Articles of Association
GREATER PEE DEE RADIO
ARTICLES OF ASSOCIATION
JULY 17, 2015
Be it known that we, the subscribes, do hereby associate ourselves, as a body politic and corporate pursuant to the statute laws of the State of’ South Carolina regulating the formation and organization of corporations without capital stock and the following are our Articles of Association.
The name of our corporation shall be The Greater Pee Dee Radio Society, Incorporated. Our corporation commenced its corporate existence when its Articles of Association were approved by the Secretary of the State of South Carolina on December 22, 1980.
The purpose for which our corporation is formed are the following: the promotion of interest in amateur radio communication and experimentation; the establishment of amateur radio networks to provide electronic communications in the event of disasters or other emergencies; the furtherance of the public welfare; the advancement of the radio art; the fostering and promotion of noncommercial intercommunication by electronic means; the promotion of research and development of electronic communication. No part of the assets or income of our corporation shall inure to the benefit of or be distributed to the members, the officers, or any of them, or to other private persons except that our corporation shall be empowered to make payments and distributions in furtherance of the purpose set forth herein.
The affairs of the corporation shall be governed by duly elected Officers of the corporation as President Vice-President, Secretary, Treasurer, PIO Chairman, and Repeater Chairman. Election of Officers shall be by vote in accordance with the rules and. regulations as set forth in the By-Laws. The Officers shall meet twice each year at times and places as provided by the By-Laws. The Officers shall meet with members of the Society two times a year. The summer meeting shall be conducted prior to June 30th and the winter meeting prior to December 31th. During the winter meeting Officers of the corporation shall be elected in accordance with rules and regulations as set forth in the By-Laws.
A Vice-President shall have power of succession to the office of President as hereinafter prescribed. No person shall be eligible for the office of Vice-President who does not possess the qualifications herein specified for the office of President. The Vice-President shall also serve as a President at any meeting of the Officers of the corporation which a President is unable to attend.
During the intervals between meetings of the corporation, the affairs shall be administered by the duly elected Officers consisting of the President, the Vice-President, the Secretary, the Treasurer, PIO Chairman, and Repeater Chairman. The duly elected Officers shall meet, at the call of the President but no 1ess often than quarterly.
A vacancy in Officers of the corporation shall be deemed to occur upon the death, resignation, or refusal to act of any Officer. Upon the occurrence of such a vacancy of Secretary, Treasurer, PIO Chairman, or Repeater Chairman, the Office shall be proclaimed void and a replacement shall be appointed by the President from eligible voting members of the corporation. Should the office of President be proclaimed void, the vacancy shall be filled by the Vice-President.
ARTICLES OF ASSOCIATION Page 2 of 2
The Officers of the corporation shall be a President, a Vice-President, a Secretary, a Treasurer, PIO Chairman, and Repeater Chairman who shall be elected by a majority of the eligible voting members of the corporation at its winter meeting.
These Articles of Association may be amended by three-fourths vote of all eligible voting members of the corporation. The Officers of the corporation may from time to time adopt By-Laws not inconsistent with the Articles and applicable statutes. By-Laws may be amended by a three-fourths vote of all eligible voting members of the corporation.
The membership of the Society shall consist of (a) full members who shall be entitled to all rights and privileges of the Society and (b) associated members who shall be entitled to all rights and privileges of the Society except the right to vote for Officers of the corporation and the right to hold office. The Officers shall by appropriate By-Laws specify the requirements for membership and classes of membership. Nothing herein contained shall preclude the Officers from expelling members upon good cause shown and after notice and an opportunity to be heard.
No person shall be eligible to hold the office of President, Vice-President, Secretary, Treasurer, PIO Chairman, and Repeater Chairman who is not a full member of the Society and who does not hold a valid authorization as a Radio Amateur in accordance with the applicable laws and regulations of the United States.
Notwithstanding any other provision of these Articles, this corporation will not carry on any other activities not permitted to be carried on by (a) a corporation exempt from federal income tax under section 501 (c) (3) of the Internal Revenue Code of 1954 or the corresponding provision of any further United states internal revenue law or (b) a corporation, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code of 1954 or any other corresponding provision of any future United States internal revenue law.
In the event of dissolution, the residual assets of the organization will be turned over to one or more organizations which themselves are exempt as organizations described in sections 501 (c) (3) and 170(c) (2) of the Internal Revenue Code of 1954 or corresponding sections of any prior of future law, or to the Federal, State, or local government for exclusive public purpose.
August 4, 2015
1. Pursuant to Article 9 of the Articles of Association, the following membership requirements are established:
a. Any person, club, organization, or group of individuals shall be eligible for full membership. A club, organization, or group of individuals shall submit one name for full membership consideration.
b. To be eligible for Full Membership, an individual must be interested in the Public Service aspects of amateur radio and is the holder of a valid Amateur Radio Operators license of Technician or higher; (2) pay an initiation fee and annual dues.
c. Any person, club, organization, or group of individuals shall be eligible for Associate Membership by (1) having an interest in amateur radio and (2) paying annual dues.
d. A Full Member in arrears in his or her dues more than six (6) months shall be expelled from office, if serving, and lose all voting rights in the Society.
e. A member of any class in arrears in his or her dues more than twelve (12) months shall be expelled from the Society. In such cases, to re-enter the Society, he or she shall be considered a new applicant.
f. A Full Member in good standing may request a Leave of Absence from the Society and shall remain in good standing by (1) payment of one-fourth yearly rate of dues or (2) resign for reasons of his or her own and may re-enter the Society by submitting an application and paying one-fourth back dues.
