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SMARC

Southwest Missouri Amateur Radio Club

SMARC Condensed

All provisions (including bylaws, Annex A-E and any others), were approved at a regular meeting on November 17th, 2012.

All previous versions are no longer valid.  They should be saved for archiving purposes only.

The Bylaws

I. Organization:

The name of this organization shall be Southwest Missouri Amateur Radio Club, SMARC for short.

II. Mission Statement, Purpose and Scope:

A. The Mission statement to be used for press or general publication shall be:

“Southwest Missouri Amateur Radio Club will train and hone skills of their members in the field of amateur radio communications while promoting science in a meaningful way and be available to provide essential and sometimes lifesaving communication services to communities across Southwest Missouri.”

B. The direction purpose and scope of the mission statement will be to:

  1. To provide a cadre of radio operators together with necessary equipment to be used anytime, day or night, for emergency communication service.
  2. To educate and inform the general public of the usefulness, availability, and purpose of amateur radio operations.
  3. To hold public Field Day exercises and demonstrations, of Amateur Radio communications services and to make test and trial runs of emergency organization and equipment.
  4. To hold meetings and gatherings of its members in order to have fun, exchange knowledge, information and ideas, to discuss mutual problems, and to hear addresses, lectures and papers on Amateur Radio operations and services and to promote good fellowship and understanding among its members.
  5. To join and work with other Amateur Radio operators and partners in carrying out the above purposes.

III. Fiscal Year:

January 1 thru December 31 of each year.

IV. Membership:

A. Membership in SMARC is available to all who are eligible according to the following criteria without regard to race, creed, color, gender, sexual orientation, national origin or disability of the applicant.
B. All who wish to join SMARC may apply for membership by submitting a completed membership application and fee to any SMARC Board member. The Board shall review the application for completeness. Approval of the Board is by a majority vote and payment processing is required.
C. All applicants accepted for membership in SMARC shall hold membership based on rules enumerated in Annex A.

V. Board of Directors and Governance:

A. Governing Documents

  1. Articles of Incorporation – Cannot be changed without dissolving the Club.
  2. Bylaws – Can be changed and ratified by a 2/3 majority vote of members present at a Regular Club meeting. Changes must be presented at one meeting as new business and can be voted on at a future meeting after discussion and alterations are made.
  3. Annexes – Can be changed and ratified by a simple majority at a Regular Club Meeting. Changes must be presented at one meeting as new business and can be voted on at a future meeting after discussion and alterations are made.
  4. The governing body of SMARC shall be the Board. The Board shall:
    a. Be elected from eligible members.
    b. Be responsible for everything a general member is responsible for including dues and deadlines for such.
    c. Provide governance.
    d. Provide financial authority

    i. Expenditures of $50.00 or less can be approved by a simple majority of a quorum of elected board members.
    ii. Expenditures of greater than $50.00 must:

    (1). New Business involving expenditures greater than $50.00 should be presented in one regular club meeting and voted upon during a later regular club meeting.
    (2). If an expenditure of greater than $50.00 is of an urgent or time sensitive nature, then a vote can be made to temporarily suspend this rule and vote upon New Business in the regular club meeting in which it was introduced.
    (3). In an emergency a unanimous vote by email of ALL current board members can allow for such an expenditure.

    e. Provide oversight of equipment and Repeater and Call Sign Trustee.
    f. Lead meetings and conduct business within the framework of these bylaws.
    g. Initiate communications to the communities we serve.
    h. Partner with other clubs, agencies and organizations.
    i. Plan meeting agendas.
    j. Initiate recruitment and processing of new members.
    k. Appoint committees, when needed.
    l. Represent club interests with outside partners.
    m. Serve without compensation of money or equipment.

    i. Board job descriptions and removal processes will be presented in Annex B

VI. Elections:

A. Election and Installation Dates

  1. Board Elected positions will be voted upon at the regularly scheduled club meeting in December.
  2. Installation shall be at the first club meeting in January.
  3. Election Procedure
    a. Two members not running for office will be chosen from the members-at-large to oversee the election proceeding.
    b. Balloting shall be written and anonymous.
  4. Candidates:
    a. Must be a member for at least one year.
    b. Cannot, while holding an elected position, have their membership fee waived.
    c. Shall be elected by simple majority of the voting members present.
    d. Uncontested positions will be declared elected by acclamation.
  5. All votes shall be counted by the election co-chairs who will then inform the members present of the results.
  6. Results shall be made available on the club website prior to the installation of the new board members.

