CONSTITUTIONAND BY-LAWS

The Lions Club of

Chartered by andunder the jurisdiction of

THE INTERNATIONAL

ASSOCIATIONOF

LIONS CLUBS

STANDARD FORM

LIONS CLUB

STANDARD CLUB CONSTITUTION

INDEX

ARTICLE IName, Slogan and MottoSEC. 1 – NAME . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3SEC. 2 – SLOGAN . . . . . . . . . . . . . . . . . . . . . . . . . . . .3SEC. 3 – MOTTO . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

ARTICLE IIPurposes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3

ARTICLE IIIMembershipSEC. 1 – ELIGIBILITY FOR CLUB MEMBERSHIP . . .3SEC. 2 – MEMBERSHIP INVITATION . . . . . . . . . . . . .3

ARTICLE IVForfeiture of Membership . . . . . . . . . . . . . . . . . . . . . . .4

ARTICLE VClub Size . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

ARTICLE VIClub Branch ProgramSEC. 1 – BRANCH FORMATION . . . . . . . . . . . . . . . .4SEC. 2 – MEMBERSHIP IN PARENT CLUB . . . . . . . .4SEC. 3 – FUNDRAISING . . . . . . . . . . . . . . . . . . . . . . .4SEC. 4 – DISSOLUTION . . . . . . . . . . . . . . . . . . . . . . .4

ARTICLE VIIOfficersSEC. 1 – OFFICERS . . . . . . . . . . . . . . . . . . . . . . . . . .4SEC. 2 – REMOVAL . . . . . . . . . . . . . . . . . . . . . . . . . .4

ARTICLE VIIIBoard of DirectorsSEC. 1 – MEMBERS . . . . . . . . . . . . . . . . . . . . . . . . . .5SEC. 2 – QUORUM . . . . . . . . . . . . . . . . . . . . . . . . . . .5SEC. 3 – DUTIES AND POWERS . . . . . . . . . . . . . . . .5

ARTICLE IXDelegates to International and District ConventionsSEC. 1 – DELEGATE ENTITLEMENT INTERNATIONAL

CONVENTIONS . . . . . . . . . . . . . . . . . . . . . .6SEC. 2 – DELEGATE ENTITLEMENT DISTRICT/-

MULTIPLE DISTRICT CONVENTIONS . . . .6

ARTICLE XDispute Resolution . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

ARTICLE XIAmendmentsSEC. 1 – AMENDING PROCEDURE . . . . . . . . . . . . .7SEC. 2 – NOTICE . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

BY-LAWS

ARTICLE IMembership CategoriesSEC. 1 – MEMBERSHIP CATEGORIES . . . . . . . . . . .8SEC. 2 – DUAL MEMBERSHIP . . . . . . . . . . . . . . . . .10SEC. 3 – RESIGNATIONS . . . . . . . . . . . . . . . . . . . . .10SEC. 4 – REINSTATEMENT OF MEMBERSHIP . . . .10SEC. 5 – TRANSFER MEMBERSHIP . . . . . . . . . . . .10SEC. 6 – FAILURE TO PAY . . . . . . . . . . . . . . . . . . . .10SEC. 7 – ATTENDANCE . . . . . . . . . . . . . . . . . . . . . .10

ARTICLE IIOfficersSEC. 1 – DUTIES . . . . . . . . . . . . . . . . . . . . . . . . . . . .11SEC. 2 – ELIGIBILITY FOR OFFICE . . . . . . . . . . . . .13SEC. 3 – COMPENSATION . . . . . . . . . . . . . . . . . . . .13

ARTICLE IIIMeetings and Quorum RequirementsSEC. 1 – REGULAR MEETINGS . . . . . . . . . . . . . . .13SEC. 2 – SPECIAL MEETINGS . . . . . . . . . . . . . . . . .13SEC. 3 – CHARTER ANNIVERSARY . . . . . . . . . . . .14SEC. 4 – ANNUAL MEETING . . . . . . . . . . . . . . . . . .14SEC. 5 – QUORUM . . . . . . . . . . . . . . . . . . . . . . . . . .14SEC. 6 – GOOD STANDING . . . . . . . . . . . . . . . . . . .14SEC. 7 – BOARD OF DIRECTORS REGULAR

MEETINGS . . . . . . . . . . . . . . . . . . . . . . . . .14SEC. 8 – BOARD OF DIRECTORS SPECIAL

MEETINGS . . . . . . . . . . . . . . . . . . . . . . . . .14

ARTICLE IVElections and Filling VacanciesSEC. 1 – NOMINATION MEETING . . . . . . . . . . . . . .14SEC. 2 – NOMINATING COMMITTEE . . . . . . . . . . .15SEC. 3 – NOMINEE UNABLE TO SERVE . . . . . . . .15SEC. 4 – ELECTION COMMITTEE . . . . . . . . . . . . . .15SEC. 5 – ANNUAL ELECTION . . . . . . . . . . . . . . . . .15SEC. 6 – MEMBERSHIP COMMITTEE . . . . . . . . . . .15SEC. 7 – DIRECTORS ELECTION . . . . . . . . . . . . . .16SEC. 8 – BALLOT . . . . . . . . . . . . . . . . . . . . . . . . . . .16SEC. 9 – VACANCY . . . . . . . . . . . . . . . . . . . . . . . . .16SEC. 10 – REPLACEMENT . . . . . . . . . . . . . . . . . . . . .16

ARTICLE VFees and DuesSEC. 1 – ENTRANCE FEE . . . . . . . . . . . . . . . . . . . .17SEC. 2 – ANNUAL DUES . . . . . . . . . . . . . . . . . . . . .17

