Constituion of The Men of Reform ...

Constitution of The Men of Reform Judaism

Approved 7/21/17

PREAMBLE

We, the representatives of the affiliated local men’s groups of the various congregations comprising the Union for Reform Judaism (sometimes hereinafter referred to as "the URJ"), with a view to enlisting the support of the men who affirm their faithful attachment to Reform Judaism, and to serve Jewish men, Reform Judaism and its local congregations, do hereby establish this Constitution of the Men of Reform Judaism to operate as an affiliate of the URJ.

ARTICLE I – Name and Status

SECTION 1. Name

The name of this organization shall be the Men of Reform Judaism, sometimes hereinafter referred to as "MRJ."

SECTION 2. Status

Men of Reform Judaism is a corporation organized under the laws of the state of New York and is qualified as an exempt organization under sec. 501 (C) (3) of the Internal Revenue Code.

ARTICLE II - Purposes

SECTION 1. The purpose of this organization shall be to:

Engage and connect the Men of Reform Judaism;
Stimulate men’s fellowship, interest in Jewish worship, Jewish studies, Tikkun Olam, and service to the Jewish Community and the Community at large;
Cooperate with the URJ.

SECTION 2. The MRJ is authorized to form and maintain such subsidiary organizations as are necessary to carry out its purposes as stated herein.

ARTICLE III – Affiliation And Financial Support

SECTION 1.

MRJ is a mission-driven organization of individual men or groupings of men, sometimes hereinafter referred to as “Affiliates,” who wish to be part of the Reform Jewish movement. The MRJ Executive Council, sometimes herein after referred to as the “EC,” will adopt and maintain an affiliation process to carry out the intent of this section.

SECTION 2.

MRJ requires only that each Affiliate contribute a fair share toward MRJ’s administrative costs as determined by each affiliate. The EC shall develop guidelines and recommendations to carry out the intent of this section, which shall be communicated to Affiliates and Affiliates are encouraged to follow the guidelines and recommendations as may be appropriate for each Affiliate. Fixed financial support shall not, however, be a pre-requisite either for becoming an Affiliate or maintaining status as an Affiliate.

ARTICLE IV - The Convention

SECTION 1. The highest authority and the legislative body of the MRJ shall be designated the "Convention."

SECTION 2. The Convention shall be composed of official delegates who shall consist of Affiliates (see Article III, Section 1.) and all voting members of the MRJ Executive Council.

SECTION 3. It shall be presided over by the officers of the MRJ as set forth herein.

SECTION 4. The President shall appoint a Parliamentarian, who shall be a member of the EC, and who shall serve both the Convention and the EC.

ARTICLE V - Representation at the Convention

Affiliates of the MRJ shall be entitled to representation at the convention.

ARTICLE VI - Meetings of the Convention

SECTION 1. The meetings of the Convention be they in person, via video conference, or other electronic means are permitted and shall be held biennially. Elections shall be held at the Biennial Convention.

SECTION 2. The EC shall determine the method, dates, and location of the Convention.

SECTION 3. By a majority vote of the members of the EC present and voting at a duly called EC meeting, additional Conventions may be called.

ARTICLE VII - Executive Council

SECTION 1.The Executive Council shall consist of:

Officers of the MRJ;
The Immediate Past President;
Executive Council Members.

SECTION 2. Authority of the Executive Council shall be to:

Approve, implement, and amend the annual budget subject to the limitations as set forth in the By-Laws;

Establish, Implement and oversee policy;
Develop guidelines and recommendations for financial support;
Approve Resolutions (See By-Laws, Chapter VII);
Elect the Executive Council (See Article VIII, SECTION 2).

SECTION 3.

The Executive Council shall meet no less than semi-annually. A meeting via video or other electronic means is permitted.

A special meeting of the EC may be called by the President on his own motion or said meeting shall be called by him upon request of ten of its members. Said request may be made in writing or by electronic means. Any special meeting shall be held on no less than ten days' prior notice, which shall state the purpose of the meeting.

SECTION 4. Qualifications, method of appointment, election, and term of office of Executive Council Members shall be as follows:

Must be affiliated with MRJ;
Must be and remain an annual contributor to the Tikkun Fund;
There shall be no more than 40EC Members;
Thirty Executive Council members shall be elected by the Convention. From this group, the EC shall elect the officers. After said election no more than ten Executive Council members may be appointed by the President;
Their term of office shall be from the date of their appointment or election, until the next succeeding Biennial Convention, but in no event, may any Executive Council Member serve more than four consecutive terms, except that a term of one year or less shall not count against this restriction.

ARTICLE VIII - Officers of the MRJ

SECTION 1. The officers shall be:

A President;
A First Vice President;
No less than 3 and no more than 5 additional Vice Presidents;
A Secretary;
A Treasurer;
No more than two Assistant Treasurers;
No more than two Assistant Secretaries;
An Honorary President, if elected by the EC upon the recommendation of the Nominating Committee.

