Bylaws of the Vermont Democratic Party

As amended on August 2, 2008

 

ARTICLE I – NAME AND PURPOSE
 
The name of this organization is the "Vermont Democratic State Committee," herein known as the "State Committee." The purpose of the State Committee is to promote the interests, ideals, and principles of Vermont Democrats, operate the Vermont Democratic Party (“Party”) pursuant to 17 VSA §2310, support the election of Democratic candidates, ensure the adoption of a party platform, represent Vermont Democrats in the Democratic National Committee, and coordinate, encourage, and assist in the organization of Democratic town and county committees.
 
ARTICLE II - PARTICIPATION
 
Any person who is a Vermont registered voter and who supports the purposes of the State Committee may participate fully in all Party activities and is eligible to be elected to any Party office. Discrimination on the basis of sex, race, religion, economic status, sexual orientation, ethnic identity, disability, national origin, or color in the conduct of the State Committee affairs is prohibited.
 
ARTICLE III – STATE COMMITTEE MEMBERSHIP
 
Pursuant to 17 VSA §2310, the State Committee is composed of the county committee chairs, the National Committeeman and Woman, and from each county one State Committeewoman and one State Committeeman.  Each county shall also elect First, Second and Third Alternates to replace absent State Committee members from their county at State Committee meetings.  Alternates need not be gender-specific.  All members and alternates shall serve for two years following their election to the State Committee or until their successors are elected. Alternates shall be given all notices and announcements given to members of the State Committee, and shall be eligible for nomination, election, and service on the Executive Committee.
 
The elected State Committee officers shall also be voting members of the State Committee.
 
The additional Executive Committee members shall, upon their approval by the full State Committee, where necessary, become non-voting, ex officio members of the State Committee.
 
ARTICLE IV – ORGANIZATIONAL MEETING AND ELECTION OF OFFICERS
 
The newly elected members of the State Committee shall meet on a day not fewer than 15 nor more than 30 days after the last of the organizational meetings of the county committees, at which time the newly elected members shall elect officers for the next two years. The sitting State Committee Chair shall notify all newly elected members in writing (by regular or electronic mail), at least 14 days before the day set for such organizational meeting of the State Committee.
 
At this meeting, the members present shall elect by majority vote the State Committee officers. In the event of a contested election to any office, the vote shall be by secret ballot.
 
ARTICLE V – OFFICERS
 
The State Committee officers are the Chair, Vice Chair, Secretary, Treasurer and Assistant Treasurer. Officers need not be members of the State Committee at the time of their election, but become members, with full voting rights, upon their election by the State Committee. The Vice Chair shall be of the opposite gender of the State Chair. Officers shall hold office for two years or until their successors are elected.
 
ARTICLE VI – VOTING
 
Except where otherwise provided herein, all matters shall be decided by a simple majority vote of the members and relevant/voting alternates present and voting. No member may be bound by his or her county committee to vote for or against any measure or the designation of any candidate.
 
No votes by proxy shall be allowed.  Alternates shall be awarded the right to vote when one or more of the Committee members from a county are not present at the time of the vote.  When more alternates are present than Committee members are absent, the votes of absent members shall be awarded to the alternates in order of their designation as First, Second, or Third Alternate.
 
ARTICLE VII - QUORUM
 
Twenty voting members or their appointed replacement alternate present shall constitute a quorum for the transaction of business of the State Committee.
 
ARTICLE VIII - EXECUTIVE COMMITTEE
 
The executive Committee shall consist of the following members;
 
Officers of the State Committee;
Vermont’s representatives on the Democratic National Committee;
A representative nominated by each of any Democrats elected to the US House and US Senate from Vermont in the preceding general election;
A representative nominated each by the leader of the State House and State Senate Democratic caucuses at the time of the election of the State Chair;
A representative nominated by the highest ranking Democrat elected to statewide office in state government in the preceding general election (as determined in the following order: Governor, Lt. Governor, Treasurer, Secretary of State, Auditor, Attorney General);
A representative of Vermont’s labor community, nominated by the State Chair from a list provided by the Vermont AFL-CIO;
A representative of youth nominated by the Vermont College Democrats or Young Democrats; and
Four members of the State Committee elected by majority vote of the State Committee at the first meeting after the election of the State Chair.
 
The full State Committee must approve all nominated Executive Committee positions listed. All members of the Executive Committee except the State Committee officers shall serve concurrently with the term of the Chair.
 
