Constitution
of the Rotary Club of
Article 1
Defmitions
As used in
this constitution, unless the context otherwise clearly requires, the words in
this article shall have the following meanings:
1.
Board: The Board of Directors of this club.
2.
Bylaws: The bylaws of this club.
3.
Director: A member of this club's Board of Directors.
4.
Member: A member, other than an honorary member, of this club.
5.
RI: Rotary International.
6.
Year: The twelve-month period which begins on 1 July.
Article 2
Name
The name of this organization shall be Rotary Club of Alamogordo
(Member of Rotary International)
Article 3
Locality of the Club
The locality of this club is as follows:
Article 4
Object
The Object
of Rotary is to encourage and foster the ideal of service as a basis of worthy
enterprise and, in particular, to encourage and foster:
First. The
development of acquaintance as an opportunity for service;
Second High
ethical standards in business and professions; the recognition of the
worthiness of all useful occupations; and the dignifying of each Rotarian's
occupation as an opportunity to serve society;
Third The
application of the ideal of service in each Rotarian's personal, business, and
community life;
Fourth. The
advancement of international understanding, goodwill, and peace through
a world fellowship of business and professional persons united in the ideal of
service.
Article 5
Four Avenues of Service
Rotary's
Four Avenues of Service are the philosophical and practical framework for the
work of this Rotary club.
1. Club
Service, the
2.
Vocational Service, the second Avenue of Service, has the purpose of promoting
high ethical standards in businesses and professions, recognizing the
worthiness of all dignified occupations, and fostering the ideal of
service in the pursuit of all vocations. The role of members includes
conducting themselves and their businesses in accordance with Rotary's
principles.
3.
Community Service, the
4.
International Service, the
Article 6
Meetings
Section 1 - Regular
Meetings.
(a) Day
and Time. This club shall hold a regular meeting once each week on the day
and at the time provided in the bylaws.
(b) Change
of Meeting. For good cause, the board may change a regular
meeting to any day during the period commencing with the day following the
preceding regular meeting and ending with the day preceding the next regular
meeting, or to a different hour of the regular day, or to a different place.
(c) Cancellation.
The board may cancel a regular meeting if it falls on a legal holiday,
including a commonly recognized holiday, or in case of the death of
a club member, or of an epidemic or of a disaster affecting the whole community, or of an
armed conflict in the community which endangers the lives of the club members.
The board may cancel not more than four regular meetings in a year for causes
not otherwise specified herein provided that this club does not fail to meet
for more than three consecutive meetings.
Section 2 - Annual
Meeting. An annual meeting for the election of officers shall be held not
later than 31 December as provided in the bylaws.
Article 7
Membership
Section 1 - General
Qualifications. This club shall be composed of adult persons of good character
and good business, professional and/or community reputation.
Section 2 - Kinds.
This club shall have two kinds of membership, namely: active and honorary.
Section 3 - Active
Membership. A person possessing the qualifications set forth in article 5,
section 2 ofthe RI constitution may be elected to active membership in this
club.
Section 4 - Transferring
or Former Rotarian. A member may propose to active membership a
transferring member or former member of a club, if the
proposed member is terminating or has terminated such membership in the former
club due to
no longer being engaged in the formerly assigned classification of business or
profession within the locality ofthe former club or the surrounding area. The transferring
or former member of a club being proposed to active membership under this
section may also be proposed by the former club. The classification of a
transferring or former member of a club shall not preclude election to active
membership even if the election results in club membership temporarily
exceeding the classification limits.
Section 5 - Dual
Membership. No person shall simultaneously hold active membership in this
and another club. No person shall simultaneously be a
member and an honorary member in this club. No person shall simultaneously hold
active membership in this club and membership in a Rotaract club.
Section 6 - Honorary
Membership.
(a) Eligibility
for Honorary Membership. Persons who have distinguished themselves by
meritorious service in the furtherance of Rotary ideals and those persons
considered friends of Rotary for their permanent support of Rotary's cause may
be elected to honorary membership in this club. The term of such membership
shall be as determined by the board. Persons may hold honorary membership in
more than one club.