SECTION 2. The President, First Vice President, Secretary and Treasure shall also be the Directors of MRJ.

SECTION 3. The qualifications, terms of office and method of election of the officers and Executive Council members, shall be as follows:

The officers shall be nominated from elected members of the Executive Council.
Their term of office shall be from the time of their election until the next Biennial Convention or until a successor is elected.
No person shall be elected to the office of President for more than two terms, except in the event one elected term is only for one year or less, or in the event he is holding such office for an unexpired term to which he was not originally elected.
The Nominating Committee shall submit to the Management Committee of the MRJ, sometimes hereinafter referred to as the MC, a list of its nominees for each of the officers, the elected Executive Council Members and Honorary Members, not less than 60 days prior to the convention. The Management Committee or its designee shall send to each nominee for all the above positions, and all other voting members of the EC, a copy of that list not less than 45 days prior to the Biennial Convention. Additional nominations for any of the offices may be made in writing by at least 10 members of the EC who shall sign the nomination and forward it to the Management Committee not less than 30 days prior to the Biennial Convention. The Management Committee shall send a list of the additional nominees for officers or Executive Council Members to the nominees for those positions and to all other voting members of the EC not less than 10 days prior to the Biennial Convention.
At the EC meeting held at the Biennial Convention the EC shall conduct an election. The person receiving the highest number of votes for each office shall be declared elected.

SECTION 4. In the event that the President is unable to complete his term of office, for any reason, the First Vice President shall succeed to the office of President. The Nominating Committee shall meet immediately and select one of the other officers as First Vice President Pro Tem who shall serve in that capacity until the next meeting of the EC. The Nominating Committee shall further recommend a nominee from the officers to the EC to be voted on and elected to fill the remaining portion of that term at such next meeting.

SECTION 5. In the event that the First Vice President is unable to complete his term of office, for any reason, the Nominating Committee shall meet immediately to select one of the other officers as First Vice President Pro Tem to serve until the next meeting of the EC. The Nominating Committee shall further recommend a nominee from the officers to the EC to be voted on and elected to fill the remaining portion of that officer’s term at such next meeting.

SECTION 6. In the event of a vacancy for any reason, in any of the other offices, including any Pro Tem position created pursuant to this Article, the EC at its next duly called meeting shall elect a person to fill the vacancy. The Nominating Committee shall meet prior to that meeting and recommend a nominee to fill that vacancy. The nomination shall be delivered to all members of the EC.

ARTICLE IX - Standing Committees

SECTION 1. The following committees are hereby established whose members shall be appointed in the manner hereinafter provided:

Financial Affairs Committee;
Nominating Committee;
Management Committee;
Constitution and By-Laws Committee;
Affiliation Committee.

SECTION 2.

The Executive Council may establish other committees as it may deem advisable, such committees to continue until terminated by the EC.
The President may establish ad hoc committees as he may deem advisable, such ad hoc committees to continue until the next meeting of the Biennial Convention.

SECTION 3. The chairmen of the following committees named in Section 1 shall be as follows:

The Treasurer shall be the chairman of the Financial Affairs Committee.
The Immediate Past President shall be the chairman of the Nominating Committee. If he is unavailable or unwilling to serve then the President shall appoint a Chair.
The President shall be the chairman of the Management Committee; The President shall appoint the Chairman of any other standing or Ad Hoc committee.
The First Vice President shall be the chairman of the Constitution and By-Laws Committee.
The President shall appoint the chairman of the Affiliation Committee.

SECTION 4. The chairmen of any other committees of the EC shall be members of the EC, and shall be appointed by the President.

SECTION 5. Except as otherwise herein provided, the President shall determine the size and appoint the members of all committees and shall have the power to rescind such appointments.

SECTION 6. Nominating Committee

The President shall appoint the Nominating Committee, which shall consist of the Chairman, and not less than six (6) nor more than sixteen (16) additional voting members of the EC.
At least 70 days before the first session of each Biennial Convention, there shall be sent to each Affiliate, the names of the chairman and members of the Nominating Committee. The notice shall also inform each affiliate of its right to make recommendations to the committee of candidates for nomination to be elected members of EC as provided in Article VIII.
A copy of the recommendations shall be sent to each member of the Nominating Committee by the MRJ Office not less than 60 days before the first session of the Biennial Convention.
Recommendations may be made in writing by no less than seven (7) members of the EC or by resolution of an Affiliate. The recommendation(s) shall be sent to the office of the MRJ, not less than 45 days before the first session of the Biennial Convention.
Not less than 30 days before the first session of the Biennial Convention, the Nominating Committee shall report and publish nominations to the EC.

