San Francisco Peninsula Press Club By-Laws
The name of the organization shall be the San Francisco Press Club* (a nonprofit organization).
The Mission of the San Francisco Press Club is to encourage excellence in journalism by providing training, grants, internships, scholarships and recognition for professionals and students in the Greater Bay Area. Our mission is driven by our belief in the First Amendment, integrity in reporting and the essential role of journalism in a democracy. “No government ought to be without censors; and where the press is free, no one ever will.”
Principal Offices and Fiscal Year
Principal offices shall be in San Mateo County, California with a fiscal year from July 1 to June 30.
Section 1. Eligibility: Membership in the San Francisco 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:
- Publishers, editors, editorial staff photographers of newspapers, magazines, electronic news media and other publications of general circulation;
- General managers, editorial staff members and staff photographers of television or radio stations, electronic media or wire services;
- Professors, instructors or lecturers employed in accredited schools, colleges, universities, departments of Journalism, Mass Communications or Public Relations;
- 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;
- Persons regularly engaged in public relations, and/or public affairs whose principal duties require contact with the news media or the public at large.
- 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.
- Professional journalists or public relations couples who both wish membership with separate listings in the membership roster.
- Professional journalists or public relations persons who are retired but wish to remain active in the association.
- 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 SFPC Membership Committee shall accept and review all membership applications and present them with recommendation, to the 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.
Board of Directors
Election, Management and Control
Section 1. The general affairs, funds and properties of the Club shall be managed and controlled (under nonprofit laws determined by the State of California and the government of the United States of America) by a Board of Directors comprising the President, Vice President, Secretary, Treasurer and several directors-at-large. The number of directors-at-large shall be determined annually by the Board of Directors. 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.
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. Tie 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 excuses 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. A simple majority of Board members present at a meeting shall constitute a quorum of the Board. Board members may participate in Board meetings via telephone, Skype or other electronic means. Directors are expected to attend meetings, participate in at least one committee, contribute to judging duties and seek potential board candidates.
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.
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.
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.
Persons who, in their business or professional capacity, serve as an important and continuing supporter as adjudged by the Board of Directors for their participation club projects and activities. Board Associates will not have voting authority within the Board of Directors.
Meetings and Elections
Section 1. Meetings: An annual membership meeting shall be held each calendar year on a day, hour and place to be determined by the Board of Directors. This meeting and subsequent voting can be conducted by digital or other electronic means. 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 email at least seven (7) days in advance 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. Candidates for the board of directors will be reviewed by the directors for consideration of an endorsement by majority vote. Each candidate will submit an essay of no more than 150 words before board consideration that confirms their background is appropriate as outlined in Article III Active Members points 1 through 5. The essay must include a statement detailing why the candidate wishes to serve on the board and what resources they have that may be useful to Club activities.
Section 2. Elections: At least eight (8) days prior to a General Election, the Board of Directors shall propose candidates for officers and directors, including any vacancies on the board.
Section 3. The Secretary shall be responsible for the preparation of ballots to be emailed to all members eligible to vote seven (7) days prior to the election. Space for write-in candidates shall be provided on the ballots. Ballots can be returned via email or in person at the annual meeting. The date of the deadline for return of ballots shall be included on the ballots.
Section 4. The Secretary shall serve as the teller of the election. The Secretary shall receive and tabulate the vote and make a report on the election to the Board of Directors via email the day following the election. The general membership shall be informed of the election results via email seven (7) days following the election. Publication on the Club’s website shall 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.
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.
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 sexual orientation.
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 via email 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.
Initially revised September 2000.
Name changed from “Peninsula Press Club” to “San Francisco Peninsula Press Club” by board vote on July 18, 2007
Last revised September 2018 by membership vote.