|
|
Approved September 9, 2006
BYLAWS OF ARABIA SHRINERS
Preamble
This temple is governed by the articles of incorporation and bylaws of The Imperial Council, A.A.O.N.M.S. for North America, an Iowa corporation, and the following bylaws not inconsistent therewith.
ARTICLE 1
GENERAL PROVISIONS
§1.1 Name. This temple shall be known as Arabia Shriners. It was granted a charter on July 14, 1915 -by The Imperial Council.
§1.2 Location. It shall be located in the community designated in its charter.
§1.3 Seal. The seal of Arabia Shriners shall bear the name of the Center, its location and date of its charter, July 14, 1915, within an outer circle and a large star in the center of which is a pyramid of bricks with a rose with two leaves at its base. An impression and facsimile shall be deposited with the Imperial Recorder.
§ 1.4 Flag. The official flag of this temple shall be as described by the bylaws of The Imperial Council.
§ 1.5 Jurisdiction. The territorial jurisdiction of this temple is governed by the provisions of the bylaws of The Imperial Council.
§ 1.6 Offenses and Discipline of Nobles. For violation of Shrine Law or for conduct unbecoming a Noble of the Mystic Shrine, a Noble may be disciplined according to the procedures of Article 30 of the Imperial By-Laws.
§ 1.7 Prohibited Practices. (a) This Shrine Center and its members and all Nobles living within the jurisdiction of the Center shall strictly abide by the Prohibited Practices under Article 35 of the Imperial By-Laws. (b) No funds of any nature of Arabia Center shall be loaned to any of its members. (c) It is unlawful for any member to obtain or use a credit card of any kind issued in the name of Arabia Shriners. (d) No member of Arabia Shriners shall ever receive, either directly or indirectly any commission, rebate of concession for anything purchased by or for Arabia Shrine Center.
ARTICLE 2
Temple Membership
§2.1 Prerequisites. Membership in this temple, including a candidate's petition and balloting thereon, is governed by the bylaws of The Imperial Council.
§2.2 Affiliation. Affiliation into this temple is governed by the bylaws of The Imperial Council.
§2.3 Associate Membership. Associate membership in this temple is governed by the bylaws of The Imperial Council.
§2.4 Retention of Membership. Retention of membership in this temple is governed by the bylaws of The Imperial Council.
§2.5 Demit. The procedure for a demit is governed by the bylaws of The Imperial Council.
§2.6 Suspension or Termination of Membership. Suspension and termination of membership in this temple are governed by the bylaws of The Imperial Council. (a) Rights of membership in a Temple are suspended by: (1) Voluntary demission upon payment of all indebtedness, assessments and voluntary obligations to the temple. (2) Suspension for non payment of dues: The Temple may not carry a member on the books who is more than 1 year in arrears. The Temple must suspend or remit the dues of all members in arrears on December 31 of each year.
(b) Suspension for other cause.
§2.7 Perpetual and Life Memberships. Perpetual and life memberships in this temple are governed by the bylaws of The Imperial Council. All Potentates, upon completion of their respective terms shall be awarded Life Memberships.
§2.8 Honorary Membership. Honorary membership in this temple is governed by the bylaws of The Imperial Council.
§2.9 Discipline. The discipline of a member of this temple, for any cause other than nonpayment of dues, is governed by the bylaws of The Imperial Council.
§2.10 Complaints to Imperial Potentate. Complaints or correspondence to the Imperial Potentate are governed by the bylaws of The Imperial Council.
§2.11 Copies of Temple Bylaws and Imperial Bylaws. Each member of this temple shall receive a copy of these temple bylaws; and the Recorder of the temple shall allow each member access to a copy of the Imperial bylaws so that they may be read and understood.
ARTICLE 3
Temple Meetings & Ceremonials
§3.1 Stated Meetings. A stated meeting shall be held on the third Monday of each month except the annual December meeting, which will be held on the second Monday. The exact hour of all meetings, including the annual meeting, shall be designated by the potentate. The Potentate may, in his discretion, discontinue the monthly stated meetings during the months of June, July and August. (a) December Meeting. At the December stated meeting, the officers and representatives for the ensuing year shall be elected. (b) Annual Meeting. The annual meeting shall be held on the third Monday in January at which time the officers will be installed. (c) Elected officers shall assume the duties of their respective offices upon installation. (d) Elected Shrine Center Officers continue to hold office until their successors are both elected and installed.
§3.2 Ceremonial Sessions. Ceremonial sessions may be called by the potentate at any time.
