Constitution
Be it known that we, the subscribers, do hereby associate ourselves as a body politic and corporate according to the Laws of the State of South Carolina regulating the formation and organization of non-profit corporations without capital stock, and the following is our Constitution:
Article I
The name of this organization is Columbia Amateur Radio Club, Incorporated, hereinafter referred to as the Club.
Article II
This Constitution and By-Laws are adopted to bring the functions and operations of the Club up to date, superseding and repealing all like instruments including but not limited to the Constitution and By-Laws adopted December 7, 1992.
Article III
The goals of this Club are to:
- Promote interest in amateur radio communications and experimentation
- Provide public amateur radio education through periodic classes
- Relay non-commercial messages by radio without charge
- Further public welfare
- Advance the radio art within the community
- Foster and promote intercommunications by electronic means
- for the personal benefit of members but without pecuniary gain
- Foster education in the field of electronic communication
- Disseminate knowledge and information by electronic means
- Print and publish documents and pamphlets for any of these purposes
Article IV
No part of the assets of the Club shall be the property of any individual member, and all such assets shall be devoted exclusively to the goals outlined in Article III. No member of the Club shall use such membership for personal gain. In the event of dissolution of the Club, all assets shall be liquidated, and all proceeds donated to the ARRL Foundation, Newington, Connecticut.
Article V
The principal office of the Club shall be maintained at the address of the Club radio room or elsewhere as may be determined by a majority of the Executive Committee, provided due written notice shall be given to the membership at least thirty days before any change.
Article VI
The officers of the Club shall be the President, the Trustee, the Vice President, the Secretary, and the Treasurer, who shall be elected or appointed as provided by the By-Laws. The affairs of the Club shall be governed by an Executive Committee consisting of the officers of the Club, The Immediate Past President, and four Directors elected as provided by the By-Laws. All members of the Executive Committee shall be qualified as provided by the By-Laws. No member may serve in two elected positions simultaneously.
Article VII
The Club shall have one or more classes of membership as provided by the By-Laws. The By-Laws shall provide the privileges, requirements, and qualifications for membership in such classes.
Article VIII
These Articles may be amended by a two-thirds vote of all voting members of the Club or, provided due notice of the proposed amendment shall have been posted on the website or emailed at least thirty days before the regularly scheduled meeting of the Club at which such proposed amendment is to be voted upon, by a two-thirds vote of the voting members present at such meeting, provided a quorum as defined in the By-Laws is present.
Due notice for the modification of the Constitution shall be made known to members of the club through the preceding monthly meeting, announcements on the weekly radio nets, and the club’s website at least thirty days in advance of the action taken.
Duly adopted this 5th day of April 2010 by a majority vote of attending members.
Columbia Amateur Radio Club, Inc.
By:
David Huddleston KI4LKG, Secretary
Ronnie Livingston W4RWL, President
Signatures on file
Bylaws
2023 CARC Bylaws Adopted September 11, 2023
MEMBERSHIP
1. Under Article VII of the Club Constitution, the following are Columbia Amateur Radio Club memberships and their requirements and benefits: Full Member, Family Membership, and Associate Member.
1.1. Full Member: A Full Member shall hold an amateur radio operator’s license recognized by the United States of America, and each such member shall have one vote.
1.2. Family Membership: Family Membership shall include Full Membership privileges for all immediate family members who hold an amateur radio operator’s license recognized by the United States of America, and each such member shall have one vote. The immediate family includes all members living in the same household listed with the primary member.
1.3. Associate Member: An Associate Member may be interested in the amateur radio hobby and does not hold an amateur radio operator’s license recognized by the United States of America. Each Associate Member will not have voting privileges but can participate in all Club discussion topics and events.
2. One year of membership dues will be waived for a new member who wishes to join the Club within sixty (60) days of receiving their first FCC Amateur Radio License. The Executive Committee will also be able to waive a member’s dues. A list of all waived dues will be provided to Club members each month at the regularly scheduled monthly Club meeting.
3. Annual membership dues are payable and due when a member joins the Club and annually thereafter by the end of their anniversary month. If a membership lapses and is renewed within 12 months of the expiration month, the membership is renewed one year from the expiration month, not the payment date.
3.1. The Executive Committee shall set the annual due amount before the end of the fiscal year and must be approved by a two-thirds vote of the voting members present at a regularly scheduled monthly Club meeting.
4. The Club may levy a special assessment per full member and family membership, deemed necessary for the furtherance of Club purposes established in Article III of the Club Constitution. A request for such a special assessment shall originate only from the Executive Committee.
4.1. Due notice by email, the Club website, and/or postal mail stating the amount proposed, justification and deadline for payment shall be posted and/or sent to all voting members at least thirty (30) days before a regularly scheduled monthly Club meeting at which such assessment is to be voted.
4.2. An affirmative vote of at least two-thirds of voting members present at a regularly scheduled monthly Club meeting shall be required to approve such assessment.
