CONSTITUTION AND BY-LAWS

 

 OF THE OCEAN COUNTY REPUBLICAN COMMITTEE

 

 

  

Frank B. Holman, III, Chairman

Barbara Lanuto, Vice-Chairwoman

 

 

PREAMBLE

 

THE MEMBERS OF THE OCEAN COUNTY REPUBLICAN COMMITTEE, PURSUANT TO THE PROVISIONS  OF NEW JERSEY STATUTES, TITLE 19, DO HEREBY ADOPT THE FOLLOWING CONSTITUTION  AND BY-LAWS TO GOVERN THE AFFAIRS OF SAID COMMITTEE.

ARTICLE I

 

NAME  AND  PURPOSE

 

SECTION 1.  NAME

 

1.1       The name of this organization is the Ocean County Regular Republican Committee, a political party committee pursuant to N .J .S.A. 19:5-3.

 

SECTION 2.  PURPOSE

 

2.1       This Committee shall have as its purpose the promotion of the principles and platforms of the Republican Party.

2.2       This Committee shall support the campaigns of Republican candidates in all county, state and national elections. It shall give such appropriate support and guidance, as it may be able to give, with respect to any municipal election within Ocean County.

 

2.3       This Committee, through the Board of Directors provided for in Article IV herein, shall direct the affairs and further the interests of the Republican Party in Ocean County

ARTICLE  II

 

COUNTY COMMITTEE MEMBER  REPRESENTATION

 

 

SECTION 1. REPRESENTATION BY ELECTION DISTRICTS

 

The Ocean County Republican Comrrrittee shall consist of two members, one male and one female, elected for each election district in the County, pursuant to the provision of Title 19 of New Jersey Statutes and these by-laws and constitution.

SECTION  2.QUALIFICATION AND ELIGIBILITY

 

2.1       No person shall be eligible for election to the Ocean County Republican Committee unless he or she shall be a registered Republican voter in the election district where he or she resides.

 

2.2       The members of the County Committee shall actually reside in the districts that they respectively represent.

 

2.3       The members of the County Committee shall at all times be a registered voter affiliated with the Republican Party and supp011the campaigns of Republican candidates in all local, county, state and national elections.

 

SECTION  3.TERM OF OFFICE

 

The members of the Ocean County Republican Comrrrittee shall take office on the first Saturday following their election, on which day the terms of all members of the County Committee theretofore elected shall terminate provided they are duly sworn at the next scheduled Committee meeting or convention. The term of office for the County Committee members shall be for four (4) years.

 

SECTION  4. VACANCY

 

4.1       When a member of the County Committee ceases to be a resident of the district from which elected, a vacancy on the County Committee shall exist.  Members of the County Committee may resign their office to the comrrrittee of which they are a member, and upon acceptance thereof by the committee a vacancy shall exist.  A vacancy in the office of a member of the County Committee, caused by death, resignation, failure to elect, removal for cause, or otherwise, shall be filled for the unexpired term by the municipal committee of the municipality wherein the vacancy occurs.

4.2       The Chairperson shall report to the county clerk any vacancies, resignations, and committee positions filled pursuant to R .S.19:5-2 or 19:5-3.  The report of a resignation shall be accompanied by a notarized letter of resignation signed by the resigning committee member or, if the resigning comrrrittee member fails to provide such a letter, by a notarized letter stating that the resignation has occurred signed by the Chairperson who shall also provide a copy thereof to the resigning member.  Notice of vacancies in the membership of a County Committee that are filled pursuant to R.S .19:5-2 or 19:5-3  shall be accompanied by a certificate of acceptance signed by the newly selected member.

4.3       The official list of the County Committee members and of the municipal committee chairs maintained by the county clerk shall be deemed to be a government record and only those County Committee members listed thereon seven (7) days prior to a selection to fill a vacancy and otherwise qualified to vote on the vacancy shall be entitled to vote on filling a vacancy pursuant to this section .

SECTION 5. REMOVAL FOR CAUSE

 

If a member violates these by-Jaws, a municipal committee  may conduct  a hearing to determine if removal for cause is appropriate.   If after a vote whereupon  a two-thirds majority of the whole municipal committee by way of resolution  has found cause for removal, said municipal committee shall notify County Committee within ten (I 0) days therein that they seek removal of a member for cause.  The affected member can request a hearing by the County Committee to determine if removal for cause is approp1iate. Written notice of the proposed  removal shall be given to the member to be removed by personal delivery or certified mail to the last known address of the member.  If the member objects to said removal, the affected member shall have the right to request a hearing by County Committee.   Said hearing request shall be sent by certified mail to County  Committee.  A hearing shall then be scheduled  no later than fmty five (45) days but no earlier then fifteen (15) days after said notice is received by County  Committee. Any member may be removed from County Committee .if after a hearing for removal for cause a resolution  is adopted by a two­ thirds (2/3) majority vote of the whole County Committee that the member has violated these by­ laws and removal is appropriate.   If removal is deemed approp1iate a vacancy shall exist.  If the member who is being removed fails to request a hearing within such time frame, the resolution  of the municipal committee shall be deemed approved and a vacancy shall exist.

