BYLAWS OF THE
A
Adopted June 1, 2000
Amended January 2, 2003
Amended February 5, 2004
Amended March 1, 2012
INTRODUCTION AND GOALS
As persons interested in Amateur Radio, we wish to secure the pleasures
and benefits of associating with other persons with a similar interest. For
that reason, we have constituted ourselves as a corporation known as the
Temple Amateur Radio Club, Inc., hereafter referred to as TARC, recognized
by the Internal Revenue Service under Section 501(c)(7) of the IRS Code, and
we enact these bylaws as our governing law. This document, and its future
amendments, supercedes all previous bylaws for TARC upon ratification.
Our goal is to promote Amateur Radio as a worthwhile hobby, to promote
the advancement of technical competence and operator skills in the art of
Amateur Radio, and to serve the community by providing public service and
emergency communications.
ARTICLE I
OFFICES
Principal Office
1.01 The principal office of Temple Amateur Radio Club, Inc., referred to
here as TARC, shall be located in
Registered Office and Registered Agent
1.02 TARC will have and continuously maintain in the State of
ARTICLE II
MEMBERSHIP AND DUES
2.01 All persons interested in Amateur Radio shall be eligible for
membership.
2.02 The Club shall offer four (4) basic Plans of membership:
B. Family
Membership—All members of a full member's immediate family who also hold a
valid amateur radio license, living in the same household that share the
same station are considered as one family membership under one payment, half
that of a full membership, as long as one member is already a full member
having paid either the Senior or Full membership fee. Each member of the
family membership will have their call sign listed as a family member of the
club. . This membership enjoys all privileges of the Club. Dues will be
one-half (½) those of Full Member.
C. Associate Membership—Available to any person
who does not hold an Amateur Radio license, but exhibits an interest in
Amateur Radio. This membership enjoys all the privileges of the Club except
the rights to vote and to hold office. Dues will be one-half (½) those of
Full Member.
ii. Paid-Up Life—Available to any person who
makes advance payment of ten (10) years dues at the current rate then in
effect. This membership enjoys all the privileges of the Club according to
the club’s membership categories, provided that the applicable dues for
Paid-up Life Membership for the sponsoring Full Member and the Family
member(s) must be paid at the same time.
Conditions of Membership
2.03 A prospective member shall complete an application for membership
and shall present same, with current dues, to the Membership Chairman or the
Treasurer for acceptance.
Loss of Membership
2.04 A member shall lose his membership upon failure to renew said
membership within sixty (60) days following January 1.
2.05 A member may lose his membership for any of the following reasons:
Dues
2.06 TARC dues will be determined from time to time as deemed necessary
by the Board of Directors. These dues set by the Board may be repealed by a
majority decision by voting members at the next regular club meeting,
provided a quorum is present.
2.07 Dues shall be payable on the first day of January each year.
2.08 Individual paid-up lifetime membership dues shall be determined to
be a multiple of the annual dues as
approved by the Board of Directors and by the membership. The value of
the multiplier shall be ten (10), unless otherwise set by the Board of
Directors; however, the multiplier shall not be set at a value less than ten
(10).
2.09 New Member's dues shall be prorated as follows: From January 1 to
July 1, the annual dues shall be paid in full. After July 1, annual dues for
the remainder of the year will be fifty percent (50%) of the dues for a full
year. Dues payable by a renewing member shall not be prorated.
Delinquent Members
2.10 Non-payment of annual dues by the renewal date shall result in
termination of membership. Members who are delinquent in dues may not vote
or hold office. Those who are delinquent more than 30 days will have their
membership revoked. Membership will be reinstated upon payment of the
current full-year dues.
2.11 There shall be no membership dues credit for any donation to the
Club of materials, equipment, or services.
2.12 A member may withdraw from membership at any time, but if he does
so, any dues or assessments paid in advance will be forfeited.
2.13 Special assessments must be voted by the Board of Directors and
ratified by a two-thirds (2/3) majority of the voting membership present at
any Regular meeting.
Fiscal Year
2.14 The fiscal year is one calendar year and begins on January 1. The
new officers shall assume full duties at this time.
ARTICLE III
MEETINGS OF MEMBERS
Annual Meeting
3.01 An annual meeting will be held at the regular meeting in November of
each year to elect Officers and Directors. If the election is not held on
the day designated for the annual meeting, the Board of Directors shall
cause the election to be held at the next regular meeting of the members or
in a specially called meeting.
