Milwaukee Repeater Club
Constitution & Bylaws

Revised March 2, 2016

 

PREAMBLE:
We, the members of the Milwaukee Repeater Club, Inc., wishing to secure for ourselves the benefits of an association of persons commonly interested in Emergency Communications through the medium of the Amateur Radio Service, and by virtue of the powers granted to us by the state of Wisconsin do enact these by-laws as our governing law. It shall be our purpose to facilitate the exchange of information and general cooperation between members, to promote radio knowledge, to furnish an Amateur Radio Repeater, to serve general and emergency communications needs for Southeastern Wisconsin, to encourage and enhance individual operating efficiency and to conduct club programs and activities so as to enhance the value of its communications system to the Civil Authorities and the citizens of Southeastern Wisconsin and to advance the general interest and welfare of Amateur Radio in the general community.

ARTICLE I: MEMBERSHIP
Section 1: The corporation is to have four classes of members: PAID, NO CHARGE, IN SUSPENSION, and HONORARY; however, all members shall be licensed Amateur Radio Operators.

  1. PAID members shall be those whose annual dues are properly paid up to date.
  2. NO CHARGE members are by heritage or law (family) related to a paid member and residing at the same address as that paid member.
  3. Members IN SUSPENSION are PAID members whose dues are not up to date, or NO CHARGE members associated with a PAID member whose dues is not up to date.
  4. HONORARY members are eligible for all the benefits of membership EXCEPT they may not hold office or have voting rights.

Section 2: Only PAID and NO CHARGE members in good standing may hold office or have voting rights.
Members IN SUSPENSION shall be removed from the membership rolls by the board seven and one-half months after the Annual Meeting, per Article V.
Section 3: Applications for PAID and NO CHARGE membership shall be submitted at any meeting and each applicant must express a willingness to abide by the Constitution and such rules from time to time be promulgated by the Organization. Two-thirds of those present must approve the applicants and their dues shall be paid before they shall be considered a member.
HONORARY members are nominated by the board, and confirmed by a Two-thirds majority of those present at any membership meeting.
HONORARY members may convert to full membership at any time simply by paying the current yearly dues.
Candidates for membership to the Milwaukee Repeater Club, whose membership is rejected, shall not be considered for membership again until one year has elapsed from the date of the rejected membership.
Section 4: A member may be removed from the rolls by a Two-thirds vote of the members present at two consecutive meetings.

ARTICLE II: OFFICERS AND DIRECTORS
Section 1: The officers of this corporation shall be: A President, Vice- President, Secretary, Treasurer, and an Activities Manager. The panel of officers shall also be the Board of Directors.
Section 2: The officer-directors shall be elected for a term of one year by majority vote of the members present. If more than two persons are on the slate for an elected position, AND NO ONE GETS A SIMPLE MAJORITY OF THE VALID VOTES CAST, there will be a single runoff election of the two highest vote getters. The runoff will than go to a popular majority vote. This election shall take place at the annual meeting of the corporation
Section 3: Vacancies may be filled by appointment by the Board of Directors until the next regular meeting, at which the withdrawal or resignation is announced and a special election will be held to fill the post.
Section 4: Officer-directors may be removed on motion carried by not less than three-fourths vote of the membership present at two successive meetings.

ARTICLE III: DUTIES OF OFFICERS
Section 1: The President shall preside at all meetings of this club, and conduct the same according to the rules adopted. He shall enforce due observance of this Constitution, decide all questions of order, sign all official documents that are adopted by the club, and none other, set the dates for the annual and regular meeting, and perform all customary duties pertaining to the office of President.
Section 2: The Vice-President shall assume all duties of the President in the absence of the latter.
Section 3: The Secretary shall keep a permanent record of the proceedings of all meetings, keep a roll of members which shows their addresses, submit applications for membership, carry on all correspondence, read communications at each meeting, countersign such documents as his position requires, and perform all other duties pertaining to the Office of Secretary.
Section 4: The Treasurer shall receive and receipt for all monies paid to the club, he shall keep an accurate account of all monies received and expended. He shall pay no bills without proper authorization from the Board of Directors. He shall report all activity upon his account at each meeting.
Section 5: The President shall maintain close liaison with the ARRL Emergency Coordinator or SEC to further the fullest possible club participation in the Amateur Radio Emergency Service. In addition, the President shall maintain close association with civil authorities and emergency government.
Section 6: All officer-directors shall at the expiration of their terms turn over all corporation records, and any other corporate property they might have in their possession to their successors.

