Emmet County Democratic Committee

Bylaws of the Emmet County Democratic Committee

Adopted  May 10, 2005
Rev: 2.2; Adopted Oct. 26, 2010

PREAMBLE
          The purpose of these Bylaws is to assure that all Party members are able to participate in all Party activities and have the opportunity to understand how the Party functions.

 ARTICLE I. NAME
          This organization shall be known as the Emmet County Democratic Party (ECDP).  It shall consist of the County Executive Board, the Emmet County Democratic Committee (ECDC), also known as the Emmet Dems or the County Committee, all Emmet County members of the Michigan Democratic Party (MDP) and all duly elected Emmet County Democratic precinct delegates.

 ARTICLE II. PURPOSE      
          The purpose of the ECDP is to promote the philosophy of the Democratic Party and to elect Democrats who support this philosophy; and further, to unite and to aid in the activities of all Party members, precinct delegates, committees, officeholders, candidates and all other Democrats working to promote wide and active participation in the Democratic Party.

           The ECDC shall be a non-profit organization and upon its dissolution, all assets and real and personal property of the ECDC and its committees shall revert to the benefit of the MDP.  No part of the income or assets of the ECDC shall inure to any of its members except for the reimbursement of actual expenses, approved by a vote of the ECDC, reasonable compensation for services approved by a vote of the ECDC, or a contribution for electing a member to office approved by a vote of the ECDC.

 ARTICLE III. FUNDAMENTAL PRINCIPLES
          Section 1.  All public meetings of the ECDP at all levels shall be open to all members of the Democratic Party regardless of actual or perceived race, color, creed, sex, age, national origin, economic status, religion, ethnic identity, ancestry, marital status, sexual orientation, physical appearance or disability.
         
          Section 2.  No tests for membership in, nor any oaths of loyalty to, the ECDC shall be required or used which has the effect of requiring prospective or current members of the Democratic Party to acquiesce in, condone or support discrimination on the grounds of actual or perceived race, color, creed, sex, age, national origin, economic status, religion, ethnic identity, ancestry, marital status, sexual orientation, physical appearance or disability.

          Section 3.  The time and place for all public meetings of the ECDP on all levels shall be publicized fully and in such a manner as to assure timely notice to interested persons. Such meetings must be held in places accessible to all Party members and large enough to accommodate all interested persons.

          Section 4.  The ECDP, on all levels, shall support the broadest possible participation without discrimination on grounds of actual or perceived race, color, creed, sex, age, national origin, economic status, religion, ethnic identity, ancestry, marital status, sexual orientation, physical appearance or disability.

          Section 5.  The ECDP shall publicize fully and in such a manner as to assure notice to all interested parties a full description of the legal and practical procedures for selection of the ECDP officers and representatives on all levels.  Publication of those procedures shall be done in such a fashion that all current members of the ECDP will be fully and adequately informed of the pertinent procedure in time to participate in each selection procedure at all levels of the ECDP organization

          Section 6.  The ECDP shall publicize fully and in such a manner as to assure notice to all interested parties a complete description of the legal and practical qualifications for all officers and representatives of the ECDP including notice of the thirty (30) day MDP membership requirement.  Such publication shall be done in a timely fashion so that all candidates for any elected or appointed position within the ECDP will have full and adequate opportunity to compete for office.

          Section 7.  All records, including but not limited to financial, outstanding financial obligations, membership lists, databases and web sites, contained on any media including but not limited to paper, magnetic media, optical media, computer hard drives that are either personal, local or remote, or in any other form, are the property of the ECDC.  It shall be the responsibility of any person having custody or access to such records to preserve them and to protect the confidentiality of all such information contained in such records.  Further, any person having custody of such records shall present them to the duly elected Officer of that position by December 31 of each even-numbered year or immediately upon termination or submitting a resignation.

          Section 8.  All Rules and Bylaws of the ECDP at all levels shall be consistent with the Rules of the MDP and shall be available on request in writing to any member of the ECDP.

          Section 9.  The unit rule is prohibited at all levels of the ECDP.

          Section 10.  No rule shall be adopted at any level of the ECDP which would require a person to cast a vote or be recorded as voting contrary to that person's judgment.

