YRFV Bylaws

YRFV Proxy Form


 

Bylaws of the Young Republican Federation of Virginia

Approved January 2022

Article I. Name

  1. The name of this organization shall be “Young Republican Federation of Virginia” and shall be referred to as the “Federation” for the remainder of the document.
  2. Clubs of the organization shall be referred to as “club” for the remainder of the document.

Article II. Object

The Federation shall exist to promote the Republican principles of personal liberty and responsibility, fiscal integrity, and a strong national defense. In order to accomplish this objective, the Federation shall establish a system of Young Republican Clubs throughout the Commonwealth. The Federation shall assist these clubs in attracting young men and women who share our commitment to these principles, educating them, encouraging their participation in the nominating and other internal processes of the Republican Party of Virginia, and organizing them into an effective force to secure the election of Republican candidates to all levels of public office.

Article III. Membership

Section 1. Chartering Procedures

  1. Clubs shall be chartered annually on March 15. Charters shall be granted for no longer than one year.
  2. New clubs may submit charter applications via email to the Secretary at any time.
  3. All charters expire at 11:59pm on March 15th unless renewed by submitting complete charter applications to the Secretary via email.
  4. A club’s charter application shall be accepted upon certification by the Secretary of a complete submission as defined in Section 3. The secretary may deny a charter if the submitting club does not meet the requirements under Section 2.
  5. If rechartering is denied, the Secretary must inform the board and provide supporting reasons.
  6. Denial by the Secretary may be overruled by a simple majority of the Board.
  7. Notwithstanding Section 1(C), the Executive Board may refuse to accept a charter application or revoke a charter by two-thirds approval during a regular meeting.
  8. The Secretary shall notify the chairmen of all chartered clubs of the requirements for Charter renewal between January 1st and January 31st of each year via email.

 

A club’s charter application shall only be considered provided the Secretary determines the club:

  1. Consists of ten or more active club members;
  2. Is organized within the Commonwealth of Virginia; and
  3. Is not a member of any other State or National Young Republican organization.

A complete club charter application submission shall include the following:

  1. A copy of the club’s governing document not inconsistent with these Bylaws.;
  2. A roster listing the name, birth date, address, telephone number, email address, and Congressional District of each Active Club Member; and

iii. A roster of the club’s duly elected executive officers.

  1. Each club shall designate from among their officers a Club Chairman to receive notices from and make filings with the Secretary. Club Chairmen are responsible for providing changes of officers and contact information to the Secretary in a timely fashion. Club Chairmen shall provide reasonable notice to the Secretary regarding all meetings called to elect officers. This information shall be maintained with the name of each club on the rolls of the Federation.

Section 2. Qualifications of Active Club Members

  1. An Active Club Member must be:
  2. A legal and qualified voter under the laws of the Commonwealth of Virginia;
  3. At least eighteen and not yet forty-one; and

iii. A member of no more than one club.

  1. It is the responsibility of a club’s chairman to certify that its Active Club Members meet these qualifications when accepting membership applications and when submitting to recharter.

Article IV. Officers And Duties

Section 1. Officers

The Officers of the Federation (“Officers”) shall be: Chairman, First Vice Chairman, Second Vice Chairman, Secretary, Treasurer, Young Republican National Committeeman, Young Republican National Committeewoman, and two Representatives to the State Central Committee of the Republican Party of Virginia (“State Central Representatives”).

  1. The Chairman Shall:
  2. Represent the Federation at meetings of the State Central Committee of the Republican Party of Virginia and the National Committee of the Young Republican National Federation;
  3. Preside over all meetings of the Federation and the Executive Board;
  4. Be ex officio a member of all committees.
  5. The First Vice Chairman Shall:
  6. Be responsible for the political and grassroots operations of the Federation;
  7. Serve as temporary chairman in the absence of the Chairman;

iii. Serve as Chairman of the Campaign Committee; and

  1. The Second Vice Chairman Shall:
  2. Be responsible for the establishment and chartering of new clubs, as well as assisting clubs in maintaining operations;
  3. Be responsible for coordinating the Federation-wide gatherings and conventions.
  4. The Treasurer Shall:
  5. Keep accurate financial records of the Federation, to be reported at each Executive Board meeting and at the request of the Chairman;
  6. Collect dues and other monies owed to the Federation, writing receipts for those monies and pay Federation funds as directed by the Executive Board;

iii. Deposit such funds in a depository designed by the Executive Board; keep account thereof open at all times for

