CAPITAL REGION

POSTAL CUSTOMER COUNCIL

ALBANY

,

BY-LAWS AND GOALS

**ESTABLISHED**   November 6, 2001

(current as of 5/14/08)

CAPITAL REGION POSTAL CUSTOMER COUNCIL

TABLE OF CONTENTS

ARTICLE I – NAME

          Section 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Page 3

ARTICLE II – PURPOSE

          Section 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . …. Page 4

ARTICLE III – MEMBERSHIP

          Section 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Page 5

ARTICLE IV – MEMBERSHIP  DUES, CONTRIBUTIONS and DONATIONS

          Section 1, 2, 3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . …… Page 6

ARTICLE V – EXECUTIVE BOARD

          Section 1, 2, 3, 4 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Page 7

ARTICLE V – EXECUTIVE BOARD (cont’d.)

          Section 5, 6, 7, 8, 9 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Page 8

ARTICLE V – EXECUTIVE BOARD (cont’d.)

          Section 10, 11, 12,  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Page 9

ARTICLE V – EXECUTIVE BOARD (cont’d.)

          Section 13, 14 ……………………………………………………………….Page 10

ARTICLE VI – SUCCESSION

          Section 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Page 11

ARTICLE VI – SUCCESSION (cont’d.)

          Section 1 (cont’d.) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Page 12

ARTICLE VII – NOMINATIONS and ELECTIONS

          Section 1, 2 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . …. Page 13

ARTICLE VII – NOMINATIONS and ELECTIONS (cont’d.)

          Section 2 (cont’d.), 3………………………………………………………...Page 14

ARTICLE VII – NOMINATIONS and ELECTIONS (cont’d.)

          Section 3 (cont’d.)……………………………………………………………Page 15

ARTICLE VIII – SUBCOMMITTEES

          Section 1, 2 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Page 16

ARTICLE IX -  MEETINGS

          Section 1, 2, 3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Page 17

ARTICLE X – PROCEEDINGS and REGULATIONS

          Section 1, 2 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Page 18

ARTICLE XI – DISTRIBUTION OF ASSETS IN THE CASE OF DISSOLUTION

          Section 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Page 19

ARTICLE XII – AMENDMENTS and AMENDMENT UPDATING

          Section 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ………….. Page 20

BY-LAW REVISION FORM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Page 21

CAPITAL REGION

 POSTAL CUSTOMER COUNCIL

ARTICLE I

NAME

SECTION I:

          This Organization shall be known as the Capital Region Postal Customer Council consisting of representatives of the Postal Customers of the Capital District Region and the United States Postal Service.

CAPITOL REGION

POSTAL CUSTOMER COUNCIL

ARTICLE II

PURPOSE

SECTION 1:

·         The PCC is an organization sponsored by the U.S. Postal Service. The PCC shall operate according to the rules and policies set forth in the Postal Customer Council Program Policies and Rules, Publication 286, as it may be modified from time to time by the Postal Service.

·         The mission of the PCC is to:

·         Promote local cooperation and support and to foster a close working relationship between the U.S. Postal Service and businesses that use the mail to communicate and interact with their customers;

·         Share information and facilitate the exchange of ideas about new and existing Postal Service products, programs, services and procedures that affect all businesses that use the mail; and

·         Help PCC industry members and their organizations grow and develop professionally through focused educational programs.

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POSTAL CUSTOMER COUNCIL

ARTICLE III

MEMBERSHIP

SECTION 1:

     Membership Eligibility

·         The PCC shall have as members any business mailers who use the services of the Postal Service within the sponsoring Postal Service manager’s geographic area.  The term “business mailer” shall have the meaning provided in Publication 286.

·         Postal Service employees will join the PCC membership and participate as determined by the Postal Service and in accordance with the needs of the PCC.

·         There shall be no stockholders or other equity holders of the PCC.  The members shall not have any voting or other rights, except those expressly provided for herein. 

·         A PCC member who is deemed to be a competitor of the Postal Service, as determined in the discretion of the Executive Board after reviewing the Publication 286 definition of competitor, shall not be eligible to serve as an Executive Board member or an officer.

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POSTAL CUSTOMER COUNCIL

ARTICLE IV

MEMBERSHIP DUES, CONTRIBUTIONS and DONATIONS

SECTION 1:

·         The Board may establish and the PCC may charge reasonable annual membership fees, but no one shall be excluded from participating in the PCC because of an inability to pay membership fees.

·         The PCC shall refer to and follow Publication 286 regarding PCC fundraising activities, acceptance of donations and other financial matters.

·         The PCC shall keep such financial records and create such financial reports as are required by Publication 286.

SECTION 2:

          Operation Costs for meetings will be kept within a reasonable range.