B. Terms of office

  1. President, Vice-President, Secretary and Treasurer shall each serve two years.
    a. President and Secretary shall cycle on installation years ending in odd digits.
    b. Vice-President and Treasurer shall cycle on installation years ending in even digits.
  2. Two Directors-At-Large to be known as Program Directors shall serve one year each.
  3. No Board member may hold the same position for more than two consecutive full terms.
  4. No Board member shall hold more than one elected office at a time.
  5. If the President position is vacated for any reason, Vice-President shall serve the remainder of the term.

VII. Meetings:

A. Regular meetings shall be conducted on the third Saturday of each month at approximately 5 pm. The Meeting shall consist of:

  1. Business meeting to report on the state of the club and its activities. See sample agenda template in Annex C.
  2. A program or activity of interest to amateur radio planned in advance by the Board.
  3. Meetings are open to all members plus visitors unless members vote to close the meeting.
  4. Meetings will be informal, but procedures in the bylaws will be followed.
    a. Quorum and Voting
  5. Regular Meeting
    a. A quorum will consist of those members present at a regular meeting.
    b. A simple majority vote will enact all things except where otherwise specified within these bylaws.
    c. Any Board position (except President) which is vacated shall be elected from qualified members.
  6. Board Meeting
    a. A quorum shall consist of 2/3 of the Board members.
    b. A simple majority vote will enact all things except where otherwise specified.
    c. Shall be open except when applications for membership or expulsion are voted upon; or voted to be closed by the Board.

VIII. Appointed Positions:

A. Trustee – Position is held at the sufferance of the Board.

  1. A non-voting member of the Board whose job description is in Annex B
  2. Appointed by unanimous vote of the Board.
    a. Ad Hoc Appointments – As needed with variable duration
  3. Shall be appointed with unanimous vote of the Board
  4. Job description shall be added to Annex B

IX. Club Call Sign and Equipment:

A. Club Call Sign is WØEBE
B. Club Equipment

  1. may be purchased, built and maintained
  2. shall be listed in Annex D
  3. shall be located as determined by a quorum board vote.
  4. locations shall be maintained by the Secretary.
  5. all repeaters shall be operated under FCC Part 97 and subject to review for inappropriate use.
  6. any offensive actions during repeater use by both members and non-members shall be addressed by a simple majority vote at a quorum Board meeting:
    a. Violators shall be notified of their actions by US mail at the address listed in the FCC database
    b. Violators may be restricted or banned from future use.

X. Amendments:

A. Proposed Bylaw and/or Annex changes must be provided at a regular scheduled meeting, to be voted upon at a future regular meeting.
B. Bylaws can be changed by a 2/3 majority of club members present at a regular meeting.
C. Annexes can be changed by a simple majority of Club members present at a Regular Meeting.

XI. Dissolution:

A. If at some point in the future, the club becomes irrelevant and the decision is made by ¾ of the total membership in the club at a regular meeting, dissolution can happen.

  1. A Motion of Dissolution cannot be acted upon until written notification of all paid members is accomplished. A vote can occur at the first Regular Club Meeting at least 30 days after member notifications have been sent.
  2. Board shall make payment of all liabilities of the corporation using club funds and/or assets.
  3. Once all bills are paid the Board shall dispose of all remaining assets by transferring or conveying those assets or proceeds of the sale to another corporation or organization that is operated exclusively for charitable, educational or scientific purposes that meets the criteria of exempt under Section 501(c) (3) of the Internal Revenue Code of 1954 or a corresponding provision of any future Revenue Code.

Annex A

I. What constitutes a member

A. A member can be anyone with an interest in Amateur Radio who has never had their FCC license revoked.
B. Although members are not subject to a background check, if the board becomes aware of conduct which might compromise the clubs image, such membership can be denied or revoked.
C. All members shall have one vote.

