AMATEUR RADIO ASSOCIATION, INC.
Constitution and Bylaws, as approved June 2,1997
Certificate of Incorporation as accepted by the Secretary of State, December 28, 1955
This association shall be known as the Schenectady Amateur Radio Association, Inc.
Section I. To promote and maintain cooperation among its members.
Section II. To stimulate the advancement and study of radio arts and electronics.
Section III. To provide radio service to the community in times of local disaster or catastrophe.
Section IV. To promote social activity among its members
Section V. To promote the interest of amateur radio in the community.
All persons interested in amateur radio shall be eligible for membership, provided, that if at any time, less than sixty percent of the membership are licensed radio amateurs, then, only licensed radio amateurs shall be accepted for membership until such time as the membership shall consist of more than sixty-five percent licensed amateurs.
The bylaws shall establish the classes of membership.
Section I Classes of membership –
The membership of this Association shall consist of four classes:
a. Full members.
b. Student members ( students in elementary and secondary schools and full-time undergraduate college students).
c. Honorary life members
d. Spousal members.
Section II. Initiation fees
a. Initiation fees shall be set by the Board of Directors.
b. Initiation fees received from new members shall be transferred to the Henry Primm Broughton Memorial Fund and shall be deposited in the Trust Account bearing the name of said fund, where their future use by this Association shall be governed by the provisions of Article X of these bylaws.
Section III. Dues –
The dues shall be set by the Board of Directors.
Section IV. If the Board of Directors rejects an application for membership, such initiation fees and dues that have been paid shall be promptly returned to the applicant.
Section V. At the direction of the Board of Directors, the Treasurer shall notify members when they are in arrears in dues and in jeopardy of being dropped from the membership roll. Notice in SARA News shall be deemed sufficient notice.
Section VI. Members who fail to pay dues shall be subject to removal from the membership rolls of the Association.
Section VII. Members whose dues have lapsed may be reinstated upon payment of dues for the current year.
Section VIII. Honorary life membership may be conferred upon any person who has rendered distinguished service to this Association and whom its members wish to honor.
Section IX. Dues are payable at start of club year (see Article II, Section VII).
Section I. Annual business meetings –
An annual business meeting shall be held and this shall be the meeting at which officers of the Association shall be elected.
Section II. Regular meetings –
The regular meetings shall be held on the first Monday of each month, except July and August when meetings are omitted, or as close thereto as holidays, the availability of meeting facilities, and the scheduling of appropriate programs will permit.
Section III. Special meetings –
Special meetings may be called by the President or upon written request of one-fifth of the membership of the Association. Only such business as is designated in the notice shall be considered at the meeting.
Section IV. Notices –
Notices of meetings shall be sent to the members giving the place, date and time of meeting. Notice on the first page of SARA NEWS, sent to all members with reasonable expectation that it will arrive no later than twenty-four hours before the time set therein for the meeting, shall be considered advance written notice.
Section V. Voting body –
The voting body shall consist of the members of the Association.
Section VI. Quorum –
At all regular meetings, Special Meetings and the annual business meeting, one-fourth of the membership shall constitute a quorum for the transaction of business, provided that at least sixty percent of the members present shall be licensed radio amateurs.
Section VII. Club year shall be from July 1st through June 30th.
Section I. Officers –
The officers of this Association shall be:
b. Vice President
All of officers shall be elected as herein provided.
Section II. Duties –
The duties and powers of the officers shall be such as implied by their respective titles, more specifically as follows:
a. President –
The President shall preside at the meetings of the Association and of the Board of Directors, and shall be an ex officio member of all committees and have general supervision of the affairs of the Association.
b. Vice President –
In the absence of the President, for any cause whatsoever, the Vice President shall automatically assume the responsibilities of the President, or shall perform such duties as may be delegated by the President.
c. Secretary –
The Secretary shall:
i. Present all applications for membership.
ii. In conjunction with the Treasurer, keep an accurate list of the membership of the Association with the address of each member.
iii. Remove from the list all delinquent members.
iv. Notify all applicants for membership of their election or rejection.
v. Carry on the general correspondence of the Association.
vi. Keep the minutes of all meetings of the Association and the Board of Directors.
vii. Present a written report at the annual business meeting.