  1. Shall conduct an inspection and/or audit upon request by at least one third of the voting and non-voting members of the Executive Board or the Chairman, and provided at least one month to provide a report;
  2. Serve as Chairman of the Finance Committee.
  3. The Secretary Shall:
  4. Be responsible for all Federation-related information, including, but not limited to the Federation’s website and social media accounts;
  5. Be responsible for keeping accurate and updated lists of all club members through the rechartering process;

iii. Record the business of the Federation and Executive Board meetings;

  1. Furnish the Chairman with a typed summary of the minutes of the last meeting prior within two weeks following adjournment, and;
  2. Maintain all meeting minute summaries for review as necessary by Chairman and/or Executive Board.
  3. The Young Republican National Committeeman & Committeewoman Shall:
  4. Represent the Federation at meetings of the Young Republican National Federation;
  5. Provide a report on the business of the Young Republican National Federation at each meeting of the Federation; and

iii. Fulfill other reasonable tasks assigned by the Chairman.

  1. The State Central Representatives Shall:
  2. Represent the Federation at meetings of the State Central Committee of the Republican Party of Virginia;
  3. Provide a report on the business of the State Central Committee at each meeting of the Federation; and

iii. Fulfill other reasonable tasks assigned by the Chairman.

 

Section 2. District Representatives

  1. There shall be one District Representative for each Congressional District.
  2. District Representatives shall represent the Federation at meetings of the District Committee for the Congressional District from which they are elected.
  3. At each meeting of the Executive Board, District Representatives shall give a report regarding business conducted by the Congressional District Committee in which they are elected.
  4. District Representatives shall assist the Second Vice Chairman in the chartering, development, and maintenance of clubs in their respective Districts.
  5. District Representatives shall represent the clubs in their respective districts at meetings of the Executive Board.

Section 3. Duties

Officers shall perform the duties prescribed by these Bylaws and by the parliamentary authority adopted by the Federation.

Section 4. Terms of Office

  1. All Elected Officers of the Federation shall be elected to serve for two years or until their successors are elected.
  2. The Terms of the Elected Officers shall begin at the adjournment of the Annual Convention at which they were elected.
  3. Chairman, State Central Representatives, National Committeeman, and National Committeewoman may not hold more than one office concurrently.

Section 5. Qualification to Hold Office

Each Officer shall be an Active Club Member of a Club granted a charter by the Federation, for no less than six months prior to the Annual Convention date, and, in the case of District Representatives, be a legal and qualified voter under the laws of the Commonwealth of Virginia in the District from which he or she is elected.

Section 6. Vacancies

  1. The Chairman may nominate a qualified individual to fill a vacancy in any office, who shall take office upon election by the Executive Board at a meeting, provided that notice of the vacancy has been given at a prior meeting or in the notice of the meeting.
  2. Any vacancy occurring after an Annual Convention where no candidate ran for the position may only be filled by the Executive Board upon the payment of the filing fee set for candidates at the Annual Convention if the vacancy is filled.
  3. If a vacancy is filled more than one quarter after the Annual Convention, the board may waive filing fees by a simple majority.

 Section 7. Resignations

  1. An Executive Board Member is deemed to have resigned when the member fails to attend in person, or by proxy, two consecutive meetings of the Executive Board or is no longer a legal or qualified voter under the laws of the Commonwealth of Virginia in the jurisdiction in which they serve.
  2. A Young Republican National Committeeman and/or National Committeewoman is deemed to have resigned when the representative fails to attend in person, or by proxy, more than two national meetings of the Young Republican National Federation each year, excluding regional or informal meetings.
  3. A State Central Representative or District Representative is deemed to have resigned when the representative fails to attend in person, or by proxy, two consecutive meetings of the Official Committee of the Republican Party of Virginia on which they serve.
  4. Resignations are immediate upon fulfillment of these aforementioned conditions.

Section 8. Removal from Office

  1. An Executive Board member may be removed from office by the vote of two-thirds of the other members of the Executive Board, after being furnished with notice that such removal will be sought, with charges, in writing, signed by not less than one-third of the other members of the Executive Board; and allowing him thirty days within which to appear and defend himself.
  2. A member of the Federation or member of a chartered club of the Federation is held to a higher standard of support for nominees of the Republican Party than an individual who merely participates in a mass meeting, party canvass, convention, or primary. Therefore, a member of the Federation is deemed to have resigned his position if he:
  3. Makes a reportable contribution to, and/or;
  4. Allows his name to be publicly used by, and/or;

iii. Makes a written or other public statement in support of a candidate in opposition to a Republican nominee in a Virginia General or Special Election.

