Constitution / Bylaws / Financials
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View 2009 Rotary eClub NY1 financial statement * View membership info letter =========== 1 July 2003 Constitution of the Rotary e-Club NY1 of District 7150 (updated 1 July 2010) Article I Name The name of this organization shall be the Rotary e-Club NY1 of District 7150 Article II Territorial Limits The territorial limits of this club shall be those of Rotary District 7150 and the Rotary International world Article III Object The Object of Rotary is to encourage and
foster the ideal of service as a basis of worthy enterprise and,
in particular, to encourage and foster: Article IV Meetings Section 1 -- The club shall utilize electronic communication (including the Internet and related technologies) to provide for the presentation and participative discussion of appropriate topics and materials, as further specified in the Bylaws. We are planning for possible future monthly meetings for those in the area. Article V Membership Section 1 -- General qualifications. The club shall be composed of adult persons of good character and of good business, occupational or professional reputation. Section 2 -- Persons who reside within, or have business addresses within, the territorial limits of the club may be elected to membership without further qualification. Section 3 - Active membership. Active members shall be elected by the board upon nomination by three or more active members of the club. An active member must show that he or she for good reason cannot regularly attend meetings of a Rotary club that holds scheduled face-to-face meetings. A person who resides outside of the territorial limits of the club, and who also has business addresses outside the territorial limits of the club, may be elected to membership provided he or she is recommended by the President of a Rotary club in which he or she formerly was a member in good standing, and/or is recommended by an active District Governor. The club will regard a member elected under this Section as associated with the District in which he or she resides or has business addresses, and will remit to the associated District such dues and fees as the District levies on members of clubs within the District. Section 4 -- No one may hold active membership in both this club and in another Rotary club. Section 5 -- Honorary membership. .1 A person who has served with merit and distinction in the furtherance of Rotary ideals may be elected to honorary membership in this club for a specified period of time by action of the board of directors. .2 An honorary member shall be exempt from the payment of admission fees and dues. An honorary member may not vote for club officers or directors or on any matter to be voted on by the club. An honorary member may not be an officer or director of this club. An honorary member may participate in such activities of this club as the honorary member may choose. Honorary membership in this club does not by itself entitle the honorary member to any rights or privileges in any other club. Article VI Classification Section 1 -- Each active member shall be placed in a classification that reflects the member's principal recognized business or occupational activity. Section 2 - Should the principal recognized business or occupational activity of a member change, the board of directors may reclassify that member into a more appropriate classification, after due notice to the member. Section 3 - No more than ten persons shall hold the same classification at any one time. Article VII Participation, Projects and Activities Section 1 -- Every active member of this club is expected to participate in the activities of the club. A member will be counted as participating in an activity if the member assists in developing the activity and/or enters into a discussion within the club dealing with that activity. A member must participate in at least thirty activities during a year to remain in good standing in the club. Among those activities are reading the articles posted on our Rotary eClub NY1 website and submitting a makeup report for them. Section 2 -- Every active member of this club is expected to engage in at least twelve hours of Rotary Service each quarter in addition to participating in the club's weekly activities. Rotary Service is defined as activity or project falling within one or more of the four avenues of Rotary service (Club Service, Vocational Service, Community Service, International Service, or New Generations service). The board of directors shall approve specific Rotary Service activities or projects, either upon recommendation of club committees, or upon request of individual club members. The board of directors may count exceptional cases of service as applying to the Rotary Service requirement for more than one quarter. Section 3 -- If a member attends a regular meeting of another Rotary club, that attendance may be counted either as one meeting's participation or as one hour of the member's Rotary Service. If a member is involved in a Rotary Service project within the Club's earthly headquarters or within the region of the world they live in, that may be counted as one or more meeting's participation. Section 4 -- A member who is unable for good reason to participate in the activities of the club for an extended period of time may request a leave of absence from the Board of Directors for that period of time, as specified in the bylaws. Article VIII Officers and Directors Section 1 -- All officers must be active members of the club. Officers shall be elected to serve a term of two years, beginning on July 1. Section 2 -- The elective officers of the club shall be a Club President (it can be one of our international members), a