BRANCHBURG REPUBLICAN CLUB

BY-LAWS

ARTICLE I -NAME

The name of this organization shall be the Branchburg Republican Club Inc., a New Jersey nonprofit, social club which is tax exempt under Section 501(c) (7) of the Internal Revenue Code.

ARTICLE II - OBJECTIVES

The objectives of the Club shall be to further the aims and goals of the Republican Party.

  • To promote voter registration
    To inform Republican voters on Township, County, State and National political issues
    To encourage able and qualified Republicans to seek office at all levels of government
    To encourage all registered voters to cast their election ballot for Republican candidates
    To provide a "forum" at which discussion of matters affecting government can be deliberated
    To provide a social environment to encourage a Republican ‘grass roots’ team organization
    To establish and adhere to the Branchburg Republican Club Code of Conduct.


ARTICLE III -MEMBERSHIP

SECTION 1. Full membership is limited to Branchburg registered Republicans who are dedicated to supporting all of the Club's Objectives and Code of Conduct and are entitled to full voting rights.

SECTION 2. Associate Member (non-voting): Any adult who is a Registered Republican or is an unaffiliated voter residing in Branchburg and is dedicated to support the Club's Objectives and Code of Conduct are eligible to apply as an Associate Member.

a) An Associate Member may attend all meetings, serve on committees, and join in discussions and debates.

b) An Associate Member may not vote at the regular membership meetings on administrative issues or at elections, serve as a committee chairperson, and serve on the nominating committee, or hold office.

SECTION 3. The Branchburg Republican Club reserves the right of the Executive Board to review the history of a new applicant’s civic or political activities as being compatible with the mission and goals of this organization prior to accepting or rejecting the application for membership.

SECTION 4. Membership Year: The membership year shall be January 1 through December 31.

SECTION 5. Dues: The Executive Board shall review the various categories of the dues once each year and may adjust these dues on the basis of sound budgetary requirements. Notice of any change in dues shall be given to the membership sixty (60) days prior to the Annual Meeting. If notice of change is not given, the amount of dues shall remain consistent with the current year’s dues.

SECTION 6. Amount Of Dues: The categories, and the determination of the amount of dues charged shall be as follows:

a) Member: A Member/Associate Member shall pay the assessed amount of the annual yearly dues as determined by the Executive Board.

b) Family membership: The annual dues for a first family member shall be the total amount of the assessed dues. The amount of dues the second family member (spouse) pays shall be one-half (1/2) the amount of the yearly dues.

c) New Members: Individuals who join on or after October 1 shall be considered as having paid dues for the remaining months of that year as well as the dues for the following year.

SECTION 7. Dues Payable: The yearly annual dues are payable in advance on or before January 1 of each year.

a) The Membership Director shall submit a billing statement for the annual dues to each Member on or before December 1st of each year.
b) If annual dues are unpaid by January 31st, the Member shall lose voting privileges until the dues have been paid and the Member is reinstated.
c) If the annual dues are unpaid on March 1, the delinquent Member shall be removed from the Membership Roster.

ARTICLE IV - MEMBERSHIP MEETINGS

SECTION 1. Membership Meetings: There shall be no less than six (6) membership meetings and/or social activities held each year.

a) The November meeting shall be designated as the Annual Meeting. At this meeting:

1) Election of Officers may be held every other year.
2) A summary of the year's activities shall be presented as well as any other necessary business.

SECTION 2. Special Meetings: A Special Meeting of the membership may be called at any time at the direction of the President, or by the written request of at least ten percent (10%) of the voting membership in good-standing and certified by the Membership Director

a) At least ten (10) days notice must be given via the Club’s web site.
b) The notice must state the date, time, location, and purpose for the meeting.
c) No business other than that stated in the notice shall be transacted at the meeting.

SECTION 3. Quorum: Twenty percent (20%) of the membership shall constitute a quorum at the meetings of the Club.


ARTICLE V – OFFICERS

SECTION 1. The Officers of this Club shall be the Chairman, Vice Chairman, Secretary and Treasurer. The Officers of the Club shall constitute the Executive Board. An Advisory Panel composed of 3-5 members of the Club, will be established to provide support and council to the Executive Board.

