CONSTITUTION AND BY-LAWS OF THE

DEMOCRATIC PARTY OF LOUDON COUNTY, TENNESSEE

Amended November 19, 2009

We the Democratic Party of Loudon County, (hereafter known as the LCDP), in order to: 1) improve the conduct of party business, 2) extend the control of party affairs to all Democratic voters in the county, 3) permit Democratic voters to choose their own candidates for public and party office, and 4) improve the conduct of public office in Loudon County, Do hereby adopt the following Constitution and By-Laws for the Democratic Party of Loudon, Tennessee. (The abbreviation E/C stands for Executive Committee).

Table of Contents

ARTICLE I – MEMBERSHIP

SECTION 1 –Qualifications for Membership

SECTION 2 – Rights of Members

SECTION 3 – Membership Duties

ARTICLE II – EXECUTIVE COMMITTEE

SECTION 1 – Executive Committee

SECTION 2 - Powers and Duties

ARTICLE III – OFFICERS

SECTION 1 – Chapter Officers

SECTION 2 – Election of Officers

SECTION 3 – Term of Officers and Committee Members

SECTION 4 – Duties and Responsibilities of Officers

ARTICLE IV – COMMITTEES

SECTION 1 – Permanent Committees and Their Duties

SECTION 2 – Formation of Other Committees

SECTION 3 – Committee Recommendations

ARTICLE V – MEETINGS

SECTION 1 –Number of Meetings

SECTION 2 – Special Meetings

SECTION 3 – Quorum

SECTION 4 – Meeting Agenda

SECTION 5 – Meeting Rules

SECTION 6 – Handicapped Accessibility

SECTION 7 – Notice of meetings

ARTICLE VI – REMOVAL FROM OFFICE

SECTION 1 – Reasons for Removal

SECTION 2 – Replacement of Officers

ARTICLE VII – AMENDMENT

SECTION 1 – To Amend By-laws

ARTICLE I – MEMBERSHIP

SECTION 1 – Qualifications for Membership

Membership in the LCDP shall be open to all bona fide Democrats, eighteen years of age or over, residing in Loudon County. In the event that membership is challenged, the person in question may establish his/her membership either through (voting) evidence or by a sworn oath affirming the principles of The Democratic Party.

Membership in the LCDP shall not be denied because of race, color, religion, age, disability, ethnic origin or sexual orientation.

SECTION 2 – Rights of Members

The rights of the members shall include but are not limited to 1) The right to attend any E/C Meeting 2) The right to petition, in writing, for the placement of any item on the agenda of an E/C Meeting 3) The right to hold and run for office in the LCDP, through the procedures outlined in these By-Laws.

SECTION 3 – Membership Duties

The membership of the LCDP shall elect officers and county representatives as stated in Article II, Section 1-D of this document. These elected officers and representatives comprise the body of the LCDP E/C. The election of these officers and representatives shall be accomplished by a simple majority vote on that date so chosen for the Loudon County Reorganization Convention.

The responsibilities of members shall include but are not limited to: 1) Attendance, participation and voting at regularly scheduled meetings of the LCDP 2) Support with personal time, talent, and financial resources, to the extent feasible, the candidates desiring to run for public office in Loudon County 3) Elect the officers of said LCDP per the steps outlined in these By-Laws 4) Promote the Democratic Philosophy and ideals of The Democratic Party.

ARTICLE II – EXECUTIVE COMMITTEE

SECTION I – Executive Committee

A. RULING BODY

The LCDP E/C shall be elected by the Democrats of each County Commission Civil District at District meetings of the party to be called by the chair for that purpose. The number of representatives allocated to each County Commission District is determined by following Article II, Section 1-D.

At such a meeting the qualified Democrats from each County Commission Civil District shall caucus, elect their Civil District Chairman, and elect their committee from the qualified Democratic residents of their respective district, and announce the names to the LCDP E/C Chairperson.

If such County Commission District meeting, duly called, fails to meet or fails to elect its representative(s), the E/C chairperson may appoint the representatives from the District. The members of the E/C so elected shall serve until the next regular election provided for herein. It is provided however, that each member of the E/C shall be required to attend the meetings of the E/C.

B. EXCUSED ABSENCES

The following shall be deemed satisfactory excuses for absence from attendance at an LCDP E/C Meeting, regularly scheduled or properly called:

1)From one or more consecutive meetings:

a)  Required attendance at regular employment or school.

b)  Medical condition of member or immediate family, which reasonably prevents attendance (with medical evidence if more than one consecutive meeting).

2)  From one or more meetings but in no event two consecutive meetings:

a)  Required attendance of a non-profit, charitable, governmental, civic or religious organization’s meeting or function.

b)  Scheduled vacation, business or pleasure trip out of the Loudon County area.

c) Attendance at funeral services.

