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Bylaws of Rotary Club of Steamboat Springs

dated April 14, 2014

ARTICLE I
Election of Directors and Officers
 
Section 1- Nominating Committee. The voting members of the Nominating Committee will be composed of:
1.     Past-presidents who have attended at least 50% of the regular club meetings in previous Rotary year. 
2.     Current Executive Committee of the club. (President, Secretary, Treasurer, Immediate Past President, President Elect)
3.     President’s Designee. (Current president shall name a current active member of the club who will serve on the committee during that president’s year)
The committee will be chaired by the Immediate Past-President.  A quorum shall be 7 voting members of the committee.
 
A)   By September 1st, the Immediate Past-president will convene the Nominating Committee and initiate the recruiting phase of the nominating process.  The Nominating Committee will consider the goals of balance in Rotary experience, gender, age and committee participation for the makeup of the board.  Additional meetings may be scheduled as needed.
 
B)     Nominations will be solicited from the membership with announcements made at no less than three regular meetings as well as club emails.  Members will indicate willingness to serve by completing an application for the position they are interested in.
 
C)    By December 1st the Nominating Committee will meet to consider the applications received for the positions open in the coming Rotary year.  A quorum must be present at this meeting.  A majority vote of the Nominating Committee will determine the candidates to be presented to the Club.  If necessary, additional meetings of the Committee will be scheduled to complete this task.
 
 
D)   By December 20th, the Nominating Committee shall submit the suggested slate of officers and board members to the club for first reading.
 
E)    The second reading will take place prior to January 1 of each year. The general membership of the club shall then, in regular meeting, vote on the proposed slate of officers and board members. Each candidate must receive an affirmative vote of 60% of the club membership present at the regular meeting.  If a candidate does not receive an affirmative vote of 60% of the membership present, the nominating committee must then bring forward a new candidate for consideration.
 
F)     Officer and board member terms commence on July 1.
 
Section 2- Vacancy- A vacancy in the Board, Director-elect, any office or officer-elect shall be filled by the action of the remaining members of the Board.
 
ARTICLE II
Board of Directors
 
 
Section 1- Governing Body. The governing body of this club shall be the Board of Directors, consisting of thirteen members of this club elected in accordance with article I, section 1 of these bylaws, namely eight Directors, the President, President-Elect, Secretary, Treasurer and Immediate Past-President.  Board members shall serve a two year term with four members elected in each Rotary year.
 
A Director or Officer should have been an active member of the club for at least one year at the start of the term they are elected to and should have completed the “Good Beginnings Checklist” to be considered for office. (An exception may be made for the Classification Talk if that has not been completed due to scheduling)
 
 
 
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.
 
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 or the Board of Directors. The President-Elect shall also serve as Vice President with the duty to preside at meetings of the club and Board of Directors in the absence of the President and to perform such duties as ordinarily pertain to his/her office.
 
Section 3- Secretary. It shall be the duty of the Secretary to keep records of membership, record the attendance at meetings and send out notices of meetings of the club and the Board of Directors.  The Secretary shall record and preserve the minutes of board meetings and 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.
 
The Secretary shall prepare and submit the monthly report of the attendance at club meetings to the District Secretary immediately following the last meeting of the month, collect and remit to Rotary International  subscriptions to The Rotarian and perform such other duties as usually pertain to his/her office. The Secretary shall be a voting member of the Board of Directors during his/her term of office.
 
Section 4- Treasurer. It shall be the duty of the Treasurer to have custody of all funds, accounting for same to the full club membership annually and to the Board of Directors at least quarterly or any other time upon demand by the Board of Directors and to perform such other duties as pertain 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 and any other club property in his/her possession. The Treasurer shall not receive a stipend or compensation for his/her duties as Treasurer; however, the Treasurer may be compensated for reasonable and necessary expenses related to carrying out the functions of the office. The Treasurer shall be a voting member of the Board of Directors during his/her term of office.
 
ARTICLE IV
Meetings
 
Section 1- Annual Meeting. An annual meeting of this club shall be held in December of each year on a date determined by the Board of Directors at which time the election of officers and Directors to serve for the ensuing year shall take place.   The Annual Meeting may take place at a regular meeting.
 
Section 2- Regular Meetings. The regular meetings of this club shall be held on Tuesday at noon.  Due notice of any changes in or cancellation of the regular meetings shall be given to all members of the club. All members excepting an honorary member (or member excused by the Board of Directors of this club, pursuant to Article VII, Section 3 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 members being present for at least fifty (50) percent of the meetings of this club or any other Rotary club or an acceptable make-up as determined by the Board of Directors.
 
