Mid-Winter Reg. Form
Constitution & By-Laws
Jim Gillman (Marcia)
31 Riverside Dr.
Morris, MN 56267
320-589- 8885
Table of Contents
CONSTITUTION
District 5M-4
Lions Clubs International
Page
Article I Name 3
Article II Objects 3
Article III Membership 3
Section 1 Members 3
Section 2 Boundaries 3
Section 3 Gender 3
Article IV District Organization 3
Section 1 Cabinet and Officers 3
A Composition 3
B Committee Chairpersons 3
C Appointments 3
D Officers 3
E District Governor’s Advisory Committee 4
F Election of Governor and Vice District Governor 4
G Cabinet Vacancy 4
H Salary 4
Section 2 District Cabinet Meetings 4
A Regular 4
B Special 4
C Meeting Notification and Date 4
D Quorum 4
Section 3 Regions and Zones 4
A Divisions 4
B Changes 4
C Region Meetings 4
D Zone Meetings 5
E Qualifications 5
Article V Conventions 5
Section 1 Date and Place 5
Section 2 Delegate Quota 5
Section 3 Delegate Certification 5
Article VI Finances 5
Section 1 Per Capita Tax 5
Section 2 District 5M-4 Audit 5
Section 3 New and Reorganized Clubs 5
Section 4 Bonds 5
Article VII Amendments 6
Section 1 Format 6
Section 2 Filing 6
Section 3 Committee Functions 6
A Reviews 6
B Action and Transmittal 6
Section 4 Notification 6
Section 5 Adoption 6
Section 6 Clerical Changes 6
Article VIII Consistency 6
THE INTERNATIONAL ASSOCIATION OF LIONS CLUBS
DISTRICT 5M-4 CONSTITUTION
ARTICLE I
Name
Section 1. Name – The name of this organization shall be District 5M-4, of Multiple District 5M, (MD5M) and The International Association of Lions Clubs (The Association).
ARTICLE II
Objects
Section 1. Objects – To provide an administrative structure with which to advance the Purposes and Objectives of The Association and MD5M in this District.
ARTICLE III
Membership
Section 1. Members – The members of District 5M-4 shall be all Lions clubs chartered by The Association.
Section 2. Boundaries – The boundaries of this District shall be all Lions clubs from these counties in the State of Minnesota: Big Stone, Chippewa, Douglas, Grant, Kandiyohi, Lac Qui Parle, Meeker, Pope, Renville, Stevens, Swift, and Traverse, plus Lions clubs as designated by the Association from adjoining counties.
Section 3. Gender – Wherever the male or female gender or pronoun appears in the District 5M-4 Constitution or By-Laws, it shall be interpreted to mean both male and female persons.
ARTICLE IV
District Organization
Section 1. Cabinet and Officers
A. Composition – This District shall have a District Cabinet composed of the District Governor as its presiding officer, Immediate Past District Governor, Vice District Governor, Region Chairpersons, if any are appointed, Zone Chairpersons, Cabinet Secretary-Treasurer, or a Cabinet Secretary and Cabinet Treasurer.
B. Committee Chairpersons – The District Governor shall include Committee Chairpersons of this District. The inclusion of the Committee Chairpersons in the Cabinet shall confer upon them full privileges of discussion, voting and participation in the activities of the Cabinet.
C. Appointments – The District Governor shall appoint a Cabinet Secretary-Treasurer or a Cabinet Secretary and a Cabinet Treasurer, and a Committee Chairperson for each of the major committees as he/she sees fit for this District.
D. Officers – The members of this District Cabinet shall be the officers of District 5M-4.
E. District Governor’s Advisory Committee – In each Zone, the Zone Chairperson and the Presidents and Secretaries of all clubs in the Zone shall compose a District Governor’s Advisory Committee with the Zone Chairperson as the Chairperson of each respective zone.
F. Election of Governor and Vice District Governor – The District Governor and Vice District Governor of this district shall be elected at the annual convention of this District. If the District fails to elect a qualified candidate to be District Governor or Vice District Governor at the annual convention the position(s) shall be filled in accordance with the Constitution and By-Laws of the Association.