  1. A member who is removed may be reinstated by signing a renunciation statement and being voted in by a majority in a club for which they qualify for membership.

Section 9. Redistricting

  1. In the event of a change in the number or boundaries of Congressional Districts, any District Representative who no longer lives within the Congressional District from which they were elected they shall serve the remainder of their term as an ex-officio member of the Executive Board and the Executive Board shall fill the position in the same manner as other vacancies
  2. In the event the Commonwealth loses a congressional district, the impacted District Representative shall serve on the Executive Board as an ex-officio member for the remainder of the term.
  3. Any Congressional District for which no District Representative has been elected shall be treated as a vacancy and filled in the same manner as other vacancies.

Section 10. Election of Officers to State Party Offices

  1. If the Chairman is elected to the State Central Committee of the Republican Party of Virginia by an organization other than the Federation, the Vice Chairman, or another Officer as directed by the Chairman if the Vice Chairman is unavailable, shall serve as a representative on the State Central Committee.
  2. If either of the State Central Representatives is elected to the State Central Committee of the Republican Party of Virginia by an organization other than the Federation they will be deemed resigned and the vacancy created shall be filled in the same manner as other vacancies.

Section 11. Appointed Officials

  1. The Chairman may appoint:
  2. Committee chairmen of ad-hoc committees;
  3. Committee members;

iii. Any staff positions deemed necessary for conducting the business of the Federation;

  1. General Counsel, who shall be a member of the Virginia State Bar; and
  2. Appointees shall serve at the pleasure of the Chairman.

 

Article V. Executive Board

Section 1. Composition

  1. The Federation Officers, District Representatives, and the Immediate Past Chairman, assuming they meet membership requirements as outlined in Article IV, Section 5, shall constitute the voting members of the Executive Board.
  2. Club Chairmen, committee chairmen, appointees of the Chairman, and any officer of the Young Republican National Federation Board of Directors, who meets the qualifications to hold office as outlined in Article IV, Section 5 shall have all the privileges of members, including a voice, but shall not have a vote.

Section 2. Powers and Duties

The Executive Board shall:

  1. Have general supervision of the Federation’s affairs between Annual Conventions; and
  2. Make recommendations to the Federation, and perform other such duties as specified in these Bylaws.

Section 3. Meetings

  1. The Chairman shall call not less than four meetings of the Board each year.
  2. Notice of the meeting must be made to all members at least seven days in advance of the meeting by email.
  3. Meetings may be conducted in-person or by teleconference.

Section 4. Special Meeting

  1. A majority of the Executive Board may call a Special Meeting, except for the removal of an Executive Board member or revocation of a club’s charter. A call shall be issued to the executive board by a designee of the majority. The call shall provide at least three days’ notice and list the members forming the majority.
  2. The Chairman or First Vice Chairman may call a Special Meeting. A call must be issued by the Secretary at least three days in advance of the meeting to all members of the Executive Board.
  3. Special Meetings may be conducted in-person or by teleconference.

Section 5. Action without Meeting

Except for removal of an Executive Board member or revocation of a club’s charter, the Board may act without a meeting if the proposed action receives written approval of two-thirds of all voting members of the Board. In this case, members of the board must record their vote on the action in writing with the Secretary.

Section 6. Actions Relating to Club Charters and Annual Meeting

The Board shall not adopt or amend a standing rule relating to the approval or renewal of charters or the conduct of the Annual Convention after December 1st of the preceding year.

Section 7. Quorum

  1. A quorum shall consist of one-third of Executive Board.

Article VI. Committees

Section 1. Standing Committees

The Federation shall have the following standing committees:

  1. Finance Committee, which shall be responsible for raising money for the Federation.
  2. Campaign Committee, which shall be responsible for coordinating and acting as liaison for statewide and national campaigns and organizing grassroots and campaign activities on behalf of the Federation and Federation campaign efforts.
  3. Club Chairman’s Association, which shall be responsible for the growth and development of the Federation’s clubs. The committee will be comprised of Federation Club Chairman ex-officio.
  4. Bylaws Committee, which shall be responsible for reviewing and periodically presenting amendments to these Bylaws and ensuring all club bylaws operate in accordance with Federation and Young Republican National bylaws.

Section 2. Committee Chair(s)

  1. The Chairman shall appoint a chairman for any ad-hoc with the approval of a majority of the Executive Board.
  2. The Chairman shall have the authority to remove ad-hoc committee chairman with the approval of a majority on the Executive Board.

Section 3. New Committee(s)

The Chairman or the Board shall have the power to appoint and terminate ad-hoc committees with the approval of the Executive Board.

