INDIVISIBLE DULUTH

December 18, 2017

Approved Bylaws (approved on Jan 7, 2018)

I. Mission Statement/Purpose:

The purpose of the group is threefold:

1. To resist any political agenda that is racist, authoritarian, or corrupt.

2. To focus on advocacy and action: We advocate for progressive principles and we seek to identify and support political candidates at local, state, and federal levels who are dedicated to enacting a progressive agenda;

3. To embrace progressive values. We model inclusion, respect, and fairness in all of our actions.

With this purpose, we organize as a volunteer group under National Indivisible.

II. Members:

Members are individuals who agree with the group’s stated purpose and who have paid a $10 annual membership fee.  Members are responsible for approving policies and guidelines for the operation of the group and for electing the officers of the steering committee.  Our meetings and events are open to the public.  People who participate but do not pay the membership fee are called participants.  In order to vote, an individual must be a member.

III Officers: 

1 Positions: Officers shall consist of two co-chairs, a secretary, a treasurer, and the three other officers listed below. The duties and powers of the officers of the group shall be as provided in these Bylaws.  All officers must be members.

2 Co-chairs: The co-chairs will share in the duties of the chief executive officer. They shall supervise all the affairs of the group in accordance with policies and directives approved by the membership, shall appoint committee leaders and shall perform other duties as the steering committee may prescribe. They will create an agenda for each meeting of members and send it out as prescribed below.  The co-chairs shall be the official spokespeople for the group.  If either is absent or incapacitated for an extended period, the other shall perform these duties.  If needed, the functioning co-chair may appoint a new, replacement co-chair, with the approval of a majority of the steering committee members. This appointee will serve as the second co-chair until the next election of officers.

3 Secretary: The secretary shall be responsible for recording all votes and minutes of all proceedings of the Steering Committee and general membership, and will administer the elections. The secretary may delegate these tasks, as needed, to other group members. The secretary shall also perform other duties as the Steering Committee or co-chairs may prescribe.

4 Treasurer: The treasurer shall be responsible for keeping a full and accurate account of the group’s receipts and disbursements. If the Steering Committee so chooses, the treasurer shall deposit or cause to be deposited all moneys and other assets in the name and to the credit of the group. The treasurer shall disburse or cause to be disbursed group funds, making proper vouchers for such disbursements, and shall render to the co-chairs, Steering Committee, and general membership an accounting of all their transactions and of the financial condition of the group.  The treasurer will collect the annual membership fees and make, at a minimum, quarterly reports about revenue, expenses, and balance. The treasurer shall also perform other duties as the Steering Committee or co-chairs may prescribe.

5 Working Groups Liaison: The working groups liaison will serve as the connecting link between the leaders of the working groups and the co-chairs, monitoring what issues the working groups are involved with and their progress.  This officer shall insure the working groups report regularly to the members and will also help new participants and members find working groups they would like to join. This officer shall also perform other duties as the Steering Committee or co-chairs may prescribe. Note: in March of 2018, we recognized that the subgroups were no longer meeting. Therefore, we replaced this position with a communication officer, whose responsibilities were to assist in communicating all of our activities as they saw best with the outside world. The media officer below, became a co-outreach officer, at the same time.

6 Media Officer: The Media Officer will promote and advertise our group’s activities, contact the media to promote any planned events, rallies or other activities, and help to develop plans to expand our membership. The officer will help members and working groups’ efforts in publishing letters to the editor and other media articles about issues that they are working on. This officer shall work closely with the Outreach Officer, and also serve as liaison between the Steering Committee and the Facebook page and the Webpage administrators. The Media officer shall also perform other duties as the Steering Committee or co-chairs may prescribe.

7 Outreach Officer:  This officer will reach out to other organizations within and outside of National Indivisible, and to different segments of the public. This official will be in charge of organizing or delegating the organization of Indivisible TC public events, rallies, and outreach efforts to include other groups. This official will work closely with the Media Officer and also perform other duties as the Steering Committee or co-chairs may prescribe.

8 Inspections: Both the secretary and treasurer shall permit any Steering Committee member or their duly authorized attorney to inspect all books and records of the group for any proper purpose. 

IV. Steering Committee:

1 Definition: The Steering Committee shall consist of the seven officers listed above.  All Steering Committee members have Steering Committee voting privileges. All members of Indivisible TC may attend Steering Committee meetings.

2 Multiple roles: Members may serve in multiple roles at the same time such as officers, Steering Committee members, and leaders of working groups.

3 Terms: Terms for Steering Committee member positions shall be for one year. Steering Committee members may serve two consecutive terms in any given position and may move among positions.

