By-Laws of the Rotary Club of Princeton, New Jersey

Section 1.1 - Governing Body. The governing body of the Club is its Board of Directors chaired by the President and it includes the Immediate Past President, President-Elect, Vice President, Secretary, Treasurer, Assistant Treasurer, Sergeant-at-Arms, Chaplain, Public Relations Officer, Editor, and the Directors of Membership Development, Family of Rotary Director, Fund Raising, Community Service, International Service, Career Development Service, and Youth Services.

Section 1.2 - Budget Approved by Board. At the beginning of each fiscal year, the Board will make and approve a budget of anticipated revenue and expense.

Section 1.3 - Parliamentarian. The President will nominate a Parliamentarian with the approval of the Board of Directors. The President and the Board expect the Parliamentarian to attend all Board meetings, but the Parliamentarian is not a voting member of the Board. The Parliamentarian will be familiar with the Constitution, the By-Laws, the Manual of Procedure of Rotary International, and those of the Rotary Club of Princeton. The Parliamentarian will resolve questions concerning their application in specific situations, and will provide appropriate advice to Officers and Directors.

Article 2 - Officers and Their Duties

Section 2.1 - President. The President presides at all meetings of the Board and of the Club, and performs the additional duties that required of a president. The President will be an ex-officio member of all committees of the Club and of the Rotary Club of Princeton Foundation.

Section 2.2 - President-Elect. If the President is not present, the President-Elect presides at meetings of the Board and the Club. The President-Elect helps the President in such areas as the President assigns, and oversees the Club’s fund raising activities. The President-Elect is primarily responsible for compliance with and coordination of all Rotary International and District requirements, programs, and requests.

            Section 2.3 - Vice President. If the President and President-Elect are not present, the Vice President presides at meetings of the Board and the Club. The Vice President is responsible for weekly programs (including any gifts for nonmember speakers as may be appropriate) and the Changing-of-the-Guard dinner.

            Section 2.4 - Secretary. The Secretary keeps the records of membership, issues Rotary cards, records the attendance at meetings, sends out meeting notices, records and preserves the minutes of meetings. The Secretary also makes the required reports to Rotary International and the District. The Secretary supervises and coordinates the processing of all new membership proposals through the various stages of approval and performs additional duties assigned by the Board.

            Section 2.5 - Treasurer. The Treasurer has custody of all funds, accounts to the Board each month, and performs additional duties assigned by the Board. The Treasurer records and sends all required payments to Rotary International and the District. Upon retirement from office, the Treasurer will turn over to a successor or the President all funds, books of account, and any other Club property held by the Treasurer. The Treasurer will assist the successor Treasurer or the President in making an orderly transition in the management of Club finances.

            The Treasurer is responsible for the timely filing of all required tax returns for the Club. The Treasurer also ensures that the Club complies with all pertinent laws and regulations required to maintain its non-taxable status.

            Section 2.6 - Assistant Treasurer. The Assistant Treasurer acts as the Treasurer when the Treasurer is not available, and performs additional duties assigned by the Treasurer or the Board.

            Section 2.7 - Sergeant-at-Arms. The Sergeant-At-Arms is responsible for the preparation of the room in which the Club meets including the reception desk, member badges, attendance sheets, guest cards, flag display, Club banner, display of banners from other clubs, and any other equipment that may be needed for a Club meeting. In addition to recording the attendance of Club members, the Sergeant-at-Arms welcomes, records, and introduces guests and visiting Rotarians, collects meal payments as required, assesses appropriate fines, oversees "Happy Dollars" announcements, and manages the 50-50 drawing.

            Section 2.8 - Chaplain. The Chaplain is responsible for scheduling the meditations at Club meetings, offering appropriate remarks about the death, disability, or illness of members and their families, and coordinates programs to call and visit members who are hospitalized or confined by illness and other disability.

            Section 2.9 - Public Relations Officer. The Public Relations Officer is responsible for all Club publicity with the media aimed at making the public aware of the Club's programs including meeting speakers, fund raisers, service projects, and other Club functions. The Public Relations Officer arranges for and directs a Club photographer, invites media representatives to Club functions as appropriate, and otherwise actively publicizes the good works of the Club.

            Section 2.10 - Editor of the Weekly Bulletin. The Editor is responsible for the Weekly Bulletin and recruits such assistants as he or she needs. The Weekly Bulletin takes the form of a meeting program and provides a capsule report of the previous meeting, announcement of the current program, and other timely news or announcements. The Editor distributes the Weekly Bulletin at weekly meetings.

Section 2.11 - Immediate Past President. The Immediate Past President Chairs the Nominating Committee.

