Log Cabin Republicans of Charlotte Bylaws


PREAMBLE

The members of the Log Cabin Republicans of Charlotte, a local Chapter of the Log Cabin Republicans serving gay Republicans and their allies in North Carolina, hereby adopt these Bylaws to better serve our Party, City, State, and Nation.

We aim to:

  1. Provide a network for Republicans, regardless of sexual orientation, to socialize, learn about candidates and issues, and mobilize to grow the Republican Party and win elections.
  2. Promote the principles of the Republican Party within the gay community and the general public.
  3. Support gay and ally candidates running for office.
  4. Educate Republicans about issues that impact the gay community.
  5. Educate the general public about the Republican Party and gay issues.

We affirm our commitment to the principles of the United States Constitution and the Bill of Rights, emphasizing individual rights, limited government, and equality under the law. We uphold free enterprise, private property ownership, individual rights, representative government, strong national defense, free trade, and fiscal responsibility.

ARTICLE I: NAME AND JURISDICTION

The organization shall be known as the "Log Cabin Republicans of Charlotte" (hereinafter referred to as “the Chapter” or “Charlotte Log Cabin Republicans” or “CLTLCR”). The Log Cabin Republicans is a Republican organization with Chapters throughout the United States. Membership in the Chapter is open to any registered Republican in North Carolina, with a primary focus on those residing in the Charlotte metro area, who adhere to the Chapter’s principles, purposes, and membership requirements, and are in good standing.

ARTICLE II: PRINCIPLES

  1. The principles of the Chapter are the same as those outlined in the Standing Rules and Bylaws of the Republican Party of North Carolina, to wit: We adhere to the precepts of our Nation’s Founding Fathers as reflected in the United States Constitution and the Bill of Rights, with particular emphasis upon the rights of the individual, limited governmental power, and equality under the law. We believe in the free enterprise economic system, private property ownership, individual rights, and representative government.
  2. In keeping with the rights of the individual and equality under the law, we affirm that no American should be discriminated against in employment, housing, public accommodations, taxation, or credit on the basis of sexual orientation, gender / gender identity, or any other arbitrary basis, and that all Americans, regardless of sexual orientation, are entitled to equal treatment under the law.
  3. Election integrity: We are committed to ensuring fair and transparent elections, advocating for policies that prevent fraud and uphold the integrity of the electoral process.
  4. Additionally, we believe in a strong national defense, free trade, and that the government at all levels must live within its means and not create an undue burden of debt to future generations of Americans.

ARTICLE III: PURPOSE

  1. Upholding the principles of equality under the law, individual rights, limited government, and a free enterprise system.
  2. Assisting Republican County Committees and the North Carolina Republican Party in party-building efforts such as fundraising, grassroots organizing, and Get Out The Vote (GOTV) activities.
  3. Growing the Republican Party through coalition building, media visibility, petition drives, and voter registration.
  4. Recruiting, developing, and supporting members for election to office and appointments to boards, commissions, and the judiciary.
  5. Endorsing Republican candidates for local office and recommending endorsements for state and federal offices.
  6. Educating Republican candidates and officeholders about issues that impact the gay community.
  7. Promoting Republican candidates, issues, and ballot measures within the gay community and the general public.
  8. Providing a network for gay Republicans and their allies to socialize, learn, and mobilize to grow the Party and win elections.
  9. Supporting legislation and ballot measures consistent with our principles.

ARTICLE IV: MEMBERSHIP

  1. Any registered Republican in the State of North Carolina or within reasonable driving distance to Charlotte, regardless of sexual orientation, who agrees with the purposes and principles in ARTICLE II of these Bylaws and pays the requisite annual dues as set by the Board of Directors of the Chapter, may join this Chapter as a regular voting member.
  2. Membership dues are classified as contributions under 501(c)(4) tax regulations and are non-refundable except in cases of membership rejection or administrative errors.
  3. The Board of Directors of the Chapter may increase or adjust annual dues for regular voting members under the following conditions:

a.       The Chapter will require an annual due of Fifty Dollars ($50.00). However, during the establishment of the Chapter, the Board of Directors may, at their discretion, reduce dues by up to half ($25.00) to encourage membership growth.