SECTION 7. Management Committee

The members of the Management Committee shall be as follows:
1. President, who shall serve as Chairman;
2. First Vice President;
3. A Vice President;
4. Treasurer;
5. An officer designated by the President.
The MC is authorized and empowered to act on all matters that require immediate and prompt EC action that may arise between EC meetings, including discharging employees.
The MC may expend or commit non-budgeted funds on behalf of MRJ pursuant to the By Laws.
The MC may hire personnel until the next meeting of the EC at which time they may be approved as permanent employees.
Prior to approval of any of the above actions, the MC shall have received an affirmative vote from three (3) of the voting members of the MC Such votes may be cast in person at a meeting of the MC or by conference call, in which case such vote shall be confirmed by any available form of written communication or by other electronic means (i.e. Internet / Email); provided, however, the EC shall first consult with the chairman of the appropriate standing committee about any proposed MC action within such standing committee's jurisdiction.
The MC shall also have authority to pass resolutions at its meetings, which shall be designated as resolutions of MRJ, provided however that (i) the subject matter of the resolution is not contrary to any resolution or action previously adopted or taken by a prior Convention; (ii) a quorum of three (3) MC members are needed to vote; (iii) the resolution is adopted by a majority of those MC members voting; (iv) said resolution shall not be binding on affiliates; and (v) copies of said MC resolutions shall be sent to each affiliate.
The MC, through the President, shall report to the EC on all decided matters, in no event not later than at the next EC meeting following such MC action.
The MC shall meet as needed.

ARTICLE X - Reports

The President, First Vice-President, Treasurer and the chair of each Standing Committee (Art.IX, SECTION 1) shall present annual reports in writing to the EC.

ARTICLE XI- Cooperation with the URJ

This Constitution incorporates by reference Article XV of the By-Laws of the URJ. If there is any conflict between said Article XV and any other provision or provisions of the Constitution or By-Laws of the MRJ, the provisions of said Article XV shall govern and control.

ARTICLE XII- Tax Provisions

SECTION 1. The MRJ is organized exclusively for charitable, religious, and educational purposes within the meaning of section 501(c)(3) of the Internal Revenue Code of 1986, and any future amendments thereto (hereinafter referred to as "the Code"). No part of the earnings of the MRJ shall inure to the benefit, or be distributable to its members and officers, or other private persons, except that the MRJ shall be authorized and empowered to pay reasonable compensation for services rendered, and to make payments and distributions in the furtherance of the purposes set forth herein. No substantial part of the activities of the MRJ shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the MRJ shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public office. Notwithstanding any other provision of these articles, the MRJ shall not carry on any activities not permitted to be carried on (a) by an association exempt from federal income tax laws under section 501(c)(3) of the Code, or (b) by an association, contributions to which are deductible under section 170(c)(2) of the Code.

SECTION 2. Upon the dissolution of the MRJ, its assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Code, or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any such assets not so disposed of shall be disposed of by a court having jurisdiction in the county in which the principal office of the MRJ is then located, exclusively for such purposes or to such organization or organizations, as such court shall determine, which are organized and operated exclusively for such purposes.

ARTICLE XIII - Amendments

The Convention may approve amendments to this Constitution that are proposed as follows:

SECTION 1. By MRJ Affiliates

Three (3) MRJ Affiliates by resolution may submit a proposed amendment to this Constitution to the office of the MRJ and the Chairman of the Constitution and By-Laws Committee not less than 90 days prior to the Convention at which said proposed amendment is to be voted upon. A copy shall be sent by such Chairman or by the office of the MRJ to all Affiliates, and posted on the MRJ website, not less than 40 days prior to said Convention.

SECTION 2. By the Executive Council

The EC, at a duly constituted session thereof, may itself initiate and recommend proposed amendments to this Constitution.
Members of the EC may submit to the office of the MRJ and the Chairman of the Constitution and By-Laws Committee, not less than 40 days prior to the EC Meeting, proposed amendments to said Constitution for recommendation to the EC respectively. A copy shall be sent to all members by such Chairman (by the office of the MRJ) not less than 40 days prior to said EC meeting. All such proposals that are recommended by the EC by majority vote at said meeting shall be sent to all MRJ affiliated men or any grouping of men not less than 40 days prior to the Convention at which said proposed amendments are to be voted upon.
All proposed amendments shall be presented to the first session of the Convention with the recommendations of the EC. A 2/3 or greater vote of those present and voting at said Convention shall be required to make said proposed amendments a part of this Constitution.

ARTICLE XIV - Saving Clause

All resolutions and motions heretofore approved and adopted by any Convention of the MRJ or the NFTB are hereby approved, ratified, and confirmed, and shall remain in full force and effect until hereafter modified, altered, or terminated by action hereafter taken by the Convention, the EC.