Bylaws of the Fayetteville Republican Women’s Club

ARTICLE I

NAME

The name of the organization shall be the Fayetteville Republican Women’s Club, hereinafter known as FRWC.

ARTICLE II

OBJECTIVES

A.  To increase the effectiveness of women in the cause of good government.

B.  To promote an informed public through political education and activity.

C.  To foster and encourage loyalty to the Republican Party and to promote its principles and ideals.

D.  To work for Republican candidates in all elections including non-partisan elections.

E.  To support the objectives of the Republican National, State, and Central District Executive Committees,
and to work for the election of Republican Party candidates.

F.  To promote cooperation among the National and North Carolina Federation of Republican Women and the Fayetteville Republican Women’s Club.

ARTICLE III

MEMBERSHIP AND DUES

Section 1. ELIGIBILITY

A.  Membership in the FRWC shall be open to any registered Republican woman who accepts and
advocates the objectives of this FRWC.

B.  Associate Membership:  Republican women, who are regular members of another club and who wish to support the FRWC, may upon payment of the required annual dues, be eligible to be an associate member.  Such members may attend meetings, but can not vote,  make motions, have a voice, be on a committee, hold office, or be counted for the purpose of determining the number of delegates to state or national      meetings or conventions.

C.  Associate Membership:  Republican men who are registered Republicans who wish to support the Fayetteville Republican Women’s Club may be eligible for associate membership upon payment of required annual dues.  Such members may attend meetings, but cannot vote, make motions, have a voice, be on a committee, hold office, or be counted for the purpose of determining the number of delegates to state or national meetings or conventions.

D.  Honorary Life Members of the FRWC shall be recommended by the Awards Committee.

Section 2. DUES

A.  The cost of dues for regular and associate members shall be decided by the Board of Directors. Dues are payable on January 1st of each year. Dues in the FRWC also include membership in the NCFRW and NFRW.

B.  Dues paid by any member joining the FRWC for the first time after November 1st shall include membership through the following year.

ARTICLE IV

SPECIAL CALLED MEETINGS

Section 1. REGULAR

The regular meetings of the FRWC shall be held on the second Thursday of each month unless conflicting circumstances arise and the meeting date must be changed.

Section 2. SPECIAL

Special meetings may be held at the call of the President when deemed necessary; the purpose of the meeting is to be stated in the call, and no other business may be transacted.

Section 3. QUORUM

Twenty five percent of the regular membership in attendance shall constitute a quorum, which is necessary to conduct business, for all regular and special meetings.  There shall be no proxy voting.

Section 4. BUSINESS MEETINGS

Only members of the Fayetteville Republican Women’s Club may attend business meetings of the FRWC.  Republican candidates are exempted.  Dispensation may be authorized by the President for acceptable cause.

ARTICLE V

OFFICERS AND THEIR DUTIES

Section 1. OFFICERS

The officers of the FRWC shall be a President, 1st Vice President, 2nd Vice President, Secretary, Treasurer, and Assistant Treasurer.  Each officer must be an active member in good standing of the Club.

Section 2. TERMS OF OFFICE

A.  The officers of the FRWC shall be elected at the November meeting for a term of one year and installed at the December meeting.

B.  No officer is eligible to serve more than four consecutive terms in the same office unless she has completed the un-expired term of her predecessor.

Section 3. DUTIES OF OFFICERS

A.     The duties of the President shall be:

1.  To preside at all meetings of the FRWC and the Board of Directors.
2.  To represent the FRWC at all times or to designate a member of the Executive Committee as a representative in her absence or inability to do so.
3.  To appoint chairmen of such special committees as may be deemed necessary to carry out the programs of the FRWC.
4.  To appoint a Parliamentarian, a Chaplain, an Auditor, and a Historian.
5.  To serve as an ex-officio member of all committees except the Nominating Committee.
6.  To appoint a representative to act as liaison between the FRWC and the local County Party for coordination of Party efforts.
7.  To sign checks (in emergency and with the vote of a majority of the Board of   Directors) upon the inability of the Treasurer or Assistant Treasurer to do so.

B.  The duties of the 1st Vice President shall be:

1.  To perform the duties of the President in her absence.
2.  To familiarize herself with the bylaws, procedures, and policies of the FRWC and all its committees.
3.  To attend all meetings of the FRWC.
4.  To perform other duties as may be assigned by the President.
5.  In the event of the death of the President, the 1st Vice President becomes the President until the next regular election of the FRWC.

