Bylaws of the Rotary Club of Le Sueur

Bylaws of the Rotary Club of
Le Sueur, Minnesota
Adopted January 31, 2017

Article 1 Definitions

Board The Club’s Board of Directors
Club The Rotary Club of Le Sueur
Director A member of the Club’s Board of Directors
District Rotary District 5960
Member A member of the Club, other than an Honorary Member
Officer President, president-elect, president-nominee, immediate past president, secretary, and treasurer
Quorum The minimum number of participants who must be present when a vote is taken, that being one-third of the Club’s members for Club decisions and a majority of the directors for Club Board decisions.
RI Rotary International
Rotary Year The twelve-month period that begins on July 1.

Article 2 Board of Directors

The governing body of the Club is the Board of Directors, also known as the Leadership Team, consisting of:
• The officers: president, president-elect, secretary, and treasurer
• The other directors: team leaders (committee chairs) defined in these bylaws.

Article 3 Elections and Terms of Office

Section 1 – The election of a president shall occur in December on a date set by the Board. The person so elected shall serve as president-nominee upon election. The president-nominee shall take the title of president-elect on July 1 in the year prior to taking office as president. (See Article 13, Section 5 of the Standard Rotary Club Constitution.)

Section 2 – Elections for secretary, treasurer, and other director positions (team leaders) for terms to begin the next July 1 shall be held in December on a date set by the Board.

Section 3 – At a regular Club meeting at least one week prior to elections the presiding officer shall report on the nominations from the Nominating Committee (Article 7) and ask members of the Club for any nominations that they may have. Additional nominations may be made at that meeting and any subsequent meetings prior to voting.

Section 4 – A written ballot shall only be required for contested positions. The candidate who receives a majority of the votes for each office is declared elected to that office.

Section 5 – If any officer or board member vacates his or her position, the remaining members of the Board will appoint a replacement.

Section 6 – If any officer-elect or director-elect vacates a position, the remaining members of the Board-elect will appoint a replacement.

Section 7 – The terms of office for each role are:
President-nominee – portion of year from election as president to next July 1
President-elect – one year
President – one year
Treasurer – one year
Secretary – one year
Director (Team Leader) – one year

Article 4 Duties of Officers

Section 1 – President. It shall be the duty of the president to preside at meetings of the Club and of the Board and to perform such other duties as ordinarily pertain to the office of president.

Section 2 – President-elect. The president-elect shall:
• serve as a member of the Board of Directors of the Club
• preside at meetings of the Board and of the Club in the absence of the president
• serve as the chairperson of the Nominating Committee.
• preside at meetings of the Board-elect during which a budget plan is made for the next Rotary year
• shall attend the President-elect Training Seminar (PETS) sessions offered by District.

The president-elect should also attend other relevant training events offered by the District.

Section 3 – President-nominee. The president-nominee shall be a non-voting member of the Board. The president-nominee should attend training events offered by our district, including PETS.

Section 4 – Secretary. It shall be the duty of the secretary:
• to keep records of membership
• to record the attendance at meetings
• to record and preserve the minutes of Board meetings. Pursuant to the Standard Rotary Club Constitution, written minutes should be prepared and made available to all members.
• to have formal actions of the Club (such as elections) noted in the Board minutes
• to make reports required by the District and RI
• to publish a weekly Club Bulletin
• to coordinate speakers for weekly programs at Club meetings.

Section 5 – Treasurer. It shall be the duty of the treasurer to have custody of all funds, accounting for them to the Club annually and at any other time upon demand by the Board and to perform such other duties as pertain to the office of a treasurer. Upon leaving office, the treasurer shall turn over to the incoming treasurer or to the president all funds, books of accounts or any other Club property. The treasurer shall make a monthly budget report to the Board, including income and expenditures of the Club and the status of other accounts.

Section 6 – Immediate Past President. The immediate past president shall serve as a director on the Board.

Article 5 Teams (Committees)

Committees of this Club shall be known as teams, led by team leaders.

The service area teams of the Club shall be:
• Community Service
• Club Service
• International Service
• Vocational Service
• Youth Service
• Membership and Marketing
• The Rotary Foundation

The team leader for each of these teams shall serve as a director on the Board.

The roles and responsibilities of the teams shall be defined in a Policies and Procedures Manual maintained and approved by the Board.

The president and president-elect shall be ex officio members (without vote) of all teams.

All members of the Club shall serve on at least one of the teams enumerated in this Article.

Article 6 Meeting Administrator (Sergeant at Arms)

Section 1 – Appointment. A Meeting Administrator (sergeant at arms) shall be appointed by the president for the year during which Meeting Administrator will serve. The duties for this office shall include:

• Facilitating member check-in at Club meetings, including attendance recording, guest registration, and receiving payment for the meal.
• Setting up the meeting facility and storing meeting materials after a meeting.

Section 2 – Officer, but not Member of Board. Pursuant to the Standard Rotary Club Constitution, the Meeting Administrator (sergeant at arms) shall be an officer of the Club. However, the Meeting Administrator (sergeant at arms) shall not be a member of the Board by virtue of this position.

Article 7 Nominating Committee

The Nominating Committee shall consist of three members, namely, the president-elect, who shall serve as the chairperson, and two members of the Club appointed by the Board.

Article 8 Special Committees

The president may appoint ad hoc committees as he or she deems appropriate.

Article 9 Meetings

Section 1 – Annual Meeting. An annual meeting of the Club shall be held in December of each year, at which time the election of officers and directors shall take place.

Section 2 – Weekly Meeting. The regular weekly meeting of the Club shall be held at a time and place designated by the Board. The Club shall normally meet on Tuesday from noon until not later than 1:10 p.m. Attendance at the meeting may be accomplished by electronic means.

