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CONSTITUTION

of the

HELLGATE AMATEUR RADIO CLUB, INC.

Missoula, Montana

January 14, 2002

PREAMBLE

We, the members of the HELLGATE AMATEUR RADIO CLUB, INC., a non-profit organization, endeavoring to promote the art of Amateur Radio in Missoula and surrounding Counties for individual and public use, do hereby ordain and establish this Constitution. This endeavor shall include fostering cooperation among its members; developing individual proficiency; furthering the interest of radio in the general community; and providing emergency communications when called upon by proper civil, federal, or military authority. This also includes testing for public safety, fostering national or international sports competition, and other public service. The organization is organized exclusively for charitable, educational, scientific, and public safety purposes relating to amateur radio in our community and state within the meaning of section 501(c)(3) of the Internal Revenue Code or the corresponding provision of any future United States internal revenue law.

Article I - TITLE

The Organization shall be known as the Hellgate Amateur Radio Club, Inc. The Club shall be identified as such, or by such call sign(s) as may be assigned by the Federal Communications Commission.

Article II - MEMBERSHIP

All persons interested in amateur radio shall be eligible for membership. Membership shall be by application upon such terms as the Club shall, by its By-laws, provide.

Article III - OFFICERS

Section 1:The officers of this Club shall be the President, Vice President, Secretary, and Treasurer. These officers will also constitute the Board of Directors of the Club.

Section 2: The officers of this Club shall be elected for a term of one (1) year by a ballot of the majority of the voting members present. Officers will be nominated at the regular November meeting, elected at the regular December meeting, and assume the duties and responsibilities of their respective offices in January at the first regular monthly meeting of the new year.

Section 3: Vacancies occurring between elections must be filled by special ballot at the first regular meeting following the meeting at which the withdrawal or resignation is announced. Election shall be by a ballot of the majority of the voting members present.

Section 4: Officers may be removed on a motion by a majority vote of the total voting membership. Proposals for removal shall be submitted in writing by five (5) Full Members at a regular meeting, to be voted upon at the next regular meeting.

Article IV - DUTIES OF OFFICERS

Section 1: The President shall preside at all meetings of this Club and conduct the same according to the rules adopted. The President shall enforce due observance of this Constitution and By-laws, decide all questions of order, sign all official documents that are adopted by the Club and none other, and perform all customary duties pertaining to the office of the President. The President shall also have authority to make appointments of members to specific positions as necessary for the needs of the Club, other than those offices specifically enumerated.

Section 2: The Vice-President shall assume all the duties of the President during the President's absence. In addition, the Vice-President is Chairperson of the Repeater Advisory Committee.

Section 3: The Secretary shall keep the Constitution and By-Laws of the Hellgate Amateur Radio Club and have the same for inspection at every regular meeting. The Secretary shall cause all amendments, changes, and additions to be added therein and shall permit the Constitution and By-Laws to be reviewed by any member upon request. The Secretary shall keep a record of the proceedings of all meetings, handle such correspondence as may be necessary for the business of the Club, and read communications at each meeting. The Secretary, in conjunction with the President, shall also be responsible for such reports as may be requested by the ARRL. The Secretary shall also keep and maintain the Club's library material and allow those items to be checked out to Club members in good standing. The Secretary shall, at the expiration of the current term of office, turn over everything belonging to the Club to the newly elected Secretary.

Section 4: The Treasurer shall keep records of the Club's finances, membership, and equipment assets. At each monthly meeting the Treasurer shall submit a report, and upon request, an itemized statement of disbursements and receipts. The Treasurer shall accept and record applications for membership and membership renewals to the Club and shall maintain a current list of members. The Treasurer shall also be responsible for processing ARRL memberships and renewals that may be submitted by individual Club members through the Club. The Treasurer shall also be responsible for making such tax and corporate reports as may be required of the Club by state and federal laws.

ARTICLE V - STANDING COMMITTEES

Section 1:There shall be a standing Repeater Advisory Committee, consisting of the Club Vice-President, who shall be the Chairperson of the Committee, and four (4) additional members, each of whom shall have been a Full Member in good standing for a period of least one year.