The Executive Committee shall have the power to act for the State Committee when necessity demands and time does not permit calling a meeting of the State Committee, provided that the actions of the Executive Committee are submitted to the State Committee for ratification or rejection at its next meeting; that State Committee members are alerted by either email or telephone of Executive Committee Meetings contemporaneously with Executive Committee members; and that minutes of Executive Committee meetings are kept and are made available to the State Committee once approved.
 
The Executive Committee shall act as an advisory body to the State Committee Chair; review the State Committee Chair's annual action plan before presentation to the State Committee; recommend and review budgets, financial reports and audits and authorize borrowing money in accordance with Article XVI. The Executive Committee may not modify the bylaws, reverse decisions of the State Committee, approve any budget or endorse any candidate.
 
ARTICLE IX – STATE COMMITTEE CHAIR
 
The State Committee Chair (“Chair”) shall be the general executive officer of the Committee. The duties of the Chair are as follows:
 
1.To preside at all State Committee meetings;
 
2.To ensure that written and/or electronic notice of all subcommittee meetings to be sent to all State Committee members and alternates at least seven days prior to a meeting;
 
3.To ensure that the biennial and quadrennial state conventions are held in accordance with the legal requirements of the state;
 
4.To ensure that any reports required by state and federal law are filed within the specified time;
 
5.To ensure the maintenance at the State Democratic headquarters a list of the names and postal mailing addresses of the members of all county and town committees making up the Democratic Party of Vermont, including officers, and to pass this list to the successor in office, who shall preserve this list and add to or subtract names as needed to keep the list current.  The Chair shall make it available for examination or copying (paper or electronic) by any town, county, and/or state committee member upon request.  The Chair may, in addition to the list required by this provision, make available such further contact data regarding members of county and town committees of the Democratic Party of Vermont as the Chair, in consultation with the Executive Committee, shall deem appropriate;
 
6.To present an annual “Action Plan” to the Executive Committee by January 31 of each year for review and discussion, and to the State Committee by March 15 for review and approval;
 
7.To appoint an Executive Director and such additional staff as is deemed necessary, with the approval and consent of the Executive Committee;
 
8.To appoint a Parliamentarian from amongst the members of the State Committee, whose principal duty is to advise the Chair of parliamentary procedure at meetings of the State Committee; 
 
9.To appoint members of standing subcommittees of the State Committee, as provided in Section XXI; 
 
10.To give timely notice to all Democratic town chairs of the dates of the biennial re-organizational meetings and of their statutory and other requirements;
 
11.To form a special subcommittee to oversee the organization of and rules governing the quadrennial Presidential delegate selection convention; and
 
12.To perform such other duties as are imposed by law.
ARTICLE X – VICE CHAIR
 
The Vice Chair shall be vested with all the powers and shall perform all the duties of the Chair in the absence or disability of the Chair. The Vice Chair shall perform such other duties as the State Committee may from time to time assign.
 
ARTICLE XI - SECRETARY
 
The Secretary shall be the official recording officer of the State Committee and shall ensure that a complete and accurate record of the Committee meetings is kept and filed with the Party office. The minutes shall be available for examination or copying by any member of the State Committee upon request five working days following the date of any meeting, and shall be sent to all Committee members and alternates in advance of the following meeting. The Secretary shall perform such other duties as the State Committee may from time to time assign.
 
ARTICLE XII – TREASURER AND ASSISTANT TREASURER
 
The Treasurer shall be the chief financial officer of the State Committee and shall be responsible for the custody and supervision of all its funds; cause all debts and obligations of the Party to be paid; provide the State Committee with an annual statement of the financial position of the Party; provide the State Committee a quarterly financial report; and serve as chair of the Budget and Finance Subcommittee. An Assistant Treasurer shall be elected to assist the Treasurer in the performance of his or her duties, and serve as interim Treasurer if the Treasurer is unable to perform the duties of the office.
 
ARTICLE XIII - EXECUTIVE DIRECTOR
 
The Executive Director shall serve under the direction of the Chair and shall assist the Chair in his/her duties and perform other such duties as the Chair directs.  The Executive Director shall also perform such other duties as the Executive Committee may assign.
 
ARTICLE XIV - DUTIES OF STATE COMMITTEE MEMBERS
 
The immediate governance and direction of the affairs of the Vermont Democratic Party are vested in the State Committee members. Some of the specific duties of members of the Committee are:
 
1.To promptly answer all communications from the Chair or any other elected or appointed officer of the Committee;
 
2.To aid the Chair in communicating with all county committee members in their respective counties, and to inform the State Committee of any actions taken by their county committee that pertains to matters before the State Committee;
 
3.To aid the county committee in their counties and assist the county chair in organizing the respective towns in the county;
 
4.To attend all meetings of the State Committee and report the results of any meetings to their county committee; and
 
5.To inform their county chair of their inability to attend any State Committee meeting at the soonest possible date.
 
