PAGE Valley Amateur Radio Club
The purpose of the club is fourfold: To support the public good, particularly in times of emergency, through the services of Amateur Radio; to share our experience and knowledge with each other, within the club and throughout our community; to foster amateur radio through education and public awareness; and to enjoy the comradery of our amateur radio community. It shall be a goal of the organization to become an ARRL Affiliated Club.
ARTICLE ONE – MEMBERSHIP
Section 1: Eligibility
There shall be two classes of membership in the organization.
Full membership with full voting rights, shall be open to all classes of FCC licensed amateurs interested in: Amateur Radio communications and experimentation; the establishment of Amateur Radio networks to provide electronic communications in the event of disasters and/or other emergencies; or, the furthering of education in the field of Amateur Radio communications. The terms “member” or “membership” as used in these By-Laws refers to members with full membership, unless otherwise indicated.
Associate (non-voting) membership is available to those not meeting the FCC license criteria, but supportive of the purposes of this organization.
Section 2: Election to Membership
Election to full or associate membership shall be by a unanimous vote of those members present. In the event the applicant’s suitability or qualification for membership is questioned, a vote will be postponed and the matter referred to the Membership Committee - who will research the issue and report back its findings to the membership prior to the vote.
Section 3: Voting
Each member shall have one vote at any membership meeting at which he/she is present. Proxy voting will not be permitted at any membership meeting or election. Any vote taken at a membership meeting will be considered valid if those in attendance hold full membership and are current in their dues. The outcome (for/against) is determined by a simple majority. At the discretion of the presiding officer, a vote of the full membership may be made via e-mail on important issues in order to ensure more complete participation in the voting process.
Section 4: Dues
The Board of Directors shall set annual dues. During the month of December, the Secretary/Treasurer or Treasurer shall notify each member of the dues for the ensuing year.
Section 5: Meetings
Annual and Regular Meetings: The annual membership meeting shall be held on the first (1st) meeting in the new calendar year. Regular meetings shall be held on the first (1st) Friday of each month.
Special Meetings: Special meetings may be called by the President, or by a majority vote of the membership. Written notice of such a meeting shall be e-mailed or e-mailed by the Secretary at least five (5) days prior to the date of the meeting, and the notice shall state the purpose of the meeting and no other business shall be transacted.
Quorum: The quorum needed for any vote taken at a membership meeting shall be one-third of the total number of members in good standing.
Place, Date and Hour: All meetings of the Club shall be held within Page County at such a place, date, and hour as may be designated by the person authorized herein to call such a meeting.
Section 6: Termination of Membership
Resignation: Any full or associate member in good standing may resign from the Club upon written notice to the Secretary, but no full or associate member may resign when in debt to the Club. Dues obligations are considered a debt to the Club and they become incurred on the first day of each fiscal year.
Lapsing: A membership will be considered as lapsed and automatically terminated if such member’s dues remain unpaid 30 days after the first day of the fiscal year; however, the Board may grant an additional 30 days of grace to delinquent members in meritorious cases. In no case may a person whose dues are unpaid as of the date of a meeting be entitled to vote at that meeting.
Article Two – Directors and Officers
Section 1: Board of Directors
The Board shall be comprised of the President, Vice-President, Secretary/Treasurer, (or Secretary and Treasurer) and two (2) Members-at-Large, all of whom shall be members in good standing and all of whom shall be elected at the annual membership meeting, to serve until their successors are duly elected.
Section 2: Officers
The officers of the Club, consisting initially of the President, Vice-President and the Secretary/Treasurer, shall serve in their respective capacities during regular, special, and Board of Director meetings. Officers shall be elected for two (2) year terms.
The President shall preside at all meetings of the membership and of the Board, and shall perform other such duties as are incident to his/her office or are properly required of him/her by the Board of Directors.
The Vice-President shall exercise the authority of the President in his/her absence and perform such other duties as may be assigned to him/her by the President or Board of Directors.