Regular Meetings
3.02 Regular meetings shall be held at least once a month at a
predetermined time and place. Verbal notification of changes in either
location or time of meetings will suffice if announced at a previous regular
meeting, announced on scheduled Club nets on the air, or printed in the club
newsletter.
Special Meetings
3.03 Special meetings of the membership may be called by the President,
the Board of Directors, or a minimum of ten (10) voting members. Such
meetings will be held in the local area for the convenience of the
membership. Notice shall be given to each voting member not less that 48
hours before the meeting, stating the place, day, time, and purpose of any
special meeting. If this notice is mailed, it shall be deemed to have been
delivered if deposited in the
Quorum
3.04 A quorum shall consist of a minimum of fifteen percent (15%) of the
voting members.
ARTICLE IV
BOARD OF DIRECTORS
General Powers
4.01 The affairs of TARC are managed by the Board of Directors. Directors
must be Full voting members.
4.02 It shall be the responsibility of the President with the concurrence
of the Board of Directors to appoint, oversee, or remove non-elected
positions.
Nature and Tenure of Board Members
4.03 There will be eight directors, unless the positions of Secretary and
Treasurer are combined, then seven. The Board will consist of the immediate
Past President, the President, the Vice-President, the Secretary, the
Treasurer, and three Directors-at-Large elected to serve staggered three
year terms.
4.04 If a vacancy should occur prior to June 30, a special election will
be called by the Board of Directors to fill the remaining term. If the
vacancy occurs after June 30, the Board of Directors shall fill the vacancy
with a member of the Board’s choice.
Annual Meetings of the Board
4.05 A regular annual meeting of the Board of Directors shall be held in
conjunction with the annual meeting of the members, or at another time
within thirty (30) days of the annual meeting of the membership. The Board
of Directors may set the time and place for additional regular meetings of
the Board without other notice than specified by these bylaws.
Special Meetings of the Board
4.06 Special meetings of the Board of Directors may be called by the
President or any three Directors.
Emergency Action by the Board
4.07 Emergency action may be taken by the Board of Directors without a
meeting if verbal or written consent is obtained from a quorum of Directors,
after a reasonable attempt has been made to contact all board members. If
the consent is verbal, subsequent written consent will be provided upon
challenge by any member.
Board Minutes
4.08 Minutes of all deliberations of the Board of Directors will be kept
and made available for examination by members within a reasonable time upon
request.
Board Quorum
4.09 A majority constitutes a quorum for the transaction of business by
the Board at any regular or special called meeting of the Board of
Directors.
Validity of Action
4.10 The act of a majority of the Directors present at any meeting with a
quorum shall be the act of the Board of Directors, unless otherwise stated
by these bylaws.
Limitations of Power of the Board of Directors
4.11 A majority vote at any regular meeting can nullify or overturn
actions of the Board of Directors provided that a quorum is present. The
Directors are always responsible to the general membership.
ARTICLE V
QUALIFICATION, NOMINATION, ELECTION,
VACANCY AND REMOVAL OF OFFICIALS
5.01 Qualification for Office
Nominations
5.02 Nominations Committee
Floor Nominations
5.03 The President will accept nominations from the floor for each
elective office.
5.04 Upon nomination from the floor or upon presentation of the
nomination by the Nominating Committee, all nominees for the offices of
President and member of the Board of Directors, shall, during the Regular
meeting at which nominations take place, publicly accept or decline the
nomination, if present. Motions to close nominations shall not be accepted
until all parties wishing to make nominations have been heard.
Balloting Procedure
5.05 Upon completion of the nominations by the Nominations Committee,
ballots will be prepared, listing the nominees for each office and with a
blank space for write-in candidates. The ballots will be mailed to all
members eligible to vote as part of the October newsletter.
5.06 A member eligible to cast a vote in the Election of Officers is one
who has been a member of the club for at least 90-days prior to the
election, and is in good standing with the club. Each voting member may vote
for a maximum of one individual for each office.
5.07 Election of TARC Officials will be held at the regular November club
meeting. The Secretary and/or the Membership Chairman shall determine voting
eligibility. Voting will be by written ballot, which may be submitted by
mail, or the member may bring his ballot to the November meeting. Extra
ballots shall be available at the November TARC meeting for voting members
needing them. Unless signed by a member’s name and/or callsign, a mailed in
ballot will be discarded since voting eligibility cannot be established.