          Section 11.  On all questions of procedure and conduct of all meetings not resolved by the Rules of the MDP or these Bylaws, the latest edition of Robert's Rules of Order shall be used.

          Section 12.  The Chairperson and Vice-Chairperson of any unit, Committee, Caucus or Convention of the ECDP shall be of the opposite sex.

          Section 13.  Votes shall not be taken by secret ballot at any meeting of the ECDP at any level.

          ARTICLE IV. MEMBERSHIP

          Section 1.  Membership of the ECDP shall consist of all duly elected Democratic precinct delegates of Emmet County, members of the MDP residing in Emmet County, the Executive Board and Officers, all of whom must be members of the MDP residing in Emmet County, and members of the ECDC.

          Section 2.  Joining the MDP automatically conveys membership in the ECDP to MDP members residing in Emmet County.  A financial contribution is not required to be and to remain a member of the MDP.

          Section 3.  Membership in the ECDC is open to any qualified and registered elector who completed and filed a current ECDC membership form with the Chairperson/Membership Chairperson provided that a financial contribution shall not be required to be and to remain a member.  Membership in the ECDC is open to all residents of Emmet County.  A donation to the ECDC is encouraged to help defray local operating expenses.

          Section 4.  All ECDP members who have been members of the MDP for at least thirty (30) days shall be eligible to vote in all General Membership meetings and on adoption or amendments to Bylaws and Rules.  Precinct delegates, candidates and elected officials are exempt from the thirty (30) day advance membership requirement.  However, precinct delegates, candidates and elected officials must be a member of the Michigan Democratic Party in order to vote at any Convention, Caucus or meeting of any unit of the Michigan Democratic Party at any level.

           Section 5.  Precinct delegates shall be apportioned and selected in accordance with the Rules of the MDP.

           Section 6.  The Officers, Executive Board and the ECDC of the ECDP shall be selected in accordance with the Rules of the MDP.

ARTICLE V. MEETINGS

           Section 1.  The regular meetings of the Executive Board shall be on the day each month at the location and time designated in the meeting notice.  At least five (5) days' notice shall be given of the date, time and place of the meeting.  Notice may be given by U.S. Mail, Email, or posting on the Website.  A quorum shall exist at an Executive Board meeting when a majority of the Executive Board members are present. 
          An Executive Board member may participate in a meeting by means of a conference telephone or similar equipment by means of which all Executive Board members participating in the meeting can communicate with each other at the same time.  Participation by such a means shall constitute attendance at such a meeting for purposes of establishing a quorum and shall confer voting privileges. 
          In the event of exceptional circumstance, the Executive Board may go into Executive Session, defined by Robert’s Rules of Order as a closed session, after stating the reason for the Executive Session.  Such exceptional circumstance may include, but is not limited to, a personnel issue or a legal issue where public disclosure is prohibited.  At the conclusion of the Executive Session the Executive Board shall resume the open meeting.  When appropriate, the Executive Board will state the outcome of the Executive Session and, if a vote is required, shall conduct that vote in the open meeting.  The open meeting may then proceed to adjournment in the normal Order of Business. 

          Section 2.  The full ECDC shall meet at least quarterly to review the activities of the Executive Board.  At least 5 days notice shall be given of the date, time and place of the meeting. Notice may be given by U.S. Mail, Email, or posting on the Website.  Pursuant to Article III, Section 1 of these Bylaws the meeting shall be open to all members of the Democratic Party.  The Executive Board shall meet at least quarterly, and may combine that meeting with a general membership meeting.

           Section 3.  Special meetings of the Executive Board or of the ECDC may be called by a majority of the members of the Executive Board or by a petition by the majority of the members of the ECDC.  At least five (5) days' notice shall be given of the date, place, time and purpose of the special meeting.  Portions of such meetings may be conducted in Executive Session as provided in Section 1 of this Article.

          Section 4.  The Executive Board can transact business only at a meeting of which all Executive Board members have been notified and at which a quorum, as defined in Section 1 of this Article, is present.