§3.3 Special Meetings. Special meetings may be called by the potentate at any time, but notice must be given to each member stating the business to be considered and no other business than that specified in the call may be transacted.
§3.4 Sunday Meetings. No business meeting or ceremonial session shall be held on Sunday, except upon special dispensation of the Imperial Potentate for good and sufficient cause.
§3.5 Place of Meetings. The place of all meetings shall be determined by the potentate except as may be otherwise required or restricted by the bylaws of The Imperial Council.
§3.6 Notice of Meetings. At least one week's notice must be given of the time and place of all meetings and ceremonial sessions. The notice may be given in the official temple publication or by letter.
§3.7 Rules of Order . Unless otherwise provided by the bylaws of The Imperial Council, the temple bylaws or resolution, parliamentary procedures shall be governed by Robert's Rules of Order.
§3.8 Admission. A Noble may not be admitted to this temple unless he exhibits to the temple an official Shrine card for the current year.
§3.9 Quorum. A quorum consists of seven members of the temple entitled to vote, one of whom must be the Potentate, Chief Rabban, Assistant Rabban or a Past Potentate of the temple.
§3.10 Presiding Officer. (a) The Potentate, when present shall open and preside at all meetings and sessions of the temple. (b) The Chief Rabban shall preside in the absence of the Potentate. (c) In the absence of both the Potentate and Chief Rabban, the Assistant Rabban shall preside. (d) In the absence of all 3 of these officers, a Past Potentate of the Temple shall preside. (e) The presiding officer, at his pleasure, at any meeting or session his Temple, may request any Past Potentate of his Temple to preside.
§ 3.11 Powers Reserved for Temple Action. All powers not delegated to officers or committees by these By-Laws or by the Imperial By-Laws, are reserved for action of the members at meetings.
ARTICLE 4
Officers
§4.1 Officers. The officers of Arabia Temple are: (a) Potentate (b) Chief Rabban (c) Assistant Rabban (d) High Priest and Prophet (e) Oriental Guide (f) Treasurer (g) Recorder (h) First Ceremonial Master (i) Second Ceremonial Master (j) Director (k) Marshall (l) Captain of the Guard (m) Outer Guard.
The first 7 officers shall be elected annually in the order in which they appear by ballot and constitute the official divan. Limitation. No person may hold more than one of the foregoing offices at a time.
§4.2 Nomination. Candidates for elective office and Representative must be placed in nomination from the floor. There shall not be more than one nomination speech for a candidate, and the speech may not exceed three minutes. Seconding speeches are not required or permitted.
§4.3 Election and Appointment. The election and appointment of officers are governed by the bylaws of The Imperial Council.
§4.4 Duties. The potentate or these temple bylaws assign the duties of officers not governed by the bylaws of The Imperial Council.
§4.5 Enthronement and Installation. The enthronement and installation of the temple officers are governed by the bylaws of The Imperial Council.
§4.6 Vacancies. The existence of a vacancy and filling a vacancy are governed by the provisions of the bylaws of The Imperial Council.
§4.7 Delivery of Records. Each officer shall deliver all books, papers and other property of the temple in his hands to his successor in office, or to such person and at such time as the temple may direct.
ARTICLE 5
Initiation Fees, Dues, Per Capita, Hospital Levy
§5.1 Initiation Fee. The initiation fee shall be determined at a stated or special meeting of the temple after notice has been given to each member stating the proposed amount of the initiation fee. The initiation fee shall not be less than prescribed by the bylaws of The Imperial Council. It must be paid in full prior to initiation.
§5.2 Dues. The annual dues shall be determined at a stated or special meeting of the temple after notice has been given to each member stating the proposed amount of the annual dues. The annual dues shall not be less than prescribed by the bylaws of The Imperial Council. The annual dues do not include the hospital levy or the annual per capita tax required by the bylaws of The Imperial Council, each of which shall be added to the annual dues. This temple may, by affirmative vote, remit dues of a member for good cause shown either to the temple or a committee selected for that purpose.
§5.3 Perpetual and Life Memberships. A member may be granted a perpetual or life membership in this temple as prescribed by the bylaws of The Imperial Council.
§5.4 Per Capita Tax. Each member of this temple, other than life per capita members and associate members, shall pay The Imperial Council per capita tax as prescribed by the bylaws of The Imperial Council.
§5.5 Life Per Capita. A member may pay the sum prescribed by the bylaws of The Imperial Council and, thereafter, be exempt from the annual per capita tax.
