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 five (5)
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 Five 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
RobertŐs 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