The name of this organization shall be the "Alcatel Amateur Radio Association" hereafter referred to as the AARA.
The principal office for transacting AARA business shall be
the offices of:
Alcatel USA.
3400 West Plano Parkway
Plano, Texas 75075
The AARA is established to:
¸ Provide a pool of trained personnel who can provide emergency communications for the community.
¸ Acquaint employees of Alcatel USA with amateur radio.
¸ Encourage amateur communications with other Alcatel facilities.
¸ Provide training for both unlicensed and licensed persons in the field of amateur radio.
¸ Provide and maintain an amateur radio station for its members.
¸ Advance the state-of-the-art through the exchange of information provided by the varied expertise of AARA members.
¸ Conduct Association programs and activities so as to advance the general interest and welfare of amateur radio and Alcatel.
The AARA is chartered by the Sports and Clubs Program of Alcatel USA, Plano, Texas, and as such, is subject to the rules and regulations established for employee Sports and Clubs activities.
1. Any Alcatel USA employee or retiree of Alcatel USA or its predecessor corporations will be admitted to membership in the AARA upon submission of a properly completed AARA application form with appropriate dues to the Secretary.
2. The following persons may also become AARA members upon submission of a properly completed application form with appropriate dues to the Secretary:
¸ Immediate family members of an Alcatel USA employee or retiree, who is an AARA member
¸ Temporary contract employees of Alcatel USA
¸ Registered youth members of Venturer Crew 73, Circle Ten Council, BSA
¸
Registered adult Advisors of Venturer Crew 73, Circle
Ten Council, BSA
.
There shall be two classes of members:
1. Full-Voting Members - Only licensed amateur radio operators, who are full-time or retired Alcatel USA employees, per Article III, Section 1, paragraph 1, qualify as full-voting members.
2. Associate Members - AARA members not qualifying as full-voting members are classified as associate members and are eligible to partake in all AARA activities. This is a nonvoting and non-office holding classification.
Annual payment of dues is required to maintain membership in the AARA.
The officers of the AARA shall be:
¸ President
¸ Executive Vice President
¸ Vice President of Operations
¸ Secretary
¸ Treasurer
These officers shall constitute the Board of Directors of the AARA.
1. Any full-voting member of the AARA may run for any office.
2. Anyone who runs for office must be free of any conflict of interest as expressed in the By-Laws.
1. The officers of the AARA shall be elected by ballot of the eligible voting members present at the annual meeting and through absentee ballots previously submitted to the Nominations Committee.
2. The regular term of office shall be one year beginning the first day of the fiscal year.
3. Officers may not be elected and serve more than two consecutive full terms in the same office.
4. No one officer may hold more than one office during their term, save the Executive Vice President who shall perform the duties of the President in the absence of the President.
5. Officers shall serve without remuneration.
Officers may be removed from office:
1. Upon loss of status as a full-voting member.
2. By a three-fourths majority vote of members present at a regular or called special meeting provided full-voting members have been notified of such actioná at least 72 hours prior to said meeting.
3. If a conflict of interest is determined to exist per one of the following conditions:
1. A conflict of interest is determined by the Charter Authority.
2. A conflict of interest situation occurs which cannot be immediately resolved. The Board of Directors shall bring the matter to the attention of the membership and request a vote per Article IV, Section 4, paragraph 2 of the Constitution.
The Board of Directors shall act in behalf of the general membership to oversee the actions and programs undertaken by the AARA. The Board of Directors shall authorize necessary expenditures or actions as expressed in the By-Laws; however, the Board of Directors shall report the expenditures or actions at the next regular meeting.
The AARA may establish such affiliations with other clubs and organizations interested in amateur radio, consistent with the Constitution and By-Laws of AARA, for the mutual benefit of members of both organizations.
The AARA, at the annual meeting, may levy upon the general membership such dues as shall be deemed necessary for the business of the AARA within its purpose as set forth in Article II.
The fiscal year of the AARA shall be January 1 through December 31.
The AARA may adopt such By-Laws as may be required for the accomplishment of its purpose.
Changes/Amendments to the AARA Constitution may be adopted at a regular membership meeting, provided:
1. They do not conflict with the basic purpose of the AARA.
2. The proposed change/amendment has been submitted in writing at a previous regular membership meeting. The affirmative vote of a three-fourths majority of the quorum present at the regular membership meeting shall be required for the adoption of any change/amendment.