2. Application for membership shall be submitted to the Secretary and a majority vote of eligible voting members shall elect to membership. The Society any applicant whose character, reputation, or conduct would make him or her, in its opinion, an undesirable member shall not be elected to membership.
3. The initiation fee for Full Membership shall be $200.00 payable in advance.
4. The dues for Members and Full Membership of any class shall be $24.00 annually, due January 1 of each year.
5. Dues for a membership application after June 30 shall be $12.00.
5. Every Officer of the Society shall serve and continue to serve in office until his successor shall have been elected and qualified.
6. All Officers shall serve without compensation in any form.
7. No person shall be an Officer unless, at the time of nomination, he or she has reached their 21st birthday and a holder of at least Technician Class amateur license.
8. On the question of order and procedure not otherwise determined by these By-Laws the provisions of the current edition of Robert’s Rules of Order shall prevail.
OFFICERS OF THE CORPORATION
9. The summer and winter meetings of the membership shall be held in locations convenient to members of the corporation. The purpose of said winter meeting shall be for the purpose of electing Full Members in good standing to Officers of the corporation to terms as stated in Article 3 of the Articles of Association. Voting shall be by secret written ballot and a majority of the votes cast are necessary for election, using as many ballots as necessary to obtain said majority. Nomination shall be taken from the floor and the winner of each shall be determined before nominations for the next election are in order.
10. The summer meeting is for business of the Society and the winter meeting is for business and elections of Officers as stated in Article 7 of the Articles of Association.
11. A majority of the Officers and voting members of the Society shall constitute a quorum at any meeting. Article 7 and 8 of the Articles of Association nevertheless shall be applicable to the election of Officers and amendment of any Article or By-Law.
12. The President shall preside over all meetings of the Officers and Membership. He shall represent the Society in its relationships with the public and shall be the official spokesman of the Society in regard to all matters of Society policy.
13. In the absence or disability of the President, the Vice-President shall preside at meetings of the Officers and Membership and in general act in his behalf. Should the Vice-President be also absent or unable to act, the Secretary shall succeed.
14. The Secretary shall record the proceedings of all meetings of the Officers and Membership. He or she shall be responsible for the maintenance of the non-profit status of the Society and the filing of all reports which may be required, of the Society under the Federal Government and the state of South Carolina.
15. The Treasurer shall be the recipient of all monies of the Society and shall deposit the same in the name of the Society in a depository specified by the Officers. He shall sign, along with the President, checks drawn in payment of obligation known by him or her to be proper and authorized. He or she shall make a report at all meetings of the Officers and Membership.
16. The following standing committees are established:
a. Public Relations
b. Repeater Operation
17. Each such Committee shall consist of a Chairman and at least two additional full Members. AII standing committees shall have the power to originate recommendations to the Officers and membership.
a. PUBLIC RELATIONS COMMITTEE The Chairman of the Public Relation Committee shall be elected during the winter meeting of the Society and shall be for a term of one year. The committee shall monitor and encourages public relations and undertakings, recommending to the Officers for action, programs and enterprises designed to enhance the public image of amateur radio and promote the maximum publicity for the Society and its activities in the local news media.
b. NET MANAGERS The Net Manager of an active net operating on the Society’s repeater shall be a member of the Public Relations Committee. The Net Manager’s voting status shall be as set by Article 9 of the Articles of Association.
c. REPEATER OPERATION COMMITTEE The Chairman of the Repeater Operations committee shall be the repeater Trustee and the Co-chairman shall be the Vice President. In the event of a deadlock decision, the President shall cast the deciding vote. The committee shall perform studies and makes recommendations for Officers action in areas of repeater operation pertaining to:
i. Operating Guidelines
ii. Emergency Operation
iii. Monitoring Procedures
iv. Upgrade Features
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August 4, 2015
18. The Society shall sponsor four public service or social events a year.
19. The Treasurer may purchase with Society funds materials to be used in the performance of Secretarial and Treasurer Duties without appropriation.
20. The President may at his own discretion authorize the use of the Society Emergency Fund not to exceed $150.00 for needs which occur between meetings of the Society. If the expenditure is challenged, the Officers and Membership must approve, by three-fourths vote of Officers and Membership present, the continued use of the Emergency Fund.
21. The Officers and Membership, by three-fourths votes of Officers and Membership present, shall have the authority to approve all other expenditures.
22. It shall be the policy of the Society to maintain affiliation with the American Radio Relay League (ARRL) as an affiliated Society under Category 1 of the ARRL’s Rules and Regulations Concerning Affiliated Societies.
23. It shall be the policy of the Society to maintain affiliation (membership) with the Southeastern Repeater Association (SERA).
24. It shall be the policy of the Society to affiliate with itself individuals, organized amateur radio groups or societies of kindred aims and purposes with a view to forming a homogeneous organization for unity of action in matters affecting Article 2 of the Articles of Association.
25. Any such individual, organized amateur radio group or society which suitably expresses its sympathy with and allegiance to the aims and policies of the Society in accordance with regulations approved by the Officers, which upon submitting an application and is found to be worthy and qualified may be declared affiliated with the Society by the Officers. The Officers shall have the authority to refuse affiliation if in its opinion such affiliation would be harmful to the best interests of the Society.
26. The affiliation of any individual, organized amateur radio group or society may be terminated by Officers of the Society at any time for any cause deemed prejudicial to the best interests of the Society.