II. Dues

A. Dues in the amount of $25.00 for an individual or $50.00 for a family shall be paid annually.
B. Dues are payable prior to March 1 of each year.
C. Dues not paid by March 1 of each year will result in loss of membership.
D. Proration of dues is only available for new members:

  1. Single membership: $1.00 plus $2.00 per full month remaining in the year.
  2. Family membership: $2.00 plus $4.00 per full month remaining in the year.

E. Waivers of Dues

  1. No elected board member can have their dues waived.
  2. Regular board vote can waive dues for any general member for one year.

III. Expulsion

A. Any member who represents the club in a manner that is inappropriate by FCC part 97 or in a manner which would compromise club integrity shall be subject to expulsion.
B. Any member revoked by the FCC shall be expelled.
C. A unanimous Board vote is required for expulsion for reasons of misconduct.
D. Upon expulsion, all property of SMARC must be returned immediately to a Board Member
E. Expelled members rights

  1. Must be sent notification of their misconduct by certified mail and any documentary evidence must be provided to them.
  2. May appeal the decision to the board who will set up a hearing with at least 2/3 of the Board members present. A unanimous decision by these board members may overturn the previous board decision.
  3. An appeal will not be heard by the board if the member’s license has been revoked by the FCC or the Member has not returned any club equipment issued to them.

Annex B

I. Duties of the Board

A. Elected President

  1. Shall preside at all club meetings.
  2. Shall cast the deciding vote in case of a tie.
  3. Shall delegate authority to other members to act as a spokesperson or representative of the club.
  4. Shall ensure club meetings are conducted within the parameters of these bylaws and annexes.
  5. Shall ensure that each meeting has a program or activity.
  6. Can be added as a signatory to the club checkbook.
  7. Shall perform other duties as identified.

B. Vice-President

  1. Shall assume the title of president if that position is vacated.
  2. Shall act as club president in the absence of same.
  3. Shall oversee recruitment of new members.
  4. Can be added as a signatory to the club checkbook.
  5. Shall coordinate the Friday night net and ensure net control coverage.
  6. Shall perform other duties as assigned.

C. Secretary

  1. Shall maintain Club records according to the retention schedule in Annex E, to include:
    a. Official minutes of all regular club and board meetings,
    b. Attendance sheets of all meetings,
    c. Originals or copies of all correspondence related to club business,
    d. A copy of all licenses issued to the club,
    e. Equipment loan records,
    f. A list of all club equipment and its location. This list must include name, address and phone number of the member who is entrusted with said equipment,
    g. A copy of current articles of incorporation and bylaws and any annexes,
    h. A list of members, retain original member application paperwork and work with treasurer to ensure necessary fees have been processed.
  2. Shall ensure that accurate minutes are taken at every regular and board meeting and uploaded to the website timely.
  3. Shall disseminate club mail other than that directed to the trustee as appropriate.
  4. Shall protect original documents of the club and not transfer, assign or give such to any other party, except to transfer to a newly installed secretary. Photocopies may be shared as appropriate.
  5. Shall, upon completion of their term of office, assist the newly installed secretary for a period of not less than 3 months.
  6. Incoming secretary shall verify transfer of all records with a signed receipt to the outgoing secretary and a copy of this receipt to be maintained in the club records.
  7. Can be added as a signatory to the club checkbook.
  8. Shall perform other duties as assigned.

D. Treasurer

  1. Shall receive and disburse all club funds as directed by the board or general membership ensuring that there are two authorized signatures on every transaction.
  2. Shall be responsible for the retention of copies of each check written, all invoices paid, and all authorization paperwork (including 2 authorized signatures) for every disbursement made from club funds.
  3. Shall maintain a checking account in the name of SMARC for deposit and payment of normal disbursements.
  4. Must be added as a signatory to the club checkbook.
  5. Shall maintain a listing of all club transactions.
  6. Shall provide at every meeting an accounting of all club funds and transactions that have taken place since the last report using the reporting tool in Annex B.
  7. Shall collect and deposit member fees.
  8. Notifies Vice President when payments are processed for club Membership.
  9. Shall perform other duties as assigned.
  10. Program directors (There shall be two of these on the Board)
  11. Shall oversee all event planning, including Field Day.
  12. Shall help the president coordinate programs and activities that are meaningful and fun at regular club meetings.
  13. Shall be identified as alternate checkbook signatories (to bring the total to four). One or both can be added to the checkbook in lieu of the president, vice president or secretary to protect any of these elected board members from scrutiny for financial misconduct because they reside at the same address as another elected board member.
  14. Shall perform other duties as assigned.