G. Cabinet Vacancy – Any vacancy in the District office, except of District Governor or Vice District Governor shall be filled by appointment of the District Governor for the unexpired term thereof.
H. Salary – No salary shall be paid to any officer of this District.
Section 2. District Cabinet Meetings
A. Regular – A regular meeting of the Cabinet shall be held in each quarter of the fiscal year, with
the first to be held within sixty (60) days after the adjournment of The Association’s annual preceding meeting, and such other meetings as it deems advisable.
B. Special – Special meetings of the Cabinet may be called by the District Governor at her/his discretion, or shall be called upon written request made to the District Governor, the Cabinet Secretary-Treasurer or Cabinet Secretary by a majority of the members of the Cabinet.
C. Meeting Notification and Date – A ten (10) day’s written notice of meetings setting forth the purpose, date, agenda, time and place determined by the District Governor shall be mailed to each member by the Cabinet Secretary-Treasurer or Cabinet Secretary.
D. Quorum – The personal presence of a majority of the Cabinet shall constitute a quorum at any meeting thereof.
Section 3. Regions and Zones
A. Division – The District Governor shall divide this District into Regions of approximately sixteen (16) and no less than ten (10) Lions Clubs, and each such Region into Zones of approximately eight (8) Lions Clubs, giving due regards to the geographical locations of the Clubs.
B. Changes – All such Regions and Zones shall be subject to change by and in the District Governor’s sole discretion and deem the same necessary to the best interest of The Association.
C. Region Meetings – Meetings of representatives of all Clubs in a Region shall be held during the fiscal year at times and places fixed by the Region Chairperson, if any or by the District Governor. The Region Chairperson, if any shall preside at the meetings. The District Governor shall preside if no Region Chairperson has been appointed.
D. Zone Meetings – Meetings of representatives of all Clubs in a Zone, with the Zone Chairperson presiding, shall be held during the fiscal year at the times and places fixed by the Zone Chairperson.
E. Qualifications – Each Region and Zone Chairperson must be an active member in good standing of a club in good standing in his/her respective Region or Zone, and have served or will have served at the time of taking office as Region or Zone Chairperson as President of a Lions Club for a full term or major portion thereof. If no such candidate is willing or able to serve, the District Governor may appoint a Zone Chairperson.
ARTICLE V
Conventions
Section 1. Date and Place – An annual convention of District 5M-4 shall be held in each year at a place recommended by the Convention Committee, endorsed by the 5M-4 Cabinet, and ratified by the delegates at the 5M-4 MidWinter Business meeting at the second preceding convention of the District and not later than 30 days prior to the convening date set for the Annual MD5M Convention, and at a date, time, and place set by the District Governor and with concurrence of the Convention Committee. If the delegates fail to ratify the chosen site and if any alterations can’t be agreed upon immediately, the Convention Committee will reconvene and present a revised proposal at the next District 5M-4 business meeting.
Section 2. Delegate Quota – Each club in good standing in the District, MD5M and The Association shall be entitled to be represented by one or more delegates at the Annual District Convention.
Section 3. Delegate Certification – Certification of delegates and alternates to the District 5M-4 Convention shall be as set forth in Article V, Section 1 of the By-Laws of MD5M.
ARTICLE VI
Finances
Section 1. Per Capita Tax (dues) – To provide revenue to defray the expenses of the District, an annual tax for each club member shall be levied against and paid by each club as established in the By-Laws.
Section 2. District 5M-4 Audit – The annual District financial review shall be conducted by an accountant qualified in the field of Public Accounting in Minnesota. A preliminary financial report shall be available to the cabinet at the first cabinet meeting of the new year following the close of The Association convention.
Section 3. New and Reorganized Clubs – Newly chartered and reorganized Lions Clubs shall not be required to pay any District 5M-4 dues for the semiannual period in which their establishment or reorganization occurs.
Section 4. Bonds – The President and Secretary-Treasurer of each Lions Club in the District shall be bonded in the amount and such sureties as may be determined by the MD5M Council.
ARTICLE VII
Amendments
Section 1. Format – Amendments to this Constitution shall be submitted only in writing, in a proper form which shall include a rationale for the amendment, a reference to the Article and Section affected, an exact statement of any wording to be replaced or added.
