ARTICLE I. Name and Purpose
Section 1. Name – This organization shall be known as the “Democratic Club of Caroline County (hereinafter referred to as the Club).
Section 2. Purpose – The purpose of the Club is to:
Mission:
“To encourage the citizens of Caroline County to participate in the Democratic Process”
Goals:
1. Increase Voter Registration.
2. Provide Visibility for the Democratic Party.
3. Develop young Democrats of Caroline County clubs in the high schools.
4. Support the candidates and elected officials of the party.
5. Create a safe, open venue for public policy and debate.
6. Enjoy the company and camaraderie of fellow members of the Democratic Party.
ARTICLE II. Membership
Section 1. Members – Any person is eligible for membership upon completion of an application for membership. Members are eligible to serve as officers or directors.
Section 2. Revenues – Revenues shall be set annually by the Board of Directors by October for the coming year, and be in such categories as determined by the Board.
Section 3. Spokesperson – No member is authorized to speak for the Club without specific authority from a majority of the Board of Directors. If an issue is time critical, the Executive Committee is empowered to authorize a spokesperson, subject to review at the next Board of Directors meeting.
ARTICLE III. Officers and Directors
Section 1. Officers – The officers of the Club shall consist of a President, Vice-President, Secretary, Treasurer, and Outreach Coordinator. The officers shall perform the duties prescribed by these bylaws and by the parliamentary authority adopted by the Club.
Section 2. Directors – There shall be ten (10) directors including the Chairperson (or their appointee) from the Caroline County Democratic Central Committee membership. The directors shall be a representation from as many different election districts in as far as possible throughout the county. The directors from throughout the county shall serve as committee chairpersons and be voting members of the board. Other members of the Club may serve as a director from their respective district if no other candidate is available from that district.
Section 3. Nominating Committee – Not less than two months before the annual membership meeting at which officers and/or directors are to be elected, the President shall appoint a member as chairperson and two (2) other members of the Club to serve as a Nominating Committee. The Nominating Committee shall present a slate of officers and /or directors to the membership. Nominations may also be made from the floor, but only if the member nominated has agreed to serve in the position for which nominated.
Section 4. Election and Terms of Office – By a majority vote of members in good standing, officers and directors shall be elected in odd years for a two (2) year term. The ballot will be available to all members for electronic voting for a period of two (2) weeks after all nominations from the floor are combined with the slate of officers from the Nominations Committee.
Section 5. Vacancies – The Board of Directors shall fill vacancies, except for the Presidency, for the unexpired term. In the event of a vacancy in the position of President, the Vice-President will assume that position and the Board of Directors will appoint a new Vice-President.
Section 6. Executive Committee – The Executive Committee shall be composed of the officers of the organization and is empowered to act as specified in Art. II Section 3 and Art. VI Section 3 of these By-Laws, and as may be directed from time to time by the Board of Directors. Any action of the Executive Committee is subject to review at the next board meeting following the action.
Section 7. Duties of the Officers
President – The President shall assume general supervision of the affairs of the club; preside at all meetings of the club and the Board of Directors; appoint all committees and committee chairs unless otherwise provided; may be an ex-officio member of all committees except the Nominating Committee; and shall do all things necessary and proper for the furtherance of the mission and goals of the Club.
Vice-President – In the case of the absence or disability of the President it shall be the duty of the Vice-President to exercise the functions and perform the duties of the President. When so acting, he/she shall have all the powers and be subject to all the responsibilities hereby given to or imposed upon the President.
Secretary – The Secretary shall keep the minutes of all meetings of the Club and the Board of Directors. He/She shall be the custodian of the records; keep a list of the membership with their physical and electronic addresses and contact numbers, maintain correspondence when necessary; notify the membership when meetings occur; and perform such other duties as assigned by the President.
Treasurer – The Treasurer shall be responsible for all funds of the Club. He/She shall collect all dues and monies due the Club and safely keep all Club funds in an account of a reliable bank in Caroline County; disburse funds in accordance with the approved budget; report on the financial status of the Club at each regular meeting; keep correct books of account of all business transactions; and maintain a record of all paid members.
ARTICLE IV. Meetings
Section 1. Regular. Regular meetings to conduct routine business shall be held not less than twice yearly at such time and place as the Board of Directors determines. One such meeting shall be the annual general membership meeting.