ARTICLE  III

 

MEETINGS AND MEMBERS OF THE COMMITTEE

   

SECTION  1.  REORGANIZATION MEETING

 

The reorganization meeting of each County Committee shall be held on the first Tuesday  following the primary election whereupon  County Committee members are elected, except that when such meeting day falls on a legal holiday, then the said meeting shall be held on the day following, and when such meeting day falls on the day of a municipal runoff election within the county then said meeting may be held on the day following, at an hour and place to be designated  in a notice in writing to be mailed by the Chairperson  of the outgoing  County Committee to each member and member-elect, at which  meeting the members of such committee shall elect some suitable person as chairperson  and vice-chairperson  of the opposite sex of the chairperson  who shall be a resident of

such county to hold office for a term of four (4) years or until a successor  is elected.  The chairperson  of the outgoing County  Committee shall transmit, with the notice of the annual meeting, a copy of the constitution  and by-laws to any newly-elected committee member which may be provided by notifying those County Committee members about the availability of the by-laws on

the committee's web site.  The chairperson  and vice-chairperson shall perfonn all duties required by law and the constitution  and by-laws of such committee.

SECTION  2. REGULAR MEETINGS

 

There shall be regular meetings of the Ocean County Republican County Committee.

 

SECTION 3. PRESIDING OFFICERS OF MEETINGS OF MEMBERS

 

3.1       The Chairperson shall preside over all meetings.

 

3.2       In the absence of the Chairperson, the Vice Chairperson  shall be vested with the authmity  of the Chairperson.

 

SECTION  4. QUORUM

 

One-third  (l/3) of the County  Committee shall constitute a quorum for the transaction  of business at any meeting .

 

SECTION 5.  PLACE OF MEETINGS

 

The Chairperson may designate a place within Ocean County  as the place for any annual meeting or for any regular meeting of the Members.

SECTION  6. NOTICE OF MEETINGS

 

Unless otherwise  designated  in these by-laws, notice of the place, day and time of every meeting is to be made known through written notice to each individual committee member mailed via regular mail by the County  Chairperson  or his/her designee.  Such  notice shall state the purpose of the meeting.

 

 

 

SECTION 7.  SPECIAL MEETING TO FILL AN UNEXPIRED TERM

 

In the event the County  Committee must convene a special meeting under Title 19 to fill the unexpired  tenn of a Republican office holder, the Chairperson  may appoint a Committee on Procedures to draft rules for the special meeting.  The Committee on Procedures  shall consider

s uch matters as the means of voting, conditions  under which candidates can address  the County

Committee, floor demonstrations, signs, and other items related to politicking.

ARTICLE IV

 

OFFICERS AND  DIRECTORS

  

SECTION 1. ELECTION OF OFFICERS

 

The annual reorganization meeting of the Ocean County Republican Committee shall be held as per

Article III, Section 1 of these by-laws at which time the members shall elect the following officers:

 

A.   Chairperson;

 

B.   Vice Chairperson (of opposite sex of Chairperson); SECTION 2.  VACANCY OF OFFICERS

2.1       In the event of a vacancy in the office of the Chairperson, the Vice Chairperson shall convene a meeting of the County Committee within sixty (60) days ofthe  occurrence of the vacancy, at which time the Committee shall fill the vacancy for the unexpired term.

 

2.2        In the event of a vacancy occurring in any other office, the Chairperson shall designate a successor within thirty (30) days of the creation of the vacancy to fill the unexpired term

SECTION 3. APPOINTMENT OF EXECUTIVE DIRECTOR

 

3.1       The Chairperson may appoint an Executive Director, who shall serve at the pleasure of the Chairperson. The position of Executive Director shall be a salaried position.  Such salary shall be commensurate with the individual's skill and experience. The Executive Director shall:

 

A.  Be responsible for reviewing and sending correspondence at the direction of the

Chairperson;

 

B.  Notify the entire Committee of meetings and events;

 

C.  Maintain a directory of all Committee members including their home and work addresses, phone numbers and e-mail addresses;

 

D.  Assist the Chairperson in anyway necessary for the benefit of the Republican Party.

 

3.2       The Chairperson has the authority to establish such additional positions that may be necessary to carry out the Committee's  goals and responsibilities.

