Raytheon Forest Amateur Radio Club By-Laws
Section I – PURPOSE AND POLICY 1.10 PURPOSE The Raytheon Forest Amateur Radio Club (RFARC) is organized for nonprofit charitable, educational and scientific purposes. At some point it may possibly be prudent to become recognized under the Mississippi Nonprofit Corporation Code and section 501(c) (3) of the Internal Revenue Code at which point would need the RFARC Restated Articles of Incorporation. The Raytheon Forest Amateur Radio Club (RFARC) purposes are:
(a) To educate and increase the proficiency of its members in the art and science of radio communications.
(b) To organize and train units of licensed radio amateurs capable of maintaining radio communication as a public service, particularly during periods of emergency or disaster while additionally aiding RIS Security to ensure employee and property safety during normal communication outages.
(c) To conduct periodic classes in radio science for persons seeking an amateur radio license or for those seeking to upgrade their current license by running an active VE (Voluntary Examiner) Team.
(d) To promote the elevation of standards of practice and ethics in the conduct of amateur radio communications and provide RIS Forest emergency preparedness and alternate communication sources: CW, Voice, FM Repeater, and Digital.
1.20 POLICY It shall be the policy of the RFARC to support and join with other local, national and international amateur radio groups, as appropriate, to provide unity of action in achieving the purposes set forth in Section 1.10.
Section II – MEMBERSHIP 2.10 REQUIREMENTS Any person interested in amateur radio shall be eligible for membership without regard for gender, race, ethnicity or sexual orientation. Raytheon Employment and a valid amateur radio license is required for Full membership (see 2.31) and without a valid Amateur Radio License will be considered an Associate Member (see 2.37). Once accepted as detailed in Section 2.20, a member shall have equal rights and privileges with all other members unless specifically prohibited by these Bylaws or federal law.
2.20 APPLICATION Membership may be accomplished by filling out the necessary documentation as shown on www.RFARC.net. One year’s dues as specified by RFARC shall accompany each such application. The Board may act upon each submitted application prior to the next regularly scheduled RFARC meeting. If the Board’s recommendation is favorable, the applicant shall be deemed an active member as of the date of the Board meeting. If the Board’s recommendation is unfavorable, the application and all dues paid shall be returned to the applicant. If an applicant is rejected, an application for membership may be resubmitted one time, 90 (ninety) days following the date of the rejection of the initial application, using the standard application procedure. If the individual reapplying so desires, a written document not to exceed 500 words in length in support of the reapplication process may accompany the standard application form. If the Board’s recommendation upon reapplication isfavorable, the applicant shall be deemed an active member as of the date of the Board meeting. If the Board’s recommendation is unfavorable, the resubmitted application, supporting documentation (if any)
and all dues paid shall be returned to the applicant. All decisions of the Board shall be considered final and not subject to appeal except as noted above.
2.30 MEMBERSHIP CLASSES There are four classes of membership in RFARC. As noted in Section 2.31- 2.34, all classes of membership shall carry the same rights and privileges unless specifically prohibited by these Bylaws or federal law with the exception of voting. Voting rights are specified in each of the membership classes.
2.31 FULL MEMBERSHIP Full membership is open to all individuals Employed by Raytheon, its Retirees, and onsite Sponsored Contract Employees (Example: Keysight). The dues shall be as established by the Board and as are posted on the RFARC website www.RFARC.org at the time of the initial application or renewal. Dues will run for 12 (twelve) months from the date of membership and shall be renewed annually. In cases of true financial hardship, the Board may elect to waive the dues of a given member. The period of such a hardship waiver shall not exceed one year without a review of the circumstances leading to the waiver by the Board. Full Membership individuals who are current on dues with a valid amateur radio license have voting rights in all RFARC matters. Individuals who are current on dues without an Amateur Radio License will be referred to as Associate Members (see 2.34) and have no voting rights.
2.32 LIFE MEMBERSHIP A Life Membership is available to those who qualify for Full Membership with the additional requirement that they must be a Raytheon Employee or Retiree. Only those who have fully paid for a Life Membership will be considered as a Life Member. The price will be calculated at the rate of 20 (twenty) times the dues as posted on the RFARC website, www.RFARC.net, at the time of application for Life Membership. Life members have all voting rights in all RFARC matters. Once granted, Life Members shall be exempt from future dues.