ARTICLE VIBranch Club AdministrationSEC. 1 – COORDINATOR/VICE COORDINATOR . .18SEC. 2 – LIAISON . . . . . . . . . . . . . . . . . . . . . . . . . . .18SEC. 3 – VOTING ENTITLEMENT . . . . . . . . . . . . . .18

ARTICLE VIICommitteesSEC. 1 – STANDING COMMITTEES . . . . . . . . . . . .18SEC. 2 – SPECIAL COMMITTEES . . . . . . . . . . . . . .19SEC. 3 – PRESIDENT EX-OFFICIO . . . . . . . . . . . . .19SEC. 4 – COMPOSITION . . . . . . . . . . . . . . . . . . . . .19SEC. 5 – COMMITTEE REPORTING . . . . . . . . . . . .19

ARTICLE VIIIParliamentary Practices . . . . . . . . . . . . . . . . . . . . . . .19

ARTICLE IXMiscellaneousSEC. 1 – EMBLEM, COLORS . . . . . . . . . . . . . . . . . .19SEC. 2 – FISCAL YEAR . . . . . . . . . . . . . . . . . . . . . .20SEC. 3 – HONORARY MAILING LIST . . . . . . . . . . . .20SEC. 4 – PARTISAN POLITICS/RELIGION . . . . . . .20SEC. 5 – PERSONAL BENEFIT . . . . . . . . . . . . . . . .20SEC. 6 – SOLICITATION OF FUNDS . . . . . . . . . . . .20

ARTICLE XAmendmentsSEC. 1 – AMENDING PROCEDURE . . . . . . . . . . . .20SEC. 2 – NOTICE . . . . . . . . . . . . . . . . . . . . . . . . . . .20

EXHIBIT A – MEMBERSHIP CATEGORIES CHART . . .21

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Constitution and By-Laws

The Lions Club of

______________________________________________

Chartered byand under the jurisdiction of

THE INTERNATIONAL ASSOCIATION OF LIONS CLUBS

This standard form is recommended for adoption by theLions club as its official local club Constitution and By-Laws.

Immediately upon adoption by the club, a permanent copyof this Constitution and By-Laws is to be filed by thesecretary in his/her record book.

This Standard Form Club Constitution and By-Laws, and allamendments thereto, shall be in full force and effect andgovern the operation of any Lions club that has not adopt-ed its own Constitution and By-Laws.

The International Board of Directors shall and hereby doesdeclare as policy that with respect to any matter of cluboperations which is consistent with the InternationalConstitution and By-Laws and is not covered by the consti-tution and by-laws of the respective club and is covered bythe Standard Form Lions Club Constitution and By-Lawsthat the provisions of the latter shall govern and control.

STANDARD LIONS CLUBORGANIZATION PLAN_____________________________________________

Officers and Directors(Board of Directors)

PresidentSecretaryTreasurer

1st Vice President2nd Vice President3rd Vice PresidentLion Tamer

Tail Twister (Optional)Immediate Past President2 Directors (First Year)2 Directors (Second Year)Membership Director

_____________________________________________Administrative Committees

AttendanceConstitution and By-LawsConventionFinanceInformation TechnologyLions InformationMembershipProgramPublic RelationsBulletin EditorGreeterLeadership Development

_____________________________________________Activities Committees

Youth OutreachDiabetes AwarenessSight Conservation and Work With the BlindHearing and Speech Action and

Work With the DeafEnvironmental ServicesLeo Club ProgramYouth Exchange ProgramLioness Club ProgramInternational Relations Program

Other activities of Lionism for which committees may beappointed are: Citizenship Services, Educational Services,Health Services, Social Services, Recreational Services,Public Services and International Youth Camps.

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STANDARD CLUB CONSTITUTION

ARTICLE IName, Slogan and Motto

Section 1. NAME. The name of this organization shallbe the Lions Club of _______________, chartered by, andunder the jurisdiction of Lions Clubs International.

Section 2. SLOGAN. Its slogan shall be: Liberty,Intelligence, Our Nation's Safety.

Section 3. MOTTO. Its motto shall be: We Serve.

ARTICLE IIPurposes

The purposes of this club shall be:

(a) To create and foster a spirit of understandingamong the peoples of the world.

(b) To promote the principles of good government andgood citizenship.

(c) To take an active interest in the civic, cultural,social and moral welfare of the community.

(d) To unite the members in the bonds of friendship,good fellowship and mutual understanding.

(e) To provide a forum for the open discussion of allmatters of public interest; provided, however, thatpartisan politics and sectarian religion shall not bedebated by club members.

(f) To encourage service-minded people to serve theircommunity without personal financial reward, andto encourage efficiency and promote high ethicalstandards in commerce, industry, professions,public works and private endeavors.

ARTICLE IIIMembership

Section 1. ELIGIBILITY FOR CLUB MEMBERSHIP.Subject to the provisions of Article I of the by-laws, any per-son of legal majority and good moral character and goodreputation in his/her community, may be granted member-ship in this Lions club. Wherever the male gender or pro-noun presently appear in this constitution and by-laws, itshall be interpreted to mean both male and female persons.

Section 2. MEMBERSHIP BY INVITATION. Membershipin this Lions club shall be acquired by invitation only.Nominations shall be made on forms provided by the interna-tional office, which shall be signed by a member in goodstanding who shall act as sponsor, and be submitted to themembership chairperson or the club secretary, who, afterinvestigation by the membership committee, shall submit the

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same to the board of directors. If approved by a majority ofsaid board, the prospect may then be invited to become amember of this club. A properly filled out membership formduly signed, as well as, the entrance fee and dues must be inthe hands of the secretary before the member is reported toand officially recognized by the association as a Lion member.