§5.6 Hospital Levy. Each member of this temple, other than Permanent Contributing Membership purchasers, shall pay the hospital levy as prescribed by the bylaws of The Imperial Council. This temple may remit the hospital levy of a member whose dues have been remitted because of hardship and so advise the Imperial Treasurer.
§5.7 Permanent Contributing Membership. A member may purchase a Permanent Contributing Membership in the Hospitals as prescribed by the bylaws of The Imperial Council and, thereafter, be exempt from the hospital levy.
§5.8 Assessment. The temple may levy an assessment on its members as prescribed by the bylaws of The Imperial Council.
ARTICLE 6
Board of Directors
§6.1 The Board of Directors consists of the temple official divan (a) Quorum. Three directors constitute a quorum of the board.
(b) Meetings. The board of directors shall meet on the call of the potentate, who shall be its chairman. He must call the meeting when requested by three directors. Meetings may be conducted in person or by telephone or other means of communication by which all parties may be connected and all comments and conclusions as well as the vote on any resolution may be heard and or observed by all members present.
(c) Notice. The Recorder shall give not less than three days' written notice to each director of the time and place of the meeting. Notice may be waived in writing prior to or subsequent to such meeting.
(d) Budgets. The Chief Rabban, in conjunction with the board of directors, shall prepare and complete the proposed temple budgets for the ensuing year at the annual Temple meeting (December) or at a called or stated meeting held no earlier than December 1st preceding nor later than March 1st following the annual meeting. The board of directors shall: (1) Report or cause to be reported to the appropriate stated meeting of the temple any proposals for amendments to or departures from the budgets and the reasons for such departures, and
(2) Cause copies of the complete budgets for the succeeding year to be made available upon request to each member at least seven days prior to the meeting at which it is to be considered. The proposed budgets shall be in detail and in accordance with the Uniform Chart of Accounts prescribed by The Imperial Council together with the amount budgeted for the preceding year.
The Assistant Rabban shall submit an Annual Circus Budget at the September Board of Directors meeting, voted on at the October meeting, and then presented to the membership for approval. The proposed budget must be approved by 2/3 vote of those present and voting.
§6.2 The Board shall assist the Potentate and official divan in the performance of their duties, when requested to do so, and shall make recommendations where the betterment of the Temple is concerned. It shall be the responsibility of the Board to supervise budgetary control, to examine all accounts, claims or demands of whatever character presented against the Temple, or by the Temple against any member thereof or other persons; to annually, or more frequently, if required by the Temple, examine or cause to be examined by certified accountants or auditors, the books, reports, accounts, vouchers, checks and papers of the Treasurer, Recorder or any other officer or employee, and all the records of the Temple. The Board shall notify the Treasurer and Recorder when their presence is required with their books, records, accounts and vouchers. The Board shall report the result of the examination to the Temple in writing.
§6.3 The Board shall have full power to authorize expenditures of all current funds which have been authorized in the Temple approved budget. Current funds are all funds collected through dues, initiation fees or any fund raising activity in the name of Arabia Temple for the fiscal year.
The Board has the authority to approve and authorize budget approved Temple funds for the normal operation of the Temple, including payment of interest, taxes, expense of ceremonials, building maintenance and all other such normal operating expenses making a complete and detailed report of such authorization to the Temple at its next regular meeting.
§6.4. All buildings and real estate are to be administered and managed under the authority of this Board provided, however, that the sale of any buildings or real estate or a proposed lease in excess of five years must be submitted to the Temple for approval at a regular or special session, and will require a two-thirds majority of those present and voting for final action.
§6.5 Any expenditure, not in the Temple budget, in excess of $10,000.00, must be submitted to the Temple in regular session, and will require a two-thirds majority of those present and voting for approval. Notice shall be given the membership by first class mail at least seven (7) days prior to such a meeting. The Board, when requested, shall make periodic reports at Temple meetings of deviations from the approved budget as amended. The actions of the Board concerning financial transactions shall be subject to review by the Temple at a stated meeting.
§6.6 The Board shall have full authority to fix salaries and compensation of all employees of the temple, including the Recorder.
§6.7 Board of Trustees Six additional Nobles of the temple are to be elected to a financial advisory board known as the Board of Trustees. Two of the six members are to be elected each year at the December election meeting for a term of 3 years. No member of the Board of Trustees may succeed himself. No member of the Board of Trustees shall serve as a member of the Potentate's Staff or other Potentate's appointee, or salaried employee of the Temple. The Board of Trustees shall review financial transactions of Arabia Shrine Center and make recommendations when requested by the Board of Directors.
