CONSTITUTION AND BYLAWS OF THE SCHENECTADY MUSEUM AMATEUR RADIO ASSOCIATION – Revised 2013
ARTICLE I
Objective
The objective of the Schenectady Museum Amateur Radio Association (also known as SMARA, hereinafter “Association”) is to promote the art, science, history, and operation of amateur radio to the membership, amateur radio community, and to the general public primarily through the operation of the “Henry Primm Broughton Memorial Amateur Radio Station” at the Museum of Innovation and Science in Schenectady (MiSci). The Association shall be bound by the laws of the United States and of the State of New York, notwithstanding any contrary provisions of any agreement or contract to which the Association is or becomes a party.
ARTICLE II
Membership
Section 1. Eligibility
Anyone may apply for membership. (See Section 6) Application for membership must contain a signature of a sponsoring member in good standing. The application for membership, along with the initial dues, shall be given to the treasurer, who shall submit it at the next scheduled Executive Board meeting. A simple majority vote by the Executive Board shall elect membership. A person so elected shall be declared a member of the Association. (See Article V, Section 3) Exemptions from the dues requirement shall be granted by majority vote of the Association.
Section 2. Dues
The annual dues shall be set by the Executive Board, with membership approval, payable in advance on or before September 1st of each year. (See Section 4) The treasurer shall notify any members who are three months in arrears, and those whose dues are not paid within 30 days thereafter shall be dropped from membership in the Association. Membership may be renewed by timely payment of the annual dues and does not require board action.
Section 3. Resignation
Any member desiring to resign from the Association shall submit his/her resignation in writing to the secretary, who shall present it to the Executive Board for action. No member who has resigned may rejoin the Association until any dues in arrears has been paid. Dues shall not be refunded.
Section 4. Membership Categories
Regular membership applies to any person who has paid the full annual dues. Regular members in good standing may make and vote on motions at regular meetings of the Association and may use the club station subject to the policies and procedures established by the Executive Board. A Regular member in good standing may be nominated for any officer position or appointed to any other position for which they are qualified. (see Article V)
Family membership applies to any relative of a Regular member who lives in the same household and has paid the reduced-rate family member dues. Family members shall be granted all of the privileges of Regular membership. In the event that a Family member leaves the Regular member’s household, his or her Family membership status shall remain in force for the remainder of the year for which his or her dues had been paid. After that time, the individual must apply for Regular Membership. A Family member in good standing may be nominated for any officer position or appointed to any other position for which they are qualified. (see Article V)
Section 5. Membership Status
A member is in good standing whose dues are current and who is not on probationary status.
The Board of Directors may vote to move a member to probationary status for working contrary to the interests of the Association, for engaging in any criminal activity in connection with Association activities or business, or for other behavior that reflects poorly on the Association. A member in probationary status shall not be permitted to vote on issues before the Association, and such members in attendance at Regular Meetings shall not count toward a quorum. The Executive Board may place additional restrictions on such member’s status as they deem necessary to protect the Association.
A member who refuses probationary status, or who continues to engage in activities that are not conducive to good standing, shall be removed as a member of the Association. Dues shall not be refunded (see Article II Section 3). A member who is in probationary status at the end of his or her membership term must apply for a new membership (see Section 1).
Section 6. Non-discrimination.
It is the policy of the Schenectady Museum Amateur Radio Association to provide equal opportunity in membership without regard to race, color, sex, religion, national origin, age, or any other physical characteristics that might be protected by laws, regulations, or agreements
that are binding upon the Association.
ARTICLE III
Meetings
Section 1. Definition of Meetings
Regular Meeting – refers to the monthly business meeting to be held at MiSci at a time set by the Executive Board. The annual picnic in August shall constitute the Regular Meeting for that month.
Special meeting – refers to a meeting called by the president, Executive Board, or upon the written request of ten members. The purpose of the meeting shall be stated in the call. Except in cases of emergency, at least three days’ notice shall be given.
Annual Meeting – refers to the meeting in October and shall be for the purpose of electing officers, receiving reports from officers and committees, and for any other business that may arise.