E. Appointed Positions

Although every effort should be made to find a non-Board member to fill these positions, it might be necessary for a current Board member to fill one or more appointed positions, as well. All positions listed below are non-voting Board positions and should not be included in the closed portion of Board meetings.

  1. Trustee
    a. Acts as a representative of the Club with the FCC for the purposes of maintaining:

    i. All Club Repeaters,
    ii. All Club Stations,
    iii. All Club Call Signs.

    b. Coordinates maintenance of club equipment
    c. Coordinates work days to build, replace, repair, upgrade, etc. equipment as needed.
    d. Coordinates the shifting of equipment locations to better serve the club’s needs.
    e. Reports problems, needed maintenance and remedies given to club equipment at regular club meetings.
    f. Proposes long term solutions and helps develop a plan of implementation, along with a timeline and estimated costs for the plan at regular club meetings.
    g. Works with the Secretary to keep equipment inventory and its respective locations up-to-date on the database.
    h. Makes suggestions on the purchase, trade and disposal of club owned equipment.
    i. Contact log controller.
    m. Shall be responsible for tracking club contacts with outside stations.
    j. Shall maintain logs to include the date, location, name of the event, band, mode, call signs of all participant members (just names of non-licensed visitor participants) and record location of person contacted as well as the name and call sign of said person.
    k. Completes required paperwork for contests and milestone awards.
    l. Makes suggestions for effectively and efficiently reaching milestones and maximizing points in contests.
    m. Although it is not required for the controller to be at every event, log sheets or logging program should be provided to a designee to capture event information.
    n. Shall work with the Directors at Large to help coordinate Field Day and other events and contests in which SMARC participates.
  2. Web Master
    a. Oversees and maintains club website.
    b. Ensures links are not broken.
    c. Ensures information given is up-to-date and relevant.
    d. Works with the Secretary to ensure all records that are not of a confidential and sensitive nature are shared electronically with all that are interested via the web.
    e. Helps, as needed, with all web based electronic presentations
    f. Elicits help with web projects and uploads to maintain timeliness.
    g. Other web duties as assigned.
    h. Net control operators

    i. this is a coordinated effort of several members who will work out a schedule of coverage so that SMARC’s Friday night Net @ 8:00 pm is always covered.

    i. Will convey club news and announcements
    j. Encourages new amateurs to join the net as well as attend our monthly meetings.
    k. Be fun, polite and courteous.
    l. Encourage rag-chew among the participants.
    m. Promotes club events, programs and contests.
    n. Posts contacts to the website.
  3. Partner – Voluntary Examiners (VE)
    a. Although this is not a club position, a report from testing at the Regular meeting is requested from a representative of the VE group to include:

    i. How many tested
    ii. How many passed
    iii. Class of licenses issued
    iv. Introductions of any examinee’ that are present at the meeting.

