BY-LAWS OF THE MARYLAND DISTRICT 30 DEMOCRATIC CLUB, INC.
ARTICLE I – NAME
The name of the Corporation shall be the Maryland District 30 Democratic Club, Inc. (hereafter “the Corporation”).
ARTICLE II – PURPOSES
The following are the purposes for which this Corporation has been formed:
1. to uphold the interests and principles of the Democratic Party;
2. to solicit and support Democratic candidates for office; and
3. to encourage participation in elections.
ARTICLE III – MEMBERSHIP
The members of the Corporation shall consist of registered Democrats who have paid their annual dues. Only members who have paid their dues are entitled to:
1. vote on matters before the Corporation; and
2. become a member of the Board of Directors and hold office in this Corporation.
ARTICLE IV – DUES
An annual dues fee shall be 15.00, or an amount as determined by the Board of Directors of the Corporation.
1. Dues will be payable once per year, beginning in January, for the Corporation’s fiscal year;
2. the Corporation’s fiscal year shall begin January 1 and end December 31; and
3. dues shall be waived for elected Democratic office-holders who represent some portion of 30th District of Maryland and who apply for membership in the Maryland District 30 Democratic Club.
ARTICLE V – OFFICERS
The Officers of the Corporation shall be President, Vice President, Secretary and Treasurer. The duties of the Officers shall be as follows:
1. The President shall:
a. preside at all meetings of the members and Board of Directors;
b. serve as an ex-officio member of all Standing Committees except the Nominating Committee;
c. see that all books, reports and certificates, as required, are properly kept and filed; and
d. perform other duties as requested by the Board of Directors.
2. The Vice President shall:
a. assume the duties of the President in the President’s absence;
b. assume the duties of the President should the President leave office before the expiration of his or her term; and
c. assist the President in any way necessary.
3. The Secretary shall:
a. keep the minutes of the meetings of the members and the Board of Directors;
b. be responsible for correspondence of the Corporation;
c. preserve all important documents; and
d. distribute all meeting notices no later than ten (10) days prior to the meeting.
4. The Treasurer shall:
a. collect dues and have the care and custody of all monies of the Corporation;
b. disburse funds of the Corporation as directed by the Board of Directors;
c. maintain a detailed account of receipts and disbursements and render a financial report at the end of the fiscal year or upon the request of the President of the Board of Directors; and
d. submit required reports to federal and state authorities including financial and tax forms.
ARTICLE VI – BOARD OF DIRECTORS
The Board of Directors shall consist of eleven (11) Directors. All Directors shall be members of the Corporation. The Board of Directors shall include:
1. The four Officers of the Corporation, selected from among the Board Members:
a. the President, who shall preside as chairperson;
b. the Vice President;
c. the Secretary; and
d. the Treasurer.
2. Seven (7) other Directors, one of whom shall be the immediate past President, if there is an immediate past President available and willing to serve.
3. To the extent practicable, the Board of Directors and the Nominating Committee shall ensure that, among the eleven members of the Board, the geographic areas of the 30th District shall be represented as follows:
a. at least two Directors from the Broadneck Peninsula;
b. at least two Directors from the City of Annapolis;
c. at least one Director from the Annapolis Neck Peninsula outside of the City; and
d. at least one Director from South County.
4. The Board of Directors shall:
a. control and manage the affairs and business of the Corporation;
b. be empowered to act on important matters requiring immediate action;
c. act in the name of the Corporation only when it shall have been properly convened after due notice of such meeting to all Directors;
d. appoint Chairpersons of Standing Committees, and create from time to time such additional committees and subcommittees as the Board of Directors deems necessary; and
e. meet at least four (4) times each year, or at the call of the President or 2/3 of the members of the Board of Directors.
5. A quorum of the Board of Directors shall consist of six (6) members.
ARTICLE VII – NOMINATIONS, ELECTIONS, TERMS AND VACANCIES
1. Nominations: The Board of Directors shall appoint a Nominating Committee of at least three (3) members which shall submit the names of prospective candidates for the Board of Directors and Officers of the Corporation no later than one month prior to the date of the Annual Meeting, as defined in Article VIII, Section 3. The names of the nominees shall be submitted in the notice of the Annual Meeting.
2. Election of Directors and Officers: The election of Directors and Officers of the Corporation shall take place each year at the Annual Meeting of the Corporation, as defined in Article VIII, Section 3. The Nominating Committee shall submit names of candidates for election as Board members for the class of Board members whose term is ending at the Annual Meeting, as more fully described below. The Nominating Committee shall also submit names of candidates for election as officers of the Corporation, provided, however, that any person nominated to serve as an officer of the corporation must have served as a member of the Board of Directors for at least one year prior to election.
3. Directors' Terms: The terms of members of the Board of Directors of the Corporation shall be for three (3) years (except for initial terms as set out below) with over-lapping terms as follows:
Class A: Four (4) members of the Board shall be elected for a term of one (1) year at the annual meeting in March of 2010, and thereafter elected for terms of three (3) years each, in perpetuity.