Section 2. Annual. Annual meeting of the Club shall take place at such time and place as set by the Board of Directors. The purpose of the annual meeting shall be to elect officers, set dues and adopt the budget for the ensuing year, receive reports of officers and committees including plans for short and long range activities as presented by the Board of Directors, and transact other business as necessary.
Section 3. Special. Special meetings may be called by the President or by a majority of the members of the Board of Directors. In addition the President shall call a special meeting upon receipt of a written request to do so submitted by twenty-five (25%) of the then existing Club membership. Written notification of special meetings, stating the purpose of the meeting shall be sent to all members at least seven (7) days before the date of the meeting.
Section 4. Voting and Quorum. Voting privileges shall accrue to a new member as of the first of the month following the month in which the member pays his/her dues. Annual membership renewal will continue voting privileges. Each member in good standing shall be entitled to one vote in all proceedings of the Club. Voting by proxy is prohibited. All questions shall be decided by a majority vote of the members present, except for amendments to these By-Laws and Motions to Dissolve as referenced in Articles IX and X respectfully. A quorum shall consist of the lesser of twenty-five (25%) of the total membership or fifteen (15) members in attendance at a regular or special meeting.
ARTICLE V. Board of Directors
Section 1. Membership. The Board of Directors (BOD) shall be composed of the five (5) officers and nine (9) directors (one from each election district if possible in the county (8) and one member at large.
Section 2. Meetings and Attendance. The BOD shall have a minimum of six (6) meetings each year; other meetings may be called by the President as needed. The Secretary shall notify all board members of the meetings at least four (4) days before the meeting. Notice may be by mail, fax, e-mail or such other means as a member may elect. A quorum shall consist of five (5) board members (Excluding the President). Meetings of the BOD shall be open to all members. Failure to attend three (3) consecutive Board meetings may be interpreted as a lack of interest on the part of the Board member and may result in his/her replacement, at the discretion of the Board.
Section 3. Duties. The BOD is the governing body of the Club and is responsible to the membership for carrying out the stated goals and mission of the Club. It shall approve appointments of Committee Chairpersons made by the President; develop and present to the membership, at the annual meeting, plans for short and long range activities; and review budget needs and submit a proposed budget for consideration by the general membership at the annual meeting.
ARTICLE VI. Finances
Section 1. Funds. Funds of the Club shall be deposited in such bank or trust company in Caroline County as designated by the Board of Directors.
Section 2. Budget. The annual budget proposed by the Board of Directors shall be reviewed, revised as needed and approved by the membership at the annual meeting. The Board of Directors shall ensure that total expenditures do not exceed the approved budget but may make adjustments among budget categories within the approved total. The President may authorize expenditures not to exceed $100.00 over the approved budget for any budget category.
Section 3. Disbursements. Disbursements of all funds shall be handled by the Treasurer in accordance with the budget passed at the annual meeting. Any requests for disbursement which do not fall within jurisdiction of the approved budget, must be approved by the Executive Committee before payment is authorized. Expenditures in excess of $100.00 must be authorized by the Executive Committee. The President, Vice-President, and Treasurer shall have check signing authority individually for authorized expenditures.
Section 4. Auditors. The President each year shall appoint two (2) Club members as auditors of the Club financial records. The auditors shall inspect the Treasurer’s accounts each year and whenever there is a change in the office of Treasurer, and shall report the results of the audit at the next regular membership meeting.
ARTICLE VII. Committees
The President may create and appoint the following committees as deemed necessary and subject to approval by the Board of Directors: Program, Activities, Finance, Publicity, and Membership. The President may create other committees as needed, subject to approval of the Board of Directors.
ARTICLE VIII. Parliamentary Authority
The rules contained in the current edition of Robert’s Rules of Order Newly Revised shall govern the Club, except in cases where it conflicts with these By-Laws or any special rules of order adopted by official vote of the Club.
ARTICLE IX. Amendment of By-Laws
These By-Laws can be amended at any regular meeting of the Club by a two-thirds vote, provided that the amendment has been submitted in writing to the membership at least 14 days prior to the regular meeting at which the vote is to be taken.
ARTICLE X. Dissolution
A resolution to dissolve the Club must be proposed in writing and requires the same notice and vote as stated in Article IX above to amend the By-Laws. A resolution to dissolve the Club shall specify the disposition of the assets of the Club remaining after all outstanding debts have been satisfied.