Amended & Adopted on 24th August 2024 As per MOP 2022

Bylaws of the Rotary Club of Dhaka Central

     Article 1 Definitions

1. Board:         The Board of Directors of this club.
2. Director:      A member of this club's Board of Directors.
3. Member:      A member, other than an honorary member, of this club.
4. Quorum: The minimum number of participants who must be present when a vote is taken: one-third of the club’s members for club decisions and a majority of the directors for club board decisions
5. RI:               Rotary International.
6. Year:           The twelve-month period that begins on 1 July.

Article 2 Board

The governing body of this club shall be the board consisting of 16 (sixteen) members of this club, namely, the president, immediate past president, president-elect, president-nominee, vice- president, secretary, joint secretary, treasurer, joint treasurer, editor, club trainer and the 5 (five) directors elected in accordance with article 3, section 1 of these bylaws.

Article 3 Elections and Terms of Office

Section 1 – At a regular meeting one month prior to the meeting for election of officers, the Presiding Officer shall ask for nominations by members of the club for President Nominee, Vice President, Secretary, Joint Secretary, Treasurer, Joint Treasurer, Editor, Club Trainer and 5 (five) Directors. The nominations may be presented by a nominating committee or by members from the floor, by either or by both as a club may determine. If it is determined to use a nominating committee, such committee shall be appointed by the club board minimum 30 days before the annual general meeting/club election.

Section 2 – The nominations duly made shall be placed on a ballot in alphabetical order under each office and shall be voted for at the annual meeting. The candidates for President Nominee, Vice President, Secretary, Joint Secretary, Treasurer, Joint Treasurer, Editor and Trainer receiving a majority of the votes shall be declared elected to their respective offices. The 5 (five) candidates for Director receiving a majority of the votes shall be declared elected as Directors. The candidate for President Elected in such balloting shall be the President Nominee. The President Nominee shall take the title of President Elect on the first day of July next following the election, and shall serve as an officer during that year. On 1 July immediately following that year, the President Elect shall assume office as president. The officers and directors shall constitute the board. Within one week after their election, the directors-elect shall meet and elect some member of the club to act as sergeant-at-arms.

Section 3 – A vacancy in the board or any office shall be filled by action of the remaining directors.

Section 4 – A vacancy in the position of any officer-elect or director-elect shall be filled by action of the remaining directors-elect.

Section 5 — The terms of office for each role are:

President – one year

Immediate Past President – one year Vice President – one year

President Elect – one year President-nominee – six month Treasurer – one year

Joint Treasurer – one year Secretary – one year Joint Secretary – one year Director – one year Editor – one year

Club Trainer – one year

Article 4 Duties of Officers

Section 1 – President. It shall be the duty of the President to preside at meetings of the club and the board and to perform other duties as ordinarily pertain to the office of president.

Section 2 – Immediate Past President. It shall be the duty of the Immediate Past President to serve as a director and to perform such other duties as may be prescribed by the president or the board.

Section 3 – President-elect. It shall be the duty of the President Elect to prepare for his or her year in the office and to serve as a director and to perform such other duties as may be prescribed by the president or the board.

Section 4 – President Nominee. It shall be the duty of the President Nominee to serve as a director and to perform such other duties as may be prescribed by the president or the board.

Section 5 – Vice-President. It shall be the duty of the Vice President to preside at meetings of the club and the board in the absence of the president and to perform other duties as ordinarily pertain to the office of vice-president.

Section 6 – Secretary. It shall be the duty of the Secretary to keep membership records; record attendance at meetings; send out notices of club, board, and committee meetings; record and preserve the minutes of such meetings; report as required to RI, including the semiannual reports of membership on 1 January and 1 July of each year, which shall include per capita dues for all members and prorated dues for active members who have been elected to membership in the club since the start of the July or January semiannual reporting period; report changes in membership; provide the monthly attendance report, which shall be made to the district governor within 15 days of the last meeting of the month; and perform other duties as usually pertain to the office of secretary.

Section 7 – Joint-Secretary. It shall be the duty of the Joint Secretary to perform at meetings of the club and the board in the absence of the secretary and to perform other duties as ordinarily pertain to the office of joint-secretary.