Section 2. Filing – Such submittal, to be acted on at the next District 5M-4 Convention, must be in the hands of the Chairperson of the Constitution and By-Laws committee by November 1 preceding the Annual Convention of the District.
Section 3. Committee Functions
A. Reviews – The Constitution and By-Laws committee shall review all the proposed amendments to this Constitution of this District.
B. Action and Transmittal – All proposals which meet the criteria set forth in Section 1 and 2 of this Article, shall be communicated in writing to the District 5M-4 Cabinet Secretary-Treasurer before December 1 preceding the Annual District 5M-4 Convention. The Constitution and By-Laws committee shall report each correctly proposed amendment, with or without recommendation, to the delegates to this District Convention.
Section 4. Notification – The District 5M-4 Cabinet Secretary shall submit a copy of the proposed amendments(s) in writing, postmarked at least 30 days prior to the opening business session of the Annual District Convention, to each club in the District.
Section 5. Adoption – Amendments proposed according to the provisions of Section 1 and 2 of this Article shall be deemed adopted, when approved by an affirmative vote of 2/3 of the certified delegates at the District Convention, present in person, qualified, and voting. Such amendments(s) shall take effect at the close of the District 5M-4 Convention at which they are adopted.
Section 6. Clerical Changes – The District 5M-4 Constitution and By-Laws committee shall be authorized to make clerical changes within this Constitution which neither alter the meaning nor intent of the changed Section. Changes made by the action of the Constitution and By-Laws committee, pursuant to this Section, shall be presented to the delegates at the next Annual Convention of this District.
ARTICLE VIII
Consistency
Section 1. This Constitution shall be consistent with the Constitution and By-Laws of The Association and MD5M. If any part thereof is found not to be consistent with such, only the inconsistent part shall be voided and superseded by such overriding Constitution and By-Laws, and such inconsistency shall not affect the validity of this Constitution as a whole.
Adopted January 29, 2005
Table of Contents
BY-LAWS
District 5M-4
Lions Clubs International
Page
Article I District Nominations and Elections 3
Section 1 Nominations Committee 3
Section 2 Candidate Filing 3
Section 3 Voting for Candidates 3
Section 4 Vacancy in Office of the District Governor 3
Section 5 Vacancy in the Office of the Vice District Governor 3
Article II Duties of the Officers 3
Section 1 District Governor 3
Section 2 Vice District Governor 4
Section 3 Cabinet Secretary-Treasurer 4
Section 4 Region Chairpersons 5
Section 5 Non-Performance 5
Section 6 Zone Chairpersons 5
Section 7 Non-Performance 6
Section 8 District Governor’s Cabinet 6
Section 9 Protocol Chairperson 6
Article III District Committees 6
Section 1 District Governor’s Advisory Committee 6
Section 2 District Governor’s Honorary Committee 6
Section 3 Sergeant-at Arms 6
Section 4 Convention Committee 6
Section 5 Credentials Committee 6
Section 6 Convention Operating Committee 6
Article IV District Convention 7
Section 1 Annual Convention 7
Section 2 Convention Procedure 7
Section 3 Credentials Procedure 7
Section 4 Convention Delegates 7
Section 5 Past District Governors Delegates 7
Section 6 Convention Quorum 7
Section 7 Rules 7
Article V District Administrative Fund 7
Section 1 Per Capita Tax 7
Section 2 District Governor Expense Reimbursement 8
Section 3 Vice District Governor Expense Reimbursement 8
Section 4 Cabinet Members and Cabinet Committee
Chairpersons Expense Reimbursement 8
Section 5 Deficit Spending 8
Section 6 Bonding 8
Section 7 Audit 8
ARTICLE VI Candidate for Office of International
Director and Second Vice President 9
Section 1 International Requirements 9
ARTICLE VII Fiscal Year 9
ARTICLE VIII Amendments 9
Section 1 Format 9
Section 2 Filing 9
Section 3 Committee Functions 9
A Review 9
B Action and Transmittal 9
Section 4 Notification 9
Section 5 Adoption 9
Section 6 Clerical Changes 10
ARTICLE 1X Consistency 10
THE INTERNATIONAL ASSOCIATION OF LIONS CLUBS
DISTRICT 5M-4 BY-LAWS
ARTICLE I
District Nominations and Elections
Section 1. Nominations Committee – The District Governor shall appoint, by written notification received at least sixty (60) days prior to the Annual District Convention, a Nominating Committee of not more than five (5) members, each of whom shall be a member in good standing of a different Lions Club in good standing in the District, and shall not at the time of their appointment hold any district or International office. The name and address of Lions appointed shall be sent to all clubs in the District at least thirty (30) days prior to the convening day of the Annual District Convention.
