Rotary InternationalSan Luis Obispo de Tolosa

By-Laws... 

 

Rotary Club Of San Luis Obispo de Tolosa

CLUB BY - LAWS

BOARD OF DIRECTORS APPROVED ON MAY 03, 2011

APPROVED BY THE ROTARY CLUB OF SAN LUIS OBISPO ON MONTH, DATE, 2011

Version 4.0 <> month date, 2011

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Article I

Election of Directors and Officers

Section 1 - At a regular meeting, one month prior to the annual meeting, the Presiding Officer shall ask for nominations by members of the Club for President-Elect, Vice-President, Secretary, Treasurer, Sergeant-At-Arms, and six members of the Board of Directors. The nominations may be presented by a nominating committee or by members from the floor, by either or by both, as the Club may determine. If it is determined to have a nominating committee, such committee shall be appointed as the Club may determine. Such committee shall present its slate no later than the last regular meeting of November and then ask for nominations from the floor. 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. The candidates for President Elect, Vice-President, Secretary, Treasurer, and Sergeant-At-Arms receiving the majority of the votes shall be declared elected to their respective offices. The six candidates for Director receiving a majority of votes shall be declared elected as Directors. The President Elect elected in such balloting shall serve as a member of the Board for the subsequent Rotary Year and shall assume office as President on the first day of July immediately following his/her year of service as President Elect. The current President shall assume office as Past President and Director on the first day of July immediately after his/her year of service as President.

Section 2 - The seven (7) Officers and six (6) Directors, so elected, shall constitute the thirteen (13) Board of Directors.

Section 3 – A vacancy, in the office of President, shall be filled by the President Elect. The Vice President (President Elect Nominee) shall move up to the position of President Elect. A vacancy in the Board of Directors or any office (except President or Past President) shall be filled by action of the remaining members of the Board. A vacancy in the office of Past President shall be filled by the Board by the next, most current, Past President available and able to serve.

Article II

Board of Directors

Section 1 - The governing body of this Club shall be the Board of Directors consisting of thirteen members of the Club, namely, six Directors elected in accordance with Article I, Section 1 of these by-laws along with the President, President Elect, Vice-President, Secretary, Treasurer, Sergeant-At-Arms and the immediate Past President.

Section 2 - Seven (7) or more Board members shall constitute a quorum.

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Section 3 - The Directors positions shall follow Rotary's "Avenues" of service by including Director of Club Service, Vocational Service, Community Service, International Service and New Generations, thus reflecting the elements of the Object of Rotary. The sixth Director position shall be identified, as directed, by the President Elect during formation of his/her Rotary Year.

Article III

Duties of Officers

Section 1 - President. It shall be the duty of the President to preside at meetings of the Club and Board and to perform such other duties as ordinarily pertain to his/her office. The President retains the option of appointing the Presiding Officer from the line of club Past Presidents in his/her absence.

Section 2 – President Elect. It shall be the duty of the President Elect to preside at meetings of the Club and Board in the absence of the President and to perform such other duties as ordinarily pertain to his/her office.

Section 3 - Vice-President. It shall be the duty of the Vice-President to preside at meetings of the Club and Board in the absence of the President and President Elect and perform such other duties as ordinarily pertain to his/her office.

Section 4 - Secretary. It shall be the duty of the Secretary to keep the records of membership, record the attendance at meetings, send out notices of meetings of the Club, record and preserve the minutes of such meetings, make the required reports to Rotary International (including the semi-annual reports of membership) which shall be made to the General Secretary of Rotary International on January 1st and July 1st of each year. Prorated reports shall be made to the general secretary on October 1st and April 1st of each active member who has been elected to membership in the Club since the start of the July or January semi-annual reporting period. The report of changes in membership shall be made to the General Secretary of Rotary International. The monthly report of attendance at Club meetings shall be made to the District Governor immediately following the 1st meeting of the month. The Secretary shall collect and remit to Rotary International subscriptions to The Rotarian, and perform such other duties as usually pertain to his/her office.

Section 5 - Treasurer. It shall be the duty of the Treasurer to provide an accounting of all club funds at the monthly board meeting, and at any other time upon demand by the Board and to perform such other duties to his/her office. Upon his/her retirement from office he/she shall turn over to his/her successor or to the President all funds, books of accounts, or any other Club property in his/her possession.

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Section 6 - Sergeant-At-Arms. The duties of the Sergeant-At-Arms shall be assigned by the President.

Article IV

Meetings

Section 1 - The regular weekly meetings of this Club shall be held on Wednesday at noon (exact time to be set by the board). Due notice of any changes in or canceling of the regular meeting shall be given. All members excepting an Honorary Member (or members excused by the Board of Directors of this Club) must be counted as present or absent, and attendance must be evidenced by the member’s being present for at least sixty (60) percent of the time devoted to the regular meeting, either at this Club or at any other Rotary Club.

Section 2 - The annual meeting shall be held no later than the second regular meeting in December. One-third of the membership shall constitute a quorum at the annual and regular meetings of this Club. (AN ANNUAL MEETING FOR THE ELECTION OF OFFICERS SHALL BE

HELD NOT LATER THAN 31 DECEMBER – PURSUANT TO ARTICLE VI, SECTION 2 OF THE STANDARD

ROTARY CLUB CONSTITUTION)

Section 3 - Regular meetings of the Board shall be held monthly at a time and location as determined by the Board. Special meetings of the Board shall be called by the President, whenever deemed necessary, or upon the request of two (2) members of the Board, due notice having been given.