ARTICLE IVForfeiture of Membership

Any member may be expelled from the club for causeby a two-thirds vote of the entire board of directors.

ARTICLE VClub Size

A Lions club shall have the minimum of 10 members ingood standing.

ARTICLE VIClub Branch Program

Section 1. BRANCH FORMATION. Clubs may formbranches to permit the expansion of Lionism into locationswhere and when circumstances do not support the forma-tion of a charter club. The branch shall meet as a commit-tee of the parent club and shall conduct service activities inits community.

Section 2. MEMBERSHIP IN PARENT CLUB. Themembers of the branch shall be granted membership in theparent club and the branch by membership invitation issuedby the board of directors of the parent club. Membership shallbe in one of the categories listed in Article I of the By-Laws.

Section 3. FUNDRAISING. Activity or public welfaremonies raised by the branch by asking for public supportshall be held in a fund established to record such purpose.They shall be distributed in the branch community unlessotherwise specified. The board of directors of the parentclub may authorize the branch coordinator to countersignchecks and vouchers authorized for payment by the parentclub's board of directors.

Section 4. DISSOLUTION. The branch may be dis-banded by a two-thirds vote of the entire board of directorsof the parent club.

ARTICLE VIIOfficers

Section 1. OFFICERS. The officers of this club shall be apresident, immediate past president, the vice president(s),secretary, treasurer, Lion tamer (optional), tail twister (option-al), membership director and all other elected directors.

Section 2. REMOVAL. Any officer of this club may be

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removed from office for good cause by two-thirds (2/3) voteof the entire club membership.

ARTICLE VIIIBoard of Directors

Section 1. MEMBERS. The members of the board ofdirectors shall be the president, immediate past president,the vice president(s), secretary, treasurer, Lion tamer(optional), tail twister (optional), membership director,branch coordinator, if so designated, and all other electeddirectors.

Section 2. QUORUM. The presence in person of amajority of the directors shall constitute a quorum at anymeeting of the board of directors. Except as otherwisespecifically provided, the act of a majority of the directorspresent at any meeting of the board shall be the act anddecision of the entire board of directors.

Section 3. DUTIES AND POWERS. In addition to thoseduties and powers, express and implied, set forth elsewherein this constitution and by-laws, the board of directors shallhave the following duties and powers:

(a) It shall constitute the executive board of this cluband be responsible for the execution, through theclub officers, of the policies approved by the club.All new business and policy of this club shall beconsidered and shaped, first, by the board of direc-tors for presentation to and approval by the clubmembers at a regular or special club meeting.

(b) It shall authorize all expenditures and shall not cre-ate any indebtedness beyond the current income ofthis club, nor authorize disbursal of club funds forpurposes inconsistent with the business and policyauthorized by the club membership.

(c) It shall have power to modify, override or rescindthe action of any officer of this club.

(d) It shall have the books, accounts and operations ofthis club audited annually or, in its discretion, morefrequently and may require an accounting or havean audit made of the handling of any club funds byany officer, committee or member of this club. Anymember of this club in good standing may inspectany such audit or accounting upon request at areasonable time and place.

(e) It shall appoint, on recommendation of the financecommittee, a bank or banks for the deposit of thefunds of this club.

(f) It shall appoint the surety for the bonding of anyofficer of this club.

(g) It shall not authorize, nor permit, the expenditure,for any administrative purpose, of the net income ofprojects or activities of this club by which funds areraised from the public.

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(h) It shall submit all matters of new business and pol-icy to the respective standing or special club com-mittee for study and recommendation to the board.

(i) It shall name and appoint, subject to approval ofthe club membership, the delegates and alternatesof this club to district (single, sub- or multiple) andinternational conventions.

(j) It shall maintain at least two (2) separate fundsgoverned by generally accepted accounting prac-tices. The first fund to record administrativemonies such as dues, tail twisting fines and otherinternally raised club funds. A second fund shall beestablished to record activity or public welfaremonies raised by asking support from the public.Disbursement from such funds shall be in strictcompliance with Section (g) of this article.

ARTICLE IXDelegates to International and District Conventions

Section 1. DELEGATE ENTITLEMENT INTERNATION-AL CONVENTION. Inasmuch as Lions Clubs International isgoverned by Lions clubs in convention assembled, and inorder that this club may have its voice in association matters,this club shall have power to pay the necessary expenses ofits delegates to each annual convention of the association.This club shall be entitled in any convention of this associa-tion, to one (1) delegate and one (1) alternate for every twen-ty-five (25), or major fraction thereof, of its members asshown by the records of the international office on the firstday of the month last preceding that month during which theconvention is held, provided, however, that this club shall beentitled to at least one (1) delegate and one (1) alternate. Themajor fraction referred to in this section shall be thirteen (13)or more members. The selection of each such delegate andalternate shall be evidenced by a certificate signed by thepresident or secretary or any other duly authorized officer ofthis club, or, in the event no such club officer is in attendanceat the convention, by the district governor-elect of the district(single or sub-) of which this club is a member.

Section 2. DELEGATE ENTITLEMENT DISTRICT/MULTIPLE DISTRICT CONVENTION. Inasmuch as all dis-trict matters are presented and adopted at the district (single,sub- and multiple) conventions, this club shall be entitled tosend its full quota of delegates to all such conventions andhave power to pay the necessary expenses of such dele-gates attending such conventions. this club shall be entitledin each annual convention of its district (single or sub- andmultiple) to one (1) delegate and one (1) alternate for eachten (10) members who have been enrolled for at least oneyear and a day in this club, or major fraction thereof, of thisclub as shown by the records of the international office on thefirst day of the month last preceding that month during whichthe convention is held, provided, however, that this club shallbe entitled to at least one (1) delegate and one (1) alternate.