b.       Annual membership dues are due on the anniversary date of when the member joined.

c.       Members who pay the full amount of Fifty Dollars ($50.00) during the Chapter’s establishment phase, while the reduced rate is in effect, will be considered fully paid for a two-year period.

d.       Any future increase in dues above the standard Fifty Dollars ($50.00) must be approved by a two-thirds (2/3) majority vote of the Board of Directors at a duly noticed meeting. The total increase shall not exceed 100% of the current dues in any single fiscal year, unless a greater increase is approved by a majority vote of the general membership.

e.       The Board must provide written notice to all members of any proposed dues increase at least thirty (30) days prior to the vote, specifying the amount and rationale for the increase.

f.        Once approved, members must be notified of the dues increase no later than thirty (30) days before the new rate takes effect.

  1. The Board of Directors of the Chapter may set lower annual dues for regular voting members who are full-time students, First Responders, or Veterans at a percentage (e.g., 50%) of the base general membership dues.
  2. Members facing financial hardship may apply for a waiver of dues by corresponding with the Treasurer. The final decision will be at the discretion of the President.
  3. Members serving in the military may be exempted from dues upon application to the Treasurer and shall not be liable for dues when visiting Charlotte under orders.
  4. The Board of Directors may refuse or revoke membership of any individual for cause or for failing to comply with the membership requirements set in these Bylaws or for conduct detrimental to the Chapter.

a.       The dues or other monies (other than loans) collected from the individual whose membership has been refused will not be returned to the individual.

b.       A majority vote of the Board is required to reject or strip a member of membership; a subsequent vote will be needed to allow the individual to seek renewed membership.

  1. The Board of Directors may preclude or reject the inclusion in membership or association with the Chapter for reasons including, but not limited to, individuals known for extreme ideas and behaviors, bringing discredit to the Chapter in person, in print, or on social media (including posting or sharing negative or offensive content), serving on parole or probation upon conviction of a criminal offense, having been formally charged with a felony or serious misdemeanor, engaging in unethical behavior including malfeasance, fraud, or issuance of bad checks, for engaging in abusive and/or disorderly behavior in public or at meetings, or for endorsing any person other than a Republican in a race where there is a duly endorsed Republican candidate or any person other than a Republican where there is a Republican running in an open primary election.

ARTICLE V: RIGHTS AND RESPONSIBILITIES OF REGULAR VOTING MEMBERS

  1. Active Members of the Chapter have the right:
    1. to be notified of all regularly scheduled and emergency meetings and events of the Chapter and the regularly scheduled and emergency meetings of the Chapter’s Board of Directors, 
    2. to fully participate at membership meetings and events, to vote on amendments to the Bylaws, resolutions, candidate endorsements, and Chapter positions on legislation and ballot measures, 
    3. to run and serve as members of the Chapter’s Board of Directors,
    4. serve as an appointed delegate at a state or national Log Cabin Republicans convention or run and serve as a member of the local, state, or national Board of Directors, as appointed by the President,
    5. and to a periodic and transparent accounting of the Chapter’s finances.
  2. No Member of the Chapter shall be personally liable for the debts, liabilities, or obligations of the organization
  3. Members are expected to pay their dues in a timely manner and to conduct their Chapter activities in accordance with these Bylaws.
  4. An active member is described as having attended a minimum of two (2) general membership meetings or more than 50% of Chapter events over the prior 12 months.

ARTICLE VI: MEMBERSHIP AUDIT AND MEMBERSHIP DATABASE SOFTWARE

The Board of Directors will be responsible for maintaining an accurate list of members. The membership will be audited against the NC voter registration database, at least once annually, in February, to ensure the accuracy of the membership list. Upon request, the Chapter President will attest to the Mecklenburg County GOP the number of chapter members. The MeckGOP board requires 25 club members to maintain a club president position. Annually, or when requested, the Chapter will provide to the National Office of Log Cabin Republicans a self-certified membership list verifying that all regular voting members are currently registered Republicans. At the same time, the Chapter will also provide the National Office with a list of the current officers and the Chapter’s Bylaws. The current monthly financial report will be supplied if requested. The Chapter will subscribe to and use the membership database software prescribed by Log Cabin Republicans National.

