Cleveland Democratic Socialists of America Bylaws
1. NAME: The name of this organization is the Cleveland Democratic Socialists of America, an Ohio not-for profit social welfare corporation. (Hereinafter, Cleveland DSA)
2. PURPOSE. The Cleveland Democratic Socialists of America seeks to facilitate the transition to a truly democratic and socialist society, one in which the means and resources of production are democratically and socially controlled. Along with the national Democratic Socialists of America, we agree that:
We are socialists because we reject an economic order based on private profit, alienated labor, gross inequalities of wealth and power, discrimination based on race and sex, and brutality and violence in defense of the status quo. We are socialists because we share a vision of a humane social order based on popular control of resources and production, economic planning, equitable distribution, feminism, racial equality and non-oppressive relationships. We are socialists because we are developing a concrete strategy for achieving that vision, for building a majority movement that will make democratic socialism a reality in America. We believe that such a strategy must acknowledge the class structure of American society and that this class structure means that there is a basic conflict of interest between those sectors with enormous economic power and the vast majority of the population. (Democratic Socialists of America, Constitution, Article II.)
3. NATIONAL AFFILIATION: Cleveland Democratic Socialists of America is a local chapter of the national organization Democratic Socialists of America (hereinafter, DSA).Cleveland DSA is governed by the Constitution and Bylaws of the national organization and by the bylaws detailed herein.
4. GEOGRAPHICAL SCOPE: Cleveland DSA will organize members within the Cleveland Metropolitan Statistical Area (MSA), inclusive of Cuyahoga, Lake, Geauga, Medina, and Lorain Counties in the State of Ohio.
5. BRANCHES: Ten or more members in a specific location may petition the membership to establish a branch in any of the counties or specific cities included in the geographical scope of Cleveland DSA.
Branches will receive a charter from Cleveland DSA specifying the scope of their operations, the rights and privileges of branches within Cleveland DSA, and the conditions and procedures for their dissolution.
6. MEMBERS: A member of Cleveland DSA is any member in good standing of the national DSA who resides within the geographical area of Cleveland DSA.
Members in good standing shall have full voting privileges and may hold any office, serve as a chair or member of any committee, and may bring business before the membership at any time.
DSA Members in good standing who live outside the geographical area of Cleveland DSA may elect to be members of Cleveland DSA provided they are not active members of another chapter or organizing committee within DSA. Members in good standing of any YDSA chapter within the geographical area of Cleveland DSA hold full rights and privileges as members of Cleveland DSA.
Any member of the public who supports the mission and purpose of Cleveland DSA may participate in the activities and organization of Cleveland DSA, but may not vote, hold office, or chair a committee.
7. DUES: The Membership shall determine any local Dues or Pledges, which shall be separate from dues paid to national Democratic Socialists of America. Members who pay local dues or pledges are granted no additional rights or privileges, nor may any separate classes of membership be established.
1. GOVERNANCE: Cleveland DSA is governed and led by the democratic participation of its Membership. The Membership exercises governance through regular General Meetings. A Steering Committee described below shall be elected, and the Steering Committee, officers, other agents, and committees are charged with the execution of decisions of the membership.
2. MEETINGS OF THE MEMBERS: Public meetings of the members shall be held on a regular basis, at minimum quarterly. An annual meeting or convention may be called by a motion of the Membership.
3. QUORUM: A quorum for General Meetings shall consist of fifteen (15) members in good standing.
4. NOTIFICATION OF MEETINGS: Membership will be notified of general meetings at least one week in advance. The Steering Committee shall set the agenda for public meetings, and provide Membership with the agenda and notification of any new business added by the Steering Committee or its officers. Notification of meetings, new business, and elections shall be made by any means of communication authorized by the membership.
5. PARLIAMENTARY AUTHORITY: The Rules contained in the current edition of Robert’s Rules of Order, Newly Revised shall govern Cleveland DSA in all cases to which they are applicable and in which they are not inconsistent with these bylaws and any special rules of order Cleveland DSA may adopt.
6. VOTING AND ELECTIONS: Elections will be held for Officers, At-Large members of the Steering Committee, Delegates to national, regional, or state conventions, and any other office created by the Membership. Any and all members in good standing are eligible to vote, nominate candidates, or hold office.
The Steering Committee shall take all measures to ensure the greatest participation of membership.