Section 2:The four (4) additional members of the Repeater Advisory Committee shall be divided into two (2) sub-committees. Two (2) members shall be elected to a two-year term and shall serve on a Digital Communications Sub-Committee, and the remaining two (2) members shall be elected to a two-year term and shall serve on a Voice Communications Sub-Committee. Elections shall be staggered so that one (1) of the two (2) members of each Sub-Committee are elected each year. Matters that require Club action shall be decided by the Repeater Advisory Committee, as a whole, and presented for consideration to the Club membership at the next regular meeting.

Section 3:Members of Standing Committees may be removed by a majority vote of the total voting membership. Proposals for removal shall be submitted in writing by five (5) Full Members at a regular meeting, to be voted upon at the next regular meeting.

Section 4:Vacancies occurring between elections shall be filled at the first regular meeting after the vacancy occurs by a majority vote of the voting members present.

ARTICLE VI - DUES

The Hellgate Amateur Radio Club, by majority vote of those voting members present at any regular meeting, may levy upon the general membership such dues and assessments as shall be deemed necessary for the business of the organization. Non-payment of such dues shall be cause for expulsion from the Club, except where specifically exempted by a majority of the voting membership present at a regular meeting.

ARTICLE VII - AMENDMENTS

Any proposed amendment, change, or addition to this Constitution or By-Laws must be presented in writing by a voting member at a regular meeting. Such proposed amendment, change, or addition must be published in the next newsletter or by special mailing, prior to the next regular meeting. Instructions shall also be published giving instructions for voting by proxy for members unable to attend. It shall be voted on at the next regular meeting and must be approved by two-thirds (2/3) of the voting membership present, including written proxy votes or votes communicated by radio or electronic means by those regular members unable to attend.

ARTICLE VIII - DISSOLUTION

Section 1: Upon the dissolution of the organization, the Board shall, after paying or making provisions for the payment of all the liabilities of the organization, dispose of all the assets of the organization exclusively for the purposes of the organization in such manner, or to such organization or organizations organized and operated exclusively for charitable, educational, religious, or scientific purposes as shall at the time qualify as exempt organization or organizations under section 501(c)(3) of the Internal Revenue Code of 1986 or the corresponding provision of any future United States internal revenue law, as the board shall determine.

Section 2: Any such assets not so disposed of shall be disposed by a court of competent jurisdiction of the county in which the principal office of the organization is then located, exclusively for such purposes or to such organization or organizations as said court shall determine, which are organized and operated exclusively for such purposes.

BY-LAWS

of the

HELLGATE AMATEUR RADIO CLUB, INC.

Missoula, Montana

Section 1: MEMBERSHIP

Membership shall be open to all persons with an interest in amateur radio and who express a willingness to abide by the Club Constitution and By-laws. All applicants shall be required to pay such dues as set forth in Section 3 of the By-Laws.

Full Membership shall be limited to those members holding a valid Amateur Radio License.

Life Membership shall be available to those accepted under the conditions of Section 1B above, at a fee equal to ten (10) times the annual dues rate. The Club Officers shall determine the number of Life Memberships in any one (1) year but in no case will these memberships exceed ten percent (10%) of the total Full Membership of the club.

Honorary Life Membership may be granted to any member on being recommended by all Club Officers and confirmed by a majority of voting members present at a regular meeting.

Student Membership is defined as a member who is a full-time student at any accredited educational institution and who otherwise qualifies as a Full Member under Section 1B.

Family Membership is defined as a member who is a family member of a Full Member residing in the same household and who otherwise qualifies as a Full Member under Section 1B.

Associate Membership shall be limited to those persons having an interest in Amateur Radio but not holding a valid Amateur Radio License. Upon acquiring a valid Amateur Radio License, an Associate Member may apply for Full Membership in the Club.

Full Members, Life Members, Honorary Life Members, Family Members and Student Members paying dues shall each be considered voting members and entitled to one (1) vote for every motion, resolution, election or other voted action of the club. Associate Members and Newsletter Subscribers shall not gain voting privileges, nor shall they count as members for a quorum count.

