Bylaws

(Amended December 2005)

Article I. Name.
This organization shall be called Columbia River Peace Corps Association.

Article II. Purpose.
Section 1. The purpose of this Association is to:
(a) Promote charitable and educational purposes, as those terms are used in Section 501(c) of the Internal Revenue Code, in connection with accomplishing the third goal of Peace Corps as originally mandated by Congress in 1961: "to promote a better understanding of other people on the part of the American people."
(b) Provide a regional, interdisciplinary forum for charitable activities, professional development, networking, and exchange of knowledge related to understanding and assisting people from diverse cultures in the Portland area and in countries where Peace Corps volunteers have served.
(c) Provide support for newly Returned Peace Corps Volunteers re-connecting with their community and culture in the United States while allowing them to continue with public service related activities similar to those encountered in their Peace Corps service.
(d) Provide a venue for Returned Peace Corps Volunteers to utilize their public service skills in their current community.

Section 2. The Association is a not-for-profit organization organized exclusively for charitable and educational purposes. No Board member, officer, agent or employee shall at any time receive or be entitled to receive any compensation or pecuniary profit from the operation of the Association or upon its liquidation or dissolution, except for reasonable compensation for services actually rendered to the Association in effecting one or more of its objectives or purposes, or as a direct or indirect beneficiary of its said nonprofit purposes.

Article III. Membership.
Section 1. Eligibility. Any individual interested in the purposes of the Association shall be eligible for membership. Members are defined as those who have paid the currently stipulated membership dues. Dues must be paid annually to retain membership. Peace Corps Volunteers who have completed their service and returned to the United States within the past 12 months may receive a one-year free membership.

Section 2. Rights. All members have the right to vote for officers and on other official matters of the Association, to hold office if duly elected, and to receive all notifications pertaining to the official business of the Association. Where possible, all decisions regarding the operations of the Association will be made at general meetings of members, where all members present may vote. The Association will protect the privacy of its members by not providing its mailing list to outside parties. However, certain items may be included in a regular Association mailing provided that the Board determines it will be of interest to members and the requesting organization pays for the cost of that mailing.

Section 3. Dues. The annual membership dues shall be determined by the Board of Directors.

Article IV. Governing Body
Section 1. Number and Qualifications. The affairs of the Association shall be governed by a twelve-member Board of Directors consisting of a President, a Secretary, a Treasurer, a Newsletter Editor, a Webmaster, an Education Coordinator, an Events Coordinator, a Fundraising Coordinator, a Membership Coordinator, a Program Coordinator, a Service Coordinator, and a Social Coordinator. All Board members must be members of the Association.

Section 2. Governing Powers and Duties. The Board shall have all the powers and duties necessary or appropriate for the administration of affairs of this Association and may do all such acts and things as are not by law or by the Articles of the Association or by this Constitution directed to be exercised and done by members.
The duties of the Board shall include:
(a) Carrying out any necessary business of the Association between the general meetings.
(b) Determining the Coordinators of Special Project Committees of the Association. The Council will monitor the activities of all Committees and provide for periodic reports on their activities to the membership.
(c) Authorizing any matters to be submitted to a vote of the general membership of the Association including election of officers. The Board will receive and consider petitions from the membership for matters to be submitted to a vote of the general membership of the Association; any such petition signed by fifteen (15) percent of the current membership makes submission of the issue to the membership mandatory upon the Board.
(d) Authorizing, adopting and publishing any rules and codes for the Association not specifically at variance with the bylaws of the Association, or the laws of Oregon.

Section 3. Election and Term of Office. Each position on the Board is a one-year term. The procedure for selecting officers shall be as set forth in Article V, Section 2. The term of office generally shall be from May 1st to April 30th.

Section 4. Vacancies. If any position of the Board members becomes vacant, the Board will appoint a member of the Association to serve on Board until the next general election.

Section 5. Removal of Board Members. At any Board meeting duly called, any one or more of the Board members may be removed with cause by a majority vote of members of the Board. A successor Board member may then and there be appointed to fill the vacancy thus created.

