ARTICLE I – NAME The name of the organization is the “Berkshire Democratic Brigades” (“Brigades” or “the Organization”). ARTICLE II – PURPOSES The purpose of this Organization is to promote and actively support the platform and candidates of the Democratic Party.  The Organization is dedicated to building a strong base for political action by improving communication, local organization, education, and participation by people of all ages, creeds, ethnicity, races, and genders. ARTICLE III – OFFICES The office of Berkshire Democratic Brigades shall be located at 69 E. Housatonic St, Pittsfield, MA 01201, or at such other place or places as the Steering Committee shall from time to time designate. ARTICLE IV – ACTIVITIES AND PUBLIC PARTICIPATION Participation and attendance at Berkshire Democratic Brigades events is open to all people, regardless of political affiliation, who share the values and purposes of the Brigades, and who support the Organization’s activities.  Those who actively participate are referred to here as “volunteers.”   ARTICLE V – STEERING COMMITTEE  
  1. General Powers; Number. The business and affairs of the Organization shall be managed by its Steering Committee, which may exercise all powers of the Organization and perform all lawful acts and things which are not by law, or these By-Laws directed or required to be exercised or performed by or are conferred upon or reserved to the members.  The Steering Committee membership shall consist of not fewer than nine (9) nor more than fifty one (51) members, including all Officers of the Organization (the “SC Members”).
  2. Eligibility. Persons eligible to serve on the Steering Committee shall be:  members of the Democratic State Committee of Massachusetts; the Town and Ward Chairs of the Democratic Party in Berkshire County, Massachusetts; and volunteers who have participated in at least three events in a year, are nominated and elected by a majority of the existing Steering Committee members present at a Steering Committee meeting, assuming there is a quorum at the meeting, are registered Democrats; and have not contributed to, publicly endorsed, worked for, or otherwise supported the electoral opponents of Democrats in the last election.
    1. For the purposes of membership and quorum, Town and Ward Chairs will be considered members if they respond affirmatively to an explicit written solicitation by the Chair or Vice Chair following their election and attend three meetings of the Steering Committee in the first six (6) months of in their posts.
  3. Removal. Unless otherwise allowed by a majority vote of the Steering Committee members, any Steering Committee Member who has three (3) unexcused (without notice) absences from meetings of the Steering Committee, or who supports an electoral opponent of Democrats, shall no longer be eligible to serve as a member of the Steering Committee, and shall be deemed to have resigned, effective on the date of the last of the three consecutive meetings not attended.
  4. Resignation. Any Steering Committee Member may resign at any time by giving written notice either to the Steering Committee or the Chair of the Organization.  Unless otherwise specified in such written notice, the resignation shall be effective upon delivery to the Steering Committee or the designated officer.
  5. Contributions.  Each year the Steering Committee shall establish a suggested contribution to the Organization.  The contribution made during any one year shall be for the period beginning January 1 and ending December 31 of the year in which the contribution is paid.
  6. Annual Meeting.  The annual meeting of the Steering Committee shall be held on the third Tuesday in January, or if a holiday, on the next succeeding Tuesday, at the hour of 6:00 PM, or at the hour and at the place specified in a notice of the meeting.
  7. Other Meetings.  Other meetings of the Steering Committee may be called by the Chair, or by three (3) or more Steering Committee Members on seventy-two (72) hours’ notice to each Steering Committee Member by e-mail.  Special meetings of the Steering Committee may be held entirely electronically by e-mail, provided that any vote on a matter be held open for 48 hours, unless the Chair declares an emergency requiring the Steering Committee to make a decision more promptly and that the number of votes cast by e-mail shall at a minimum equal the quorum requirements set forth below in section H.
  8. Quorum; Adjournments.  At all meetings of the Steering Committee, 30 percent of the number of Steering Committee Members then in office, shall constitute a quorum for the transaction of business, and the act of a majority of the Steering Committee Members voting at any such meeting, in person or electronically, shall be the act of the Steering Committee, except as may be specifically provided by these By-Laws.  If a quorum is not present at any meeting of the Steering Committee, the Steering Committee Members present may adjourn the meeting until a quorum shall be present.
  9. Political Action Committee.  The Steering Committee shall be responsible for appointing the Chair and Treasurer of the “Berkshire Democratic Brigades Political Action Committee” (the “PAC”), an authorized Political Action Committee registered with the Massachusetts Office of Political and Campaign Finance.  The Chair and Treasurer of the Brigades shall be the Chair and Treasurer of the PAC, unless the Steering Committee designates otherwise.
  1. Nominating Committee.  The Nominating Committee shall be the Executive Committee.
  2. Fundraising Committee.  A fundraising committee shall be appointed to assist the Treasurer in fundraising and keeping track of contributions.
  3. Outreach Committee.  An outreach committee shall be appointed to recruit members and communicate with key Democratic, unenrolled, issue-based, and emerging constituencies; activate, encourage, and energize Town and Ward Democratic Committees in Berkshire County.
  4. Communications Committee.  A communications committee shall be responsible for the Organization’s website, social media presence, and traditional media, crafting op-eds on issues of importance to Democrats; running of the TV show “Common Sense”; and serving as the public face of the Organization and the press contact, in Chair’s absence.  The Chair of the Communications Committee shall be the Vice-Chair of the Steering Committee.
    1. Major announcements and position statements would derive from prior collective deliberation of the Steering Committee
  5. Other committees.  The Steering Committee shall appoint other committees as it deems appropriate.  For example, ad hoc committees shall be appointed for major events and for training courses offered by Steering Committee members to the public.