Vice-President (who, if the President lives out of the district, physically lives in the district and can attend district functions as the President's rep), a Secretary and a Treasurer. One person may hold the offices of Secretary and Treasurer simultaneously, if so elected. Section 3 - The President shall appoint an Internet Service Officer, who shall be an officer of the club, subject to board ratification. Section 4 - There shall be three elected directors, each of whom shall serve a term of two years, with elections being so arranged that three terms expire on June 30 of even numbered years and the other three terms expire on June 30 of odd numbered years. Section 5 - The officers and directors together shall compose the board of directors of the club, which shall have general oversight over the activities of the club. Section 6 -- One activity conducted before December 31 every two years shall include election of officers and directors for terms beginning on the following July 1, as provided in the Bylaws of the club. Article IX Admission Fees and Dues Section 1 -- The club may assess an admission fee in an amount determined by the board of directors. Section 2 -- The club may assess dues in an amount and on a schedule determined by the board of directors, provided the amount of the dues is sufficient to provide for at least the required per capita payments to Rotary District 7150 and Rotary International and for a member's subscription to The Rotarian magazine. Article X - Finances Section 1 - The Treasurer shall deposit all funds of the club in a bank or banks as recommended by the Treasurer and approved by the Club Officers. Section 2 - All bills owed by the club shall be paid by checks signed by the Treasurer upon proper authorization approved by the Club Officers. Section 3 - Each year the Club Officers shall appoint a qualified person other than the Treasurer to examine the financial records of the club and report to the Officers on the club's financial condition. Section 4 - The fiscal year of the club shall begin on July 1 and end on the following June 30. Members can pay their dues in full on July 1 (at a discounted rate) or semi-annually on July 1 and January 1, or quarterly, beginning on July 1.. Section 5 - Dues shall be assessed members semiannually on July 1 and the following January 1, and shall include such semiannual per capita payments as the club is required to forward to Rotary International and Rotary District 7150, to The Rotary Foundation, and to Club Projects. Article X - Termination of Membership Section 1 -- A member may resign from membership in the club at any time by sending written notice of resignation to the Secretary of the club. The effective date of resignation shall be the date on which the notice is received by the Secretary, or a date specified by the member, whichever is later. Section 2 -- The membership of a member may be terminated by the board of directors if the member is delinquent in payment of dues to the club and does not remove the delinquency promptly upon written notice from the Treasurer. Section 3 -- The membership of a member may be terminated by the board of directors if the member does not meet the requirements of participation in club meetings and/or in Rotary Service expected of members of the club, provided the member, having been notified by the board of directors of the failure to meet the requirements, does not take effective action to meet them. Section 4 -- The membership of a member may be terminated by the board of directors if the board finds the conduct of the member during meetings to be detrimental to the club, and the member does not correct that conduct after having been notified by the board of directors of the particulars of the detrimental conduct. Section 5 — Termination —
Other Causes. Article XI Community, National and World Affairs Section 1 -- Since the Object of Rotary includes the advancement of international understanding, the club may appropriately discuss in its meetings issues bearing on national and international matters. However, the club shall not conduct partisan political discussions nor shall the club endorse any candidate for political office, nor allow an active candidate for political office to participate in a club meeting or discussion. Article XII Disputes Disputes among members (including former members) arising from differing interpretations of the constitution and bylaws of the club shall be settled by requesting a ruling from the board of directors. Should that ruling not be accepted, the dispute shall be settled by binding arbitration under procedures specified in the model club constitution published by Rotary International. Article XII Bylaws The club may adopt bylaws for the further governance of the club, provided such bylaws are not inconsistent with this constitution or the requirements of Rotary District 7150 or of Rotary International applicable to this club. Article XIII Amendments Section 1 -- Any member of the club may propose an amendment to this constitution to the board of directors at any time. The proposing member shall provide a rationale for the proposed amendment. Section 2 -- Upon receiving a proposed amendment the board of directors shall consider the substance and wording of the proposed amendment and consult with the Cyber Club Representative of Rotary International. If the Cyber Club Representative raises no objection, the board may provide, if it wishes, an alternative wording, and shall give notice to the club of the proposed amendment, the wordings of the proposer and of the board, the rationale of the proposer and any comments the board may wish to make on the proposed amendment. Section 3 -- Each member of the club may vote on the proposed amendment and wordings within one week after having received the notice from the board of directors. Voting may be by written ballot or by electronic means as specified by the board of directors. Section 4 -- Adoption of an amendment requires an affirmative vote of at least two-thirds of the total active members of the club. Article XIV Termination of this Constitution The club agrees that after July 1, 2004 it will function in accordance with the standard Rotary club constitution then in effect unless Rotary International provides for alternative constitutions, and on that date this constitution will become null and void without need for action by the club unless action by Rotary International provides alternative arrangements. 