Bylaws

BYLAWS PRESS CLUB OF NEW ORLEANS, INC.

JUNE 2009 REVISION

 

ARTICLE I. Purpose

The purpose of the Press Club of New Orleans is to promote the journalism profession and provide opportunities for its members to communicate with each other, the general public and exchange information and participate in professional development activities through education and other self-improvement activities. The club will strive to enhance the community its members serve.

ARTICLE II. Membership and Dues

Section 1: Members

Membership in the Club shall be comprised of these five categories:

News Media: Journalists and photographers employed full-time by a news gathering agency as a member of the working press.

Freelance/Blogger: Writers and photographers not employed full-time by a news gathering agency, or self-employed writers and photographers.

Public Relations/Communications: Public relations practitioners employed by any recognized public relations firm, advertising firm, or public relations department of any firm, corporation, or business; full-time freelance public relations practitioners; and other communications specialties at the discretion of the board.

Education: Consists of individuals in the educational field. Limited to teachers and students who participate in journalism classes or extracurricular activities.

Associate: Those individuals who are not covered by other categories but are allied with journalism profession. Includes sources, political, civic and business personalities.
Section 2: Oversight Of Membership

Applicants for membership or changes in membership categories shall be reviewed and approved by the membership committee. Each member must reapply for membership each year. Renewing members must also be approved by the membership committee. Approval or denial of members or their category designation is at the discretion of the committee.

 

Section 3: Approval Of Members

The Board of Directors shall approve or disapprove all decisions by the membership committee. Approval or denial of members or their category designation is at the discretion of the board.

 

Section 4: Expulsion Of Members

The Board of Directors may expel any member of the club with 7 votes .

 

Section 5: Dues For Members

Annual dues assessments shall be determined by the board for each calendar year. Prices are assigned by the board for each separate membership category.

 

Section 6: Term Of Membership

Membership with the press club runs through December 31 of each year.

By January 1, all members should be sent invoices asking them to reapply and pay dues for the current year.

Membership renewals should be returned to the organization on or before January 31.

A final notice to members who have not renewed should be sent out on February 1.

Members who have not paid their dues by March 1 will no longer be members. Members who choose to renew between March 1 and December 31 will be subject to a late fee determined by the board for each calendar year.

New members may join the organization at any time throughout the year without penalty.

Pro-rated membership fees are not offered.

The board of directors may choose to link the March 1 deadline with another event deadline to streamline the paperwork process. This deadline may not be extended past April 1.

 

ARTICLE III, Government

Section 1: Board Of Directors

The Press Club Board of Directors is comprised of 12 members. Eleven of the members are elected to the board by the club’s membership.

The one board member who is not elected is the immediate past president of the board. The immediate past president is guaranteed a seat on the board until the current president retires or is unseated.

If the president is removed from his post by a no-confidence vote by the general membership, the current past-president will continue in the role of past president. A president removed in mid-term by the members is prohibited from taking the past-president seat.

The board is composed of members of the news media, education community and the public relations field. Six members of the board must be from the news media. Five members must be from the public relations field. One member must from the education community.

The President and 1st Vice-President must be a news media or education member. The 2nd Vice-President must by a public relations member.

No one organization may be represented by more than two board seats.

 

EXECUTIVE COMMITTEE

President (News Media or Education)

1st Vice-President (News Media or Education)

2nd Vice-President (Public Relations)

 

GENERAL BOARD

1 (News Media)

2 (News Media)

3 (News Media)

4 (News Media) (Possible Immediate Past President)

5 (Public Relations)

6 (Public Relations)

7 (Public Relations)

8 (Public Relations)

9 (Education) (Possible Immediate Past President)

 

Section 2: Board Nomination

Between May 1st and May 7th, the Press Club will open the nominating process for board members for the next term. The notice will be sent to all members via email and will be posted on the club website.

Any club member in good standing may nominate his or herself. Members may not nominate other members, only his or herself.

The nominee must indicate:

(1) If they are seeking:

(a) a news media/education office or

(b) a public relations office.

(2) News Media and Education members must then select if they’re running for:

(a) President,

(b) 1st Vice-President, or

(c) a general board seat.