Duties shall consist of:
1. Is responsible to the AARA members for the proper operation of the AARA in accordance with the Constitution and bylaws.
2. Appoint all Committee Chairmen or Appointed Positions, as required.
3. Preside at all regular and special meetings of the AARA.
4. Preside as Chairman of the Board of Directors.
5. With the Treasurer, sign all written contracts of the AARA as authorized by the Board of Directors and/or the general membership of the AARA.
6. Ex-officio member of all committees.
7. Is responsible for operation of the Nominations Committee.
8. Endeavor to enhance the reputation of the AARA and amateur radio activities in the community.
9. Pay bills, in the absence of the Treasurer, which have been duly approved.
Duties shall consist of:
1. In the absence of the President, perform the duties of the President.
2. Organize AARA/member activities.
3. Plan and recommend contests for operating benefit.
4. Is responsible for parliamentary procedure.
5. Is responsible for operation of the Training Committee.
Duties shall consist of:
1. Is responsible for operation of the Repeater Committee.
2. Is responsible for the AARA club station and inventory of all AARA equipment. Maintain and control AARA equipment loans to AARA members.
3. Is responsible for operation of the AARA Station Committee.
Duties shall consist of:
1. Keep and record the minutes of all meetings.
2. Conduct all correspondence.
3. Read any communications at each meeting.
4. Provide meeting notices as required.
5. Maintain membership roster.
6. Receive applications for membership.
7. Is responsible for operation of the Newsletter Committee.
8. Is responsible for operation of the Membership Committee.
Duties shall consist of:
1. With the President, sign all written contracts of the AARA as authorized by the Board of Directors and general membership.
2. Is responsible for the funds of the AARA and deposit them to the credit of the AARA in such depositories as may be approved by the Board of Directors.
3. Pay bills which have been duly approved.
4. Maintain records of receipts and expenditures which shall be open at all times to the general membership.
5. Present a monthly financial statement at the regular membership meeting.
6. Compile and present the annual budget.
7. Maintain records of all AARA assets, insurance policies, and legal documents.
The Board of Directors shall meet at least once a month at a time and place to be determined by the board. Such meetings are open to AARA members.
Three Directors shall constitute a quorum for Board of Director meetings.
The Board of Directors may authorize necessary expenditures consistent with Article VIII of the Bylaws.
The Board of Directors is responsible for carrying out the day-to-day operations of the Association consistent with the Constitution and By-Laws.
1. Dues shall be $12.00 per year for Full-Voting Members.
2. Dues shall be $6.00 per year for Associate Members.
3. The Board of Directors may establish a pro-rated schedule for first time and delinquent members.
Membership renewals are due and payable the first day of the fiscal year and become delinquent March 1st.
Dues are not refundable.
1. All appointments of Chairmen to committees and Appointed Positions shall be approved by the President on recommendation of the elected officer overseeing the task. Chairmen and Appointees are to be Full-voting members.
2. Committee chairmen may appoint any AARA member to serve on a committee.
1. Newsletter Committee - Responsible for publication of the AARA newsletter. Responsible to the Secretary. The chairman of this committee shall appoint the Newsletter Editor.
2. Repeater Committee - Responsible for the maintenance and proper operation (including training) of the AARA repeater. Responsible to the Vice President Operations. The Repeater Trustee shall be a member of this committee.
3. Training Committee - Responsible for conducting code, theory and operating classes as deemed necessary by the Board of Directors. Responsible to the Executive Vice President.
4. Station Committee - Responsible for the maintenance and proper operation of the club station. Responsible for maintenance of all AARA equipment (except the repeater). Responsible to the Vice President Operations.
5. Membership Committee - Responsible for increasing and maintaining the Association's membership. Responsible to the Secretary.
Responsible for compiling a list of candidates for office as provided for in Article VI of the bylaws. The committee shall also nominate for office such candidates as needed to fill vacancies which may occur during the year. The Nominations Committee is created as needed for the annual elections and special elections. It is dissolved at the conclusion of any election. Responsible to the President.