C. UNEXCUSED ABSENCES

Absences for other reasons shall be considered unexcused for purposes of by-law attendance requirements. The LCDP E/C Secretary and/or Parliamentarian shall decide what “excused” is, in each case, and it shall be recorded accordingly. The members of the E/C for a County Commission Civil District may, (after a meeting held upon at least 10 days notice and at which meeting the challenged member may be heard), upon a two-thirds majority vote of the district members present declare a seat for their district vacant due to violations of attendance requirements. Upon notification by the chairperson of such district, the Chairperson of the LCDP E/C shall declare said seat vacant.

D. MEMBERSHIP

Each County Commission Civil District shall have one representative to the E/C for each fifty (50) votes, or major fraction thereof, cast for the Democratic candidate in that civil district in the most recent Democratic Gubernatorial Primary Election with the exception that no civil district shall be represented by less than one (1) committee person. The representatives from each district shall elect one of their number as District Chairperson who shall preside at any meeting of the district representatives. The representatives shall also elect one precinct captain for each precinct in their district.

An additional number of “At Large” Representatives, not to exceed twenty-five (25), may be allocated to qualified Democratic Party individuals from Loudon County. These members are to be nominated by their respective District Chairperson and approved by a majority of The LCDP E/C.

E. EX-OFFICIO MEMBERS OF E/C.

The retiring Chairperson and one representative each to be selected by the Young Democrats Club and Loudon County Democratic Women`s Organization shall automatically be ex-officio voting members of the new E/C, in addition to all other members. The officers of the party shall be members of the E/C for his/her district in addition to the members of the E/C from their district as set out and determined by paragraph (D) above, subject to Article III, Section 4 (A) 5.

F. VACANCIES

If a vacancy occurs by reason of death, on removal of residence from Loudon County or his/her county commission civil district of any committee person, or otherwise, the vacancy so created shall be filled for the unexpired term by the remaining members of E/C by caucus process as set out in Article II Section I (A) from the particular civil district in which the vacancy occurs. Should there for any reason be no committee person in that county commission civil district, the Chairperson shall be entitled to appoint such Committee person.

G. In the event two Democrats are involved in a contest requiring endorsement of one or the other by the E/C and one of said Democrats is a member of the E/C while the other is not, the Democrat so seated on the E/C shall abstain from any vote thereon.

H. A person otherwise qualified for election to the Executive Committee need not be present to so be elected. A “Qualified Democrat”, for purposes of election to the, is an individual who is on record as having voted Democrat in the most recent Democratic Gubernatorial Primary Election and has signed the pledge of support as required by the TNDP Official Credentials Form.

SECTION 2 -Powers and Duties

The LCDP E/C shall be the governing body of the LCDP.

A. The LCDP E/C shall have the authority to make decisions and act in the name of the Democratic Party of Loudon County and may delegate its authority for the carrying out of such policy matters and official business to duly authorized officers or committee persons.

B. The E/C will designate and certify the official Democratic nominees for local office. All candidates seeking nomination and/or endorsement by the LCDP shall be qualified members, on record as having voted in the most recent Democrat Gubernatorial Primary Election and has signed the Pledge of Support as required by the TNDP Official Credentials Form, of said party, provided that this provision shall apply only to offices held only within Loudon County;

C. The officers shall not use their official position, nor shall any party funds be used to influence the outcome of any party primary in which there is a contest.

D. All powers and functions not specifically enumerated, delegated or otherwise denied shall be domain of the LCDP E/C.

ARTICLE III – OFFICERS

SECTION 1 – Chapter Officers

The officers of the LCDP E/C shall be a Chairperson, First Vice-Chairperson, Second Vice-Chairperson, Secretary, Treasurer, and Sergeant-At-Arms.

SECTION 2 – Election of Officers

A. The officers shall be elected by the membership of the LCDP at a meeting that shall be held in the month of March of odd numbered years. Public notice shall be given of said election at least fourteen (14) days and no more than twenty-one (21) days prior to the meeting of the Party, which shall be called for the purpose of electing said officers. In the event a vacancy exists, or is created among the officers, the LCDP E/C shall fill the vacancy for the unexpired portion of the term.

B. A meeting of the E/C shall be held within thirty days of the date of a vacancy in office to elect a successor to that office.

C. To be qualified to serve as an officer of the LCDP, an individual must be a member of the Loudon County Democratic Party. As established by his/her record as having voted in the most recent Democratic Gubernatorial Primary Election, and has signed the Pledge of Support as required by the TNDP Official Credentials Form.