SECTION 2. Qualifications of Officers: All Members in good standing shall be eligible to be elected as an officer with the following restrictions:

a) Elected public officials, excluding members of the Branchburg District Republican Municipal Committee, are not eligible.

b) An individual who has been a paid-up member of the Branchburg Republican Club less than six (6) calendar months is not eligible.

c) An individual who has not been a Branchburg Township registered Republican for the past twelve (12) months is not eligible.

d) An individual who has not been a Branchburg Township registered Republican for the two (2) previous years shall not be nominated for the office of Chairman.

SECTION 3. Term of Office: Officers shall be elected to serve for a term of two (2) years.

a) An Officer may serve in the same office for only two (2) consecutive terms.
b). An officer who is elected to fill a vacancy for less than one-half a year shall not have that period in office counted as having served a term in office.

SECTION 4. Elections: Officers shall be elected at the Annual Meeting of the membership.

SECTION 5. Installation: Officers may be installed at the Annual Meeting or a succeeding meeting.

SECTION 6. Vacancies: Vacancies occurring in any elected office shall be filled at the next meeting of the Executive Board for the remainder of the unexpired term.

SECTION 7. Duties of the Officers: The duties of the Officers shall be as follows:

a. The Chairman, or a designated representative appointed by the Chairman, shall have the sole authority to speak publicly or act on behalf of the Club. In general the Chairman shall:

1) Perform all duties incidental to that office and such duties as may be assigned by the Executive Board.
2) Preside over all meetings of the Club and the Executive Board.
3) Appoint all committee chairpersons except the Nominating Committee.
4) Be an ex-officio member of all committees except the Nominating Committee.
5) By November of each year appoint a two (2) member Auditing Committee with instructions to perform a review the Treasurer's accounts and make a written report to the Executive Board no later than February 1s. Each annual report will be filed in the Treasurer’s report archives.
6) Appoint an Election Committee of no less than two members when appropriate.
7) Assume direct oversight on all corporate, membership, and financial records

b. The Vice Chairman shall:

1) Perform the duties of the Chairman in the absence of the Chairman and at such times as the Chairman requests such action during meetings.
2) Assume the unexpired term of the Chairman in case of resignation or death of the Chairman.
3) Function as the Program Chairperson.

c. The Recording Secretary shall:

1) Attend and document accurate written records of all proceedings of, but not limited to, the Regular, Special and Executive Board meetings.
2) Distribute via e-mail to the Executive Board, draft copies of the minutes for review and approval.
3) Due to the corporate status of the Club, file and permanently archive all approved reports separated for each type of meeting and/or event.

d. The Treasurer shall:

1) Receive and be custodian of funds, securities, financial records and audit reports of the Club.
2) Keep accurate records of all the Clubs monies received and disbursed.
3) Maintain a permanent, chronologic archive of all bank records, financial and audit reports to comply with both internal and external IRS audits.
4) Present a financial report at the Executive Board meetings and at other times upon the request of the Chairman.
5) The Treasurer shall disperse the Club's funds by check only with a joint signature by either the Chairman or Vice Chairman or in the absence both of the above officers, the Secretary may cosign.
6) Deposit all funds of the Club in banks approved by the Executive Board.
7) Provide a printed annual report to the Executive Board for estimating next years budget.
8) Make the records available to the Auditing Committee when directed.

ARTICLE VI - EXECUTIVE BOARD

SECTION 1. The Executive Board shall consist of the Chairman, Vice Chairman, Secretary and Treasurer.

SECTION 2. Board Meetings: The Board shall meet at the call of the Chairman or by the call of two (2) Board members.

a) Board members should be notified of meetings at least five (5) days in advance of the meeting.


SECTION 3. Meeting Changes: The Board has the authority to make any necessary changes in the Membership Meeting arrangements in emergency circumstances.

SECTION 4. Club Business: The Board shall meet and conduct the business of the Club during the interim of the regular membership meetings and shall report any actions taken by the Board at the next Membership Board meetings or via the web site.

SECTION 5. Bank Accounts: The Board has the authority to approve the establishment of, and the signatures required for the various types of bank accounts needed to provide for the smooth fiscal operation of the Club.

a) Normal signature procedure – Treasurer countersigned by the Chairman or Vice Chairman
b) Emergency signature procedure – the Secretary has the authority to cosign.

SECTION 6. Actions without Meeting: The Board is authorized to conduct its official business as may be necessary in emergency situations by mail, or other means of communication.

a) The results of the action taken shall be ratified at the next meeting of the Board.