Newsletter subscriptions to The Static shall be available to individuals outside the Missoula area who do not wish to participate in club activities. Complimentary newsletter subscriptions may be provided to other clubs and specific officials at the discretion of the Board of Directors of the Club. Newsletter subscribers shall not gain voting privileges, nor shall they count as members for a quorum count. Newsletter subscriptions shall be charged such charges as set forth in Section 3 of the By-Laws.

Section 2: MEETINGS

A. Regular meetings shall be held on the second Monday of each calendar month at such place as the President shall order. The regular meeting can be scheduled for a day other than the second Monday by a majority vote of the voting members present at a regular meeting.

Special meetings can be called by the President upon the written request of any five (5) voting members of the Club. Notices shall be sent to all the members informing them of the special meeting and the business to be transacted. Such notices shall be given to the Club members by mail, telephone, or by amateur radio, and shall be given at least 24 hours before the meeting time. Only such business as designated in the said notice shall be transacted at such special meetings.

At all meetings, one-fifth (1/5) of the membership in good standing shall constitute a quorum for the transaction of regular business.

Roberts Rules of Order shall govern all regular and special meetings.

Section 3: DUES AND SPECIAL ACCOUNTS

A. The regular club dues for the following year shall be set by resolution at the last regular meeting of the calendar year. Regular dues shall be set for a single Full Member. Additional immediate family members living in the same household shall be eligible for a Family Membership and shall be charged dues at one-fifth (1/5) of the regular rate per additional individual. Student Members and Associate Members shall be eligible for membership at one-fifth (1/5) the rate of a Full Membership plus the cost of a subscription to the Club Newsletter, The Static.

B.The regular club dues shall be payable in the first month of the calendar year. Any Member paying dues after the first month of the calendar year shall be required to pay the annual dues in full. New members joining the club after the first month of the calendar year shall pay a prorated amount based on the month in which they are applying for membership. New member dues shall be prorated in increments equaling one-twelfth (1/12) of the dues of a Full Member per month.

D. All interest earnings and other revenue generated by the Club shall be deposited in the General Fund, unless specifically directed by a majority vote of the voting membership at a regular meeting or requested by the donor.

E. Once a year, the President shall appoint a member other than an officer of the Club to review the financial records of the Club and to report back to the membership as to the correctness of said records.

F. Every Full Member shall receive the Club Newsletter, The Static.

G. All dues will be current before a member will be allowed to participate in Club elections or vote on Club activities.

Newsletter subscriptions shall be available at the cost of printing and distribution. Newsletter subscriptions do not confer any other membership benefits.

Section 4: ELECTIONS AND APPOINTED POSITIONS

The Officers of the Club shall present to the membership at the November meeting a list of nominees for Officers of the Club and Repeater Advisory Committee. Prior to the election at the December meeting, any voting member present may make additional nominations from the floor. The election of officers shall be held at the December meeting.

Club Officers or Standing Committees may appoint volunteer members to positions that aid and assist Club operations. Club Officers or Committees who make an appointment shall be responsible for the actions of the appointee in Club matters, and shall provide a Standard Operating Procedure (SOP) for the position. The SOP should describe the duties, responsibilities, and limits of authority, rights of membership, and any other pertinent information. These SOP are to be available to all Club members as well as the appointee. Appointees have no term or tenure and serve at the pleasure of the appointing authority.

To ensure the continued ability of the Club to respond to requests for communications assistance from public agencies, the Club shall designate a member, who holds a valid General Class or higher Amateur Radio License, as Emergency Coordinator (EC). The Emergency Coordinator will be the designated liaison between public agencies and the Club in all matters relating to emergency communications. Club Officers and Standing Committee members should ensure that the Emergency Coordinator is consulted about any proposed procedures or actions that may impact emergency communications operations.

The undersigned, being the directors of the Hellgate Amateur Radio Club, do hereby certify that the foregoing Constitution and By-laws were duly adopted by the required vote of the membership of said corporation at a regular meeting held on the Fourteenth Day of January, 2002.

President, Lewis Ball

Vice President, Eric Sedgwick

Secretary, Dennis Barthel

Treasurer, Bob Henderson

Resident Agent, Dennis Barthel