Section 3- Quorum. One-third of the membership shall constitute a quorum at the annual and regular meetings of this club. A majority of the members of the Board of Directors shall constitute a quorum of the board meetings.
 
Section 4- Board of Directors Meetings. Regular meetings of the Board of Directors shall be held on a date determined by the Board of Directors each month. The membership shall be notified of the date and time of the regular meetings of the Board of Directors at least twice per year. Special meetings of the Board of Directors may be called by the President, whenever deemed
necessary, or upon the request of two (2) members of the Board of Directors, due notice having been given.
 
ARTICLE V
Fees and Dues
 
Section 1- Admission Fee. The admission fee shall be determined by the Board of Directors and must be paid before the applicant can qualify as a member.
 
Section 2- Membership Dues. The membership dues shall be the amount necessary to ensure the financial security of the club as set by the Board of Directors annually and shall become effective after notification to the membership. Dues are payable quarterly on the first day of February, May, August and November with the understanding that the appropriate amount shall be applied to each member’s subscription to The Rotarian and district and national dues.
 
ARTICLE VI
Method of Voting
 
 
The business of this club shall be transacted by viva-voce except at those times as directed by the President or, in his/her absence, the President-Elect.
 
 
ARTICLE VII
Committees
 
Section 1- General Rules.
 
(a)  The president shall, subject to the approval of the Board of Directors, appoint  members to leadership positions of the following committees:
 
                                Membership
                                Public Relations
                                Club Administration
                                Club Service Projects
                                Rotary Foundation
 
(b)  The President shall, subject to the approval of the Board of Directors also appoint additional leadership positions and service team members on particular phases or sub-committees of Membership,  Public Relations, Administration, Service and Rotary Foundation as he/she may deem necessary.    
     
(c)   The President shall be an ex-officio member of each committee/service team and, as such, shall have all the privileges of membership thereon.
 
(d)   Each committee/service team 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 Board of Directors.
                Except where special authority is given by the Board of Directors,
                 such committees/service teams shall not take action until a report
                 has been made to the Board of Directors and approved by the   
                 Board of Directors.
 
(e)   Where feasible and practicable in the appointment of leadership positions and service team members there should be a provision  for continuity of responsibility, either by appointing one or more
               members for a second term or by appointing one or more members 
               for a two year term.
 
 
ARTICLE VIII
Duties of Committees
 
 
Section 1- Membership Committee. This committee shall develop and implement a comprehensive plan for the recruitment and retention of members.
 
 
Section 2- Public Relations. This committee should develop and implement plans to provide the public and the general membership with information about Rotary and promote the club’s service projects and activities.
 
 
Section 3- Administration. This committee should conduct activities associated with the effective operation of the club.
 
 
Section 4- Service Projects. This committee should develop and implement educational, humanitarian and vocational projects that address the needs of the community and communities in other countries.
 
 
Section 5- Rotary Foundation. This committee should develop and implement plans to support The Rotary Foundation and the Steamboat Springs Rotary Club Foundation through both financial contributions and program participation.
 
Section 6 – Executive Committee.  The officers of the club (President, President-Elect, Immediate Past President, Treasurer and Secretary) shall constitute the Executive Committee.  This committee may meet from time to time to discuss club operations, long-range plans, committee appointments, board meeting agendas and other items that do not require board approval.   
 
Section 7- Additional Committees. Additional committees/service teams may be appointed as needed in accordance with Article VII, section 1 of these Bylaws.
 
ARTICLE IX
Leave of Absence
 
 
Upon written application to the Board of Directors, 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 and upon such terms as determined by the Board of Directors.  Leave of absence may be retroactive if the board deems this to be fair and reasonable. Leave of absence may be granted for illness, extended out-of-town stays, or for any other reason deemed to constitute sufficient cause by the Board of Directors. Any Rotarian on a leave of absence is responsible for Rotary International dues and will be billed accordingly.
 
 
ARTICLE X
Finances
 
Section 1- Deposit of Funds. The Treasurer shall deposit all funds of the club in a federally insured financial institution to be named by the Board of Directors.
 
Section 2- Payment of Bills Financial Review. All bills shall be paid only by checks signed by two officers of the club, to include either the Treasurer and/or the President. A review by a certified public accountant or other qualified person of the club’s financial transactions shall be made periodically as deemed necessary or advisable by the Board of Directors.
 
Section 3- Bond of Officers. Officers having charge or control of funds shall be bonded as may be required by the Board of Directors for the safe custody of the funds of the club. The cost of the bond, should one be required, shall be borne by the club.
 
