As of July 7, 2004

San Francisco Peninsula Press Club By-Laws

The name of the organization shall be the Peninsula Press Club* (a non-profit organization).

ARTICLE I
Purpose
The Peninsula Press Club (PPC) was founded in 1974 to provide a forum for the exchange of ideas and opinions among professionals in various news and public relations organizations. Other goals include promoting professional competence and knowledge, encouraging students to enter journalism by awarding scholarships and providing an organization in which to share fellowship. The PPC provides educational programs to increase public knowledge of the media and to encourage and reward high standards of professionalism.

ARTICLE II
Principal Offices and Fiscal Year
Principal offices shall be in San Mateo County, California with a fiscal year from July 1 to June 30.

ARTICLE III
Membership
Section 1. Eligibility. Membership in the Peninsula Press Club shall be open to persons who either live or work in the San Francisco Bay Area and who qualify for one of the following classifications:

Active Members

1. Publishers, editors, editorial staff photographers of newspapers, magazines, electronic news media and other publications of general circulation;

2. General managers, editorial staff members and staff photographers of television or radio stations, electronic media or wire services;

3. Professors, instructors or lecturers employed in accredited schools, colleges, universities, departments of Journalism, Mass Communications or Public Relations;

4. Professional free-lance photographers or writers who perform a major portion of their work for newspapers, magazines, syndicates, publications of general circulation, radio stations, television stations, electronic media or wire services.

5. Persons regularly engaged in public relations, and/or public affairs whose principal duties require contact with the news media or the public at large.

Associate Members

1. Persons who, in their business or professional capacity, serve as an important and continuing news source and/or are adjudged by the Board of Directors to have a community of interest with the Club’s Active members.

Couple Members

1. Professional journalists or public relations couples who both wish membership with separate listings in the membership roster.

Retired Members

1. Professional journalists or public relations persons who are retired but wish to remain active in the association.

Student Members

1. Students with a declared major in journalism, mass communications or public relations enrolled in at least nine (9) units in an accredited school, college or university in the nine-county San Francisco Bay Area.

Section 2. Application for Membership: The PPC Membership Committee shall accept and review all membership applications and present them with recommendation, to the PPC Board of Directors. Acceptance shall be by a two-thirds vote of the Board members at any legally constituted meeting of the Board. Memberships are not transferable.

Section 3: Membership Privileges: Active members shall have full voting privileges and may hold office. Associate and student members shall not be eligible to vote and may not hold office.

Section 4: Dues: The amount of dues in each category shall be determined by the Board of Directors and listed on the application forms. Past Presidents are not charged dues. Manner and time of payment shall be determined by the Board of Directors. Only active members in good standing shall have voting privileges. Dues in arrears over thirty (30) days shall result in the member being dropped from the membership rolls and a fee of $10 shall be imposed (in addition to the regular dues) for reapplication. A majority vote of the Board of Directors shall be required to change or add new categories of membership.

ARTICLE IV
Board of Directors
Election, Management and Control
Section 1. The general affairs, funds and properties of the Club shall be managed and controlled (under non-profit laws determined by the State of California and the government of the United States of America) by a nine-member Board of Directors comprising the President, Vice President, Secretary, Treasurer and five (5) other directors-at-large. All members of the Board of Directors shall be elected by the general active membership. All candidates for such offices must be in good standing. Terms of officers and directors shall begin July 1 of each year.

Section 2. The President, Vice President, Secretary and Treasurer shall be elected from and by the active members in good standing in accordance with the provisions of Article VIII and shall hold office for one year or until their successor(s) are elected. There shall be no automatic succession to any office. The President may serve no more than two consecutive terms in office. No restrictions shall be placed on the number of successive terms of office for other officers.

Section 3. Directors shall be elected for two-year terms of office with no restrictions on the number of successive terms. All candidates run at-large. Directorships shall be filled according to the largest number of votes received. The votes shall be decided by a flip of a coin by the President in the presence of the candidates involved in the case of a tie vote.

Section 4. The Board of Directors may fill any vacancies in the offices of President, Vice President, Secretary and Treasurer unless said vacancy occurs within two (2) months preceding a regularly scheduled election. In such case, the office shall remain vacant pending the new election of officers. A vacancy in the office of director from any cause other than expiration of term shall be filled by the Board for the balance of the term providing such vacancy occurs more than two months preceding a regularly scheduled election. Any Board member absent for three consecutive meetings without valid excuse may be removed from the Board and replaced. Valid excuse shall be determined by a majority vote at a regular meeting of the Board.