1 July 2003 Bylaws of the Rotary e-Club NY1 of District 7150 (updated 1 July 2010) Article I - Election of Directors and Officers Section 1 - Not later than December 1 of the election year, the President of the club shall request from members of the club suggestions of active members to stand for election as Club Presidents, Vice President, Secretary, Treasurer and Directors, all to take office on the following July 1. This request shall be in writing, and may be transmitted electronically either separately or as a part of another club communication. Members must submit suggestions to the President not later than December 15 following the request. Section 2 - Not later than December 15 of each year the President shall appoint a nominating committee of at least three active members of the club, designating one as chair, and shall transmit to the chair on December 15 the names suggested by the members. Section 3 - The Nominating Committee under the leadership of its chair shall consider the suggestions (including possible additional suggestions from members of the Nominating Committee), and shall identify active members as nominees for terms of office beginning on the following July 1 as follows: Two active members to stand for election as Club Presidents; One active member to stand for election as Secretary and/orTreasurer; Three active members to stand for election as Directors. The Nominating Committee may nominate the same person for election as Secretary and as Treasurer. The Nominating Committee Chair shall transmit its nominations to the President not later than ten days after receiving the suggestions from the President. Section 4 - Upon receiving the report of the Nominating Committee the President shall conduct an election among the active members of the club. The election shall be conducted by written ballot, and the ballots may be transmitted to and returned from electors by electronic means, suitable precautions being taken to provide reasonable assurance that a secret ballot is being used. Each active member may vote for one candidate for President-elect, for Secretary and for Treasurer, and for three nominees for Director. Any active member may vote for an active member not nominated by the nominating committee by writing the name of that active member on the ballot. Active members shall have at least one week after the ballots have been distributed to submit their votes. Section 5 - Upon the conclusion of the election the Chair of the Nominating Committee shall tally the votes and report the results of the election to the President, who shall transmit the names of the elected candidates to the club. Section 6 - If there is a tie vote between any two candidates, the Board of Directors shall consider the merits of each candidate and choose one as the elected candidate. Section 7 - The President shall conduct the procedure outlined in this Article so that there is reasonable assurance that the election will be completed not later than December 31 for offices to be assumed the following July1. Section 8 - Should a vacancy occur in the offices of Secretary, Treasurer or among the elected Directors the remaining members of the Board of Directors shall fill the vacancy by choosing an active member of the club to fill the vacant position for the remainder of the term. Section 9 - Should a vacancy occur in the office of President, the President-elect shall immediately succeed to the Presidency and shall complete the unfinished term. The President-elect shall then continue as President for the following full tem of office. Section 10 - Should a vacancy occur in the office of the Club President's-elect, either because of the loss of the President-elect or because the President-elect has succeeded to the Presidency, the President shall appoint a Nominating Committee of three active members to nominate one or more active members as candidates for President-elect, and shall conduct a special election among the active members to choose a President-elect to serve for the remainder of the vacated term and to succeed as President just as if the President-elect had served a complete term. The procedures for nominating, voting and counting the votes in the special election shall follow the procedures used for regular elections. Section 11 - Should a vacancy occur among those persons elected as officers or directors, but not yet holding, the office, the President shall conduct a special election to fill the vacancy. The procedures for nominating, voting and counting the votes in the special election shall follow in general the procedures used for regular elections. Article II - Board of Directors The governing body of this club shall be the Board of Directors, composed of the Club President, the President-elect, the Vice President, the Internet Service Officer, the Secretary, the Treasurer, the immediate Past President and one additional Director. Article III - Duties of Officers and Directors Section 1 - The duties of the President shall be to appoint a qualified member to serve as Internet