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Each certified delegate present in person shall be entitled tocast one (1) vote of his/her choice for each office to be filledby, and one (1) vote of his/her choice on each question sub-mitted to, the respective convention. The major fractionreferred to in this section shall be five (5) or more members.

ARTICLE XDispute Resolution

All disputes arising between any member or members,or a former member or members, and the club, or any offi-cer on the board of the club, relative to membership, or theinterpretation, breach of, or application of the club's consti-tution and by-laws, or the expulsion of any member fromthe club, or any other matter whatsoever which cannot besatisfactorily resolved through other means, shall be settledby dispute resolution.

Any party to the dispute may file a written request withthe district governor asking that dispute resolution take place.All requests for dispute resolution must be filed with the dis-trict governor within thirty (30) days after the member knew orshould have known of the occurrence of the event upon whichthe request is based. Within fifteen (15) days of receipt, thedistrict governor shall appoint a conciliator to hear the dispute.The conciliator shall be a past district governor who is current-ly a member in good standing of a club in good standing,other than a club which is a party to the dispute, in the districtin which the dispute arises. The selected conciliator shall beacceptable to the parties. Upon being selected, the conciliatorshall arrange a meeting of the parties for the purpose of con-ciliating the dispute. The meeting shall be scheduled withinthirty (30) days of the appointment of the conciliator. If suchconciliation efforts are unsuccessful, the conciliator shall havethe authority to issue his or her decision relative to the dis-pute. The conciliator shall issue the decision no later than thir-ty (30) days after the date on which the initial meeting of theparties was held, and the decision shall be final and bindingon all parties. All decisions of the conciliators are subject tothe authority of the International Board of Directors.

ARTICLE XIAmendments

Section 1. AMENDING PROCEDURE. This constitu-tion may be amended at any regular or special meeting ofthis club, at which a quorum is present, by the affirmativevote of two-thirds (2/3) of the members present in personand voting, provided that the board has previously consid-ered the merits of the amendments.

Section 2. NOTICE. No amendment shall be put to vote,unless written notice, stating the proposed amendment shall havebeen mailed or delivered personally to each member of this clubat least fourteen (14) calendar days prior to the meeting at whichthe vote on the proposed amendment is to be taken.

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BY-LAWS

ARTICLE IMembership

Section 1. MEMBERSHIP CATEGORIES.

(a) ACTIVE: A member entitled to all rights and privi-leges and subject to all obligations which member-ship in a Lions club confers or implies. Without limit-ing such rights and obligations, such rights shallinclude eligibility to seek, if otherwise qualified, anyoffice in this club, district or association and theright to vote on all matters requiring a vote of themembership; and such obligations shall includeregular attendance, prompt payment of dues, par-ticipation in club activities and conduct reflecting afavorable image of this Lions club in the community.

(b) MEMBER-AT-LARGE: A member of this club whohas moved from the community, or because ofhealth or other legitimate reason, is unable regu-larly to attend club meetings and desires to retainmembership in this club, and upon whom theboard of directors of this club desires to confer thisstatus. This status shall be reviewed each sixmonths by the board of directors of this club. AMember-at-Large shall not be eligible to hold officeor to vote in district or international meetings orconventions, but shall pay such dues as the localclub may charge, which dues shall include districtand international dues.

(c) HONORARY: An individual, not a member of thisLions club, having performed outstanding servicefor the community or this Lions club, upon whomthis club desires to confer special distinction. Thisclub shall pay entrance fees and international anddistrict dues on such a member, who may attendmeetings, but shall not be entitled to any privilegesof active membership.

(d) PRIVILEGED: A member of this club who hasbeen a Lion fifteen or more years, who, because ofillness, infirmities, advanced age or other legiti-mate reason, as determined by the board of direc-tors of this club, must relinquish his/her active sta-tus. A Privileged Member shall pay such dues asthe local club may charge, which dues shallinclude district and international dues. He/she shallhave the right to vote and be entitled to all otherprivileges of membership except the right to holdclub, district or international office.

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(e) LIFE MEMBER: Any member of this club who hasmaintained Active membership as a Lion for 20 ormore years and has rendered outstanding serviceto this club, his/her community, or this association;or any member who is critically ill; or any memberof this club who has maintained such active mem-bership for 15 or more years and is at least 70years of age may be granted Life Membership inthis club upon:(1) recommendation of this club to the association,(2) payment to the association of US$500.00, or

its equivalent in the respective national curren-cy, by this club in lieu of all future dues to theassociation, and

(3) approval by the International Board ofDirectors.

A Life Member shall have all privileges of activemembership so long as he/she fulfills all obliga-tions thereof. A Life Member who desires to relo-cate and receives an invitation to join anotherLions club shall automatically become a LifeMember of said club. Nothing herein shall preventthis club from charging a Life Member such duesas it shall deem proper.

(f) ASSOCIATE MEMBER: A member who holdshis/her primary membership in another Lions clubbut maintains a residence or is employed in thecommunity served by this club. This status may beconferred by the invitation of the board of directorsand shall be reviewed annually. The club shall notreport an Associate Member on its Membershipand Activities Report.

An Associate Member may be eligible to vote onclub matters, at meetings where he/she is presentin person, but may not represent the club as a del-egate at district (single, sub-, provisional and/ormultiple) or international conventions. He/she shallnot be eligible to hold club, district or internationaloffice, nor district, multiple district or internationalcommittee assignments through this club.International and district (single, sub-, provisionaland/or multiple) dues shall not be assessed on theAssociate; PROVIDED, however, nothing shallprevent this club from assessing an Associatesuch dues as it shall deem proper.