4.3. If any Full Member or Family Membership does not pay the approved assessment, such members would not be entitled to voting privileges until the assessments are paid in full.
5. Members whose dues are in arrears shall be carried on the Club roster ninety (90) days past their renewal date, whereupon membership shall automatically terminate. Reinstatement shall only be provided for new members in Section 1 of the Bylaws.
6. Any member may be expelled from the Club for committing actions inconsistent with the Club Constitution, By-Laws, or policies that damage, threaten, or jeopardize the Club.
6.1. Such expulsion will be based upon a two-thirds vote of the voting members present at a regularly scheduled monthly Club meeting. All members will be notified by club email thirty (30) days before the meeting.
6.2. The member to be expelled must be given due written notice mailed to their last known address via Certified Mail with Return Receipt at least thirty (30) days in advance and must have an opportunity to be heard at the meeting.
6.3. If membership has been terminated for any reason given in Section 6 of the Bylaws, the individual may reapply for membership after 180 days. The member will be reinstated by receiving a two-thirds affirmative vote of voting members at a regularly scheduled monthly Club meeting.
OFFICERS
7. All Officers and Directors of the Club shall be voting members and shall have held such membership for at least six (6) months before election or appointment to office. All Officers shall not be under eighteen (18) years of age. No more than one member of a family household may hold an Officer or Director position.
8. Each Officer or Director may serve and continue in office until a successor has been elected or appointed, except as Section 25 of the Bylaws provides.
9. All Officers and Directors shall serve without compensation except for reasonable and necessary expenses incurred as part of their duties, per approval of the Executive Committee.
10. The President shall preside over all meetings of the Executive Committee and of the Club, shall be subject to instructions from the Executive Committee, shall be the official spokesperson for the Club, shall co-sign with the Treasurer all checks in amounts of $50.01 and greater, shall execute all official documents adopted by the
Club and shall perform all other duties customarily of the office. He/She or his/her appointee shall represent the Club in its relationship with public and governmental agencies.
11. In the absence or disability of the President, the Vice President shall act in the President’s stead.
12. The Secretary shall record the proceedings of all meetings of the Executive Committee and the Club, shall submit a summary of the proceedings at each monthly Club meeting, which will be made available for Club members on the Club’s website, shall maintain the Club’s archives, shall maintain the corporate status of the club shall file all non-financial reports and certificates that may be required of the Club by the laws of the State of South Carolina and shall perform all other duties customarily of the office, or the President may assign that.
13. The Treasurer shall receive all monies due the Club, depositing such in the name of the Club in a depository specified by the Executive Committee, shall draw and co-sign with the President checks in payment of obligations in amounts of $50.01 or greater known to be proper and authorized by the Executive Committee, shall draw and sign alone checks in payment of obligations that occur regularly in amounts of $50.00 or less known to be proper and authorized by the Executive Committee.
13.1. The Treasurer shall also provide updates at monthly Club meetings with summary account information made available for members on the Club’s website, file any appropriate financial reports with state and/or federal government, shall supervise and invest any surplus funds of the Club prudently with the approval of the Executive Committee, and shall perform all other duties customarily of the office or the President may assign that.
14. The Trustee shall be responsible for the inventory, care, and maintenance of all Club property, including but not limited to the Club’s communications equipment, and shall ensure that all operation of Club communication equipment is per all rules and regulations of the Federal Communications Commission and with normal amateur practice, shall make recommendations to the Executive Committee and the Club on such operation and maintenance, shall be reimbursed for all reasonable expenses associated with such duties, shall make monthly reports to the Club on the operation of the Club’s equipment, and shall perform all other duties customarily of the office or the President may assign that.
EXECUTIVE COMMITTEE
15. The Executive Committee shall be constituted as provided in Article VI of the Club Constitution. Election shall be included in Sections 22 through 26 of the Bylaws.
16. The Executive Committee shall hold an open meeting at least monthly at a time, place, and manner designated by the President. The President or a majority of the members of the Executive Committee may call a special meeting of the Executive Committee at any time. The Secretary shall notify each member of the Executive Committee at least seven (7) days before such meeting. A majority of the members of the Executive Committee shall constitute a quorum for any meeting of the Executive Committee.
CLUB MEETINGS
17. The Club shall meet regularly on the first Monday of each month. Meetings on federal and state holidays will be rescheduled for the following Monday. The meeting will be held in the vicinity of Columbia, South Carolina, at a time, place, and manner designated by the Executive Committee and will make such notices as appropriate.
18. A quorum, determined by roll call, shall consist of one-tenth of the voting members of the Club. If a quorum is not present at a regular or special meeting, the only official action that can be taken is to adjourn.
