Windy City Amateur Radio Society, Inc, Constitution & Bylaws

Constitution

Be it known that we, the subscribers, do hereby associate ourselves as a body politic and corporate according to the Laws of the State of Illinois regulating the formation and organization of non-profit corporations without capital stock, and the following is our Constitution:

Article I

The name of this organization is Windy City Amateur Radio Society, Incorporated, hereinafter referred to as the Society.

Article II

This Constitution and By-Laws are adopted to detail the functions and operations of the Society. Adopted this day.

Article III

The goals of this Society are to:

  • Promote interest in amateur radio communications and experimentation
  • Provide public amateur radio education through periodic classes
  • Relay non-commercial messages by radio without charge
  • Further public welfare
  • Advance the radio art within the community
  • Foster and promote inter-communications by electronic means for the personal benefit of members but without pecuniary gain
  • Foster education in the field of electronic communication
  • Disseminate knowledge and information by electronic means
  • Print and publish documents and pamphlets for any of these purposes

Article IV

No part of the assets of the Club shall be the property of any individual member, and all such assets shall be devoted exclusively to the goals outlined in Article III. No member of the Club shall use such membership for personal gain. In the event of dissolution of the Society all assets shall be liquidated, and all proceeds donated to the ARRL Foundation, Illinois section.

Article V

The principal office of the Club shall be maintained at the address of the Society radio room or elsewhere as may be determined by a majority of the Executive Committee, provided due written notice shall be given to the membership at least thirty days before any change.

Article VI

The officers of the Society shall be the President, the Trustee, the Vice President, the Secretary, and the Treasurer, who shall be elected or appointed as provided by the By-Laws. The affairs of the Society shall be governed by an Executive Committee consisting of the officers of the Society, The Immediate Past President, and four Directors elected as provided by the By-Laws. All members of the Executive Committee shall be qualified as provided by the By-Laws. No member may serve in two elected positions simultaneously.

Article VII

The Society shall have one or more classes of membership as provided by the By-Laws. The By-Laws shall provide the privileges, requirements, and qualifications for membership in such classes.

Article VIII

These Articles may be amended by a two-thirds vote of all voting members of the Society or, provided due notice of the proposed amendment shall have been posted on the website or emailed at least thirty days before the regularly scheduled meeting of the Society at which such proposed amendment is to be voted upon, by a two-thirds vote of the voting members present at such meeting, provided a quorum as defined in the By-Laws is present.

Due notice for the modification of the Constitution shall be made known to members of the Society through the preceding monthly meeting, announcements on the weekly radio nets, and the Society’s website at least thirty days in advance of the action taken.

Duly adopted this Monday, October 21st 2024 by a majority vote of attending members. Windy City Amateur Radio Society, Inc.

BY:

Secretary: Joseph P Murphy, Jr (KE9CMR)

President: Garett A Murphy (N9HXR)

Signatures on file

Amendment I

The executive committee shall not include the immediate past president as originally stated in article VI. The affairs of the Society shall henceforth be governed by an Executive Committee consisting of the officers of the Society and four Directors elected or appointed as provided by the By-Laws.

Approved February 3, 2025 by unanimous vote of attending members.

Bylaws

Windy City Amateur Radio Society Bylaws Adopted Monday, January 6, 2025

Membership

  1. Under Article VII of the Windy City Amateur Radio Society Constitution, the following are the Society memberships and their requirements and benefits: Full Member, Family Membership, and Associate Member.
    1. Full Member: A Full Member shall hold an amateur radio operator’s license recognized by the United States of America, and each such member shall have one vote.
    2. Family Membership: Family Membership shall include Full Membership privileges for all immediate family members, over age 14, of a person who holds an amateur radio operator’s license recognized by the United States of America. Each such member shall have one vote. The immediate family includes all members living in the same household listed with the primary member.
    3. Associate Member: An Associate Member may be interested in the amateur radio hobby and does not hold an amateur radio operator’s license recognized by the United States of America. Each Associate Member will not have voting privileges but can participate in all Society discussion topics and events.
  2. One year of membership dues will be waived for a new member who wishes to join the Club within sixty (60) days of receiving their first FCC Amateur Radio License. The Executive Committee will also be able to waive a member’s dues. A list of all waived dues will be provided to Society members each month at the regularly scheduled monthly Society meeting.
  3. Annual membership dues are payable and due when a member joins the Society and annually thereafter by the end of January. Membership renews annually on January 1st. Members who join mid-year may have their dues prorated up to a maximum of 6 months.
    1. The Executive Committee shall set the annual due amount before the end of the fiscal year and must be approved by a two-thirds vote of the voting members present at a regularly scheduled monthly Society meeting.
  4. Members whose dues are in arrears shall be carried on the Society roster ninety (90) days past their renewal date on January 1st, whereupon membership shall automatically terminate. Reinstatement shall only be provided following the procedures for new members in Section 1 of the Bylaws.
  5. Any member may be expelled from the Society for committing actions inconsistent with the WCARS Constitution, Bylaws, or policies that damage, threaten, or jeopardize the Society.
    1. Such expulsion will be based upon a two-thirds vote of the voting members present at a regularly scheduled monthly Society meeting. All members will be notified by WCARS email thirty (30) days before the meeting.
    2. The member to be expelled must be given due written notice mailed to their last known address via Certified Mail with Return Receipt at least thirty (30) days in advance and must have an opportunity to be heard at the meeting.
    3. If membership has been terminated for any reason given in Section 5 of the Bylaws, the individual may reapply for membership after 1 year. The member will be reinstated by receiving a two-thirds affirmative vote of voting members at a regularly scheduled monthly Society meeting. All members will be notified by email thirty (30) days before the meeting.