II. All Board Members

A. shall:

  1. Sign the board acknowledgement of conduct and duties form upon installation
  2. Do everything possible to make for a smooth transition from existing board member to board elect member.
  3. Not do anything to compromise SMARC’s reputation in the communities we serve.
  4. Not use their position in SMARC for personal gain or profit.
  5. Ensure financial authorities are strictly enforced.
  6. Two approved signers, who do not reside at the same address, on every disbursement.
  7. Proper regular or board meeting vote of approval before disbursement is made from club funds.
  8. Emergency funds process only used when absolutely necessary. For this board voting can be accomplished by email. This will ensure a paper trail to protect the board members who authorize the purchase.
  9. Ensure proper documentation of all meeting minutes, especially where financial decisions are made.
  10. Ensure proper record keeping of all equipment transfers, sales, disposal and purchases along with the item’s actual location so it can be tracked and accounted for when needed.
  11. All elected board positions must pay their membership fees. They cannot be waived.
  12. All board members are subject to the same terms and conditions as are outlined in Annex A for members.
  13. Elected board members must attend meetings in order to fulfill their obligations to the club. All elected board members will only be allowed three absences per calendar year. Upon their fourth absence their post will be considered abandoned. Elections will be held and all eligible members who wish to run and are eligible, will be considered at the next regular club meeting.
  14. All Elected, appointed and partnered board members must carry a current FCC Amateur Radio License in good standing to become or remain as a Board Member.
  15. Elected board members are required to meet as a board at least four times per year, but encouraged to meet as often as needed to effectively manage the Club. Absenteeism is considered to be excessive when a board member misses over 25% of the scheduled meetings and the board member can be asked to step down.
  16. Appointed members are only required to be present when their area of expertise is needed as a part of the board meeting agenda. A provision will be made for absences that are excused by a unanimous vote of the elected board.

III. Removal from office

A. Cause for Removal

  1. Failure to pay membership fees by March 1st.
  2. Misconduct that impugns the integrity of the club
  3. Absenteeism as described above
  4. Loss of club membership due to expulsion

B. Process of Removal

  1. Loss of membership and absenteeism are automatic.
    a. A board member who is removed for absenteeism retains their regular club membership.
  2. Charges of misconduct can be bought against any board member (elected or appointed) at a regular club meeting.
    a. Formal charges, including evidence, must be provided if board member in question is present or mailed by registered letter if board member in question is not present.
    b. At the next Regular Meeting, during a closed session,

    i. evidence must be presented
    ii. Rebuttal must be allowed.

    d. Members present will vote by secret ballot during meeting
    e. 2/3 majority required to expel from the club.

Annex C

I. Sample Reporting Agendas

A. Sample reporting agendas and suggested topics of discussion that follow are guidelines for how to conduct a meeting. They do not constitute the only way, but they will help keep the meeting focused and ensure information is not missed.

B. This Annex includes:

  • C-1 Regular Meeting Agenda Sample
  • C-2 Board Meeting Agenda Sample
  • C-3 President’s Report
  • C-4 Vice President’s Report
  • C-5 Secretary’s Report
  • C-6 Treasurer’s Report
  • C-7 Directors at Large Report
  • C-8 Trustee’s Report
  • C-9 Contact Log Controller’s Report
  • C-10 Web Master’s Report
  • C-11 VE Report

II. Sample Agendas

A. C-1 Regular Meeting Agenda Sample

  1. Call to Order
  2. Reports
    a. president’s opening comments and report
    b. Vice President’s Report
    c. Secretary’s Report – must include approval of last meeting’s minutes
    d. Treasurer’s Report – must include a breakdown and approval of all financial transactions since the last report.
    e. Directors at large report
    f. Trustee’s report
    g. Contact log controller’s report
    h. Web master’s report
    i. Net controller’s report
    j. VE Report
    k. Any Ad Hoc committee’s report
  3. Old Business – this is stuff that was discussed at a previous meeting and where voting or tabling takes place.
  4. New Business – this is where new ideas and proposals are made to vote on at a future meeting
  5. Final Comments
  6. Motion to adjourn business meeting
  7. Supper
  8. Program / activity portion of the meeting

B. C-2 Board Meeting Agenda Sample

  1. Call to order for closed portion of meeting
    a. New member application discussion
    b. New member vote
    c. Address any other closed issues
  2. Adjourn closed meeting
  3. Call to order for open meeting
  4. Reports from all board members present
  5. Old business
  6. New business
  7. Planning and strategizing session
  8. To advance club business
  9. To discuss threats or concerns
  10. To brainstorm for club programs and activities
  11. Motion to adjourn

C. C-3 President’s Report

  1. Welcoming of all attendees
  2. Opening comments
  3. News of relevance to the club
  4. Give a brief synopsis of board meeting(s) held since last regular meeting

D. C-4 Vice President’s Report

  1. Announces and Introduces any new members
  2. Reports on Friday night net traffic and Ccverage issues
  3. Covers for the president in his/her absence