19.No matter deemed substantive by the presiding officer may be voted upon, although it may be introduced and debated unless it has been presented at the monthly Club meeting and placed on the Club’s website at least thirty (30) days before the meeting at which the matter is to be voted upon. The President’s decision may be overruled only by two-thirds of the eligible voting members present; in this case, the matter must be acted upon within the next two consecutive regularly scheduled monthly Club meetings.
20. The President must call special meetings of the Club upon written petition of at least twenty-five percent of the full members. Such a meeting shall be held within fifteen (15) days after the presentation of the petition. The Secretary shall ensure due notice is posted on the Club website, sent by email, and social media to the membership of the time, place, manner, and subject at least ten (10) days in
advance of such a meeting.
21. The provisions of Robert’s Rules of Order shall prevail on questions of order or procedure not covered by the By-Laws and/or Club Constitution.
ELECTIONS
22. Annual elections shall be held at the Club meeting in November. At this meeting, the membership shall elect the President, the Trustee, the Vice-President, the Secretary, the Treasurer, and two directors.
22.1. Nominations shall be made by a Nominating Committee appointed by the Executive Committee and presented by the President. Nominations shall also be solicited from the floor at the October meeting, and a list of potential Candidates for office shall be published on the Club’s website fourteen (14) days before the November meeting, during which elections will occur.
22.2. Club members who cannot attend the November meeting in person may request an absentee ballot from the Club Secretary. The ballot must be received at the Club post office box before the November meeting, and the rear of the envelope must have the member’s signature.
22.3. At the November regular Club meeting, additional nominations will be solicited from the floor before voting. Additional nominations will be vetted against the current Club roster.
22.4. The vote shall be by in-person secret ballot of verified members in good standing and tabulated by at least three disinterested members. Absentee ballots of members in good standing will be authenticated against the Club roster and checked against Club members who are present.
22.5. After confirmation of the absentee ballots, the ballot envelope will be opened, and the ballot will be included with all secret ballots taken during the meeting. The candidate receiving the majority of valid votes will be declared the winner. Without a majority, the two candidates with the most votes shall participate in a run-off election at that meeting.
23. Elected and appointed Officers and Directors shall take office on the first day of the following year. To facilitate the transition of leadership, all newly elected Officers and Directors will be invited to all meetings for the remainder of the current calendar year.
24. Directors shall serve terms of two years. Two shall be elected in the even-numbered years, and two shall be elected in the odd-numbered years. If more than two positions are vacant, those elected shall draw straws to determine who shall serve one-year terms.
25. In the event of a vacancy in any elected office, whether by resignation, removal, or lack of a willing nominee, the Executive Committee, by a majority vote, shall appoint a qualified member to such office. At no time shall any member of the Executive Committee have two or more votes, such as that given him or her by proxy for
another member.
26. An Officer or Director may be removed from office before the expiration of his or her term of office by a vote of two-thirds of the voting membership present at a regular or special meeting called for such a purpose. Any voting member of the Executive Committee may make a motion for such removal.
26.1. An Officer or Director position shall be considered vacant if the holder is absent from three (3) consecutive Executive Committee or Regular Club meetings or five (5) such meetings in one calendar year.
OTHER MATTERS
27. With the approval of the rest of the Executive Committee, the President may appoint such committees as may be needed for the proper operation of the Club. Such committees shall serve at the pleasure of the Executive Committee.
28. The Club shall maintain an official website which will provide a forum for Club information such as meeting minutes, financial reports, upcoming elections/nominees, training opportunities, Club activities, and notice of any impending action required by the By-Laws.
29. The Club shall indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending, or completed action, suit, or proceeding, whether civil, criminal, administrative, or investigative (other than an action by or in the right of the Club) because he or she is or was a director, officer, employee or agent of the Club, or is or was serving at the request of the Club as a director, officer, employee or agent of another Club, partnership, joint venture, trust or other enterprise against expenses (including attorneys’ fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by him or her in connection with such action, suit or proceeding if he or she acted in good faith and in a manner he or she reasonably believed to be in or not opposed to the best interests of the Club and, concerning any criminal action or proceeding, had no reasonable cause to believe his or her conduct was unlawful. The termination of any action, suit, or proceeding by judgment, order, settlement, conviction, or upon a plea of nolo contendere or its equivalent shall not, of itself, create a presumption that the person did not act in good faith and in a manner which he or she reasonably believed to be in or not opposed to the best interests of the Club and that he or she had reasonable cause to believe that his or her conduct was unlawful.”
30. These By-Laws may be amended by a two-thirds vote of all voting members of the Club or, provided due notice of the proposed amendment, shall have been posted on the website or emailed at least thirty days before the regularly scheduled meeting of the Club at which such proposed amendment is to be voted upon, by a two-thirds vote of the voting members present at such meeting.
Duly adopted this 11th day of September 2023 by a majority vote of attending members.
Columbia Amateur Radio Club, Inc.
By:
Dan Cunningham K9DBC, Secretary
Jim Lathan W4JLP, President
Signatures on file
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