(g) AFFILIATE MEMBER: A quality individual of thecommunity who currently is not able to fully partici-pate as an Active member of the club but desiresto support the club and its community service ini-

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tiatives and be affiliated with the club. This statusmay be conferred by the invitation of the club'sboard of directors.

An Affiliate Member may be eligible to vote on clubmatters at meetings where he/she is present inperson, but may not represent the club as a dele-gate at district (single, sub, transitional, provision-al, and/or multiple) or international conventions.

He/she shall not be eligible to hold club, district orinternational office, nor district, multiple district orinternational committee assignment. An AffiliateMember shall be required to pay district, interna-tional and such dues as the local club may charge.

Section 2. DUAL MEMBERSHIP. No person shallsimultaneously hold membership, other than honorary orassociate, in this and any other Lions club.

Section 3. RESIGNATIONS. Any member may resignfrom this club, and said resignation shall become effectiveupon acceptance by the board of directors. The board maywithhold acceptance, however, until all indebtedness hasbeen paid, all club funds and property have been returned,and all right to the use of the name "LIONS," the emblemand other insignia of this club and this association havebeen surrendered.

Section 4. REINSTATEMENT OF MEMBERSHIP. Anymember dropped from membership in good standing maybe reinstated by the club's board of directors, and will retaintheir prior Lions service record as part of their total Lionsservice record.

Section 5. TRANSFER MEMBERSHIP. This club maygrant membership on a transfer basis to one who has ter-minated or is terminating his/her membership in anotherLions club, provided that a member is in good standing atthe time of transfer requested. If more than six (6) monthshave elapsed between termination of his/her membershipin another club and submittal of completed transfer memberform or current membership card, he/she may acquiremembership in this club only under the provisions ofSection 2 of Article III of the constitution.

Section 6. FAILURE TO PAY. The secretary shall sub-mit to the board of directors the name of any member whofails to pay any indebtedness due this club within 60 daysafter receipt from the secretary of written notice. The boardshall thereafter decide whether the member shall bedropped from or retained on the roster.

Section 7. ATTENDANCE. The club shall encourageregular attendance at club meetings and activities. Where a

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member misses consecutive meetings or activities, the clubwill make every effort to contact the member to encourageand promote regular attendance.

ARTICLE IIOfficers

Section 1. DUTIES.

a. President. He/she shall be the chief executive offi-cer of this club; preside at all meetings of theboard of directors and this club; issue the call forregular meetings and special meetings of theboard of directors and the club; appoint the stand-ing and special committees of this club and coop-erate with chairpersons to effect regular function-ing and reporting of such committees; see thatregular elections are duly called, noticed and held;and cooperate with, and be an active member of,the district governor's advisory committee of thezone in which this club is located.

b. Immediate Past President. He/she and the otherpast presidents shall officially greet members andtheir guests at club meetings and shall representthis club in welcoming all new service-minded peo-ple in the community served by this club.

c. Vice Presidents. If the president is unable to per-form the duties of his/her office for any reason, thevice president next in rank shall occupy his/herposition and perform his/her duties with the sameauthority as the president. Each vice presidentshall, under the direction of the president, overseethe functioning of such committees of this club asthe president shall designate.

d. Secretary. He/she shall be under the supervisionand direction of the president and the board ofdirectors and shall act as the liaison officerbetween the club and the district (single or sub-and multiple) in which this club is located, and theassociation. In fulfillment of this, he/she shall:(1) Submit regular monthly and other reports to the

international office of the association on blanksprovided by it containing such information asmay be called for by the board of directors ofthis association;

(2) Submit to the district governor's cabinet suchreports as it may require including copies ofregular membership and activities reports;

(3) Cooperate with and be an active member ofthe district governor's advisory committee ofthe zone in which the club is located;

(4) Have custody and keep and maintain generalrecords of this club, including records of min-

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utes of club and board meetings; attendance;committee appointments; elections; memberinformation, addresses and telephone numbersof members; members club accounts;

(5) Arrange for issuance, in cooperation with thetreasurer, quarterly or semi-annual statementsto each member for dues and other financialobligations owed to this club, collect and turnthe same over to the club treasurer and obtaina receipt;

(6) Give bond for the faithful discharge of his/heroffice in such sum and with such surety asdetermined by the board of directors.

e. Treasurer. He/she shall:(1) Receive all monies, from the secretary and oth-

erwise, and deposit the same in a bank orbanks recommended by the finance committeeand approved by the board of directors;

(2) Pay out monies in payment of club obligationsonly on authority given by the board of directors.All checks and vouchers shall be signed by thetreasurer and countersigned by one other officer,determined by the board of directors;

(3) Have custody and keep and maintain generalrecords of club receipts and disbursements;

(4) Prepare and submit monthly and semi-annualfinancial reports to the international office ofthe association and the board of directors ofthis club;

(5) Give bond for the faithful discharge of his/heroffice in such sum and with such surety asdetermined by the board of directors.

f. Membership Director. The membership directorshall be the chairperson of the membership com-mittee. The responsibilities for this position shallbe:(1) Development of a growth program specifically

for the club and presented to the board ofdirectors for approval.

(2) Regular encouragement at club meeting tobring in new quality members.

(3) Ensuring implementation of proper recruitmentand retention procedures.

(4) Preparation and implementation of orientationsessions.

(5) Reporting to the board of directors on ways toreduce the loss of members.

(6) Coordination with other club committees in ful-filling these responsibilities.

