Bylaws
This shall be known as The Augustana College Optimist Club, an affiliate of Optimist International.
The purpose of this Club shall be to develop Optimism as a philosophy of life, utilizing the tenets of the Optimist Creed; to promote an active interest in good government and civic affairs; to inspire respect for the law; to promote patriotism and work for international accord and friendship among all people; to aid and encourage the development of youth I the belief that the giving of one's self in service to others will advance the well-being of humankind, community life and the world.
The membership of this Club shall represent a compatible cross-section of the academic, social, and cultural life of the Augustana College campus, who are of good character an community standing and generally compatible with the membership of all Optimist Clubs, who are affiliated with Augustana College, Sioux Falls, South Dakota, and who have been duly elected to membership in the manner prescribed in these bylaws. All memberships shall be held by individuals and shall not be transferable.
Members shall be admitted to the Club in the following manner:
a. Proposals for membership shall be submitted to the Secretary in the form and manner prescribed by the Board of Directors and shall bear the endorsement of one or more members in good standing.
b. After all members have had opportunity to express objections, if any, the Board of Directors shall approve or reject the proposal for membership without explanation of its action. A majority vote of those present shall be necessary to give approval as established by Article VII, Section 3 of these bylaws.
Section 1. Any member may resign from the club provided that all dues and fees have been paid. Such resignation shall be in writing to the Secretary.
Section 2. Any member charged with conduct unbecoming an Optimist or with any act prejudicial to the best interests of the Club, Augustana College or Optimist International, and against whom such charges are sustained after opportunity to appear before the Board of Directors in his or her own defense, may be expelled from membership, at the discretion of the Board of Directors and in compliance with all Augustana College Student Code of Conduct policies. Upon such action by the Board of Directors, the Secretary shall immediately notify the member in writing of said action
Section 3. In case of the resignation or expulsion of any member, the Secretary shall immediately notify Optimist International of such action.
Section 4. Any member whose membership in the club has been terminated for any reason shall forfeit all interest in any funds or property of the Club and all rights to the use of the Optimist name, emblem, or other insignia.
Section 5. It shall be the prerogative of the Board of Directors to confirm any termination of membership on behalf of the Club.
Section 1. The officers of this Club shall be a President, a Vice-President, a Secretary and a Treasurer, elected annually. All officers shall hold office for one year or until their successors are duly elected or appointed as provided in these bylaws. In the event that any office becomes vacant for any reason, the vacancy shall be filled by the Board of Directors.
Section 2. The President shall serve as the executive officer of the Club, preside at all meetings of the membership and the Board of Directors, be an ex-officio member of all committees, exercise general supervision over Club affairs and perform such other duties as are ordinarily incumbent upon a President; and shall represent the Club in all relations with Optimist International and the District and perform a like function in their behalf in relation to the Club. The President shall attend all duly called District and Zone meetings or, in the case of absence for good reason, provide for the Club's representation by an accredited representative.
Section 3. The Vice-President shall perform such duties as are ordinarily incumbent upon Vice Presents and such other duties as may be assigned by the President or Board of Directors.
Section 4. The Secretary shall keep and maintain the minutes of all meetings of the Board of Directors as well as all business meetings of the club, and all records of membership and attendance; and provide such to the Club in the form and manner prescribed by the Board of Directors. The Secretary shall also prepare and file all reports required by Optimist International and the District administration and generally perform such duties as are ordinarily incumbent upon a Secretary.
Section 5. The Treasurer shall keep and maintain all records of fees, dues and monies collected and disbursed, shall submit regular financial statements in the form, manner and frequency prescribed by the Board of Directors, prepare an annual statement for the Annual Meeting of the Club and generally perform such duties as are ordinarily incumbent upon a Treasurer.
Section 6. The Board of Directors can amend or expand these duties as needed, so long as they are within the guidelines of Optimist International, Augustana College, and standard Club bylaws.
Section 1: There shall be a Board of Directors which shall consist of the President, the Vice President, the Secretary, the Treasurer, and a minimum of four (4) elected Directors, each of whom shall have the right to vote. The offices of Secretary and Treasurer may be combined, in which case the Secretary/Treasurer shall have only one vote. Directors shall serve for a period of one year or until their successors are duly qualified and elected. In the event of a Directorship becoming vacant for any reason, such vacancy shall be filled by the Board of Directors, and the appointee shall serve for the duration of the term of the individual being replaced.
Section 2. The Board of Directors shall have control and management of the Club's activities determine all policies, elect, dismiss, and discipline members and generally supervise the affairs of the Club.
Section 3. The Board of Director shall meet a minimum of three (3) times per semester, on a regular day to be fixed by it at the beginning of each administrative year; or at the call of the President. Any three members of the Board of Directors may call a meeting providing a three-day notice is given to all members. A majority of the Board of Directors shall constitute a quorum for the transaction of business, and a majority vote of those present shall be necessary to give effect to any action of the Board.
Section 4. Any member of the Board of Directors who is absent from three consecutive board meetings without good cause may be asked to forfeit the office with the approval of the Board of Directors. Notice of said action shall be mailed to all members by the Secretary.
