THE BOSTON AMATEUR RADIO CLUB ARTICLES OF ORGANIZATION AND BYLAWS
Name
This organization shall be known as the Boston Amateur Radio Club. (Hereinafter referred to as “The Club.”) The Club was previously known as the American Red Cross Amateur Radio Club.
Purpose (Mission Statement)
The Club is a non-commercial association of persons interested in Amateur Radio, organized for the promotion of interest in Amateur Radio communication, experimentation, and education, for the establishment of emergency communications in the event of disasters or other emergencies, for the advancement of the radio art and the public welfare, for the representation of the radio amateur in legislative matters, and for the maintenance of collegiality and a high standard of conduct.
Non-Profit Organization
The Club is a non-profit organization. No profit or gain shall inure to any individual.
Non-Discrimination
The Club shall be open to all persons interested in Amateur Radio without regard to race, color, religion, national origin, gender, handicap or sexual preference.
Bylaws
The Club may adopt such Bylaws as are necessary or suitable.
Adoption Of Articles And Bylaws
These Articles and Bylaws shall be presented to a General Meeting for adoption. Upon approval by a majority of the members present they shall be considered adopted and placed in force. These Articles supersede any prior Articles, Constitution, and bylaws previously established. The officers shall affix their signatures to this document pursuant to the vote of the General Meeting.
Article I: Officers and Elections
Section 1: Officers
The Officers of The Club shall be a President, Vice-President, Secretary, and Treasurer. The duties of the officers are as follows:
President
The President shall be the Chief Executive Officer of The Club.
The President shall have general supervision of the affairs of the Club, shall be the authorized signatory of all contracts and legal documents executed by The Club or shall assign another member to sign specific contracts or documents, except as indicated by a specific provision of the Bylaws, shall make reports to the members of The Club, and perform all such duties as are incident to the President’s office or are properly required of the President by the Bylaws, Massachusetts state, and United States law. In addition, the President shall appoint all standing and special committees, serving as ex-officio member of each. The President shall chair the Executive Committee.
The President shall receive reports as he/she may direct from all other officers and committee chairs. All updated documents, including but not limited to membership lists, dues receipts, and others pertaining to the organization, shall be provided to the President in a timely manner.
Vice-President
The Vice-President shall perform such duties as are incidental to the office. The Vice-President shall assume all duties of the President in the absence, incapacity or at the request of the President, and shall succeed the President in said office should the office be vacant.
The Vice-President shall chair the standing Repeater Committee.
Secretary
The Secretary shall be responsible for all recording duties as required for the operation of The Club, have charge of The Club minutes, sign all such instruments as require the Secretary’s signature, and shall make such reports and perform such duties as are incidental to the office. The Secretary shall have responsibility for minutes of all General, Special, and Business Meetings of The Club. The Secretary shall maintain custody of all Club Records, be responsible for assuring that notices for all Meetings or other designated events are issued, and perform such corresponding duties as are required for the operation of The Club. The Secretary shall keep a complete record of The Club’s membership.
Treasurer
The Treasurer Shall be the Chief Financial Officer of The Club.
The Treasurer shall have custody of all funds and securities of The Club and deposit same in the name of The Club in such financial institutions as appropriate.
The Treasurer shall sign all checks, and shall sign all other instruments as require the Treasurer’s signature, and shall make such reports and perform such other duties as are incident to the office. The Treasurer shall be responsible for the collecting of dues and all other monies due The Club. The Treasurer shall make no distribution of funds without proper authorization by The Club. The Treasurer shall keep a complete record of The Club’s financial condition and accounting of all Club money. An Annual Report shall be submitted to the members. An audit of the Treasurer’s accounts may be made at any time by an audit committee appointed by the President. Such committee shall consist of the Vice-President and two members.
Eligibility for Office
All members in good standing shall be eligible to hold any of the offices, except that no individual shall hold more than one elected office at any one time. Further, all officers shall be licensed Amateur Radio operators.
Term of Office
The officers shall be elected to and serve terms of one year.
Resignation of Officers
Resignation of an officer shall be effective when received in writing by another officer. The replacement shall be appointed by the president and approved by the executive committee.
Removal of Officers
An officer of The Club may be removed from office only by a two thirds vote of the membership present at a Special Meeting called for that express purpose.
Vacating Of Office
When any officer shall vacate their office for any reason, they shall immediately turn over all items in their possession that belong to The Club to their successor or another officer if no successor is currently available.
Vacancy Of An Office
Vacancy of an office shall be filled by appointment by the president and approved by the executive committee. The Officer so appointed serve the unexpired term of the vacant office.