Section 3 – Cancelling a Meeting. Due notice of any changes in or canceling of the regular meeting shall be given to all members of the Club.

Section 4 – Quorum at a Club Meeting. One-third of the membership shall constitute a quorum at the annual and other meetings of the Club.

Section 5 – Board Meetings. Regular meetings of the Board shall be held at least six times per year, but normally meetings shall be held monthly. Special meetings of the Board shall be called by the president, whenever deemed necessary, or upon request of two members of the Board, due notice of at least five days having been given.

Section 6 – Quorum at Board Meeting. A majority of the voting members of the board shall constitute a quorum of the board.

Article 10 Dues

The required dues for members and payable dates shall be established by the Board. Dues per member shall at least be equal to the amounts that are required to be paid to Rotary International and the District for that member. An additional amount may be included in the dues to cover Club expenses.

Article 11 Method of Voting

The business of this Club shall be transacted by voice vote or by showing of hands, except if there is a contested office or directorship, then the election shall be by written ballot.


Article 12 Responsibilities of Members

Section 1 – Engagement. Each member of this Club is required to be engaged in Rotary activity at least 6 times per quarter of the Rotary Year. Engagement can be by any of the following means:

• Attending a Club meeting
• Attending a meeting of another Rotary club
• Attending an interactive E-Club meeting for at least thirty minutes.
• Attending a Club activity
• Attending a Board meeting
• Working on a service project of the Club
• Attending a team meeting other than at the time of a Club meeting
• Working on a fund raising activity of the Club with one or more Club members at a time other than at the time of a Club meeting
• Attending a District, Zone, or RI event
• Other activities as approved by the Board.

This Club will keep “attendance records” as required by the District and RI. An engagement activity as defined here shall be counted as attendance at a meeting.

Failure by a member to be engaged as defined in this Article, except for good and sufficient reason as determined by the Board, may result in termination of Club membership by action of the Board. If membership is terminated, no dues will be refunded.

A member may request a leave of absence which may be granted for good and sufficient reason in the discretion of the Board. A leave of absence shall not be granted for a period longer than six months, but may be renewed one or more times upon application by the member and action of the Board.

Pursuant to Article 7 of the Standard Rotary Club Constitution, this Section of these Club Bylaws replaces Article 12 and Article 15, Section 4 of that Constitution.

Section 2 – Supporting The Rotary Foundation. Each member of the Club should contribute to the Annual Fund of The Rotary Foundation and is encouraged to contribute to other funds of the Foundation, such as the Endowment Fund, PolioPlus, or Global Grants.

Section 3 – Supporting the Legacy Fund. Each member of the Club should contribute at least annually to the Club’s Legacy Fund (Article 16).


Article 13 Finances

Section 1 – Deposits. The treasurer shall deposit all funds of the Club in a bank to be named by the Board.

Section 2 – Payments. All expenses shall be paid by checks signed by or electronic transfers initiated by the treasurer or president. Any check or electronic transfer of funds in the amount of more than $2,000 must be signed or authorized by the treasurer and the president, and must have been specifically approved for payment by the Board. If the treasurer or president is not available and the circumstances require immediate action, the Board may authorize another member of the Board to make payment.

Section 3 – Fiscal Year. The fiscal year of the Club shall be July 1 through June 30.

Section 4 – Budget. Before beginning of each fiscal year the Board-elect shall prepare or cause to be prepared a budget of estimated income and estimated expenditures for the next year, which having been adopted to by the Board-elect, shall stand as the limit of expenditures for the respective purposes unless otherwise ordered by action of the Board. Before adopting a budget for the Rotary year, the Board-elect shall present it to the Club at a regular meeting of the Club only for the purpose of receiving comments.

Section 5 – Annual Financial Review. A thorough financial review of all of the Club’s financial transactions by a certified public accountant or other qualified person shall be made following each Rotary Year, and shall be completed and reported to the Board and the Club not later than September 30.

Article 14 Method of Electing Members (For All Kinds of Membership)

Section 1 – Proposals. A member proposes a candidate for membership to the Board, or another club proposes one of its transferring or former members.

Section 2 – Member Comments. The Board informs the Club at a minimum of two regular Club meetings of the proposed member and requests any comments concerning the proposed member.

Section 3 – Due Diligence by Board. The Board shall thoroughly investigate the character, business and community standing, and eligibility of all persons proposed for membership.

Section 4 – Board Action. The Board approves or rejects the candidate’s membership within 45 days and notifies the proposing member of its decision.

Section 5 – Invitation to Membership. If the Board approves the candidate’s membership, the prospective member is invited by a member of the Board to join the Club.


Article 15 Resolutions

No resolution or motion to commit the Club on any matter shall be considered by the Club until it has been considered by the Board. Such resolutions or motions, if offered at a Club meeting, shall be referred to the Board without decision.

Article 16 Legacy Fund

The Club has a fund, named the Legacy Fund, which has been established as a separate legal entity and which complies will all regulations required for tax exempt status. The trustees of that fund are members of the Club. The trustees report at least semi-annually to the Board and the Club, and the Board may request fund assets for charitable work.

Article 17 Amendments

These bylaws may be amended at any regular meeting, a quorum being present, by a two-thirds vote of all members present, provided that notice of such proposed amendment shall have been given at no less than one prior regular meeting of the Club. No amendment or addition to these bylaws can be made which is not in harmony with the Standard Rotary Club Constitution and with the Constitution and Bylaws of RI.

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Actions by the Rotary Club of Le Sueur:
Bylaws adopted on January 31, 2017