The Secretary, or Secretary/Treasurer, shall be responsible for recording the minutes of the membership and Board meetings, and maintaining other such records as may be required of him/her by the President or the Board. He/she shall have charge of the correspondence, notify members of meetings, notify new members of their election to membership, keep a roll of members with their addresses, and carry out such other duties incident to his/her office as the President may request, or the Board assign.
Until or unless the membership determines that a full-time Treasurer is required to perform these duties, the Secretary/Treasurer shall also collect and receive all monies due or belonging to the Club. He/she shall deposit same in a bank designated by the Board in the name of the Club. His/her books shall at all times be open to inspection by any member, and he/she shall report to the Board at every meeting the condition of the Club’s finances and every item of receipt or payment not before reported; and at the annual membership meeting he/she shall render an account of all monies received and expending during the previous fiscal year. If required by law or requested by vote of the membership, there shall be an annual audit of the books.
Section 3: Members-At-Large
Two (2) Members-At-Large shall be elected to serve two (2) year terms. The terms shall be staggered such that they do not expire at the same time. Each position to be filled shall be filled by election in alternate years. [To accommodate staggered terms, at the first election one Member-At-Large shall be elected for a term of one year and the other shall be elected for a term of two years]
Section 4: Elections
The candidate receiving the greatest number of votes for each office shall be declared elected.
Section 5: Board Meetings
Regular: Regular meetings of the Board of Directors shall be held as necessary. The Secretary/Treasurer shall mail or e-mail notice of such meetings at least five (5) days prior to the date of the meeting.
Special: Special meetings of the Board of Directors may be called by the President, and shall be called by the Secretary/Treasurer upon the receipt of a written request signed by at least two (2) members of the Board. The Secretary shall mail notice of such meeting at least five (5) days and not more than ten (10) days prior to the date of the meeting, or electronic notice shall be filed at least three (3) days and not more than five (5) days prior to the date of the meeting. Any such notice shall state the purpose of the meeting and no other business shall be transacted.
Quorum: A quorum for a meeting of the Board shall be a simple majority of the Board.
Section 6: Vacancies
Any vacancies occurring on the Board or among the officers during the year shall be filled for the unexpired term of office by a majority vote of the Board at its first regular meeting following the creation of the vacancy, or at a special meeting called for that purpose; except that a vacancy in the office of President shall be filled automatically by the Vice-President, and the resulting vacancy in the office of the Vice-President shall be filled by appointment by the Board.
Article Three – Committees
Section 1: Standing Committees
The Standing Committees & Subcommittees are as follows:
Volunteer Examination Subcommittee
Technical Assistance Subcommittee
School Outreach Subcommittee
Emergency Preparedness Committee
EOC Training Subcommittee
ARRL Field Day Subcommittee
Widow’s Assistance Committee
In addition, the Board may each year appoint special committees to advance the work of the Club in such matters as Fund Raising, Public Relations or special liaison. Such Committees shall always be subject to the final authority of the Board.
Section 2: Replacement
Any Committee appointment may be terminated by a majority vote of the full membership of the Board upon ten (10) days written notice of the appointee; and the Board may appoint successors to those appointees whose services have been terminated.
Article Four – General Provisions
Section 1: Calendar
The fiscal year of the Club shall begin on the first (1st) day of January, and end on the thirty-first (31st) day of December in each year.
Section 2: Amendments
Amendments to the Constitution & By-Laws may be made by a majority vote of the membership at any meeting at which a quorum is present, provided that thirty (30) days’ written notice is given to the members of any proposed changes.
Article Five – Dissolution
The Club may be dissolved at any time by recommendation of the Board of Directors, with approval in writing by more than two-thirds (2/3rds) of the members in good standing. In the event of the dissolution of the Club, whether voluntary or involuntary or by operation of law, none of the assets of the Club shall be distributed to any member, but after payment of all lawful debts of the Club, its property and assets shall be given to charitable organizations of the kind described in Section 501©(3) of the Internal Revenue Code of 1954, such organization or organizations to be selected by the Board of Directors.
(Revised 1/12/2015 by John Spillman, KT4CB, Secretary)