HAWAII EMERGENCY RADIO OPERATORS, Inc.
Constitution & Charter
Preamble:
We, the undersigned, wishing to secure for ourselves the pleasures and benefits of an association of like-minded persons commonly interested in radio communication, including, but not limited to Amateur Radio, do hereby ordain and establish this Constitution and declare ourselves the Hawaii Emergency Radio Operators, Inc., hereafter referred to as HERO.
The organization is organized exclusively for charitable, religious, educational, and scientific purposes under Section 501(c)(3) of the Internal Revenue Code, or corresponding Section of any future tax code.
The location of the principal office of HERO shall be in the City and County of Honolulu, State of Hawaii, and the address of its initial office is located at 98-1047 Oliwa Street, Aiea.
It shall be the purpose of HERO to further the exchange of information and cooperation between members, to promote radio knowledge, fraternalism and individual operating efficiency, and to so conduct club programs and activities as to advance the general interest and welfare of radio communications and Amateur Radio in the community, and be a refuge for patriotic, freedom-minded, preparedness-oriented radio operators that are dedicated to the safety, protection, and welfare of their families and service to their community.
Further, HERO shall have an objective of facilitating educational classes and training for its members and members of the community who are interested in radio communications, radio operator licensing, and especially the use of radios in emergency communications.
An important objective of HERO is to establish and maintain an island-wide radio-based communications Mesh Network system, as well as portable repeaters, that can be deployed quickly in an emergency.
HERO will also establish and maintain a D-Star repeater which is capable of operation in emergencies for local digital communications when the internet and/or power is out.
Article I.
Membership
Membership shall be open to any like-minded person who actively supports HERO’s purpose as set forth in this document and is interested in radio communications. Membership shall be described in and governed by the Bylaws. We reserve the right to decline membership to anyone the Board of Directors deems to not represent the goals and mission of this organization.
Article II.
Officers
Sec. 1. Offices
The officers of this club shall be President, Vice-President, Secretary, and Treasurer. The President, Vice President and Secretary shall also hold the position of Executive Director
Sec. 2. President, Vice President, & Secretary
The position of President, Vice President, and Secretary, if permanently vacated, shall be filled through a nomination and vote of the membership.
Sec. 4. Treasurer
The Treasurer shall be appointed by the President and Vice President and shall also hold the position of Director
Sec. 5. Call Sign Trustee
A member shall be designated by the President as the Amateur Radio License Trustee. The Trustee shall establish and maintain an Amateur Radio Club Station for the use of the licensed members of HERO, and shall carry out the duties designated by the FCC for the trustee of this station. In the event that the trustee can no longer perform the duties of Trustee, he shall designate another HERO member who holds an amateur license to apply to the FCC to succeed him as trustee. The President shall concur in the selection of this new Trustee.
Sec. 6. Other Officers
Such other officers as deemed necessary by the Board of Directors, may be provided as set for in the By-Laws of the club. Such additional officers shall be elected and, under the direction and control of the Board of Directors shall have and exercise all powers of the club as limited by law, this Charter or the By-Laws of the club.
Sec. 6. Election
Vacancies occurring of the officers of this club, other than that of Treasurer, shall be elected by ballot of the Voting Members, provided there be a quorum, as prescribed in the bylaws.
Sec. 7. Eligibility
In order to hold an office an individual must be a Voting Member in good standing for at least one year, be a resident of Hawaii, and hold a valid Amateur Radio license.
Sec. 8. Resignation
Any officer may resign his/her position in writing at which time all records and assets of the club will be turned over to the President or Vice President.
Sec. 9. Removal of Officers
Officers may be removed from office for cause, upon written petition of six (6) or more Voting Members presented to the President or Vice President.
After investigation if the Board of Directors finds there is sufficient cause, the petition will be presented to the membership at the next regular meeting of the club and a voted on by the membership. Removal of an officer requires a three-fourths vote of the full membership.
Article III.
Duties of Officers
Sec. 1. President
The President shall preside at all meetings, and conduct them according to the rules adopted. He/she shall enforce due observance of this Constitution and By-Laws; decide all questions of order; sign all official documents adopted by the club, and perform all other duties pertaining to the office of President.
Sec. 2. Vice President
The Vice-President shall assume all the duties of the President in his/her absence.
Sec. 3. Secretary
The Secretary shall keep a record of the proceedings of all meetings, keep a roll of members, submit membership applications, carry on all correspondence, read communications at each meeting, and email meeting notices to each member. At the expiration of his/her term he/she shall turn over all items belonging to the club to his/her successor.
Sec. 4. Treasurer
The Treasurer shall receive and receipt for all monies paid to the club; keep an accurate account of all monies received and expended; pay no bills without proper authorization (by the club or its officers constituting a business committee). At the end of each quarter he/she shall submit an itemized statement of disbursements and receipts. At the end of his/her term he/she shall turn over everything in his/her possession belonging to the club to his/her successor.
Article IV .
Meetings
The By-Laws shall provide for regular and special meetings. At General Membership meetings, a minimum of one-third of the Voting Members shall constitute a quorum for the transaction of business. For Board meetings, a quorum shall be not less than a majority of the Directors then holding office.
The Board of Directors shall meet at such time as may by them be determined to be in the best interest of the organization, but not less than once a year. Regular meetings of the organization shall be held at such times and places as may be determined in accordance with the By-Laws of the club. Members of the club shall meet at least once annually. Special meetings may be called by the President and shall be called by said President on written request of ten (10) active members filed with the Secretary within twenty (20) days of such request. Notice for a special meeting shall state the business of such meeting and no business expect the business stated in the notice shall be transacted. Notice of special meetings will be sent to the membership via email by the Secretary.
Article V.
Dues
The club, by majority vote of those present at any regular meeting, may levy upon the general membership such initial dues or assessments as shall be deemed necessary for the business of the organization. Non-payment of such initial dues or assessments shall be cause for expulsion from the club within the discretion of the membership. After the initial dues are assessed, future dues assessments shall be governed by the Bylaws.
Article VI.
Membership Assistance
The club, through designated Interference Resolution, Public Relations, and Operating Committees will provide technical advice to members concerning equipment design and operation to assist in frequency observance, clean signals, uniform practice, and absence of spurious signals from club member stations. The club shall also maintain a program to foster and guide public relations.
Article VII.
Club Call Sign
The club may elect to apply for a club Amateur Radio call sign as provided by FCC rules Part 97.
The President may assign trusteeship of the club call sign.
The Amateur Radio License Trustee shall: Be a member of the club in good standing, Meet FCC requirements, and not had his/her Amateur Radio license revoked or sanctioned by the FCC at any time.
Article VIII.
Dissolution of The Club
Section 1. Termination of Operations
In the event that the Board of Directors votes that the Club should be dissolved the motion for dissolution must receive more than two thirds vote of the full membership to pass.
Section 2. Disposition of Assets
Upon the dissolution of this organization, assets shall be distributed for one or more exempt purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code, or corresponding Section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose.
Article IX.
Amendments
The Constitution may be amended by a two-thirds vote of the total voting membership. Proposals for amendments shall be submitted in writing at a regular meeting and shall be voted on at the next following regular meeting, provided all members have been notified at least one month in advance by mail or email of the intent to amend the constitution at said meeting. The Bylaws may be amended by a majority vote of the Directors at a Regular or Special meeting called in accordance with the Bylaws.
Constitution adopted on 22 FEB 2022