5.08 During the regular November meeting, the Nominations Committee will
count the ballots received by mail and from the voting members at the
meeting, except for the ballot of the outgoing President. The Nominations
Committee shall advise the President of the results of the vote count. The
ballot of the outgoing President will be retained unopened except in the
case of a tie, in which case his ballot will be opened and counted.
5.09 The nominee receiving a majority of votes for each office shall be
declared elected. A runoff vote will be taken if needed. Elected officials
will be installed at the beginning of the regular January club meeting.
Vacancies
5.10 Vacancies in an elective office will be filled at the first regular
meeting after the vacancy occurs. When filling vacancies on the Board of
Directors or for club officers, nominations shall be accepted from the floor
for the vacated office. Motions to close nominations shall not be accepted
until all parties wishing to make nominations have been heard.
5.11 The nominee receiving a majority of votes by secret ballot shall be
declared elected to fill the remaining term of the vacated office. A runoff
vote will be taken if needed. The elected person shall assume the duties of
the vacated office immediately.
Removal from Office
5.12 Any Officer may be removed from office when five (5) members make a
motion to the Board of Directors. If the findings warrant, the Board of
Directors will cause said findings to be presented to the membership at the
next Regular meeting. A vote will be taken at that time by secret ballot. A
three-fourths (3/4) majority of the voting members present will be required
to remove an Officer from office provided that a quorum is established and
due process is followed.
5.13 If any member of the Board of Directors shall miss four (4) regular
board meetings in a calendar year or three (3) regular board meetings in
succession, such position shall automatically be declared vacant and shall
be filled at the next regular Club meeting as set forth in paragraph 5.10
above.
Officers
5.14 Officers of TARC must be fully qualified voting
members and shall be the President, Vice President,
Secretary, and
Treasurer. Officers may hold only one office at a time except that the
offices of Treasurer and Secretary may be combined.
Term of Office
5.15 The officers of TARC shall be elected for a one year term by written
ballot at the annual meeting. The new officers will assume office on January
1.
Election of Officers
5.16 The Officers and Directors will be elected by the members at the
annual meeting of the membership in accordance with the provisions of these
bylaws, Articles 5.01 through 5.09. Each officer and director will hold
office until their successor has been elected and has assumed office.
Vacancies
5.17 Vacancy in any club elective office shall be filled as prescribed in
Article 5.10 of these bylaws. A vacancy in the office of President will be
filled by the Vice President as prescribed in Article 5.20.
President
5.18 The President serves as the chief executive officer and presides at
all meetings of the members and of the Board of Directors. In the absence of
the President, proceedings of these TARC meetings shall be directed by the
senior elected member present. Any decision of the presiding officer may be
overruled by a majority
of the voting members present. The President may
sign, with the Secretary, Treasurer or other designated officers, any deeds,
mortgages, bonds, contracts, or other instruments that the Board of
Directors has authorized to be executed, except in a case where the Board of
Directors has delegated such responsibility to some other agent of TARC. The
President appoints members to committees and recurring positions. These
appointments should be in place by the January meeting.
Vice President
5.19 If the President is absent or unable to act, the Vice-President will
perform the duties of President, and when so acting, will have the powers of
and be subject to the restrictions of President. The Vice-president will
perform other duties as assigned by the President or the Board of Directors.
If the office of President becomes vacant, the Vice-President will assume
that office and its duties.
Secretary
5.20 The Secretary will keep the minutes of the meeting of the members
and Board of Directors in one or more books provided for that purpose, give
all notices according to the provisions of these bylaws or as required by
law, be custodian of the corporate records, see that a register is kept of
the addresses of each member, and maintain a current inventory of club
possessions. The Secretary will prepare a summary of the highlights of
the previous regular meeting and Board of Directors meeting(s) for
distribution at the next regular meeting.
Treasurer
5.21 The Treasurer will be responsible for all funds and securities of
the club; receive and give receipts for money due and payable to the club
from any source, and deposit all such money in TARC accounts. The Treasurer
will prepare a summary of the fiscal highlights of the previous regular
meeting and Board of Directors meeting(s) for distribution at the next
regular meeting. The treasurer’s report shall not be given to
non-members
or made available through electronic distribution unless specifically
directed to do so by the Board of Directors.