Section 2.12 - Editor of the Monthly Newsletter. The Monthly Newsletter contains news of forthcoming events, member assignments, notice of elections and any other information needed to keep members informed. The Editor mails the Monthly Newsletter to all members.

Article 3 - Committees and Their Duties

            Section 3.1 - Executive Committee. The President, President-elect, Vice President, Treasurer and Secretary comprise the Executive Committee which meets at the request of the President to develop plans for the Club, prepare issues for Board deliberation, and handle routine business which does not require Board action.

            Section 3.2 - Nominating Committee. The Immediate Past President serves as Chairperson, and the Nominating Committee consists of the Immediate Past President, the President, President-elect, and a Past President selected by the immediate Past President. The committee is responsible for nominating officers and directors for the next Club year.

            Section 3.3 - Membership Development. The Director of Membership Development is responsible for activities to increase club membership and orient new members to the procedures and responsibilities of Rotary membership. The Director will establish a Membership Development Committee to assist in developing and implementing programs to attract promising new members to the Club. The committee will develop and administer a program to ensure that each new member is actively introduced to the fellowship of the club and becomes an active participant in club service activities.

            Section 3.4 - The Family of Rotary. The Director of The Family of Rotary is responsible for club programs which promote fellowship and a better understanding of Rotary. This includes in-home meetings, social events that are not fund raisers, and information and fellowship activities. The Director may establish appropriate committees to fulfill the Club’s Family of Rotary objectives.

            Section 3.5 - Fund Raising. The Director of Fund Raising is responsible for overall planning and execution of club fund-raising events. This includes the establishment of appropriate committees to support planning and execution, and requires that the Director provide leadership to enlist the active involvement of all members.

            Section 3.6 - Community Service. The Community Service Director coordinates the planning and delivery of funds to support appropriate community service organizations either directly or through the Rotary Club of Princeton Foundation on which the Director will be a member. The Director plans and coordinates an appropriate program with attendant publicity to recognize the achievements of agencies supported by the Club. The Director is also responsible for planning and coordinating club-sponsored hands-on service projects and all other community programs and activities in which the club takes part. The Director establishes appropriate committees to assist in fulfilling the community service objectives of the Club.

            Section 3.7 - International Service. The International Service Director plans and coordinates the Club's international service activities. These include managing international service projects of this club and this club's support of Rotary International service programs including the International Student Exchange, International Group Study programs, and the Ambassadorial Scholarship Program. The Director establishes appropriate committees to assist in fulfilling the international service objectives of the Club.

            Section 3.8 - Career Development Service. The Career Development Service Director plans and coordinates the Club's career development activities. These will include the promotion of the best management, most ethical, and most environmentally sound practices for all public institutions, the provision of career guidance, and related career development service. The Director establishes appropriate committees to assist in fulfilling the career development objectives of the Club.

            Section 3.9 - Youth Services. The Youth Services Director plans and coordinates the Club's sponsorship of one or more High School Interact groups. The Director, or the Director’s designee, provides personal guidance to assist these groups in organizing and functioning according to the goals and objectives promoted by Rotary International. The Director invites Interact participation at club functions, encourages support of club service projects, and encourages greater member involvement with Interact members. The Director identifies youth candidates to attend Rotary International youth programs and seeks Board approval of the payment of these expenses. The Director establishes appropriate committees to assist in fulfilling the Club's commitment to Interact. The Director provides similar leadership and coordination services to Rotaract and Early Act Clubs.

Article 4 - Prior Approval of Projects Required

Section 4.1 - Prior Board Approval Required. No member of the Club may obligate or commit the Club to any project, activity, or endeavor without explicit prior approval of the Board. The Club will not consider any resolution or motion to commit the Club on any matter until it has been approved by the Board. If such a resolution or motion is offered at a Club meeting, the motion will be referred to the Board without discussion.

Section 4.2 - Procedures for Approving Club Projects. The following procedures are intended to guide the process for approving club projects:

a. The Club Board has sole authority to approve or disapprove projects that involve only Club activities (i.e., no fund raising).

b. The Club Board has sole authority to approve or disapprove projects that involve fund raising but do not require any expense to be drawn from the Foundation.

c. The Club Board may endorse projects that involve fund raising and expenses to be paid by the Foundation, but the Foundation Board must approve such projects before proceeding.

            d. Any project which involves a significant commitment of members' time, or expenses exceeding $500, or any public notice which may reflect on the Princeton Rotary Club, requires advance approval of a written project plan by the Board of Directors. At a minimum, such a plan must include:
                        - A brief description of the project, its purpose, effort and expense required to complete, and benefits to accrue, and
                        - The Club Board has the responsibility to appoint a Project Manager for the project.
            e. The President will appoint a Project Coordinator who will review project proposals to ensure that they are in appropriate form and do not conflict with existing projects. The Project Coordinator make regular reports to the board on the progress of approved projects.

f. Service Projects and grants involving $500 or less in expense (and not otherwise covered by Section 12.3.d) may be decided by the Club President using funds of the Club. In the absence of the President, the Club Treasurer can make such decisions.

