Southold Rotary Bylaws
 
 
Bylaws of the Rotary Club of
Southold
Revised and Adopted as of June 11, 2013
 
Article 1   Definitions
1. Board:         The Board of Directors of this club.
2. Director:      A member of this club's Board of Directors.
3. Member:     A member, other than an honorary member, of this club.
4. RI:               Rotary International.
5. Year:            The twelve-month period that begins on 1 July.
 
Article 2   Board
The governing body of this club shall be the board consisting of:
(a) Five (5) officers of this club, namely, the president, immediate past president, president-elect (or president-nominee, if no successor has been elected), secretary, the treasurer, and the
(b) directors of the five avenues of service (Club, Community, International, Vocational, and Youth Service).
(c) chairs of the following committees: foundation, programs, gift of life, membership, and public relations.
At the discretion of the board, also added can be directors elected in accordance with article 3, section 1 of these bylaws.
 
Article 3   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 a slate of officers consisting of the president, vice-president, secretary, and treasurer, and the directors of the five avenues of service. The president and the treasurer will serve ex officio as the co-chairs of the club administration committee. Additional 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 use a nominating committee, such committee shall be appointed as the club may determine. In the event that a member or members nominate other individuals to compete for office with the nominated slate, these 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, vice-president, secretary, and treasurer receiving a majority of the votes shall be declared elected to their respective offices. The candidate for president elected in such balloting shall be the president-nominee. The president-nominee shall take the title of president-elect on the first day of July next following the election, and shall serve as an officer during that year.  On 1 July immediately following that year, the president-elect shall assume office as president.
Section 2 – The officers, directors of the five avenues of service, and designated committee chairs (Article 2) shall constitute the board. Within one week after their election, the Board-elect shall meet and elect some member of the club to act as sergeant-at-arms.
Section 3 – A vacancy in the board or any office shall be filled by action of the remaining directors.
Section 4 – A vacancy in the position of any officer-elect or director-elect shall be filled by action of the remaining directors-elect.
 
Article 4   Duties of Officers
 
Section 1 – President. It shall be the duty of the president to preside at meetings of the club and the board and to perform other duties as ordinarily pertains to the office of president.
Section 2 – Immediate Past President. It shall be the duty of the immediate past president to serve as a director, to preside at meetings of the club in the absence of the president, and to perform such other duties as may be prescribed by the president or the board.
Section 3 – President-elect. It shall be the duty of the president-elect to serve as a director and to perform such other duties as may be prescribed by the president or the board.
Section 4 – Secretary. It shall be the duty of the secretary to keep membership records; record attendance at meetings; send out notices of club, board, and committee meetings; record and preserve the minutes of such meetings; report as required to RI, including the semiannual reports of membership on 1 January and 1 July of each year, which shall include per capita dues for all members and prorated dues for active members who have been elected to membership in the club since the start of the July or January semiannual reporting period; report changes in membership; provide the monthly attendance report, which shall be made to the district governor within 15 days of the last meeting of the month; collect and remit RI official magazine subscriptions; and perform other duties as usually pertain to the office of secretary.
Section 5 – Treasurer. It shall be the duty of the treasurer to have custody of all funds, accounting for it to the club monthly and at any other time upon demand by the board, and to perform other duties as pertains 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.
 
Article 5   Meetings
 
Section 1 – Annual Meeting. An annual meeting of this club shall be held on the first Tuesday in November in each year, at which time the election of officers and directors to serve for the ensuing year shall take place.
Section 2 – The regular weekly meetings of this club shall be held on Tuesday at 6:40 pm. Due notice of any changes in or canceling of the regular meeting shall be given to all members of the club. All members excepting an honorary member (or member excused pursuant to 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 the standard Rotary club constitution, article 9, sections 1 and 2.
Section 3 – Excused Absence. A member’s absence shall be excused if
(a)        the absence complies with the conditions and under circumstances approved by the Board. The Board may excuse a member’s absence for reasons which it considers good and sufficient. Such excused absences shall not extend for longer than twelve months.
(b)       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 be excused from attendance and the Board has approved.
Section 4 – One-third of the dues-paying 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 first Tuesday of each month. Special meetings of the board shall be called by the president, whenever deemed necessary, or upon the request of two (2) Board members, due notice having been given. Votes of the Board on a matter requiring expedited determination may be conducted by phone and/or electronic communication, provided that the highest ranking officer who is available conducts the vote, sees to it that all Board members are sent a communication about the vote, and a quorum does in fact vote. Should any Board member object to an expedited vote, the matter will be tabled until the next Board meeting.
Section 6 –Five (5) voting board members shall constitute a quorum of the board.
 
