REVISED BYLAWS

 

Article I: Name

The By-Laws shall provide for the management and governance of Cleveland ConneXion, subject to the Articles of

Incorporation and construed in accordance with applicable laws of the State of Ohio.

 

Article II: Purpose

The PURPOSE of Cleveland ConneXion is to serve a consortium of active, civic-minded, young professionals with a clear vision of Clevelansd’s future as a great place to live and work. The make up of the organization consists of 1 representative from each participating Cleveland area young professional group. This consortium provides a unified voice for Cleveland’s young professional organizations, through partnerships with Cleveland’s public and private leadership, to promote and advocate for the interests of these young professionals in the community.

 

The GOAL of Cleveland ConneXion is to foster change and offer young professionals input in the areas of:

 

·         Cleveland Arts & Culture

·         Cleveland City Living

·         Cleveland Civic Involvement

·         Cleveland Diversity

·         Cleveland Economic Development

·         Cleveland Education

·         Cleveland International Affairs

·         Cleveland Social Events

·         Cleveland Volunteerism

 

Article III: Membership

Section 1: Eligibility

Membership is open to Cleveland-area YOUNG PROFESSIONAL ORGANIZATIONS that are committed to the Cleveland ConneXion purpose and goal.  Organizations must also meet the following criteria:

a.)    have been in existence for at least one year

b.)    have a commitment to Cleveland ConneXion and its mission and guiding principles

c.)    operate within the greater Cleveland area

 

Each participating young professional organization designates a member of their organization as their representative to Cleveland ConneXion.

 

Section 2: Participation

Each member organization must have one (1) and/or an alternate representative attend at least three (3) Cleveland ConneXion member meetings per year. Failure to meet this requirement shall result in the automatic suspension of membership status in Cleveland ConneXion.

·         An individual may only represent one member organization. The individual is known as a Member Organization Representative (hereinafter referred to as “MOR”). These individuals must be identified to the Executive Committee Chair prior to attending Cleveland ConneXion member meetings and will be verified during the attendance process. It is encouraged that the MOR for each group change once every two (2) years, beginning October 2008.

·         Membership meetings shall be conducted quarterly (4) times per year beginning in October, January, April and July

·         It is encouraged that member organizations have their members sign up to receive updates at www.clevelandconneXion.org

·         Each member organization is allowed to participate in all the activities of Cleveland ConneXion and can designate one of their representatives at Board meetings to serve as their voting representative.

 

Section 3: Dues

·         No dues will be collected at this time

 

Article IV: Executive Committee

Section 1: Name and Duties

a. the Chairperson shall

1. be the chief executive officer of Cleveland ConneXion and shall preside at all meetings of the member     organizations and the Executive Committee.

2. lead Cleveland ConneXion in the development and execution of its goals and objectives.

3. have the power to veto decisions of the Executive Committee; provided that any such veto may be overridden by a two-thirds majority vote of the Executive Committee as the case may be.

4. produce an official transition report at the close of the term of office.

5. maintain attendance of member organizations at Cleveland ConneXion and Executive Committee

Meetings.

b. the Vice Chairperson shall

1. be responsible for the overall coordination and administration of the various committees of Cleveland ConneXion.

2. perform such duties as trouble shooting and problem solving in conjunction with aiding the Chairperson in the overall administration of Cleveland ConneXion.

3. preside at appropriate meetings in the absence of the Chairperson.

4. produce an official transition report at the close of the term of office.

5. oversee Document Review Committee

6. distribute voting passes to member organizations in attendance of such meetings.

c. the Treasurer shall:

1. be in charge of administering the financial policy of Cleveland ConneXion.

2. be an accountant, preferably a Certified Public Accountant. In the event an accountant

cannot be identified for this office, an accountant must be a member of the Finance Committee.

3. keep meetings under control by verbally enforcing the rules and procedures at meetings based on the        newly revised Robert’s Rules of Order.

4. oversee the Finance Group.

5. in the absence of the Chairperson and Vice Chairperson, preside at appropriate meetings.

6. produce an official transition report at the close of the term of office.

d. the Secretary shall

1. be responsible for recording the proceedings of meetings of Cleveland ConneXion and of the Executive

Committee.

2. maintain the governing documents, corporate records and the seal of Cleveland ConneXion.

3. be responsible for coordinating the collection and submission of member organizations’ calendar or events to the reporting vehicle approved by the Executive Committee.

4. oversee the Correspondence Group.

