CONSTITUTION OF THE
Cordova AMATEUR RADIO CLUB
The name of this organization shall be the CORDOVA AMATEUR RADIO CLUB, hereafter referred to as The Club or CARC.
The purpose of this organization shall be the promotion of interest in Amateur Radio communications, the furtherance of the public welfare, the advancement of the radio art, the fostering of education in the field of electronic communications, and the dissemination of knowledge and information of the Amateur Radio Service. The Club is organized exclusively for charitable and educational purposes.
The Cordova Amateur Radio Club will not discriminate on the basis of race, age, sex, national, ethnic origin, religious beliefs, disabilities, etc. in the administration of its educational, admission and operating policies, and activities associated with the club.
All persons interested in amateur radio communications shall be eligible for membership by application and election. The types of membership are:
· · Full Member - Full membership in the Cordova Amateur Radio Club is available to any person holding a valid Federal Communications Commission (FCC) license in the Amateur Radio Service. Full members are entitled to vote at all Club meetings.
· · Associate Member - Associate membership in the Cordova Amateur Radio Club is available to any person who has an interest in the activities of the club or who desires to learn more about the Amateur Radio Service. An Associate Membership may be upgraded to Full Membership after obtaining a valid Federal Communications Commission license in the Amateur Radio Service. Associate members dues are equal to that of Full Members. Associate members are not entitled to vote on Club business.
· · Family Member - Family membership in the Cordova Amateur Radio Club is available to any member of a household in which at least one person is a Full, or Associate Member of the Club. A household consists of all related persons living at the same residence. A related person is defined as the spouse, the children or the parents of a Cordova Amateur Radio Club member. Each family member holding a valid FCC license in the Amateur Radio Service is entitled to all of the privileges of a Full Member. Dues for Family Members will be 25% that of a Full Member.
The governing bodies of the Club consists of the Club Officers and the Board of Directors: The officers of the Club shall be a President, a Vice President, a Secretary, a Treasurer and a Master at Arms. The Board of Directors of the Club shall be comprised of; the immediate Past President, the current elected officers, the Trustee(s), and two (2) members at large ( "Board Members").
Eligibility and election of Club Officers and Board members: Only members who are eligible to vote and have been a Full Member of the Club for the entire preceding year, may be nominated and elected to a position of a Club officer. Any Full Member of the Club is eligible to be elected to the Board of Directors.
Nominations for Club officers and the two (2) members at large will be made during the general business meeting during the month of October. Elections will be conducted during the general business meeting during the month of November. A nominee should be present at the election to be elected. A majority vote of those eligible voting members in attendance is necessary for election of officers. Officers elected will assume their responsibilities on January 1st, following the preceding election. Terms of all elected officers will be for the following calendar year, starting January 1st, and ending December 31st of the same year.
If the President's office becomes vacant, the Vice President will fill the vacant position. If a vacancy in any other office occurs between regular elections, the replacement shall be chosen by a majority vote of those eligible voting members in attendance at the next regular business meeting. The term of office shall be for the remainder of the un-expired term. The Club President and Vice President may serve up to two (2) consecutive terms in the same office, and will not be eligible for the same office for two (2) years after the term is served.
Club Officers may be removed from office only after due consideration by the members of the Club. The officer in question shall be notified of the motion and the reasons for it within ten (10) days after the meeting at which the motion(s) were made. A registered letter to the addressee's last known address constitutes compliance of notification. The un-excused absence of an officer for three (3) consecutive meetings may be grounds for removal from office. After a motion for removal is made, a waiting period of fifteen (15) days after notification is mailed is required before a vote on the motion, which requires a three-quarter (75%) majority vote of those eligible voting members of the Club present at the next regular business meeting.
Voting on major topics including, but not limited to, Election of Officers and Amendments to the Constitution shall be determined by a majority of a ballot vote with absentee ballots permitted. All absentee ballots shall be mailed to the Master at Arms or his designee to be received at least two days prior to the vote.
Voting on minor topics shall be brought before the general membership at a regular meeting and shall be determined by a majority of yea/nay vote or show of hands, whichever method the officers decide to use.