ARTICLE VII: MEMBERSHIP MEETINGS

  1. The Chapter shall convene a minimum of three regular membership meetings annually, including an Annual Membership Meeting in August. During this annual meeting, the Chapter's elected officers will be chosen for two-year terms, and the Bylaws may be amended.
  2. There may be at least one candidate’s endorsement meeting per election cycle, which can replace a regular membership meeting, depending on the number of elections taking place in the County or Region where the Chapter holds its meetings.
  3. The Board of Directors will determine the venue within the Charlotte area for membership meetings and board meetings.
  4. Robert’s Rules of Order Newly Revised shall be the parliamentary authority for all procedural matters not otherwise provided for in these Bylaws.
  5. Special meetings of the membership may be called by the President or by a majority vote of the Board of Directors. Special meetings may also be called upon the written request of at least twenty-five percent (25%) of the regular voting members. Notice of any special meeting shall be given at least forty-eight (48) hours in advance.

ARTICLE VIII: QUORUM REQUIREMENTS

  1. Annual Meeting: A quorum will be established by the attendance of a simple majority of the total dues-paying regular members as of seventy-two (72) hours before the meeting being convened. The membership chair is responsible for maintaining the membership list and the Secretary, or another member of the Board present at the meeting, will determine the number of members for a quorum.
  2. Endorsement Meeting: A quorum will be established by the attendance of at least fifty-one percent (≥51%) or more of the dues-paying regular members or a simple majority of the total dues-paying regular members, whichever number is greater. The membership numbers will be certified by the Treasurer as of 30 days before the meeting is convened.
  3. To ensure fair representation and prevent potential manipulation of membership, no regular member may vote at an endorsement or membership meeting who has not previously attended more than half of the Chapter events or at least two of the regularly scheduled or emergency meetings of the Chapter in the preceding twelve (12) months. The Secretary will take the roll at every membership meeting and shall certify those members who are eligible to vote. The number of members required for a quorum will be established by the Treasurer, or another member of the Board, seventy-two (72) hours before the meeting being convened.
  4. Maintenance of Quorum: Once a quorum has been established by the Secretary or the President’s designate in the Secretary’s absence, the meeting will continue until adjourned whether a quorum remains in existence or not. However, no action item, Bylaws amendment, or endorsement may be voted on if a member challenges the presence of a quorum and the quorum is determined by the Secretary, or the President’s designate in the Secretary’s absence, to have been lost. In that case, the meeting may be recessed to regain the quorum or the vote on an action item, Bylaws amendment, or endorsement will be deferred to the next regularly scheduled or emergency meeting of the membership.
  5. Board of Directors Meetings: A quorum will be established by the attendance of a majority of the current officers and directors. For the purpose of an individual serving dual roles, i.e. Secretary and Treasurer, that individual counts as 1 towards meeting quorum requirements. Proxies are not allowed. Any other person may attend a Board meeting at the invitation of the presiding officer.

ARTICLE IX: VIRTUAL MEETINGS

  1. The Chapter may hold membership meetings and Board of Directors meetings via electronic platforms, such as Zoom or similar digital options, to facilitate participation when in-person attendance is not feasible.
  2. Virtual meetings shall be considered valid and official if all participants can hear each other simultaneously, and all other requirements for meetings, such as notice and quorum, are met.
  3. Notice of any virtual meeting must include clear instructions for accessing the digital platform and participating in the meeting.
  4. Any votes or decisions made during a virtual meeting shall carry the same authority as those made during in-person meetings, provided that all participants have been given the opportunity to vote or express their views.
  5. The meeting may be recorded only by a member of the Board of Directors, and such recordings shall be used solely for the purpose of keeping accurate records and minutes.
  6. The minutes of the virtual meeting shall reflect that the meeting occurred via a digital platform and include a record of attendance and the decisions made.