Board Meeting – refers to the meeting of the Executive Board on a date selected by the Board each month. The Board shall notify all members in advance of the date of each meeting. During any Board Meeting, a majority of the voting members may elect to go into Executive Session in order to conduct any Association business or discuss matters requiring confidentiality. During an Executive Session, only voting members of the Executive Board (the Association’s officers) shall be present in the meeting place. Activities occurring during Executive Session shall not be made part of the minutes of that meeting, but the fact that such session occurred may be noted if the Board so chooses.
Section 2. Quorum
Ten members of the Association shall constitute a quorum at a Regular, Special, or Annual Meeting. Three officers shall constitute a quorum at an Executive Board Meeting.
ARTICLE IV
The Executive Board
The officers of the Association shall constitute the voting members of the Executive Board. The Executive Board shall have general supervision of the affairs of the Association between its regular meetings, fix the hour and place of meetings, make recommendations to the Association, and shall perform such other duties as are specified in this constitution. The board shall be subject to the orders of the Association, and none of its acts shall conflict with action taken by the Association.
ARTICLE V
Officers
Section 1. Positions
The officers of the Association shall be a President, Vice-President, Secretary and Treasurer. These officers shall perform the duties prescribed by the constitution and by the parliamentary authority adopted by the Association.
Section 2. Eligibility
Any member in good standing who has been active in the Association for a minimum of one year as of the Annual Meeting at which they could be elected may be nominated for and serve as an Officer in the Association.
Section 3. Specific duties and powers of the officers
President – The President shall preside at all meetings of the Association and the Executive Board. This officer shall be chiefly responsible for working with the museum staff and the curator of the radio exhibit. He/she shall also present the report of the Executive Board to the membership at the annual meeting. The President shall provide written notice of the agenda for any meeting no less than three days in advance of said meeting.
Vice President – The Vice President shall preside at meetings of the Association and meetings of the Executive Board in the absence of the President. He/she may act on other matters of the Association when directed by the President. The Vice President shall schedule and make necessary arrangements for Regular Meeting programs.
Secretary – the Secretary shall assume both recording and corresponding functions usually assigned to this office. The Secretary shall make available to all new members a copy of the constitution of the Association. The Secretary shall preside at meetings of the Association and the Executive Board in the absence of the President and the Vice-President. The Secretary shall keep records (minutes) of all Association meetings and make these minutes available to members of the Association.
Treasurer – the Treasurer shall keep records of the finances of the Association and an accurate list of the membership, and shall present a year-end statement at the annual meeting. This statement shall include the financial status and needs of the Association. Additionally, the Treasurer shall manage the membership application process, submitting the names of newly approved members to the Executive Board and collecting dues. The Treasurer shall preside at all meetings of the Association in the absence of the President, Vice-President and the Secretary.
Section 4. (Section heading previously missing.) Appointed Positions.
The Executive Board must appoint a Trustee in order to comply with FCC regulations, and may appoint members to additional positions as described in this Section. A qualified Executive Board member may serve in an appointed capacity during his or her term of office.
Trustee – the Trustee shall be responsible for the proper on-the-air operation of the radio station as a necessary consequence of his/her FCC approval. Owing to the uniqueness of this position, the Trustee will advise the Executive Board in matters relating to the radio station and the members’ use of the station. The Executive Board shall appoint the Trustee for a term that is not to exceed three consecutive years. Eligibility for this position is the same as for the elective offices except that the candidate must hold a current amateur extra class radio license. The Trustee position is a non-voting Executive Board position.
Public Information Officer. The Executive Board shall appoint a member in good standing to serve as Public Information Officer (PIO) for a term that is not to exceed three consecutive years. The PIO shall be the only member of the Association, aside from the President, who is authorized to speak officially on behalf of the Association to the ham community or to the general public via news, social, or other media. In order to fulfill this responsibility, the PIO must be aware of all activities of the Association and its Executive Board. The Public Information Officer position is a non-voting Executive Board position. The creation of the PIO position in no way limits the rights of members to converse casually about the Association’s activities via amateur radio or other means.
Webmaster. The Executive Board shall appoint a member in good standing who has the necessary computer skills to serve as Webmaster for a term not to exceed three consecutive years. The Webmaster shall keep the Association’s website up to date. The Webmaster shall also be responsible for the timely renewal of the Association’s domain name(s), compliance with hosting arrangements, and protection of the Association’s property from unauthorized access, modification, or use. The Executive Board shall furnish any funds, information, or other support needed to fulfill these responsibilities. The Webmaster is not a member of the Executive Board.