Section 2. Candidate Filing – Any member of a club in the District seeking the office of District Governor or Vice District Governor shall file a notification of intentions to run in writing with the Nominating Committee and the District Governor at least thirty (30) days prior to the day of its report to the convention and furnish therewith evidence of compliance with the qualifications for said office set out in the Constitution and By-Laws of The Association. The Nominating Committee shall place in nomination at the Annual District Convention the names of all candidates so qualified. If none are received and/or qualified, then, but then only, nominations for the office may be made from the floor. Each candidate shall be allowed one nominating speech of no more than five (5) minutes duration, and one seconding speech of no more than three (3) minutes duration.
Section 3. Voting for Candidate(s) – If two (2) or more candidates, voting shall be the day after the nominations with voting by ballot for both District Governor and Vice District Governor. If only one (1) candidate, voting by written ballot shall be the day of the nomination. If more than two (2) candidates and no candidate receives a majority of the first ballot, additional ballots will be taken. After the first ballot and if no one receives a majority, the candidate with the lowest vote count will be eliminated. A candidate receiving more than fifty percent (50%) of the votes cast on any ballot shall be declared elected.
Section 4. Vacancy in the office of District Governor – In the event of a vacancy in the office of District Governor, the Vice District Governor shall act as District Governor and shall perform the duties of, and have the same authority as, the District Governor until such time as said vacancy is filled by the International Board of Directors for the remainder of the term.
Section 5. Vacancy in the office of Vice District Governor – In the event of a vacancy in the office of Vice District Governor, the same shall be filled as directed in the Constitution of The Association. It shall be the duty of the District Governor to convene a meeting following notification of date, time and place to appoint a qualified member for recommendation to the International Board of Directors to serve the remainder of the term.
ARTICLE II
Duties of the Officers
Section 1. District Governor – The District Governor shall act under the general supervision of the International Board of Directors as the representatives of Lions Clubs International in this District and shall have general supervision over all Lions Clubs therein. In addition, the District Governor shall:
A. Further the Purposes and Objectives of Lions Clubs International.
B. Encourage and supervise the organization of new Lions Clubs.
C. Promote cordial relations among the chartered Lions Clubs.
D. Preside over all Cabinet, Convention and other District meetings.
E. Endeavor to visit each club at least once during the District Governor’s term.
F. Exercise such supervision and authority over Cabinet officers and District committee appointees as is provided in this Constitution, including, but not by way of limitation, the following:
(1) Supervise the collection of all per-capita taxes by the Cabinet Secretary/Treasurer, designate a depository for said funds and authorize the payment therefrom of all legitimate expenses pertaining to the administration of the affairs of the District.
(2) Secure, set the amount of and approve the surety company issuing, the surety bond for the Cabinet Secretary/Treasurer.
(3) Secure, semi-annually or more frequently, District financial reports from the Cabinet Secretary/Treasurer.
(4) Provide for an annual or more frequent audit of the books and accounts of the Cabinet Secretary/Treasurer and set up definite schedule of dates, times and places of Cabinet Meetings to be held during the fiscal year.
G. Submit a current itemized statement of total District receipts and expenditures to the Annual District convention.
H. Submit such other reports and perform such other duties as may be required by the International Board of Directors.
I. Deliver, within 30 days, at the termination of the District Governor’s term of office all District accounts, funds and records to the successor in office.