ARTICLE X: BOARD OF DIRECTORS

  1. Composition: The Chapter shall have at least five positions: President, Treasurer, Secretary, Membership Chair, and Events Chair.
    1. One additional position, Member At Large, may be appointed any time by unanimous vote of the board. The term of the position will not exceed the term of the appointing board.
    2. The Treasurer or Secretary positions can be held concurrently by the same individual holding another board position.
    3. The minimum number of directors may be modified through amendments to these Bylaws.
  2. Initial Composition. To meet minimal qualification for Chapter establishment, the Chapter shall have at least three positions: President, Treasurer, and Secretary.
    1. The Treasurer position can be held concurrently by the same individual holding another board position.
    2. All board positions shall be appointed by the founding member.
    3. The term of the initial board will end one year following the launch of the Chapter.
  3. Terms: Following the initial appointment term ending one year after the Chapter was launched, the terms of each Board of Directors member will be two years.
    1. Terms begin on September 1 and conclude on August 31.
    2. With the exception of the original appointment term, no member may serve more than eight consecutive years in an elected position on the Board.
    3. The term for the appointed Member At Large is determined by the President or the majority of the Board and will not exceed the term of the current board by which the person was appointed.

4.       Contracts and Expenditure of Funds. The Board of Directors shall have exclusive authority to sign contracts and instruments or expend funds and resources on behalf of the Chapter. The Board of Directors is forbidden from doing business with any company owned by a member of the board or their immediate family.

5.       Duties of Board Members:

a.       The President shall:

i)         Preside at all meetings of the members.

ii)       Be the Chief Executive Officer of the Chapter and shall ensure all orders and resolutions of the membership and the Board of Directors are carried into effect.

iii)      Appoint all committees and shall be an ex-officio member of all chapter committees.

iv)      Be the official spokesperson for the Chapter.

v)       Represent the Chapter at Republican and community events, forums, meetings, and state or national Log Cabin Republicans convention, or events hosted by other Log Cabin Republican Chapters or Log Cabin National.

vi)      Represent the Chapter as a member of the county and or district GOP board.

b.      The Membership Chair (First Vice President) shall:

i.       Assume the duties of the President in the event of the President’s absence or inability to serve.

ii.      Serve as chair of the Membership Committee.

iii.    Be responsible for membership development and retention.

iv.    Serve as the initial point of contact for those expressing interest in the Chapter.

v.       Actively recruit new members to the Chapter.

vi.    Maintain and validate, minimally annually, the Chapter membership list.

vii.   Ensure a quorum exists at all membership and endorsement meetings.

viii. Actively and positively promote Log Cabin Republicans.

c.       The Events Chair (Second Vice President) shall:

i.       Act as President in the event of the absence of the First Vice President and President.

ii.      Organize and schedule events for the Chapter.

iii.    Recruit speakers for events.

iv.    Actively and positively promote Log Cabin Republicans.

d.      The Secretary shall:

i.       Keep the minutes of all meetings of the membership and the Board of Directors.

ii.      Work with Membership chair to maintain an accurate membership list.

iii.    Assist the President in preparing meeting agendas and meeting scheduling.

iv.    Conduct correspondence as directed by the President or the Board of Directors.

v.      Maintain all records of the Chapter.

vi.    Provide notice of meetings and events to the membership.

vii.   Assist with the preparation of newsletters, press releases, digital media, and other communications or media required for the functioning of the Club.

e.        The Treasurer shall:

i.       Be responsible for all funds of the Chapter.

ii.      Keep an accurate record of all financial transactions.

iii.    Prepare a financial report for each meeting of the Board of Directors and an annual financial report for the membership.

iv.    File all required financial reports with the appropriate government agencies.

v.      Complete a full reconciliation of the records when the position is transitioned to another board member.

f.        The Member At Large shall:

i.        Perform duties as assigned by the President or the Board of Directors.

  1. Meetings of the Board of Directors. The Board of Directors shall meet at least once a month, in person or online. Special meetings of the Board may be called by the President or by a majority of the Board members. Notice of any special meeting shall be given at least forty-eight (48) hours in advance.
  2. Quorum. A quorum of the Board of Directors shall consist of a majority of its members. No proxy voting is permitted.
  3.  Removal. Any member of the Board of Directors may be removed from office for cause by a two-thirds vote of the entire Board. Cause for removal includes, but is not limited to, failure to attend three consecutive meetings without a valid excuse, malfeasance, or conduct detrimental to the Chapter. The removed board member will maintain a position of general member of the Chapter who’s standing is governed by the ARTICLE IV: Membership of these Bylaws.
  4. Vacancies. Vacancies on the Board of Directors shall be filled by a majority vote of the remaining members of the Board. The person elected to fill a vacancy shall serve for the remainder of the unexpired term. In the event of a vacancy, should the remaining term be any less than 60 days from the December Annual Membership Meeting, it shall not count as a term.

