Bylaws

ARTICLE I

NAME

The name of the Club shall be Brooklyn Democrats for Change.

ARTICLE II

PURPOSES

The purposes of the Club shall be:

  1. To provide an independent Democratic organization in Bay Ridge, Bensonhurst, Dyker Heights, Fort Hamilton, Bath Beach, Gravesend, and immediately adjacent communities;
  2. To encourage the participation of all people in the affairs of the Democratic Party;
  3. To seek and to support candidates for public and party office of ability and integrity, who are dedicated to public service;
  4. To promote measures designed to serve all the people;
  5. To further the appointment of qualified public officials and employees without regard to political sponsorship;
  6. To increase the interest and participation of all citizens in the political and civic affairs of our community;
  7. To maintain liaison with other like-minded organizations;
  8. To involve people in important social issues concerning our communities;
  9. To improve the administration of public services; and
  10. To advocate constructive programs and activities for our communities.

ARTICLE III

MEMBERSHIP

  1. Qualifications: Any person, at least sixteen years of age, shall be eligible for membership, who subscribes to and desires to further the purposes of the Club as set forth in Article II, hereof.
  2. Dues: The Board of Directors shall determine dues subject to the approval of the membership. All dues shall be due and payable annually on the date of the each Annual Meeting of the Club, provided, however, that any person first becoming a member after the first day of October in any year shall remain a member in good standing for the next succeeding calendar year without the payment of additional dues. Members in default in payment of dues on or after the first day of April of any year shall cease to be members in good standing until such default has been cured. The ability to cure shall expire the first day of July in that same year. Members should be given notice of their prospective loss of membership one month prior to their cut-off date (April 1).

ARTICLE IV

BOARD OF DIRECTORS

  1. Authority: The Board of Directors shall serve as the administrative and governing body of the Club.
  2. Members: The Board of Directors shall consist of the six elected Officers and six Directors at large.
  3. Rotation of Terms: One half of the Officers and one half of the Directors at large shall be elected at each Annual Membership Meeting for a term of two (2) years. The President, First Vice President and Second Vice President, as well as three Directors at large shall be elected in even numbered years for terms beginning in the coming odd numbered year. The Corresponding Secretary, Recording Secretary, and Treasurer as well as three Directors at large shall be elected in odd numbered years for terms beginning in the coming even numbered year.
  4. Qualifications: Board members shall be members in good standing for at least 60 days, are at least eighteen (18) years of age, actively registered voters in the Democratic Party in Kings County NY.
  5. Ex officio Members: The Board may at its discretion appoint Party Officials, or Public Officials as ex officio members of the Board without a vote.
  6. Quorum: At least half of the voting members shall be present to constitute a quorum.
  7. Political Action Questions: The Board of Directors shall study and recommend questions involving political action. Such questions shall include but not be limited to the Club position on legislation and community issues. All recommendations brought forth by the Board of Directors shall be referred to the General Membership. However, when in the opinion of the Board of Directors, there exists an emergency, and it becomes necessary to take immediate political action and it is not feasible to await a General Membership Meeting before taking such action, the Board of Directors shall have the power to take such action. For purposes of this paragraph endorsement of candidates for political or party offices shall never be deemed an emergency.
  8. Vacancies: The Board of Directors shall have the power to fill any vacancy on the Board of Directors, except for the Office of President, until the next Annual Membership Meeting, when an election shall be held to fill the seat for the remainder of the term.
  9. Expenditures: No expenditure, other than ordinary and necessary expenditures for rent, postage or utilities, in excess of two hundred dollars ($200.00) shall be made without the prior approval of the Board of Directors or the general membership at a regularly scheduled meeting where the call of the meeting contained the particulars of the proposed expenditure. The Treasurer shall render a financial report at each membership meeting and periodically at Board of Directors meetings.
  10. Reports to the Membership: The Board of Directors shall report to the General Membership at each General Membership Meeting.
  11. Meetings: The Board of Directors shall meet at least quarterly throughout the year. The Meetings shall be held with at least seven days notice on dates, and an agenda shall accompany the Meeting notice. In cases of emergency, the President may call the Board of Directors together with only twenty-four (24) hours notice. A number of the Board of Directors sufficient to constitute a quorum of the Board may compel a Board meeting by executing a petition and serving said petition upon the Corresponding Secretary by personal service or through the U.S. Mails with confirmation of mailing. Within nine days of receipt of said petition by the Corresponding Secretary, the President shall issue a call of the Board meeting, which meeting shall occur within seven days of said call. The petition shall set forth the items to be considered at said Board meeting and the agenda of said meeting is restricted to consideration of those items.
  12. Open Meetings: All meetings of the Board of Directors for the purpose of transacting business shall be open to the General Membership.
  13. Removal for Nonattendance: The position of any member of the Board of Directors who misses three (3) regularly scheduled consecutive meetings of the Board without excuse shall be vacated.
  14. Only Board Members may participate in discussion and vote at Board meetings.  Members who are not elected to the Board of Directors will be allowed to speak subject to a unanimous vote of the Board of Directors who are present.