SECTION 4. ELECTION OF BOARD  OF DIRECTORS

 

The Committee shall have a Board of Directors consisting of the thirty three (33) municipal committee chairpersons, commonly known as the municipal leader. The Board of Directors shall also include the Officers of the Committee (i.e. the Chairperson, Vice-Chairperson).

ARTICLE V

 

GENERAL DUTIES  AND  RESPONSIBILITIES OF OFFICERS

   

SECTION 1. GENERAL  DUTIES OF THE CHAIRPERSON

 

The Chairperson shall:

 

A.   Preside at all meetings of the County Committee and meetings of the Board of Directors; B.   Enforce all rules of the County Committee;

C.   Have the power to create any committee deemed necessary or desirable to promote any activity

or purpose of the Republican Party of Ocean County;

 

D.   Designate Chairpersons and appoint members of all Committees and serve as an ex-officio member of all committees;

 

E.    Perform all duties required by law and by these By-Laws;

 

F.     Call meetings of the County Committee as he deems necessary, or upon the written request of thirty-five percent (35%) or more of the members.

SECTION 2.  GENERAL DUTIES OF THE VICE-CHAIRPERSON

 

The Vice-Chairperson shall, in the absence of the Chairperson or in the event of his inability to serve, shall assume all the duties and responsibilities of the Chairperson and shall serve in such capacity as the circumstances may require until a Chairperson is elected as provided in these By­ Laws. This person shall also serve ex-officio on all committees

ARTICLE VI

 

BOARD OF DIRECTORS  MEETINGS

   

SECTION 1. REGULAR MEETINGS

 

There shall be regular meetings of the members of the Board of Directors as called for by the

Chairperson, but in no event less than two (2) times per year .

 

SECTION 2. PLACE OF MEETINGS

 

The Chairperson shall designate the place within the State of New Jersey for said meetings.

 

SECTION 3. VOTING RIGHTS

 

3.1       Each Director shall be entitled to one ( 1) vote on each matter submitted to a vote of the

Board of Directors.

 

3.2       No vote by proxy by any person shall be allowed.

 

3.3       The Chairperson and Officers of the Committee shall be entitled to vote on all matters.

SECTION 4. VOTES REQUIRED

 

4.1       Whenever any action is be to taken by vote of the Directors, it shall be authorized by a majority of the votes cast at a meeting of the Board of Directors in which a quorum is present, unless a greater plurality is required by these by-laws and/or the laws of the State of New Jersey.

 

4.2       Sixty percent (60%) of the members shall constitute a quorum for any meeting of the Board of Directors.

ARTICLE VII

 

COMMITTEES

  

SECTION 1.  COMMITTEES

 

The Chairperson shall appoint such committees, as the Chairperson deems necessary to further the goals of the County Committee, in consultation with the Board of Directors

 

SECTION 2.  APPOINTMENT OF COMMITTEE MEMBERS

 

At least three (3) members of any committee established herein shall be appointed by the Chairperson from among the members of the County Committee unless otherwise required by these by-laws. All other members of said Committee and its chairperson may be appointed from among County Republicans at large.

SECTION 3.  ADVISORY COMMITTEE MEMBERS

 

There shall be created an Advisory Committee ( "Leaders") which shall consist of all elected Ocean County Republican office holders, whether serving in County, State or Federal office; the State Committeeman and State Committeewoman; the Republican Municipal Leader or Leaders of each municipality as designated by the respective Municipal Committee; and the President of each duly­ constituted Republican Club

ARTICLE  VIII

 

MUNICIPAL COMMITTEE MEMBER REPRESENTATION

 

 

SECTION 1.  REPRESENTATION

 

The members  of the municipal committees of political parties shall consist of the elected members of the County  Committee resident in the respective municipalities.

 

SECTION  2. TERM OF OFFICE

 

The members of the municipal committee shall take office on the first Saturday following their election as members of the County  Committee, on which day the terms of all members of such committees  theretofore elected shall terminate.

 

SECTION  3. MEETINGS

 

The annual meeting of each municipal committee shall be held on the first Monday  following the primary election for the general election, at an hour and place to be designated  in a notice to be given by the chairperson  of that municipal committee to each member and member-elect.

 

ARTICLE  VIII

 

MUNICIPAL COMMITTEE MEMBER REPRESENTATION

 

SECTION 1.  REPRESENTATION

 

The members  of the municipal committees of political parties shall consist of the elected members of the County  Committee resident in the respective municipalities.

 

SECTION  2. TERM OF OFFICE

 

The members of the municipal committee shall take office on the first Saturday following their election as members of the County  Committee, on which day the terms of all members of such committees  theretofore elected shall terminate.