ARTICLE XI:   ELECTION OF THE BOARD OF DIRECTORS

  1. The Board of Directors will be elected at the Chapter’s annual membership meeting in August, every odd year.
    1. The date may be moved up 1 month or delayed 1 month for extraordinary circumstances.
    2. Elections will be held at a reasonable location accessible to a majority of paid members.
  2. The Board will set procedures for conducting that year’s election, including voting methods, absentee ballots, and other relevant voting procedures that will maintain election integrity.
    1. Procedures and notice of the election date will be provided to paid members via email at least three (3) weeks prior to the date by the Board.
    2. Nominations for board positions will be accepted from the floor during the Annual Membership Meeting. Members may self-nominate or be nominated by another member.
  3. Each member may only run for and hold one seat, unless the position of Treasurer is combined with another board position for that term.
    1. Votes will occur by secret ballot.
    2. Each paid member is entitled to one (1) vote for each seat.
  4. The positions in Article X.5 will be voted on individually, in the order listed.
    1. No regular voting member nominated for any of the offices will be elected without accepting his or her nomination, and being elected by a majority of the members who cast secret ballots. One may self-nominate for a position.
    2. If more than two candidates run for an office, and no candidate receives a majority on the first ballot, the candidate with the fewest votes will be eliminated, and a second ballot will be held immediately following announcement of the results.
    3. A no-confidence option should be included on the ballot for races that are uncontested. If the unopposed candidate doesn’t receive a majority of the votes of the ballots cast, the office will be voted upon at the next regularly scheduled membership meeting.
    4. If any seat remains vacant because the requisite number of officers were not elected at the annual membership meeting or if the seat becomes vacant due to resignation or removal from the board, that seat or seats will be voted upon at the next regularly scheduled membership meeting.

ARTICLE XII: DESIGNATED SURVIVOR POLICY

1.       The Chapter line of succession is the order in which officials of the Elected offices assume the powers and duties of the office of president of the Board if the incumbent president becomes incapacitated, dies, resigns, or is removed from office and a special election cannot be organized.

  1. The order of succession specifies that the office passes to the vice president; if the vice presidency is simultaneously vacant, or if the vice president is also incapacitated, the powers and duties of the presidency pass to the treasurer; if the treasurer is simultaneously vacant, or if the vice president is also incapacitated, the powers and duties of the presidency pass to the Secretary.
  2. If there are no elected officials able to assume the office of the president, the powers, and duties of the presidency pass to the longest sitting appointed board member on the Board of Directors.

ARTICLE XIII: COMMITTEES

  1. Standing Committees. The Chapter may have the following standing committees:
    1. Membership Committee: Responsible for recruiting new members and retaining existing members.
    2. Events Committee: Responsible for planning and coordinating all Chapter events. Will work with other GOP clubs in building coalition opportunities.
    3. Social Committee: Responsible for overseeing the public relations and social media presence of the Chapter.
    4. Political Action Committee: Responsible for coordinating the Chapter’s political activities, including endorsements and candidate support.
  2. Special Committees. The President, with the approval of the Board of Directors, may appoint special committees as needed to carry out specific tasks or projects that are not within the scope of the standing committees. These may include but are not limited to:
    1. Ad Hoc Committees: Formed to address temporary issues or tasks. Once the task is completed, the committee is dissolved.
    2. Task Forces: Established to focus on particular areas of interest or concern that require specialized attention.
    3. Event-Specific Committees: Created to plan and execute particular events that fall outside the purview of the standing Events Committee.
    4. Investigation Committees: Formed to investigate and report on specific matters of interest to the Chapter.
    5. Outreach Committees: Established to extend the Chapter’s reach into specific communities or to address particular issues of interest to those communities.
    6. Strategic Planning Committees: Tasked with developing long-term plans and strategies for the Chapter’s growth and effectiveness.
  3. Committee Chairs. The chairs of all committees shall be appointed by the President with the approval of the Board of Directors and shall serve at the pleasure of the President.
  4. Committee Meetings. Committees shall meet as needed to carry out their duties. The chairs of the committees shall provide regular reports to the Board of Directors on the activities of their committees.