Article V

Fees and Dues

Section 1 - The admission fee shall be determined by the Board of Directors and be paid before the applicant can qualify as a member.

Section 2 - The membership dues shall be determined annually by the Board of Directors and is payable the first day of July or upon induction into the Club.

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Article VI

Method of Voting

The business of this Club shall be transacted by voice vote except the election of officers and directors, which shall be by written ballot. The Board may decide that a voice vote be considered by ballot on a specific item. The Board also retains the option to direct that a vote be transacted by e-mail, the club’s website or other electronic means.

Article VII

Committees

The Club Service Director and the President shall, subject to the approval of the Board, appoint Standing Committees as appropriate. The President shall be an ex-officio member of all Committees and as such, shall have all the privileges of membership thereon. Each Committee shall transact such 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 to the Board and approved by the Board.

Article viii

Finances

Section 1 - The Treasurer shall deposit all funds of the Club in some insured depository to be named by the Board.

Section 2 - All bills shall be paid only by checks (paper or electronic) issued by the Treasurer and signed by two officers or directors duly authorized by the Board of Directors. The Club Treasurer shall not be so authorized.

Section 3 - The fiscal year of this Club shall extend from July 1st to June 30th. The payment of per-capita dues and magazine subscriptions to Rotary International shall be made on July 1st and January 1st of each year on the basis of the membership of the Club on those dates.

Section 4 - At the beginning of each fiscal year the Board shall prepare or cause to be prepared a budget of estimated income and estimated expenditures for the year. Said budget, once approved, shall stand as the limit of expenditures for each respective purpose unless otherwise ordered by action of the Board.

6Section 5 – With the Boards approval, the Treasurer may engage a service or person(s) to do the day to day work that is necessary to keep current with the accounting needs of the

Club. The Treasurer may also engage a CPA to audit some or all of our financial books, if directed by the Board, and to ensure that the tax reports are done properly and on time.

Article IX

Method of Electing Members                        Section 1 - Active Members(1) The name of a prospective member, proposed by an active member of the Club or by the membership development committee, shall be submitted to the Board in writing. Said proposal shall be kept confidential except as otherwise provided in this procedure.

(2) The Board shall request the classification committee to consider and report to the Board on the eligibility of the proposed member from the standpoint of classification, and shall request the membership committee to investigate and report to the Board on the eligibility of the proposed member from the standpoint of character, business and social standing and general eligibility.

(3) The Board shall consider and approve or disapprove the recommendations of the classification and membership committees and shall then notify the prospect, through the Membership Development Chair, of the decision.

(4) The prospective member shall be requested to complete and submit an application for membership and to give his/her permission for publication as a prospective member.

(5) If no written objection to the proposal, stating reasons, is received by the Board from any member of the Club within ten (10) days following publication of the name of the prospective member, the prospective member, upon payment of his/her admission fee as prescribed in Article V of these by-laws, shall be considered to be elected to membership.

Any written objection(s) to membership shall be thoroughly reviewed by the Board of Directors. The Board of Directors will call for a vote on the prospective member upon completion of adequate review of the situation. Assuming a quorum is present, a simple majority of the Board will determine if the prospective member is allowed membership.

(6) If the decision of the Board is favorable, the prospect, together with one or more members of the Rotary Information Committee, shall inform the prospective member of the purposes of Rotary and of the privileges and responsibilities of membership.

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(7) Following the member’s election to membership as provided herein, the Club Secretary shall add the new member’s name to the Club roster and shall report his/her name to the General Secretary of Rotary International.

(8) The member shall be formally inducted and introduced as a new member at a regular meeting of the Club.

Section 2 - Honorary Members. The name of a proposed candidate shall be submitted to the Board of Directors in writing and the election shall be in the same form and manner as prescribed for an active member provided, however, that such proposal may be considered at any regular or special meeting of the Board and that the Board at it's discretion may waive any of the steps as set forth in Section 1 of this Article and proceed to ballot on the proposed member.

Article X

Continuing Resolutions

The Continuing Resolutions are the policies of the Club and expand on the R. I. Constitution and the Club’s Bylaws herein.  At the beginning of each Rotary Year, the incoming President, shall update the Club’s Continuing Resolutions, to bring them into line with his/her years plan.  All annual items that should be updated shall be changed to reflect the policies for the coming year.  The completed Continuing Resolutions shall be submitted to the Board for approval at the first Board meeting of the Rotary Year.  The Continuing Resolutions will continue in effect until a Board approves a replacement.

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 resolution(s) or motion(s), if offered at a Club meeting, shall be referred to the Board without discussion. The exception is Article XII below.

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Article XII

Amendments

These by-laws may be amended at any regular meeting (A QUORUM BEING ONE THIRD OF

MEMBERSHIP PRESENT) of the Club. The vote may also be via e-mail or the web site. At a regular Club meeting two thirds of those present must vote, by written ballot, to accept the amendments. If vote is by electronic means, two thirds of the vote must accept the amendments. Notice of such proposed amendment shall have been mailed, e-mailed or posted on club web site, to each member at least ten days before such meeting. No amendment or addition to these by-laws can be made which is not in harmony with the Club’s approved R. I. Constitution.

The above by-laws (VERSION 4.0 – month date, 2011) were reviewed and approved by the Rotary Club of San Luis Obispo de Tolosa by a vote of the regular membership on the Club’s web site.

_____ _________________________________ month date, 2011 Doug Dalton, Secretary                            Date

_______________________________________ month date, 20111 Jeff Buckingham, President                                  Date