BYLAWS

THE FRIENDSHIP FORCE OF CHARLOTTESVILLE

THE FRIENDSHIP FORCE INTERNATIONAL

Revised November 6, 2007

ARTICLE I -

Name

The name of the organization shall be The Friendship Force of Charlottesville hereinafter referred to as the Club. This name shall not be changed unless permission has been obtained from The Friendship Force International, hereinafter referred to as FFI.

ARTICLE II -

Purpose and Objectives

The Club is organized for the purpose of encouraging international friendship and understanding. The following are the objectives of the Club:

  1. To provide leadership and support for national and international cultural exchange programs.
  2. To provide continuity of The Friendship Force activities through educational and cultural means.
  3. To increase program awareness by disseminating information to Club members and to interested persons in the community.
  4. To recruit members and maintain an active membership file.
  5. To provide an orderly means of assembling and retaining pertinent records for use in establishing and assisting Exchange Committees.

The Club is not organized and shall not operate for pecuniary gain or profit. No part of the property of the Club and no part of its net earnings shall incur to the benefit of any private individual. The Club shall never be authorized to engage in a regular business of a kind ordinarily carried on for profit or in any other Club activity except in furtherance of the purposes stated above for which the Club is organized. The club shall never engage in attempts to influence legislation, or participate in any political campaign on behalf of any candidate for public office, nor shall any part of its property or any part of the income there from be devoted to such purpose.

ARTICLE III -

Members

Section 1. Qualification: Club membership is open to any person who supports the goals and purposes of The Friendship Force and is willing to pay the required annual dues and agrees to abide by these Bylaws and Standing Rules. A member is in good standing having completed a membership application form and payment of annual dues. Only members in good standing shall be entitled to vote and participate in Club business.

Section 2. Annual Dues: The fiscal year of the Club is January 1st through December 31st. The Board of Directors with the consent of the membership shall determine the annual dues.

Section 3. Honorary Life Membership: The Board of Directors may award Honorary Life Membership, from time to time, to qualified members who over the years have demonstrated long term commitment to the goals of the organization.

ARTICLE IV -

Officers

Section 1. Officers: The elected officers of the Club are the President, President Elect, Vice President, Secretary, Treasurer and the Immediate Past President

Section 2. Term of Office: Each officer shall serve a one (1) year term or until a successor is elected.

Section 3. Succession:

  1. The President Elect shall succeed the President.
  2. The Vice President shall succeed the President Elect.

Section 4. Vacancies:

  1. A vacancy in the office of President shall be filled by the President Elect.
  2. A vacancy in the office of President Elect shall be filled by the Vice President.
  3. Vacancies in the offices of Vice President, Secretary and Treasurer maybe filled by the Board of Directors.

Section 5. Duties: All Elected Officers shall prepare a written report for the Annual Meeting. A copy of this report to go to the President Elect for use in the Annual Report to FFI.

  1. The President shall:
    1. Preside at all meetings of the Club and the Board of Directors.
    2. Serve as liaison with other organizations and with FFI.
    3. Serve as official spokes person for the Club.
    4. Appoint all chairs for Standing and Special Committees except the Nominating Committee, subject to conformation of the Board of Directors.
    5. Serve as ex officio member to all committees except the Nominating Committee.
    6. Sign for withdrawals of funds of the Club.
    7. Exercise all other duties as usually pertain to the office of President.

  2. The President Elect shall:
    1. Fulfill the duties of the President if that office becomes vacant.
    2. Preside in the absence of the President.
    3. Serve on the Nominating Committee.
    4. Chair the Fundraising Committee
    5. Submit the Annual Report to FFI at the end of the Club's year.
    6. Perform such duties as may be assigned by the President or the Board of Directors.

  3. The Vice President shall:
    1. Fulfill the duties of the President Elect if that office becomes vacant.
    2. Chair the Membership Committee.
    3. Perform such duties as may be assigned by the President or the Board of Directors.

  4. The Secretary shall:
    1. Record the minutes of the meetings of the Club and the Board of Directors.
    2. Keep the records of the Club
    3. Handle the correspondence of the Club as directed by the President.
    4. Issue all official notices.
    5. Sent a copy of the minutes to the President and Board of Directors
    6. Perform such duties as may be assigned by the President or the Board of Directors.