SECTION 7. Quorum: A quorum of the Executive Board shall consist of three (3) members.

ARTICLE VI – CODE OF CONDUCT

SECTION 1. Overall Goals for Conduct

a) Respect for each other and our statements (even if we disagree).
b) Discuss and debate important issues without personal attacks.
c) Express differences of opinion using factual statements and reasoned arguments.
d) Agree to disagree" when an impasse is found.
e) Be supportive and non-judgmental.
f) Focus on how our statements might affect one another.
g) Be able to see things from the other person's point of view.
h) Have no hidden agendas.


SECTION 2. Purpose of the Code of Conduct

a) Debating issues provides insight into both sides of any given issue.
b) True debates do not allow one side to overwhelm and silence the opposition.
c) True debates should terminate with no personal animosity remaining among the participants.
d) The forum moderator shall be responsible to ensure the Code of Conduct prevails.

ARTICLE VII - COMMITTEES

SECTION 1. Standing Committees: A Standing Committee will be established by the Chairman to perform a continuing function and shall be established as a particular need arises.

a) Membership:

1) Maintain a permanent archive of Membership Records containing the member's name, address, telephone number, member category, date joined, amount of initial and subsequent dues paid.
2) Coordinate with the Chairman and the Web Master to facilitate data.
3) By the end of November, mail postcard requests to all members for next year’s dues.

b) Web Communications:

1) Create, modify, maintain and monitor the Branchburggop.com web site.
2) Send notices of meetings or other information as directed by the Chairman.


SECTION 2. Special Committees: Short term or "special" committees may be established or appointed at the pleasure of the Chairman and/or the Executive Board as the need arises to carry out a specified task.


SECTION 3. Committee Duties: Each Committee shall operate under guidelines which shall outline the goals, duties and tasks as determined by the Chairman and/or the Executive Board.

ARTICLE VIII - ELECTIONS

SECTION 1. The Election of officers shall take place at the Annual Meeting in November every other year (See Article V, Section 3).

a) The election shall be conducted by ballot except when there is only one (1) candidate nominated for each office at which time a vote by unanimous consent shall be made.

1) In the event there is a single slate of candidates to be voted upon, the Secretary shall be instructed to cast the unanimous ballot of the membership.

b) In the event there are three (3) or more candidates for any position, the nominee receiving a plurality of votes shall be declared the winner.
c) Voting by proxy and by absentee ballot shall be prohibited.

SECTION 2. The Election Committee of no less than 2 members shall be appointed by the Chairman the meeting immediately prior to the Annual Meeting.

a) The Election Committee shall be responsible for assembling all of the necessary materials needed to conduct the ballot vote at the Annual Meeting.
b) During the Election the Committee members shall act as the tellers and shall distribute, collect, count the ballots, and report the vote.

ARTICLE IX - AMENDMENTS

SECTION 1. Amending the By-Laws: The By-Laws may be amended as provided herein:

a) Amendments shall be presented in printed form at a regularly scheduled meeting of the membership.
b) The sections to be amended shall be presented in conjunction with the proposed amendment.
c) If a revision of the By-Laws is proposed, then copies of the revised version shall be presented.
d) The printed proposed changes must be distributed to all the members no less than ten (10) days prior to the meeting when the vote shall be conducted.

SECTION 2. Voting: The proposed amendments shall be voted on at the first regularly scheduled meeting following the presentation of the amendments. a) Passage of amendments to the By-Laws shall require an affirmative vote of two-thirds (2/3) of the members present and voting.


ARTICLE X - DISSOLUTION

SECTION 1. Procedure: If in the event this Club wishes to formally disband or dissolve:

a) The Executive Board shall present a resolution stating the reasons for dissolution.
b) Resolutions shall also be presented which state the manner in which the assets shall be disposed of and other administrative details.
c) The resolutions must be sent by mail to all members of record.
d) Creditors with proof of claims shall be fully paid, or shall be paid an agreed upon settlement.
e) The final disposition of all remaining assets shall be assigned to the Somerset County Republican Organization within a six months period.

ARTICLE XI - PARLIAMENTARY AUTHORITY

The rules contained in the current edition of Robert's Rules of Order Newly Revised shall govern the Club in all cases to which they are applicable and in which they are not inconsistent with these By-Laws and any special rules the Club may adopt.