ARTICLE XIV: ENDORSEMENTS

  1. Candidate Endorsements
    1. At an Endorsement Meeting, the membership may endorse candidates for local or regional non-partisan offices. These endorsements are regardless of the party affiliation of the candidates, provided that no Republican candidate has qualified for the local ballot. All candidates seeking the Chapter’s endorsement must agree with the purposes and principles of the Chapter. If a Republican candidate is running on a slate with non-Republicans for non-partisan office with multiple seats (e.g., judges, city council members, or county supervisors elected at large) and requests the Chapter’s endorsement of the slate, the Chapter may endorse the slate, provided any Republican candidate or candidates not on the slate are also running for those respective seats.
    2. County or State-wide Endorsements - Upon a majority vote of the membership, the Chapter may recommend to the Chapter Board the endorsement of any Republican candidate for county or state partisan office (county-wide or state-wide office board or legislature) within the region.
    3. National Endorsements - Upon a majority vote of the membership, the Chapter may recommend to the National Board of Log Cabin Republicans via the Charlotte Board the endorsement of any Republican candidate for national office (President/Vice President, United States Senator, or the U.S. House of Representatives).
    4. At its discretion, the Chapter’s Board of Directors may require candidates seeking the Chapter’s endorsement to complete a questionnaire, approved by the Board, by a particular deadline prior to considering the candidate for endorsement. If required, the questionnaire must be required of all candidates for the same office seeking the Chapter’s endorsement.
  2.  Ballot Measures
    1. The membership may also endorse, oppose, or make no recommendation on any local or regional ballot measure that has qualified for the ballot or any local initiative which requires signatures to qualify for the ballot.
    2. The membership may recommend to the Chapter Board to endorse, oppose, or make no recommendation on any county-wide or state-wide ballot measure which has qualified for the ballot or any county-wide or state-wide initiative which requires signatures to qualify for the ballot.
  3. Minimum Required Vote
    1. To receive an endorsement or a recommendation for endorsement, a candidate must receive the affirmative votes of 60% of the total ballots cast by regular members or the hand vote of 60% of the regular members present and voting.
    2. To receive an endorsement recommending either Yes or No on a ballot measure or initiative, the recommendation must receive 60% of the total ballots cast by regular members or the hand vote of 60% of the regular members present and voting. Members will be asked to vote in favor of the measure, opposed to the measure, or for “no recommendation.” Abstentions and members not voting will not be counted against the total votes cast in determining the 60% threshold.
  4. Board of Directors Endorsements
    1. The Board of Directors may choose to endorse a candidate or ballot measure on behalf of the Chapter, bypassing an endorsement vote of the Members as outlined above, if all of the following is met:

i.       If a candidate is running in a partisan election, the candidate is a Republican; or, if a ballot measure, the North Carolina Republican Party has not publicly opposed the measure;

ii.      The endorsement would not violate these Bylaws (apart from the Membership vote requirement), any applicable election law, or a publicly stated position of the national organization of the Log Cabin Republicans;

iii.    The current Board of Directors was initially appointed or was duly elected within the past twelve (12) months and its composition is exactly the same as it was pursuant to that election (i.e., all Board Members remain on the Board);

iv.    The Board of Directors unanimously votes in favor of the endorsement; and

v.      The Board of Directors notifies the Members of the endorsement within seventy-two (72) hours of the endorsement vote.

    1. Election Code. Under no circumstances may the Chapter or any of its Board of Directors advocate that the voters should not vote for the nominee of the Republican Party for any office, or give support or avow a preference for a candidate of another party or candidate who is opposed to a candidate nominated by the Republican Party. The foregoing shall not prevent the Chapter from withholding its endorsement of a given candidate.