Article 7 Fees and Dues
 
Section 1 – The admission fee shall be $ 25.00 to be paid before the applicant can qualify as a member, except as provided for in the standard Rotary club constitution, article 11.
Section 2 – The membership dues shall be $ 150.00 per annum, payable annually on the first day of July. The Board may adjust the amount of the annual dues.
 
Article 8   Method of Voting
 
The business of this club shall be transacted by viva voce vote.  The board may determine that a specific resolution be considered by ballot or electronic voting rather than by viva voce vote.
 
Article 9   Avenues of Service
 
The Avenues of Service are the philosophical and practical framework for the work of this Rotary club. They are Club Service, Vocational Service, Community Service, International Service, and Youth Service. This club will be active in each of the Avenues of Service.
 
Article 10 Committees
Club committees are charged with carrying out the annual and long-range strategic goals of the club. The president-elect, president, and immediate past president should work together to ensure continuity of leadership and succession planning. The president-elect is responsible for appointing committee members to fill vacancies, appointing committee chairs, and conducting planning prior to the start of the year in office.  Given the small size of the club, many committees may have only one or two members. Each committee shall make an annual report to the Board according to the following calendar:
 
August – Membership
November – Foundation
January – Public Image
March – Service Projects
May – Administration
 
Members may be appointed to provide leadership in the following areas:
 
  • Membership
      This member should develop and implement a comprehensive plan for the recruitment      and retention of members.
  • Public Image
      This member should develop and implement plans to provide the public with        information about Rotary and to promote the club’s service projects and activities.
  • Administration
      This member should conduct activities associated with the effective operation of the         club.
  • Service Projects
      This member should develop and implement educational, humanitarian, and vocational      projects that address the needs of its community and communities in other countries.
  • The Rotary Foundation
      This member should develop and implement plans to support The Rotary Foundation      through both financial contributions and program participation.
 
Additional ad hoc committees may be appointed as needed.
 
Article 10   Duties of Committees
 
The duties of any committee shall be established and reviewed by the president for his or her year. In declaring the duties of each, the president shall reference appropriate RI materials and the Avenues of Service when developing plans for the year.
 
Each committee shall have a specific mandate, clearly defined goals, and action plans established by the beginning of each year for implementation during the course of the year. It shall be the primary responsibility of the president-elect to provide the necessary leadership to prepare a recommendation for club committees, mandates, goals, and plans for presentation to the board in advance of the commencement of the year as noted above.
 
Article 11   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 no longer than twelve (12) months.
 
Note: Such leave of absence does operate 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 provisions of the Standard Rotary Club Constitution is not computed in the attendance record of the club.
 
 
 
Article 12   Finances
 
Section 1 – Prior to the beginning of each fiscal year, the President shall prepare a budget of estimated income and expenditures for the year. Such budget shall be reviewed, amended, and approved by the Board, and it shall stand as the limit of expenditures for these purposes, unless otherwise ordered by action of the board.  The budget shall be broken into two separate parts: one in respect of club operations and one in respect of charitable/service operations.
Section 2 – The treasurer shall deposit all club funds in a bank, named by the board. The club funds shall be divided into two separate parts: club operations and service projects.
Section 3 – All customary and budgeted bills shall be paid by the treasurer or other authorized officer. Payment of other bills will require authorization by the board of directors.
Section 4 – A thorough review of all financial transactions by a qualified person shall be made once each year.
Section 5 – The fiscal year of this club shall extend from 1 July to 30 June, and for the collection of members' dues shall be done annually. The payment of per capita dues and RI official magazine subscriptions shall be made on 1 July and 1 January of each year on the basis of the membership of the club on those dates.
 
Article 13   Method of Electing Members
 
Section 1 – 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 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 standard Rotary 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. Decisions regarding eligibility for membership shall not be based on gender, race, color, creed, national origin, or sexual orientation.
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 new member's induction, membership card, and new member Rotary literature. In addition, the president or secretary will report the new member information to RI and to the District Governor, and the president will assign a member to assist with the new member's assimilation to the club as well as assign the new member to a club project or function. The Board may adjust the first year dues of a new member in the event that he or she is elected after July 1 and before June 30.
Section 7 – The club may elect, in accordance with the standard Rotary club constitution, honorary members proposed by the board.
 
Article 14   Resolutions
 
The club shall not consider any resolution or motion to commit the club on any matter until the board has considered it.  Such resolutions or motions, if offered at a club meeting, shall be referred to the board without discussion.
 
Article 15   Order of Business
 
Meeting called to order.
Introduction of visitors.
Correspondence, announcements, and Rotary information.
Committee reports if any.
Any unfinished business.
Any new business.
Address or other program features.
Adjournment.
 
Article 16   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 or electronically transmitted 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 standard Rotary club constitution and with the constitution and bylaws of RI.