(b) Rights
and Privileges. Honorary members shall be exempt from the payment of
admission fees and dues, shall have no vote, and shall not be eligible to hold
any office in this club. Such members shall not hold classifications, but shall
be entitled to attend all meetings and enjoy all the other privileges of this
club. No honorary member of this club is entitled to any rights and privileges
in any other club, except for the right to visit other clubs without being the
guest of a Rotarian.
Section 7 - Holders
of Public Office. Persons elected or appointed to public office for a
specified time shall not be eligible to active membership in this club under
the classification of such office. This restriction shall not apply to persons
holding positions or offices in schools, colleges, or other
institutions of learning or to persons who are elected or appointed to the
judiciary. Members who are elected or appointed to public office for a
specified period may continue as such members in their existing classifications
during the period in which they hold such office.
Section 8 - Rotary
International Employment. This club may retain in its membership any member
employed by RI.
Article 8
Classifications Section 1 - General Provisions.
(a) Principal
Activity. Each member shall be classified in accordance with the member's
business, profession, or type of community service. The classification shall be
that which describes the principal and recognized activity of the firm,
company, or institution with which the member is connected or that which
describes the member's principal and recognized business or professional
activity or that which describes the nature of the member's community
service activity.
(b) Correction
or Adjustment. If the circumstances warrant, the board may correct or
adjust the classification of any member. Notice of a proposed correction or
adjustment shall be provided to the member and the member shall be allowed a
hearing thereon.
Section 2 - Limitations.
This club shall not elect a person to active membership from a
classification ifthe club already has five or more members from that
classification, unless the club has more than 50 members, in which case, the
club may elect a person to active membership in a classification so long as it
will not result in the classification making up more than 10 percent of the
club's active membership. Members who are retired shall not be included in the
total number of members in a classification. The classification of a
transferring or former member of a club, or a Rotary Foundation alumnus as
defined by the board of directors ofRI, shall not preclude election to active
membership even if the election results in club membership temporarily
exceeding the above limitations. If a member changes classification, the club
may continue the member's membership under the new classification
notwithstanding these limitations.-
Article 9
Attendance
Section 1
- General Provisions. Each member should attend this
club's regular meetings.
A member
shall be counted as attending a regular meeting if the member is present for at
least 60 percent of the meeting, or is present and is called away unexpectedly
and subsequently produces evidence to the satisfaction of the board that such
action was reasonable, or makes up for an absence in any of the following ways:
(a) 14 Days
Before or After the Meeting. If, within
fourteen (14) days before or after the regular time for that meeting, the member
(I)
attends at least 60 percent of the regular meeting of another club or of a
provisional club; or
(2)
attends a regular meeting of a Rotaract or Interact club, Rotary Community
Corps, or Rotary Fellowship or of a provisional Rotaract or Interact club,
Rotary Community Corps, or Rotary Fellowship; or
(3)
attends a convention of RI, a council on legislation, an international
assembly, a Rotary institute for past and present officers of RI, a Rotary
institute for past, present, and incoming officers of RI, or any other meeting
convened with the approval of the board of directors of RI or the president of
RI acting on behalf of the board of directors of RI, a Rotary multizone
conference, a meeting of a committee of RI, a Rotary district conference, a Rotary
district assembly, any district meeting held by direction of the board of
directors of RI, any district committee meeting held by direction of the
district governor, or a regularly announced intercity meeting of Rotary clubs;
or
(4) is
present at the usual time and place of a regular meeting of another club for
the purpose of attending such meeting, but that club is not meeting at that
time or place; or
(5)
attends and participates in a club service project or a club-sponsored
community event or meeting authorized by the board; or
(6)
attends a board meeting or, if authorized by the board, a meeting
of a service committee to which the member is assigned; or
(7)
participates through a club web site in an interactive activity requiring an
average of 30 minutes of participation.