ARTICLE XV: NOT-FOR-PROFIT CORPORATION

  1. Compliance with State Law
    1. The Chapter shall be organized and operated as a not-for-profit corporation under the laws of the State of North Carolina. For example, meeting IRS reporting requirements (e.g., Form 990) and annual financial audits.
    2. The Chapter shall comply with all statutory requirements for maintaining its status as a not-for-profit corporation, including filing annual reports and keeping current and accurate records.

ARTICLE XVI: RESTRICTIONS ON ACTIVITIES

  1. The Chapter shall conduct all its activities within the restrictions established by Section 501(c)(4) of the Internal Revenue Code of 1986 as amended and the regulations relating thereto as issued by the Department of the Treasury.
  2. The Chapter’s assets are irrevocably dedicated to social welfare purposes. No part of the net earnings or assets of the Chapter shall inure to the benefit of any Director, Officer, member, or other private individual or corporation established for profit.
  3. The Chapter shall not participate or intervene in any political campaign (including publishing or distributing statements) on behalf of or in opposition to any candidate for public office.
  4. Conflict of Interest:
    1. Any officer or director having an interest in a contract or other transaction presented to the Board of Directors for authorization, approval, or ratification shall give prompt, full, and frank disclosure of his or her interest to the Board of Directors prior to its acting on such contract or transaction.
    2. The body to which such disclosure is made shall thereupon determine by majority vote whether the disclosure shows that a conflict of interest exists or can reasonably be construed to exist. If a conflict is deemed to exist, such person shall not vote on nor use his or her personal influence on nor participate in the discussions or deliberations with respect to such contract or transaction. The minutes of the meeting shall reflect the disclosure made, the vote thereon, and where applicable, the abstention from voting and participation, and whether a quorum was present.

ARTICLE XVII: ASSOCIATION WITH UNWELCOME ORGANIZATIONS

  1. Neither the Chapter nor its officers shall in any way cooperate with unwelcome organizations in promoting, arranging, or facilitating their meetings, their hospitality functions, or the presence of individuals representing the interests of such organizations at the meetings of the Chapter.
    1. These are organizations whose express purposes and/or activities are inimical or hostile to or in direct contradiction with Republican philosophy and principles.
    2. Sponsorship of such groups as "Republicans for <Democratic Candidate>” exhibiting high levels of campaign spending on behalf of opponents to Republican candidates and/or routine opposition to Republican candidates, nominees, and/or ballot issues shall constitute prima facie evidence of hostility to Republican philosophy and principles.
  2. However, the Chapter may form coalitions with any unwelcome organization on specific local issues or causes that advance the principles and purpose of the Republican Party.

ARTICLE XVIII: AMENDMENTS

  1. Proposal: Amendments to these Bylaws may be proposed by any regular voting member of the Chapter.
    1. Notice: Proposed amendments must be submitted in writing to the Secretary at least thirty (30) days before the meeting at which they will be considered. The Secretary will then include the proposed amendments in the meeting agenda and notify all regular voting members of the Chapter.
  2. Adoption: Amendments to these Bylaws shall be adopted by a two-thirds vote of the regular voting members present at a duly noticed meeting of the Chapter, provided a quorum is present.
  3. Between Annual Meetings: Between annual membership meetings, the Bylaws may be amended upon a two-thirds vote of all members present and voting at a regularly scheduled membership meeting having a quorum. These Bylaws cannot be amended at an emergency membership meeting.
  4. Submission to National Office: Amended Bylaws will be submitted to the Director of Chapter Operations at the Log Cabin Republicans National Organization for review and record-keeping.