Class B: Four (4) members of the Board shall be elected for a term of two (2) years at the annual meeting in March of 2010, and thereafter elected for terms of three (3) years each, in perpetuity.
Class C: Three (3) members of the Board shall be elected for a term of three (3) years at the annual meeting in March of 2010, and thereafter in terms of three (3) years each in perpetuity.
4. Officers' Terms: The terms of office of the Officers of the Corporation shall be for one year.
5. Eligibility to Vote in Election of Board of Directors and Officers: A member of the Corporation shall be eligible to vote at the Annual Meeting in the election for members of the Board of Directors if (a) he or she has paid dues for the current Fiscal Year, and has been a member of the Corporation in any prior Fiscal Year, or (b) if the member has joined the Corporation for the first time in the current Fiscal Year, the member has fully paid membership dues by the membership meeting immediately prior to the Annual Meeting.
6. Vacancies and Removal from Office: A vacancy of the office of the President shall be filled by the Vice President. Other vacancies shall be filled by a majority vote of the Board of Directors. Any Officer or Director may be removed by a 2/3 vote of the Board of Directors.
ARTICLE VIII – MEETINGS
1. Regular Meetings of the Corporation: Regular meetings shall be held at least six (6) times per year. The purposes of the meetings shall include the transaction of business, the education of the members, and the promotion of the objectives of the Corporation.
2. The Board of Directors shall decide the dates, times and locations of meetings.
3. Annual Meeting: The Annual Meeting of the Corporation for the election of Directors and Officers shall take place in March of each year, and shall be for the purposes of electing Directors and Officers and for receiving reports from Members of the Board of Directors and Chairs of the Committees of the Corporation, and such other business as is deemed proper.
4. A quorum for the transaction of business by the Corporation shall be either thirty (30) members of the Corporation in good standing or ten percent (10%) of the members of the Corporation in good standing, whichever is fewer.
ARTICLE IX – COMMITTEES
Committees of the Corporation shall consist of Standing Committees and such other ad hoc committees and sub-committees as the Officers or the Board of Directors deem advisable to create from time to time. A representative of each Standing Committee, ad hoc committee or sub-committee shall, at the request of the President or the Board of Directors, report on the activities of the committee at meetings of the Board or of the general membership. The Standing Committees of the Corporation shall be as follows:
1. Finance Committee: The Finance Committee shall be responsible for the financial affairs of the Corporation, including creating an annual budget and maintaining the financial records of the Corporation. The chairperson of the Finance Committee shall be the Treasurer of the Corporation.
2. Membership and Outreach Committee: The Committee shall be responsible for recruitment, enrollment and maintenance of the membership list. The Committee shall also lead efforts to reach out to all communities in the 30th District so that the membership of the Corporation can, to the extent possible, reflect the goals and interests of all Democrats within the 30th District.
3. Public Relations Committee: The Public Relations Committee shall be responsible for the planning and supervision of public relations for the Corporation, including maintenance of a club website, notification of the press of meeting dates, times and locations.
4. Program Committee: The Program Committee shall be responsible for planning the program for each general meeting of the membership, and for planning the program of any special event scheduled by the Corporation.
5. Campaigns and Elections Committee: The Campaigns and Elections Committee shall be responsible for organizing the resources of the Corporation and the Membership to support Democratic candidates in campaigns and on Election Day. The activities of the Committee may include recruiting and organizing leaders and volunteers to serve as poll watchers and judges, and to work in get-out-the-vote activities, voter registration, canvassing, literature drops, and training for these and other efforts.
6. Committee Chairs: The chairperson of each of the Standing Committees (with the exception of the Finance Committee as described above) and any ad hoc committee or sub-committee shall be appointed by the Board of Directors.
ARTICLE X – ENDORSEMENT OF POLITICAL CANDIDATES
Members are encouraged to work and campaign for any and all Democratic candidates in general and primary elections.
1. The Corporation, with the approval of the membership, may endorse or offer other public support for candidates of the Democratic Party for public office in the General Election.
2. The Corporation shall not endorse candidates for nomination in the Democratic Primary, unless there is only one Democratic Candidate for a position.
ARTICLE XI – RULES OF ORDER
Meetings of the Corporation and of the Board of Directors shall be governed by the Rules of Order contained in Robert’s Rules of Order – Newly Revised, when not inconsistent with these By-Laws.
ARTICLE XII – AMENDMENTS
The By-Laws may be amended, revised or repealed by a 2/3 vote of no less than thirty (30) of the members of the Corporation in good standing or 10 percent (10%) of the members in good standing, whichever is fewer, who must be present at a meeting to take such action. The Board of Directors shall be responsible for presenting any proposed amendment, revision or proposal for repeal, along with notification of the meeting, at least 30 days prior to the meeting at which a vote will take place on the proposed amendment, revision or proposal for repeal.
1. Date of incorporation: June 5, 2005
2. Date By-Laws approved: April 27, 2005