ARTICLE VI
RECURRING POSITIONS
Program Chairman
6.01 The Program Chairman will be in charge of all programs presented at
regular club meetings. Primary emphasis should be given to programs that
advance the understanding of Amateur Radio.
Repeater Trustee
6.02 The Repeater Trustee will maintain the W5LM club license, and serve
as control operator for the TARC repeaters and special event stations
operating under this license. For this purpose the Trustee should hold an
Amateur Extra Class license.
Bulletin Editor
6.03 The Bulletin Editor will gather relevant information and publish the
TARC newsletter at an ongoing interval set by the Board of Directors.
Technical Director
6.04 The Technical Director is responsible for the ongoing maintenance
and operation of the TARC repeaters.
Public Information Officer
6.05 The Public Information Officer will provide meeting and special
event announcements, and seek suitable media coverage of TARC events through
the local press, radio, and television. Also, the PIO will provide reports
of newsworthy local Amateur Radio activities to national Ham magazines.
Emergency Coordinator
6.06 The Emergency Coordinator will develop and train TARC volunteers to
serve in times of emergency, and will serve as the official liaison between
TARC and other organizations which provide emergency services.
ARRL Liaison
6.07 The ARRL Liaison will facilitate communications between TARC and the
ARRL. Also, will recruit ARRL members and give regular reports on important
ARRL news events through the TARC newsletter or regular club meetings.
Membership Chairman
6.08 The Membership Chairman will conduct TARC’s membership recruitment
and retention efforts. He will maintain an up-to-date roster and mailing
list of club members. He may form a committee as needed to assist him and
would be chairman of any such committee.
Education Chairman
6.10 The Education Chairman will develop and present materials, seminars,
newsletter articles, meeting programs, or other presentations he deems
appropriate for enhancing the technical and operating skills of the
membership. He may form a committee as needed to assist him and would be
chairman of any such committee.
ARTICLE VII
COMMITTEES
7.01 The President, Board of Directors or members may authorize the
appointment of a committee for a designated purpose. When the purpose is
satisfied the committee will be discharged by the body that constituted it.
Term of Appointment
7.02 Each member of a committee shall continue in service until the end
of the fiscal year unless discharged earlier.
Quorum of a Committee
7.03 Unless otherwise provided in the resolution designating the
committee, a majority of the whole committee shall constitute a quorum.
ARTICLE VIII
CONTRACTS, CHECKS, DEPOSITS AND FUNDS
Contracts
8.01 The Board of Directors may authorize any person to enter into any
contract or to execute other instruments on behalf of TARC. Such authority
may be specific or general. TARC will not assume responsibility for
non-approved indebtedness incurred by any member.
Checks and Drafts
8.02 The President has singular authority to authorize expenditures and
make payments of $250 or less on his own authority. Amounts beyond this
level must be approved by the Board of Directors.
8.03 All checks, drafts, or orders for the payment of money, notes, or
other forms of indebtedness issued in the name of the club may be signed by
any officer or agent of TARC if designated by the Board of Directors.
Otherwise, these instruments will be signed by the Treasurer and
individually reported to the Board of Directors at its next meeting.
Deposits
8.04 All funds of TARC shall be deposited in the name of the club in
banks, trust companies, or other depositories as the Board of Directors may
select.
Books and Records
8.05 TARC shall keep complete and accurate books and records of accounts
and minutes of its proceedings. Also, TARC shall keep at the registered or
principal office a record giving the names and addresses of its members. All
books and records of TARC will be made available for inspection by any
member upon reasonable request.
Annual Audit
8.06 The records of the Treasurer shall be audited at the end of the
fiscal year by two persons appointed by the Board of Directors. The auditors
may be non-members, but shall not be Directors. The auditors will report by
the March meeting.
ARTICLE IX
PROVISION OF NOTICE
Access to Bylaws
9.01 The Secretary shall provide a copy of these bylaws to members within
a reasonable time upon request.
Amendments to Bylaws
9.02 These bylaws may be amended at any regular meeting, provided that
the intent to amend and the proposed amendments were stated to the
membership in written form at least one month prior.
Rules and Regulations
9.03 In all matters regarding rules, regulations, and Amateur Radio
operating practices, the latest governing version of Part 97 of the Rules
and Regulations of the Federal Communications Commission shall be considered
the final authority when applied to the conduct of TARC members or to these
bylaws.