ARTICLE IV: MEETINGS
Section 1: The annual meeting of the corporation shall be the first meeting in the month of January. Special meetings may be called by the President upon written request of any five members of the corporation.
Written notice stating the place, day and hour of the annual or a regular meeting shall be delivered not less than ten nor more than thirty days before the date of the annual or regular meeting. The annual meeting may be adjourned from time to time. Notice of any adjourned annual meeting shall be given in such a manner as the President deems expedient. Notice of a special meeting shall be the same as that for an annual or regular meeting, but shall also indicate the purpose or purposes for which the special meeting is called. If mailed, such notice shall be deemed to be delivered when deposited in the United States mail addressed to the member at his address as it appears on the records of the corporation, with postage prepaid thereon. If electronic mailing has been requested by a member, such notice shall be deemed to be delivered when notice has been transmitted by a Board member or other individual designated by the Board, from an e-mail address list which shall be kept by the MRC BOARD.

ARTICLE V: DUES AND ASSESSMENTS
Section 1: Dues shall be $20.00 per year. In addition to dues, the member vote of those present at any regular meeting, may levy upon the general membership such assessments as shall be deemed necessary for activities of the corporation within its object as set forth in the preamble hereof and the articles of incorporation. Nonpayment of such dues shall be cause for removal of IN SUSPENSION members from the membership rolls of the club by the Board of Directors.

ARTICLE VI: QUORUMS
Section 1: A quorum for the transaction or business at any meeting of the corporation shall consist of the lesser of twenty members or ten percent of the eligible voting members.
Section 2: Three directors shall constitute a quorum of the Board of Directors

ARTICLE VII: COMMITTEES
Section 1: The following committees shall be maintained within the corporation. The chairman and the members thereof shall be appointed by the President from time to time.
A. Special events  B. Publicity

ARTICLE VIII: AMENDMENTS
Section 1: This constitution may be amended by two-thirds majority of members attending a meeting. Proposals for amendments shall be submitted in writing at an annual meeting or regular meeting and may not be voted upon until the next regular meeting or the next adjourned annual meeting. Notice by mail as in ARTICLE IV above must be given of any meeting at which this constitution is amended. The notice shall contain, among other things, the substance of the proposed amendment.
Section 2: The Board of Directors may not amend the constitution.

ARTICLE IX: CONDUCT OF MEETINGS
Section 1: Robert’s Rules of Order Revised, shall govern the conduct of the corporate meetings.

ARTICLE X: REPEATER OPERATION
This club shall sponsor and support a 2-meter repeater as part of its goal to have a standby emergency communications system. This repeater shall be on a frequency coordinated by the appropriate coordinating local agency. This repeater will be open to all amateurs with appropriate class licenses per PART 97 FCC Amateur Radio Rules. This bylaw section may be voided by change in FCC rules that prevent it from being enforced.

ARTICLE XI: CLUB PURPOSE
Section 1:  The Milwaukee Repeater Club, Inc. is organized exclusively for the charitable, scientific, literacy, or educational purposes within the meaning of Section 501c(3) of the Internal Revenue Code or corresponding section of any future federal tax code (hereinafter “Internal Revenue Code”).
Section 2:  Upon the dissolution of the Milwaukee Repeater Club, Inc., after paying or adequately providing for all debts and obligations of the Milwaukee Repeater Club, Inc., the remaining assets shall be distributed to one or more nonprofit funds, foundations or organizations that have established for tax-exempt status under Section 501c(3) of the Internal Revenue Code.

Revised March 2, 2016