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Bylaw 1: Organization and Membership

Section 1: Organization 

1.1 CONSTITUTION. This Section is constituted by action of the Executive Committee of the Angeles Chapter of the Sierra Club in accordance with and subject to the provisions of the Bylaws of the Sierra Club. This section is an integral part of the Sierra Club and of the Angeles Chapter and is governed by their Bylaws; it is not a separate legal entity.

1.2 NAME. The name of the Section is the 20s & 30s Section of the Angeles Chapter of the Sierra Club.

1.3 PURPOSES. The purposes of this Section are to bring environmentally conscious people in the 20s & 30s age group together at Sierra Club activities for the enjoyment and protection of the natural resources of our environment while supporting the purposes of the Sierra Club. The purposes of the Sierra Club are: to explore, enjoy, and protect the wild places of the earth; to practice and promote the responsible use of the earth's ecosystems and resources; to educate and enlist humanity to protect and restore the quality of the natural and human environment. 

Section 2: Membership 

1.4 MEMBERS. The members of this Section shall be those members of the Sierra Club in good standing who also register on the 20s & 30s Section website.

1.5 MEETINGS. At least one regular general meeting shall be scheduled at least once each calendar year. Special meetings of the Section membership at large may be called, with appropriate notice to the membership stating time, place, and purpose, by the Section Management Committee and shall be called with similar notice upon petition to the Section Management Committee signed by fifteen (15) or more members of the Section for a meeting to consider specified subjects. If the Chairperson and Vice Chairperson of the Section are both absent at a meeting, the members shall elect a temporary chairperson. No binding action may be taken at a special meeting of the Section, but resolutions may be adopted addressed to the Management Committee of the Section or Chapter, the Sierra Club Council, or the Board of Directors of the Sierra Club. A meeting may also direct the Section Management Committee to conduct a referendum (election) by electronic ballot of the entire membership of the Section on a specified issue.

1.6 ELECTIONS. The Membership of the Section shall choose members of the Section Management Committee in an annual election as specified in Bylaw 3.

1.6.1 SPECIAL ELECTIONS. Special elections on any subject within the province of the Section may be held either by direction of the Section or Chapter Management Committee, a general meeting of the Section Membership, the Sierra Club Council, the Board of Directors, or shall be held upon petition to the Section Management Committee signed by five percent (5%) or more of the members of the Section. The direction or petition shall state the issue to be voted on in proper form for ballot. Special elections shall be conducted in the same manner as general elections. The results shall be interpreted as follows. A quorum for any special election shall be five percent (5%) of the membership of the Section. A majority vote (more than half the vote) of those voting is required to establish Section policy. However, if the issue is the removal of an elected officer of the Section Management Committee, a majority vote of at least two-thirds (2/3) of those voting is required; if a member is so removed the resulting vacancy for the remainder of the unexpired term shall be filled within three months in a special election utilizing the same procedures as for the annual election of the members of the Section Management Committee. Whenever possible, and if a delay of not more than two months is entailed, special elections should be held in conjunction with the annual election. 

Bylaw 2: Standards of Conduct

2.1 STANDARDS OF CONDUCT. If a question of conduct arises relative to a Section outing, three-fifths (3/5) of a Management Committee quorum shall vote for proper action. On first occurrence, a letter shall be sent to the person in question. If a problem persists, another vote shall be taken, and three-fifths (3/5) of the Management Committee shall vote to remove the person from the Section with a letter sent to Angeles Chapter. 

Bylaw 3: Section Management Committee

Section 1: Number and Powers 

3.1 MEMBERS. Subject to the powers of the members as provided by these Bylaws, the management of the affairs and activities of the Section shall be in the hands of a Section Management Committee of five (5) members, elected by the members of the Section for a term of one year. Members elected to the Committee shall take office at the close of the last regularly scheduled Section Management meeting of the calendar year (after the election or in January). They shall hold office until their successors have been elected and qualified. [As per 1993 amendments]

3.2 VACANCIES. A vacancy in an elected position shall be filled for the remainder of the unexpired term by vote of the remaining members of the Section Management Committee, except as provided when the vacancy results from recall in a special election. 