SECTION 3:

          Members of the Executive Committee and the Board of Officers

          will be asked for an annual contribution.  This will purely be on

          a voluntary basis.

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POSTAL CUSTOMER COUNCIL

ARTICLE V

EXECUTIVE BOARD

SECTION 1:

Officers who are not postal employees shall be elected by the Executive Board and each such officer shall hold office for a two (2) year term or until his or her successor is elected or until his or her earlier resignation or removal. An officer may be reelected and serve multiple terms. Any number of offices may be held by the same person, provided, however, that during his or her term as Co-Chair, neither the Postal Co-Chair nor the Industry Co-chair may serve as the Treasurer or the Assistant Treasurer.  Officers shall have such duties as the Executive Board may designate, in addition to but not in conflict with their regular duties.

SECTION 2:

          The Executive Board shall consist of duly authorized representatives

of the Capitol Region Area mailers and postal advisors.  The Executive Board shall consist of not less than ten (10) nor more than twenty-five (25) members, with a minimum of three (3) Industry representatives and two (2) Postal representatives.

SECTION 3:

The Postal Co-Chair, or his or her designee (who must be a postal employee), must attend every meeting of the Executive Board in order for the meeting to be an official meeting of the Executive Board where matters may be presented for a vote or other official business may be conducted. 

SECTION 4:

          The Industry Co-Chairperson or Vice Chairperson shall preside at all

          meetings of this Organization.  In their absence, the Postal Co-Chair-

          person will preside.

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POSTAL CUSTOMER COUNCIL

ARTICLE V (CONT’D)

EXECUTIVE BOARD

SECTION 5:

          The Secretary shall maintain minutes of all the Executive Committee

          meetings.  In the event that the Secretary is absent, the Officer

          Chairing the meeting shall appoint a temporary replacement.

SECTION 6:

          The Treasurer shall maintain records of all moneys received and

          account for all moneys paid out for approved disbursements

          authorized by the Executive Committee/Board of Officers and will

          report the same to the board.

          Financial reporting and reports will follow the requirements in Publication 286.

SECTION 7:

No contract or instrument binding on the PCC, including a check drawn on the checking account of the PCC, shall be a valid obligation of the PCC unless signed by the Postal Co-Chair.

All checks and contracts that the PCC enters into must be signed by the Postal Co-Chair, and may be signed jointly by the Postal Co-Chair and the Industry Co-Chair.

SECTION 8:

          All members of the Executive Committee Board of Officers are

          expected to participate in the majority of scheduled Executive Committee

          meetings during the calendar year.

SECTION 9:

          An Industry Committee Member may not send a substitute to a meeting.

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POSTAL CUSTOMER COUNCIL

ARTICLE V (CONT’D)

EXECUTIVE BOARD

SECTION 10:

          If a committee member cannot attend a meeting, he or she should

          contact the Industry Co-Chairperson or Secretary.

SECTION 11:

          After four (4) absences in a calendar year or three (3) consecutive

          absences (unless there are extenuating circumstances), the

          Industry Co-Chairperson shall take the following actions:

1)                The Industry Co-Chairperson will notify the Board

of the situation for discussion on appropriate action.

The Board will discuss.

2)                The Industry Co-Chairperson and Postal

Co-Chairperson shall inform the member by

letter that they will be asked to resign.

3)                The person who resigns may recommend his/her

replacement from the same Company.  That member

may or may not be replaced by another person from

the same Company, at the discretion of the Executive

Board.

SECTION 12:

          Former Chairpersons are invited to attend any meeting of the

          Executive Committee/Board of Officers as an Executive Board

voting member.

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POSTAL CUSTOMER COUNCIL

ARTICLE V (CONT’D)

EXECUTIVE BOARD

SECTION 13:

The Executive Board shall review all proposed PCC expenditures and contracts that the PCC may enter into. All such expenditures and contracts must meet the requirements of Publication 286. 

 SECTION 14:

Any officer of the PCC may be removed at any time, with or without cause, by the entity or persons who have the power to appoint such officer.  The Postal Co-Chair may not be removed except by authority of the Postal Service.

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POSTAL CUSTOMER COUNCIL

ARTICLE VI

SUCCESSION

SECTION 1:

          If an Executive Board of Officers position becomes vacant during a term

          of office, the following rules will apply:

1)                INDUSTRY CO-CHAIRPERSON --- The Vice Chairperson

shall immediately assume the Co-Chairperson’s

responsibilities until the next October election of Officers.

That person may appoint an Acting Vice-Chairperson to

replace him/her.

2)                VICE CHAIRPERSON --- If the Vice Chairperson position

becomes vacant, a replacement will be made as soon as

possible.  At the next scheduled Executive Committee

Meeting, candidates will be nominated and an election

held.