ARTICLE V

OFFICERS

  1. Officers: The officers of the Club and their order of succession to the Presidency shall be President, First Vice President, Second Vice President, Treasurer, Corresponding Secretary, and Recording Secretary.
  2. Qualifications for Officers: Any member in good standing for at least one year as of the time of assuming office, and at least eighteen (18) years of age and who is an actively registered voter in the Democratic Party in Brooklyn NY, may serve as an Officer, provided that the member is not a paid public official or an elected State Committee Man or Woman.
  3. Term Limits of Officers: The President shall not serve more than two (2) consecutive full terms nor be eligible for the office of either of the Vice-Presidents at the election held upon the expiration of his or her term.
  4. Vacancy: If the office of the President shall become vacant during the regular term, the next available officer in order of succession shall become President.

ARTICLE VI

DUTIES OF OFFICERS

  1. The President will preside at all Meetings and will represent the Club. In consultation with the Board of Directors members, the President will set the dates, times, places, and agenda of the Board of Directors meetings and the Annual Meeting except that the Board of Directors may compel a Board meeting and its agenda pursuant to the provisions in Article IV (k). The President will appoint committee members and submit an annual report to the Association. The President, with the help and support of the Board of Directors, will promote the growth and development of reform Democratic politics within the Association.
  2. The First Vice President and Second Vice President shall assist the President in the above duties.
  3. The Recording Secretary shall keep the records of the Association and manage official documents. The Recording Secretary will make available copies of the minutes to all members. The Recording Secretary will maintain the record books that contain the Articles of Incorporation and Bylaws, special rules of order, standing rules and previous meeting’s minutes along with any amendments to these documents and shall have these record books available at every meeting. Within thirty (30) days of leaving office, the Secretary will transfer all records to the incoming Secretary.
  4. The Corresponding Secretary will keep membership records of the Association. The Corresponding Secretary will distribute a written notice of all meetings to all Members of the Club. In consultation with the President and Board, the Corresponding Secretary will answer all letters and invitations addressed to the Club. The Corresponding Secretary may not speak in writing or otherwise on policy matters or endorsements without the permission of the Club and/or its membership.
  5. The Treasurer shall be the Chief Financial Officer of the Association, and shall supervise all accounts, financial reports, and fiscal procedures.

ARTICLE VII

MEETINGS

  1. Annual Meeting: There shall be an Annual Meeting of the Club at which the membership shall elect the Board of Directors. The Annual Meeting shall be held in December of each year.
  2. Other Meetings: Meetings of the General Membership may be called at any time by the President, the Board of Directors or upon the written request of ten members in good standing.
  3. Notice: All members shall be given at least five days written notice of all meetings of the General Membership. Notices shall state time, place and proposed agenda of meeting.
  4. Quorum: Ten members in good standing or ten percent (10%) of the General Membership, whichever is less, shall constitute a quorum for the transaction of business.
  5. Voting: Except as otherwise provided in these Bylaws, all questions shall be decided by a majority of those voting. All votes shall be cast in person and not by proxy. Each member in good standing, who has been a member since at least sixty (60) days prior to the meeting, shall be entitled to vote.

