Bylaws of the Rotary Club of Merced Sunrise, Merced, California

(Dated November 17, 2009)

Article 1   Definitions 

1. Board:               The Board of Directors of this club 

2. Director:            A member of this club's Board of Directors

3. Member:           A member, other than an honorary member, of this club 

4. RI:                      Rotary International 

5. Year:                  The twelve-month period that begins on 1 July

Article 2   Board of Directors

The Board of Directors shall consist of six officers and five directors.  The officers shall be president, president-elect, vice president, immediate past president, secretary, and treasurer.  The directors shall be the committee chairpersons of the five standing committees pertaining to Club Service, Community Service, Youth Service, Vocational Service and International Service.

Article 3  Election of the Directors and Officers 

Section 1 – In October of each year a nominating committee shall meet to select candidates for officers and directors. In December of each year there shall be an annual meeting of all members to elect the officers and directors.  Nominations from the floor, if offered, shall be accepted at this election meeting in addition to the nominations made by the committee.  The election of officers and directors shall be by voice vote unless a written ballot is requested by a member.  The candidates for offices and directorships receiving a majority of the votes shall be declared elected to their respective positions.  The customary succession shall be vice president, president-elect, president, and immediate past president.

Section 2 – A vacancy on the board shall be filled by majority action of the remaining board members. 

Section 3 – A vacancy in the position of any officer-elect or director-elect shall be filled by majority action of the remaining members of the board-elect.

Article 4   Duties of the Officers

The officers of the club are the president, the president-elect, the vice president, the immediate past president, the secretary, and the treasurer.

Section 1 – Duties of the President

It shall be the duty of the president to preside at meetings of both the club and the board of directors and to perform such other duties as traditionally pertain to the office of president.

Other duties of the club president include:

Section 2 – Duties of the President-elect

It shall be the duty of the president-elect to serve as a member of the board of directors of the club and to perform such other duties as may be prescribed by the president or board.

Other duties of the club president-elect include:

1. Overseeing all fundraising activities for the club during the Rotary year

2. Shadowing the president for training purposes

3. Participating regularly as an ex officio member of the following committees:

1. Service Projects

2. Rotary Foundation

3. Public Relations

4. Club Administration

4. Serving on the Nominating Committee that nominates the club’s officers for the next Rotary year

5. Presiding at meetings of the club and board in the absence of the president

6. (P-E or IPP kickout)

Section 3 – Duties of the Vice President

It shall be the duty of the vice president to serve as a member of the board of directors of the club and to perform such other duties as may be prescribed by the president or board.

Other duties of the club vice president include:

1. Scheduling all weekly programs/speakers and introducing them, as appropriate, to the club

2. Arranging for any audio/video equipment that may be required by the speakers

3. Planning and organizing club social events, such as the holiday banquet (with the exception of the Induction Banquet which is the responsibility of the president-elect)

4. Serving on the Nominating Committee that nominates the club’s officers for the next Rotary year

5. Presiding at meetings of the club and board in the absence of the president and president-elect

6. Seeing to it that all guests and visiting Rotarians are introduced at the Club’s weekly meetings

7. Assuring that all new members are assigned to at least one committee before 4 weeks have passed

8. Shadowing the President-elect especially with the major fundraising efforts for training and continuity purposes.

Section 4 – Duties of the Secretary

It shall be the duty of the club secretary to serve as a member of the board of directors of the club, and to perform such other duties as traditionally pertain to the office of secretary.

Other duties of the club secretary include:

1. Keeping the records of membership

2. Recording the attendance at meetings

3. Sending out notices of meetings of the club, board, and committees

4. Recording and preserving the minutes of such meetings

5. Making the required reports to RI including

a.       The semiannual reports of membership to the general secretary of RI on 1 January and 1 July of each year

b.       The prorated reports to the general secretary of RI on 1 October and 1 April of each active member who has been elected to membership in the club since the start of the July or January semiannual reporting period

c.        The report of changes in membership to the general secretary of RI

d.       The monthly report of attendance at the club meetings to the district governor within 15 days of the last meeting of the month

1. Collecting and remitting to RI subscriptions to The Rotarian

Section 5 – Duties of the Treasurer

It shall be the duty of the club treasurer to serve as a member of the board of directors of the club and to perform such other duties as traditionally pertain to the office of treasurer.