When a
member is outside the member's country of residence for more than fourteen (14)
days, the time restriction shall not be imposed so that the member may attend
meetings in another country at any time during the travel period, and each such
attendance shall count as a valid make-up for any regular meeting missed during
the member's time abroad.
(b) At
the Time of the Meeting. If, at the time of the meeting, the member is
(I)
traveling with reasonable directness to or from one of the meetings specified
in sub-subsection (a) (3) of this section; or
(2)
serving as an officer or member of a committee of RI, or a trustee of The
Rotary Foundation; or
(3)
serving as the special representative of the district governor in the formation
of a new club; or
(4) on
Rotary business in the employ of RI; or
(5)
directly and actively engaged in a district-sponsored or
(6)
engaged in Rotary business duly authorized by the board which precludes attendance at the
meeting.
Section 2 - Extended
Absence on Outposted Assignment. If a member will be working on an
outposted assignment for an extended period of time, attendance at the meetings
of a designated club at the site of the assignment will replace
attendance at the regular meetings of the member's club, provided
there is a mutual agreement between the two clubs.
Section 3 - Excused
Absences. 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
to be good and sufficient.
(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 - RI
Officers' Absences. A member's absence shall be excused if the member is a
current officer of RI.
Section 5 - Attendance
Records. Any member whose absences are excused under the provisions of
subsection 3(b) or section 4 of this article shall not be included in the
membership figure used to compute this club's attendance.
Article 10
Directors and Officers
Section 1 - Governing
Body. The governing body of this club shall be the board constituted
as the bylaws may provide.
Section 2 - Authority.
The board shall have general control over all officers and
committees and, for good cause, may declare any office vacant.
Section 3 - Board
Action Final. The decision of the board in all club matters is final, subject
only to an appeal to the club. However, as to a decision to terminate
membership, a member, pursuant to article 12, section 6, may appeal to the
club, request mediation, or request arbitration. If appealed, a decision of the
board shall be reversed only by a two-thirds vote of the members present, at a
regular meeting specified by the board, provided a quorum is present and notice
of the appeal has been given by the secretary to each member at least five (5)
days prior to the meeting. If an appeal is taken, the action taken by the club
shall be final.
Section 4 - Officers.
The club officers shall be a president, a president-elect, and one or
more vice-presidents, all of whom shall be members of the board, and a
secretary, a treasurer, and a sergeant-at-arms, who mayor
may not be members of the board as the bylaws shall provide.
Section 5 - Election
of Officers.
(a) Terms
of Officers other than President. Each officer shall be elected as provided
in the bylaws. Except for the president, each officer shall take
office on 1 July immediately following election and shall serve for the term of
office or until a successor has been duly elected and qualified.
(b) Term
of President. The president shall be elected as provided in the bylaws, not more
than two (2) years but not less than eighteen (18) months prior to the day of
taking office and shall serve as president-nominee upon election. The nominee
shall take the title of president-elect on 1 July in the year prior to
taking office as president. The president shall take office on
1 July and shall serve a period of one (1) year or until a successor has been
duly elected and qualified.
(c) Qualifications.
Each officer and director shall be a member in good standing of this club.
The president-elect shall attend the district presidents-elect training seminar
and the district assembly unless excused by the governor-elect. If so excused, the
president-elect shall send a designated club representative who shall report
back to the president-elect. If the president-elect does not
attend the presidents-elect training seminar and the district assembly and has
not been excused by the governor-elect or, if so excused, does not send a
designated club representative to such meetings, the president-elect
shall not be able to serve as club president. In such event, the current
president shall continue to serve until a successor who has attended a
presidents-elect training seminar and district assembly or training deemed
sufficient by the governor-elect has been duly elected.
Article 11
Admission Fees and Dues
Every
member shall pay an admission fee and annual dues as prescribed in the bylaws,
except that any transferring or former member of another club who is accepted
into membership of this club pursuant to article 7, section 4 shall not be
required to pay a second admission fee. A Rotaractor who ceased to
be a member of Rotaract within the preceding two years, who is
accepted into membership of this club, shall not be required to pay an
admission fee.