Section 8 – Treasurer. It shall be the duty of the Treasurer to have custody of all funds, accounting for it to the club annually and at any other time upon demand by the board, and to perform other duties as pertains to the office of treasurer. Upon retirement from office, the treasurer shall turn over to the incoming treasurer or to the president all funds, books of accounts, or any other club property.

Section 9 – Joint-Treasurer. It shall be the duty of the Joint Treasurer to perform at meetings of the club and the board in the absence of the Treasurer and to perform other duties as ordinarily pertain to the office of joint-treasurer.

Section 10 – Editor. It shall be the duty of the Editor to perform at the club as bulletin editor, She/he shall be responsible for printing and distributing weekly club bulletin also shall assist in any other publication as and when required.

Section 11 – Club Trainer. It shall be the duty of the Club Trainer to assist, develop and train the club members as and when required. The Club trainer shall organize orientation for the newly inducted members. Also ensure the members participation in various district event.

Section 12 – Director. A director attends club and board meetings. They also supervised the five Standing Committees.

Article 5 Meetings

Section 1 – Annual Meeting. An annual meeting of this club shall be held on the December, 1st Meeting day in each year but no later than 31 December, at which time the election of officers and directors to serve for the next Rotary year shall take place.

Section 2 – The regular weekly meetings of this club shall be held on 2nd and 4th Saturdays at 13:30 hours (twice a month) at Gulshan Club. Due notice of any changes in or canceling of the regular meeting shall be given to all members of the club.

Section 3 – One-third of the membership shall constitute a quorum at the annual meetings of this club.

Section 4 – Regular meetings of the board shall be held on 3^rd Week of any day of each month. Special meetings of the board shall be called by the president, whenever deemed necessary, or upon the request of two (2) directors, due notice having been given.

Section 5 – A majority of the directors shall constitute a quorum of the board meeting.

Article 6 Fees and Dues

Annual club dues are RI dues, district dues and club dues. They are paid as follows: Payable on the first day July and January. Annual club dues include RI per capita dues (as determined by RI, payable semi- annually), a subscription to The Rotarian (as determined by RI, payable semi- annually), council of legislation fee (as determined by RI, payable in July), district per capita dues (as determined by the district, payable in July), club dues Tk. 3,000/- per annum (payable Tk. 1,500/- semi-annually), and any other Rotary or district per capita assessment.

Article 7 Method of Voting

The business of this club shall be transacted by voice vote or a show of hand except the election of officers and directors, which shall be by ballot. The board may also provide a ballot for a vote on some resolutions.

Article 8 Avenues of Service

The Avenues of Service are the philosophical and practical framework for the work of this Rotary club. They are Club Service, Vocational Service, Community Service, International Service, and New Generations Service. This club will be active in each of the Avenues of Service.

Article 9 Committees

Section 1  This club’s committees comprise those listed in article 11, section 7, of the Standard Rotary Club Constitution. Club committees are charged with carrying out the annual and long-range strategic goals of the club. The president-elect, president, and immediate past president should work together to ensure continuity of leadership and succession planning. When feasible, committee members should be appointed to the same committee for three years to ensure consistency. The president-elect is responsible for appointing committee members to fill vacancies, appointing committee chairs, and conducting planning meetings prior to the start of the year in office. It is recommended that the chair have previous experience as a member of the committee. Standing committees should be appointed as follows:

• Membership                            This    committee  should   develop   and implement acomprehensive plan for the recruitment and retention of members.
• Public Image                           This committee should develop and implement plans to provide the public with information about Rotary and to promote the club’s service projects and activities
• Administration                        This committee should conduct activities associated with the effective operation of the club.
• Service Projects                      This committee should develop and implement educational,humanitarian, and vocational projects    that    address    the needs of its community and communities in other countries.
• The Rotary Foundation           This committee should develop and implement plans to support The Rotary Foundation through both financial contributions and program participation. Additional ad hoc committees may be appointed as needed.

Section 2— The president shall be ex officio a member of all committees and, as such, shall have all the privileges of membership thereon.Section 3— Each committee shall transact its business as is delegated to it in these bylaws and such additional business as may be referred to it by the president or the board.