Other duties of the club treasurer include:

1. Having custody of all funds

2. Accounting for those funds to the club annually, to the board monthly, and at any other time upon demand of the board

3. Upon retirement from office, giving to the incoming treasurer or the incoming president all funds, books of accounts, or any other club property

4. Recommend investment strategies to the board for all funds, minimizing risk but maximizing investment revenue

5. (To be specified by Steve)

Section 6 – Duties of the Immediate Past President

The immediate past president serves as a member of the board of directors of the club and is generally available as an information resource for the club president and board as needed.

Other duties of the club immediate past president include:

1. Presiding over the Nominating Committee that shall nominate the club’s officers for the next Rotary year

2. Providing the club historian with a written summary of the club’s accomplishments during his/her year as president

3. Remaining available to serve as an advisor to the club’s president upon request

Article 5  Meetings

Section 1 – Annual Meeting.  An annual meeting of this club shall be held in December of each year, at which time the election of officers and directors to serve for the ensuing Rotary year shall take place. The meeting shall be scheduled to allow sufficient time to meet Rotary International’s reporting requirements.

Section 2 – Regular Meetings. The regular weekly meetings of this club shall be held on Fridays at 6:30 a.m.  Due notice of any changes in or canceling of the regular meeting shall be given to all members of the club and the restaurant staff where the meetings are held.  Each member in good standing, except an honorary member or a member excused pursuant to the standard Rotary club constitution, must be counted as present or absent on the day of the regular meeting. Attendance must be evidenced by the member’s being present for at least sixty (60) percent of the time devoted to the regular meeting, either at this club or at any other Rotary club, or as otherwise provided in the standard Rotary constitution.

Section 3 – One-half of the membership shall constitute a quorum at the annual and regular meetings of this club.

Section 4 – Regular meetings of the board shall be held monthly on whichever date of each month the president determines. Special meetings of the board shall be called by the president, whenever deemed necessary, or upon the request of two (2) board members, due notice having been given.

Section 5 – Six (6) board members present shall constitute a quorum of the board.

Article 6  Fees and Dues

The membership dues shall be set by the board and shall include a contribution to the Rotary Foundation. Membership dues shall be payable quarterly on the first day of July, October, January, and April, with the understanding that a portion of membership dues shall be applied to semiannual payments to Rotary International for RI per capita dues and for members’ subscriptions to the RI official magazine.  Membership dues also may be paid annually and are due the first day of July.  For those members who are grandfathered in with the older payment system, the club dues are due the first week in July and breakfast must be paid at each meeting.

Article 7  Method of Voting

The business of this club shall be transacted by voice vote, except by written ballot if requested by a club member. 

Article 8   Five Avenues of Service

The Five Avenues of Service shall be the philosophical and practical framework for the work of this Rotary club. They are Club Service, Vocational Service, Community Service, Youth Service and International Service.  This club shall be active in each of the Five Avenues of Service.

Article 9   Committees

Section 1 – Club committees shall be charged with carrying out the annual and long-range goals of the club based on the Five Avenues of Service. The vice president, president-elect, president, and immediate past president shall work together to ensure continuity of leadership and succession planning. When feasible, committee members shall be appointed to the same committee for three years to ensure consistency. The president-elect shall be responsible for ensuring the appointment of committee chairs and members to fill committee vacancies and conducting planning meetings prior to the start of the year in office.  It is recommended that each chairperson has previous experience as a member of his/her committee. Standing committees shall be appointed as follows:  

1.       Membership 

        This committee shall develop and implement a comprehensive plan for the recruitment and retention of      members.   

2.       Club Public Relations

        This subcommittee shall develop and implement plans to provide the public with information about Rotary and to promote the club’s service projects and activities.   

3.       Club Administration

The appropriate subcommittee shall conduct activities associated with the effective operation of the club.  