Misconduct is defined as any willing and repeated infraction of the rules and regulations of the FCC, and any other laws pertaining to the amateur service, or public misconduct, so as to reflect unfavorably upon Cordova Amateur Radio Club, or its members. Any member may be expelled from the organization for misconduct by a vote of two-thirds of the members present at a general meeting. This meeting will take place after reasonable notification has been made to the membership stating that there is a motion on the floor to expel a member. The Board of Directors must review any such motion before being posted.
Conflict of Interest Policy
The standard of behavior at CARC is that all staff, volunteers, and board members scrupulously avoid conflicts of interest between the interests of CARC on one hand, and personal, professional, and business interests on the other. This includes avoiding potential and actual conflicts of interest, as well as perceptions of conflicts of interest. Each all staff, volunteers, and board members will sign a copy of this policy and the secretary will keep them filed.
It is understood that the purposes of this policy is to protect the integrity of CARC’s decision-making process, to enable our constituencies to have confidence in our integrity, and to protect the integrity and reputations of volunteers, staff and board members. Upon or before election, hiring or appointment, all staff, volunteers, and board members will make a full, written disclosure of interests, relationships, and holdings that could potentially result in a conflict of interest. The written disclosure will be kept on file and will be updated as appropriate.
In the course of meetings or activities, all staff, volunteers, and board members will disclose any interests in a transaction or decision where they (including their business or other nonprofit affiliations), their family and/or their significant other, employer, or close associates will receive a benefit or gain. After disclosure, they will be asked to leave the room for the discussion and will not be permitted to vote on the question.
They understand that this policy is meant to supplement good judgment, and will respect its spirit as well as its wording.
Powers and duties of the Club:
· · The President of the Club shall preside at all Club meetings; serve as Chairperson of the Board of Directors; decide questions of order; appoint all committee chairpersons; be an x-officio member of all committees; ensure that the Club is operating within the annual operating budget, and perform such other duties as are required by the office. The President shall present a report of his/her administration to the Club membership at least once a year.
· · The Vice President shall perform the duties of the President in the absence of the latter. The Vice President shall be the chairperson of the Program Committee and perform such other duties as are required by the office.
· · The Secretary shall preside at meetings in the absence of both the President and the Vice President, and shall record the official minutes of both the Business meetings and Board of Directors meetings. The Secretary shall maintain the official record of all changes in the Constitution and other Club documents. The Secretary shall be the official correspondent of the Club and shall at the end of his or her term pass on all Club records to his or her successor. All Club documents and records shall be open for inspection by any member at any business meeting.
· · The Treasurer shall preside at meetings in the absence of other officers, shall collect, hold and disburse the funds of the Club as directed by the Board of Directors, or as directed by a three-quarter (75%) majority vote of the Club Membership. Withdrawals from any Club accounts shall require at least two signatories from the Board of Directors. The Treasurer is responsible for the development and tracking of the annual operating budget. The treasurer shall submit monthly financial reports to the Board of Directors, who will approve, forward and post said reports at the next general membership meeting. The Treasurer, at the expiration of his or her term of office, shall prepare a detailed financial report and remit the financial records to the successor of the office. He or she shall keep accurate records, which shall be audited by competent person(s) (2 prior Club Officers or a Certified Public Accountant or equivalent) prior to the end of each term of office. CARC financial records of the Treasurer shall be open for inspection by any member at any business meeting.
· · The Master At Arms keeps order in accordance with Robert’s Rules of Order, and is responsible for the authenticity and tabulation of all votes cast at all business meetings. The Master At Arms is also responsible for ensuring that the Club has adequate facilities for its meetings and activities. </LU>The Master of Arms shall maintain order at all Club functions.
Board of Directors:
The Board of Directors shall be composed of the immediate Past President, the current elected Club Officers, the Trustee(s) and two members at large, hereafter called Board Members. The Board of Directors has the responsibility for the overall direction and guidance of the Club. This includes, but is not limited to: <LU>
· · Ensuring that the Club’s Constitution and rules are followed. Overseeing how the Club’s funds are maintained and disbursed. The Board of Directors is authorized to disburse up to the lesser of $250.00 or 10% of the general fund on any one item without the concurrence of the general membership. The Board of Directors may authorize the Treasurer, to disperse reoccurring funds, not to exceed $50.00, without the full Board of Directors concurrence for each transaction.