Article 12
Duration of Membership
Section 1 - Period. Membership shall continue during the existence
of this club unless terminated as hereinafter provided.
Section 2 - Automatic
Termination.
(a) Membership
Qualifications. Membership shall automatically terminate when a member no
longer meets the membership qualifications, except that
(1) the
board may grant a member moving from the locality of this club or the
surrounding area a special leave of absence not to exceed one (1) year to
enable the member to visit and become known to a Rotary club in the new
community if the member continues to meet all conditions of
club membership;
(2) the
board may allow a member moving from the locality of this club or the
surrounding area to retain membership if the member continues to meet all
conditions of club membership.
(b) How
to Rejoin. When the membership of a member has terminated as provided in
subsection (a) of this section, such person, provided such person's
membership was in good standing at the time of termination, may make new
application for membership, under the same or another classification. A second
admission fee shall not be required.
(c) Termination of Honorary Membership. Honorary
membership shall automatically terminate at the end of the term for such
membership as determined by the board. However, the board may extend an
honorary membership for an additional period. The board may revoke an honorary
membership at any time.
Section 3 - Termination
- Non-payment of Dues.
(a) Process.
Any member failing to pay dues within thirty (30) days after the prescribed
time shall be notified in writing by the secretary at the member's last
known address. If the dues are not paid on or before ten (10) days of the date
of notification, membership may terminate, subject to the discretion of the
board.
(b) Reinstatement.
The board may reinstate the former member to membership upon the former
member's petition and payment of all indebtedness to this club. However, no
former member may be reinstated to active membership if the former member's
classification is in conflict with article 8, section 2.
Section 4 - Termination
- Non-attendance.
(a) Attendance
Percentages. A member must
(1) attend
or make up at least 50 percent of club regular meetings in each half of the
year;
(2) attend
at least 30 percent of this club's regular meetings in each half of the year
(assistant governors, as defined by the board of directors of RI, shall be
excused from this requirement).
If a
member fails to attend as required, the member's membership shall be subject to
termination unless the board consents to such non-attendance for good cause.
(b) Consecutive
Absences. Unless otherwise excused by the board for good and sufficient
reason or pursuant to article 9, sections 3 or 4, each member who fails to
attend or make up four consecutive regular meetings shall be informed by the
board that the member's non-attendance may be considered a request to terminate
membership in this club. Thereafter, the board, by a majority vote, may
terminate the member's membership.
Section 5 - Termination
- Other Causes.
(a) Good
Cause. The board may terminate the membership of any member who ceases to
have the qualifications for membership in this club or for any good cause by a
vote of not less than two-thirds of the board members, at a meeting called for
that purpose. The guiding principles for this meeting shall be article 7, section
1, and The Four-Way Test.
(b) Notice. Prior to
taking any action under subsection (a) of this section, the member shall be
given at least ten (10) days' written notice of such pending action and an
opportunity to submit a written answer to the board. The member shall have the
right to appear before the board to state the member's case. Notice shall be by
personal delivery or by registered letter to the member's last known address.
(c) Filling
Classification. When the board has terminated the membership of a member as
provided for in this section, this club shall not elect a new member under the
former member's classification until the time for hearing any appeal has
expired and the decision of this club or of the arbitrators has been announced.
However, this provision shall not apply if, by election of a new member, the
number of members under the said classification would remain within provided
limitations even if the board's decision regarding termination is reversed.
Section 6 - Right to
Appeal, Mediate or Arbitrate Termination.
(a) Notice.
Within seven (7) days after the date of the board's decision to terminate
membership, the secretary shall give written notice of the decision to the
member. Within fourteen (14) days after the date ofthe notice, the member may
give written notice to the secretary of the intention to appeal to the club,
request mediation, or to arbitrate as provided in article 16.