4.       Service Projects

The appropriate subcommittee shall develop and implement educational, humanitarian, and vocational projects that address the needs of its community and communities in other countries. 

5.       The Rotary Foundation

The appropriate subcommittee shall develop and implement plans to support the Rotary Foundation through both financial contributions and program participation.

Section 2 – Additional ad hoc committees shall be appointed as needed. 

1.     The president shall be an ex officio member of all committees and shall have all the privileges of membership thereon. 

2.       Each committee shall transact its business as is delegated to it in these bylaws and such additional business as may be referred to it by the president or the board.  Except where special authority is given by the board, such committees shall not take action until a report has been made and approved by the board. 

3.       Each chairperson shall be responsible for regular meetings and activities of the committee, shall supervise and coordinate the work of the committee, and shall report to the board on all committee activities.

Article 10   Duties of the Committees

Section 1 – Functions of the Principal Club Committees

The principal club committees shall be associated with membership, public relations, administration, service projects and the Rotary Foundation.  Rotary continues the Four Avenues of Service plus Youth Service as goals.  The Object of Rotary is to carry out activities in each avenue of service.  The club committees are the administrative framework within which these activities are organized.

The chairperson of each avenue of service (director) shall be nominated by the Nominating Committee, or by the club acting as a nominating committee, and elected by ballot of the club in December of each year.  Although the chairpersons of each related subcommittee are chosen each year, it is preferred that they serve for staggered three-year terms. The subcommittee chairpersons shall be appointed by the directors, subject to the approval of the board. The service chairperson (director) shall have overall responsibility for the functions of the committees, reporting regularly to the board and periodically to the club.

Section 2 – Membership Related Committees Functions

The committees shall focus on four areas of club effort:

1. Membership/Classification

2. Orientation

3. Family of Rotary

4. Fellowship

Membership/Classification

This subcommittee shall be concerned with reviewing the club roster, taking positive action to present names to the board of suitable potential members, and updating necessary classification changes.  It is the responsibility of the membership committee to carry out a major membership drive each fiscal year to maintain or increase membership at the level set by the president or board or at current plus one.

Orientation

This subcommittee shall devise and carry into effect plans to give prospective members information about the privileges and responsibilities of membership in a Rotary club and give the members, especially the new or potential members, adequate understanding of the privileges and responsibilities of membership.

Family of Rotary

Subcommittees related to this area shall devise and carry into effect plans to give members information about Rotary, its history, objectives, scope, and activities; to give members information as to developments in the administrative operation of Rotary International; and to inform members of district and international events and encourage participation in these events.

Fellowship Activities

Subcommittees related to this area shall promote acquaintance and friendship among the members, promote participation by members in organized Rotary recreational and social activities, and do such work in pursuance of the general objectives of the club as may be assigned by the president or the board.

Section 3 – Public Relations Subcommittee Functions

This committee, which shall include the vice president, shall focus upon the following six areas of club activity:

1. Public Relations

2. Websites and Technology

3. Photography

4. Awards

5. Scroll/newsletter

6. Community Interface (e.g., Chamber of Commerce representative)

Public Relations

                This subcommittee shall devise and carry into effect plans to give the public general information about the history, objectives, and scope of Rotary and to secure proper publicity for the club.  The club historian shall be an ex officio member of this subcommittee.

Web sites and Technology

                This subcommittee shall ensure that the club has web site presence and links to district and international websites. It shall help the club utilize modern communication technologies.

Photography

                This subcommittee shall have the responsibility to ensure that photographs of various club functions are taken and made available to the Web sites and Technology subcommittee and other subcommittees as appropriate.

Awards

                This subcommittee shall review periodically the nomination procedures for various awards.  It shall propose nomination of the club itself and club members for various local, district, and international awards.

Club Newsletter/Scroll

                This subcommittee shall endeavor, through the publishing of a weekly club newsletter (Scroll), to stimulate interest and improve attendance, announce the program of the forthcoming meeting, relate highlights of the previous meeting, promote fellowship, contribute to the Rotary education of all members, and report news of the club, of its members, and of the worldwide Rotary program.