Section 6. Compensation. Compensation shall not be paid to Board members for their services in their capacity as Board members, nor pursuant to any other contractual arrangements. However, Board members may be reimbursed for actual expenses incurred by them in the performance of their duties, as approved by a majority of the Board.

Section 7. Meetings. The Board shall meet at least quarterly. Special meetings of the Board may be called by the President or by at least four other Board members, in writing, on three (3) days' notice, if practical, to each Council member, which notice shall state the time, place, and purpose of the meeting. All meetings of the Board shall be open to the membership except for those times when the Board will discuss matters involving personal privacy. All members present at meetings shall also have a vote in any decisions made at that meeting.

Section 8. Quorum. At all meetings of the Board, a simple majority of the Board members shall constitute a quorum for the transaction of business. In all votes requested by email, all Board members with functioning email addresses shall constitute a quorum for requesting a vote. For the purposes of this section, the number of Board members is determined by the number of currently filled Board positions.

Article V. Officers
1. Officer positions. The officers of this organization shall consist of a President, a Secretary, a Treasurer, a Newsletter Editor, a Webmaster, an Education Coordinator, an Events Coordinator, a Fundraising Coordinator, a Membership Coordinator, a Program Coordinator, a Service Coordinator, a Social Coordinator, and other officers as designated by the Board of Directors.

2. Officer Selection. Officers shall be selected each year in April, or when a vacancy occurs. Should more than one person be interested in any office, an election shall be held. An invitation to volunteer for office positions shall be published in the February and March newsletters. No one person may serve more than three consecutive years in the same position.

3. Duties of Potential Officers.
a. President. Arranges and conducts officer meetings; acts as liaison between the organization, the community, National Peace Corps Association, Peace Corps Washington and other National Peace Corps Association groups; recruits officers if a position is vacated between elections; ensures that the bylaws are upheld.

b. Secretary. Keeps records required by ORS 65.771, including minutes from business meetings and up-to-date bylaws. Writes and submits annual organizational reports to the Secretary of State and the National Peace Corps Association.

c. Treasurer. Has charge of all funds belonging to the organization; keeps on deposit the same; receives and disburses funds as required; keeps required financial records.

d. Newsletter Editor. Receives from officers, other members, National Peace Corps Association, Peace Corps Washington, other Peace Corps Association groups and members of the community information relevant for the newsletter; publishes newsletter on a regular basis (currently monthly); mails newsletter to membership. (Assistance in distributing the newsletter may be asked of participants in the monthly soirée, if not already provided by a previously specified member or group of members).

e. Webmaster. Maintains the website (http://www.crpca.org) so that the information is current and relevant, responds to information requests submitted to the site, makes sure all dues related to maintaining the site have been paid by the Treasurer, maintains communication with website host via e-mail.

f. Education Coordinator. Organizes the CRPCA Speakers Bureau. Maintains information on members who are available to speak; contacts appropriate agencies within the community to arrange speaking engagements. Promotes World Wise Schools contacts between local schools and current Peace Corps Volunteers.

g. Events Coordinator. Coordinates the Annual Fundraising Dinner Committee (see Article VIII) and organizes other special events such as the annual picnic.

h. Fundraising Coordinator. Coordinates the Calendar Committee (see Article VIII); works with the Events Coordinator to organize a charity auction at the Annual Fundraising Dinner; organizes other fundraisers (events or sales) for the Association and charities selected by the Board.

i. Membership Coordinator. Maintains membership database, enters new members into the database, then forwards the information to the Secretary and Treasurer, sends out a computer generated welcome letter to all new and renewing members, enters the addresses of people requesting complimentary copies of the newsletter into the database, sends out a computer generated information letter and an Association brochure to people who request a complimentary newsletter, sends periodic updates of the member email addresses to the Association Email Distribution list manager, prints out mailing labels monthly for the newsletter distributor, picks-up mail from Association post office box at least monthly. The membership coordinator is also encouraged to actively seek out new members by getting the word out about the Association, networking with potential members at Association events, assisting with membership drives or devising new benefits or incentives for our members.