Section 2: Elections
General Elections
A nominating committee shall be appointed by the President at the April General meeting. The nominating committee shall present the nominees at the May General meeting. The officers of The Club shall be elected at the June General meeting and shall assume their duties at that time. Signed, sealed absentee ballots enumerating specific candidates for office may be accepted anytime prior to the vote for that office. No proxy ballots shall be accepted.
Article II: Committees and Meetings
Section 1: Committees
There shall be three standing committees: Executive, Membership, and Repeater Committees. The President shall appoint the chairperson of the Membership Committee and of any ad hoc committees.
The Executive Committee shall be chaired by the President or his/her designated representative and consist of the elected officers and such members as shall be appointed by the President.
Committees shall meet at a time and place as prescribed by the President or the Chair of the committee.
Committee membership shall be at the discretion of the committee chair with guidance from the President. Preference shall be considered for knowledge and/or skills necessary for the committee to effectively perform its duties.
Ad hoc committees shall be formed as needed. The President shall appoint the chair of such a committee and define its scope. Ad hoc committees shall submit necessary reports and dissolve upon completion of their designated work.
Section 2: Meetings
Types of Meetings
There shall be three types of meetings. Business, General, and Special.
Business Meetings
Business Meetings shall be held quarterly at the time and location designated for such purpose by the President. Business Meetings were formally known as Executive Committee Meetings. [As amended June 2002]
Financial and committee reports shall be given at the Business Meeting.
Quorum
A quorum shall be necessary to conduct business at any meeting. For a General or Special meeting a quorum shall consist of a minimum of ten per cent of the membership including a minimum of two elected officers. For a Business Meeting, a quorum shall consist of three officers and one Executive Committee member, or two officers and three Executive Committee members.
Executive Committee Meeting
The Executive Committee shall meet at such times and places as directed by the President. Club Officers and appointed members shall be eligible to vote. The Executive Committee meetings Shall be known and referred to as Business Meetings. [As amended June 2002]
General Meeting
A General Meeting shall be called at least 10 months of each calendar year at a time and place as directed by the President. [As amended May 2002] Said meeting should be scheduled at a time and place so as to reasonably allow the maximum number of members to attend. Said meeting shall conduct such business as the membership shall deem appropriate except where restricted by these Articles and Bylaws.
If a General Meeting must be delayed or canceled due to unforeseen circumstances, such as, but not limited to, a snowstorm or other natural event, and there is no pending business of an immediate nature to be conducted, another club event such as Field Day or a holiday party may be substituted for the canceled meeting in order to meet the required number of monthly meetings.
If pending business of an immediate nature exists, it shall be disposed of by the Executive Committee through the communications methods of e-mail and telephone. The President shall be empowered to act in such matters subject to the advice and consent of the Executive Committee.
Special Meeting
A Special Meeting shall be called by a majority vote of the members present at a General meeting or an Executive Committee meeting and shall be held at a time and place directed by the President. A Special Meeting must be held no sooner than 10 days nor later than 30 days after the meeting at which the Special Meeting was called. Proper notice of said meeting must be given and shall consist of transmittal of the proposed action and the time and place of the meeting to the membership. The agenda of a Special meeting shall be restricted to the matter(s) for which it was called.
Article III: Membership
All members shall be entitled to such privileges as are not prohibited by law, regulation or the rules of affiliated organizations. [As amended January 1993]Section 1: Types Of Membership
Regular Membership
A Regular member shall receive all benefits of membership.
Adult Member
An Adult Member shall receive all benefits of membership. An Adult Member shall be considered a Regular Member. [As amended January 1993]
Junior Member
An individual who is under the age of eighteen shall join as a Junior Member. A Junior Member shall receive all benefits of membership. Dues for a Junior Member will be one half (½) of the amount required of an Adult member. A Junior Member shall be considered a Regular Member. [As amended January 1993]
Senior Member
An individual who is sixty-five years of age or older may join as a Senior Member. A Senior Member shall receive all benefits of membership. Dues for a Senior Member will be one half (½) of the amount required of Adult member. A Senior Member shall be considered a Regular Member. [As amended January 1993]
Advanced Member
An individual who is a licensed radio amateur may join as an Advanced Member. An Advanced Member shall receive all the benefits of a Regular member as well as additional privileges and responsibilities set forth by a majority vote of members present at a General meeting or a majority vote of the Executive Committee. [As amended May 2023]
Family Membership
Family membership in The Club shall be open to all persons living in the same household as a Regular Member. Family Members shall have the same rights and privileges as regular members, except that mailed announcements shall be addressed to only the designated member in that household. [As amended January 1993]
Partial Year Membership Dues
Dues paid after June 30 shall be eligible for a rate of one half (½) of the amount for the full year. A member paying such amount shall be eligible for full membership benefits the same as if the full year rate were paid.