3.3 POWERS (RULES OF PROCEDURE). Only the Section Management Committee or those specifically authorized by it shall act in the name of the Section. The Section Management Committee shall have the authority to make rules and regulations for carrying out the procedures established by these Bylaws. If any dispute arises concerning any act of the Section Management Committee, the Chapter Executive Committee shall have the power to determine the procedures to be followed. Actions of the Section must be consistent with the purpose of the Club and the policies and directives of the Chapter and the Board of Directors. 

Section 2: Nominations and Elections

3.4 ELECTION OF SECTION MANAGEMENT COMMITTEE. An election to choose members of the Section Management Committee shall be held annually in the fourth quarter of the calendar year with a closing date for receipt of ballots specified by the Section Management Committee. The annual election as well as all special elections, shall be conducted by  electronic ballot made available to all members at least three weeks before the closing date of the election, and shall be conducted in a manner as to ensure facility of voting and secrecy of ballot.

3.5 NOMINATING COMMITTEE. A Nominating Committee of at least three (3) members of the Section, at least one not a member of the Section Management Committee, shall be appointed by the Section Management Committee not later than two months before the designated closing date of the annual election. No member of the Section Management Committee who is a candidate for re-election may serve on the Nominating Committee. Sufficient opportunity shall be given for members of the Section to submit names for consideration by the Nominating Committee. Notice of this, and of the opportunity to nominate candidates by petition, shall be posted on section website, given in a regular general meeting and included in the newsletter of the Section or by a special e-mail distributed to all members several months before election. 

3.6 CANDIDATES. The Nominating Committee shall nominate at least two (2) more candidates than the number of members of the Section Management Committee to be elected and shall report their names to the Section Management Committee at least three (3) weeks in advance of the scheduled e-mailing of ballots. Nominees shall be members of the Section in good standing (Active Sierra Club membership number), and their consent must be obtained. The name of any member of the Section proposed in writing by ten (10) members of the Section, and who gives consent, shall also be included on the ballot, provided that the petition and statement of consent are received by the Secretary at least ten (10) days in advance of the scheduled e-mailing of ballots. The Nominating Committee is not precluded from submitting names of its own members as candidates.

3.7 ELECTIONS COMMITTEE. An Elections Committee of at least three members of the Section shall be appointed by the Section Management Committee prior to the scheduled date of e mailing of ballots. No nominees may serve on the Elections Committee. Under the direction of the Elections Committee, the Secretary shall cause the ballots to be prepared and e-mailed as scheduled. The ballot should allow each voter to vote for as many candidates as there are positions to be filled; a voter may not accumulate votes for any candidate. The Elections Committee shall not tally election results until the closing hour of the election.

3.8 COUNTING BALLOTS. The Elections Committee shall count the ballots on the closing date of the election, or the first convenient date within the following week and report immediately to the Secretary. The candidates receiving the highest number of votes shall be elected. Any tie shall be resolved by lot, in the presence of the candidates or their authorized representatives. The Secretary shall immediately notify the candidates and the Elections Committee shall report the results to the Section Management Committee at its next meeting and shall notify the Chapter Executive Committee. The ballots shall be retained for at least sixty (60) days. After that time their destruction may be directed by the Section Management Committee. 

Section 3: Meetings

3.9 MEETING SCHEDULE. The Section Management Committee shall hold regularly scheduled meetings at least quarterly at times and places it specifies; these times and places shall be posted on the Section website in advance to notify members of the Section and included in the newsletter of the Section as time allows. Special meetings of the Section Management Committee may be called by the Chairperson, or any three (3) members of the Committee, but only on at least one week's notice, unless all available members waive this notice requirement. Due notice of special meetings and the scheduling of regular meetings must be given to all members of the Section Management Committee.

3.10 OPEN MEETINGS. All meetings of the Section Management Committee shall be open to attendance by any member of the Sierra Club in good standing, except that in unusual circumstances the Committee may convene in private session for discussion of sensitive issues, but shall take no vote except in open session.