j. Program Coordinator. Plans programs for the bimonthly meetings and arranges time and place of the programs, notifies Newsletter Editor and Webmaster and coordinates publicity with the President; introduces programs at events; writes or assigns the writing of a report on the program for the newsletter following each meeting.

k. Service Coordinator. Organizes the Association's service events (including Volunteer Days described in Article VI); plans the Association's participation in community events such as festivals; coordinates the Association's advocacy for Peace Corps issues.

l. Social Coordinator. Plans bimonthly dinner meetings including an awards gathering in April; makes arrangements for menu, price, time and place of dinner meetings; takes reservations. Organizes other social activities such as movie or game nights depending on group interest. Arranges for hosting of monthly Soirées.

Article VI. Activities
Volunteer Projects: The Association may engage in short-term volunteer projects as initiated by its membership and approved by the Board. Projects may included sponsorship of a refugee family newly arrived in the area, selling Peace Corps calendars, and coordinating educational events.

Volunteer Days: The Association shall endeavor to hold at least two volunteer days per year, preferably in the spring and fall, which will be announced in the newsletter and open to the general membership. Projects may include but are not limited to tree planting, home weatherization or yard clean-up for senior citizens, house painting or trail maintenance.

Peace Corps Related Events: The Association shall participate in Peace Corps related events as determined by the Board. Members are encouraged to wear clothing from their country of Peace Corps service to these events in order to encourage curiosity and knowledge about those cultures. Events may include marching in the Portland Rose Festival Starlight Parade, answering phones for Oregon Public Broadcasting, speaking at schools and other events about Peace Corps.

Educational Programs: The Association shall endeavor to hold regular program gatherings every other month as such time and place as the Program Coordinator may designate. A program of interest to the membership shall be presented. Informal dinner gatherings shall be held during the months alternating with program months, preferably at a restaurant providing food from a country where Peace Corps volunteers have served. Programs during the months of July and August shall be optional and at the discretion of the officers.

Meetings: Officers shall endeavor to hold general meetings at their discretion, preferably prior to each education program as described above, and no less than once per year. These meetings shall be announced through the newsletter, the website and/or email. Special officer meetings may be called by the President. Officers shall participate in Northwest regional meetings of the National Peace Corps Association when possible.

Soirée: A social gathering, known as the Soirée, shall occur on the last Monday of every month at a pre-determined location. This event is an opportunity for networking, welcoming newly returned Peace Corps Volunteers to the area, inviting members to participate in any on-going projects, mailing out the newsletter and finalizing details on any on-going activities. At each Soirée, one officer of the Association serves as host; host assignments are arranged by the Social Coordinator.


ARTICLE VII. Fiscal Management
Section 1. Fiscal Year. The fiscal year of the Association shall begin on the first day of January of each year.

Section 2. Books and Accounts. Books and Accounts of the Association shall be kept under the direction of the Treasurer.

Section 3. Execution of Association Documents. With prior authorization of the Board, all notes and contracts shall be executed on behalf of the Association by the President or his or her designee, and all checks shall be executed on behalf of the Association by the Treasurer or the President.

Section 4. Distribution of CRPCA Fundraiser Proceeds. No less than five percent and no more than twenty percent of proceeds from all Association fundraisers shall be retained by the Association to fund future events and activities. The actual percentage rate shall be determined by the Board. If no vote takes place, five percent will be automatically retained by the Association.

Section 5. Member dues will go toward paying for one mailing per month. That mailing shall include the Association newsletter if it is produced that month. If an extra mailing is done to advertise a fundraising event, the cost of the mailing shall be deducted from the event profits.

Section 6. Approval of Association expenditures. Expenditures other than regularly occurring newsletter and event expenses must be pre- approved as stipulated below. Increases in regularly occurring expenses or purchases for special events must be approved by at least two Board members. Special purchases of over $100 must be approved by the entire Board. Receipts may be submitted to the Treasurer for reimbursement.

