounting.

Section 4-6           Regular Meetings.               This Club will meet regularly on Thursday of every week, at 7:30 o’clock in the morning, at a place defined by the Board of Directors.  Said regular meetings will not be convened on national holidays.  Due notice of any changes in or canceling of the regular meeting shall be given to all members of the Club.  All members, except honorary members or members excused by the Board of Directors of this club, pursuant to article VII, section 2(b) of the standard Rotary club constitution) 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 as otherwise provided in Section 1 of Article VIII of the standard Rotary club constitution.

Section 4-7           Quorum.                One third of the membership of the Club shall constitute a quorum for the conduct of all business at the annual membership meeting except as provided in subsection 2.020.4 of the Rotary International bylaws.

Section 4-8           Regular Meetings of the Board of Directors. The Board of Directors shall meet at a regularly scheduled time and place each month, said day, date and time to be determined by the Board and announced to the general membership as herein provided.

Section 4-9           Seven (7) members of the Board of Directors, including either the President, the President-elect or the Vice-President, shall constitute a quorum for the conduct of the business of the Club.

ARTICLE V          Fees and Dues

Section 5-1           There shall be an initial admission/initiation fee for all new members of the Club, the amount of which shall be as from time to time defined by action of the Board of Directors.  Said fee shall be paid at the time of the new member’s initiation in addition to any membership dues then due.

Section 5-2           Each member shall pay dues to the Club in an amount as may be from time to time determined by the Board of Directors and ratified by the membership at an annual membership meeting.  A portion of said dues shall be applied toward the cost of each member’s subscription to The Rotarian  magazine.

Section 5-3           Dues shall be due and payable 10 days after receipt of each semiannual billing.  The membership of any member who has not paid his or her dues by January 31 or July 31 of any year may be terminated by the Board of Directors.

ARTICLE VI         Method of Voting All business of the Club, whether conducted by the Board of Directors or the general membership, shall be transacted by voice vote except that the election of officers and directors shall be by ballot as the Board of Directors shall define.

ARTICLE VII       Committees

Section 7-1           General

                A.            There shall be four standing committees of the Club.  They shall be:

                (1)           Club Service Committee

                (2)           Vocational Service Committee

                (3)           Community Service Committee

                (4)           International Service Committee

                B.            The elected director and chair of each avenue of service committee shall appoint a assistant chairperson who shall be empowered to preside at all meetings of the committee in the absence of the principal and who shall have the right to attend Board of Directors meetings in the principal’s stead and to exercise all rights of the principal thereat.

                C.            The chairpersons of each of the four avenues of service committees shall appoint such subcommittees as are deemed essential to carry out the business of the committee.

                D.            The President, with the advice and consent of the Board of Directors, may appoint such other committees, standing or ad hoc, as he or she determines necessary to carry out the business of the Club.  All such other committees shall cease to exist at the end of the term of office of the appointing President unless specifically continued by the succeeding President and Board of Directors.

                E.             The President shall be, ex-officio, a member of all committees and subcommittees and, as such, shall have all the privileges of membership thereon.

                F.             Each 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 of Directors with the understanding that no committee may act for or on behalf of the Club unless such action has been approved in advance by the Board of Directors.

                G.            Voluntary membership on each of the four avenues of service committees shall be solicited from the general membership at the time of joining or annually thereafter.  It shall be the function of the Club Service Committee to assure adequate membership on each such committee.

Section 7-2           Club 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 club service.  Such functions may include but will not be limited to activities concerning membership, classification, attendance, fellowship, newsletter (or magazine), programs and public relations.

                A.            The chairperson of the club service committee shall be responsible for all club service activities, shall be responsible for regular meetings of the committee, shall supervise and coordinate the work of all subcommittees appointed on particular phases of club service and shall report to the Board on all club service activities no less frequently than monthly.

                B.            The club service committee shall consist of the chairperson of the club service committee, the chairpersons of all subcommittees appointed on particular phases of club service and such other or additional members as are necessary to carry out the duties of the committee.