Service Officer, to appoint club committees, and to represent the club in activities of Rotary District 7150 and of Rotary International. The President-elect, subject to ratification by the board of directors, shall annually appoint an Internet Service Officer for a term of two years coinciding with the Presidential term of the President-elect making the appointment. Section 2 - The President-elect shall succeed to the office of President upon the conclusion of the term of the President, or if the President resigns the office or is unable to carry out the duties of the office. The duties of the President-elect shall be to assist the President in carrying out the duties of President, and to prepare to serve as President when that term of that office begins. Section 3 - The duties of the Secretary shall be to prepare and preserve the records of the club and to carry out the duties of Secretary as specified by the requirements of Rotary District 7150 and Rotary International. Section 4 - The duties of the Treasurer shall be to assess admission fees and dues, collect and keep the monies of the club, pay amounts owed by the club, and otherwise conduct the duties of Treasurer as specified by the requirements of Rotary District 7150 and Rotary International. Section 5 - The Club President's shall serve as Rotary International liaisons; or may appoint a director who shall have the responsibility of providing to the board and the club information about the activities of Rotary International. The President's, or a Director he/she designates, shall serve as liaison with District 7150; this director shall have the responsibility of providing to the board and the club information about the activities of the District. The President shall also designate four directors, each to have cognizance over an avenue of service, as further specified in these Bylaws. Section 6 - The President and/or the Internet Service Officer shall, under the direction of the board, have general supervision of the electronic communication devices and technologies used by the club. Article IV - Meetings Section 1 - The club shall initiate and conduct through electronic communication regular meetings, participation and discussion activities. Section 2 - The board of directors shall set a schedule of these activities, provided different activities are conducted in each calendar year. Article V - Fees and Dues Section 1 - The Board of Directors shall establish fees (including an admission fee) and periodic dues such that the club can provide payment of the capitation fees of Rotary International and of District 7150. These fees also provide appropriate financial support of the activities of the club which can be local, district-wide, and/or international project activities. Section 2 - The fees and dues of the club shall be fixed by the Board of Directors for a period of at least twelve months, and may be adjusted annually as the Board finds best. Article VI - Method of Voting Section 1 - All votes conducted by the club shall be by written ballots transmitted by electronic means as directed by the President or Board of Directors. Article VII - Committees Section 1 - Each committee of the club shall comprise a chair and at least one to two additional persons. All members of a committee must be active members of the club. The chair may invite correspondents of the club to participate in committee meetings. Section 2 - The Club President's shall appoint the chair and all other members of a committee. The Board of Directors shall ratify all such appointments. Section 3 - The Club President's shall appoint at least one committee in each avenue of Rotary Service, as applicable to eClubs, and shall designate an elected director to provide oversight and assistance to each of the committees. Section 4 - The Club President's, subject to the approval of the board of directors, may appoint such other additional committees as the President deems necessary or desirable. Article VIII - Duties of Committees Section 1 - Club Service Committees. Committees in this avenue of Rotary Service shall devise and carry into effect plans which will guide and assist members of the club in discharging their responsibilities in matters relating to club service. All eClub members are encouraged to carry out projects in their communities in addition to supporting the Club projects. Section 2 - Vocational Service Committees. Committees in this avenue of Rotary Service shall devise and carry into effect plans which will guide and assist members of the club in discharging their responsibilities in their vocational relationships and in improving the general standards of practice in their respective vocations. All eClub members are encouraged to carry out projects in their communities in addition to supporting the Club projects. Section 3 - Community Service Committees. Committees in this avenue of Rotary Service shall devise and carry into effect plans which will guide and assist members of the club in discharging their responsibilities in their community relationships. All eClub members are encouraged to carry out projects in their communities in addition to supporting the Club projects. Section 4 - International Service Committees. Committees in this avenue of Rotary Service shall devise and carry into effect plans which will guide and assist members of the club in discharging their responsibilities in matters relating to international service. All eClub members are encouraged to carry out projects in their communities in addition to supporting the Club projects. Article IX - Leave of Absence Section 1 - If a member is unable to participate in the activities of the club or in Rotary Service because of illness or other reason beyond the control of the member, the board of