Radio Room Officer. The Trustee may request the Executive Board to appoint a Radio Room Officer to assist him/her with the management of the Club Station. The Radio Room Officer serves under the supervision of the Trustee for a term that is concurrent with that of the Trustee who requested the appointment, or until the Trustee notifies the Board that the assistance of a Radio Room Officer is no longer needed. Eligibility for this position is the same as for the Trustee position. The Radio Room Officer is not a member of the Executive Board.
(The following section is redundant to Article VII Section 2 and is deleted.)
Section 5. Replacement
In case of resignation of one or more board members the remaining officers shall carry out the duties of the vacant office(s) until a suitable replacement can be found. Replacements shall be appointed by the board and shall serve the remainder of the term. Such replacement officers shall be eligible for nomination and election to a regular term of office at the next Annual Meeting. Such replacement service shall not count against the 2-term limitation (see Article VII Section 3).
ARTICLE VI
Committees
Section 1. Auditing Committee
An auditing committee of two members shall be appointed by the President at the Association’s October meeting, whose duty it shall be to audit the Treasurer’s accounts at the close of the fiscal year and to report its findings to the membership at the December regular meeting.
Section 2. Nominating Committee
At the regular August meeting, the President shall appoint a nominating committee of no fewer than two members who shall accept nominations for the offices to the Executive Board. Interested persons have 30 days in which to notify the committee. (See Article VII, Section 1)
Section 3. Ad Hoc Committees
Such other committees, standing or special, shall be appointed by the President as the Association or the Executive Board shall from time to time deem necessary to carry on the work of the Association. The President shall be an ex-officio member of all committees except the nominating committee.
ARTICLE VII
Elections
Section 1. Election Procedures
The nominating committee shall make a final report at the regular meeting in September. Voting shall be conducted by secret ballot of those members in good standing present at the annual meeting. In the case of a single candidate for a particular office, with the unanimous consent of the membership, the Secretary shall cast one ballot for the candidate to stand elected. A simple majority vote by those members present is required for election. In the event that no candidate for a particular office receives a majority of votes, a run off election shall be conducted between the two leading candidates. That candidate receiving a majority of votes cast in the run off shall stand elected.
Section 2. Terms
The officers elected serve for one year or until their successors are elected, and their terms of office shall begin at the close of the annual meeting at which they are elected.
Section 3. Term Limits
No member shall hold more than one elected office at a time, and no member shall be eligible to serve more than two consecutive terms in the same elected office.
Section 4. Absentee voting.
Any member in good standing may cast an absentee ballot for the election of officers. The written ballot must be received by the Secretary in hand one day prior to the start of the annual meeting. The ballot must be hand written, signed and dated by the member to be considered valid. Email ballots can be used but must be approved by a Board member in advance of the need. The nominees’ names shall be posted on the website immediately following the September regular meeting so absentee voters will have enough time to review the list of candidates.
ARTICLE VIII
Conduct of Association Business
Any member may at any time make a motion to the Association. After discussion, the motion shall be voted on by the members of the Association present. A motion is required to authorize the Executive Board to spend more than $100.00 of Association money and must be passed by majority vote of Association members in good standing who are present at the meeting at which such motion is made.
ARTICLE IX
Parliamentary Authority
The rules contained in the current edition of Robert’s Rules of Order Newly Revised shall govern the Association in all cases to which they are applicable and in which they are not inconsistent with this constitution or any special rules of order the Association may adopt.
ARTICLE X
Amendment to Constitution
Proposals to amend this constitution may be made at any regular meeting. After discussion, the proposal shall be sent to a committee of volunteers for review and drafting. The committee shall provide its draft amendment(s) to the members at a regular meeting. Further debate and motions regarding the amendment(s) shall be in order at the next regular meeting following the committee’s presentation. (see Article VIII) A 2/3 majority vote in favor of motions to adopt the amendments by members in good standing present at this meeting is required for passage. If a motion fails, then the affected portions of the constitution shall remain as they were prior to the motion to amend. The membership may vote to return the rejected amendments to the committee for further revision. Such revised amendments shall be subject to the above debate and adoption process.