Section 7-3           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 their vocational relationships and in improving the general standards of practice in their respective vocations.

                A.            The chairperson of this committee shall be responsible for the vocational service activities of the club, shall be responsible for regular meetings of the committee, shall supervise and coordinate the work of any subcommittees that may be appointed on particular phases of vocational service and shall report to the Board on all vocational service matters no less frequently than monthly.

                B.            The membership of the vocational service committee shall consist of the committee chairperson, the chairpersons of all subcommittees and as many other or additional members as are necessary to carry out the functions of the committee.

Section 7-4           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 their community relationships.  The functions over which the community service committee shall have purview shall include but not be limited to the Club’s efforts with regard to human development, community development, environmental protection and partnerships with other like-minded agencies for the community good.

                A.            The chairperson of this committee shall be responsible for the community service activities of the club, shall assure regular meetings of the committee, shall supervise and coordinate the work of all subcommittees appointed on various phases of community service and shall report to the Board on all such activities no less frequently than monthly.

                B.            The community service committee shall consist of the chairperson of the committee, the chairpersons of all subcommittees and such other or additional members as are necessary to carry out the duties of the committee.

Section 7-5           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.

                A.            The chairperson of this committee shall be responsible for the international service activities of the club, shall assure regular meetings of the committee, shall supervise and coordinate the work of all subcommittees appointed on particular phases of international service and shall report to the Board on all phases of international service no less frequently than monthly.

                B.            The international service committee shall consist of the chairperson of the committee, the chairpersons of all subcommittees and as many other or additional members as shall be required to carry out the functions of the committee.

ARTICLE VIII                      Leave of Absence                 Upon written application to the Board, setting forth good and sufficient cause, a 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; 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 provision of Section 3 of Article VII of the Club Constitution is not computed in the attendance record of the club.

ARTICLE IX         Finances
Section 9-1
           The Treasurer shall deposit all funds of the club in any FDIC insured banking institution to be determined by the Board of Directors.

Section 9-2           The Treasurer shall be empowered to expend the funds of the Club consistent with the line item authorizations of the annual budget approved and published by the Board of Directors.  The Treasurer shall be empowered to make other disbursements of Club monies as may from time to time be authorized by the Board of Directors. 

Section 9-3           The Treasurer will present a written report to the Board of Directors at each monthly Board of Directors meeting which shall show, as a minimum, the existing budget and all expenditures made pursuant thereto for the preceding 30 days and for the year to date.  Said report shall also reflect all income acquired during the same period and any other expenditures which were authorized by the Board of Directors in the reporting period.

Section 9-4           Officers having charge or control of funds may, at the discretion of the Board of Directors, be bonded.  If bonding is required, the cost thereof shall be borne by the Club.

Section 9-5           The fiscal year of this club shall extend from July 1st through June 30th of each year.

Section 9-6           Members’ annual dues shall be payable in two semi-annual installments, the first due on the 10th day of July of each year and the second due on the 10th day of January each year.

Section 9-7           The Treasurer-elect shall prepare a proposed budget for the succeeding year.

                A.            Said proposed budget shall be presented to the Board of Director-elect and approved by that body prior to its assumption of duties at the beginning of the Club’s fiscal year.

                B.            The budget shall include, as a minimum, an explanation of the Club’s anticipated income for the succeeding year defined by source, amount and anticipated date of acquisition, and a plan for Club expenditures for the coming year defined by purpose and, as appropriate, allocated by month, quarter, or other period of anticipated expenditure.

                C.            Once approved by the Board of Directors-elect, the annual budget shall constitute a both an authorizing and a restricting document.  No expenditure may be made by any officer or director of the Club except that the same is specifically authorized by the approved budget or is otherwise referred to the Board of Directors for approval prior to said expenditure.

Section 9-8           Subsequent to its approval, the Club’s budget shall be published and distributed to the general membership.