3.11 QUORUM. A quorum, which is a majority of the members of the Section Management Committee, is required for the transaction of business. However, a ballot from an absent member delivered to the chairperson in writing, via e-mail or by telephone on a specific issue shall be counted, in the vote and quorum, provided that either a full discussion of the issue has occurred at a previous meeting, or the arguments pro and con have been included with the call for the meeting. Business of the Section Management Committee shall normally be conducted at regular meetings. A quorum of the Committee may act without a formal meeting only when quick action is necessary and there is insufficient time to arrange a well-attended special meeting, or if prior authorization to so deal with a specified issue has been given in a meeting, provided in either case that a determined and documented effort has been made to contact all members of the Committee. Actions taken in a special meeting shall be reported to all members of the Committee and reaffirmed at the next regular meeting of the Committee.

3.12 TEMPORARY CHAIR. In the absence of the Chairperson and Vice-Chairperson, the members of the Committee present shall elect a temporary chairperson from their number.

3.13 ABSENCES. The absence of a member from three (3) consecutive regularly scheduled meetings of the Committee will create a vacancy if so decided by a vote of at least three-fourths (3/4) of the remaining members of the Section Management Committee. 

Bylaw 4: Officers 

4.1 OFFICERS. The newly elected Section Management Committee, at the last regularly scheduled Section Management Committee meeting after the election, or in January, shall select among themselves the following officers: a Chairperson, Vice Chairperson, Secretary, and Treasurer. The officers so elected shall serve until their successors have qualified. The duties of the officers shall be those customary for their respective offices. The Chairperson cannot be nominated or hold this position for a third consecutive full term. The Section Management Committee shall designate needed support alternates from among Section members. At the discretion of the Section Management Committee offices may be combined, provided there are at least four (4) distinct officers of the Section Management Committee. Notice of the officers and appointees of the Section shall be provided to the Chapter Executive Committee and Sierra Club Council, or their designees, by the end of January. 

4.2 POWERS TO CHANGE. The Committee has the power to replace an officer who is not fulfilling his/her duties and has the power to fill the vacancy by a vote of at least three-fourths (3/4) of the Section Management Committee (with the officer in question abstaining from the vote). 

Bylaw 5: Committees 

Section 1: Committees

5.1 CREATION OF COMMITTEES. The Section Management Committee shall establish standing committees and special committees for such objectives as it may designate within the purposes of the Club, Chapter and Section. Members of the committees shall be appointed by the Section Management Committee and shall serve until discharged. Committee chairs shall be designated by the Section Chair at the time the committee is appointed. The Chairperson of the Section, or another member of the Section Management Committee designated by the Chair to substitute temporarily or regularly, shall be an ex-officio member of each committee, except the Nominating and Elections Committee, and with the right to vote. Standing committees shall be appointed annually; they shall include a conservation and Membership committee. The chairs of the Conservation and Membership Committees, if not already members, shall be ex-officio members of the Section Management Committee without vote. Except for the Nominating and Elections Committees (where it may only fill naturally occurring vacancies), the Section Management Committee may at any time add members to a committee, recall or replace any of its members. Committees not mandated by these Bylaws may be discharged by the Section Management Committee at any time.

5.2 REPORTING. The Chairperson of each committee shall regularly report to and consult with the Section Chair and the Section Management Committee. Each committee shall submit an annual report to the Section Management Committee. Each committee (except the Nominating and Election Committees) shall regularly consult with any corresponding Chapter committee. 

5.3 CONSERVATION COMMITTEE. The Conservation Committee of the Section shall further the conservation objectives of the Club and Chapter within Section boundaries, assist national, regional and Chapter Club actions, and supervise specific conservation action programs as authorized by the Section Management Committee. The Conservation Committee, or the Section Management Committee, may create issue and action committees which report to the Conservation Committee, and to the Section Management Committee as requested. The Section Conservation Committee chairperson or the alternate shall represent the Section on the Chapter Conservation Committee. 

5.4 MEMBERSHIP COMMITTEE. The Membership Committee of the Section shall maintain a roll of current members, shall assist in national efforts to recruit and retain Sierra Club members, and shall be responsible, under the direction of the Section Management Committee, for recruiting and welcoming new Section members and encouraging them to participate in Club, Chapter, and Section activities. The Section Membership Committee shall regularly consult with the Chapter Membership Committee. 