(7) Serving as a member of the zone level mem-bership committee.

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g. Lion Tamer (Optional). The Lion tamer shall havecharge of and be responsible for the property andparaphernalia of the club, including flags, banners,gong, gavel, song books and button board. He/sheshall put each in its proper place before eachmeeting and return the same to the proper storagearea after each meeting. He/she shall act assergeant-at-arms at meetings, see that those pre-sent are properly seated, and distribute bulletins,favors and literature as required at club and boardmeetings. He/she shall give special attention toassure that each new member sits with a differentgroup at each meeting so that he/she can becomebetter acquainted.

h. Tail Twister (Optional). He/she shall promote har-mony, good fellowship, life and enthusiasm in themeetings through appropriate stunts and gamesand the judicious imposition of fines on club mem-bers. There shall be no ruling from his/her decisionin imposing a fine, provided, however, that no fineshall exceed an amount fixed by the board ofdirectors of this club, and no member shall befined more than twice at any one meeting. The tailtwister (optional) may not be fined except by theunanimous vote of all members present. Allmonies collected by the tail twister (optional) shallbe immediately turned over to the treasurer and areceipt be given.

Section 2. ELIGIBILITY FOR OFFICE. No person shallbe eligible to hold office in this club unless he/she is anactive member in good standing.

Section 3. COMPENSATION. No officer shall receiveany compensation for any service rendered to this club inhis/her official capacity with the exception of the secretary,whose compensation, if any, shall be fixed by the board ofdirectors.

ARTICLE IIIMeetings and Quorum Requirements

Section 1. REGULAR MEETINGS. Regular meetingsof this club shall be held at times and places recommendedby the board of directors, and approved by the club. Allmeetings shall begin and end, promptly, at the regular settimes. Except as otherwise specifically provided in this con-stitution and by-laws, notice of regular meetings shall begiven in such manner as the board of directors deemsproper. (It is recommended that clubs meet at least twiceeach month.)

Section 2. SPECIAL MEETINGS. Special meetings ofthe club may be called by the president, in his/her discre-

14

tion, and shall be called by the president when requestedby the board of directors, at a time and place determined bythe person or body requesting the same. Notice of specialmeetings setting forth the purpose, time and place shall begiven to each member of this club, by mail or personaldelivery, at least ten (10) days prior to the date thereof.

Section 3. CHARTER ANNIVERSARY. A charter nightanniversary meeting of this club may be held each year, atwhich time special attention shall be devoted to the purpos-es and ethics of Lionism, and the history of this club.

Section 4. ANNUAL MEETING. An annual meeting ofthis club shall be held in conjunction with the close of eachLions' year at a time and place determined by the board ofdirectors, at which meeting the final reports of the retiringofficers shall be read and newly elected officers shall beinstalled.

Section 5. QUORUM. The presence in person of amajority of the members in good standing shall be neces-sary for a quorum at any meeting of this club. Except asotherwise specifically provided, the act of a majority of themembers present at any meeting shall be the act and deci-sion of the entire club

Section 6. GOOD STANDING. Any member who failsto pay any indebtedness due this club within sixty (60) daysafter receipt of written notice from the secretary shall forfeithis/her good standing and shall so remain until such indebt-edness is paid in full. Only members in good standing mayexercise the voting privilege and hold office in this club.

Section 7. BOARD OF DIRECTORS REGULARMEETINGS. Regular meetings of the board of directorsshall be held at such times and places as the board shalldetermine. (It is recommended that the board of directorsmeet at least once each month.)

Section 8. BOARD OF DIRECTORS SPECIAL MEET-INGS. Special meetings of the board of directors shall beheld when called by the president, or when requested bythree (3) or more members of the board of directors, atsuch time and place as the president shall determine.

ARTICLE IVElections and Filling Vacancies

The officers of this club, excluding the immediate pastpresident, shall be elected as follows:

Section 1. NOMINATION MEETING. A nominationmeeting shall be held in March of each year, with the dateand place of such meeting to be determined by the board ofdirectors and notice mailed to each member of this club at

15

least fourteen (14) calendar days prior to the date of themeeting.

Section 2. NOMINATING COMMITTEE. The presidentshall appoint a nominating committee which shall submitthe names of candidates for the various club offices to theclub at the nomination meeting. At this meeting, nomina-tions for all offices to be filled in the succeeding year mayalso be made from the floor.

Section 3. NOMINEE UNABLE TO SERVE. If in theinterim between the nomination meeting and the electionmeeting any nominee is unable for any reason to serve inthe office to which he/she was nominated and for whichoffice there was no other nominee, the nominating commit-tee shall submit, at the election meeting, names of addition-al nominees for that office.

Section 4. ELECTION COMMITTEE. An election meet-ing shall be held no later than April 15 of each year, at atime and place determined by the board of directors, andfourteen (14) calendar days prior written notice shall begiven to each member of the club by the secretary, by mailor personal delivery. Such notice shall include the names ofall nominees approved at the preceding nomination meet-ing, and, subject to Section 3 above, a statement that thesenominees will be voted upon at this election meeting. Nonominations may be made from the floor at the electionmeeting.

Section 5. ANNUAL ELECTION. Subject to the provi-sions of Section 8 of this Article all officers, other than direc-tors, shall be elected annually and shall take office on July1st, and shall hold office for one year from that date, or untiltheir successors shall have been elected and qualified.