Section 7. Solicitations of Donations. Other organizations may submit requests for donations from the Association. Association donations must be approved by a majority vote of the Board, and can be no more than 20% of the Association's available funds. Criteria for determining a response to the grant request include: whether (1) the Association has funds available, (2) the request is at least 60 days prior to the event necessitating the funds, (3) the requestor is an established philanthropic organization, and, (4) the funds will be used in a way that meets the Peace Corps' Third Goal of "promoting a better understanding of other people on the part of the American people."

Section 8. Disbursement of assets at dissolution. No member, director, or officer of the Association, nor any private person shall be entitled to share in the distribution of any of the Association's assets upon dissolution of the Association or winding up of its affairs. Upon such dissolution or winding up of affairs, after making provision for the payment of all the liabilities of the Association, all of the remaining assets of the Association shall be distributed for substantially similar uses and purposes to any organization which would then qualify for exemption under the provision of section 501(c)(3) or (6) of the U.S. Internal Revenue Service code as now stated or as it may be hereafter amended.

ARTICLE VIII. Special Committees
Special Committees. Special Committees may be formed for fixed periods of time for specific purposes as deemed necessary and appropriate by the Council. Committee Project Coordinators are encouraged to invite members to join their committee at Association events and through the newsletter. Membership on committees shall be voluntary self-selection. Membership on Special Project Committees involving partnership with another organization shall be open to members of both organizations. There is no minimum membership on a committee, other than the Awards Committee which must have a minimum of three members. Article VII, Sections 4 - 6 refers to fiscal management of the Association and these committees. Potential committees include, but are not limited to:

Calendar Committee shall order and coordinate the sale of Peace Corps Calendars, and coordinate with the calendar sales partner for that year. Any Association member, including calendar committee members, may propose an organization to partner with each year. Prior to the vote by the Board, the proposing member shall ascertain that the organization would be willing to participate if chosen. Alternatively, an organization may apply directly to the Board by submitting an application form or letter of application. The partner organization shall participate in selling calendars and receive a pre-designated amount of the proceeds from that year's sales, not to exceed 95%. Organizations that have not been the Association's calendar sales partner for the previous three years shall be eligible to participate and receive proceeds. The Calendar Committee shall be led by the Fundraising Coordinator.

Refugee Sponsorship Committee shall coordinate all aspects of sponsoring a refugee family through an established local refugee assistance organization. Activities shall be determined by the committee and may include locating a member who will host the family in his or her home until permanent housing can be found, assisting in locating permanent housing, assisting with paperwork, gathering donations of household items, and providing orientation to the local community.

Annual Fundraising Dinner Committee shall coordinate all aspects of the annual dinner, which usually occurs in November of each year and includes a silent auction fundraiser. Proceeds from the dinner and auction shall benefit one or more charitable organizations. Recipients of no more than 95% of the proceeds from this event shall be determined annually by a majority vote of the Board. The Annual Fundraising Dinner Committee shall be led by the Events Coordinator.

Annual Awards Committee shall consist of at least three members, one of which is not an officer. Committee members shall solicit nominations for annual awards, determine criteria for annual awards, vote on awards recipients, and prepare awards certificates. Awards are generally awarded in April of each year, usually in conjunction with the "Nom Party" thrown jointly by the Association and the regional Peace Corps Office in Seattle for newly nominated Peace Corps volunteers. The awards committee shall form at least one month before the date of the awards ceremony.

Article IX. Amendments to the bylaws.
1. These bylaws may be amended by a two-thirds vote of the officers. Any change in the bylaws shall be published in the newsletter.
Any member of the organization may seek an amendment to the bylaws by following these procedures:
a. The specific proposed amendment shall be submitted in writing to the president and signed by at least six members;
b. The officers shall vote on the amendment. A two-thirds majority is required to pass the amendment.

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