  5. The Treasurer shall:
    1. Record and deposit all dues, fees and other income received by the Club in a bank approved by the Board of Directors.
    2. Maintain the Club's bank account and keep accurate records of the Club's finances.
    3. Present a written report at all meetings of the Club and the Board of Directors.
    4. Sign or countersign withdrawals of funds from the Club's account.
    5. Disburse funds on the order the President or the Board of Directors and obtain and maintain receipts.
    6. Prepare the books for an audit prior to each Annual Meeting.
    7. Perform such duties as may be assigned by the President or the Board of Directors.

  6. F. The Immediate Past President shall:
    1. Chair the Nominating Committee.
    2. Maybe an ex officio member of the Board of Directors.

ARTICLE V -

Nominations and Elections

Section 1. Composition:

  1. The Nominations Committee shall be appointed by the Board of Directors at least five (5) weeks prior to the Annual Meeting.
  2. The three (3) member Committee shall be chaired by the Immediate Past President, or in the event of a vacancy in this office, by an officer appointed by the Board of Directors. The President Elect shall serve on this committee and one (1) other member of the Club in good standing.

Section 2. Nominations:

  1. The Committee shall prepare a list of nominees who are members in good standing and have consented to be nominated for a one (1) year term of office for the position of President Elect, Vice President, Secretary and Treasurer. An officer may succeed himself/herself one (1) time in that office.
  2. The report shall be presented at the September Meeting or at least ten (10) days prior to the Annual Meeting.
  3. Nominations shall be accepted from the floor at the Annual Meeting provided that previous approval has been obtained from the proposed nominee.

Section 3. Elections:

  1. The election of officers shall be held at the Annual Meeting. Elections shall be by voice vote; however, if there is more than one (1) nominee for an office, the election shall be by ballot and shall not be cumulative. In the event of a tie vote, another ballot must be taken. The nominee receiving the majority of votes shall be declared elected.
  2. Elected officers shall commence their duties on January 1st.

ARTICLE VI

Meetings

Section 1. Regular Meetings: The Club shall normally meet every other month beginning In January, but not less than quarterly on date designated by the Board of Directors.

Section 2. Annual Meeting: The November meeting shall be the Annual Meeting. The President shall designate the time and place for the meeting. A written notice of the meeting must be sent to all members at least ten (10) days prior to the meeting.

Section 3. Special Meetings: Special Meetings of the Club may be called by the President, any three (3) elected officers, or any fifteen (15) members in good standing, with at least one (1) week's prior notice to all the members. Only the business mentioned in the notice may be considered at this meeting.

Section 4. Quorum: A majority of the members present and voting shall constitute a quorum.

ARTICLE VII -

Board Of Directors

Section 1. Composition: The Board of Directors shall be the elected officers. The Immediate Past President maybe an ex officio member of the Board of Directors as a nonvoting member. Standing Committee chairs are expected upon request to attend Board of Directors meetings as nonvoting members.

Section 2. Meetings: Meetings of the Board of Directors shall be called as needed, by the President or any three (3) members with at least five (5) days notice.

Section 3. Quorum: Three (3) directors, one (1) of which is the President, shall constitute a quorum.

Section 4. Duties: The Board of Directors shall manage the business of the Club.

Section 5. Vacancies: Vacancies shall be filled by a majority vote of the Board. A Board member may be removed from his/her post by a majority vote of the Board members.

ARTICLE VIII -

Committees

Section 1. Types:

  1. Standing Committees: The Standing Committees are Membership, Communications, Fundraising, Social, Exchanges, Archives and Membership Outreach.
  2. Special Committees: Special Committees may be called as needed.

Section 2. Term of Office: The term of office of Committee Chairs shall be determined by the Board of Directors.

Section 3. Duties: All committee chairs shall consult with the President, appoint members to their committee, present a list of members to the Secretary, call committee meetings when necessary, report activities to the Board of Directors and at the Regular Meetings and prepare a written report for the Annual Meeting with a copy to the President Elect for the Annual Report to FFI.