(3) Public Relations members must then select if they’re running for:

(a) 2nd vice-president or

(b) a general board seat.

 

Members will submit their nomination via email to the Membership Chair.

 

The nominating process will conclude May 14th.

 

Section 3: Membership Committee Recommendations

 

The Membership Chair will submit a list of nominees and present them to the membership committee. Between May 14th and May 29st, the Membership Committee will verify all the nominees are in good standing. The Membership Committee will also verify the nominees should be running for a:

(a) news media / education or

(b) public relations office.

 

The Membership Committee will also select a slate of recommended office holders for the next term.

 

The committee will meet in closed session and will discuss possible recommendations.

 

After discussion, the committee members will vote on its recommendations for the 11 possible offices in the following order:

(1) President

(2) 1st Vice-President

(3) 2nd Vice-President

(4) News Media General Board Member

(5) News Media General Board Member

(6) News Media General Board Member

(7) Education or News Media General Board Member

– depends on immediate past president’s membership category

(8) Public Relations General Board Member

(9) Public Relations General Board Member

(10) Public Relations General Board Member

(11) Public Relations General Board Member

 

By May 31st, the Membership Chair will email the full membership with the final list of nominees. The full list should also be posted on the club website.

 

The nominees will be listed in the following order:

(1) Candidates for President

(2) Candidates for 1st Vice-President

(3) Candidates for 2nd Vice-President

(4) News Media Candidates for the General Board

(5) Education Candidate for the General Board (if applicable)

(6) Public Relations Candidates for the General Board

 

The list of nominees in each category will be listed in the following order:

(1) The Membership Committee recommendation(s) will be listed first, in alphabetical order by last name.

(2) Current board members who are not selected by the Membership Committee will be listed second, in alphabetical order by last name.

(3) The remaining candidates will be listed third, in alphabetical order by last name.

 

Each nominee will be listed by the name he or she nominated him or herself. The nominee’s title and employer will also be listed. If the nominee is recommended by the Membership Committee, a textual note should be included with the nominee’s name. If the nominee is a current Press Club board member, a textual note detailing their current board position should be included with the nominee’s name.

 

Section 4: Board Election

 

A full membership meeting will be held between June 7th and June 30th. At the meeting the President and the Chair of the Members Committee will be called to speak before the membership. The Membership Chair will present the list of recommended nominees to the membership. The membership will then be allowed to ask questions of the President and Chair. Each candidate will then be allowed to speak. The Members Chair may designate a time limit. After questions conclude, the membership will be asked to complete paper ballots.

 

The ballots will contain the detailed candidate information e-mailed by the Membership Committee.

 

After completing ballots, members will submit them to a ballot verification team. The team is selected by the membership chair or their designate and comprised of:

(a) 1 current board member,

(b) 1 non-board member seeking office, and

(c) 1 non-board member not seeking office.

 

Any member of the board may object to the composition of the verification team and request a new team be selected. If a suitable team can not be determined with complete satisfaction of the board, the board will elect verification team members in this order:

(a) 1 current board member,

(b) 1 non-board member seeking office, and

(c) 1 non-board member not seeking office.

 

The team will verify the person submitting the ballot is a member in good standing and has submitted only 1 ballot.

 

A ballot counting team will then count the ballots. The team is selected by the membership chair or their designate and comprised of:

(a) 1 current board member,

(b) 1 non-board member seeking office, and

(c) 1 non-board member not seeking office.

 

Any member of the board may object to the composition of the counting team and request a new team be selected. If a suitable team can not be determined with complete satisfaction of the board, the board will elect counting team members in this order:

(a) 1 current board member,

(b) 1 non-board member seeking office, and

(c) 1 non-board member not seeking office.

 

The counting team will tally the votes. The winner will be determined using the following criteria:

PRESIDENT, 1ST VICE-PRESIDENT, 2ND VICE-PRESIDENT, EDUCATION

– The winner is the person with the most votes.

– In case of a tie, members will be asked to vote again, selecting one of the two people with the highest number of votes.

– If there is a second tie, the Members Committee will cast the tie-breaking vote.

– If the Membership Committee also splits for a tie vote, the Members Chair will cast the final tie-breaking vote.