Article 5 - Election of Officers and Directors

Section 5.1 - Nominating Committee. No later than the first Tuesday in October, the Immediate Past-President will convene the Nominating Committee to prepare a slate of nominations for officers and directors, and will verify each nominee's willingness to serve.

Section 5.2 - Nominations for President-Elect and Secretary. On the second Tuesday in November at the regular weekly meeting, the Nominating Committee will present its slate of nominations for President-Elect and Secretary. The Nominating Committee may set an earlier date. The Secretary will give the members at least two-weeks notice of this meeting by email or regular mail. Any member may make a nomination from the floor and at least five members must second the nomination at the meeting. The nominee must be present at the meeting and must agree to serve if elected. The Secretary will publish the list of nominations on the Club’s web site and in the Club’s newsletter.

At the regular meeting of the Club on the second Tuesday in December, the Secretary will announce the election of the officers whose elections are uncontested. The Nominating Committee may set an earlier date.

If a member makes a nomination from the floor, the Secretary will officiate in the election and will distribute ballots listing the nominees in alphabetical order. The members present at the meeting will vote by written ballot and cannot vote by proxy. The Secretary will count the ballots and announce the winners based on a plurality of votes. By the end of December, the Secretary will forward the names of the President-Elect and the Secretary to Rotary International. The Secretary will also publish the results of the election on the Club’s web site and in the Club’s newsletter.

Section 5.3 - Nominations for the Remaining Officers and Directors. On the third Tuesday in March at the regular weekly meeting, the Nominating Committee will present its slate of nominations for the remaining officers and directors. The Nominating Committee may set an earlier date. Nominations will be made for Vice President, Assistant Secretary, Treasurer, Assistant Treasurer (who may also be the Treasurer of the Foundation), Sergeant-at-Arms, Chaplain, Public Relations, Editor, Membership Development, Family of Rotary, Fund-Raising, Community Service, International Service, Career Development Service, and Youth Services. The Secretary will give the members at least two-weeks notice of this meeting by email or regular mail. Any member may make a nomination from the floor and five members must second the nomination at the meeting. A nominee must be present at the meeting and must agree to serve if elected.

The Secretary will publish the list of nominations on the Club’s web site and in the Club’s newsletter. At a regular meeting of the Club on the second Tuesday in April, the Secretary will announce the election of the officers and directors whose nominations are uncontested.

If a member makes a nomination from the floor, the Secretary will officiate in the election of the contested office and will distribute ballots listing the nominees in alphabetical order. The members present at the meeting will vote by written ballot and members cannot vote by proxy. The Secretary will count the ballots and announce the winners based on a plurality of votes. By the end of April, the Secretary will forward the names of the elected officers and directors to Rotary International. The Secretary will also publish the results of the election on the Club’s web site and in the Club’s newsletter.

Article 6 - Finances

Section 6.1 - June 30 Fiscal Year. The fiscal year of the club will begin on July 1 and end on June 30. The Board will fix a schedule for the collection of Member dues and fees. The Club will pay when due all fees and assessments by Rotary International and the District 7510.

Section 6.2 - Budget Approved by Board. At the beginning of each fiscal year, the Board will make and approve a budget of anticipated revenue and expense.

Section 6.3 - Fund Deposits. The Treasurer will deposit all Club funds in a financial institution approved by the Board.

Section 6.4 - Bills Paid by Treasurer, Assistant Treasurer, or President. The Treasurer will pay all bills by check. If the Treasurer is not available, the Assistant Treasurer or the President may sign Club checks.
Article 7 - Meetings

Section 7.1 - Meeting to Nominate President-Elect and Secretary. On the second Tuesday in November at the regular weekly meeting, the Nominating Committee will present its slate of nominations for President-Elect and Secretary. The Nominating Committee may set an earlier date.

Section 7.2 - Annual Meeting to Elect the President-Elect and Secretary. On the second Tuesday in December at the regular weekly meeting, the Club will hold its Annual Meeting for the Election of the President-Elect and Secretary. The Board may set an earlier date. The vote of a majority of Club members present at an annual meeting constitutes a quorum and will authorize Club actions, but a quorum of one-third of the Club members is the required to amend the Constitution.