Section 6. MEMBERSHIP COMMITTEE. A member-ship committee shall be composed of three elected mem-bers for a three year term. Initially three members will beelected. One member shall serve for one (1) year, the sec-ond member for two (2) years and the third member forthree (3) years. Each year thereafter, a new member will beelected. Each member shall serve for three (3) continuousyears on a rotation system subject to annual confirmationfor the years remaining by the club’s board of directors. Thefirst year member shall be a member of the committee, thesecond year member shall be its vice chairperson and thethird year member shall serve as its chairperson and asmembership director on the club's board of directors. Thefirst-year member is encouraged to focus on membershipdevelopment, the second-year member is encouraged tofocus on retention and leadership, while the third-yearmember (chairperson) is encouraged to focus on extension.

Section 7. DIRECTORS ELECTION. One-half of thedirectors shall be elected annually and shall take office onthe July 1st next following their election, and shall holdoffice for two (2) years from that time, or until their succes-sors shall have been elected and qualified, with the excep-tion that at the first election held after the adoption of thisconstitution and by-laws, one-half of the directors shall beelected for two year terms and the other one-half of thedirectors shall be elected for one year terms.

Section 8. BALLOT. The election shall be by ballot bythose present and qualified to vote. A plurality vote shall benecessary to elect.

Section 9. VACANCY. If the office of president or ofany vice president shall become vacant for any reason, thevice presidents shall advance in office, according to theirrank. In the event such provision for advancement shall failto fill the office of president, or any office of vice president,the board of directors shall thereon call a special election,giving each member in good standing prior fourteen (14)calendar days notice of the time and place, which time andplace shall be determined by said board, and such officeshall be filled at said election meeting.

In the event of a vacancy in any other office, the boardof directors shall appoint a member to fill the unexpiredterm.

In the event vacancies shall be of such number as toreduce the number of directors to less than the numberrequired for a quorum, the membership of the club shallhave power to fill such vacancies by an election held at anyregular meeting of the club upon prior notice, and in themanner, specified in Section 10 hereinafter. Such noticemay be given by any remaining officer or director, but ifnone, then by any member.

Section 10. REPLACEMENT OF OFFICERS-ELECT.In the event any officer-elect, before his/her term of officecommences, is unable or refuses for any reason to servetherein, the president may call a special nomination andelection meeting to elect a replacement for such officer-elect. Fourteen (14) calendar days prior notice of suchmeeting, setting forth the purpose, time and place shall begiven to each member, by mail or personal delivery. Theelection shall be held immediately after nominations havebeen closed and a plurality vote shall be necessary forelection.

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ARTICLE VFees and Dues

REVISE–

AS PER SCHEDULE ATTACHED APPROVED AT ANANNUAL MEETING TO BE DETERMINED BY THECLUB.

Section 1. ENTRANCE FEE. Each new, reinstated andtransfer member shall pay an entrance fee of $________which fee shall include the current association entrance feeand be collected before such member is enrolled as amember of this club and before the secretary may reportsuch member to Lions Clubs International; provided, how-ever, that the board of directors may elect to waive all orany part of the club portion of said entrance fee as to anymember granted membership by transfer or reinstatementwithin six (6) months of termination of his/her prior Lionsclub membership.

Section 2. ANNUAL DUES. Each member of this clubshall pay the following indicated regular annual dues whichdues shall include an amount to cover current internationaland district (single or sub- and multiple) dues (to defray thesubscription price of THE LION Magazine, administrativeand annual convention costs of the association and similardistrict costs) and shall be paid in advance at such times asthe board of directors shall determine:

Active $ ______Member-at-Large $ ______Honorary $ ______Privileged $ ______Life $ ______

Each associate member of this club shall pay the fol-lowing indicated annual dues in advance at such times asthe board of directors shall determine.

Associate $ ______

Each affiliate member of this club shall pay the follow-ing indicated annual dues in advance at such times as theboard of directors shall determine.

Affiliate $ _______

The treasurer of this club shall remit international anddistrict (single or sub- and multiple) dues to the parties, andat the times, specified in the respective international anddistrict (single or multiple) constitution and by-laws.

17

ARTICLE VIBranch Club Administration

Section 1. COORDINATOR/VICE COORDINATOR.The members comprising the branch shall elect a coordina-tor and vice coordinator. The coordinator shall also be amember of the parent club's board of directors and beencouraged to attend general and/or board meetings of theparent club to provide branch records and a report ofplanned branch activities, a monthly financial report andcoordinate efforts to encourage open discussion and effec-tive communication between the branch and parent club.Members of the branch are encouraged to attend sched-uled meetings of the parent club.

Section 2. LIAISON. The parent club shall designate amember of the parent club to oversee the progress of thebranch and provide assistance to the branch, when neces-sary. The member serving in this capacity shall also serveas the third officer of the branch.

Section 3. VOTING ENTITLEMENT. The members ofthe branch may vote on activities of the branch and are vot-ing members of the parent club, when in attendance atmeetings of the parent club. Branch members shall be cal-culated in parent club meeting quorum requirements onlywhen present in person at the parent club meeting.Attendance at branch meetings fulfills regular club atten-dance requirements.

ARTICLE VIICommittees

Section 1. STANDING COMMITTEES. The followingstanding committees may be appointed by the president,except for the members and chairperson of the membershipcommittee, who are elected. (See Article IV, Sections 6 and 7)

(a) Administrative Committees:AttendanceBulletin EditorConstitution and By-LawsConventionFinanceGreeterInformation TechnologyLeadership DevelopmentLions InformationMembership ProgramPublic Relations

18

(b) Activities Committees:Diabetes AwarenessEnvironmental ServicesHearing and Speech Action and Work with the DeafInternational Relations ProgramLeo Club ProgramLioness Club ProgramSight Conservation and Work with the BlindYouth Exchange ProgramYouth Outreach

Other activities of Lionism for which committees maybe appointed are: Citizenship Services; EducationalServices; Health Services; Social Services; RecreationalServices; Public Services; and International Youth Camps.