directors may, at the request of the member, provide a leave of absence for a specified period, not to exceed six months. Activities and Rotary Service missed during this period will not affect the member's good standing within the club. Article X - Finances Section 1 - The Treasurer shall deposit all funds of the club in a bank or banks as recommended by the Founding President and approved by the Board of Directors. Section 2 - All bills owed by the club shall be paid by checks signed by the Treasurer upon proper authorization approved by the Board of Directors. Section 3 - Each year the Board of Directors shall appoint a qualified person other than the Treasurer to examine the financial records of the club and report to the Board on the club's financial condition. Section 4 - The Treasurer and other persons having charge or control of the funds of the club may be required by the Board of Directors to give bond for the safe custody of the funds, the cost of such bond to be borne by the club. Section 5 - The fiscal year of the club shall begin on July 1 and end on the following June 30. Section 6 - Dues shall be assessed members semiannually on July 1 and the following January 1, and shall include such semiannual per capita payments as the club is required to forward to Rotary International and Rotary District 7150. Article XI - Method of Electing Members Section 1 - An active member of the club may submit in writing the name of a prospective member to the Board of Directors through the Secretary of the club. The proposal shall be kept confidential until the procedure specified in Section of this Article is effected. Section 2 - The board shall consider the proposal promptly, and shall determine whether the proposed member meets all requirements of the club constitution. Section 3 - The board shall approve or disapprove of the proposal on the basis of conformity with the club constitution, and the club secretary shall notify the proposer within thirty days of the submission of the proposal of the board's decision. Section 4 - If the board's decision is to approve the proposal, the proposer shall discuss with the prospective member the purposes of Rotary and the privileges and obligations of membership, and the prospective member shall be asked to sign the proposed member form and to sign an agreement that his/her name may be published to the club members. Section 5 - If no objection (including reasons therefore) is received from any active member of the club within seven days to the publication of information about the proposed member, the proposed member, after payment of admission fee and other stated charges (including pro-rated dues, if appropriate) shall be considered elected to membership. If an objection is received from an active member, the board shall consider the objection at the earliest opportunity. If the objection is not sustained by majority vote of the board, the proposed member, after payment of admission fee and other stated charges (including pro-rated dues, if appropriate) shall be considered elected to membership. Section 6 - Following the election of a new member, the president shall arrange to introduce the new member to the club and to provide further orientation in Rotary. The club secretary shall issue appropriate membership credentials to the new member, and shall report the election of the new member to Rotary International and to the District. Article XII - Resolutions Section 1 - A resolution or motion to commit the club on any matter may be submitted in writing by any active member to the Board of Directors together with a rationale for the club's adopting the resolution or motion. Email is considered writing. The Board shall consider the proposed resolution or motion within thirty days of submission, and shall reach a decision on whether to recommend the resolution or motion for adoption. The decision of the Board shall be transmitted to the proposer, and if the proposer wishes to have the proposal voted on, it shall be submitted to the active members with the recommendation of the Board. Article XIII - Amendments Section 1 - Any member of the club may propose an amendment to these bylaws to the board of directors at any time. The proposing member shall provide a rationale for the proposed amendment. Section 2 -- Upon receiving a proposed amendment the board of directors shall consider the substance and wording of the proposed amendment and consult with the Cyber Club Representative of Rotary International. If the Cyber Club Representative raises no objection, the board may provide, if it wishes, an alternative wording, and shall give notice to the club of the proposed amendment, the wordings of the proposer and of the board, the rationale of the proposer and any comments the board may wish to make on the proposed amendment. Section 3 -- Each member of the club may vote on the proposed amendment within one week after having received the notice from the board of directors. Voting may be by written ballot or by electronic means as specified by the board of directors. Section 4 -- Adoption of an amendment requires an affirmative vote of at least more than one-half of the total active members of the club. END OF BYLAWS
1 January 2005 Articles of Association of the Rotary e-Club NY1 of District 7150 Article I - Articles of Association Section 1 - The Rotary eClub NY1 Association has been formed, under the Non-Proft Association Law of NYS. Section 2 - This Non-Profit Assocation is organized exclusively for charitable, religious, educational, and scientific purposes, including the making of distributions to organizations that qualify as exempt organizations under the section 501(c)(3) of the Internal Revenue Code. |
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