Officers

  1. All Officers and Directors of the Society shall be voting members and shall have held such membership for at least six (6) months before election or appointment to office, provided 6 months have passed since the formation of the society. All Officers shall be over eighteen (18) years of age. No more than one member of a family household may hold an Officer or Director position.
  2. Each Officer or Director may serve and continue in office until a successor has been elected or appointed, except as Section 26 of the Bylaws provides.
  3. All Officers and Directors shall serve without compensation except for reasonable and necessary expenses incurred as part of their duties, per approval of two thirds vote of the society at a regular meeting.
  4. Subject to the instructions of the Execute committee, the Office of President is an elected role, and the official spoke person for the society. The President shall preside over all meetings of the Executive Committee and of the Society, shall be subject to instructions from the Executive Committee, shall be the official spokesperson for the Society, shall co-sign with the Treasurer all checks in amounts of $50.01 and greater, shall execute all official documents adopted by the Society and shall perform all other duties customarily of the office. He/She or his/her appointee shall represent the Society in its relationship with public and governmental agencies.
  5. The Office of Vice President is an elected role. In the absence or disability of the President, the Vice President shall act in the President’s stead.
  6. The Office of Secretary is an elected role. The Secretary shall record the proceedings of all meetings of the Executive Committee and the Society, provide a summary of the proceedings at each monthly Society meeting (which will be posted on the WCARS website), and maintain the Society’s archives. The Secretary shall also ensure the Society maintains its corporate status, file all non-financial reports and certificates required by Illinois state law, and perform any other duties typically associated with the office, or as assigned by the President.
  7. The Office of Treasurer is an elected role. The treasure shall receive all monies due the Society, depositing such in the name of the WCARS in a depository specified by the Executive Committee, shall draw and co-sign with the President checks in payment of obligations in amounts in excess of $50. The treasurer shall be authorized to draw and sign alone checks in payment of obligations that occur regularly in amounts of $50 or for expenses greater known to be proper and authorized by the Executive Committee.
    1. The Treasurer shall also provide updates at monthly Society meetings with summary account information, file any appropriate financial reports with state and/or federal government, shall supervise and invest any surplus funds of the Society prudently with the approval of the Executive Committee, and shall perform all other duties customarily of the office or the President may assign that. A treasurer’s report shall be provided to the secretary to be emailed to all members on a monthly basis.
  8. The Office of The Trustee is an appointed role, which is subject to a five (5) year term of service. The Trustee will be appointed by the President at the pleasure of the voting membership of the Society. The Trustee shall be responsible for the inventory, care, and maintenance of all Society property, including but not limited to the communications equipment. The trustee shall ensure that all operation of Society communication equipment or any operations under the club call sign are in accordance with the rules and regulations of the Federal Communications Commission and consistent with normal amateur practice. The Trustee shall make recommendations to the Executive Committee and the Society on such operation and maintenance, shall be reimbursed for all reasonable expenses associated with such duties, shall make monthly reports to the society on the operation of the equipment, and shall perform all other duties customarily of the office.
    1. The appointment or renewal of the office of the Trustee will take place at the scheduled monthly meeting in November in each year where the current five-year term is to expire. The appointment will be approved by a two-thirds vote of all voting members of the society attending the November meeting.

Executive Committee

  1. The Executive Committee shall be constituted as provided in Article VI of the WCARS Constitution. Election shall be included in Sections 21 through 24 of the Bylaws.
  2. The Executive Committee shall hold an open meeting at least monthly at a time, place, and manner designated by the President. The President or a majority of the members of the Executive Committee may call a special meeting of the Executive Committee at any time. The Secretary shall notify each member of the Executive Committee at least seven (7) days before such meeting. A majority of the members of the Executive Committee shall constitute a quorum for any meeting of the Executive Committee.