Section 2. Vice District Governor – The Vice District Governor, subject to the supervision and direction of the District Governor shall be chief administrative assistant to the District Governor. The Vice District Governor shall:
A. Further the Purposes and Objectives of Lions International.
B. Become familiar with the duties of the District Governor.
C. Perform such administrative duties as may be assigned by the District Governor.
D. Perform the duties as the Chairperson of the District and Club Officer training committee.
E. Perform such other functions and acts as may be required by Lions Clubs International through the Vice District Governor’s Manual and other directives.
F. Actively participate in all Cabinet and Council meetings and conduct all meetings in the absence of the District Governor.
Section 3. Cabinet Secretary/Treasurer – Under the supervision and direction of the District Governor, the Cabinet Secretary/Treasurer shall:
A. Keep an accurate record of the proceedings of all meetings of the Cabinet, and within five (5) days after each meeting forward copies of the same to all members of the Cabinet, and the office of The Association.
B. Take and keep minutes of the Annual District Convention and within fifteen (15) days furnish copies of the same to The Association and the District Governor. Copies of same shall be available to each Lions club upon request.
C. Assist the District Governor and the Cabinet in conducting the business of the District and perform such other duties as are specified or implied in this Constitution and By-Laws, or as may be assigned to the Cabinet Secretary/Treasurer from time to time by the District Governor or the Cabinet.
D. Sign all documents issued by the District.
E. Make an annual report to the Cabinet at its meeting immediately preceding the Annual District Convention, and such other times as the District Governor or Cabinet may require.
F. Collect and receive all per capita taxes levied hereunder on members and clubs in the District, deposit the same in such bank or banks as the District Governor shall determine and disburse the same by order of the District Governor. Remit and pay over such taxes as may by levied by MD5M to the Multiple District Executive Secretary and secure a receipt thereof.
G. Keep accurate books and records of account, and minutes of all Cabinet and District meetings, and permit inspection of the same by the District Governor, any Cabinet member and any club (or any authorized agent of any of them) for any proper purpose. Upon direction of the District Governor or the Cabinet, shall furnish any such books and records as requested to any auditor appointed by the District Governor.
H. Secure bond for the faithful performance of the Cabinet Secretary/Treasurer’s duties in such sum and with such sureties as may be required by the District Governor.
I. The District 5M-4 Diabetes Fund shall be recorded separately from other 5M-4 funds. This fund shall be disbursed by the Cabinet Secretary/Treasurer after a majority vote by the Cabinet.
Section 4. Region Chairperson(s) – if appointed, shall:
A. Attend the regular and special meetings of the Cabinet.
B. Assist the District Governor in promoting Lionism in the Region by performing such duties as may be delegated from time to time by the District Governor.
C. Recommend qualified Lions in the Region for appointment as Zone Chairpersons.
D. Endeavor to have every Lions club in the Region operate under a duly adopted Club Constitution and By-Laws.
E. Promote representation at the International, MD5M and District Conventions by at least the full quota of delegates to which Lions clubs in the Region are entitled.
F. Supervise and assist the Zone Chairperson of the Region in the performance of their official duties and cooperate with them in arranging and holding Zone meetings and District Governor’s Advisory Committee meetings.
Section 5. Nonperformance – In the event the Region Chairperson, if appointed, for any reason cannot or does not, in the judgment of the District Governor, perform the duties of this office, or in the event the office is for any reason vacated, the District Governor may appoint a successor to serve for the unexpired term.
Section 6. Zone Chairperson(s) – Under the control and supervision of the District Governor and the Region Chairperson, shall:
A. Make a report of each District Governor’s Advisory Committee meeting and send copies within five (5) days thereafter to The Association, to the District Governor and to the Region Chairperson, if appointed.
B. Endeavor to have every club within the Zone operate under a duly adopted Club Constitution and By-Laws.
C. Arrange, with the cooperation of the Region Chairperson, regularly scheduled Zone meetings.
D. Encourage inter-club meetings and social activities.
E. Promote attendance at charter nights of newly organized clubs.
F. Promote representation at International, MD5M and District conventions by at least the full quota of delegates to which clubs in the Zone are entitled.