Section 4- Fiscal Year Payment of Dues to Rotary International. The fiscal year of this club shall extend from July 1st to June 30th, and for the collection of members’ dues shall be divided quarterly as described in Article V, section 2 of these Bylaws. 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 5- Budget. At the beginning of each fiscal year the Board of Directors 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 of Directors, shall stand as the limit of expenditures for the respective purposes unless otherwise ordered by action of the Board of Directors.
 
 
 
ARTICLE XI
 Method of Electing Members
 
Section 1- Active Members
 
(a)  To be eligible to submit an application for membership, the applicant must have attended four (4) weekly meetings of the club and have been a full-time resident of Routt County for more than one year. If they have lived full time in Routt for less than one year they must attend six (6) meetings. If the applicant is currently a member of another Rotary club, then he/she need only attend three meetings prior to submitting the application.
 
(b) No individual who is standing for election to any public office that club members are eligible to vote on shall be considered for membership in the club to avoid any appearance of club endorsement for that particular candidate.
 
(c)  A prospective member must then be submitted to the Membership Committee by two sponsoring members of the club in good standing. The sponsors (or a member of the Membership Committee) shall inform the prospective member of the purposes of Rotary and of the privileges and responsibilities of membership in the club, following which the prospective member shall be requested to complete and submit an application for membership.
 
(d) The membership committee shall consider and report to the Board of Directors on the eligibility of the proposed member based on the
proposed member’s classification, character, business and social standing in the community. A waiver shall be necessary from the Board of Directors if the addition of the proposed member’s classification causes that classification category of active members to exceed ten (10) percent of total active membership.
 
(e)  The Board of Directors shall consider and approve or disapprove the recommendation of the Membership Committee and shall then notify the sponsoring members, through the Membership Chair, of its decision. If the decision of the Board of Directors is favorable, the sponsoring members or a member of the membership committee shall contact the prospective member and seek permission to read the prospective members’ name at two consecutive regular meetings of the club.
                                                                                                                                                                      
(f)   If a written objection to the proposed member is received by the Secretary from a member in good standing within six days of the second reading, the Board of Directors shall review the issue in executive session with input from the proposed member’s sponsor(s) and from the objecting member(s) at any regular or special board meeting and shall ballot on the proposed member. Unless two or more negative votes are cast by board members, the proposed member shall be approved for membership.        
 
(g)   If no written objection is received within six days of the second reading by the Secretary the prospective member, upon payment of his/her admission fee as prescribed in Article V of these Bylaws shall be considered to be elected to membership.
 
(h)   Following the members’ election as herein provided, the Secretary shall issue a new member’s badge to the member and report the member’s name to the General Secretary of Rotary International. The new member shall then be formally introduced at a regular meeting of the club.
 
Section 2- Honorary Members. The name of a proposed candidate for honorary membership shall be submitted to the member of the Board of Directors designated by the President to oversee honorary membership policies.  That Board member shall apply the criteria for honorary membership as contained in the club’s Honorary Membership Policy.  A recommendation shall then be presented to the full Board of Directors and the election shall be in the same form and matter as prescribed for the election of an active member; provided, however, that such proposal may be considered at any regular or special meeting of the Board of Directors and that the Board of Directors may at its discretion waive any of the steps as set forth in Section 1 of this Article and proceed to ballot on the proposed member. If two or more negative votes are cast by members of the Board of Directors in attendance at the regular or special meeting, the proposed member shall not be granted Honorary Membership.
 
 
                       
                                                ARTICLE XII
Resolutions
 
 
No resolution or motion to commit this club to any matter shall be considered by the club until it has been considered by the Board of Directors. Such resolutions, if offered at a club meeting, shall be referred to the Board of Directors prior to any further discussion at the club meeting.
 
 
 
 
ARTICLE XIII
Order of Business
 
 
Regular club meetings shall follow substantially the following order of business:
 
(a)  Meeting called to order
 
a.      Pledge of Allegiance
b.     Four Way Test
c.      Thought for the Day
d.     Song
 
(b)  Introduction of  Guests and visiting Rotarians
 
(c)  Correspondence and announcements
 
(d)  Committee reports ( if any )
 
(e)  Any unfinished business
 
(f)   Any new business
 
(g)  Good News
 
(h)  Address or other program features
 
(i)     Adjournment
 
ARTICLE XIV
Amendments
 
These Bylaws may be amended at any regular meeting of the club, a quorum being present, by a two-thirds vote of all members present, provided that notice of such proposed amendment shall have been announced at the prior regular 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 Rotary International.