Section 1. Not later than April 1, the President shall with the approval of the Board of Directors announce the appointment of a Nominating committee of five (5) members. The Nominating Committee shall select at least one nominee for each expiring office and directorship. Such nominations, in writing, shall be delivered to the Secretary not later than fifteen (5) days thereafter.
Section 2. Upon receipt of the report of the nominating Committee the Secretary shall, within seven (7) days, notify each member of the nominations of the Nominating committee in alphabetical order, by office, and stating the date of the meeting at which the election shall be conducted. The election shall not be later than April 30.
Section 3. During the meeting at which the election is conducted, the President shall read the notices as issued by the Secretary and then proceed to conduct the annual election. Separate Balloting shall be conducted for each office except hat where there is only one nominee for an office the President shall request a unanimous ballot for the nominee. A majority of the votes cast shall be required to elect. In the case of directors, if the number of nominees exceeds the number of vacancies, the required number receiving the highest number of votes shall be declared elected.
Section 4. No President of this Club who has served a full term as President shall be eligible to serve the succeeding year as President.
Section 5. Nothing in this article shall be construed as precluding nominations from the floor.
Section 6. Only members in good standing shall be eligible to hold office or vote.
Section 7. Voting shall be by individuals and no person may cast more than one vote. Proxies will not be recognized.
Section 8. All officers and directors shall assume the responsibilities of their respective offices on August 1 following their election.
Section 9. The Secretary shall report the results of all elections and appointments of Club officers to Optimist International and the District immediately.
Section 1. Regular meetings of the Club member shall be held at such date, time and place as may be determined by the Board of Directors. There shall be a minimum of three (3) regular membership meetings per semester.
Section 2. Special meetings may be called by the President, or by the Secretary upon receipt of a written request signed by at least five (5) members in good standing. Every member shall be notified in writing at least three days in advance of the special meeting and advised what business will be considered. No other business may be conducted at the special meeting. If acceptable to the membership, electronic mail shall serve as fulfilling the written notification requirement.
Section 3. One-third (1/3) of the members in good standing shall constitute a quorum at any regular, special or annual meeting of the Club.
Section 4. The current edition of Robert's Rules of Order shall govern all deliberations of this organization and its Board of Directors except as otherwise provided in these Bylaws.
Section 1. Annual dues and method of payment will be established by the Board of Directors. Remaining administrative costs will be offset by fundraisers, grants or business sponsorship.
Section 2. The Board of Directors may plan or recommend the raising or accumulations of revenue from sources other than those stated in this article.
Section 3. All funds, to which the public or members have contributed for the specific purpose of financing charitable, educational or civic activities of the Club, shall be used solely for those purposes and separates records of such funds shall be maintained.
Section 4. The fiscal year of the club shall be from October 1 of each year until September 30 next following.
Section 5. All funds shall be handled through the Augustana College Finance Office in the manner prescribed for campus organizations.
Section 1. The Board of Directors shall determine the number and purpose of all special and standing committees required to achieve the purposes of this Club.
Section 2. The President shall, with the Board's approval, appoint the Chairs of all committees.
Section 1. In recognition of the benefits and services available to this Club and its members through tits affiliation with Optimist International, this Club shall exercise its rights and privileges of Participation in the governance and activities of Optimist International. This Club shall provide for its proper representation at all meetings and conventions of Opt8imist International and the District and shall provide for such representation when preparing the annual budget.
Section 2. Any person elected to membership in this Club shall be deemed to have accepted these bylaws as well as the Constitution and Bylaws of Optimist International, and shall be bound by them in all respects as if he or she had been a member at the time of their adoption.
Section 3. The Board of Directors shall provide for the prompt payment of all dues and other obligations to Optimist International and to the District, and shall require the prompt completion and submission of all reports required by Optimist International and the District.
Section 4. These bylaws shall be reviewed annually.
This Club is organized and shall operate as a not-for-profit organization and shall be incorporated within the state/provincial/national statues as such. The Club is organized and shall operate exclusively for charitable and educational purposes set forth in Section 501 (c)(3) of the Internal Revenue Code of 1986, as now in effect or as ay be amended (the "code"), including, but not limited to , developing Optimism as a philosophy of life, utilizing the tenets of the Optimist Creed; promoting an active interest in good government and civic affairs; inspiring respect for the law; promoting patriotism and working for international accord and friendship among all people; aiding and encouraging the development of youth, in the belief that the giving of one's self in service to others will advance the well-being of humankind, community life and the world.
Section 1. Any amendment to these bylaws must be in conformity with the Constitution and Bylaws of Optimist International and shall be adopted by a two-thirds (2/3) vote of the members present at any meeting, provided written notice of the proposed amendments and ate of such meeting shall have been given the members at least two (2) weeks prior thereto. If acceptable to the membership, electronic mail shall serve as fulfilling the written notification requirement.
Section 2. In the event of a conflict between the Optimist International Constitution and by was and Augustana College Policies and Procedures, Augustana Polices and Procedures shall supersede.
Section 3. All amendments to these bylaws must be submitted to Optimist International for approval.
Upon the dissolution of the Club, the Board of Directors shall, after paying or making provision for the payment of all liabilities of the Club, transfer all assets of the Club to the Augustana Foundation to be used for student scholarships, or to such other Augustana organization which shall at the time qualify as an exempt organizations (s) under section 501 (c) (3) of the Code, as the Board of Directors may determine.