Bylaw 6: Finances 

Section 1: Sources

6.1 RECEIVING FUNDS. The Section may receive funds from the Chapter, in a manner specified by the Chapter Executive Committee. The Section may elect to assess or collect dues from its members. The Section may receive contributions directly, but because the Section is an entity of the Club, its expenditures of such contributions shall be consistent with any policy and instructions of the Board of Directors. 

6.2 FUND RAISING. The Section may conduct fundraising and other activities, which require members as well as others to pay a fee in order to participate. Sections are not allowed to raise money through direct mail appeals. All moneys above cost of events shall be dedicated to conservation and administrative funds purposes as decided by the Section Management Committee. 

6.3 SECTION OUTINGS. Section outings shall be conducted on an independent financial basis, except insofar as they are used as a net fund raising activity, as authorized by the Section Management Committee in accord with Board of Directors and Council, Club and Chapter policy. The Treasurer may make advances for the purpose of the outing. Disbursement of advance funds on events with financial impact over $150 must be submitted to both the Outings Chairperson and the Treasurer for approval prior to submitting the outing for publication. An expense report must be turned in by the outing leader within 30 days after the outing. The outing shall not be planned as a loss. All losses shall be reported by the Treasurer to the Section Management Committee for appropriate action.

6.4 SECTION DISSOLUTION. Upon dissolution of the Section, all funds and properties of the Section shall revert to the Angeles Chapter. 

Section 2: Authority

6.5 BANK ACCOUNTS. The Section Management Committee shall have authority to open bank accounts and to regulate withdrawals wherefrom. Bank accounts shall be in the name of the Section and shall include the words "Angeles Chapter, Sierra Club." Accounts shall be under the jurisdiction and responsibility of the Treasurer of the Section, who shall at least annually report the status of such accounts to the Section Management Committee and the Chapter Treasurer. All Section funds shall be accountable to the Chapter. 

6.6 REQUIREMENT TO DEPOSIT. Unless otherwise specified by the Section or Chapter Management Committee, all moneys received by entities of the Section shall be deposited with the Treasurer of the Section. The Section Management Committee may authorize expenditures by Section entities and may authorize the Treasurer to provide advances.

6.7 DELEGATION OF AUTHORITY. The Section Management Committee may delegate financial authority, subject to these Bylaws and Club Bylaws, to Section entities, but it retains responsibility and control. Any such entity must provide regular and satisfactory accounting to the Section Treasurer and the Section Management Committee. 

6.8 PROHIBITIONS. Neither the Section nor any entity thereof shall have authority to borrow money or own real estate.

Section 3: Procedures

6.9 FISCAL YEAR. The fiscal year of the Section shall coincide with the fiscal year of the Club (January 1 to December 31).

6.10 BOOKS AND REPORTS. The Treasurer shall keep proper books of account, and annually, and at such other times as may be required by the Section Management Committee, submit a report of revenues and expenses, and the financial position of the Section and its entities. The Treasurer shall report to the Section Management Committee the financial position of the Section at least once in each quarter. An annual report shall be submitted to the Chapter Treasurer. 

Bylaw 7: Construction and Amendment 

7.1 INTERPRETATION OF BYLAWS. All questions as to the construction or meaning of these Bylaws are first to be referred to the Section Management Committee for decisions. Appeals from such a decision may be taken to the Chapter Executive Committee. All procedures not prescribed by these Bylaws or the Bylaws of the Chapter or Club shall be governed by Roberts' Rules of Order, revised.

7.2 AMENDMENT. These Bylaws are fundamental and shall not be added to, amended or repealed except by a two-thirds (2/3) vote of all ballots cast in an annual or special election, followed or preceded by approval of the Chapter Executive Committee. 

7.3 CONFLICT. In the event that a change in the Bylaws of the Club or Chapter results in a conflict with a provision of these Bylaws, any conflicting provision of these Bylaws shall be suspended and the Management Committee shall replace it with a temporary rule until the members have agreed to an appropriate revision in a regular or special election.

03-25-11/SC2030BYLAWS