ARTICLE XV - FISCAL YEAR
 
The fiscal year shall run from January 1 through December 31.
 
ARTICLE XVI - BORROWING MONEY
 
For expenditures within the approved budget and during the fiscal year, the Executive Committee may authorize total borrowing not to exceed the greater of 1/12 of the approved budget or $50,000. During the fiscal year, the Chair and the Treasurer, acting jointly, may authorize borrowing not to exceed $10,000. The Treasurer shall report to the Executive Committee and the State Committee all loans at the next meetings of those Committees following the negotiation of any loan and, in addition, shall report on the status of all existing loans in the Treasurer’s quarterly report.
 
 
ARTICLE XVII - CONTRIBUTIONS TO CANDIDATES
 
The Executive Committee may authorize contributions to endorsed Democratic candidates from State Committee funds. The Treasurer shall report all such contributions to the State Committee at its next meeting following the authorizing of contributions.
 
ARTICLE XVIII – MEETINGS
 
The Chair in consultation with the Executive Committee shall determine meeting times.  Meetings on a bi-monthly basis are preferred but in no event shall there be less than one meeting during each quarter of the calendar year.  Other meetings of the State Committee may be called at any time by the Chair and shall also be called by the Chair upon the written request of eight State Committee members. Written notice of all State Committee meetings shall be sent to all State Committee members and alternates and shall state time, place and business to be transacted and bear a non-metered postmark 14 or more days before the date of said meeting.
 
Questions of parliamentary law, if not herein provided for, shall be decided in accordance with the most current edition of Robert’s Rules of Order.
 
ARTICLE XIX - RESIGNATIONS
 
Any State Committee member or officer may resign at any time. Such resignation shall be made in writing and shall take effect at the date and time specified therein, or if no time is specified, shall take effect upon receipt by the Chair or Secretary who shall record the resignation, noting the date and hour of its reception.
 
ARTICLE XX - FILLING OF VACANCIES
 
Any vacancies among the officers of the State Committee or members of the Executive Committee shall be filled at a meeting duly called for that purpose or at the next regular meeting of the State Committee. Any vacancy in the elective membership of the State Committee shall be filled from the county in which the vacancy occurs by vote of the appropriate county committee.  Persons selected shall serve for the balance of the unexpired term of the vacancy.
 
 
 
ARTICLE XXI - STANDING SUBCOMMITTEES
 
1.The following permanent subcommittees shall exist:
a.Budget, Finance, and Fundraising
b.Message, Communications, and Platform
c.Field and Grassroots
 
2.The Chair and Vice Chair of the Budget, Finance, and Fundraising subcommittee shall be the Treasurer and Assistant Treasurer elected under these bylaws, respectively. 
 
3.The Chair shall designate the chairs of all subcommittees, except as provided in part (2) above. 
 
4.The members of all subcommittees shall be appointed by the Chair who shall report the membership to the State Committee at the next State Committee meeting following the election of the State Chair.
 
5.Except as otherwise provided in these bylaws, chairs and members of any subcommittee need not be members of the State Committee. 
 
6.The Chair may, from time to time, create or dissolve, with the approval of a majority of the Executive Committee, such ad hoc subcommittees as seem necessary. 
 
7.The Chair may invite others as seem appropriate to meet with any subcommittee. 
 
8.The term of all chairs and members of all subcommittees, except the Budget, Finance, and Fundraising Subcommittee, shall terminate upon the election of a new Chair. The terms of the Chair, Vice Chair and members of the Budget, Finance, and Fundraising Subcommittee shall terminate upon the election of a new Treasurer.
 
ARTICLE XXII - DUTIES OF STANDING SUBCOMMITTEES
 
1.The Budget, Finance and Fundraising Subcommittee shall be composed of the Treasurer, Assistant Treasurer, and from two to five additional members. At least half of the Subcommittee shall be members of the State Committee. Duties of the Subcommittee shall be:
 
a.With the Treasurer, establish and maintain procedures which ensure the control and disbursement of funds in a manner which ensures their security and which are in accordance with generally accepted and established accounting practices.
 
b.Present a proposed annual budget to the Executive Committee by December 1 for review and approval for consideration by the full State Committee. An adjusted budget shall be proposed by April 30. 
 
c.See that a revised budget is prepared and submitted to the Executive Committee or the State Committee when income changes, expenses change, or other circumstances, in the judgment of the State Chair or the Treasurer, call for a revision to assure the effective operation of the State Committee.
 
d.Ensure that adequate resources are available to carry out the annual plan of the State Committee and find ways and means of funding the budget of the State Committee.
 
e.Ensure accuracy of financial filings and reports.
 