Elections shall be held by secret ballot.
Elections will be supervised by an Election Committee consisting of the Treasurer, Secretary, and an At-Large Member of the Steering Committee or other designated member of Cleveland DSA. The Election Committee will present election rules for the approval of the Membership, prepare ballots, count and read the ballots, and present the results to the meeting chair and the Membership as a whole.
7. STEERING COMMITTEE: The Steering Committee shall be elected by the Membership to execute the decisions of Membership and administrative duties required for the operation of Cleveland DSA. The Steering Committee shall ensure that Cleveland DSA meets all requirements of the National DSA specified in the DSA Constitution and Bylaws and shall ensure communication between Cleveland DSA and the national organization.
The Steering Committee shall include officers and At-Large Members elected by the Membership. The Membership will determine the number of At-Large Members to be elected.
Branches of Cleveland DSA, if any, will supervise the election or appointment of a delegate who will be a full member of the Steering Committee with all the rights and duties of any Officer or At-Large Member.
The Steering Committee will elect a chair and determine the term of the chair’s office.
Each Officer and At-Large Member of the Steering Committee will serve a term of one year, or until a successor is elected. Elections shall be held in December and the beginning and ending of terms will correspond with the fiscal year.
A quorum of for conducting business of the Steering Committee shall consist of two-thirds of its members.
The Steering Committee shall meet at least four times a year, and meetings of the Steering Committee will be announced to and open to the attendance of all members in good standing
8. TREASURER: The Treasurer shall, as directed by the Steering Committee, have care and custody of the general funds, securities, properties, and assets of Cleveland DSA.
The Treasurer shall ensure that the funds and securities shall be deposited in the bank(s), trust companies or depositories designated by the Steering Committee. At the direction of the Steering Committee, the Treasurer will ensure disbursement and disposal of the same, taking proper voucher for such disbursements.
The Treasurer will ensure that accurate books of account are kept in accordance with commonly accepted accounting principles, recording therein the amount of all monies, funds, securities, properties and assets in the Treasurer’s custody, wherever located, and showing the amount of disbursement made and the disposition of properties. The Treasurer shall exhibit said books and records when required by the Steering Committee, Members, or government agency of appropriate regulator jurisdiction pursuant to law.
The Treasurer shall also be responsible for the collection of any local dues or pledges.
If requested or required by the Membership or Steering Committee, the Treasurer shall prepare and present a yearly financial report
The Treasurer shall sign or countersign all certificates, contracts, or other instruments of Cleveland DSA with the approval of the Steering Committee except where otherwise designated in these bylaws.
The Treasurer shall provide reports as needed to the National Office or National Political Committee of DSA concerning the financial status of Cleveland DSA, and ensure the completion of all appropriate reporting to local, state, or federal agencies.
9. SECRETARY: The Secretary shall be custodian of all Cleveland DSA records. The Secretary shall ensure that the minutes are kept of the meetings of the Steering Committee and of the general membership and shall ensure that the minutes are distributed in a timely manner.
The Secretary shall see that all notices are duly given in accordance with the provisions of these Bylaws or as required by law. The Secretary shall provide reports as needed to the National Office or National Political Committee of DSA concerning the records and activities of Cleveland DSA.
The Secretary shall keep a register of the address, phone number and e-mail address of each member of the Steering Committee, which shall be furnished to the Secretary by each Steering Committee member. The Secretary shall, in general, perform the duties incident to the office of Secretary and such other duties as are from time to time assigned by the Steering Committee.
10. MEMBERSHIP COORDINATOR: The Membership Coordinator will be elected by membership to operate as a separate entity outside of but in cooperation with the steering committee. The Membership Coordinator shall ensure that records are kept of Cleveland DSA membership and shall provide reports as needed to the National Office or National Political Committee of DSA concerning the membership of Cleveland DSA.
The Membership Coordinator shall be responsible for outreach and communication with new members, inquiries concerning membership or interest in Cleveland DSA, and any other tasks concerning growing, maintaining, or enhancing membership determined by the Steering Committee or the Membership as a whole.
11. AT-LARGE MEMBERS: The Steering Committee will include At-Large Members who will serve the executive and administrative duties of the Steering Committee without the specific duties of Officers. At-Large Members may chair and serve on any committee, and shall perform such duties incident to the operation of Cleveland DSA as required by Membership, Membership Coordinator, or the Steering Committee.