5. preside appropriate meetings in the absence of the Chairperson, Vice Chairperson, or Treasurer.

6. produce an official transition report at the close of the term of office.

 

Section 2: Nominations and Elections

At the October Executive Committee meeting of every other calendar year, the MOR’s shall elect by a majority vote the officers of the Executive Committee.

1. The Nomination Committee oversees this process, refer to Article VI, Section 2.

2. Officers of the Executive Committee must be nominated and seconded from the floor.

3. A candidate may nominate himself/herself

4. If only one candidate is nominated, members must take a voice vote.

5. Candidates will have an opportunity to make a brief presentation on the day of election.

6. In the event no candidate receives a majority of the votes, a new election will be held between the two candidates receiving the most votes.

7. Electronic Poll or mail (postmarked) in ballot vote is acceptable according to set deadline

 

Section 3: Eligibility

a. Candidate must be a representative of one of the member Cleveland ConneXion young professional groups for

minimum of one (1) year.

b. Member organization must be:

1. A member for at least one calendar year

2. Candidate must have attended 75% of regular meetings

 

Section 4: Term of Office

Executive Committee officers will serve a two-year term (not to exceed two consecutive terms in any particular office) beginning October 2008.

 

Section 5: Termination of an Executive Committee Member or Committee Chair

a. Vacancies

1. Should a vacancy occur in the office of Executive Committee Chairperson, the Vice Chairperson shall fill the unexpired term.

2. Resultant vacant Executive Committee Vice Chairperson position will be voted upon by a special election of the Board headed by the Nomination Committee.

3. Should a vacancy occur in any office of the Executive Committee other than Chairperson and Vice Chairperson or a Standing/Ad Hoc Committee, the unexpired term shall be filled by appointment by the Chairperson with majority approval of the remaining Executive Board or a special election of the Board headed by the Nomination Committee.

b. Resignation

Any Executive Committee member or Standing/Ad Hoc Committee Chair who feels that he or she will be unable to perform the duties of the said office for thirty (30) consecutive days may submit a letter of resignation to the Executive Committee requesting removal from the Executive Committee.

 

A vote by the Executive Committee is not required. This position will be filled in accordance to

Article IV, Section 5a.

c. Impeachment

1. Any elected officer of the Executive Committee may be impeached and removed from said position by the Executive Committee.

2. Any Executive Committee member shall be empowered to introduce the issue to impeach any officer

in any capacity, with cause, by a majority quorum vote of member organizations at a regular meeting or at a special meeting for which the notice thereof shall specify such purpose.

3) Process

a) Any Cleveland ConneXion member shall prepare a statement of impeachment listing the elected or appointed officer’s responsibilities that were not satisfied and/or accomplished.

b) The Secretary shall present this statement to the elected or appointed officer. If the elected executive officer is the Secretary, the Chairperson will present the statement.

c) The elected or appointed Executive Committee member must respond to the charges in writing to each voting Board member within 10 days of receipt of the impeachment request notice. The Executive Committee member should prepare for the inquiry and rebuttal.

d) An inquiry will be performed with the elected or appointed member being impeached and the Executive Committee during a “Call/Special Meeting”.

e) If the elected or appointed member does not respond within 10 days to the

“Call/Special Meeting”, a vote by the Executive Committee will automatically be taken.

f) The impeachment shall be approved by a 2/3 affirmative vote of the remaining Executive Committee members.

g) If the elected or appointed Executive Committee member was not impeached, the Executive Committee shall revisit the impeachment process after 15 days to address a follow up status of the elected or appointed member’s duties.

4) In the event that the elected officer is impeached, the decision of the Executive Committee is final.

 

Article V: Meetings

Section 1. Meeting Days and Purpose

a. Executive Committee

1) There will be quarterly meetings of the Executive Committee 3 weeks before the quarterly member meetings

2) Exceptions are twice per year announced thirty (30) days in advance of said meeting.

3) The purpose of these meetings will be to conduct the business of Cleveland ConneXion, to hear reports of committees and officers, and to elect officers.

b. Member Organization Representative (MOR) Meetings

1) There will be regular meetings of the member organizations on a quarterly basis.

2) The purpose of these meetings will be to discuss the events of the represented young professional organizations, plan committees and hear from speakers.

 

Section 2. Special Meetings

The Executive Committee may call a special meeting at any time after consulting with other Executive Committee members. Special meetings require at least three (3) days’ advanced notification.

 

Section 3. Electronic and Other Meetings

A meeting may be conducted using e-mail, online chat, and audio or video conferencing.

