By-Laws

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Article 1 – Election of Directors and Officers

Section 1

At a regular meeting one month prior to the meeting for election of officers, the presiding officer shall ask for nominations by members of the club for president, vice-president, secretary, treasurer, and eight 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 a club may determine.  If it is determined to have a nominating committee, such committee shall be appointed as the club may determine.  The candidates for president, vice president, secretary, assistant secretary, treasurer, assistant treasurer, sergeant at arms and assistant sergeant at arms receiving a majority of the votes shall be declared elected to their respective offices.  The directors will be elected on a basis of four per year, and will serve a two year term.  The four candidates for director receiving a majority of the votes shall be declared elected as directors.  The directors may not serve more than one concurrent, two year term.  However, there shall be no limit on the total number of terms served on the board of directors. 

Section 2 – The officers and directors, so elected, together with the immediate past president shall constitute the board of directors.

Section 3 – A vacancy in the board of directors or any office shall be filled by action of the remaining members of the board.

Section 4 – A vacancy in the position of any officer-elect or director-elect shall be filled by action of the remaining members of the board of directors-elect.

Article II Board of Directors

The governing body of this club shall be the board of directors consisting of eighteen members of this club, namely, eight directors elected in accordance with article I, section 1, of these bylaws, the president, vice-president, president-elect, secretary, assistant

Secretary, treasurer, assistant treasurer, sergeant-at-arms, assistant sergeant-at-arms, and the immediate past president.

 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 the office of president.

Section 2 – President-elect.  It shall be the duty of the president-elect to serve as a member of the board of directors of the club and to perform such other duties as may be prescribed by the president of the board.

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 to perform such other duties as ordinarily pertain to the office of vice-president.

Section 4 – Secretary./Assistant Secretary.  It shall be the duty of the secretaries to keep the records of membership, record the attendance at meetings, 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 January 1^st and July 1^st 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 in the club 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 of the last meeting of the month, collect and remit to RI subscriptions to The Rotarian, and perform such other duties as usually pertain to the office of secretary. The

Nomination committee shall determine the specific duties of the secretary and assistant secretary.

Section 5 – Treasurer.  It shall be the duty of the treasurer to have custody of all funds, accounting for same to the club annually and at any other time upon demand by the board and to perform such other duties as pertain to the office of treasurer.  Upon retirement from office, the treasurer shall turn over to the incoming treasurer or to the president all funds, books of accounts or any other club property.The nomination committee shall determine the specific duties of the treasurer and assistant treasurer.

Section 6 – Sergeant-at-Arms/ Assistant sergeant-at-arms The duties of the sergeant-at-arms shall be such as are usually prescribed for such office and such other duties as may be prescribed by the president of the board.

Article IV Meetings

Section 1 An annual meeting of this club shall be held on the second Thursday of November in each year, at which time the proposed nominations for all officers and board of directors will be presented to the membership and nominations will be taken from the floor. The nominations will be posted in the newsletter at least once during the following 30 days and members will be given the aforementioned 30 days to respond or object. 

Section 2 – An annual meeting of this club shall be held on the second Thursday of December of each year, at which time the election of the proposed slate of officers and directors shall take place.

Section 3 – The regular weekly meetings of this club shall be held on Thursday at 12:15 p.m.

Section 4 – One-third of the membership shall constitute a quorum at the annual and regular meetings of this club.

Section 5 – Regular meetings of the board shall be held on the second Thursday of each month or as otherwise prescribed by the president.

ARTICLE V- DUES

Section 1 – The membership dues shall be a certain amount payable quarterly upon presentation, with the understanding that an amount of each annual payment, will be applied to each member’s fee for the installation dinner and a certain amount of the annual payment for new members will be applied to the member’s fees for the annual assembly, (for new members only).  All such aforementioned certain amounts will be incorporated into and specifically delineated in the President’s budget.

Article VI Method of Voting

The business of this club shall be transacted by viva voce vote except the election of officers and directors, which shall be by ballot.

Article VII Committees

Section 1 –

(a)     The president shall, subject to the approval of the board, appoint the following standing committees:

Club  Service committee

Vocational Service committee

Community Service committee

International Service Committee

(b)    The president shall, subject to the approval of the board, also appoint such committees on particular phases of club service, vocational service, community service and international service as deemed necessary.

(c)     The club service committee, vocational service committee, community service committee, and international service committee shall each consist of a chairman, who shall be named by the president from the membership of the board, and not less than two (2) other members.

(d)    The president shall be ex officio a member of all committees and, as such, shall have all the privileges of membership thereon.

(e)     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 of the board.  Except where special authority is given by the board and approved by the board.