NEWS MEDIA GENERAL BOARD

– The winners are the top 3 or 4 candidates (depending on past president category) with the highest vote totals.

– In case of a tie, members will be asked to vote again:

i. 5 or More Way Tie: Members Choose 4

ii. 4 or More Way Tie: Members Choose 3

iii. 3 or More Way Tie: Members Choose 2

iv. 2-Way Tie: Members Choose 1

– Tie-breakers will continue until only 2 members remain.

– If second tie happens between only two members, the Membership Committee will cast the tie-breaking vote.

– If the Membership Committee also splits for a tie vote, the Membership Chair will cast the final tie-breaking vote.

 

PUBLIC RELATIONS GENERAL BOARD

-The winners are the top 3 or 4 candidates (depending on past president category) with the highest vote totals.

– In case of a tie, members will be asked to vote again:

i. 5 or More Way Tie: Members Choose 4

ii. 4 or More Way Tie: Members Choose 3

iii. 3 or More Way Tie: Members Choose 2

iv. 2-Way Tie: Members Choose 1

– Tie-breakers will continue until only 2 members remain.

– If second tie happens between only two members, the Membership Committee will cast the tie-breaking vote.

– If the Membership Committee also splits for a tie vote, the Membership Chair will cast the final tie-breaking vote.

 

Members must be present at the membership meeting to vote.

 

Section 5: Board Committees

 

Each member of the board will also serve as the chairperson of a committee.

 

The President serves as the chair of the Executive Committee. The committee includes the 1st and 2nd Vice-President and at least two other board members selected by the president.

 

All committees are comprised of at least 5 members. The chair of each committee is selected by the President at the first board meeting of the new board. The remaining committee members are appointed by the President.

 

The 11 additional board committees include:

(1) Treasurer & Finance Committee

(2) Secretary & Communication Committee

(3) Membership Committee

(4) Monthly Events Committee

(5) Awards Committee

(6) Gridiron Committee

(7) Professional Development Committee

(8) Student Development Committee

(9) Planning Committee

(10) Fundraising Committee

(11) Scholarship Committtee

 

After the ballots are counted, the results will be announced immediately and the new officers and board members shall be installed at the July board meeting..

 

Section 6: Administration

 

The Board of Directors shall carry on all the day-to-day business of the -club as specified in these by-laws, and shall set the time for all regular meetings. The Board of Directors shall determine all policy decisions of the organization. The President shall be the official spokesman for the Press Club.

 

The President shall be the chief executive officer of the Club, calling meetings, presiding at all Board and membership meetings, signing all official documents and notices, and carrying out all policies set by the membership. The First and Second Vice-Presidents, in that order, shall perform the function of the President when he or she is absent.

 

The Treasurer, as chairman of the finance committee, shall oversee: payment of all bills of the Club, collection of dues, making monthly and annual financial reports. The executive secretary is authorized to perform these duties as directed by the treasurer and president.

 

The Secretary shall keep minutes, of all regular and special meetings of the Board and membership.

 

Section 7: Filling Vacancies

 

All vacancies on the Board shall be filled with a member in good standing

 

PRESIDENT REMOVAL/VACANCY

 

When a vacancy occurs in the office of President The board will vote by simple majority to appoint a current news or education board member as president. This vote should be completed within 30 days of the president’s resignation or removal.

 

VICE-PRESIDENT REMOVAL/VACANCY

 

When the first or second vice-president vacates or is removed from office, the membersh committee chair shall send out a notice to all members soliciting nominations for the open position. The notice shall be emailed to all members and posted on the club’s website. Members in good standing shall be given 14 days to submit the nomination to the membership chair. Only a member may nominate him or herself. A board member who is not already the vice-president may nominate his or herself for the new position.

 

After nominations are submitted, the the membership chair must verify the nominees are in good standing and fit the seat’s criteria. The membership chair has 7 days to complete this task.

 

After verification a special meeting will be called for a special election for the vacant position. This meeting must occur no later than 30 days after the original vacancy. The election procedure should follow those outlined for the yearly membership board elections.

 

The president may, at his or her discretion, choose not to hold a special election to fill any empty vice-presidential seat.