Society Meetings

  1. The Society shall meet regularly on the first Monday of each month. Meetings on or adjacent to federal and state holidays will be rescheduled for the following week. The meeting will be held in the vicinity of Chicago, Illinois at a time, place, and manner designated by the Executive Committee. The secretary will make such notices as appropriate.
  2. A quorum, determined by roll call, shall consist of nine (9) members or one-tenth of the voting members of the Society, whichever is greater. If a quorum is not present at a regular or special meeting, the only official action that can be taken is to adjourn.
  3. No matter deemed substantive by the presiding officer may be voted upon, although it may be introduced and debated unless it has been presented at the monthly Club meeting and placed on the WCARS website at least thirty (30) days before the meeting at which the matter is to be voted upon. The President’s decision may be overruled only by two-thirds of the eligible voting members present; in this case, the matter must be acted upon within the next two consecutive regularly scheduled monthly Society meetings.
  4. The President must call special meetings of the Society upon written petition of at least twenty-five percent of the voting members. Such a meeting shall be held within fifteen (15) days after the presentation of the petition. The Secretary shall ensure due notice is posted on the WCARS website, sent by email, and social media to the membership of the time, place, manner, and subject at least ten (10) days in advance of such a meeting.
  5. The provisions of Robert’s Rules of Order shall prevail on questions of order or procedure not covered by the Bylaws and/or Constitution.

Elections

  1. Annual elections or appointments shall be held at the Society meeting in November. At this meeting, the membership shall elect the President, the Vice-President, the Secretary, the Treasurer, and two directors. The approval or renewal of trustee will take place every 5 years at the Society meeting in November.
  2. Nominations shall be made by all members of the Society. Nominations shall also be solicited from the floor at the October meeting, and a list of potential Candidates for office shall be published on the WCARS website fourteen (14) days before the November meeting, during which elections will occur.
  3. WCARS members who cannot attend the November meeting in person may request an absentee ballot from the WCARS Secretary. The ballot must be received at the Club post office box before the November meeting, and the rear of the envelope must have the member’s signature.
    1. At the November regular WCARS meeting, additional nominations will be solicited from the floor before voting. Additional nominations will be vetted against the current WCARS roster.
    2. The vote shall be by in-person secret ballot of verified members in good standing and tabulated by at least three disinterested members. Absentee ballots of members in good standing will be authenticated against the WCARS roster and checked against members who are present.
    3. After confirmation of the absentee ballots, the ballot envelope will be opened, and the ballot will be included with all secret ballots taken during the meeting. The candidate receiving the majority of valid votes will be declared the winner. Without a majority, the two candidates with the most votes shall participate in a run-off election at that meeting.
    4. Elected and appointed Officers and Directors shall take office on the first day of the following year. To facilitate the transition of leadership, all newly elected Officers and Directors will be invited to all meetings for the remainder of the current calendar year.
  4. Directors shall serve terms of two years. Two shall be elected in the even-numbered years, and two shall be elected in the odd-numbered years. If more than two positions are vacant, a sufficient number those elected shall be chosen at random to serve a one-year term.
  5. In the event of a vacancy in any elected office, whether by resignation, removal, or lack of a willing nominee, there shall be a special election at the next monthly meeting. At no time shall any member of the Executive Committee have more than two votes, such as that given to him or her as a proxy for another member.
  6. An Officer or Director may be removed from office before the expiration of his or her term of office by a vote of two-thirds of the voting membership present at a regular or special meeting called for such a purpose. Any voting member may make a motion for such removal.
  7. An Officer or Director position shall be considered vacant if the holder is absent from three (3) consecutive Executive Committee or Regular Society meetings or five (5) such meetings in one calendar year.

Other Matters

  1. With the approval of the rest of the Executive Committee, the President may appoint such committees as may be needed for the proper operation of the society. Such committees shall serve at the pleasure of the Executive Committee.
  2. The society shall maintain an official website which will provide a forum for information such as meeting minutes, financial reports, upcoming elections/nominees, training opportunities, and other society activities. It shall also include any notice of any impending action required by the Bylaws.
  3. These Bylaws may be amended by a two-thirds vote of all voting members of the society, provided due notice of the proposed amendment has been posted on the website or emailed at least thirty days before the regularly scheduled meeting of the society at which such proposed amendment is to be voted upon.

Duly adopted this Monday, January 6th, 2025 by unanimous vote of attending members.

BY:

Joseph P Murphy Jr (KE9CMR), Secretary

Garett A Murphy (N9HXR), President

Signatures on file