Community Interface

                This subcommittee shall include those club members who have administrative roles with the cities of Merced and other cities represented by members of the club, UC Merced, Merced College, the State of California, or the nation. Its duties shall be to promote good relations between the club and these agencies and to maintain lines of communication with them.

Section 4 – Club Services Committee Functions

This committee, which shall include the vice president, shall focus upon the following seven areas of club activity:

1. Audit

2.     Attendance

3.     Music

4.     Programs and Social Functions

5.     Yearbook/Historian

6.     Sergeant-at-Arms

        7.     Long Range Planning

Audit

This subcommittee annually shall examine the treasurer’s books and report the results of the audit to the Board.

Attendance

This subcommittee shall devise means for encouraging attendance by club members at all Rotary meetings including interclub meetings, district and regional conferences, and international conventions.  This subcommittee shall especially encourage attendance at regular meetings of the club and attendance at regular meetings of other clubs when unable to attend meetings of this club; keep all members informed on attendance requirements; promote better incentives for good attendance; and seek to ascertain and remove the conditions that contribute to unsatisfactory attendance.

Programs and Social Functions

This subcommittee shall develop programs, report programs, and plan social functions such as the Holiday Party. Its chairperson shall be the vice president.

Yearbook/Historian

This subcommittee shall maintain a record of all club activity and organize the reporting of activities for club, district, and international reports. Its chairperson shall be an ex officio member of the Public Relations subcommittee.

Sergeant-at-Arms

This person shall maintain order and decorum at club functions and perform other duties prescribed by the Board and club president such as arranging the site for the weekly meetings..

Long Range Planning

This subcommittee shall examine past activity of the club related to its mission and to suggest activities designed to make the club more effective.

Section 5 – Service Projects Committee Functions

The committees associated with this function, which shall include the president-elect, shall focus upon the following three areas of club activity:

1. Ongoing fundraising coordination and oversight

2. Rotary Club local charities and project development and oversight

3. Implementation of supported local projects

Ongoing Fundraising Coordination and Oversight

                This subcommittee shall coordinate long-term funding projects by developing and nurturing long-term relationships with sponsors/donors and contacting new sponsors/donors.

Local Charities and Project Development and Oversight

                This subcommittee shall examine the needs of local charities and community organizations and regularly propose to the Board activities and projects that the club may consider to support. It shall work with the program subcommittee to make club members aware of local charity activities and oversee currently supported local projects.  As needed, upon approval of the club, it shall organize with the president-elect the various efforts to raise new funds.

Implementation of Supported Local Projects

                The club customarily shall be engaged in a number of local projects.  A chairperson and at least one other person shall be appointed to guide each club-supported activity. Other local projects approved by the club shall fall under the purview of this subcommittee.

Section 6 – Rotary Foundation Committee Functions

This subcommittee shall organize grant proposals and develop interactions with other clubs and/or support agencies to help raise the necessary funding to ensure program success for district and international efforts beyond the capability of the local club.

1.       Rotary Foundation fundraising

2.       Local club oversight and implementation of district and international projects

3.       Grants, matching funds, and other resource development

Rotary Foundation Fundraising

This subcommittee shall organize and promote Paul Harris Fellows, Polio Plus efforts, and other fundraising activities of Rotary International.

Oversight Implementation of District and International Projects

This subcommittee annually shall examine the function and scope of active District 5220 and international projects supported by the club, suggesting ways in which the project support may be improved.

Grants, Matching Funds, and Other Resource Development

District and international efforts generally require support beyond the capability of the local club. This subcommittee shall organize grant proposals and develop interactions with other clubs and/or support agencies which can help raise the necessary funding to ensure program success.

District and International Projects

This subcommittee shall guide activity of district and international projects approved by the club.  A chairperson and at least one other person shall be appointed to oversee each activity.

