PROGRESSIVE
ASSOCIATION OF CLINTON
P.O. Box 612
Clinton, WA 98236
BY-LAWS
Article I
NAME
1.1
The official name of
this organization shall be the Progressive Association of Clinton.
Article II
MISSION
2.1
The Progressive
Association of Clinton is a 501c3 non-profit community-supported
organization that owns and manages the Clinton Community Hall.
2.2
The Clinton Community
Hall was conveyed by community founders for public
purposes. These purposes include social services, community services, discussion
of
community issues, uses fostering community-based businesses, and other
activities
providing a benefit to the Clinton community.
Article III
MEMBERSHIP
3.1
Membership in this
organization shall be open to all persons interested in the
betterment of the Clinton community.
3.2
Annual membership dues
in this organization shall be established annually by the
Executive Committee of the Association with the concurrence of the membership at
the
annual
meeting.
Article IV
OFFICERS
4.1
The officers of this
organization shall be President, Vice-President, Treasurer
and
Secretary.
4.2
Officers shall be
nominated by a nominating committee of three members appointed
by the
President. The report of the nominating committee shall be submitted to the
Association membership at least 30 days prior to the annual meeting.
4.3
Nominees shall be
elected at the annual meeting in November, at which time
nominations shall be called for from the floor. Those elected shall assume
office
immediately.
4.4
In order to participate
in the election of Association officers, a member shall have
paid
his/her dues for the current year.
4.5
Officers shall serve
two year terms or until their successors are elected.
4.6
No officer of this
organization shall receive remuneration for his/her duties as an
officer.
4.7
Vacancies in the
officer positions shall be filled by a majority vote of the Executive
Committee. A vacancy in the office of the President shall be filled by the
Vice-President.
Article V
MEETINGS
5.1
Membership meetings
shall be held every other month , except in July and August. In an
emergency or when a meeting date change is necessary, meetings can be held by
giving
notice
by email or by phone for those without email.
5.2
A quorum for the
purpose of conducting official business for the organization
shall be
20% of the dues paying membership of the organization.
5.3 One
over 50 per cent of a quorum is
needed to take actions of official business on
behalf of the organization.
5.4
In the case of an emergency, the executive committee can authorize a vote
of the membership by email.
Article VI
EXECUTIVE COMMITTEE
6.1
The Executive Committee
shall be composed of the officers plus three (3)
Directors elected by the Association members.
6.2 The
immediate past officers of the
Association shall be non-voting members of the executive committee.
6.3 Four
members of the Executive Committee shall constitute a quorum
thereof,
provided however, that all members of the Executive Committee have
been
previously notified of an Executive Committee meeting.
6.4 The
Executive Committee will meet on call of the President or on written
request
of at least two (3) members of the Executive Committee.
6.5
Membership on the Executive Committee shall be limited to no more than six
consecutive years.
6.6 Any
member of the Executive Committee who misses more than three consecutive
executive committee meetings without approval shall be considered delinquent and
cause for removal.
Article VII
DUTIES OF THE OFFICERS
7.1
Duties of the
President:
It shall be the duty of the President to preside at all
meetings
of the general membership and Executive Committee.; to enforce strict
observance of the By-Laws; to appoint chairpersons of the standing committees;
to
create such other committees and appoint members thereof; to be ex-officio
member
of all committees except the nominating committee; and perform such
other
duties as custom and parliamentary usage requires.
7.2
Duties of the
Vice-President:
It shall be the duty of the Vice-President, when
called
upon, to assist the President, and in the absence of the President, shall
perform
the
duties of the President and shall succeed to that office when the President is
no
longer
able to perform his/her duties, resignation, or removal of the President. The
Vice-President shall also perform such other duties as shall be assigned by the
President.
7.3
Duties of the
Treasurer:
It shall be the duty of the Treasurer to receive all
monies
pertaining to the organization; to give receipt for same and to keep records of
these
transactions; to pay all orders approved by the organization; to make monthly
and annual
reports
thereon; keep all record books in readiness to comply with all legal reporting
requirements; to make ready the annual report for the membership on the
financial
condition of the organization; to pay over and deliver to his/her successor all
monies,
vouchers, books and papers at the conclusion of his/her term as Treasurer.
The financial records shall be closed on December 31 of each year. A
report on
the
financial condition of the Association shall be presented at the annual
meeting.
7.4
Duties of the
Secretary: It shall be the duty of the
Secretary to record the proceedings
and
transactions of all meetings of the organization, and prepare the same for
permanent
record
in a book kept for that purpose; to act as custodian of all books, papers, and
records
that are needed to successfully carry on the work of the office; to act as
Secretary
of the
Executive Committee; to send out such notices as are directed by the President;
to
conduct
the correspondence of the organization; keep on file copies of all
correspondence
sent and
received; to care for the archives of the organization and shall perform other
duties
as shall be required by the President.
Article VIII
STANDING COMMITTEES
8.1
The standing committees
shall include but not be limited to: marketing, buildings and
grounds,
building interior, and Red Cross warming shelter. Additional committees may
be
established by the Executive Committee as needs arise.
8.2
The chairperson of each
committee shall be appointed by the President.
Article IX
LIABILITY
9.1
No member or group of
members shall subject the organization to liability without
authorization by vote of the organization.
Article X
AMENDMENTS
10.1 The
By-Laws may be amended by two-thirds (2/3) vote of the membership at a
regular
meeting, provided the proposed amendment has been read at the previous
organization meeting.
Article XI
PARLIAMENTARY AUTHORITY
11.1 The
rules contained in Robert’s Rules of Order, as revised, shall govern this
organization in all cases in which they are applicable and not in conflict with
these
By-Laws.
Article XII
DISSOLUTION OF THE ORGANIZATION
12.1
Upon the dissolution of the organization, the Executive Committee shall, after
paying
or making provision for the payment of all of the liabilities of the
organization,
dispose
of all of the assets of the organization exclusively for the purpose of the
organization in such manner or to such organization or organizations organized
and
operated
exclusively for charitable, educational, religious or scientific purposed as
shall
at the
time quality as an exempt organization or organizations under Section 501(C)(3)
of the
Internal Revenue Code.
Passed unanimously at membership meeting
held on Nov 11, 2008