Article VII. Conventions

Section 1. Annual Convention

  1. The Executive Board shall call an Annual Convention or gathering of the Federation’s members between April 1st and June 30th of each year.
  2. Federation Officers and District Representatives shall be elected at Annual Conventions in odd-numbered years.
  3. The Executive Board may by a majority vote hold a Federation-wide gathering in lieu of a Convention in even-numbered years.
  4. The Second Vice Chairman shall coordinate the Annual Convention or Federation-wide gathering held in lieu of an Annual Convention.

Section 2. Call to Convention

Upon approval of the Executive Board, the Chairman shall issue a call to convention, including (i) the date, time, and location of the Annual Convention; and (ii) the candidate nominating deadline of February 15 and appropriate filing fees.

Section 3. Delegates

  1. Each club chairman shall provide to the Federation Chairman, or his designee, the names of Annual Convention delegates from the club via email by 11:59pm on March 15th.
  2. Only Active Club Members may be delegates.
  3. In addition to the names of delegates, the Club Chairman shall list the Congressional District in which the delegate is a legal and qualified voter.
  4. Only a Club holding a charter as of March 16th of the year of the convention may send delegates to the Annual Convention.

Section 4. Convention Committees

  1. Convention Committee:
  2. The Second Vice Chairman shall serve as the Convention Committee Chairman.
  3. The Chairman shall appoint two additional Active Club members to the Convention Committee.

iii. The Convention Committee shall submit a Convention Committee report recommending the date and locality of the Annual Convention to the Federation Chairman by March 1st.

  1. Credentials Committee:
  2. The Chairman shall appoint three Active Club members to a Credentials Committee.
  3. The Credentials Committee shall determine the validity of the credentials of delegates to the convention and the nominees for officers.

iii. No candidates duly filed for the Convention may serve on the Credentials Committee.

  1. Rules Committee:
  2. The Chairman shall appoint three Active Club members to a Rules Committee.
  3. The Rules Committee shall submit to the Board a Rules Committee report recommending rules for the Annual Convention, including candidate filing fees, a candidate nomination deadline of February 15, and all other rules relevant to the convention proceedings.

Section 5. Nominations and Elections

  1. The Federation shall have no nominating committee.
  2. The Convention Call must include a candidate filing deadline of February 15 and only those meeting this deadline may be considered for nomination.
  3. Appropriate filing fees may be set by the Executive Board and included in the Convention Call.
  4. All filing fees are nonrefundable.
  5. Candidates shall be elected by majority vote. Candidates for State Central Committee Representatives must designate their intent to run for Representative 1 or Representative 2.
  6. The Rules Committee shall provide a recommendation for a method of election in the case that a majority is not reached for any office.
  7. Delegates in Congressional District caucuses shall elect District Representatives for their respective Congressional Districts.

Article VIII. Contracts, Revenue, Loans, Checks, and Deposits

Section 1. Contracts

  1. The Executive Board may authorize by two-thirds (2/3) vote, an officer or officers and/or political director, to enter into any legal contract over one-thousand dollars or execute and deliver any instrument in the name of and on behalf of the organization, and such authority may be general or confined to special instances.
  2. The Executive Board may authorize by a majority vote, an officer or officers and/or political director, to enter into any legal contract under one-thousand dollars or execute and deliver any instrument in the name of and on behalf of the organization, and such authority may be general or confined to special instances.

Section 2. Loans

No bank loans shall be assumed on behalf of the organization and no evidence of indebtedness shall be issued in the name of the organization.

Section 3. Checks, Drafts, Etc.

All checks, drafts, or other orders for payment of money, notes, other evidences of indebtedness issued in the name of the organization shall be signed by the Chairman or Treasurer.

Section 4. Bank Account

Federation bank account must be setup with a joint signature account, with the Chairman and the Treasurer being set up for access, monthly statements, and check-writing capability.

Section 5. Expenditure

The Chairman may make expenditures of not more than one-thousand dollars on his own authority. The Treasurer may make expenditures of not more than $1,000 at the direction of the Chairman and in excess of $1,000 at the direction of the Executive Board.

Section 6. Candidate Donations

  1. The Executive Board may direct Federation donations to Republican nominees or uncontested candidates for a Republican nomination.
  2. Donations may not exceed 10% of balance of Federation assets at the time the donation(s) are made.

Section 7. Deposits

All funds of the organization not otherwise employed shall be deposited from time to time to the credit of the organization in such banks, trust companies, or other depositories as the Executive Board may select.

Section 8. Transfer of Financial Materials.