          Section 5.  Standing Committees and Ad Hoc Committees can transact business only at a meeting of which all Committee members have been notified and at which a quorum, consisting of a majority of the Committee members, is present.

ARTICLE VI. EXECUTIVE BOARD AND COUNTY COMMITTEE

          Section 1.  The ECDC is a legal entity established under the provisions of Michigan law.  The ECDC shall have the responsibility of coordinating and reviewing all political actions and shall comply with all Michigan and Federal statutes pertaining to the filing and reporting of such activities.

          Section 2.  One third (1/3) of the Executive Board shall consist of At-large members, who shall be the most recent Democratic Party nominees for countywide office and the County Commission, and State House, State Senate and U.S. House whose districts include all or part of the county.  The County Convention shall elect the balance of the Executive Board which shall consist of twice the number of At-large members.  Each even-numbered year within twenty (20) days following the November election the delegates to the County Convention shall convene at the call of the Chairperson for the purpose of electing part of the Executive Board.  The election shall be held in accordance with guidelines listed in Article V of the MDP rules.   The term of service of the Executive Board shall commence January 1 of each odd-numbered year and shall continue for two (2) years or until the selection of successors.  If a vacancy occurs in the position of a delegate-elected member of the Executive Board, the remaining delegate-elected members shall fill the vacancy.  The Executive Board shall fill a vacancy in any of its offices.  The Executive Board shall meet at least quarterly and shall keep minutes of all meetings which shall be available to all ECDP members at each scheduled General Membership meeting.

          Section 3.  If a vacancy occurs in the position of a delegate-elected member of the Executive Board, the remaining delegate-elected members of the Executive Board shall fill the vacancy.  The member selected to fill the vacancy shall be deemed to be a delegate-elected member in all voting activity for the remainder of the two (2) year term.  If the vacated position was held by a delegate-elected member who was also an Officer or an Officer elected from the General Membership, the Executive Board as a whole shall fill that vacancy.  This provision recognizes that the result may be the selection of two (2) individuals to replace the vacancy created by a delegate-elected member.

          Section 4.  Between meetings of the ECDC, the Executive Board has all the powers and performs all the duties of the ECDC, including the filling of vacancies in nominations as prescribed by law.

          Section 5.  The Executive Board shall have approval authority for reimbursement for personal expenses for Party business submitted within ninety (90) days of transaction.  ECDC reimbursement must be documented with proof of expenditures by a copy of all receipts, invoices or statements.  The Executive Board shall have full authority over all financial receipts and disbursements and all Standing and Ad-Hoc Committee recommended expenditures.

          Section 6.  No action of the Executive Board can conflict with any action taken by the ECDC.

ARTICLE VII. OFFICERS

          Section 1.  Officers shall be elected in accordance with the Rules of the MDP within thirty (30) days of the election of the Executive Board.  The term of service of the Officers shall continue for two (2) years or until the selection of successors.  The Officers are a Chairperson, a Vice-Chairperson of the opposite sex of the Chairperson, a Secretary and a Treasurer, who shall serve as Officers of both the Executive Board and the ECDC.

          Section 2.  The County Chairperson (Chairperson) shall preside at all Executive Board and ECDC meetings, and shall have such other duties as are usual to the Office of Chairperson, or that may be required by this organization. The Chairperson shall see that proper notification is given to the Executive Board and ECDC of  meetings and official notices.

          Section 3.  The Vice-Chairperson shall be a member of the opposite sex from the Chairperson.  The Vice-Chairperson shall assist the Chairperson in the discharge of his/her duties, and shall temporarily assume all of the duties and responsibilities of the Chairperson in his/her absence.

          Section 4.  The Recording Secretary of this organization shall keep an accurate record and minutes of the proceedings of the meetings of the Executive Board and ECDC.  He/She shall keep and preserve all the books, documents, records, minutes, effects, and any other property of this organization, and when a new secretary is elected the past secretary shall, as provided in Section 7 of this Article, deliver to the newly elected secretary all the aforesaid items kept and preserved during his/her tenure.  He/She shall notify the Corresponding Secretary of the State Central Committee of any amendment to these Bylaws or of the adoption of new Bylaws.