Except where special authority is given by the board, such committees shall not take action until a report has been made and approved by the board.

Section 4— Each chair shall be responsible for regular meetings and activities of the committee, shall supervise and coordinate the work of the committee, and shall report to the board on all committee activities.

Additional ad hoc committee(s) may be appointed as needed.

Article 10 Duties of Committees

The duties of all committees shall be established and reviewed by the president for his or her year. In declaring the duties of each, the president shall reference appropriate RI materials and the Avenues of Service when developing plans for the year.

Each committee shall have a specific mandate, clearly defined goals, and action plans established by the beginning of each year for implementation during the course of the year. It shall be the primary responsibility of the president-elect to provide the necessary leadership to prepare a recommendation for club committees, mandates, goals, and plans for presentation to the board in advance of the commencement of the year as noted above.

Article 11 Leave of Absence

Upon written application to the board, setting forth good and sufficient cause, leave of absence may be granted excusing a member from attending the meetings of the club for no longer than twelve months.

Article 12 Finances

Section 1 – Before each fiscal year starts, the incoming board shall prepare a budget of estimated income and expenditures for the year. The budget shall be broken into two separate parts: one in respect of club operations and one in respect of charitable/service operations.

Section 2 – The treasurer shall deposit all club funds in a financial institution or institutions designated by     the board. The club funds shall be divided into two separate parts: club operations and service projects.

Section 3 – All bills shall be paid by the treasurer or other authorized officer only when approved by President and/or directors.

Section 4 – Audit committee of the club will conduct a thorough annual review of all financial transactions.

Section 5 - Club members will receive an annual financial statement of the club. A mid-year financial report within January of the Rotary year, with current and previous year income and expenses, is presented at the annual meeting. Club president must submit annual financial report within 60 days of end of the Rotary year

Section 6 – Club members will receive an annual financial statement of the club. A mid-year financial report within January of the Rotary year, with current and previous year income and expenses, is presented at the annual meeting. Club president must submit annual financial report within 60 days of end of the tenure.

Section 7 – The fiscal year of this club shall extend from 1 July to 30 June, and for the collection of members' dues shall be divided into two (2) semiannual periods extending from 1 July to 31 December, and from 1 January to 30 June. The payment of per capita dues and RI official magazine subscriptions shall be made on 1 July and 1 January of each year on the basis of the membership of the club on those dates.

Article 13 Method of Electing Members

Section 1 – The name of a prospective member, proposed by an active member of the club, shall be submitted to the board in writing, through the club secretary. A transferring or former member of another club may be proposed to active membership by the former club. The proposal shall be kept confidential except as otherwise provided in this procedure.

Section 2 – The board shall ensure that the proposal meets all the classification and membership requirements of the standard Rotary club constitution.

Section 3 – The board shall approve or disapprove the proposal within 30 days of its submission and shall notify the proposer, through the club secretary, of its decision.

Section 4 – If the decision of the board is favorable, the prospective member shall be informed of the purposes of Rotary and of the privileges and responsibilities of membership, following which the prospective member shall be requested to sign the membership proposal form and to permit his or her name and proposed classification to be published to the club.

Section 5 – If no written objection to the proposal, stating reasons, is received by the board from any member (other than honorary) of the club within seven (7) days following publication of information about the prospective member, that person, upon payment of the admission fee (if not honorary membership), as prescribed in these bylaws, shall be considered to be elected to membership.

If any such objection has been filed with the board, it shall vote on this matter at its next meeting. If approved despite the objection, the proposed member, upon payment of the admission fee (if not honorary membership), shall be considered to be elected to membership.

Section 6 – Following the election, the president shall arrange for the new member's induction, membership card, and new member Rotary literature. In addition, the president or secretary will report the new member information to RI and the president will assign a member to assist with the new member's assimilation to the club as well as assign the new member to a club project or function.

Section 7 – The club may elect, in accordance with the standard Rotary club constitution, honorary members proposed by the board.

Article 14 Resolutions

The club shall not consider any resolution or motion to commit the club on any matter until the board has considered it. Such resolutions or motions, if offered at a club meeting, shall be referred to the board without discussion.

Article 15 Order of Business (60 Minutes)