Special committees may be designated by the President for specific purposes during the administrative year. Special committees shall report directly to and may be dissolved by the President.
Vacancies in office shall be filled by special elections by the members of the AARA at the first regular meeting following notification of the existing vacancy by the President. A vacancy in the Office of President shall be filled by the Executive Vice President.
Notification of the intent to hold a special election must be given to voting members at least 72 hours prior to the regular meeting at which the election is to occur.
Election of officers shall be held at the annual meeting. Absentee ballots may be used but must be returned to the Nominations Committee in time for tabulation at the annual meeting. Those absentee ballots received after the annual meeting shall be null and void. Absentee ballots shall be published and made available to the membership at least two weeks prior to the annual meeting.á The Nominations Committee is responsible for tabulating the votes and presenting the election results at this meeting.
Meetings of the Board of Directors shall be as outlined in Article II of the bylaws.
The regular meeting shall be held every month at a time and place to be determined by the Board of Directors.
The annual meeting of the AARA shall be held in November as part of the regular membership meeting. Officer elections and budget approval shall be part of this meeting.
Special meetings may be called by the President upon the request of the Board of Directors or upon the written request of any five full voting members. AARA members must be given seventy-two hours advance notice of the date, time, and place of the meeting, and the purpose and agenda of the meeting.
A minimum of ten percent of full-voting members shall constitute a quorum for the transaction of business at all regular or special membership meetings.
The Board of Directors is authorized to make necessary expenditures to implement projects and carry out the day-to-day operations of the AARA as delineated in an Annual Approved Budget.
Any expenditures which exceed a project budget by ten-percent or two-hundred-dollars (whichever is smaller) must be presented to the membership for approval.
Surplus funds from budgeted projects automatically revert to a holding account which requires the approval of the membership before being applied to other projects, new projects or operating expenses.
The Board of Directors is prohibited from making any expenditures for projects or operating expenses for which adequate funding is not available.
The Board of Directors shall not substitute funding for a project or part of a project to fund another project, part of another project or operating expenses without membership approval.
The rules contained in Robert's "Rules of Order, Revised", shall govern the AARA in all cases to which they are applicable and in which they are not in conflict with the Constitution and Bylaws or special rules of AARA or its charter authority.
The Board of Directors shall report a summary of its actions and all financial transactions each month at the regular membership meeting.
The Board of Directors may establish policies and procedures for the proper conduct of business consistent with the articles of the AARA Constitution and Bylaws.
The Board of Directors shall be responsible for ensuring that no conflicts of interest exist between a club officer and the Association or Company.
If the Board of Directors believes a conflict of interest exists between an officer and the Company, the Board shall bring the matter to the attention of its Charter Authority and seek appropriate recommendation for resolution.
If the Board of Directors believes a conflict of interest exists between an officer and the Association, the Board shall carry the matter to the membership per Article IV, Section 4, paragraph 2 of the Constitution.
These Bylaws may be amended in whole or in part by a two-thirds majority vote of the quorum present at any regular membership meeting, provided that notice has been issued in writing at a previous membership meeting that an amendment or amendments will be proposed and acted upon at said membership meeting.
September 5, 1991
Constitution and Bylaws adopted by vote of membership at called special meeting.
November 21, 1991
By majority vote of members present at monthly meeting, name change to Alcatel Amateur Radio Association was approved. Change due to Company request to remove "Collins" from club name.
November 17, 1994
By majority vote of members present at Annual Membership Meeting, changed Constitution to open membership to Contract employees and members/advisors of Explorer Post 73, establish conditions for conflict of interest for officers, clarify responsibilities and conduct of business article for Board of Directors, revise make up and list of committees, eliminate redundant statements/ clauses, and correct grammar and punctuation errors.
Revised Article VII, Section 5 û Quorum by adding ôpercent ofö between words ôtenö and ôfull-votingö, per membership vote on 6-26-01.
By majority vote of members present at monthly meeting, updated references and address to Alcatel USA, changed Charter Authority, corrected grammar and punctuation errors, changed Explorer Post 73 to Venturer Crew 73, corrected Constitution and Bylaw references, eliminated ôin writingö requirement for special meetings, added authority for Board of Directors to establish policies and procedures, and added requirement to publish absentee ballots at least two weeks prior to annual meeting..