The immediate past Treasurer and Chairman must turn over all records and transfer signature access to the established bank account no later than thirty (30) days after elected at the Annual Convention or in the event of an election to fill a vacancy.

Section 9. Indemnification

In carrying out the powers and duties granted to and imposed upon them under or by virtue of these Bylaws, the Directors, officers, and employees of the organization shall be indemnified against and held harmless from personal liability for any expense, damage, and/or loss (including reasonable attorneys’ fees) arising out of resulting from their acts or failures to act, except to the extent that such a loss or damage may be occasioned by their willful misconduct.

Article IX. Parliamentary Authority

  1. The rules contained in the current edition of Robert’s Rules of Order, Newly Revised, shall govern the Federation 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 Federation may adopt.
  2. The Federation is an officially recognized chapter of the Young Republican National Federation and shall be subject to the Constitution and/or Bylaws of said organization.

Article X. Amendments

  1. Amendments to these bylaws may be proposed by the Executive Board or by any member Club of the Federation by filing such amendments with the Secretary, who shall provide notice to all members of the Executive Board and the chairman of every Club not less than thirty (30) days prior to the Convention or meeting.
  2. An amendment may be adopted by a two-thirds (2/3) vote at any Annual Convention, meeting, or special meeting.
  3. Amendments proposed by a Club must be received by the Secretary not less than sixty (60) days prior to the meeting.

Article XI. Affiliations

Section 1. State Affiliation

The Federation is entitled to representation on the State Central Committee of the Republican Party of Virginia and shall not adopt policies or procedures in conflict with its Plan of Organization.

 

Section 2. National Affiliation

  1. The Federation shall renew its charter with the Young Republican National Federation on an annual basis.
  2. The Federation shall send at least one delegate to all Young Republican National Federation Conventions. Delegates shall be approved and confirmed individually by a majority of the Executive Board. The procedure for delegate filing shall be the following:
  3. Any Active Member wishing to become a delegate shall submit all information required by the Young Republican National Federation to the Chairman and Secretary at least 15 days in advance of the YRNF delegate filing deadline.
  4. The Chairman, National Committeeman, National Committee Woman, and Chairman Emeritus shall be deemed elected as delegates.

iii. Any Active Members serving, at the time of filing, on the Young Republican National Federation Board of Directors or National Committee shall be deemed elected as a delegate.

           

Article XII. Dispute Resolution and Appeals Process

  1. When a member of the Federation disputes the validity of an election, action, or other operation of the Federation or its clubs or committees, the member may file a complaint to the Federation which shall include a preferred method of relief. The subject of the complaint must have occurred within thirty days of the complaint being received.

 

  1. The complaint shall be sent to the Federation Chairman and the Secretary.
  2. If the Chairman is a party of the complaint, the complainant may choose to send the complaint to the First Vice Chairman or Second Vice Chairman in addition to the Secretary.
  3. The Secretary shall inform the Executive Board and the respondent of the contents of the complaint and the preferred method of relief within ten days of the complaint being received.
  4. The Chairman, First Vice Chairman, or Second Vice Chairman, whichever was the primary recipient of the complaint, shall select five members to sit on a Dispute Resolutions Committee within fifteen days of the complaint being received.
  5. All members of the Dispute Resolutions Committee shall be approved in whole by a majority vote of the Executive Board within thirty days of the complaint being received and shall be:
  6. Members of the Executive Board
  7. Not involved as parties or witnesses in the complaint
  8. The Dispute Resolutions Committee shall be responsible for setting a meeting within thirty days of its approval by the Executive Board to discuss the dispute with the complainant and respondent. The committee shall be allowed to set rules regarding what material shall be allowed in the meeting and who aside from the complainant and respondent shall be allowed in the meeting.
  9. The Dispute Resolutions Committee may set additional meetings with the complainant and respondent, not to exceed ninety days from the date of the original receipt of a complaint.
  10. The Dispute Resolutions Committee shall provide a report detailing its understanding of the validity of the complaint and recommending to the Executive Board any relief to be provided in response to the complaint. The Executive Board may choose by majority vote to accept the report and recommendations in part or in full.
  11. Any decision of the Executive Board in response to a Dispute Resolutions Committee report is binding.
  12. Any decision or action of the Executive Board shall be appealed to the Young Republican National Federation according to the procedures established by the YRNF Bylaws.

Article XII. Validity

These Bylaws adopted as a restatement in 2002 and amended in 2004, 2005, 2006, 2011, 2012, and 2022, and pursuant to the Articles of Incorporation, supersede all previous governing instruments of the Federation.