Former Chapter Bylaws

ARTICLE I -- GENERAL

Section 1. The name of the organization shall be Dignity of San Diego, Inc., a California non-profit corporation.

Section 2. We are affiliated with Dignity/USA, Inc., which is a District of Columbia non-profit corporation, or its successor corporation. We are bound by the national and regional bylaws of that corporation.  [Top]

ARTICLE II -- MEMBERS

Section 1. Our membership is open to all persons who agree with the purposes of Dignity/USA, and wish to affiliate with us.

Section 2. Payment of dues for a period of one whole year is a condition of membership and membership renewals. Dues shall be established from time to time by the community Council. Dues shall ordinarily be payable in money, but the Community Council may accept property or services instead.

Section 3. The Community Council may establish several classes of membership, with different dues for each class, but each member has one vote, and all classes of members are otherwise identical. Dues in excess of the minimum shall be received as donations.   [Top]

ARTICLE III -- COMMUNITY COUNCIL

Section 1. Our Executive Board, called the Community Council, shall consist of seven members: a President who shall serve a one-year term, and six members-at-large who shall serve for two-year terms. Two-year terms will be staggered so that three members-at-large will end their terms each year. Council members are elected by a process described in Article V.

Section 2. The Community Council shall exercise all corporate powers, and shall provide for the carrying out of all corporate duties.

Section 3. The Community Council has the power to establish policies and procedures for its own operation, which must be consistent with these bylaws. A quorum of the Community Council is a majority of the Council members then in office. Three consecutive absences from regular Community Council meetings is cause for removal from the Council, and the position shall then become vacant.

Section 4. If the office of President becomes vacant for any reason, the Vice President becomes President. If the office of Council member-at-large becomes vacant, it shall be filled by appointment by the Community Council of someone to fill the term of the person who resigned.

Section 5. In order to hold a position on the Community Council, one must maintain chapter membership in the following manner:

(1) The President must have been a member of this chapter for at least one year immediately before election to the Council.

(2) A member-at-large must have been a member of this chapter for at least 90 days immediately before election to the Council.

(3) A Community Council member must maintain membership during the entire term of office. Thus, a lapse of membership for 31 or more days will result in automatic removal from the position on the 31st day of the lapse.

Section 6. Our activities are carried out by departments under the general control, direction and supervision of the Community Council. A department director is appointed or removed by majority vote of the Council; he or she must be a member at the time of appointment. Department directors may appoint and remove other department members. One person may hold two or more department directorships at once, and a Council member may be a department director.

Section 7. Any action, which could be taken at a Community Council meeting, can be taken without a meeting if a majority of Council members entitled to vote on such action individually consent to such action.

Section 8. A Community Council member may be removed by vote of a majority of the general membership.  [Top]

ARTICLE IV -- OFFICERS

Section 1. Our officers are a President, a Vice President, a Treasurer, a Secretary, and one or more Regional Delegates. They have the powers and duties specified in Robert's Rules of Order, Newly Revised, in addition to the powers and duties set forth in these bylaws. One person may not hold more than one office at the same time.

Section 2. The President is elected as specified in Article V. All other officers are appointed by a majority vote of the Community Council. The Vice President must be appointed from the membership of the Council itself; all other appointed officers may either be Council members, or from the general membership of the organization.

Appointed officers must be chapter members, and must maintain chapter membership during the time they hold their offices. With the exception of Regional Delegates (see Article VII, Section 2), an appointed officer serves at the pleasure of the Council and may be removed by a majority vote of the Council, and someone else appointed.

Section 3. Only Community Council members have a vote at Council meetings.

Section 4. Either Community Council members or chapter officers may serve as signers on chapter bank accounts. Each bank account shall require two signers for any withdrawal.  [Top]

ARTICLE V -- ELECTION PROCESS FOR THE COMMUNITY COUNCIL

Section 1. In March of each year, the Community Council shall appoint a Nominating Committee of at least three members to carry out the election process. The Nominating Committee shall poll the general membership to identify those who are willing to serve on the Community Council, and who understand the duties, powers and responsibilities of Council members. They shall specifically identify those who are willing to serve as President. The Nominating Committee may not nominate any of its own members.

Section 2. Ballots for the election shall have two sections: the election of the President and the election of Community Council members-at-large. One person may be listed in both sections; if this person is elected as President, votes for him or her as member-at-large shall not be counted.