A.                 Position may be filled by appointment

by the industry co-chairperson with the majority

vote approval of Executive Committee/Board of

Officers.

3)                SECRETARY --- If the Secretary position becomes vacant,

a replacement will be made as soon as possible.  At the

next scheduled Executive Committee Meeting, candidates

will be nominated and an election held.

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POSTAL CUSTOMER COUNCIL

ARTICLE VI (CONT’D)

SUCCESSION

SECTION I (CONT’D.):

4)                TREASURER --- If the Treasurer position becomes

vacant, a replacement will be made as soon as possible.

At the next scheduled Executive Committee Meeting,

candidates will be nominated and an election held.

NOTE: The recommended By-Laws from the National PCC states that ‘The Treasurer shall be an Industry representative…’.

5)      POSTAL CO-CHAIRPERSON  ---  The Postal Co-Chair-

person will be the Albany Postmaster.  If the Albany Postmaster position becomes vacant, the Acting Albany Postmaster will assume the duties and responsibilities of the Postal Co-Chairperson.

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POSTAL CUSTOMER COUNCIL

ARTICLE VII

NOMINATIONS AND ELECTIONS

SECTION 1:

          Nominations for Officers will be submitted by e-mail or in writing

in August to the Secretary.  The nominator will be kept confidential.

Executive Committee members may nominate themselves.  All nominees will be notified and will be on a voluntary basis.  A slate of nominees will be presented to the Board at the September meeting with nominations taken

from the floor at that time.  Voting will be done by written ballot at that time

and announced.

A.                 Nominations and elections to the Board of Officers

may be held whenever necessary to fill vacancies.

B.                 A majority of the voting Executive Board Members

in attendance is necessary for election to office.

C.                Postal Co-Chair (or is or her designee, who must be a postal employee) must be present and voting.

D.       The Postal Co-Chair shall cast the deciding vote on any contested matters on which a vote is taken, shall have the deciding vote in the event of any tied or insufficient vote, and shall have the power to act in such situations where the best interest of the Postal Service is at risk, as determined by the Postal Co-Chair in his or her discretion.

SECTION 2:

At any meeting of the Executive Board, business shall be transacted in such order and manner as the Board may from time to time determine, and all matters shall be determined by the vote of a majority of the Executive Board members  present,

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POSTAL CUSTOMER COUNCIL

ARTICLE VII  (CONT’D)

NOMINATIONS AND ELECTIONS

except as otherwise provided herein or required by law, provided that a quorum is present and voting.  

Action may be taken by the Executive Board without a meeting if all members thereof consent thereto in writing, and the writing or writings are filed with the minutes of proceedings of the Executive Board.

SECTION 3:

Throughout the year, recommendations for membership on the Executive Committee may come from the General Membership and/or the Executive

Committee.  At such time as the Board agrees a new member should be added, the following process will take place.  A majority of the current voting Executive Board members in attendance is needed, as provided herein, for acceptance to the Executive Committee.    

1)   Solicit Interest: This process may involve putting something on the PCC website and in at least one newsletter, indicating that there will be a Board opening.  Additionally, if a more specific targeting industry has been identified for inclusion, Board members and others may be asked to identify and solicit candidates or interest from that specific industry.  When soliciting interest, there can be no promise of nomination or acceptance, only consideration.

2)   Nominations:  Once candidates have been identified, a letter should go out to them.  They should be asked to provide specific information about themselves - including  years in the industry, areas of expertise, length of PCC involvement, statement of desire to serve, and professional area of responsibility. 

3)   Once this information has been returned, a sponsoring member of the Board will contact them to explain the structure and requirements of Board service.  This includes monthly Board Meetings, monthly (at least) committee meetings, support from their business (for time and resources).  A copy of our Bylaws will be given to the candidate to be sure they understand the purpose and mission of the

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POSTAL CUSTOMER COUNCIL

ARTICLE VII (CONT’D)

NOMINATIONS AND ELECTIONS

organization.  It must be emphasized at this time that they will be required to act for the greater good of the organization, which prohibits solicitation for business while serving in the role of an Executive Board member. 

4)   The sponsoring Board member will report back to the Board regarding the candidate's ability to meet the Board requirements.  If appropriate, the candidate may be nominated for a position.

5)   If nominated, the candidate will be asked to attend two board meetings, as a guest of the sponsoring Board member.  At that time, the candidate can meet the members of the board, determine the level of involvement that would be required, and generally see if this is a good fit for all involved.  Additionally, the candidate will be asked to attend (and hopefully participate in) at least one committee meeting (of

their choosing), to again assess the level of involvement required for a board member.