          Section 5.  The Corresponding Secretary of this organization shall have the responsibility to transmit thank-you letters, invitations, and official statements from the ECDC or the Executive Board.  He/she shall keep and preserve all records of correspondence and any other property of this organization.  When a new Corresponding Secretary is elected, the past Corresponding Secretary shall, as provided in Section 7 of this Article, deliver to the newly elected Corresponding Secretary all the aforesaid items kept and preserved during his/her tenure.

          Section 6.  The Treasurer shall be responsible for the financial receipts and disbursements of this organization subject to the approval of the Executive Board.  The funds of this organization shall be deposited in banks and shall be drawn upon only by checks signed by any two of the following officers: Chairperson, Vice-Chairperson, Recording Secretary, and Treasurer.  The Treasurer shall make financial reports to the Executive Board as that Board so directs and shall make financial reports available at all ECDC meetings.  When a new Treasurer is elected, the past Treasurer shall, as provided in Section 7 of this Article, de1iver to the new Treasurer the funds and all the books and records kept during his/her tenure in office.

          Section 7.  In order to assure an effective, timely and complete transition following the election of Officers an orderly transition process is necessary.  Commencing on December 1 of each even numbered year or immediately upon election of Officers, whichever is later, the Officers being succeeded shall begin the transition process to convey all manner of records, books and funds, in whatever form, to their respective successors.  This transition process shall be completed by December 31 of such even numbered year.  In addition to all tangible records, any incumbent Officer being succeeded shall convey by verbal or other means any and all explanations of ECDP procedures, customs and practices that may be necessary to assure compliance with Rules of the MDP and to assure continuity of ongoing activities.

          Section 8.  No Officer being succeeded shall transact any business after December 31 of each even-numbered year or after termination or resignation.

          Section 9.  If both the County Chairperson and the Vice-Chairperson are absent or indisposed, the other officers, in the following order of succession, Recording Secretary, Treasurer, Corresponding Secretary, shall temporarily assume all the duties and responsibilities of the Chairperson/Vice-Chairperson in their absence.

          Section 10.  All officers, within 30 days of assuming office, shall receive the training for using communication tools/methods used in conducting the business of ECDP. The County Chairperson or any officer in the order of succession, who assumes the chairperson’s duties under Article VII, Section 3 or Section 9, shall be the sole authorized officer for using the communication tools/methods to distribute any information.  The Chair/Acting Chair may designate any Executive Board member to be the authorized person to use the communication tool.  Any ECDP or MDP member may submit information of interest to the authorized Board Member to be distributed at that officer’s discretion.

          Section 11.  Any officer needing to be absent or indisposed for more than three weeks shall notify the next officers in the line of succession and pass to the succeeding officer the tools of that office.  The Corresponding Secretary must notify the Chair/Acting Chair if he/she must be absent.   

          Section 12.  Any Officer or elected Executive Board member may be censured or removed by majority vote of the total number of At-large and elected members of the Executive Board.  Any member of the Executive Board may make a motion to call for the censure or removal of an Officer or an elected Executive Board member.  The cause for such call for censure or removal must arise from actions by the Officer or elected Executive Board member that are in direct conflict with the Bylaws of the ECDP or of the Rules of the MDP.

          a.       (1) Before any motion may be made for a call for the censure or removal of an Officer or elected Executive Board member, a good faith effort to resolve the conflict shall be made by the parties involved.  The parties may meet at a time and place of their choosing and shall clearly state their differences.  When such conflict involves interpretation of these Bylaws or the Rules of the Michigan Democratic Party, the question shall be submitted to the Executive Board for clarification.

