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Privacy Policy of Salem City Club
Salem City Club respects the
privacy of all Members, Businesses, and Friends. Any contact information on
this site has been pre-approved by listed party. Salem City Club does not post,
sell, or otherwise supply member information.
Constitution of the Salem City Club
CONSTITUTION
Article I: Name
This organization
is named the SALEM CITY CLUB.
Article II:
Purposes
Section 1.
The purpose of this organization is:
a) To provide a common meeting ground for persons of divergent
beliefs, politics, and occupations, for the interchange of ideas and stimulation
of intelligent thinking and action on civic affairs.
b) To inform and activate its members and the community in public
matters, and to arouse in them an appreciation of the responsibilities of
citizenship.
Section 2.
Salem City Club achieves these purposes by providing regular meetings,
lectures, discussions, committee work and other means the membership or the
Board may deem appropriate.
Article III: Membership
Section 1.
Membership in the organization is subject to terms and conditions
contained in the Bylaws.
Section 2.
Membership dues are as established by the Board.
Article IV:
Officers and Governors
Section 1.
Each year the members shall elect a President, a President-elect, a
Vice-President for Program, a Vice-President for Membership, a Treasurer, and
two of the six governors, since the six governors serve staggered three year
terms. Each officer shall serve until the next annual meeting or until a
successor is elected. No person shall be eligible for election as president who
has not served as a member of the Board for a period of at least one year.
Section 2.
The Board shall consist of the elected officers, six elected governors
and the immediate past president, who shall be a voting member of the Board.
The term of office for each governor shall be three years.
Section 3.
No member shall be eligible for election as an officer or governor who
is at the time a candidate for or who is holding elected public office. If any
Club office holder accepts or becomes a candidate for such office, this
constitutes an automatic resignation from the Club office.
Section 4.
The Board shall constitute the executive body of the Club and shall
transact its business and direct its activities. A majority of the voting
members of the Board shall constitute a quorum.
Section 5.
The Board, by a two-thirds vote of its members present, provided there
is a quorum, may propose an amendment to the Bylaws. The amendment shall take
effect following the second regular meeting after notice of the proposed
amendment has been mailed or e-mailed to each member, unless written notice of
objection is brought to the Board by either mail or e-mail no later than one
week following delivery of notice of proposed amendment.
Section 6.
Any member of the Club dissatisfied with any action of the Board may
contact the Board in writing and explain the objection. After doing so, the
member may give notice of objection at any regular membership meeting or through
the Bulletin. Discussion and vote on the objection shall be scheduled at
the next general meeting of the members after notice is given. Decisions
reached by a 2/3 vote of the membership in this manner shall supersede the
action of the Board.
Section 7.
No Board member is authorized to express the opinion of the Club
unless the opinion is adopted by majority vote of those members attending a
regular membership meeting.
Section 8.
If a member of the Board fails to attend three consecutive regular
meetings of the Board without an excuse deemed valid by a vote of the Board and
duly recorded by the Board, the Board shall notify the member by mail or e-mail
that this shall be deemed a resignation by such Board member and shall create an
automatic vacancy in such position. If such Board member is an officer of the
Club, this shall also create an automatic vacancy in the office. The member will
have resigned by failure to attend.
Section 9
Any vacancy which occurs on the Board during the Club year shall be
filled by appointment by the Board. The appointee will serve until the next
annual meeting, at which time the unexpired term of office, if any, will be
filled by election of the membership pursuant to the provisions of the
Constitution and Bylaws.
Article V: Staff
The Board may retain the services of an Executive Secretary
who shall, under the direction of the Board, perform such duties as may be
required by the Constitution, Bylaws or Board action.
Article VI:
Committees
Section 1.
Following the annual meeting, chairpersons for Program Committee,
Membership Committee, and any other standing committee shall appoint members to
those committees. The Nominating Committee is appointed by the Board. The
Board may provide other means for appointment to specific committees.
Section 2.
No committee shall publish any official report except by authority of
the Board.
Article VII:
Elections
Section 1.
The Board shall appoint a Nominating Committee of no fewer than five
members, not more than two of whom shall be members of the Board. The
Nominating Committee shall be appointed by February first. Notice of the
Nominating Committee members, and of offices to be filled, shall be published in
the next Bulletin, along with a request that members suggest names of
possible candidates.
Section 2.
The Nominating Committee shall nominate one or more candidates for
each office to be filled. The Nominating Committee may choose to invite the
President-elect to concurrently serve as Vice-president of Program. The
Nominating Committee shall submit to the Board a list of all persons nominated
not later than April first. The list of persons nominated shall be published in
the next scheduled Bulletin along with an invitation to members to
nominate additional candidates. Additional nominations are made to the
Executive Secretary not later than May first. No member shall be nominated for
any position without his/her consent.
Section 3.
If the Nominating Committee nominates more than one candidate per
office, or if there are additional nominations, the election shall be conducted
as established by the Board. Ballots shall be returned to the Executive
Secretary at least four days prior to the annual meeting. Ballots may also be
sent and returned electronically by e-mail.
Section 4.
If the Nominating Committee nominates no more than one candidate per
office, and if there are no additional nominations received before May first,
the persons nominated by the Nominating Committee are declared elected.
Article VIII:
Meetings
Section 1.
The Club shall hold an annual meeting at a time determined by the
Board and periodic meetings at such times and places as the Board may designate.
Section 2.
Special meetings of the Club shall be called by the President, or by
the Board, or upon receipt by the Board of a petition signed by twenty percent
of the members. The Executive Secretary shall mail or e-mail to each member of
the Club notice of such special meeting at least seven days before the date
fixed for such meeting, stating the purpose of said meeting.
Section 3.
Twenty-five members shall constitute a quorum for the transaction of
business at any regularly held general membership meeting.
Article IX:
Amendments
Any member may propose an amendment to the Constitution,
after informing the Board in writing or by oral presentation. A proposed
amendment must be mailed or e-mailed to all members at least seven days prior to
a regular membership meeting at which it is explained. At the following regular
membership meeting, a proposed amendment may be adopted by two-thirds vote of
the members present.
Article X:
Dissolution
Provisions for the
distribution of assets on dissolution or final liquidation are:
a) The Corporation may be dissolved upon a two-thirds vote
of the membership appearing at a meeting, after at least 30 days prior notice in
writing to each member of the purpose of the meeting.
b) Upon the dissolution of the Corporation or the
completion of its affairs, the assets of the Corporation, after payment of all
liabilities, shall be distributed exclusively to charitable organizations which
qualify under the provisions of Section 501 (C) (3) of the Internal Revenue code
and its regulations, as they now exist, or as they may hereafter be amended.
The organizations to which such assets are to be distributed, and the character
and amount of the assets to be distributed, shall be determined by the Board in
existence at the time of the dissolution of the Corporation.
Click
here for the Bylaws.
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