ARTICLE 7
Fiscal
§7.1 Budget. The procedures governing the budget of this temple, including its requirement, preparation, inspection, presentation, adoption, appropriations, amendment, temple reports and Imperial Recorder filing are governed by the bylaws of The Imperial Council. §7.2 Payment of Obligations. All checks, vouchers or orders for the payment of obligations of this temple, any sums due The Imperial Council, and any other authorized disbursements, shall be signed by one or more officers and countersigned by one or more officers as determined by resolution duly adopted by the temple. All checks shall be supported by voucher or requisitions.
§7.3 Monthly Reports. Each Noble, committee, unit or other organization of this temple that is authorized to incur indebtedness or to disburse or collect funds, shall make a detailed financial report, accompanied by receipts or vouchers to the Recorder monthly or at such other times as may be required.
§7.4 Construction Program and Secured or Long Term Obligations. Prior to commencing a construction program or incurring a secured or long-term debt, as defined by the bylaws of The Imperial Council, the temple must follow the bylaws of The Imperial Council.
§7.5 Sale of Temple Assets. Prior to this temple, or any of its affiliates, selling, leasing, exchanging, mortgaging, pledging or otherwise disposing of all or substantially all of its property or assets, it must follow the bylaws of The Imperial Council.
§7.6 Fidelity Bond. The temple must procure a corporate fidelity bond as prescribed by the bylaws of The Imperial Council.
§7.7 Insurance. The temple must procure insurance policies, and the potentate must appoint an insurance advisory committee, as prescribed by the bylaws of The Imperial Council.
§7.8 Fiscal Year. This temple must arrange its books of account, annual report and audit to conform to the calendar year.
§7.9 Indemnification. The official divan, committee members, officers and employees shall be indemnified by the temple for all expenses reasonably incurred by them in defending themselves from any proceedings instituted or threatened against them provided the temple votes that they have acted within the scope of their authority and are not guilty of misfeasance or malfeasance.
§7.10 Audit. The financial accounts must be audited or reviewed, and reported on, as prescribed by the bylaws of The Imperial Council.
ARTICLE 8
Committees
§8.1 Leadership Search Committee. This temple may have a Leadership Search Committee. Its appointment and duties are governed by the bylaws of The Imperial Council.
§8.2 Insurance Advisory Committee. This temple shall have an Insurance Advisory Committee. Its appointment and duties are governed by the bylaws of The Imperial Council.
§8.4 Other Committees. The potentate shall appoint such other committees as may be required for the operation of the temple's affairs. Their duties and responsibilities shall not conflict with any provisions of the bylaws of The Imperial Council or these bylaws.
ARTICLE 9
Prohibited Practices
§9.1 Unlawful Activities. It is unlawful for this temple, or any unit or club under its control, or any group of its members, or any member acting for or on behalf of the temple, to promote or take part in any engagement or enterprise prohibited by the law of the land.
§9.3 Shrine Law. A Noble may not violate Shrine law. The provisions of Shrine law are found in the articles of incorporation and bylaws of The Imperial Council and any general or special orders at the time in effect.
§9.3 Alcoholic Beverages. The consumption of alcoholic beverages during parades and ceremonials is forbidden by those Nobles participating therein.
ARTICLE 10
Temple Units and Shrine Clubs
§10.1 Government. Shrine temple units and shrine clubs are governed by the provisions of the bylaws of the Imperial Council.
§10.2 Control by Potentate. The units are a part of the working corps of the Temple and are under the control of the Potentate and must be composed wholly of Nobles. Control of unit money and property is vested with the Potentate.
§10.3 Public Exhibitions. (a) Only Nobles shall participate in Shrine Parades. (b) No Temple unit is permitted to participate in a parade or public exhibition without the express approval of the Potentate. (c) Units and their members are prohibited from accepting any reward or compensation for participating in parades and exhibitions.
§10.4 General Regulations. (a) Expenditure of funds for uniformed units must be made from appropriations made in the adopted temple budget. (b) All funds raised by uniformed units are income to the Temple and expenditures must be consistent with the temple budget. (c) Each uniformed unit or organized group is required to have its accounts audited at the close of each year by an auditor or committee approved by the Potentate. A copy of a balance sheet and income and expense statement must be filed with the Potentate and Recorder by February 1 following the end of each year audited. (d) Officers of Temple units may be elected and installed prior to an annual meeting, but do not officially assume their office until the Potentate for the ensuing year has been elected and assumes his office. (e) Only members of Arabia Temple with current Temple dues cards may be accepted or continue membership in a uniformed unit. (f) Members of the elective Divan are ex-officio members of each unit without payment of unit or club dues. All other members, except unit life members, are subject to dues payments. (g) The By-Laws of the units are to conform in every respect with the laws of the Imperial Council and those of Arabia Temple, and must be submitted to the Potentate for approval. (h) Any fund raising activity of any nature requires the consent of the Potentate.
