BYLAWS OF THE METROPOLITAN DEMOCRATIC CLUB (MDC)
Adopted December 7, 2005; Revised October 8, 2008

ARTICLE I NAME AND MISSION

Section 1 Name
The name shall be the Metropolitan Democratic Club (MDC). The MDC is a voluntary membership club.

Section 2 Mission
The Metropolitan Democratic Club (MDC) promotes debate of important public issues and works for the Democratic principles of political reform, open government, protection of the environment, corporate responsibility, fair taxes, health care for all, civil rights, civil liberties, labor rights, educational excellence, the rule of law at home and abroad, and the welfare and peace of the world.

Section 3 Great Seal
The Great Seal of the MDC depicts a wooly mammoth, rear legs buckled, and a donkey, rear legs rampant.

ARTICLE II MEMBERSHIP

Section 1 Classes
There shall be two classes of membership in the MDC, "active" and "lifetime honorary." Active members are persons who have paid current dues and have indicated and evidenced support for the purposes of the MDC. Lifetime honorary members are those who have been elected by the Board to that status.

Section 2 Dues
Annual dues are payable by July 1. Dues paid during the calendar year will count as paid for that year.

Section 3 Termination of Membership
Membership in the Club may be terminated for failure to pay dues in a timely fashion.

ARTICLE III ANNUAL MEETINGS

Section 1 Notice of Annual Meetings
There shall be an annual meeting of all MDC members each June, at a time and place to be set by the Board. Written notice of the annual meeting shall be provided to active members not less than 10 days before the meeting.

Section 2 Purpose of Annual Meetings
The annual meeting shall include the election of Board members.

Section 3 Quorum at Annual Meetings
A quorum at the annual meeting consists of 20 percent of the total MDC membership. A simple majority of those present is sufficient to validate a vote. If Board slots are contested, voting may be done by paper ballots.

Section 4 Proxies
Voting at the annual meeting may also occur by written proxy of active members, signed and dated by the member, and delivered no later than the day of the annual meeting.

ARTICLE IV BOARD OF DIRECTORS

Section 1 Number and Term
There shall be no more than 29 Board members elected for two-year staggered terms.

Section 2 Election of Officers
The Board elects a president, vice president, one or more secretaries, a treasurer and a newsletter editor following the annual meeting. The Board manages the affairs of the MDC. Other vice presidents may be appointed by the president to oversee particular areas, e.g., membership.

Section 3 Quorum
A quorum of the Board consists of 35 percent of the total number of Board members.

Section 4 Executive Committee
The Executive Committee shall consist of three or more officers of the MDC, the newsletter editor and the Immediate Past President. The Executive Committee may make administrative decisions when the Board cannot be convened in a timely manner.

Section 5 Attendance
Board members are expected to attend Board meetings. Three consecutive unexcused absences from Board meetings, may, after due notice to the absent individual, constitute grounds for removal by the Board.

Section 6 Board Meetings
The Board shall meet at least once monthly, advance notice of which will be published in the newsletter. ALL MEMBERS ARE WELCOME AT AND ENCOURAGED TO ATTEND BOARD MEETINGS.

Section 7 Special Meetings
Special meetings of the Board and/or the executive committee may be called by the president or 10 percent of the Board's members on short notice (via e-mail and/or telephone) when circumstances warrant.

Section 8 Duties
Board members are expected to participate in and support activities of the organization, which may include membership in one or more committees, e.g., Nominating, Membership, Program, Special Events, Telephoning, Newsletter, Publicity, Administration (arranging meeting space, etc.).

Section 9 Vacancies
The Board may fill vacancies in its membership, subject to ratification at the next annual meeting.

Section 10 Rules of Procedure
Robert's Rules of Order will govern rules of procedure when not inconsistent with these bylaws and resolutions taken by the Board.

ARTICLE V ADMINISTRATIVE FUNCTIONS

Section 1 Setting Fees
The Board shall set dues and admission charges for special events.

Section 2 The President
The president or his/her designee will chair all meetings, prepare an agenda for Board meetings, appoint Board members to committees when volunteers are wanting.

Section 3 The Vice-President
The vice-president shall act as president in the absence of the president.

Section 4 The Secretary
The secretary shall keep a master list of Board members and all MDC members with relevant data (e.g., current mail and email address, telephone number, date and amount of dues collected). The secretary shall also keep a record of programs (invited speakers and the date on which they appear), actions taken on non-administrative matters (e.g., intent to write to the governor on a certain issue), which will be reported in the newsletter.

Section 5 The Treasurer
The treasurer shall be responsible for all funds, incoming and outgoing, of the MDC. He/she shall maintain a record of dues, event admissions and bar revenues, as well as expenditures. A report shall be given at the annual meeting or end of the fiscal year (June 30). The treasurer shall prepare a budget for approval before the beginning of the fiscal year (July 1st). Additionally, the treasurer shall report to the Board on a quarterly basis, following the end of a calendar quarter (March 31, June 30, September 30, and December 31).

Financial records should be available to the Board as occasions warrant (e.g., when the Board wishes to make a donation and needs to know the amount of funds on hand).

Section 6 Expenditures Requiring Approval
Administrative expenditures that exceed the budgeted amount by 10 percent require Board approval.

Section 7 Newsletter Editor
The Newsletter Editor shall prepare at least 9 monthly newsletters to be mailed to all MDC members. Newsletters will include notice of upcoming meetings as well as actions taken at previous meetings.

Section 8 Records
All records are open to inspection by members. Members may use the MDC mailing list (at their own expense for copying and mailing) for purposes approved in advance by the Board.

Section 9 Hiring Staff
Administrative help may be hired if a majority of a quorum of the Board so approves. Duties and amount of remuneration for such staff shall be set in writing. Some of the duties of board officials may be delegated to aid staff.. A simple majority of the total Board may eliminate the administrative position with 20 days' written notice.

Section 10 Amending Bylaws
Bylaws may be amended by an absolute majority of the total Board when prior notice of the proposed change has been presented in writing at the previous meeting.

ARTICLE VI ENDORSEMENTS

Section 1 Endorsements by MDC Membership
Members in good standing (with paid-up dues) will receive ballots prior to the primary and general elections on which they can vote to endorse candidates and issues. Ballots must be returned no later than the date of the next scheduled Board meeting. Alternatively, members may vote in person at that meeting. An official MDC endorsement requires a simple majority of all those voting.

Section 2 Endorsements by MDC Board
The Board may vote to endorse a candidate or issue when it is not feasible to solicit ballots from the entire MDC membership. Official endorsement requires a majority of a quorum of the Board with advance notice to all Board members. When no advance notice is possible, 60 percent of those voting must approve of the position. Whenever possible, advance notice will be given to the entire membership that a vote to endorse will be taken.

The secretary shall immediately notify all candidates of their endorsements. Endorsed candidates and campaigns are welcome to use the MDC mailing list for the purpose of their campaigns (only).

Section 3 Public Stands
The Board may vote to have the MDC take a public stand on any issue brought to its attention by a member or guest. An official public stand requires a majority of a quorum of the Board. When no advance notice is possible, a quorum is necessary, and 60 percent of those voting must approve.