  1. Membership Committee: The Chair of the Membership Committee is the Vice President. The Membership Committee Chair shall:
    1. Maintain a Membership Roster to be published as needed.
    2. Receive all dues and forward them to the Treasurer.
    3. Record all registration information.
    4. Work closely with the members of the Board of Directors to ensure that all new members are welcome and that all potential members receive an appropriate response.
    5. Maintain a Speaker's Bureau roster.
  2. Communications Committee: The Communications Committee includes The Newsletter and Database. The Chair is the editor.
  3. Fundraising Committee: The Chair of the Fund Raising committee is the President Elect. The Chair shall devise, plan and monitor fund raising projects.
  4. Social Committee: The Social Committee Chair is appointed by the Board of Directors. The Chair shall be in charge of all social events.
  5. Exchange Committees: The Chairs, Exchange Directors, are appointed by the Board of Directors. The Exchange Directors shall be required to attend a seminar detailing the duties of an Exchange Director.
    1. Outbound Exchanges:
    2. Inbound Exchanges:
  6. Archives Committee: The Archives Committee Chair shall be appointed by the Board of Directors. The Chair is responsible for documenting the history of the Club.
  7. Membership Outreach Committee: The Membership Outreach Committee Chair shall be appointed by the Board of Directors. The Chair shall send an appropriate recognition to any member experiencing an illness, a sadness or a joyous event.

    ARTICLE IX -

    Parliamentary Authority

    The rules contained in Robert's rules of Order Newly Revised shall govern this Club in all cases in which it is applicable and which are not inconsistent with these Bylaws or Standing Rules that this Club may adopt.

    ARTICLE X -

    Amendment of Bylaws

    These Bylaws may be amended at any regular or special meeting of the Club by a two thirds (2/3) vote of the members present, provided that the membership has been notified of the amendment at least ten (10) days prior to the meeting. The adopted Bylaws shall be submitted to FFI.

    ARTICLE XI -

    Dissolution

    In the event of the dissolution of this Club to the extent allowed under applicable law, all of the assets of the Club shall be distributed to The Friendship Force, Inc., a nonprofit corporation, provided that the corporation is then in existence and is such a tax exempt organization. If FFI should not be in existence at the time of said dissolution, the assets of the Club shall be sold and the proceeds distributed to another organization organized and operating exclusively for charitable, scientific, literary or educational purpose which shall be elected by the Board of Directors of this Club.

    STANDING RULES

    THE FRIENDSHIP FORCE OF CHARLOTTESVILLE


    THE FRIENDSHIP FORCE INTERNATIONAL

    1. The Club shall hold Regular Meetings every other month beginning in January.
    2. The Secretary shall send a copy of the minutes to the President, the Board of Directors, the Editor and the Web Master within one (1) week after each meeting.
    3. The annual dues are $27.00 per person and $50.00 per couple.
    4. Notice of a dues change must be published in the Club Newsletter at least one (1) month prior to the date of said change.
    5. The Treasurer shall provide, at the March meeting, a list of members whose dues payment are in arrears.
    6. The Treasurer shall on a monthly basis record membership dues received and pursue payment of delinquent members via a call or letter.
    7. Revenue from sources other than annual dues may be raised as determined by the Board of Directors.
    8. The Board of Directors shall approve the official depository/depositories for the Club's funds.
    9. The Treasurer, President and President Elect shall be designated as check signers.
    10. The Board of Directors shall authorize all expenditures not included in the Annual Budget that is in excess of $100.00.
    11. The Board of Directors shall prepare a budget for the year.
    12. The Board of Directors shall confirm the appointed Chair's of Standing Committees.
    13. The President shall appoint an Audit Committee prior to each Annual Meeting.
    14. The President shall appoint a Bylaws Committee to review the bylaws as necessary.
    15. All Elected Officers and Committee Chairs shall transfer all records to the incoming officer within two (2) weeks of their assuming office. (Within the first two (2) weeks in January.)
    16. Exchange Directors shall be selected by the Board of Directors with consideration of the skills of the individual. The Immediate Past President should be considered as a candidate for an outbound exchange.

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