2.33 HONORARY MEMBERSHIP An Honorary Membership may be granted on an individual basis at the recommendation of the President and with the approval of the Board. Honorary Memberships may be extended to those who have made extraordinary contributions in terms of technical expertise, leadership or financial support to RFARC or to the amateur radio service in general. Honorary Members that are Raytheon Employees or Retirees shall have all of the rights and privileges of RFARC Full membership except that all future dues shall be waived. As a rough guideline, not more than 3% (three percent) of the active membership should be in the Honorary Membership category at any given time. Honorary members must have a valid Amateur Radio License to vote in any and all RFARC matters.
2.34 ASSOCIATE MEMBERSHIP An Associate Membership is available to anyone without a Valid Amateur Radio License with dues paid in full. No Associate Member is allowed to vote on any and all RFARC matters or hold any office or Board position. An Associate Member with dues paid in full will immediately become a full voting member upon acquiring a valid Amateur Radio License.
2.40 WAIVER OF ANNUAL DUES From time to time at the discretion of the Board, annual dues may be waived for a period of not more than one year for a subclass of the RFARC membership provided the waiver is applied equally to all members of the subclass: for example, all individuals successfully completing an initial or upgrade examination in association with RFARC HamCram. All such programs will be carefully reviewed at their inception for economic impact on RFARC and fairness to all members. All such programs approved by the Board will be reviewed annually, such review to include but not necessarily limited to the successful recruitment and retention of RFARC members and economic impact
on RFARC. Programs deemed to be successful may be continued for another year with the approval of the Board. Programs deemed to have failed will either be modified or discontinued.
2.50 NONPAYMENT OF DUES Any member whose dues are in arrears more than thirty (30) days after their renewal date shall be considered inactive and may be removed from the club membership roster. Renewal dates start at the required date of renewal unless a period of nine (9) months has passed and then it begins at the date of processing the membership. Inactive members have no voting privileges. Any person considered inactive for nonpayment of dues shall be reinstated upon payment of dues.
Section III – OFFICERS, ELECTIONS, AND COMMITTEES 3.10 OFFICERS The officers of the RFARC shall be: President, Vice President, Secretary, and Treasurer. 3.20 BOARD OF DIRECTORS (Board) The Board of the RFARC shall consist of the President, Vice President, Secretary, Treasurer, and an Elected Board Member at Large (or appointed by the President when necessary), and Immediate Past President may function as a current Board Member if there are less than five (5) current active Board Members. Other club members with significant responsibilities in club operations will be invited to regularly attend the Board meetings and while they will not be voting members of the Board, their ideas and recommendations will be carefully considered in all matters pertaining to the club. Board meetings are open to club members in good standing and the Board meeting time and place shall be posted on the club website. No Board Member may have more than one (1) voting position during any term of office. The Board shall act in an advisory status only for the VE Team and shall have no direct control of their decisions.
3.21 EXECUTIVE COMMITTEE (EXCOM) EXCOM shall consist of the President, Vice President, Secretary, Treasurer, Board Member at Large, and Immediate Past President
3.30 ELECTIONS The regular election of officers shall proceed as follows: (a) At the May meeting each year, the President shall appoint a Nominating Committee composed of at least three (3) members in good standing of RFARC, one of whom is a regular attendee of the Board meetings. (b) The Nominating Committee shall meet and select one qualified member of RFARC as nominees for each office to be filled. Only members who are willing to serve shall be nominated. And, only members who are in good standing with the club and who have been members of the club for at least six (6) consecutive months shall be considered for nomination. (c) The Nominating Committee shall make its recommendations known in the monthly newsletter of RFARC prior to the regular June meeting. (d) The Nominating Committee shall read its recommendations to the general membership at the regular June meeting. After the reading, additional nominations from the floor shall be accepted and placed onto the ballot. (e) Each office to be filled shall then be voted upon, at the July meeting, by either open vote or show of hands or a secret ballot if requested by any member of RFARC who is in good standing with the club. Additionally Email voting shall be permitted. The secret ballot request must be made for a specific position. If this request is supported by a majority of the club members present, then a secret ballot for the specified office will be held. (f) Any nominee receiving a simple majority of the votes cast shall be declared elected. (g) The order of the election of officers shall be: Vice President, Secretary, Treasurer, and Board Member at Large, the previous year’s Vice President shall ascend to become President following a successful election provided the VP is an active Raytheon Employee or Retiree. (h) If the office of Vice President, Treasurer, or Secretary is not filled by a regular election, the President may appoint a member of the club who is in good standing to fill the position until a special election can be held. The appointed person must receive a favorable majority vote from the remaining members of the
Board to fill the position. If Board and/or EXCOM positions are vacated during the year, they may be filled by RFARC Presidential appointment for the balance of the term.