Section 2. SPECIAL COMMITTEES. From time totime, the president may appoint, with the approval of theboard of directors, such special committees as may be nec-essary in his/her judgment or the judgment of the board ofdirectors.

Section 3. PRESIDENT EX-OFFICIO. The presidentshall be an ex-officio member of all committees.

Section 4. COMPOSITION. All committees shall con-sist of a chairperson, and subject to Section 2 above, asmany members as shall be considered necessary by thepresident.

Section 5. COMMITTEE REPORTING. Each commit-tee, through its chairperson, should be encouraged as nec-essary to report, either verbally or in writing, each month tothe board of directors.

ARTICLE VIIIParliamentary Practices

Except as otherwise specifically provided in this consti-tution and by-laws, all questions of order or procedure withrespect to any meeting or action of this club, its board ofdirectors or any committee appointed hereunder shall bedetermined in accordance with ROBERT'S RULES OFORDER, NEWLY REVISED, as revised from time to time.

ARTICLE IXMiscellaneous

Section 1. EMBLEM, COLORS. The emblem and col-ors of this club shall be the same as the emblem and colorsof Lions Clubs International.

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Section 2. FISCAL YEAR. The fiscal year of this clubshall be July 1 through June 30.

Section 3. HONORARY MAILING LIST. Lions ClubsInternational and the district governor shall be included onthe mailing list of this club.

Section 4. PARTISAN POLITICS/RELIGION. This clubshall not endorse or recommend any candidate for publicoffice, nor shall partisan politics or sectarian religion bedebated by members in meetings of this club.

Section 5. PERSONAL BENEFIT. Except to furtherhis/her progress in Lionism, no officer or member of thisclub shall use his/her membership as a means of furtheringany personal, political, or other aspiration, nor shall theclub, as a whole, take part in any movement not in keepingwith its purposes and objects.

Section 6. SOLICITATION OF FUNDS. No funds shallbe solicited from members of the club during meetings byany individual or individuals who are not members of theclub. Any suggestion or proposition made at any meeting ofthis club calling for the expenditure of money for other thanthe regular obligations shall be referred to the appropriatecommittee or to the board of directors.

ARTICLE XAmendments

Section 1. AMENDING PROCEDURE. These by-lawsmay be altered, amended or repealed at any regular orspecial meeting of this club at which a quorum is present,by the vote of a majority of the members present in personand voting.

Section 2. NOTICE. No amendment shall be put tovote unless written notice stating the proposed amendment,shall have been mailed or delivered personally to eachmember at least fourteen (14) calendar days prior to themeeting at which the vote on the amendment is to betaken.

20

21

CATE

GO

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YES

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YES

YES

YES

YES

YES

OB

LIG

AT

ION

SEXHIBIT A

MEMBERSHIP CATEGORY CHART

22

CATE

GO

RY

ACTI

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AFFI

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NO

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YES

NO

NO

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ACTI

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SA

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EG

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23

EXHIBIT A (Continued)

MEMBER CATEGORY LIMITS

Honorary Members – Not to exceed 5% of total actualmembership; any fraction shall permit one additional hon-orary member.

Affiliate Members – Not to exceed 25% of total actual mem-bership.

Lions ClubsInternationalPURPOSES

to create and foster a spirit of understandingamong the peoples of the world.

to promote the principles of good governmentand good citizenship.

to take an active interest in the civic, cultural,social and moral welfare of the community.

to unite the clubs in the bonds of friendship, goodfellowship and mutual understanding.

TO PROVIDE a forum for the open discussion ofall matters of public interest; provided, however,that partisan politics and sectarian religion shallnot be debated by club members.

to encourage service-minded people to servetheir community without personal financialreward, and to encourage efficiency and promotehigh ethical standards in commerce, industry,professions, public works and private endeavors.

Mission StatementTo create and foster a spirit of understandingamong all people for humanitarian needs byproviding voluntary services through communityinvolvement and international cooperation.

LIONSCode of Ethics

to show my faith in the worthiness of my vocationby industrious application to the end that I maymerit a reputation for quality of service.

to seek success and to demand all fairremuneration or profit as my just due, but toaccept no profit or success at the price of my ownself-respect lost because of unfair advantage takenor because of questionable acts on my part.

to remember that in building up my business it isnot necessary to tear down another’s; to be loyalto my clients or customers and true to myself.

whenever a doubt arises as to the right or ethics ofmy position or action towards others, to resolvesuch doubt against myself.

to hold friendship as an end and not a means. Tohold that true friendship exists not on account ofthe service performed by one to another, but thattrue friendship demands nothing but accepts ser-vice in the spirit in which it is given.

always to bear in mind my obligations as a citizento my nation, my state and my community, and togive them my unswerving loyalty in word, act anddeed. To give them freely of my time, labor, andmeans.

to aid others by giving my sympathy to those indistress, my aid to the weak, and my substance tothe needy.

to be careful with my criticism and liberal with mypraise; to build up and not destroy.

Knowledge of the Constitutionmakes a good club.

It is the instrument which ties yourmembers to your club, and yourclub to the International Associationand assures equal rights to all.

“To the end that Efficiency, Justice,and Courtesy may prevail in ourdeliberative bodies.”

Thomas Jefferson

THE INTERNATIONAL ASSOCIATION

OF LION CLUBS300 W 22ND STREET

OAK BROOK, ILLINOIS 60523-8842, USA

OFFICIAL PUBLICATION OF LIONS CLUBS INTERNATIONAL

LA-2 5M 7-05 Printed in USA