(b) Date
for Hearing of Appeal. In the event of an appeal, the board shall set a
date for the hearing of the appeal at a regular club meeting to be held within
twenty-one (21) days after receipt of the notice of appeal. At least
five (5) days' written notice of the meeting and its special business shall be
given to every member. Only members shall be present when the appeal is heard.
(c) Mediation
or Arbitration. The procedure utilized for mediation or arbitration shall be as
provided in article 16.
(d) Appeal. If an
appeal is taken, the action of the club shall be final and binding on all
parties and shall not be subject to arbitration.
(e) Decision
of Arbitrators or Umpire. If arbitration is requested, the
decision reached by the arbitrators or, if they disagree, by the
umpire shall be [mal and binding on all parties and shall not be subject to
appeal.
(f) Unsuccessjitl Mediation. If mediation
is requested but is unsuccessful, the member may appeal to the club or
arbitrate as provided in subsection (a) of this section.
Section 7 - Board
Action Final. Board action shall be fmal if no appeal to this club is taken
and no arbitration is requested.
Section 8 - Resignation. The
resignation of any member from this club shall be in writing, addressed to the
president or secretary. The resignation shall be accepted by the board if the
member has no indebtedness to this club.
Section 9 - Forfeiture
of Property Interest. Any person whose club membership has been
terminated in any manner shall forfeit all interest in any funds or other
property belonging to this club.
Section 10 - Temporary
Suspension.
Notwithstanding
any provision of this constitution, if in the opinion of the board
(a)
credible accusations have been made that a member has refused or neglected to
comply with this constitution, or has been guilty of conduct unbecoming a
member or prejudicial to the interests of the club; and
(b) those
accusations, if proved, constitute good cause for terminating the membership of
the member; and
(c) it is
desirable that no action should be taken in respect of the membership of the
member pending the outcome of a matter or an event that the board considers
should properly occur before such action is taken by the board; and
(d) that
in the best interests of the club and without any vote being taken as to his or
her membership, the member's membership should be temporarily suspended and the
member should be excluded from attendance at meetings and other activities of
this club and from any office or position the member holds within the club. For
the purposes of this clause, the member shall be excused from fulfilling
attendance responsibilities; the board may, by a vote of not less than
two-thirds of the board, temporarily suspend the member as aforesaid for such
period and on such further conditions as the board determines, albeit for a
period no longer than is reasonably necessary in all the circumstances.
Article 13
Community, National, and International Affairs
Section 1 - Proper
Subjects. The merits of any public question involving the general welfare
of the community, the nation, and the world are of concern to the members of
this club and shall be proper subjects of fair and informed study and
discussion at a club meeting for the enlightenment of its members in forming
their individual opinions. However, this club shall not express an opinion on
any pending controversial public measure.
Section 2 - No
Endorsements. This club shall not endorse or recommend any candidate for public
office and shall not discuss at any club meeting the merits or demerits of any
such candidate.
Section 3 - Non-Political.
(a) Resolutions
and Opinions. This club shall neither adopt nor circulate resolutions or
opinions, and shall not take action dealing with world affairs or international
policies of a political nature.
(b) Appeals. This club
shall not direct appeals to clubs, peoples, or governments, or
circulate letters, speeches, or proposed plans for the solution
of specific international problems of a political nature.
Section 4 - Recognizing
Rotary's Beginning. The week of the anniversary of Rotary's founding (23
February) shall be known as World Understanding and Peace Week. During this
week, this club will celebrate Rotary service, reflect upon past achievements,
and focus on programs of peace, understanding, and goodwill in the community
and throughout the world.
Article 14
Rotary Magazines
Section 1 - Mandatory
Subscription. Unless, in accordance with the bylaws ofRl, this club
is excused by the board of directors ofRI from complying with the provisions of
this article, each member shall, for the duration of membership, subscribe
tothe official magazine or to the magazine approved and prescribed for this
club by the board of directors ofRI. The subscription shall be paid in six (6)
month periods for the duration of membership in this club and to the end of any
six (6) month period during which membership may terminate.