 

SECTION  3. MEETINGS

 

The annual meeting of each municipal committee shall be held on the first Monday  following the primary election for the general election, at an hour and place to be designated  in a notice to be given by the chairperson  of that municipal committee to each member and member-elect.

SECTION 4. ELECTION OF CHAIRPERSON

 

The members of each committee shall elect some suitable person who shall be a resident of such municipality as chairperson. The chairperson  shall preside at all meetings of the committee, and

shall perform all duties required of him by law and the constitution  and by-laws of such committee.

 

SECTION  5. MUNICIPAL COMMITTEE  BY-LAWS

 

The municipal committee shall have power to adopt a constitution  and by-laws for its proper government.

 

SECTION  6. VACANCY

 

When  a member of a municipal committee ceases to be a resident of the district or unit from which elected, a vacancy on the committee shall exist. A member of a municipal committee may resign his office to the committee of which he is a member, and upon acceptance thereof by the committee a vacancy shall exist.  A vacancy in the office of a member of a municipal committee, howsoever caused, shall be filled for the unexpired term by the remaining members of the committee in the municipality in which the vacancy occurs

ARTICLE  IX

 

AMENDMENT OF BY-LAWS

  

SECTION 1.  AMENDMENT OF BY-LAWS

 

These By-Laws may be amended at any meeting of the County Committee by a vote of two-thirds (2/3) of those present and voting provided that written notice of any proposed amendment shall have been sent to each member no less than seven (7) days p1ior to the meeting at which the proposed amendment is to be voted upon.

ARTICLE X

 

ADOPTION

  

SECTION 1.  ADOPTION AND REVIEW OF BY-LAWS

 

1.1       These By-Laws shall take effect immediately upon adoption.

 

2.1       The By-Laws shall be reviewed on an annual basis and shall conform with all existing New

Jersey State Statutes.

ARTICLE  XI

 

CONSTITUTION AND BY-LAWS  PROVIDED TO COUNTY COMMITTEE

 

 SECTION 1.   REQUEST  FOR COPY OF CONSTITUTION  AND BY-LAWS

 

1.1       Any person elected or appointed to membership on the County Committee pursuant to R.S.l9:5-2 may request, in writing and by certified mail to the county Chairperson, such constitution or by-laws currently in effect. The committee member requesting the constitution or by-laws shall receive the constitution or by-laws within 48 hours of the receipt of the request by the Chairperson.  The Chairperson shall preside at all meetings of the committee and shall perform all duties required by law and the constitution and by-laws of such committee.

1.2       The Chairperson of the outgoing County Committee shall provide a copy of the constitution and by-laws to any committee member appointed pursuant to R.S.19:5-2 to fill a vacancy within three (3) business days of the committee member's selection.

SECTION  2. POSTING OF CONSTITUTION  AND BY-LAWS ON INTERNET.

 

The constitution and by-laws of the County Committee shall be posted and displayed on its Internet website, if the committee has a website.  A County Committee shall provide a copy of its

constitution and by-laws to the county board of elections of the county, and the constitution and by­

laws shall be posted and displayed on the county board's Internet website, if the county board has a

website.

ARTICLE  XII

 

LIABILITY INDEMNIFICATION AND INSURANCE

  

SECTION 1. NO PERSONAL  LIABILITY

 

The members of the Committee shall not be personally  liable for the debts, liabilities or obligations of the Committee.

 

SECTION  2. INDEMNIFICATION

 

The Committee may indemnify  a director, officer, employee, member or agent of the Committee against reasonable costs, disbursements, counsel  fees and liabilities in connection  with any proceeding involving such director, officer, employee, member or agent of the Committee  because of that person's present or former capacity as a director, officer, employee, member or agent of the Committee. Such person, however, shall not be indemnified  where the action or proceeding is based upon or arises out of his or her own intentional misconduct  in the pe1formance of his or her duties.

SECTION 3. INSURANCE

 

The Committee shall have the power to purchase  and maintain insurance on behalf of any director, officer, employee, member or agent of the Committee against reasonable costs, disbursements, counsel fees and liabilities asserted  by reason of such person's present  or former capacity as a director, officer, employee, member or agent of the Corporation, whether or not the Committee would have the power to indemnify  that person under these by-laws

ARTICLE XIII

 

PARTIAL  INVALIDITY

  

SECTION 1. INVALIDITY OR UNEFORCEABLITY

 

This Constitution  and By-laws shall be governed and construed  under the Laws of the State of New Jersey.  The invalidity or unenforceability  of any provision of these By-laws shall not affect the validity or enforceability of any other provision.