ARTICLE XIX: MISCELLANEOUS PROVISIONS

  1. Non-Discrimination. The Chapter shall not discriminate against any person on the basis of race, color, religion, sex, sexual orientation, gender identity, national origin, age, disability, or any other characteristic protected by law. This non-discrimination policy applies to all activities of the Chapter, including but not limited to membership, employment, volunteer participation, and the selection of vendors and contractors.
  2. Parliamentary Authority. The rules contained in the current edition of Robert’s Rules of Order Newly Revised shall govern the Chapter in all cases to which they are applicable and in which they are not inconsistent with these Bylaws and any special rules of order the Chapter may adopt.
  3. Indemnification. The Chapter shall indemnify its officers and directors to the fullest extent permitted by law against expenses (including attorneys’ fees), judgments, fines, and amounts paid in settlement actually and reasonably incurred in connection with any action, suit, or proceeding, whether civil, criminal, administrative, or investigative, arising out of their service to the Chapter.
  4. No Chapter meeting shall be recorded via video or audio without the explicit permission of the presiding officer. No recordings shall be posted on social media or any other public platforms.
  5. Fiscal Year. The fiscal year of the Chapter shall begin on January 1 and end on December 31 of each year. The Treasurer will complete a full audit and reconciliation of the accounts at the close of each fiscal year and when the Treasurer position transitions to another individual.
  6. Books and Records. The Chapter shall keep correct and complete books and records of account and shall also keep minutes of the proceedings of its members, Board of Directors, and committees having any of the authority of the Board of Directors.
  7. All contracts and agreements authorized by the Board and all notes, drafts, checks, acceptances, orders for the payment of money, and negotiable instruments obligating the Chapter for the payment of money shall be signed by the President, or at his or her destination, at least one officer of the Chapter who is not the Treasurer or by such other number of officers or employees as the President may from time to time direct.
  8. All funds of the Chapter not otherwise employed shall be deposited promptly to the credit of the Chapter in the bank account established for the Chapter, or in such banks, trust companies, or other depositories as the Board or, if authorized by the Board to do so, the President or Treasurer may direct.
  9. For the purpose of making such deposit, any checks, drafts, and other orders for the payment of money which are payable to the Chapter may be endorsed, assigned, and delivered by any officer of the Chapter or in such manner as may from time to time be determined by the Board.
  10. Expenses incurred by members of the Board, or a general member upon request of the Board, for Chapter business, will be reimbursed in a reasonable and timely manner.
  11. No loans shall be contracted for on behalf of the Chapter and no evidence of indebtedness shall be issued in the name of the Chapter unless authorized by a resolution of the Board. Such authority may be general or may be confined to specific instances. No loans shall be made by the Chapter to its directors or officers.
  12. No part of the earnings of the Log Cabin Republicans of Charlotte shall inure to the benefit of, or be distributable to, its incorporators, directors, officers, or other private persons, except that the Chapter shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in these Bylaws.

ARTICLE XX: DISSOLUTION

  1. Procedure. The Chapter may be dissolved by a two-thirds vote of the regular voting members present at a duly noticed meeting of the Chapter, provided a quorum is present.
  2. Distribution of Assets. Upon the dissolution of the Chapter, the Board of Directors shall, after paying or making provision for the payment of all liabilities of the Chapter, dispose of all assets of the Chapter exclusively for the purposes of the Chapter in such manner, or to such organization or organizations organized and operated exclusively for charitable, educational, religious, or scientific purposes as shall at the time qualify as an exempt organization or organizations under Section 501(c)(3) or 501(c)(4) of the Internal Revenue Code, as the Board of Directors shall determine.
  3. Notification. The National Office of Log Cabin Republicans shall be notified in writing of the dissolution of the Chapter and the disposition of its assets.

ARTICLE XXI:   ADOPTION AND AMENDMENT OF THE BYLAWS

  1. These Bylaws will be adopted by a simple majority vote at the next membership meeting of the Chapter following their adoption and distribution by Log Cabin Republicans of Charlotte.  They may be amended to fit local needs prior to adoption.  
  2. Once adopted they may be amended by simple majority at the Chapter’s Annual Membership Meeting.   Between Annual membership meetings, the Bylaws may be amended upon a 2/3 vote of all members present and voting at a regularly scheduled membership meeting having a quorum.  
  3. Minor changes to the Bylaws may be amended at an emergency membership meeting.  Bylaws amendments must be submitted to the membership at least thirty (30) days in advance of the meeting where they will be considered. 
  4. Amended Bylaws will be submitted to the Secretary of Log Cabin Republicans of Charlotte for ratification by the Board of Directors at their next regularly scheduled meeting.

SECRETARY’S CERTIFICATE OF ADOPTION OF BYLAWS

I hereby certify that I am the duly elected and acting Secretary of Log Cabin Republicans of Charlotte, and that the foregoing Bylaws constitute the Bylaws of said Log Cabin Republicans of Charlotte as duly adopted as of August 1, 2024