Section 7. Nonperformance – In the event the Zone Chairperson for any reason cannot or, in the judgment of the District Governor, does not perform the duties of the office, or in the event the office is for any reason vacated, the District Governor shall appoint a successor to serve for the unexpired term.
Section 8. District Governor’s Cabinet – The District Governor’s Cabinet shall:
A. Assist the District Governor in the performance of his duties and in the formulation of administrative plans and policies affecting the welfare of Lionism in the District.
B. Serve in an advisory and administrative capacity only.
C. Receive, from the Region Chairperson(s), if appointed, reports and recommendations which concern the Clubs and Zones.
Section 9. Protocol Chairperson – The Protocol Chairperson shall provide assistance on proper protocol to the District Convention committee, Lions Club Charter Night committees, and club function committee that may ask for help with proper protocol.
ARTICLE III
District Committees
Section 1. District Governor’s Advisory Committee – A District Governor’s Advisory Committee shall be established in each Zone, composed of a Zone Chairperson ( as Chairperson of the Committee), the Presidents and Secretaries of Clubs within the Zone and act in an advisory capacity to the District Governor and the Cabinet in promoting the welfare of Lionism in the Lions Clubs and the Zone.
Section 2. District Governor’s Honorary Committee – The District Governor may appoint an Honorary Committee which shall act under the direction of the District Governor in the promotion of harmony throughout the District. The Chairperson of this committee shall attend meetings of the Cabinet when requested by the District Governor.
Section 3. Sergeant-at-Arms – The Sergeant-at-Arms shall maintain order and decorum at the respective conventions and meetings and perform such other duties as are incident to the office under Robert’s Rules of Order Newly Revised. A committee of three (3) is recommended.
Section 4. Convention Committee – The Convention Committee shall consist of the second immediate Past District Governor as its Chairperson, the immediate Past District Governor as its Vice Chairperson, and include the District Governor, Vice District Governor, the President of the 5M-4 Past District Governor’s Association and any appointees of the seated Governor. If anyone on the Convention Committee is unable to perform his/her duties, the District Governor will have the power to appoint a replacement.
Section 5. Credentials Committee – of the District Convention shall be composed of the District Governor, as chairperson, the Cabinet Secretary/Treasurer and two (2) other non-officers of the District appointed by the District Governor. The Credentials Committee shall have the powers and perform the duties set forth in Robert’s Rules of Order Newly Revised.
Section 6. Convention Operating Committees – The District Governor shall appoint, designate, the chairperson of, and fill any vacancies occurring in, the following Annual District Convention Committees: Resolutions, Elections, Constitution and By-Laws, Rules and International Committee. Each Region shall have at least one representative on each committee. These committees shall perform such duties as the District Governor shall designate.
ARTICLE IV
District Convention
Section 1. Annual Convention – An Annual Convention of this District shall be held each year prior to the Annual Convention of The Association at a place selected by a previous Annual Convention of this District, and at a time and date fixed by the District Governor. A meeting of the registered delegates of this District in attendance at the Annual Convention of MD5M of which this District shall be a part, may constitute the Annual Convention of this District.
Section 2. Convention Procedure – The District Governor shall arrange the Order of Business for the Annual District Convention, and the same shall be the order of the day for all sessions.
Section 3. Credential Procedure – The District Cabinet Secretary/Treasurer shall prepare a credential Log Book with a separate page for each Lions club in this District. Each page shall list the name of the Club and a signature line for each delegate that the Lions Club is allowed. There shall also be a signature line for each Past District Governor in good standing in the Lions Club. Each prospective delegate must sign the proper page in the Credential Log Book before a credential card may be issued.
Section 4. Convention Delegate – Each Lions Club in good standing shall be entitled to one voting delegate and one alternate for every ten (10) members or major fraction thereof, (five (5) members will be considered a major fraction), as shown by the records of The Association office on the first day of the month last preceding that month during which the convention is held. However each club is entitled to at least one delegate.
Section 5. Past-District Governors Delegates – The Past-District Governors who reside in this District shall be considered certified delegates, if they are members in good standing of a club within this District, may vote on all issues, and shall be in addition to, not included in, their Lions Club’s quota of delegates.
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