SECTION 3 – Term of Officers and Committee Members

The term of officers as well as committee persons shall be two (2) years. The first meeting of the LCDP E/C shall be held no later than one (1) month following the election of the Committee. Nothing contained herein shall be construed as prohibiting officers of the E/C from continuing in office until their successors are duly elected.

SECTION 4 – Duties and Responsibilities of Officers

A. Chairperson

1) The Chairperson of the E/C shall preside at all meetings of the E/C except those involving the election of officers or other business in which he/she or the officers have a direct vested interest. In conformance with Roberts Rules of Order, as the Chairman, the Presiding Officer must remain impartial. As a member, The Presiding Officer has a right to debate. Thus, if the Presiding Officer wishes to speak to an issue, He/She must relinquish the Chair to another Officer. The presiding Officer resumes the Chair when the motion has either: been voted on or temporarily put aside by a motion to refer it to Committee, postponed to another time, or laid on the table. 2) He/She may call special meetings as set out in Article V, Section 2. 3) He/She will represent the LCDP in its external relations subject to the desires of the E/C. 4) He/She shall take such steps as shall be necessary and proper to implement the decisions of the E/C. 5) He/She shall have the prerogative of being a voting member of all committees, except in the E/C where he/she shall vote only in case of a tie. 6)  He/She shall be authorized to sign contracts and obligate funds in the name of the LCDP, subject to the specific approval of the Executive Committee. 7)  He/She shall submit a report on the state of the Democratic Party of Loudon County, subject to the specific approval of the E/C. 8)  He/She may place any item on the agenda of the E/C meeting. However, The Chair is required by other sections in these By-Laws to prepare the Agenda for each meeting, regular or special.

B. First Vice-Chairperson 1) He/She shall assume the duties of the Chairperson in the latter’s absence. 2) He/She shall be a non-voting member of all committees.

C. Second Vice-Chairperson 1) The duties shall be as prescribed by the Chairperson and/or the Executive Committee. 2) He/She shall assume the duties of the Chairperson in the absence of the Chairperson and the First Vice-Chairperson.

D. Secretary 1) He/She shall keep minutes of all meetings of the E/C and general Party meetings. 2) He/she assists the Chair and other appropriate entities in preparation of official Agendas. 3) He/She shall be responsible for all necessary correspondence except that which comes within the jurisdiction of one of the committees. All communications regarding official business of The LCDP will be copied to The LCDP E/C Secretary. The secretary is the custodian of the records of the E/C. 4) He/She shall be responsible for notifying the membership of the meetings as prescribed under Article V. 5) He/She shall be responsible for calling roll of all E/C members at the meetings.

E. Treasurer 1) He/She shall collect and disburse all funds of LCDP as directed by the Executive Committee. 2) He/She shall keep records of all receipts and all disbursements and shall submit a report of the financial condition of the party semi-annually. 3) He/She shall be bonded if the E/C so desires. 4) He/She shall be a voting member of the Ways and Means Committee.

F. Sergeant-at-Arms 1) He/She shall be responsible for calling all E/C meetings to order with a Moment of Silence and the Pledge of Allegiance, 2)  He/She shall be responsible for preserving the peace during meetings. 3)  He/She shall aid the chair when to call to order.

ARTICLE IV – COMMITTEES

SECTION 1 – Permanent Committees and Their Duties

The Permanent committees of the Democratic Executive Committee shall be as follows:

(1)Ways and Means; (2) Elections; (3) Social; (4) Rules; (5) Political; (6) Publicity; (7) Credentials Committee.

A. Members and Chairperson of these committees shall be chosen by the Chairperson with the consent of the Executive Committee from among the membership of the Executive Committee and/or from among non-committee Democrats. Each committee shall consist of three (3) or more members of which at least one (1) shall be an elected member of the E/C As the members of the “Permanent” Committees are selected by the Chair, each member will be voted on by members of the E/C. A majority of the E/C, present, is necessary for election to each Committee. The membership of the Committees shall be elected in the order that they are enumerated in the By-Laws: 1) Ways and Means, 2)Elections, 3) Social, 4) Rules, 5) Political, 6) Publicity,7) Credentials. Membership is not limited to only one Committee, but no person shall be the Chair of more than one Committee. The duties of these committees shall be as follows:

1. The Ways and Means Committee shall work with the Treasurer and plan such fund raising activities as are necessary.

2. The Elections Committee shall be charged with responsibility for implementing the fair and impartial carrying out of all Executive Committee Nominating Conventions or Primary Elections.