The Chairperson of the Board of Directors (President) will not vote except in the case of a tie, on matters before the Board of Directors, in which time the chairperson will decide by casting the deciding vote.
The President shall appoint the Trustee of the Cordova Amateur Radio Club station license, with confirmation by the Board of Directors. The Trustee will be a full member in good standing and should be the holder of a General (or above) class license. The Trustee will continue to serve until either resignation or replacement.
The Trustee shall maintain the amateur radio station license for the Cordova Amateur Radio Club according to all FCC rules and regulations. The trustee shall be responsible for the proper operational compliance of any repeaters according to all FCC rules and regulations and maintain documentation concerning frequency coordination with the Alaska Repeater Council. The Trustee will be assisted by the Radio Station Committee..
A meeting to conduct Club business should be held on a monthly basis, with a minimum of ten (10) general business meetings to be held each year. Social meetings may be held at times and places designated by the President. Special meetings of the Club may be called by the President with the approval of at least three (3) members of the Board of Directors.
Board of Directors meetings shall be called by the Club President. A special Board of Directors meeting must be called if requested in writing to the Club President by at least three (3) members of the Board of Directors. Committee meetings will be called by their respective chairperson(s). Notice of all Club meetings will be presented in the Club's publications and/or by other suitable means.
Committees will be established to help fulfill the objectives of the Club. Chairperson(s) will be appointed by the President as needed, with approval by majority vote of Board of Directors. Committee members are appointed by the committees’ chairperson. Any Club member, regardless of type of membership, may be a member of a committee. There shall be the following standing committees:
· · Program Committee - The Chairperson (Club Vice President) will be responsible for all Club activities which are not related to any other committee or chairperson.
· · Membership Committee - Each club member is to be considered as a member of the Membership Committee. The Chairperson shall be responsible for recruiting new members, maintaining a current roster of all members and for forwarding all dues to the Treasurer in a timely manner.
· · Field Day Committee - The Chairperson will be responsible for the organization and the conduct of CARC participation in Field Day. The Field Day Committee will prepare a plan for the annual field day events and will present the plan to the Board of Directors for approval at a date no later than three (3) months before the date of the field day events.
· · Emergency Preparedness Committee - The Chairperson will be responsible for coordinating all emergency preparedness committee activities. The Chairperson will be responsible for keeping an inventory of all of the Club's property, seeing that all of the Club's property stays in working condition.
· · Public Affairs Committee - The Chairperson will be responsible for promoting the Club's activities in the media, will be responsible for publishing the house organ(s) and maintaining the CARC radio net.
· · Education Programs Committee - The Chairperson will be responsible for ongoing educational and training efforts of the Club.
· · Radio Station(s) Committee - The Club Radio Station Trustee(s) shall be the Chairperson. If there is more than one Radio Station Trustee, the Chairperson will be selected from the Trustees by a majority vote of the Board of Directors. The entire Board of Directors shall also be members of the committee. In times of emergency or situations requiring an immediate decision to keep the station(s) operating or to keep from violating FCC Rules, the Trustee or the Trustee's appointee shall have full power to take all necessary corrective actions. To keep from violating FCC rules any member of the Radio Stations Committee or officer may, if the trustee cannot be contacted, shut down the station(s). All decisions, such as upgrading, changing frequency, and all routine matters will require approval of majority vote of the Club membership at a regular business meeting. </LU>
Transition of officers and preparation for the next calendar year.
During the concluding months of each year, the incumbent Club Officers have a duty to promote the smooth transition of Club assets, accounts, documentation and files to their respective Club Officers Elect. Immediately following the elections of new Club Officers, the Officers Elect have a responsibility to meet in order to: <LU>
· · Review the previous administrations accomplishments.
· · Plan the upcoming years goals, objectives and overall activities of the new administration.
· · The Treasurer Elect, with input from the incumbent Board of Directors, is responsible for preparing an annual operating budget for the upcoming administration’s term, based on all available data and anticipated expenses, to support the activities and obligations of the Club.
· · Determine and recommend the amount of the dues that will be required to maintain a balanced budget for the upcoming year by the December meeting. </LU>
· · At the first general Club meeting of each year, the Club President will present a "State of the Club" report to the general membership, stating at least the: <LU>
· · Current financial status of the Club.