 

Section 4. Cancellation

Executive Committee and Member meetings may be cancelled:

1) at the discretion of the Executive Committee

 

The Executive Committee may reschedule the meetings.

 

Section 5. Quorum

a. Member Organizations

One third of member organizations constitutes quorum. When a quorum is present, a simple majority will determine all votes. All member organizations must receive written notification – normally an agenda – (either to an organization executive or to an organization address) for a vote to be taken at a meeting. When a quorum is not present, but written notification has been satisfied, a two-thirds majority of member organizations in attendance can determine a vote. A MOR must be present to vote.

b. Executive Committee

Three members constitute a quorum.

 

Section 6: Rules of Conduct

Executive Committee members and/or meeting guests who are deemed disruptive during any official Cleveland ConneXion meeting shall be recognized as follows:

a. The first occurrence shall result in a verbal warning.

b. The second occurrence shall result in either:

1. A motion to remove a guest, or

2. A motion to remove and/or replace of MOR.

 

Section 7: Order of Business

The presiding officer shall prescribe the order of business at all meetings of Cleveland ConneXion. Robert’s Rules of Order (revised) shall govern all meetings of Cleveland ConneXion on any point covered in the Bylaws, Policies or Procedures of Cleveland ConneXion. A recommended meeting structure is as follows:

1. Minutes of prior meeting

2. Treasurer’s report

3. Chairperson’s report

4. Member organization reports

5. Old Business

6. New Business

7. Speaker

 

Article VI: Committees

Section 1: Executive Committee

The Executive Committee shall:

a. consist of the Chairperson, Vice Chairperson, Secretary, and Treasurer.

b. have and exercise powers between meetings.

Section 2: Finance Committee

a. Shall be a member of the Finance Group

b. Shall develop and maintain the strategy to ensure the financial strength of Cleveland ConneXion.

c. Shall oversee the financial audit as written in Article VII, Section 2.

d. Shall document and submit funding needs to the Executive Committee at the beginning of each fiscal year and update the list as necessary.

e. Shall produce an official transition report at the close of the term of office.

f.  Shall perform tasks as assigned by the Executive Committee.

 

Section 3: Ad Hoc

In addition to such committees as may be specified in these bylaws, the Executive Committee may establish, terminate, and prescribe the duties of such standing committees as it deems appropriate. The Chairperson shall appoint the chairperson of a committee. The Executive Committee shall ensure that these committees include representatives from a variety of member organizations.

 

Section 4: Group Structure

a. Finance Group

1. the Treasurer oversees this group.

2. consists of Standing and Ad Hoc Committee Chairpersons relating to Cleveland ConneXion financial responsibilities, i.e.

a) Finance Committee

b) Fundraising Committee

c) Grant Writing Committee

 

Article VII: General

Section 1: Fiscal and Administrative Years

The Board shall determine the fiscal and administrative years of Cleveland ConneXion.

 

Section 2: Budget Approval Timeframe

Executive Committee Chair shall present budget to Finance Committee each October for the following year. The Executive and Finance Committees will have 30 days to approve a budget. This budget will be presented to the Executive Committee for approval in December of each year.

 

Section 3: Web Site Name

The web site name is http://www.clevelandconnexion.org

 

Section 4: Use of the Cleveland ConneXion Name

The Cleveland ConneXion Executive Committee shall prescribe regulations governing the use of the name Cleveland ConneXion and their respective members shall adhere to such regulations.

 

Section 5: Financial Responsibility

Cleveland ConneXion shall not be financially responsible for the conduct of any member organization or their respective members.

 

Article VIII: Parliamentary Authority

The rules contained in the current edition of Robert’s Rules of Order Newly Revised shall govern Cleveland ConneXion in all cases to which they are applicable and in which they are not consistent with these bylaws and any special rules of order Cleveland ConneXion may adopt.

 

Article IX: Amendments

Section 1: Procedures

Only Executive Committee members from member organizations may initiate an amendment to these Bylaws. Proposed amendments must be distributed to each member a minimum of 30 days prior to the next meeting of Cleveland ConneXion. The Executive Committee may vote upon amendments.

 

Section 2: Effective Date

Amendments shall be effective on the date approved or specified in the amendment.

 

Section 3: Publication

Notice of adopted changes in the Articles of Incorporation and By-Laws shall be published in a Cleveland ConneXion publication to all members as soon as practical, but not later than ninety (90) days after the effective date.