ARTICLE 11
Shrine Clubs
§11.1 Organization. An organization of Nobles meeting as such, using any of the emblems of the Order or having a title indicating it to be an organization of Nobles may not be organized without the official authorization of the Potentate.
§11.2 Jurisdiction over Members. All Nobles who are members of a Shrine Club are amenable to the By-Laws and regulations of Arabia Temple, whether they are members of this Temple or another Temple. All Shrine Club elected officers must be members of Arabia Temple.
§11.3 Control. All Shrine Clubs authorized by Arabia Temple are under the control of the Potentate and he must approve any By-Laws or amendments thereto adopted by the club before they can become effective. Long term debts or obligations are forbidden by sanction of the Board of Directors and approval of the Potentate.
§11.4 Incorporation of Shrine Club Holding Company. The incorporation of a Shrine Club is prohibited. A Shrine Club Holding Company may be organized if considered necessary by compliance with the procedure outlined in Section 337.6 of Imperial Law.
§11.5 Audits. Every Shrine Club and Shrine Club Holding Corporation is required to have its accounts audited at the close of each year by an auditor or committee selected by the Potentate. A copy of the audit report, including a balance sheet and income and expense statements, must be filed with the Potentate before February I following the end of the year audited. The records and accounts of Shrine Clubs shall be maintained according to the Imperial Uniform Chart of Accounts.
§11.6 Fund Raising. A fund raising activity by a Shrine Club requires the consent of the Potentate, Imperial Potentate, or Chairman of the Board of Trustees of the Hospitals, as Shrine Law requires for the activity planned. Donations to local charities by a Shrine Club must have the written authority of the Potentate.
§11.7 Shrine Club Units. Shrine Clubs may not themselves organize units without the written approval of the Potentate who is in control of all Uniformed Units.
ARTICLE 12
ARABIA TEMPLE RESERVE FUND/REPAIR FUND
§12.1 Reserve Fund. There is hereby created a Reserve Fund to be known as "Arabia Temple Reserve Fund" which shall be subject to the following provisions: (a) All monies belonging to the Temple at the end of each Potentate's term of office, excluding all sums necessary to pay current expenses, and excluding all funds received from members covering dues or rental income for the ensuing year, shall be deposited in such Reserve Fund. (b) At the end of each Potentate's term of office there shall be added to such fund the funds collected during said Potentate's term of office, less all expenses paid and funds necessary to pay unpaid bills, also excluding funds received for membership dues and rental income for the following year. (c) Said funds may be used to meet any contingency, after the matter has been submitted to the membership of the Temple at a regular stated meeting, and after receiving a favorable vote of two thirds (2/3) majority of those present and voting.
§12.2 Repair Fund. There shall be established, and thereafter maintained, a fund known as "Arabia Temple Mosque Repair Fund", in a minimum sum of $20,000.00 per annum, which shall be a part of the regular annual operating budget of the Temple. (a) This fund shall be used only for unexpected or emergency repairs, maintenance, equipment and additions to Arabia Mosque at the discretion of the Board of Directors. (b) Any unused balance of this fund at the end of each fiscal year shall be deposited in an interest bearing reserve Repair Fund. (c) This fund, in all or part, may only be expended by vote of the Board of Directors and the vote of the membership according to Article 6, Section 6, of these By-Laws.
ARTICLE 13
Temple Publication
§13.1 Official Publication. Unless otherwise provided in Imperial Council bylaws or these bylaws, a magazine or newsletter may be established as the official publication of this temple. It shall be proper to publish all official calls and notices therein. §13.2 Advertising. All advertising accepted for the official publication shall be non-offensive and in compliance with the bylaws of The Imperial Council and these bylaws.
§13.3 Staff. The potentate may appoint the editor and approve the appointment of staff members by the editor. The editor and staff members may be known as the "Press Corps."
ARTICLE 14
Amendments
§14.1 Amendments. These bylaws may be amended as provided by the bylaws of The Imperial Council.
§14.2 Inconsistencies. In the event of an inconsistency between these bylaws and the bylaws of The Imperial Council, the bylaws of The Imperial Council supersede these bylaws.