6)   After attending two board meetings as a guest and providing a verbal commitment to involvement on a committee (unless the timing allows for actual participation at a committee meeting) the Board determines the viability, availability and interest of the candidate.  The Board may vote to nominate that candidate for election to the Board of Directors of the CRPCC.  At the end of the second board meeting the candidate is requested to leave the meeting early and the board will vote.  The sponsoring board member then informs the candidate of the board’s decision.

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POSTAL CUSTOMER COUNCIL

ARTICLE VIII

SUBCOMMITTEES

SECTION 1:

          Within the Executive Committee/Board of Officers, subcommittees shall

          be formed to promote the various programs (Seminars,

Tours

, Guest

          Speakers, etc.), as may be deemed necessary to fulfill ARTICLE II &

          ARTICLE X.

SECTION 2:

          Each subcommittee shall consist of no fewer than three (3) Executive

          Committee members plus other industry representatives and

          representatives of the United States Postal Service.

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POSTAL CUSTOMER COUNCIL

ARTICLE IX

MEETINGS

SECTION 1:

          A program for the General Membership will be held a minimum of

twice a year (with an attempt to have at least four (4) General Membership meetings per year), in compliance with the stated “Purpose” of the PCC

          as stated in ARTICLE II.

          The Date, Time, Location, Subject, and Contents of the General

Meeting will be determined by a majority vote of the Executive Committee/Board of Officers in attendance.

SECTION 2:

          The Executive Committee/Board of Officers shall schedule their

          meetings for the First Wednesday of the Month at a Time, Place and

          Frequency determined by the Executive Committee/Board of Officers.

Special meetings of the Executive Board may be called by the Postal Co-Chair or the Industry Co-Chair and shall be held at such place, on such date, and at such time as they or he or she shall fix; provided that, in order for the meeting to be an official meeting of the Executive Board where matters may be presented for a vote or other official business may be conducted, the Postal Co-Chair, or his or her designee (who must be a postal employee), must be in attendance.

Unless otherwise indicated in the notice thereof, any and all business may be transacted at a special meeting, provided that a quorum is present and voting.

SECTION 3:

          Due to weather conditions, prior commitments, holidays, or other

          unforeseen circumstances, the Board of Officers may select an

          alternate day and/or time for the next scheduled Executive Committee

          meeting.

          In case of a change in the scheduled meeting day and/or time, the      

          Board of Officers will notify each Executive Committee member of the

          change.

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POSTAL CUSTOMER COUNCIL

ARTICLE X

PROCEEDINGS and REGULATIONS

SECTION 1:

          The proceedings of the Organization, where not covered by the

          By-Laws of this Organization, shall be governed by the ROBERT’S

          RULES OF ORDER.

A.                 The Vice Chairperson shall have possession

of the Master Printed Copy of the BY-LAWS

including any and all amendments to the

BY-LAWS of the Organization.

SECTION 2:

All regulations as stated in Publication 286 shall be adhered to if not already specifically stated elsewhere in these bylaws.

CAPITAL REGION

POSTAL CUSTOMER COUNCIL

ARTICLE XI

DISTRIBUTION OF ASSETS

IN THE CASE OF DISSOLUTION

SECTION 1:

          In the event the Capital Region Postal Customer Council is dissolved, the      

          assets shall be converted to cash and distributed on a prorata basis to

          those making contributions to the Organization during the last general

          solicitation.

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POSTAL CUSTOMER COUNCIL

ARTICLE XII

AMENDMENTS and AMENDMENT UPDATING

SECTION 1:

          Amendments to these By-Laws must be by majority vote of the

Executive Committee/Board of Officers, but only if also expressly approved by the Postal Co-Chair, at any meeting at which a quorum is present and voting, and under the guidelines set forth below. 

          A.       Updated amendments to the By-Laws of this Organization must be

                    submitted for consideration to the entire current Executive Committee/

                    Board of Officers.

          B.       Each updated amendment must contain a reference to the specific

                    ARTICLE and SECTION, if applicable, to be amended.

C.      Each updated amendment must be dated with the date (Month/Year)

                    of approval and the date (Month/Year) the amendment is to be

                    effective, if it is not the date of approval.

D.      Updated amendments must receive a majority vote approval of the

current Executive Committee/Board of Officers to be adopted, and as otherwise provided herein.

E.       Updated amendments are to follow this section in order of approval.

                    (See following example.)

          F.       Any and all amendments must be in compliance with Publication 286.

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POSTAL CUSTOMER COUNCIL

BY-LAW TO BE REVISED

          ARTICLE NUMBER:   ______________

          SECTION NUMBER:   ______________

          PROPOSED CHANGE:   _________________________________

AMENDMENT APPROVED:   __________________________

                                                                (Month/Year)

AMENDMENT EFFECTIVE DATE:  ______________________

                                                                       (Month/Year)