                     (2)  Failing resolution by means of Section 12 (a)(1) of this Article the grievance(s) shall be reviewed by the Executive Board with all parties present.  The individual parties may present documentation and supporting information by the presence of other parties of their choosing.

          b.      In the event that the conflict remains unresolved a motion to call for censure or removal may be made.  Upon adoption of a motion to call for censure or removal of any presiding Officer or presiding elected Executive Board member, the Executive Board shall elect a temporary Chairperson to preside over a special meeting.

          c.       The presiding Officer or temporary Chairperson shall give ten (10) days notice to all Executive Board members of the time and the place of the special meeting to consider such call for censure or removal.  The individual subject to the call for censure or removal shall be given the option of having the proceedings conducted in Executive Session.  If the individual elects to proceed in an open meeting, that choice is binding on the Executive Board.

          d.      With the presiding Officer or temporary Chairperson presiding at the special meeting, the Executive Board shall deliberate on the grievance(s) against said Officer or elected Executive Board member.

          e.       After hearing both the grievance(s) and the defense of said Officer or elected Executive Board member, a motion for censure or removal may be made.  Any such motion, and a vote on such motion, must be made in an open meeting.  In the event that an Executive Session has been elected by the individual, prior to making a motion and voting on that motion, the Executive Board shall resume an open meeting as provided in Article V, Section 1.  Censure or removal of said Officer or elected Executive Board member shall require a majority vote of the total number of At-large and elected members of the Executive Board.  All members of the Executive Board may vote providing that there is a quorum in accordance with Article V Section 1.

 ARTICLE VIII. COMMITTEES

          Section 1.  The Chairperson, subject to the approval of the majority of the Executive Board, shall appoint current registered members of the ECDC to the committees and as committee chairpersons necessary for the work of the organization.

          Section 2.  The Chairperson shall, within forty-five (45) days of January 1 of each odd-numbered year, appoint those Standing Committees necessary to continue the activities of the Party. 

          Section 3. Standing Committees shall include the following:

                        1.   Rules and Bylaws Committee

2.   Finance Committee

3.   Political Committee

4.   Membership Committee

5.   Communication Committee

6.   Internal Nominating Committee

These committees shall include the appropriate sub-committees.  The Chairperson of the ECDP shall be an ex-officio member of all standing committees

Section 4.  Neither the Standing nor the Ad Hoc committees, nor any individual representing such committees, shall make any decisions committing the ECDC to any obligation, either financial or promise to perform any action or to conduct any event, without the approval of the Executive Board.

 Nor shall any such committee or individual make any public representation in the name of the ECDC without the approval of the Executive Board. Such committees may make those decisions necessary to conduct the business with which they are charged in so far as those decisions do not conflict with the limitations stated in this Section and those of Article VI. Section 5.

 ARTICLE IX. ORDER OF BUSINESS

           At meetings the business of the organization shall proceed in the following order:

                                1.  Roll call of officers

2.  Minutes of the previous meeting

3.  Reports of officers

a.  Chair

b.  Vice Chair

c.  Treasurer

d.  Recording Secretary

e.  Corresponding Secretary

4.  Reports of committees

a.  Standing committees

b.  Ad Hoc committees

5.  Unfinished business

6.  Postponed business

7.  New business

8.  Adjournment

 ARTICLE X. SEVERABILITY

           If any portion of these Bylaws is determined to be in conflict with either the Rules of the MDP or prevailing statute, the remaining provisions shall remain in force.

 ARTICLE XI. AMENDMENTS

           Section 1.  Proposals for changes or amendments to these bylaws shall first be referred to the Rules and Bylaws Committee which shall report its recommendations to the next regular Executive Board meeting or special meeting called for that purpose.

          Section 2.  Amendment of these Bylaws or adoption of new Bylaws shall require a two-thirds (2/3) majority vote of the members of the ECDP present, and eligible to vote pursuant to Article IV Section 4, at a General Membership meeting, provided that a) written notice of the proposed adoption of amended or new Bylaws has been given to all Party members at least two (2) weeks prior to the date of the meeting; and, b) the proposed amendment or new Bylaws has been presented to Party members at a meeting at least two (2) weeks prior to the date of the meeting at which the vote is taken.

          Section 3.  Each odd-numbered year following the presidential election the Rules and Bylaws Committee shall review the Bylaws to assure consistency with the Rules of the MDP and to evaluate the effectiveness and suitability of the Bylaws.

          Section 4.  These Bylaws shall be in full force and effect upon their adoption and shall supersede all Bylaws, Rules, motions and policies of a contrary nature with the exception of the Rules of the MDP.