Section 5. The Board of Directors shall meet at least quarterly as directed by the Board or at special meetings at the call of the President, or by written request of any two (2) members of the Board. Six (6) members present at a meeting shall constitute a quorum of the Board.

ARTICLE V
President and Vice President
Section 1. The President shall preside at all meetings of the Club and shall act as chair of the Board of Directors. The President shall have general supervision of the business of the Club and shall see that all orders and resolutions of the Board are carried into effect. The President shall be an ex-officio member of all committees.

Section 2. The Vice President shall assume the duties and functions of the President in his/her absence. In the event of a vacancy in the office of the president by reason of resignation, death or otherwise, the Vice President shall fill the office and assume the duties and functions of the President until the Board fills the vacancy.

ARTICLE VI
Secretary
The Secretary shall give notice of all meetings of the Board of Directors and shall keep minutes of such meetings. The Secretary shall furnish the Treasurer with the names of those elected to membership and have available for use at each membership meeting a duly certified list of members eligible to vote.

ARTICLE VII
Treasurer
The Treasurer shall collect all dues and shall keep the accounts of the Club, reporting thereon at each meeting of the Board of Directors. The Treasurer shall have custody of the Club’s accounts and shall pay all bills duly certified by the President or the Board.

ARTICLE VIII
Meetings and Elections
Section 1. Meetings: An annual membership meeting shall be held in September of each calendar year on a day, hour and place to be determined by the Board of Directors. Any issues before the general membership shall be presented at such meeting and may be voted upon by active members in good standing. No member in good standing shall vote or act by proxy. A majority of votes by members present shall determine the issue. The general membership shall be notified by mail not less than 15 or more than 45 days in advance, in writing of the day, time and place of the general meeting of the membership. Any member in good standing may attend any meeting of the Board.

Section 2. Elections: Three months prior to a general election, the President, with the approval of the Board of Directors, shall appoint a Nominating Committee comprising five (5) active members in good standing including at least one Board member and one Board member at-large to propose candidates for officers and any vacancies on the Board. The committee’s report shall be made to the Board at least two months prior to a general election.

Section 3. The Secretary shall be responsible for the preparation of ballots to be mailed with a self-addressed envelop to all members eligible to vote, not less than 15 or more than 45 days prior to the election. Space for write-in candidates shall be provided on the ballots. The date of the deadline for return of ballots shall be included on the ballots. Ballots postmarked by midnight on the date of the deadline shall be valid.

Section 4. Members of the Nominating Committee shall serve as Tellers of the Election. They shall receive and tabulate the vote and make their report on the election to the Board of Directors at the next meeting of the Board. The general membership shall be informed of the election outcome in writing within 60 days following the election. Publication in the PPC newsletter may serve as notification in writing.

Section 5. The term of each office shall begin at the first meeting of the Board following the election with an installation of newly elected Officers and Board members. Newly elected Officers and Board members shall remain in office under the terms of Article IV.

Section 6. Action shall be taken on any issues and/or questions before the general membership by a majority of votes cast by members in good standing at any meeting of the general membership.

Section 7. Robert’s Rules of Order shall be followed at all meetings of the Club.

ARTICLE IX
Committees
The President with the approval of the Board of Directors shall have the power to appoint a Membership Committee and any other committees, including standing committees, necessary to carry out the Club’s business. The Membership and Nominating Committees shall comprise one (1) Board member, and one (1) Officer and three (3) appointed Active members in good standing.

ARTICLE X
Non-discrimination
Section 1. Nothing in these By-laws shall be construed to limit membership, eligibility to hold office, or participate in any of the Club’s activities on the basis of race, creed, color, national origin or sex.

ARTICLE XI
Amendments
Amendments. No part of these By-Laws shall be replaced or amended without written submission to the Board of Directors and ratification by a majority of members in good standing attending a general membership meeting.

Section 1. Each member in good standing shall be furnished a copy in writing of all proposed By-Law amendments no less than 15 or more than 45 days prior to the general membership meeting at which such amendments or revisions are to be voted upon.

Revised September 2000/mj
*Name changed from “Peninsula Press Club” to “San Francisco Pensinsula Press Club” by board vote on July 18, 2007