4 Costs and Conflicts: Costs associated with Steering Committee duties including meetings, travel, individual food and drink and any other costs associated with their holding of office shall not be reimbursed. No person shall serve as a Steering Committee member if they have a direct or indirect personal or financial relationship that would materially impair their ability to act solely in the interests of the group. Whenever a Steering Committee member has a financial interest in a particular transaction or other decision to come before the membership, they shall recuse themselves from the decision-making process related to this matter.

5. Compensation: No Steering Committee member shall be compensated for their time and service. The group shall not lend money or guarantee the obligation of a Steering Committee member except to pay in advance a reimbursable expense that has been approved by a co-chair.

6. Resignation and removal: The term of office of any Steering Committee member shall terminate upon the steering committee’s receipt of their written resignation, upon their death, or upon a unanimous vote by the other Steering Committee members (for violation of the Bylaws or other just cause).  Such removal must also receive a majority vote of the members

V. Working groups/committees:

Indivisible TC shall have committees or working groups on issues, group administration, and other topics as needed.  The co-chairs can create working groups/committees and appoint working group leaders in consultation with the membership or members can start a working group on their own initiative and become Indivisible TC working groups, with the approval of the co-chairs. All working committees shall have a stated purpose.

VI.  Meetings:

1 Frequency: The general membership will meet the first and third Sunday of each month, altered as needed by the co-chairs because of holidays or special events.  A calendar will be prepared at the beginning of each year to show the likely meeting dates for the entire year.

2 Quorum: The quorum needed to vote at a membership meeting is 15 members. The quorum for a steering committee vote is a majority of the voting Steering Committee members (4).  If no quorum is achieved for a year, the Steering Committee or members may meet for the sole purpose of dissolving the group.

3 Notice:  At least two days notice shall be given to the membership before meetings (this will be in the form of an agenda announcement, which will be sent by e-mail and posted on Facebook).

4 Steering Committee meetings: Notice of Steering Committee meetings shall be preceded by an agenda posting with at least two days notice and which will specify the date, time and place of the meeting. The Steering Committee members will meet annually in mid-February to discuss the upcoming elections. Steering Committee members will be free to discuss among themselves the future roles they would like to serve, as well as any other matters regarding the functioning of the IndivisibleTC group. The co-chairs can call for other Steering Committee meetings as needed. Decisions made by the Steering Committee shall be made by oral, majority vote except as otherwise indicated in these Bylaws.

VII. Voting:

1 Elections:  Elections for the Steering Committee members shall occur at the first meeting in March annually.  Officers shall start their term on the date of the following membership meeting. Time will be allowed for prospective candidates to articulate their platform on the day of the vote, if there are competitive positions. The co-chairs will determine appropriate time-limits, depending on the number who would like to speak.

2 Referenda: Choosing key group policies, projects and issue areas; making endorsements; joining coalitions; and other issues shall be presented to a vote of the membership. Votes shall be oral and counted as needed.

3 Voting: Each member shall have one vote. Proxies are not allowed.  Participants are not allowed to vote. All officers shall be voted on by paper ballots if more than one person is running for that position. An officer may be removed for just cause by unanimous vote of the steering committee subject to membership approval.

4 Voting rule: A plurality of votes cast at a membership meeting by the members present (participants are excluded as stated above) shall be an authorized vote or election.

VIII. Other Rules:

1 Rules: Consensus and other informal rules of decision-making are desirable.

2 Action out of order: Any action taken by an officer or member in contravention of these Bylaws is null and void.

3 Expulsion: A member may be expelled by a unanimous vote by the Steering Committee, subject to approval of the membership before taking effect.

4 Amendments to Bylaws: The Bylaws may be altered or amended and new Bylaws adopted by a majority vote of the Steering Committee.  Amendments to the Bylaws are subject to approval of the membership before taking effect.

5 Contracts: All contracts, notes, or other evidences of indebtedness and leases of space for the group shall be signed by such officer or officers or such other person or persons as the co-chairs may designate.

6 Facebook page administrators: The Steering Committee shall designate one or more member(s) to serve as the administrator(s) for the Indivisible Traverse City (ITC) Facebook page. The administrator(s) has the discretion to remove posts or individuals from the Facebook page for violations of Article I Mission Statement/Purpose of the Bylaws or for other just cause. An individual whose post(s) have been deleted or who has been removed from the Facebook page may appeal the administrator’s decision which shall be heard at the next Steering Committee meeting following the deletion or removal. A decision by the Steering Committee shall be final and binding.

 

Adopted on the 7th day of January, 2018.

Submitted by the Ad-hoc Steering Committee of IndivisibleTC