3.40 SPECIAL ELECTIONS Special elections may be held at any meeting to fill vacancies, which occur between regular elections. A special procedure applies to the vacancy in the office of President (see Section 3.45); the balance of this section applies to all elected offices other than President. If a special election is to be held, a notice to this effect shall be published in the issue of the official club newsletter immediately preceding such an election. Those members of RFARC present at such special meeting shall comprise a committee competent to nominate and elect a club member, in good standing, to the vacant office. 3.45 OFFICER VACANCIES Should the office of President become vacant for any reason, the Vice President shall immediately assume the office of President so long as they are an active Raytheon Employee or Retiree, and the office of Vice President shall be declared vacant and refilled under the terms of Section 3.40.
3.50 OFFICER TERMS The term of office for all officers shall be for one (1) year, commencing August 15 at 0000 hours and continuing until August 14 at 2359 hours of the following year, or until their successor has been elected and seated. Officers elected at special elections shall assume office immediately and their term of office shall end at the next regular election, or until their successor has been elected and seated.
3.55 APPOINTMENT TERMS The term for all appointments shall be for one (1) year as noted in Section 3.50, or until their successor has been appointed. Those appointed to fill an unexpired term shall assume responsibility immediately.
3.60 OFFICE VACANCY An office may be declared vacant for any reason by a majority vote of the members present at a special meeting. Elected offices that become vacant will be filled under the terms of Section 3.40.
Section IV – Duties of Officers, Committee Chairmen, etc. 4.10 PRESIDENT The President shall preside at all meetings of RFARC and conduct the same according to the rules adopted. The President must be a full member and an active Raytheon Employee or Retiree. The President shall enforce due observance of the Articles of Incorporation and of their Bylaws; decide on questions of order; sign all official documents that are adopted by RFARC; be an ex-officio member of all committees; and perform any other duties pertaining to the office of President as directed by the Board. Such duties may include, but are not limited to the following: (a) Appoint at-large members to The Board; (b) Initiate agenda and PowerPoint presentations for club meetings; (c) Participate in Regional/Local Ham Council Meeting representing RFARC; (d) Oversee club initiatives and activities to ensure the efforts of the chairperson and group are on task; (e) Oversee annual club awards and recognitions – “Ham of the Year,” “Hams Helping Hams,” etc.; (f) Act as club ambassador to ham radio community; (g) Help recruit new club members; (h) Fill key role and presence at annual Field Day event; (i) Fill key role and presence at ham radio activities: hamfests, etc; (j) Coordinate the update of ARRL website regarding RFARC details; (k) If applicable nsure IRS reporting requirements regarding 501(c)(3) are met; (l) Appoint nominating committee for club officers in June for elections in July; (m)Write “President’s Corner” in RFARC eNews and review final draft of eNews prior to publication; (n) Be a moderator for RFARC email reflectors, and; (o) Aid in resolving issues as they occur within the club.
4.20 VICE PRESIDENT The Vice President shall assume all the duties of the President in the absence of the President, and shall be an ex-officio member of all committees, and perform any other duties pertaining to the office of Vice President as directed by the Board. Such duties may include, but are not limited to the following: (a) Oversee, generate and coordinate responsibilities for club meeting programs, including presentations and audio/visual equipment as necessary; (b) Introduce speakers at monthly meetings and ensure their dinner is provided on the night they speak, along with a certificate of appreciation from the club; (c) Participate in the Local Council; (d) Orchestrate the prize drawing at the club meetings; (e) Attend Board meetings; and (f) Submit articles for publication regarding speakers to the eNews and any other item of interest. At the end of the regular term, Vice President shall ascend to the office of President following the next annual election as long as they are a full member in good standing plus an active Raytheon Employee or Retiree.