C.  The duties of the 2nd Vice President shall be:

1.  To preside in the absence of the President and 1st Vice President.
2.  To serve as Chairman of the Bylaws Committee, and to keep a copy of the Bylaws on hand at all times.
3.  To perform other duties as assigned by the President.
4.  In the event of the death of the President, the 2nd Vice President becomes the 1st Vice president until the next regular election of the FRWC.

D.  The duties of the Secretary shall be:

1.  To preside in the absence of the President, 1st Vice President, and 2nd Vice President.
2.  To record and keep the minutes of the FRWC business meetings, and to make the minutes            available to any regular member upon request.
3.  To keep a record of attendance at all Board of Directors meetings and Executive Committee and FRWC meetings.
4.  To handle all the correspondence of the FRWC.
5.  To perform other duties as assigned by the President.

E.  The duties of the Treasurer shall be:

1.  To be custodian of all funds of the FRWC, and to pay all bills upon receipt of same.
2.  To keep an accurate account of all funds, receipts, and disbursements.
3.  To send dues notices to members who have not paid their dues by January 31st of each year.
4.  To provide an annual audit with the approval of the Board of Directors.
5.  To be responsible for paying FRWC dues to the NCFRW as stipulated by the NCFRW bylaws.
6.  To submit reports as required by the NCFRW and the NC Board of Elections.
7.  To prepare an annual budget with the assistance of the President which shall be presented to the Board of Directors in January and submitted to the FRWC members in February for approval.
8.  To keep attendance at general meetings of the FRWC.
9.  To perform other duties as may be assigned by the President.

F.  The duties of the Assistant Treasurer shall be:

1.  To serve in the absence of the Treasurer.
2.  To perform other duties as may be assigned by the President and/or Treasurer.

G.  Contracts – The President, with either the 1st Vice President or the Treasurer, shall have the authority to sign contracts on behalf of FRWC.

Section 4. VACANCIES

A.  A vacancy in an elective office, except upon the death of the President, shall be filled by election by the Board of Directors at the meeting following the vacancy.  Notice of such vacancy shall be given to the members of the Board of Directors with the notice of the meeting.  (See Article V:  Section 3:  B: 5, and Section 3: C: 4.)

Section 5. RESIGNATION FROM OFFICE

A.  Should any FRWC officer or Board member file for election to public office, she must temporarily step aside until after the election.
B.  If any FRWC officer advocates a split ticket or supports a candidate running on an opposition ticket, she must immediately resign her office/position.
C.  Such vacancy shall be filled in accordance with Article V, Section 4, of the Fayetteville Republican Women’s Club bylaws.

Section 6. RECORDS

Each officer shall keep a portfolio of her duties, records, files, and properties which shall be passed on to her successor within thirty days of retirement from the position unless otherwise directed by the President or the Board of Directors.

ARTICLE VI

EXECUTIVE COMMITTEE AND BOARD OF DIRECTORS

Section l. EXECUTIVE COMMITTEE

A.    Membership – The membership of the Executive Committee shall be the elected FRWC Officers:  The President, the 1st Vice President, the 2nd Vice President, the Secretary, the Treasurer, and the Assistant Treasurer.

B.    Duties –

1.  To construct a plan of action for the FRWC.
2.  To recommend to the Board of Directors the annual budget and the program of action.
3.  To review and update job descriptions for all committees.
4.  Contracts made in the name of the FRWC must be approved by a 2/3rds vote of the Executive Committee.
5.  To assist and advise the President in appointing Committee Chairmen.
6.  Remove for cause, at the discretion of the Executive Committee, from membership or any office or position of any kind, by 2/3rds vote, any member or officer of the FRWC.  Cause for such removal shall include failure or refusal to support policies and/or objectives of the FRWC or any act intended to cause or having the effect of causing damage to the FRWC, or its members, and the reputation thereof.