viii In the absence of the President and the Vice President, the Secretary shall automatically assume responsibility of the President; or shall perform such duties as may be delegated by the President.
d. Treasurer –
The Treasurer shall:
i. Collect all dues.
ii. Pay all bills after proper authorization by the Board of Directors.
iii. Keep a record of all funds received and expended.
iv. Give a financial report at each Board of Directors meeting if requested.
v. Submit an itemized statement and all books for auditing at the annual business meetings.
vi. At the expiration of his term, turn over all Association records to his successor.
vii. In the absence of the President, the vice-president and Secretary, the Treasurer shall automatically assume responsibility of the President, or shall perform such duties as may be delegated by the President.
viii. In conjunction with the Secretary, the Treasurer shall maintain a list of Members by name and address.
Board of Directors
Section I. Number of Directors –
The Board of Directors shall be comprised of eight members, including: the four elected officers of the Association named in Section I of Article III of these bylaws; three additional elected representatives, each of whom shall carry the title Director; and the retiring President, who shall also carry the title Director. Membership of the retiring President on the Board of Directors shall be automatic. The Chairman of the Schenectady Museum Amateur Radio Association shall be an ex officio member, without vote.
Section II. Candidates –
Candidates for office may be nominated by petitions signed by five or more members provided that such petitions be filed with the Secretary before balloting starts at the annual business meeting. In addition, the Board of Directors shall appoint a nominating committee who shall nominate one candidate for each office.
Section III. Term of Office –
All officers and the three elected Directors shall be elected by ballot at the annual business meeting, provided there is a quorum, and shall continue in office for one year to coincide with the club year, as defined in Article II, Section VII, or until such time as they may be replaced by duly elected successors.
Section IV. Vacancies –
Vacancies occurring between the elections shall be filled by special ballot at the first regular meeting following the official announcement of such vacancy.
Section V. Removal of Officers –
Officers may be removed only by a vote of three-fourths of the members present at a regular meeting of the Association.
Section VI. Powers –
The Board of Directors shall have power to:
a. Manage the affairs of the Association to plan and promote measures for its growth.
b. Transact the business of the Association in the interim between meetings and report the same at the next meeting.
c. Provide for the auditing of the Treasurer’s books.
Section VII. Meetings –
Meetings of the Board of Directors shall be held as often as required, at the discretion of the President.
Section VIII. Quorum –
Five members of the Board of Directors shall constitute a quorum at all meetings thereof.
The Board of Directors shall establish and shall be responsible for the performance of such standing committees as are deemed necessary for the proper operation of the Association. They shall normally include:
a. Program Committee.
b. Technical Advisory Committee
c. Membership Committee.
d. Public Relations Committee.
Section II. Duties –
Their duties shall be as follows:
a. Program –
The Program Committee shall arrange for a site for the meetings of the Association and shall arrange programs for the year of interest to the members.
b. Technical Advisory –
The Technical Advisory Committee shall be in charge of any apparatus or equipment owned by the Association. It shall supervise the construction, maintenance and operation of any amateur radio station or other equipment owned by the Association. It shall take such action as it deems necessary for prevention of interference between the stations of members and other services, and between outside sources and the stations of members. All expenditures of this committee must be approved by the Board of Directors before being incurred.
c. Membership –
The Membership Committee shall make guests welcome at the meetings and secure new members for the Association. This committee shall also investigate the cause of delinquency by members and report same to the Board of Directors.
d. Public Relations –
The Public Relations Committee shall be responsible for the publication and distribution of SARA News, for bringing the activities of the club to the attention of the community, and for suggesting activities which will be of benefit or service to the community. The Editor of SARA News will be a member of this committee.
e. The duties of any special committee shall be recorded in the minutes of the Board of Directors at the time of appointment.
Section III. Membership of Committees
a. Membership of each committee shall consist of one or more full members of the Association.
b. The President shall appoint the Chairman of each committee.
Order of Business
The order of business at a regular meeting shall be at the discretion of the President and shall normally be as follows:
a. Call to Order
b. Roll Call (which shall normally be taken in writing).
c. Reading of Minutes
e. Such reports by the Treasurer, the Board of Directors, or the Committees as may be deemed necessary or appropriate.
f. Old Business.
g. New Business.