· · The new administration’s general plans for the upcoming year.
· · The proposed operating budget for the year, and the membership dues required to maintain a balanced budget. </LU>
The general membership will then approve, reject, or modify the recommended budget and dues for the current calendar year.
Dues are established by the general membership, at the first general Club meeting each year, and are payable in January of each year for the current calendar year. Members not renewing by March 15 will be dropped from the active membership role and are not eligible to vote on any Club issue. To continue uninterrupted membership, renewals after March 15 must pay full dues for the current year for reinstatement to active member status. New membership dues shall be prorated into four quarters as follows:<LU>
· · 1st Quarter - January through March - 100% of the applicable rate
· · 2nd Quarter - April through June - 75% of the applicable rate
· · 3rd Quarter - July through September - 50% of the applicable rate
· · 4th Quarter - October through December 25% of the applicable rate </LU>
The Board of Directors may waive payment of dues, on an annual basis, for any member who demonstrates a bona fide need.
There will be no membership dues credit for the donation of materials and/or equipment.
A copy of the Club documents (Constitution and By Laws) will be presented, without charge, to each new Club member. Upon request, a copy of the Club documents shall be made available to any member. The Board of Directors may set a charge for more than one copy per member per year.
No binding action may be taken by the general Club membership unless a quorum is present at an established Club meeting. A quorum shall consist of ten percent (10%) of the Club's total eligible voting membership, whose dues are currently paid. If membership is less than fifty (50) members then a quorum will be ten (10) members including two (2) elected officers. No binding action may be taken by the Board of Directors unless a quorum is present. A quorum shall consist of fifty percent (50%) of the entire Board. The requirement for approval of Club business, except where stated otherwise, shall be a majority vote.
Club Radio Station(s)
Radio station(s) for the use of licensed amateur radio operators will be under the jurisdiction of the Trustee(s) named on the station license. The operation of the station(s) must be conducted in a manner satisfactory and acceptable to the Trustee(s), the Board of Directors, and the club membership in accordance with the Federal Communications Commission rules and regulations, and the Cordova Amateur Radio Club.
The Club will maintain insurance coverage as follows:
· Legal liability coverage for the officers and the Club in an amount consistent with the risks that may be experienced.
· Other property and casualty insurance coverage as is usual and appropriate for the security of the Club's assets and well being of its members. </LU>
Insurance requirements will be reviewed on an annual basis by the Board of Directors.
No part of the assets or income of the Club shall be the property of any member or members, but such assets and income shall be devoted exclusively to the purposes herein set forth. In the event of dissolution, the disposal of assets will be conducted by the officers and Board of Directors of the Club. The residual assets of the Cordova Amateur Radio Club will be turned over to one or more organizations, which are classified as exempt organizations, as described in section 501(c)(3) and 170(c)(2) of the Internal Revenue Code of 1954 or corresponding sections of any prior or future law, or to the Federal, State or Local government for exclusive public purpose.
Rules of Order
The rules contained in the current edition of Robert's Rules of Order shall govern the Club in cases in which they are applicable.
Priority and Order of Precedence
In any issue of disparity between the Constitution and any other Club document, the Constitution takes priority.
Amendments to the Constitution will be initiated and ratified as follows: All proposed amendments must be submitted in writing and will be submitted to the membership by the Secretary at a general business meeting. Proposed amendments shall then be published in the next edition of the Club's organ and voted on at the next regularly scheduled business meeting after the publication. Should there be no house organ, at least ten (10) days before voting on the amendments, printed copies of the proposed amendment(s) will be made available and distributed to all voting members. The Constitution may be amended by majority vote of two-thirds (67%) of the general voting membership of the Club, who are either in attendance or have submitted their absentee ballot to the Master at Arms as specified above in the voting section. All amendments adopted by the Club will be published in the house organ.
This Constitution is the primary document controlling the Club's operation and business. This Constitution was approved and adopted on the: February 16, 2010
This Constitution was amended on the: July 11, 2016
BY: CARC President Stephen Phillips, KL4DL _____________________________________________
ATTEST: CARC Secretary Joan Behrends, KL2XN___________________________________________