2.The Field and Grassroots Subcommittee shall be composed of a minimum of eight members.  At least half of the Subcommittee shall be either county committee chairs or county committee vice chairs.  Duties of the Subcommittee shall be to work with Party staff to:
 
a.Facilitate the biennial party re-organization process.
 
b.Each election year, participate in the development of a coordinated field program that includes county and town committees along with statewide and legislative campaigns and the Democratic Party Coordinated Campaign.
 
c.Develop training materials and training programs for those individuals who wish to participate in Party activities and campaigns.
 
3.The Message, Communications, and Platform Subcommittee shall be composed of a minimum of five members.  At least half of the Subcommittee shall be members of either the State Committee or an officer of a local county committee.  Duties of the Subcommittee shall be to:
 
a.Work with Party staff to keep the Democratic Party’s issues before the public in an effective way.
 
b.Share joint responsibility with the Chair to inform the electorate and promote the Party.
 
c.Formulate a platform which, when approved by the State Committee, shall be presented to the Biennial State Convention. However, the official platform of the Vermont Democratic Party shall be that adopted at the Biennial State Platform Convention.
 
d.Ensure the implementation of a successful Biennial State Convention.
 
ARTICLE XXIII - RESOLUTIONS
 
The Chair shall place on the agenda for the full State Committee’s consideration any resolution suggested by a member of the State Committee mailed to all members and alternates and bearing a non-metered postmark ten or more calendar days preceding any meeting of the State Committee. The Chair shall determine the order of consideration of said resolution on the agenda.
 
A resolution shall also be considered at the State Committee meeting if:
 
1.A written copy of it has been presented to the Secretary at or before the State Committee meeting;
 
2.A State Committee member has moved that the State Committee consider, debate, and vote upon passage of said resolution; and
 
3.Without debate, three quarters or more of the State Committee members and appropriate alternates present and voting vote “yes” to consider, debate, and vote upon passage of said resolution.
 
4.In that event, the Chair shall determine and announce the place of said resolution on the current meeting’s agenda.
 
5.In the event of a disagreement as to whether a proposal is or is not a resolution, the Chair, without further debate and after consultation with the Parliamentarian, shall make the final determination.
 
ARTICLE XXIV - AMENDMENTS
 
Every rule or bylaw may be amended by simple majority vote of those present and voting at any meeting of the State Committee, provided written notice of the intention to consider amendment of a specific rule and/or bylaw is given to all State Committee members at least 14 days prior to the meeting. All approved rules, bylaws, and amendments thereto shall be filed with the Secretary of State, and the copies filed shall be the official copies.
 
ARTICLE XXV - ENDORSEMENTS
 
1.The State Committee shall only endorse candidates for statewide federal and state office and then shall not endorse any candidate for office prior to the Primary Election for such office, except as provided herein.
 
2.No motion to endorse any candidate shall be in order for consideration at any meeting of the State Committee unless the Chair shall have notified all members and alternates by first class mail, postage prepaid, postmarked at least 20 days prior to the date set for said meeting, that a meeting will be held to act on a signed written request submitted by one or more candidates for a statewide office, which request was accompanied by the signature of not less than 10 members of the State Committee requesting such a meeting.
 
3.At such meeting the candidates seeking endorsement who have complied with the requirements of subsection (2) of this Article may address the State Committee for a time to be set by the Chair after which discussion of the motion to endorse shall be conducted in the regular order of business.
 
4.Motions for endorsement of one or more candidates for any statewide office shall fail unless it is supported by the written vote of not less than sixty-seven percent (67%) of the voting members and voting alternates attending such meeting.
 
5.At a meeting at which an endorsement is to be considered a quorum shall consist of not less than fifty percent (50%) of the membership of the State Committee. Upon a challenge to the presence of a quorum, the Secretary of the State Committee shall call the roll of members in attendance and shall certify the number of members (and alternates to non-attending members) who are in attendance and entitled to vote as well as the number required to support an endorsement.
 
6.Nothing in this provision, or any other provision of these bylaws, shall prevent the endorsement of more than one candidate for the same office.
 
ARTICLE XXVI - PERPETUITY OF BYLAWS
 
The term of existence of these bylaws as currently constituted, and as hereafter from time to time amended by the State Committee or changed by operation of law, shall be perpetual and shall re­main in effect for succeeding State Committees.
 
 
 
 
This revised version adopted at Montpelier, Vermont on August 2, 2008.
 
 
 
______________________________________

Secretary