Section 2: Conditions Of Membership
Term of Membership
The term of membership shall run concurrent with the calendar year.
Application for Membership
Application for Membership shall be made on an approved form and accompanied by payment of Dues. However, lack of filing the approved form shall not be sufficient cause for denial of membership.
Member in Good Standing
A Member shall be considered to be in good standing if their dues are current or in arrears by not more than three calendar months after the start of the fiscal year.
Revocation of Membership
Membership may be revoked by The Club for cause, pursuant to a review by the Executive Committee and presentation to the membership at a General Meeting for a majority vote. The person whose membership is being considered for revocation has the right to be heard before the Executive Committee at a Business Meeting, and by those members assembled at a General Meeting that are considering the revocation.
Article IV: Fiscal Matters
Section 1: Fiscal Matters Of The Club
Fiscal Year
The Fiscal year shall be the Calendar year.
Membership Dues
Dues shall be payable in an amount decided by a majority vote of an Executive Committee Meeting. An Executive Committee Meeting may specify an optional payment plan for any dues more than two hundred fifty dollars ($250) per year. All other dues shall be payable at the beginning of a calendar year, or at such time as an application for membership is made. [As amended May 2023]
Expenditure Authorizations
A General Meeting or Executive Committee Meeting may authorize the expenditure of any amount for any purpose. A Special Meeting may authorize the expenditure of any amount, but such expenditure(s) are restricted to the agenda of the meeting. An individual Officer may authorize the expenditure of up to $250 dollars. [As amended April 2024]
Article V: Other
Section 1: Dissolution
Dissolution Of The Club
The Club may be dissolved only by a two-thirds vote of the membership present at a Special Meeting properly called.
In the event of the dissolution of The Club, the assets shall be donated by the officers of The Club to one or more non-profit organizations in such manner as defined in the bylaws. Such distribution of assets shall be determined at this Special Meeting and shall be implemented by the officers per the direction of The Club membership.
Section 2: Bylaws
Adoption Of Bylaws
These Articles and Bylaws shall be presented to a General Meeting. Upon approval by a majority of members present they shall be adopted and immediately placed in force.
Amendment Of Articles And Bylaws
These Articles and Bylaws may be amended by a two-thirds vote of the members present at a either a General Meeting or a Special Meeting called for such purpose.
Section 3: Parliamentary Authority
Parliamentary Authority
The parliamentary authority of The Club shall be the most recent edition of The Modern Edition of Robert’s Rules of Order, published by Berkely Books. However, in any case where the Articles of Organization or the Bylaws of the Club differ from said authority those governing instruments shall prevail. [As amended January 1993]
Amendments to the Bylaws of the Boston Amateur Radio Club
Per amendments passed by vote of the general meeting held January 20, 1993. The officers of the Boston Amateur Radio Club hereby attest the passage of the Amendments to the Bylaws as voted by the General Meeting held January 20, 1993.
Passed by vote of the special meeting called prior to business meeting held June 6, 2002, as announced in the May 2002 SPARC. Changed from “monthly” to “at least 10 months.”
Passed by vote of the General Meeting held June 6, 2002. The officers of the Boston Amateur Radio Club hereby attest the passage of the Amendments to the Bylaws as voted by the General Meeting held June 6, 2002.
Passed by vote of the General Meeting held May 18, 2023. The Secretary of the Boston Amateur Radio Club, Joseph Chapman, NV1W, hereby attests the passage of the Amendments to the Bylaws as voted by the General Meeting held May 18, 2023.
Passed by vote of the General Meeting held April 18, 2024. The Secretary of the Boston Amateur Radio Club, Joseph Chapman, NV1W, hereby attests the passage of the Amendments to the Bylaws as voted by the General Meeting held April 18, 2024. Changed from “$100” to “$250.”
Ratification
Be it known by all who shall see these presents that these Articles and By-Laws have been duly accepted by the members of the Boston Amateur Radio Club sitting in meeting on this_______________________th day of _________________________ in the year________________A.D. and, at the direction of the members, the currently elected officers do hereby set forth their signatures upon which these Articles and By-Laws shall become effective.
Thomas Bertolino, KB1P, President____________________________
Linda M. Blair, NA1I, Vice President____________________________
James Bradley, KB1JKJ, Secretary____________________________
James Clogher, N1ICN, Treasurer____________________________