4.30 SECRETARY The Secretary shall keep a record of the proceedings of all Board of Directors meetings and publish Minutes after approval of Minutes by the Board. The Secretary shall carry on all correspondence of the club, including thanking in writing all such persons, firms or organizations obligating the club by their favors. The Secretary shall read RFARC communications received at the Board of Directors Meeting and publish those deemed of interest to the club at large in the eNews. The Secretary shall, at the expiration of his/her term, turn over all RFARC secretarial records to his/her successor. Other duties of the Secretary may include, but are not limited to: (a) Depositing Minutes in a repository on the club website; (b) Acting as Club Historian and, as such, depositing information and publications of interest to the club in a repository on the club website. (c) Submit monthly articles to eNews Editor
4.40 TREASURER The Treasurer shall receive and furnish a receipt for all monies paid to RFARC. The Treasurer must be a full member and an active Raytheon Employee or Retiree. The Treasurer shall keep an accurate account of all monies received and expended. He/she shall pay no bills without proper authorization by the Board. He/she shall give a report at each regular Board meeting of the income and outgo of club monies for the previous month. The Treasurer, at the expiration of his or her term, shall turn over all financial records in their possession belonging to the club to their successor. Other duties of the Treasurer may include, but are not limited to: (a) Establishing a club budget based on the previous year’s operations, and current year’s expectations for presentation at the February meeting of the Board; (b) Paying all bills as they arrive and not wait until the end of the month; (c) Assisting in promoting membership rolls for RFARC and ARRL; (d) Balancing the books on a monthly basis; (e) Submitting articles monthly to the eNews; (f) Advertising and ordering name badges; passing completed batch name badge spreadsheet to RFARC badge source to create the design and approval and submission to the production shop; (g) Acting as a moderator for the RFARC Reflectors; (h) Picking up mail from the club post office box where RFARC bills are received; (i) Passing temporary RFARC club Treasurer duties to the club Secretary when unavailable. Duties transferred include collecting club mail, paying club bills, renewing RFARC club memberships, renewing ARRL memberships, and collecting money from members and donors when necessary, opening the club post office mail box, writing checks on the club bank account, and making charges with the club credit card.
4.50 IMMEDIATE PAST PRESIDENT The Immediate Past President shall act as an advisor to the Board, participate in Board meetings, and assist in determining activities and programs of interest to the club. Immediate Past President will also be a voting member of the Board when the Board consists of less then five (5) active Members.
Section V – MEETINGS 5.10 REGULAR CLUB MEETINGS Regular RFARC Club meetings shall be held once each calendar month at such place and at such time as the President shall order including video conferencing. The President may cancel regular meetings. Normally, regular meetings are reserved for informational, educational and social purposes. No business is usually conducted at the regular monthly meeting unless the meeting or a portion of the meeting has been specifically called to order as a business meeting.
5.20 REGULAR CLUB BUSINESS MEETINGS The two RFARC regular meetings at which business is usually conducted are the annual election of club officers during the July meeting and occasional elections to approve changes in the RFARC bylaws. Notice shall be published by the Secretary in the club newsletter informing all club members of these elections and bylaw amendments should they occur.
5.30 BOARD MEETINGS Regular RFARC Board meetings shall be held once each calendar month at such place and at such time as the President shall order including video conferencing. The President may cancel regular meetings of the Board as necessary.
5.40 SPECIAL MEETINGS Special RFARC Board Meetings may be called by the President upon written request of any five (5) RFARC members, who are in good standing, and for this purpose, the President himself/herself may initiate such a request. Only such business as is designated in the request shall be transacted at the special meeting, except when the special meeting is called to take the place of a regular Board meeting.
Section VI – Finances, DUES, and BUDGET 6.10 ACCOUNTING The accounting for RFARC finances shall be on a calendar year basis beginning on January 1 through December 31 of the reporting year.