E. C-5 Secretary’s Report

  1. Submits last meeting’s minutes for approval

F. C-6 Treasurer’s Report

  1. Gives a financial status of the club by enumerating all transactions that have taken place since the last report.

G. C-7 Directors at Large Report

  1. Report on events that are planned (including Field Day)

H. C-8 Trustee’s Report

  1. Reports problems, remedies and suggests maintenance plan

I. C-9 Contact Log Controller’s Report

  1. Reports milestones and achievements
  2. Reports progress towards same

J. C-10 Web Master’s Report

  1. Reports changes of interest to the website

K. C-11 VE Report

  1. Reports number of candidates tested
  2. Reports number passed and class of licenses
  3. Introduces those successes at the meeting

Annex D

I. Club Equipment Inventory, Use, Insurance

A. Specifics of Use and Insurance

  1. SMARC shall maintain a record of equipment, software and other possessions of the club. All inventories will be listed in this annex within 90 days of build or acquisition.
  2. For the safety of the equipment and the custodial member, locations of borrowed equipment will be maintained by the secretary in a confidential file. Replacement parts and upgrades to existing equipment will be tracked through the regular and board meeting minutes. Items purchased or received for fundraising or giveaways will also be tracked through club minutes.
  3. All equipment under custodial care will be operated under Part 97 of the FCC code.
  4. Each identified resource must be checked out on a SMARC equipment assignment, loan and return form.
  5. Equipment under the custodial care of a member must be maintained. Any equipment not performing to specifications should be reported to the trustee or board member so arrangements can be made to repair, replace or discard in accordance with the Bylaws and this Annex.
    a. Repair

    i. With no cost – Trustee can approve and oversee repair
    ii. With less than $50 cost – A majority of a quorum of board members can approve via email – for tracking purposes.
    iii. If over $50 cost – Must be approved by a simple majority of a regular club meeting or in an emergency by unanimous vote of current board members.

    b. Replace

    i. Plan drafted by trustee and/or board to be presented at next regular club meeting
    ii. If emergent, this new business can be presented and voted on in the same regular club meeting by simple majority.

    c. Discard

    i. Plan drafted by trustee and/or board to be presented at next regular club meeting in new business
    ii. Plan can be voted on at a following regular club meeting in old business.
    iii. If only offers are less than the approved plan amount, then a unanimous vote of the current Board can accept the best offer.
    iv. Upon sale, the secretary will remove the equipment from the current inventory log form and the equipment location log and place on the discarded equipment log

  6. A simple majority vote of current board members must approve insurance changes under these conditions:
    a. There is a change in insurance vendors
    b. There is a change in terms of coverage
    c. The routine rate increases by more than $50/year.
  7. If none of these conditions apply, insurance expenditures are considered approved without need of a vote of the board or regular club members, but payment must still be authorized by two board members.

Annex E

I. Record Retention

A. For these documents, electronic copies are the same as originals:

  1. Original incorporation documents – Permanent
  2. Bylaws & Annexes – Each revision shall be retained for 10 years beyond next revision date.
  3. Licenses issued to the club – Shall be retained until renewal is received or license is expired.
  4. Membership applications – Shall be retained 7 years.
  5. Membership log – Shall contain all active members and include member’s start date.
  6. Current revision shall be maintained permanently.
  7. Meeting attendance sheets – Shall be retained 2 years.
  8. Signed board job descriptions – Shall be retained 7 years beyond the end of board service.
  9. A listing of officer’s names, titles and dates of service – Permanent.
  10. Board & regular minutes – Shall be maintained for 10 years.
  11. Emergency email votes of board members – Shall be maintained for 10 years.
  12. Treasury report – Shall be maintained for 10 years.
  13. Checks, disbursements and credit card transactions – Shall be maintained for 10 years.
  14. Inventory log – Shall be kept current and maintained on a permanent basis.
  15. Equipment loan form – Shall be retained until equipment is returned to SMARC + 2 years.
  16. Discarded equipment log – Shall be retained for 10 years after the date of discard.
  17. Correspondence related to club business – Shall be retained until it loses relevance to the club.
  18. Radio Contact Logs – As long as needed for contesting and/or awards.