  1.  Action by Consent.  Any action required or permitted to be taken at any meeting of the Steering Committee or of any committee of the Steering Committee may be taken without a meeting, electronically or otherwise, if a written consent to such action is signed by a majority of the members of the Steering Committee and such written consent is filed with the minutes of its proceedings.
  2. Meetings by Telephone or Electronically.  The members of the Steering Committee, or of any other committee, may participate in a meeting of such committee by means of a conference telephone or similar communications equipment by means of which all members participating in the meeting can hear each other at the same time.  Participation by such means shall constitute presence at such meeting.
  1.   Waiver.  Whenever any notice is required to be given under the provisions of these By-Laws, a written or e-mailed waiver thereof, signed by the person or persons entitled to said notice and filed with the records of the meeting, whether before or after the time stated therein, shall be deemed equivalent to such notice.  In addition, any member who attends a meeting of the members, the Steering Committee, or other committee, in person, telephonically, or electronically, without protesting at the commencement of the meeting the lack of notice thereof to him/her, such lack of protest shall be conclusively deemed to have waived notice of such meeting.
  1. Steering Committee Designations.  The Officers of the Organization to be chosen by the Steering Committee shall be a Chair, one or more Vice Chairs, Treasurer, and Clerk.  The Steering Committee may choose such additional positions as it may so determine
  2. Officer Designation by the Chair.  The Chair of the Organization may appoint Vice Chairs to assist in the duties of the Organization.
  3. The officers of the Organization shall have such powers and duties as generally pertain to their respective offices, as well as such powers and duties as from time to time may be determined by the Steering Committee.  Any number of offices may be held by the same person.  A person must be eligible to be a Steering Committee member in order to serve as an officer.
  4. Term of Office; Elections.  The Steering Committee shall, after each annual meeting of the members, elect the Chair, one or more Vice Chairs, Treasurer and Clerk.  The officers of the Organization shall hold office for a term of one (1) year, or until their successors are chosen and shall qualify.  Any officer elected by the Steering Committee may be removed at any time by the affirmative vote of a majority of the Steering Committee Members then in office, when, in their judgment, the best interests of the Organization will be served thereby.  Any vacancy occurring in any office of the Organization may be filled for the unexpired portion of the term by the Steering Committee. No person elected as Chair or Vice Chair of the Organization may be elected to that same office for more than four (4) consecutive one year terms, provided that after being out of office for one year, such a person is again eligible to serve in that same office for four additional one year terms.
  5. Executive Committee.  An Executive Committee shall be constituted of the Officers plus one Member nominated by the Chair and approved by a majority in a meeting of the Steering Committee.  The Executive Committee shall serve as Nominating Committee for Officers of the Organization.  It shall be called to advise the Chair on matters of urgency between meetings of the whole Steering Committee.  It may be summoned and convene by electronic means, such as E-mail.
  1. Chair – The Chair shall preside at all meetings of the organization and the steering committee, and in coordination with the subcommittee chairs, shall carry out the day-to-day business of the Organization and implement any and all actions and decisions of the Steering Committee. The Chair shall be an ex-officio member of all subcommittees, and shall appoint all necessary standing or special committees (subject to approval by the Steering Committee).  The Chair, the Vice Chair (Chair of the Communications Committee), or their authorized agents, shall be the only spokespersons for the organization.
  2. Vice Chair – The Vice Chair (or if more than one, either one) shall preside in the absence of the Chair; shall become the Chair in the event of a vacancy in that position, and shall assist the Chair in all activities of the Committee. A Vice Chair shall be Chair of the Communications Committee.
  3. Clerk – The Clerk or Recording Secretary shall take the minutes of all regular and executive meetings; shall report the minutes at meetings and perform other duties as designated by the Chair. The Clerk shall give members reasonable notice in writing, telephone or e-mail (as the clerk shall determine at his or her discretion) before each meeting.
  4. Treasurer – The Treasurer shall maintain an account in a bank or banks as approved by the Steering Committee in the name of the PAC and collect and deposit all funds received by the Organization, paying all bills of the Organization by checks to be signed by the Treasurer and/or the Chair of the organization, provided that the signature of two officers will be required on any check in an amount greater than $2000, or in such other amount as the Steering Committee may from time to time direct. The Treasurer shall see to it that there is a written report at each Steering Committee meeting and at the Annual Membership meeting, accounting for income and expenditures since the last meeting.  He or she shall see to paying all bills as soon as possible after receipt and upon approval of the Chair and shall prepare and file all reports with state or federal agencies, as may be required from time to time by state and federal laws.
  5.  Resignations.  Any officer may resign at any time by delivering a written resignation to the Steering Committee, the Chair, or the Clerk of the Organization.  Such resignation shall be effective upon delivery. 
  1. The Steering Committee shall have the power to make, alter, and repeal these By-Laws and to adopt new By-Laws by an affirmative vote of a two-thirds majority of those present at a meeting of the Steering Committee, assuming a quorum, and provided that such notice of the proposal to make, alter, or repeal these By-Laws, or to adopt new By-Laws, was included in the notice of the meeting of the Steering Committee at which such action takes place. Proposals for amendments to the By-Laws may be presented to the Steering Committee by one of its members.
  2. Process of Approval and Effective Date. These amendments shall become effective after a vote of two-thirds of the Steering Committee membership, as mentioned above, conducted in person and by electronic mail.  If two attempts to contact a member electronically are unsuccessful, a non-response shall be construed as affirmation.
  July 25, 2005 Amended October 17, 2017