ARTICLE VIII

ELECTIONS

  1. Nominating Committee: At a General Membership Meeting at least two meetings prior to the Annual Meeting, a Nominating Committee of five voting members in good standing shall be named. Three members of this committee will come from the floor of the membership, and the Board of Directors will appoint the other two members. At the General Membership Meeting at least one meeting prior to the Annual Meeting, the Nominating Committee will report to the General Membership Meeting. The report shall list the nominees and also state that each nominee has accepted such nomination.
  2. Nominations from the Floor: At the General Membership Meeting, at which the Nominating Committee reports, any member of the Club in good standing may nominate candidates from the floor. Nominations shall not require a second. A member of the Nominating Committee will chair this portion of the meeting. A candidate need not be present to accept the nomination, but the nominator shall provide at the time of the meeting a written statement of acceptance from the candidate. Once nominations are closed, only the candidates recommended by the Nominating Committee or those nominated from the floor shall be listed on the ballot at the Annual Meeting. Nominations shall be reopened at the Annual Membership Meeting only in the event of a vacancy, for which no one has been nominated.
  3. Notice of Election: The Corresponding Secretary shall send a notice informing members of all nominated candidates before the meeting in which the Nominating Committee delivers its report, and opens nominations from the floor. The Corresponding Secretary shall also send all members a revised list of nominations including any nominations from the floor prior to the Annual Meeting in January.
  4. Voting: Voting shall take place as indicated in Article VII (e) except that Members-at-Large shall be elected by plurality. Voting for contested positions shall be by secret ballot.

ARTICLE IX

ENDORSEMENT OF CANDIDATES

  1. Candidates: All Democratic candidates running for office in a district located within the set boundaries of the Club, are welcome to seek our endorsement for public or party office. The Board of Directors will do its best to invite all likely candidates to an endorsement meeting to be held before the election.
  2. Simple Majority and Two Thirds Majority Rule: A simple majority vote of those votes cast for a position for public or party office shall qualify a Democratic candidate for endorsement. A two-thirds (2/3) majority vote of those votes cast for public or party office shall qualify a Non-Democrat for endorsement.
  3. Voting: Voting procedures shall follow these Bylaws. "No Endorsement" shall be one of the choices permitted on such ballots.
  4. Instant Run-off Voting – IRV: In the event that more than one candidate appears on the ballot for a public or party office, instant run-off voting (IRV) shall be used. Each member who is present at the endorsement meeting may indicate his or her preference on a ballot by numbering the candidates, or the category "No Endorsement:" "1", "2", "3", etc. If neither a candidate nor the category "No Endorsement" receives a majority of the "1" votes on the first count, the ballots for the candidate (or candidates in the event of a tie) with the least number of "1" votes shall be eliminated from the original vote tally and the number "2" choice on those ballots shall be added to the tally. Thereafter, the votes for candidates other than the eliminated candidate(s) on ballots on which the eliminated candidates appeared as number "1" shall be redistributed. If no candidate receives a majority vote on the First Run-Off, then this process shall be repeated; that is, ballots for the candidate(s) with the least amount of "2" votes shall be eliminated from the tally and the "3" votes on those ballots shall be added to the tally. This process shall be repeated in successive run-offs until either a candidate or the category "No Endorsement" receives a majority of the votes. If this process does not result in a candidate or the category "No Endorsement" receiving a majority of the votes cast for an office, the Club shall make no endorsement for said office. The category "No Endorsement" shall be retained throughout the process and shall not be eliminated.

ARTICLE X

EXPULSION

Any member may be expelled from the Club for actions harmful to the goals of the organization according to the procedures of Robert’s Rules of Order, most recent edition.

ARTICLE XI

AMENDMENTS

These Bylaws may be amended in either of two ways.

  1. Through the Board of Directors and the General Membership: The Board of Directors may propose amendments to these Bylaws provided that the motion to amend carries with an absolute majority of the Board. The Corresponding Secretary shall mail the proposed amendments with the Meeting Notice for the next regularly scheduled General Membership Meeting. A majority of those present and voting shall be sufficient to amend.
  2. Through the General Membership: An amendment to these Bylaws from the General Membership shall be acted upon at two consecutive regularly scheduled General Membership Meetings. At the first meeting, a proposal to amend may be made and shall be carried by a majority of those present and voting. The Corresponding Secretary shall mail the proposed amendment with the Meeting Notice for the next regularly scheduled General Membership Meeting. At that meeting, the proposal may be carried by a majority of those present and voting.

ARTICLE XII

ROBERT’S RULES

Robert’s Rules of Order, most recent edition, shall be used except in such instances as these Bylaws may indicate otherwise.

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