ARTICLE X          Method of Electing Members

Section 10-1         The name of a prospective member, proposed by any member of the club, shall be submitted to the Board in writing, through the President-elect.  The proposal for the time being shall be kept confidential except as otherwise provided in this procedure. 
Section 10-2         The President-elect is responsible for ensuring that the proposal meets all the classification and membership requirements defined by the club constitution and this document.

Section 10-3         The Board shall approve or disapprove the proposal based on classification and/or membership requirements within 30 days of its submission, and shall notify the proposer, through the President-elect, of its decision.

Section 10-4         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.  The proposed member shall also be advised of the procedures to be followed upon the publication of his or her name to the membership including the possibility of objection thereto by the prospective member’s sponsor..

Section 10-5         Upon publication of the prospective member’s name and proposed classification, any member wishing to do so may advise the Board of his or her objection to the proposed member’s membership.  Such objection shall be in writing and submitted within 7 days after the proposed member’s name is last published in the Club’s newsletter.  There shall be only two grounds for objection to membership in the club:

                A.            The proposed member is not eligible by virtue of his or her proposed classification

                B.            The proposed member’s prior conduct is believed to have been  inconsistent with the ideals and objectives of Rotary.  Any member opposing the admission of a proposed member on the grounds of the proposed member’s prior conduct will define with absolute specificity the conduct of which the proposed member is accused so as to provide the Board sufficient information upon which to base its decision to accept or reject the proposed member.

                C.            In the event that the Board receives an objection from one or more members, it shall consider the objection(s) at the next regularly scheduled Board meeting and vote for either admission or rejection of the proposed member based on the information before it.  The Board’s decision shall be final in all respects.

                D.            Absent any objection from the membership, a proposed member shall become eligible for membership upon expiration of the aforesaid 7 day period for objection and shall be admitted to membership upon payment of the prerequisite admission fee and the first six months’ membership dues

                E.             Upon rejection of a proposed member for membership, the proposing member shall be responsible for advising the proposed member of the Board’s decision and the reason therefore.

                F.             Members’ written objections to proposed members shall become the property of the club upon receipt.  Once the Board has decided whether to admit or reject the proposed member, the written objections shall be destroyed. 

                G.            There shall be no record kept of the grounds for objection to the admission of any proposed member whether or not the Board votes to admit or reject and no publication will be made by the club of the objection, the grounds therefor, or its reasons for accepting or rejecting a proposed member.

Section 10-6         Following favorable Board action to admit a proposed member:

                A.            The Club President shall arrange for the induction of the new member

                B.            The Club Secretary shall issue a membership card and report the new member to RI

                C.            The President-elect shall be responsible for providing the new member literature appropriate to the new member’s orientation, and

                D.            The proposing member shall continue to be responsible for the new member’s smooth

assimilation into the Club.

ARTICLE XI         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 XII       Order of Business              Unless otherwise prescribed by the Board, the following order of business shall prevail at all meetings of the Club.

                A.            Call to order

                B.            Invocation

                C.            Pledge of allegiance and/or the singing of the national anthems of all countries represented at the meeting

                D.            Correspondence and announcements

                E.             Committee reports

                F.             Old business

                G.            New business

                H.            Introduction of visiting Rotarians and guests

                I.              Announcement of members’ birthdays, anniversaries and other socially significant dates or events.

                J.             Deliberations of the Rotary Court (applicable to weekly meetings only)

                K.            Special program or presentation, if any

                L.             Adjournment

ARTICLE XIII                      Amendments        These bylaws may be amended at the annual membership meeting, a quorum being present, by a two-thirds vote of the members present, provided that notice of such proposed amendment shall have been mailed to each member no fewer than thirty (30) days prior to the date of said annual meeting.  No amendment or addition to these bylaws can be made which is inconsistent with the constitution of this Club or the constitution and bylaws of Rotary International.

 

Adopted this ______ day of ______________________, 2002

__________________________________

Linda Petrie, President