Section 2 - Subscription
Collection. The subscription shall be collected by
this club from each member semiannually in advance and remitted to the
Secretariat of RI or to the office of such regional publications as may be
determined by the board of directors of RI.
By payment
of an admission fee and dues, a member accepts the principles of Rotary as
expressed in its object and submits to and agrees to comply with and be bound
by the constitution and bylaws of this club, and on these conditions alone is
entitled to the privileges of this club. Each member shall be subject to the
terms of the constitution and bylaws regardless of whether such member has
received copies of them.
Article 16
Arbitration and Mediation
Section 1 - Disputes.
Should any dispute, other than as to a decision of the board, arise between any
current or former member(s) and this club, any club officer or the board, on
any account whatsoever which cannot be settled under the procedure already
provided for such purpose, the dispute shall, upon a request to the
secretary by any of the disputants, either be resolved by mediation or settled
by arbitration.
Section 2 - Date
for Mediation or Arbitration. In the
event of mediation or arbitration, the board shall set a date for the
mediation or arbitration, in consultation with disputants, to be held within twenty-one
(21) days after receipt of the request for mediation or arbitration.
Section 3 - Mediation.
The procedure for such mediation shall be that recognized by an appropriate
authority with national or state jurisdiction or be that recommended by a
competent professional body whose recognized expertise covers alternative
dispute resolution or be that recommended by way of documented guidelines
determined by the board of RI or the trustees of The Rotary Foundation. Only a
member of a Rotary club may be appointed as mediator(s). The club may request
the district governor or the governor's representative to appoint a mediator
who is a member of a Rotary club and who has appropriate mediation skills and
experience.
(a) Mediation
Outcomes. The outcomes or decisions agreed between the parties as a result
of mediation shall be recorded and copies held by each party, the mediator( s)
and one copy given to the board and to be held by the secretary. A summary
statement of outcomes acceptable to the parties involved shall be prepared for
the information of the club. Either party through the president or secretary
may call for further mediation if either party has retracted significantly from
the mediated position.
(b) Unsuccessful
Mediation. If mediation is requested but is unsuccessful, any disputant may
request arbitration as provided in section 1 of this article.
Section 4 - Arbitration.
In the event of a request for arbitration, each party shall appoint an
arbitrator and the arbitrators shall appoint an umpire. Only a member of a
Rotary club may be appointed as umpire or as arbitrator.
Section 5 - Decision
of Arbitrators or Umpire. If arbitration is requested, the decision reached
by the arbitrators or, if they disagree, by the umpire shall be final and
binding on all parties and shall not be subject to appeal.
Article 17
Bylaws
This club
shall adopt bylaws not inconsistent with the constitution and bylaws of RI, with the
rules of procedure for an administrative territorial unit where established by
RI, and with this constitution, embodying additional provisions for
the government of this club. Such bylaws may be amended from time to time as
therein provided.
Article 18
Interpretation
Throughout
this constitution, the terminology "mail," "mailing," and
"ballot-by-mail" will include utilization of electronic mail (e-mail)
and internet technology to reduce costs and increase responsiveness.
Article 19
Amendments
Section 1 - Manner
of Amending. Except as provided in section 2 of this article, this
constitution may be amended only by the council on legislation in the same
manner as is established in the bylaws of RI for the amendment of its bylaws.
Section 2 - Amending
Article 2 and Article 3. Article 2 (Name) and Article 3 (Locality of
the Club) of the constitution shall be amended at any regular meeting of this
club, a quorum being present by the affirmative vote of not less than
two-thirds of all voting members present and voting, provided that notice of
such proposed amendment shall have been mailed to each member at least ten (10)
days before such meeting, and provided further, that such amendment shall be
submitted to the board of directors of RI for its approval and shall become
effective only when so approved. The governor may offer an opinion to the board
of directors of RI regarding the
proposed amendment.