3. The Social Committee shall plan and arrange for such Party functions as dances, rallies, picnics, etc.

4. The Rules Committee shall include such items on the agenda of the Executive committee meetings as membership desires. Items may be placed on the agenda at the request of five (5) or more voting Democrats or 1 E/C member. The Chairperson of the Rules Committee shall act as parliamentarian of the E/C under Robert’s Rules of Order, Newly Revised.

5. The Political Committee is charged with the formulation of strategy for the elections to office of Democratic nominees for public office. It shall take no action on primary elections. Its meetings may be closed at the direction of the E/C. It shall maintain a comprehensive file of Democratic voters of Loudon County.

6. The Publicity Committee shall be responsible for obtaining newspaper and radio publicity for the LCDP, its platform and candidates.

7. The Credentials Committee shall review the records of the Party to ensure that each member voting at an election of officers or E/C membership is a member of the Loudon County Democratic Party, as stated in Article I, Section 1.

B. With the consent of the E/C in lieu of a committee to appoint an individual to carry out the duties of such committee by way of reports, recommendations and actions, but in such event that an individual is so appointed, any recommendations or act shall be subject to majority approval of the Executive Committee, Article IV Section 3 not applying thereto.

SECTION 2 – Formation of Other Committees

Other Committees shall be formed as necessary. To establish a procedure, by recommendation of the Chair with the E/C’s consent, or on majority vote of the E/C upon motion duly made.

SECTION 3 – Committee Recommendations

A recommendation by any committee to the full E/C must be approved by majority vote of the E/C before taking effect.

ARTICLE V – MEETINGS

SECTION 1 – Number of Meetings

There shall be not less than two regular meetings of the LCDP E/C to transact Party business each year. A nominal regular meeting schedule will be once a month, preferably on the same day of the week. Regular meetings of the E/C shall be open to all Democrats as defined in Article 1.

SECTION 2 – Special Meetings

Special meetings may be called as follows:

A. By the Chairperson to fill a vacancy in Officers or E/C members.

B. Upon written request of 25% of the current E/C.

C. Upon written request of 50% of the current LCDP membership.

Special meetings may act only upon the business for which the meeting has been called. Special meetings of the E/C shall be open to all Democrats as defined in Article 1.

SECTION 3 – Quorum

A quorum shall consist of those E/C members present and a simple majority of the quorum shall be sufficient to carry the measure. All votes by the members of the E/C or members of the Party shall be made in person. No votes by proxy or extension shall be allowed.

SECTION 4 – Meeting Agendas

A. Any item may be placed on the agenda as prescribed beforehand and if possible, the agenda of the meetings should be publicized beforehand. Further, items may be placed on the agenda: See Article IV, section 1,A,4.

B. If an issue pertains to a District or Districts, but not to the county as a whole, by majority vote of the E/C members of the affected District or Districts.

SECTION 5 – Meeting Rules

All proceedings of this organization shall be conducted under and pursuant to Robert’s Rules of Order, Newly Revised, except as otherwise herein provided.

SECTION 6 – Handicapped Accessibility

All meetings of the Democratic Party of Loudon County shall, to the extent that appropriate facilities are available, be held in a place and manner so as to make them accessible to the handicapped and physically impaired.

SECTION 7-Notice of Meetings

All meetings, regular or special, shall be given seven (7) days prior notice

ARTICLE VI – REMOVAL FROM OFFICE

SECTION 1 – Reasons for Removal

A committeeperson or officer may be removed from office (by majority vote of the Executive Committee in session) if he/she shall have:

A. Disregarded the orders of the Executive Committee, acted beyond his/her authority as prescribed in the By-Laws, or fails to carry out his/her duties as herein provided.

B. Been convicted of a felony while in office.

C. Used direct financial inducement in the conduct of Party affairs.

D. Been convicted of a crime involving moral turpitude.

E. Become incompetent – in the opinion of two (2) licensed physicians.

SECTION 2 – Replacement of Officers

If removed from office for the reasons listed in Section 1 of this Article, or if an office is vacated for some other reason, officers shall be replaced by election of the E/C as prescribed in Article II, Section 1-F. RESIGNATIONS: The resignation of any officer of The LCDP E/C shall be made in writing and shall take effect at the time specified therein, or if no time is specified, then it shall take effect upon receipt of such resignation by the chair or secretary, to become a part of the official record as per Article III, Section 4,D-4.

ARTICLE VII – AMENDMENT

SECTION 1 – To Amend By-laws

These By-laws may be amended by a two-thirds (2/3) vote of the E/C. All changes to the By-Laws shall be submitted to the secretary in writing at a regularly-scheduled meeting of the E/C of The LCDP. The secretary shall read the proposed changes. A vote shall be taken at the next regularly-scheduled. If at least half of the members of the E/C are present as a quorum, two-thirds of the members present shall carry the measure.