(f)     The president may appoint one or more committees dealing with various aspects of youth activities, which, depending on their respective responsibilities, may be under any, or all, of the vocational service, community service, or international service committees.  Where feasible and practicable in the appointment of such committees, there should be provision for continuity of membership, either by appointing one or more members for a second term or by appointing one or more members to a two-year term.

 Section 2 – Club Service Committee.

(a)    The chairman of the club service committee shall be responsible for all club service activities and shall supervise and coordinate the work of all committees appointed on particular phases of club service.

(b)   The club service committee shall consist of the chairman of the club service committee and the chairmen of all committees appointed on particular phases of club service.

(c)    The president shall, subject to the approval of the board, appoint the following committees on particular phases of club service: See committee listing.

(d)   The president shall appoint the president-elect or vice-president to oversee and coordinate the work of the classifications, membership, membership development and Rotary information committees.

(e)    Where feasible and practicable in the appointment of club committees, there should be provision for continuity of membership, either by appointing one or more members for a second term or by appointing one or more members to a two-year term.

(f)    The classifications and Rotary information committees shall each consist of three (3) members, one member of each committee to be appointed each year for a term of three (3) years.  The first appointments made under this provision shall be as follows: one member for a term of one year; one member for a term of two (2) years; one member for a term of three (3) years.

(g)    The magazine committee shall, wherever feasible, include the editor of the club publication and a local newspaper or advertising member of the club.

Section 3 – Community Service Committee.

(a)    The chairman of the community service committee shall be responsible for all community service activities and shall supervise and coordinate the work of all committees appointed on particular phases of community service.

(b)   The community service committee shall consist of the chairman of the community service committee and the chairmen of all committees appointed on particular phases of community service.

(c)    The president shall, subject to the approval of the board, appoint the following committees on particular phases of community service. See committee listing

Committees
Committee Description

Club Service Audit Oversees annual audit Charitable Distribution Recommends to the board the distribution of the annual fund raising proceeds

Club Bylaws Reviews club by-laws, recommends changes if needed

Club History Maintains the club historical archives

Club Photo Directory Maintains club directory, issues updates as needed

Club Publication Produces weekly club bulletin

District Conference Coordinates the club’s involvement in the district conference.

Chair-Vice President

District President’s Ball                                  Coordinates the club’s involvement in

                                                                        The Presidents’ Ball.  Chair-Vice

                                                                        President

Installation Dinner                                          Plans and implements the annual

                                                                        Installation dinner.  Chair-Vice

                                                                        President.

Invocation                                                       Provides volunteers for the weekly

                                                                        Invocations

Madison Events                                              Coordinates the club’s involvement in

                                                                        And special Madison events

Madison Hotel Liaison                                   Serves as liaison between the club and

                                                                        The Madison Hotel – One person

                                                                        Committee

May Day                                                         Coordinates the club’s involvement in

                                                                        Madison May Day

Member Retention/STAR                               Provides orientation and assimilation

                                                                        For new members

Membership                                                    Oversees the club’s program to recruit

                                                                        New members

Membership Roster/Attendance                     Maintains club roster and attendance

                                                                        Records, reports to the board on

                                                                        Members below 60% attendance

Nametags-Badges                                           Produces name tags for all members,

                                                                        Updates new members, “Red Tag”

Phone/Email Chain                                         Coordinates the club’s emergency

                                                                        Communications

Programs                                                         Provides for speakers and programs

                                                                        For the weekly meetings

Publicity                                                          Coordinates the club’s publicity

Social Events                                                  Coordinates the club’s social events

Sunshine                                                          Provides cards, flowers, etc. for

                                                                        Members in need.

COMMUNITY SERVICE

Camp Merry Heart                                          Coordinates the club’s involvement

                                                                        With Camp Merry Heart

ENVIRONMENTAL AFFAIRS

Interact                                                            Provides support to the Madison High

                                                                        Interact Club (pending)

Rotaract                                                          Provides support to the Madison area

                                                                        Rotaract Club (pending)

RYLA                                                             Coordinates the club’s involvement in

                                                                        The Rotary Youth Leadership Award

                                                                        (RYLA) program

Santa’s Arrival                                                Provides escorts for Santa during the

                                                                        Annual parade

Fund Arrival                                                   Provides escorts for Santa during the

                                                                        Annual parade

Annual 50/50                                                  Directs the Annual Club 50/50

Bottle Hill/Drew Day                                     Coordinates the clubs involvement in

                                                                        Bottle Hill Day and Drew Community                                                                                  Day

Taste of Madison                                            Directs, along with the Madison

                                                                        Chamber of Commerce and the

                                                                        Downtown Development Commission,

                                                                        The Annual Taste of Madison Fundraiser

INTERNATIONAL SERVICE

Gift of Life                                                     Coordinates the club’s involvement in