Section 3. Voting shall be by ballots prepared and mailed by the Secretary on May 6 to all those who are members of the chapter as of April 30, as determined by the Secretary. To be counted, ballots must be returned to the chapter at the address designated on the ballot no later than May 20. All those elected shall begin their term on June 1.

Section 4. Tallies shall be kept of all votes for those nominated for Council member-at-large, and these tallies shall be kept by the Secretary. The three persons who receive the most votes shall be elected. [Top]

ARTICLE VI -- GENERAL MEETINGS

Section 1. Our annual general meeting shall be called by the Community Council during February each year. At this meeting, a report on the state of the chapter shall be given to the membership by the Council. Other general meetings may be called by the President, by the Council, or by a petition signed by 25% of the members and filed with the Secretary. Written notice of each general meeting shall be mailed or delivered to each member at least five days before the meeting. The notice may be included in our newsletter or a calendar of our events if, by distinctive type or headings, it is distinguished from routine matters. A quorum at a general meeting is 25% of the members.

Section 2. At any general membership meeting, motions of a procedural nature for the conducting of the meeting may be placed on the floor, seconded and voted upon by the membership present. Motions that are to have a binding effect on the Community Council or the chapter as a whole may be placed and seconded by any member(s) at any general membership meeting; however, the following steps shall be followed for voting on the motion:

(1) The Secretary shall prepare a notice, which shall be sent to all members stating the motion, along with a ballot.

(2) A quorum for the purpose of this mail vote is the number of ballots returned within fourteen days after they are mailed. Ballots returned later shall be ignored.

Section 3. In order to vote, make motions, or otherwise participate at a general meeting a person must have been a member at least since the last day of the month preceding the meeting. In order to cast a vote by mail a person must have been a member at least since the last day of the month preceding the date on which the ballots are mailed. [Top]

ARTICLE VII -- REGIONAL DELEGATES

Section 1. The Regional Delegates shall be this chapter's voting representatives at all meetings of the Executive House of Delegates and the regional House of Delegates of Dignity/USA, and any other committees, councils or other similar assemblies that Dignity/USA may hereafter establish and in which this chapter is entitled to be represented. Regional Delegates, like other officers, are appointed by the Community Council. If this chapter is entitled to choose alternates in any such assembly, such alternates shall be appointed by the Council. Delegates and alternates must be members of this chapter at the time of appointment and when they attend meetings of such assemblies.

Section 2. If a Regional Delegate is certified by the Council to attend any House of Delegates meeting or other assembly of Dignity/USA, that Delegate may not be removed by the Community Council until after the meeting or assembly has taken place, except when the Delegate is unwilling or becomes unavailable to serve.  [Top]

ARTICLE VIII -- AMENDMENTS

Section 1. An amendment to these bylaws may be proposed by the Community Council or by a petition signed by 10% of the members and filed with the Secretary.

Section 2. The procedure for voting is by mail ballot as specified in Article VI, above. The entire text of the amendment, including all additions and deletions, shall be included in with the ballots.

Section 3. An amendment shall be adopted when a majority of those voting vote for it. [Top]

ARTICLE IX -- BUILDING FUND

Section 1. A separate bank account and accounting will be maintained for all money collected, donated or designated for the purpose of the chapter's needs for purchasing real property for office, worship, meeting, or socializing space.  

Section 2. The Building Fund is in the care of the Community Council for proper investing for security and interest earning. Income earned on this account will be added to the account. Any expenditure or alteration of the Fund must be with the approval of a majority of the membership. [Top]

ARTICLE X -- TRANSITION

Section 1. Those on the Executive Board on the first March 15 after the approval of these bylaws will remain in office until June 1. Then their terms will expire.  

Section 2. The first election after the approval of these bylaws will be conducted as described in Article V. Current Executive Board members may be nominated for President or Community Council members-at-large if they wish, along with other chapter members. Of all those running for Council members-at-large, the three receiving the most votes will serve for two-year terms; the three receiving the fourth through the sixth most votes will serve for one-year terms.  

Section 3. This article shall be deleted from the bylaws after the election described in Section 2. [Top]

SECRETARY'S CERTIFICATE

I certify that I am the duly appointed and acting Secretary of Dignity of San Diego, Inc., a California corporation, and that the foregoing bylaws are the bylaws of said corporation, as amended to the date of this certificate.  

Done this 13th day of April 1997, at San Diego, California.  

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Neil J. Manfredi, Secretary