6.20 DUES The membership dues structure shall be reviewed by the Board on an annual basis in conjunction with the annual budgeting process. Dues may be adjusted by majority vote of the Board as a result of the review process and shall be promptly posted on the RFARC
6.30 BUDGET It will be the responsibility of the Board to prepare the budget for RFARC each year. The budget shall be consistent with the purposes of RFARC utilizing the expected revenues and resources. The budget will be prepared on a calendar year basis by January 15 of that reporting year and will be voted upon by the Board at the February Board meeting. The Board shall direct the Treasurer to make such expenditures of club funds that are consistent with the budget so devised, and as provided in Section 4.40. At the close of each calendar year, it shall be the duty of the Board to review the accounts of the Treasurer and publish a report of its findings to the club in the next club newsletter.
Section VII – Amendments, Suspension of Bylaws, Rules 7.10 AMENDMENTS These Bylaws may be amended by a majority vote of the total authorized voting club membership present at any meeting if a 30 day advance notice of the proposed amendment(s) has been published for all members to read in the club newsletter or placed on the club web page for review. A copy of the proposed amendment(s) shall be made available at the meeting where the vote will be taken.
7.20 GOVERNING MEETING RULES Robert’s Rules of Order shall govern all business meetings of RFARC except in case of conflict with these bylaws, in which case the bylaws shall govern.
7.30 QUORUM All eligible voting members present at a regularly scheduled meeting shall constitute a quorum for the transaction of business, except for amendment of bylaws as provided in Section 7.10. Regular business items shall be deemed as approved based on a simple majority vote of those present.
Section VIII – Appointments, Committees 8.10 PRESIDENTIAL APPOINTMENTS The President shall have the power to appoint such committees as he or she deems advisable for the welfare of RFARC, and he or she shall have the power to dissolve such committees at any time, except those appointed by the Board.
8.11 PRESIDENTIAL COMMITTEE RESPONSIBILITIES The President shall have the power to define and make appointments to club operating management roles as he or she deems advisable for the welfare of RFARC. The President shall have the power to rescind appointments, appoint replacements, and add or eliminate operating management roles. Executive Committee Members or other club members in good standing may be appointed to these roles. While members of the Executive Team, these appointments are without vote on the Board (see Section 3.20). The RFARC VE Team is affiliated with RFARC, but not covered by the RFARC Bylaws.
8.20 GOVERNING BODY The Board is the club’s governing body and shall approve all club activities and projects.
8.22 BOARD CHAIRMAN The President is the Chairman of the Board and will conduct its meetings.
8.23 BOARD MEETINGS The Board shall meet at the call of the President, or any two (2) other members of the Board. Normally the Board meets monthly.
8.24 BOARD MEETING QUORUM Four (4) members of the Board shall constitute a quorum for the transaction of club business.
8.25 MOTIONS Motions brought before the Board shall be deemed approved if a quorum is present and a simple majority of Board members present vote in favor.
8.26 BOARD FINANCIAL AUTHORITY The Board has full authority to utilize club funds as it sees fit to support club operations. The Board of Directors must specifically approve disbursements of club funds in excess of $250 (two hundred fifty dollars). All expenditures shall have invoices for reimbursement. Any funds not paid directly by RFARC shall be processed within 60 days of the expenditure or be forfeited to the club. Special circumstances may be considered by the Board of Directors.
8.27 CPA ASSISTANCE The Board may retain a CPA to assist in maintaining records and making sure the club is operated in compliance with local, state, and federal rules.
8.30 INAPPROPRIATE MEMBER ACTIVITY Should it come to the attention of any member of the Board that a RFARC member has been accused of or is alleged to have engaged in inappropriate activity with minors under the age of 18, the President or the Vice President in his or her stead shall be contacted as soon as is practical. The RFARC member involved shall be prohibited from the unsupervised contact with RFARC members under the age of 18 at any and all RFARC sponsored or affiliated activities until such time as all allegations are resolved. The President or Vice President shall bring the allegations to the attention of the appropriate authorities as soon as is practical. Should the Board so choose, the involved RFARC member may have membership revoked per Section 8.40
8.31 MINOR INTERACTION At any RFARC sponsored or affiliated activity where minors under the age of 18 are present at least two (2) unrelated adults shall be present.
8.40 MEMBERSHIP TERMINATION The Board may terminate a member’s membership for actions deemed not consistent with the goals of the club. The Board must vote unanimously to terminate a member’s membership.