 

GENERAL BOARD REMOVAL/VACANCY

 

When a general board member is removed from office, the membership committee chair shall send out a notice to all members soliciting nominations for the open position. The notice shall be emailed to all members and posted on the club’s website. Members in good standing shall be given 14 days to submit the nomination to the membership chair. Only a member may nominate him or herself.

 

After nominations are submitted, the the membership chair must verify the nominees are in good standing and fit the seat’s criteria.. The membership chair has 7 days to complete this task.

 

After verification a special meeting will be called for a special election to the vacant position. This meeting must occur no later than 30 days after the original vacancy. The election procedure should follow those outlined for the yearly membership board elections.

 

The president may, at his or her discretion, choose not to hold a special election to fill any empty board seat.

 

If a board member no longer meets the established criteria for the position they hold on the board, the board at its next regular meeting must vote on whether the member may remain on the board. 7 votes are required for removal. A vote for removal is binding and does not require the approval of the full membership.

 

Section 8: Removal From The Board

 

Any officer or Board member may be removed at any time by the affirmative vote of two-thirds (2/3) of the members present at a general membership meeting called for that purpose.

 

Any member of the Board who shall absent himself from three consecutive meetings without just cause, as determined by the Board, Is eligible for a no-confidence vote and removal from the board. A majority of the board must first determine the board member has been absent without cause. A majority of the board must then vote to subject the board member to a no-confidence/removal vote. A special general membership meeting will be called for this vote. Notice must be sent out by email and on the website at least 7 days in advance.

 

For all meetings, the board can not act unless it has at least 7 members present. A simple majority of the present board is interpreted as a majority vote of the entire board, except in cases of no confidence or bylaw changes which will require 7 votes to pass.

 

ARTICLE IV, General Administration

 

The Press Club of New Orleans shall, through its Board of Directors, employ a salaried Executive Secretary whose duties shall be to carry out the policies of the Board and manage the affairs of the Club on a day-to-day basis. The board and executive secretary must be covered by board insurance paid for by the organization. The Executive Secretary will attend Board meetings as a non-voting member. The Executive Secretary will bear the responsibility of reporting to the Board on past and future club activities. The Executive Secretary will work under the administration of the President and as directed by committee chairs on work related to their committees.

 

ARTICLE V, Meetings

 

Section I: Board Meetings

 

Regular meetings of the Board of Directors shall be held at least monthly at such times and places as the board shall determine.

 

Special Board meetings may be called by the President or First Vice-President on two (2) calendar days notice by email to each director Two directors may team up to call a meeting with two days email notice to each director.

 

Seven (7) members of the Board shall constitute a quorum. With a quorum is a simple majority is required to affirm any measure put before the board, unless noted otherwise. A majority vote by the quorum signifies the full approval of the board. This means as few as 4 votes can establish club policy unless otherwise noted.

 

Section 2: General Member Meetings

 

The membership shall meet at least once a year. Other general membership meetings may be called by the President, with 7 days notice via email and on the website.

 

Section 3: Requirements For Votes

 

10% of the current membership, as listed on the organization’s website, may sign a petition to call a special membership meeting. A special membership meeting can be called for any purpose. Membership meetings that include elections, no-confidence votes, or changes to the charter require that the action item be emailed to each member at least 7 days in advance and that it be posted on the club’s website. The secretary is bound to disseminate this communication.

 

10% of the general membership total, as listed on the organization’s website, must be present for a quorum. Then, a 2/3 majority of those present is needed to pass a change to the bylaws or to approve a no-confidence vote. Members must be present to vote.

 

No amendments may be made to measures at the general membership meeting. A simple yes or no vote is allowed. Any new measures can be proposed, but a new meeting date needs to be set and be emailed out to all new members at least 7 days in advance.

 

ARTICLE VI Amendments

 

Section I: Amendment Submission

Amendments to the bylaws shall be proposed by 7 Board members or by 10% of current members as listed on the website. .

 

Section 2: Amendment Vote Requirements

Amendments proposed by the Board shall be emailed to the general membership for review 7 days prior to a general membership meeting at which the proposed amendments will be voted on. The amendment should also be posted to the web. The results of the balloting will be sent to all members immediately after the vote.

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