Section 7 – Nominating Committee

The Nominating Committee shall be responsible for establishing candidates for officers and directors of the club. The committee shall be chaired by the immediate past president and shall include the president-elect, vice president, and four at-large members elected at a club assembly before the end of October each year.  The at-large members shall often be past presidents A slate shall be developed and presented to the club at a club meeting at least one week prior to the club’s annual meeting (December).   Nominations from the floor shall be accepted, if offered, at the annual meeting.

Article 11  Leave of Absence

Upon written application to the Board, a member, setting forth good and sufficient cause, may request a leave of absence excusing him/her from attending the meetings of the club for a specified length of time.   A leave of absence shall normally be for 3 months.  One additional 3 month leave in a given 12 month period may be approved by the board.  This may be repeated annually with the approval of the board.

Article 12   Finances

Section 1 – The fiscal year of this club shall extend from 1 July to 30 June.  As described in Article 6, a portion of membership dues shall be applied to RI per capita dues and subscriptions to the official RI magazine.  The payment of RI per capita dues and official RI magazine subscriptions shall be made on 1 July and 1 January of each year on the basis of the membership of the club on those dates.

Section 2 – Prior to the beginning of each fiscal year, the board shall prepare a budget of estimated income and expenditures for the year which shall stand as the limit of expenditures for these purposes, unless otherwise ordered by action of the board.  It is encouraged that the budget be broken into two separate parts: one respecting club operations and one respecting charitable/service operations. 

Section 3 – The treasurer shall deposit all club funds in a bank named by the Board. There shall be a minimum two board members with signature authority for each bank account.

Section 4 – A thorough review of all financial transactions by a qualified person shall be made once each year.

Section 5 – Officers having charge or control of club funds shall give bond, if required by the Board, for the safe custody of the funds of the club, cost of bond to be borne by the club. 

Article 13   Method of Electing Members 

Section 1 – Active members. The name of a prospective member, proposed by an active member of the club, shall be submitted to the Board in writing, through the club secretary who shall make the information immediately available to the orientation committee.  A transferring or former member of another club may be proposed to active membership by the former club. The proposal shall be kept confidential except as otherwise provided in this procedure. 

Section 2 - The Board shall ensure that the proposal meets all the classification and membership requirements of the standard Rotary club constitution. 

Section 3 – The Board shall approve or disapprove the proposal within 30 days of its submission and shall then notify the proposer, through the club secretary, of its decision. 

Section 4 – If the decision of the Board is favorable, one or more members of the Orientation Subcommittee, shall inform the prospective member of the purposes of Rotary and of the privileges and responsibilities of membership, following which the prospective member shall be requested to sign the membership proposal form and to permit his/her name and proposed classification to be published to the club. 

Section 5 – If no written objection to the proposal, stating reasons, is received by the Board from any active member of the club within seven (7) days following publication of the information about the prospective member, that person upon payment of the admission fee shall be considered elected to membership. 

If any such objection has been filed with the Board, the Board shall vote on this matter at its next meeting.  If the Board approves the membership despite the objection, the proposed member, upon payment of the admission fee, shall be considered elected to the club. 

  Section 6 – Following the election, the president shall arrange for the new member's induction, membership card, and new member Rotary literature. The vice president shall assign a long-established member to assist with the new member's assimilation to the club and assign the new member to a club project or function.  In addition, the president or secretary shall report the new member information to RI.

 Section 7 – Honorary members. The club may elect, in accordance with the standard Rotary club constitution, honorary members proposed by the Board.  Honorary members shall be exempt from the admission fee and dues.

Article 14   Resolutions

The club shall not consider any resolution or motion to commit the club on any matter until the Board has considered it.  Such resolutions or motions, if offered at a club meeting, shall be referred to the Board without discussion.

It is understood that members may be impressed by a presentation and request funds or non-financial assistance.  Any member may recommend, publicly or privately, a level of assistance for deliberation and allocation by the board.  However, no action shall be taken before the next meeting of the board.

Article 15   Order of Business

The weekly meeting shall consist of any items that Rotary International requires for each Rotary meeting and any other item as the president deems appropriate.  The order of items to be addressed at each meeting shall be set at the discretion of the president.

Article 16   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 mailed, including emailed, to each member at least ten (10) days before such meeting. 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.