Section 7.3 - Meeting to Nominate the Remaining Officers and Directors. On the third Tuesday in March at the regular weekly meeting, the Nominating Committee will present its slate of nominations for the remaining officers and directors. The Nominating Committee may set an earlier date.

Section 7.4 - Annual Meeting to Elect the Remaining Officers and Directors. On the second Tuesday in April at the regular weekly meeting, the Club will hold its Annual Meeting for the Election of the Remaining Officers for the next Rotary year. The Board may set an earlier date. The vote of a majority of Club members present at an annual meeting constitutes a quorum and will authorize Club actions, but a quorum of one-third of the Club members is the required to amend the Constitution.

Section 7.5 - Notice of Business to Be Conducted at an Annual Meetings. The Club will give its members notice of business to be considered at an Annual Meetings by publishing notice in a Monthly Newsletter sent before the meeting or in an email sent to all members at least two weeks prior to the meeting.

Section 7.6 - Voice Voting and Secret Ballots. The Club will transact its business by voice vote, but members will vote by secret ballots in contested elections of officers or directors and on issues the Board of Directors declares to be of exceptional importance.

Section 7.7 - Board of Directors Meetings. The Board will determine the date, time, and place where it will hold its monthly meetings, and the Secretary will notify the Board members at least one month in advance. The President may call a Special Meeting of the Board at his or her initiative, or at the written request of two Board members. The President will make every effort to give Board members at least 24 hours’ advance notice of a Special Meetings.

The Board of Directors need not give advance notice of the business it will conduct at a regular monthly Board meetings. A majority of the Board members constitutes a quorum for the conduct Board business, and the votes of a majority of the Board members present at a meeting authorize Board actions.

Section 7.8 - Regular Weekly Meetings. On Tuesdays at 12:15 p.m. the Club will hold its regular weekly meetings at a location within the territorial limits of the Club. The Board may change the time and place of the meetings on occasion. The Club will give its members notice of the business scheduled to be considered at a regular meeting by announcing it at a prior weekly meeting or by publishing notice in an email or in a Weekly Newsletter before the meeting. The vote of a majority of Club members present at a regular weekly meeting constitutes a quorum and will authorize Club actions, but a quorum of one-third of the Club members is the required to amend the Constitution.

Article 8 - Conduct of Meetings

Section 8.1 - Order of Business. The normal order of business at regular weekly Club meetings may include:

Flag salute or song
Meditation
Service of meal
Introduction of guests and visiting Rotarians
Fines and Happy Dollars

50-50 Drawing
Announcements
"Rotary 3 Minutes"
Program
Gift presentation
Adjournment

Section 8.2 - Participation of Members. Members are expected to arrive on-time at all Club meetings in appropriate attire and wearing a Rotary pin, and must sign an attendance sheet to receive credit for attendance. No member will sign in for any other member or otherwise signify another member as present if he or she is not. Members are encouraged to socialize with guests and visiting Rotarians, and member hosts will aid guests in signing in and paying meal fees. Members are expected to remain for the entire meeting, and members who must leave early are expected to pay a fine to the Sergeant-at-Arms and leave quietly.

Article 9 - Method of Electing Members

Section 9.1 - Membership Proposal and Initial Board Approval. A prospective member may be proposed by any active member and the proposal will be submitted to the Board for approval. Notice of the proposal with the name of the proposed member, the name of the proposer, and a brief statement of the qualifications of the proposed member will be given to the Board members orally or by email or by regular mail. The Board will review the qualifications of the prospective member to become a Rotarian and may initially approve proposed membership at any monthly or other meeting of the Board. The membership proposal will be kept confidential except where necessary to secure the information needed to process the application.

Section 9.2 - Membership Proposal. When a membership proposal has been initially approved by the Board, the proposed member will then be invited to complete the membership form provided by the Secretary. On the form the proposed member must agree to the current schedule of dues and fees and to authorize the Club to disclose his or her proposed membership to the Club members. Upon receipt of the proposed member’s membership form, the proposer will set up a meeting with the candidate and one or more representative of the Membership Development Committee to ensure that the proposed member understands Rotary’s objectives, attendance requirements, financial obligations, and service obligations.

Section 9.3 - Notification of the Membership Proposal. In the next monthly bulletin, the Secretary will notify the members of the Club of the membership proposal. The notice will include the name of the proposer and the name of the proposed member. The Secretary will also give notice to the members by email or regular mail, and the notice will include the name of the proposer, the name of the proposed member, and the proposed member's occupation and position, residence, other pertinent information.