C.  Meetings – The Executive Committee shall meet at least quarterly at the call of the President.

D.  Quorum – Four members shall constitute a quorum for all meetings of the Executive Committee.

Section 2. BOARD OF DIRECTORS

A.  Membership

1.  The Board of Directors shall be composed of the Executive Committee, all standing Committee Chairmen and the immediate Past President.
2.  The voting membership of the Board of Directors shall be the Executive Committee, and all Chairmen of the Standing Committees.  The Past President shall be a voting member only for the 1st year of that position.  Non-voting members on the Board of Directors shall be the immediate Past President (except for the 1st year), Parliamentarian, Chaplain, Auditor, and the Historian.
3.  If an appointee holding a non-voting position on the Board of Directors concurrently holds a voting position, she shall be entitled to vote.

B.  Duties –

1.  To serve as the governing body of the FRWC.
2.  Approve and adopt an annual budget and a program of action.
3.  To elect delegates and alternates who have been in good standing of the FRWC for at least forty-five days to the NCFRW and NFRW conventions.

C.  Meetings –

1.  The Board of Directors shall meet prior to each regular meeting of the FRWC. Notice of the date, time and place of the meeting shall be given to each Board member one week in advance of the meeting.
2.  Special called meetings of the Board of Directors may be called by the President or three (3) members of the Executive Committee with the knowledge of the President, upon three (3) days notice in which the proposed business or purpose is stated, and during such meeting, only that stated business or purpose may be discussed.
3.  Quorum – Five members of the Board of Directors constitute a quorum for all meetings of the Board of Directors.  The Quorum must include at least three (3) elected officers.
4.  Proxies – There shall be no proxy voting.

ARTICLE VII

COMMITTEES

Section 1.  STANDING COMMITTEES

A.  The standing committee of this club shall be: Bylaws, Campaign, Fund Raising, Membership, Program, Public Relations and Legislation/Research.  The President shall appoint the chairmen.

B.  Standing committee chairmen shall be appointed for a term of one year and shall be eligible to serve a maximum of four terms.

C.  Each standing committee shall develop and outline programs of action in it’s respective area of responsibility at the first meeting of the standing committee and shall present it’s program to the Board of Directors, and then to the general membership of the FRWC at the meeting following development of the program.

D.  The standing committees shall meet upon the call of their respective chairmen and shall make reports at any regular or special meeting of the FRWC as requested by the President.

E.  The minutes of all standing committee meetings shall be kept.  All committee chairmen  shall deliver all minutes, records, files, and properties of the FRWC to their successors within one month after retiring from office.

Section 2. SPECIAL COMMITTEES

A.  The President may appoint special committees, except the Nominating Committee, deemed necessary to carry out the work of the FRWC and to perform duties not considered the responsibility of any standing committee.

B.  Special committees shall serve for the length of time required to complete their work provided such time is limited to the term of the appointing President.

Section 3. RECORDS

All committees shall deliver all records, files, and properties of the FRWC to their successors or to a FRWC officer designated by the President or the Board of Directors  within thirty days after retiring from office unless otherwise directed by the President or the Board of Directors.

ARTICLE VIII

NOMINATIONS AND ELECTIONS

Section 1. NOMINATIONS

A.  A Nominating Committee of three members shall be elected by the general membership at the regular September meeting of the FRWC.

B.  The Nominating Committee shall submit no less than one nominee for each office in a report to the membership at the October meeting.  The consent of the nominee to serve if elected must be secured in advance.

C.  Nominations from the floor may be made at the November meeting provided the consent of the nominee has been secured in advance.

D.  Only members who maintain an active membership in good standing with this FRWC shall be nominated for elective office.  Members who hold office or committee chairmanships in other Republican women’s clubs are not eligible for nomination.

Section 2. ELECTIONS

A.  Elections shall be held at the regular November FRWC meeting.

B.  Elections shall be by ballot in all cases where there is more than one nominee for that office.  The President shall appoint an Elections Committee of not less than three to count the ballots.  In cases of only one nominee for an office, election may be by voice vote.  A majority of the members present and voting shall constitute election.

ARTICLE IX

PARLIAMENTARY AUTHORITY

The rules contained in ROBERT’S RULES OF ORDER, CURRENT EDITION, shall govern the Club in all cases to which they are applicable and in which they are not inconsistent with these Bylaws.

ARTICLE X

AMENDMENT OF BYLAWS

These Bylaws may be amended by a majority vote of the membership present, having a quorum, at any regular meeting, or special called meeting.  Notice of any change must be given in writing to all regular members present 30 days prior to the meeting.  Any member present but not voting will be counted as a “yes” vote.

FRWC Bylaws Revised March 12, 2009