The order of business at the Annual business meeting shall be:
a. Call to order.
b. Roll call (which shall normally be taken in writing)
c. Reading of Minutes
d. Annual Report of Secretary.
e. Annual Report of Treasurer.
f. Annual Reports of Standing Committees.
h. Election of Officers.
The rules of parliamentary procedure contained in Robert’s Rules of Order shall be the authority of all meetings of this Association and of the Board of Directors, subject to any special rules which may be adopted at the time.
The fiscal year shall be from July 1st to July 1st of the following year.
The constitution may be amended at any regular or special meeting by a three-fourths vote of the members present. Proposals for amendment shall be submitted in writing at a regular meeting of the Association and may not be voted upon until the following regular or special meeting. Advance written notice of the proposed change or changes, stating the part to be changed and the new proposed amendment or amendments shall be sent to all members prior to the meeting at which action is taken. Notice in SARA News shall be deemed sufficient notice.
The bylaws may be amended at any regular or special meeting by a three-fourths vote of the members present, providing advance written notice has been forwarded to all members. Notice in SARA News shall be deemed sufficient notice.
Henry Primm Broughton Memorial Fund
There is hereby created by the Association a memorial fund which shall be known as the Henry Primm Broughton Memorial Fund and which shall be administered in accordance with the conditions hereinafter set forth.
a. That all cash now comprising said fund, and any and all cash contributions to said fund in the future, shall be placed in a an interest bearing account in the name of the Schenectady Amateur Radio Association Inc., Henry Primm Broughton Memorial Fund, and said account shall be separate and distinct from any other funds of the Schenectady Amateur Radio Association, Inc. (SARA), and the records of said Trust Account shall be kept by the Treasurer of said Corporation, which said records shall include any and all contributions to the Fund.
b. That only the accrued interest from said fund shall be used to finance a periodic award for individual achievement, or for outstanding service to SARA, to amateur radio in general or to the community. This shall be known as the Henry Primm Broughton Memorial Award.
c. That nominations for said award may be submitted in writing by any member of SARA, and that such nominations will be acted upon by an Awards Committee, consisting of three persons to be appointed for that purpose by the Board of Directors with the concurring vote of the President.
d. That said award shall normally, though not necessarily, be presented once annually to the one local amateur radio operator, preferably, but not necessarily, a member of SARA, who in the judgment of the Awards Committee is deemed most worthy of its receipt, except that in the absence of a suitable candidate at the close of nominations for any given year, no award will be made for that year, and except also that in the event of particularly extenuating circumstances more than one award may be made in any one year.
e. That said award when actually approved for any given year shall normally be presented at the last regular meeting of that year, the annual June meeting being considered a regular meeting for this purpose as the Association schedule is currently constituted.
f. A scholarship to be known as Henry Primm Broughton Memorial Scholarship is established. Said scholarship is to be administered by the ARRL Foundation, Incorporated under the terms of the attached “Terms of Reference” with the ARRL Foundation, Incorporated
g. To fund said scholarship the non-cash assets of the Henry Primm Broughton Memorial Fund may be transferred to the ARRL Foundation, Incorporated upon vote of the SARA, Inc. Board of Directors with the concurrence of the President of SARA, Inc.
Henry Primm Broughton Memorial Station, K2AE
The Association may, acting as a bonafide amateur radio Association, erect, maintain and operate an amateur radio station at any time, subject to the regulations of the Federal Communications Commission. Said station shall be known as the Henry Primm Broughton Memorial Station, and all future radio operations carried out by SARA, as Association projects shall be carried out under the call letters K2AE, and any installation erected and maintained for such operation shall, for the duration of a particular operation, be designated as the Broughton Memorial Station, K2AE.
a. Trustee –
The Board of Directors of SARA, with the concurring vote of the President, is hereby empowered and vested with the authority to name any member of the Association, in good standing, as Trustee of said Henry Primm Broughton Memorial Station, K2AE. Then name of said Trustee shall be filed with the Federal Communications Commission, in accordance with the rules governing the amateur service, and he shall continue to act as Trustee on behalf of SARA, until such time as he may be replaced by a duly appointed successor and the name of said successor registered in proper fashion with the Federal Communications Commission.
Approved at the Annual Meeting on June 2,1997