12. VACANCIES: All vacancies of Officers or members of the Steering Committee, whether resulting from death, resignation or otherwise, may be temporarily filled through appointment by the Steering Committee until a vote of the general membership can be held to ratify the appointment or elect a successor.
13. REMOVAL: Any Officer, At-Large Member, or Delegate the Steering Committee may be removed by a two-thirds vote of the membership with or without cause. Any Officer or member of the Steering Committee may resign in writing.
1. COMMITTEES: The number, duties, duration, and functions of committees, if any, shall be as determined by the membership. Chairs and co-chairs of committees must be members in good standing. Each committee chair or co-chair will report to the steering committee and the general membership.
2. APPOINTMENT OF AGENTS OR SPECIAL POSITIONS: The Steering Committee may appoint agents, officers, or other specific roles as needed, with the approval of the Membership through a ratification vote of a two-thirds at a general meeting. Appointed agents, officers, or other roles will report to the Steering Committee and do not hold voting rights or any other privileges on the Steering Committee beyond those held by members of Cleveland DSA.
3. INDEMNIFICATION: Cleveland DSA shall, to the extent legally permissible, indemnify each person who may serve or who has served at any time as an officer, director, or employee of the corporation against all expenses and liabilities, including, without limitation, counsel fees, judgments, fines, excise taxes, penalties and settlement payments, reasonably incurred by or imposed upon such person in connection with any threatened, pending or completed action, suit or proceeding in which said person may become involved by reason of service in such capacity; provided that no indemnification shall be provided for any such person with respect to any matter as which shall have been finally adjudicated in any proceeding not to have acted in good faith for the best interests of Cleveland DSA; and further provided that any compromise or settlement payment shall be approved by a majority vote of a quorum of the Steering Committee who are not at that time parties to the proceeding.
4. CENSURE OR REMOVAL OF MEMBERS: Any action to censure, remove, or expel any member in good standing of Cleveland DSA may only undertaken according to the processes provided by the parliamentary authority and the Constitution and Bylaws of DSA.
5. FISCAL YEAR: The Fiscal Year shall commence the first day of January in each year.
6. CHANGES TO THE BYLAWS: Members shall have the power to approve changes to the Bylaws. Amendments to the Bylaws shall be announced to the members one meeting in advance of any vote. Changes may be adopted by a vote of two-thirds of the members present.
7. PROHIBITED ACTIVITY: The Cleveland Local shall not engage in activity prohibited by the IRS guidelines established for 501 (c) 4 organizations or similar rules established by the state of Ohio. Nor shall the local engage in any activity prohibited by resolutions adopted by the DSA National Convention.
8. DISSOLUTION: Cleveland DSA may be dissolved by motion approved by two-thirds of the Steering Committee and confirmed by a two-thirds vote of the Membership. The Steering Committee shall ensure that an appropriate agent is designated to complete the dissolution of the organization. Said agent shall ensure that all financial and legal issues are properly resolved.
Revised and corrected, and adopted by the Consideration and Ratification of the membership, December 6, 2018.
1. Composition of Steering Committee.
The Steering Committee will include four at-large members in addition to the five officers, bringing the total membership to nine. Adopted by resolution of the membership at the May 2017 General Meeting and effective with the June 2017 Special Elections. Superseded by Standing Rule 3, below.
2. Publication of Agenda.
The Steering Committee will provide an agenda to members at least one week in advance of any General Meeting. The agenda will include any new business the Steering Committee will present that may require a vote by the membership or involve a decision by the membership to fund a project, action, or campaign. Members may submit new business to be included in the agenda, but this rule does not prevent a member from introducing new business at the general meeting. This rule is adopted by the Cleveland DSA membership at the June 1, 2017 General Meeting and effective immediately.Superseded by inclusion into Bylaws, as revised Dec 7 2017.
3. Composition of Steering Committee.
The Steering Committee will include six at-large members in addition to the three officers, bringing the total membership to nine. Adopted by resolution of the membership at the December 2017 General Meeting on Dec 7 2017. Superseded by Standing Rule 4, below.
4. Composition of Steering Committee. The Steering Committee will include four at-large members plus the officers as outlined in the bylaws, with the number of officers to not exceed the number of at-large members. Adopted by resolution of the membership at the December 2018 General Meeting on Dec 6 2018.