                                                                        The District Gift of Life Program

 STYE                                                              Coordinates the club’s involvement in

                                                                        The District Short Term Youth

                                                                        Exchange program

 Youth Exchange                                             Directs the Club’s Youth Exchange

                                                                        Program including the recruiting of

                                                                        Host families

 ROTARY FOUNDATION                           Coordinates the club’s fundraising

                                                                        Effort the Foundation including the

                                                                        Club’s involvement in Foundation

                                                                        District events

Paul Harris Fellow Award                              Selects Paul Harris Fellow Award

                                                                        Recipients.  Made of the immediate past

                                                                        3 presidents

VOCATIONAL SERVICE                           Coordinates the club’s vocational

                                                                        Service programs

TENT RENTAL                                             Oversees the tent rental program

AGED ACCOUNTS/RECEIVABLES         Tracks accounts receivable and takes

                                                                        Action on aged accounts

AD HOC

 ARTICLE VIII LEAVE OF ABSENCE

Upon written application to the board, setting forth good and sufficient cause, leave of absence may be granted excusing a member from attending the meetings of the club for a specified length of time.  As set forth in Article VIII, section 2 of the Rotary Club Constitution, a member’s absence shall be excused if the absence complies with the conditions and under circumstances approved by the board, which approval may be granted for reasons it considers good and sufficient or if the aggregate of the member’s years of age and years of membership in one or more clubs is 85 years or more and the member has notified the club secretary in writing of the member’s desire to the excused from attendance and the board has approved.  Any member whose absences are excused under this provision shall not be included in the membership figure used to compute this club’s attendance nor shall such absences or attendances be used for that purpose.  A member who has been granted excused absence by the board shall be responsible for payment of dues except for the fees associated with the payment for meals for those meeting attended.  Such excused member shall also not be entitled to the rights and privileges of membership.

Article IX Finances

Section I – The treasurer shall deposit all funds of the club in some bank to be named by the board.

Section 2 – All bills shall be paid only by checks signed by the treasurer upon vouchers signed by any two officers.  A thorough audit by a certified public accountant or other qualified person shall be made once each year of all the club’s financial transactions.

Section 3 – Officers having charge or control of funds shall give bond as may be required by the board for the safe custody of the funds of the club, cost of bond to be borne by the club.

Section 4 – The fiscal year of this club shall extend from July1st to June 30^th, and for the collection of members’ dues shall be divided into two (2) semiannual periods extending from July 1^st to December 31^st, and from January 1^st to June 30^th.  The payment of per capita dues and magazine subscriptions to RI shall be made on July 1^st and January 1^st of each year on the basis of the membership of the club on those dates.

(Note: Magazine subscriptions for members joining during a semiannual period are payable upon invoice from the Secretariat.)

 Section 5 – 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, which, having been agreed to by the board, shall stand as the limit of expenditures for the respective purposes unless otherwise ordered by action of the board.

Article X Method of Electing Members

Section I – The name of a prospective member, proposed by an active member of the club, shall be submitted to the board in writing, through the club secretary.  A transferring or former member of another club may be proposed to active membership by the former club.  The proposal for the time being shall be kept confidential except as otherwise provided in this procedure.

Section 2 – The board shall ensure that the proposal meets all the classification and membership requirements of the club constitution.

Section 3 – The board shall approve or disapprove the proposal within 30 days of its submission, and shall notify the proposer, through the club secretary, of its decision.

Section 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.

Section 5 – If no written objection to the proposal, stating reasons, is received by the board from any member (other than honorary) of the club within seven (7) days following publication of information about the prospective member, that person, upon payment of the admission fee (if not honorary membership), as prescribed in these bylaws, shall be considered to be elected to membership.

If any such objection has been filed with the board, it shall vote on this matter at its next meeting.  If approved despite the objection, the proposed member, upon payment of the admission fee (if not honorary membership), shall be considered to be elected to membership.

Section 6 – Following the election, the president shall arrange for the introduction of the new member; the club secretary shall issue a membership card and shall report the new member to RI; and the Rotary information committee shall provide appropriate literature for presentation at the induction and assign a member to assist in the assimilation of the new member.

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

Meeting called to order

Introduction of visiting Rotarians

Correspondence and announcements

Committee reports if any

Any unfinished business

Any new business

Address or other program features

Adjournment

Article XIII Amendments

These bylaws may be amended at any regular meeting, a quorum being present, by a two-thirds vote of all members present, provided that notice of such proposed amendment shall have been mailed to each member at least ten (10) days before such meeting.  No amendment or addition to these bylaws can be made which is not in harmony with the club constitution and with the constitution and bylaws of RI.