Section 9.4 - Objections to Proposed Membership in 10 Days of Last Publication. Within ten days after the last publication of notice to members, a member may file a written objection to the proposed membership with the Club Secretary. The objection must state the reasons for the objection. If an objection is filed, the Board will consider the objection at its next regular meeting and will decide by secret ballot whether to approve or disapprove proposed membership.

Section 9.5 - Election for Membership if No Objection within Ten Days. If no timely written objection to the proposed membership is filed with the Secretary, the proposed member will be considered elected for membership but will not become a member until induced.

            Section 9.6 - Notification of Election and Dues. The Secretary will notify the proposer of the election for membership and the proposer will notify the prospective member. The Treasurer will issue an invoice for the dues and fees to be paid.

            Section 9.7 - Induction of New Member. Upon completion of the membership form and payment of all dues and fees, the President will induct the new member into the Club.

            Section 9.8 - Orientation of New Member. The Membership Development Committee, with active support of the new member's proposer, will be responsible for orientation of the new member to the Club, including meeting other members, participating in club activities, joining a service committee, and fulfilling attendance requirements.

Section 9.9 - Honorary Membership. An Honorary Membership may be approved by the Board in accordance with the Constitution and the membership is valid only from July 1 to June 30 of that year. The Board may renew an honorary membership indefinitely, but must renew it each year.

Article 10 - Fees and Dues

            Section 10.1 - Fees and Dues. The fees and dues of the Club are the initial admission fee, annual dues, meal charges and special assessments approved by the Board. All charges are payable within thirty days of the date on the bill. Excused members will not be billed for meal charges, but will pay at the door when they attend meetings. The Club will bill excused members for all other membership dues and assessments unless specifically excused by the Board.

            Section 10.2 - Payments to R.I. and District are Included. The Board will establish that amount of dues, fees, and meal charges. In addition to Club dues and fee, membership dues include a per capita share of payments to the District and Rotary International.

            Section 10.3 - Proration of Dues. When a member is admitted, the Treasurer will prorate dues for new members based on the months remaining in the fiscal year. When a member asks to resign, the Treasurer will prorate dues, fees, and meal charges of the resigning member to the date of the member’s written request for resignation. A member’s resignation will not be approved until all of his charges have been paid. If a membership is terminated for cause, the member will not be entitled to any rebate of dues or fees paid. If a member does not pay his or her charges within a reasonable time, the Board may use its legal remedies to collect the amounts owed.

            Section 10.4 - Special Assessments. The Board may establish special assessments or fees for fund-raising purposes and other urgent needs.

Section 10.5 - Special Arrangements. The Board may establish a special arrangement for a member who is temporarily unable to fulfill his or her financial obligations to the Club.

Article 11 - Leave of Absence and Excused Status

Section 11.1 - Leave of Absence. Upon receipt of a written application showing good reason, the Board may grant a member a leave of absence for a specified period of time. An approved Leave of Absence excuses the member from attending meetings and being billed for meetings, but the member must continue to pay all other dues and fees of membership unless the payments are specifically waived by the Board

Section 11.2 - Excused Status: Rule of 85. Upon receipt of a written request for Excused Status, the Board may grant Excused Status to a member if:

(A) The absence complies with the conditions set by the Board; and

(B) The total of the member’s years of age and years of membership in one or more Rotary Clubs is at least 85 years.

Article 12 - Interpretation and Amendments

Section 12.1 - Interpretation.

Any question about the meaning or interpretation of any provision of these Bylaws will be resolved by adherence first to the Club's Constitution, then to Rotary International’s Manual of Procedure, and then by the decision of the Club’s Board of Directors. If there is a conflict between the Bylaws and the Constitution, the Constitution will prevail and these Bylaws will be amended accordingly.

Section 12.2 - Amendments. If notice of a meeting to amend the Bylaws has been given to the members by announcement at a regular weekly meeting, email, or regular mail and the text of the proposed amendment has be posted on the Club website at least two weeks before the meeting, the affirmative vote of two-thirds of the members present at the meeting will amend the Bylaws. No amendment or addition to these Bylaws can be made that is not in harmony with the Club’s Constitution and the Constitution and Bylaws of Rotary International. A quorum to amend the Club’s Constitution is one-thirds of the Club members.

Section 12.3 - Use of Club Name Prohibited. No member of the Club may use the name of the Club or of Rotary in any public or private promotion, advertisement, solicitation, or any other way that is not directly related to approved Rotary or Club endeavors. This restriction does not apply to listing Club membership, offices held, or awards as part of a legitimate curriculum vita.

Former Bylaws Were Adopted: April 1, 2004

These By-Laws Were Proposed: May 9, 2006 and Adopted May 23, 2006