BYLAWS

Article I. Name

The name of the organization shall be the Logsden Community Club.

Article II. Principal Office

The registered office for the transaction of the business of this nonprofit corporation shall be located at Post Office Box 67, Logsden, Oregon 97357.

Article III. Purpose & Mission Statement

The purpose of the Logsden Community Club is to build and maintain a sense of community in the greater Logsden area.  Through various means of communication, social events, educational seminars, recreational activities, current-event forums, our charitable nonpolitical Club will work to foster a welcoming, friendly and safe community atmosphere.  

Article IV. Members

Section 1. Classes of Membership. 

The Logsden Community Club (LLC) shall have one General Membership category.

  1. General Members. This membership category will apply to both individuals and families. In order to be an active member of the LLC, members shall pay annual dues.  The rates of membership will be set by the Board of Directors, and amended as needed, from time to time.  

Section 2. Voting Rights 

  1. General Members

All members of a family, or any individual, shall have one (1) vote.  Votes will be cast for the election of officers and board members, bylaw amendments, and any issues brought forth by the Board of Directors. 

Section 3. Termination of Membership

  1. The active participation of a General Member, failing to pay their dues, shall terminate thirty (30) days following the date of the Annual Business Meeting.

Section 4. Meetings of the Membership. 

  1. Annual Business Meeting. 

The Annual Business Meeting shall be held on the second Saturday in January at the Logsden Community Club facility.  At this meeting the President will make an annual report, the Treasurer will make an annual budget report, and election of officers and board members shall take place.

  1. Regular Board Meetings. 

Notice of all Regular Board Meetings shall be communicated through an Annual Calendar displayed the first week of January.  A meeting reminder notice shall be made at least two (2) weeks prior to each meeting. 

  1. Special Meetings

Whenever a timely issue arises, a Special Meeting of the Board of Directors may be called by the President.  The President shall convey the purpose of the meeting, date, time, and place with as much advanced notice as possible.

Article V. Officers

Section 1. Titles. 

The officers shall consist of a President, Vice President, Treasurer, and Secretary.  All officers of shall be members of the Board of Directors and will also comprise the full Executive Committee.

Section 2. Nomination and Election. 

Officers shall be nominated by the Nominations & Elections Committee and shall be elected or re-elected at the Annual Business Meeting by a majority vote of the general membership.

Section 3. Terms. 

Officers shall serve for a term of one year.  No officer shall be elected to the same office for more than three consecutive terms unless no new candidate accepts a nomination. 

Section 4. Vacancy. 

A vacancy in any office shall be filled by the Board of Directors no later than the next regular meeting following the vacancy. The Nominations & Elections Committee shall nominate a candidate to fill the vacancy. 

Section 5. President. 

The President shall oversee the governance of the Logsden Community Club and shall preside over meetings of the Board of Directors and Executive Committee.  The President may vote to break a tie.  The President shall appoint the chair to any standing committee or taskforce. The President is an ex-officio member of all standing committees and taskforces.

Section 6. Vice- President. 

In the absence of the President or in the event of her/his inability to act, the Vice-President shall perform the duties of the President.  When serving as President, the Vice President shall have all the powers of the President. 

Section 7. Secretary. 

The Secretary shall have responsibility for all record keeping of the Board of Directors.  The Secretary shall record official minutes of all proceedings of Regular and Special meetings, as well as the Annual Business Meeting.  Once approved, all official minutes will be published to the general membership.  

Section 8. Treasurer. 

The Treasurer shall have responsibility for all LCC funds. The Treasurer shall keep a full and accurate account of all the financial records and make both deposits and debt payments in a timely manner.  The Treasurer shall provide financial reports to the Board of Directors at every scheduled meeting and to the general membership at the Annual Business Meeting.  The Treasurer shall complete and submit all annual reports and payments required by law.

Article VI. Board of Directors

Section 1. General Powers. 

The LLC shall be governed by a Board of Directors consisting of both officers and general members. This board shall consist of four Officers: (President, Vice President, Secretary, Treasurer) and four general members at-large. 

Section 2. Number of Directors

The number of Directors of the LLC shall consist of no less than one (1) and no more than four General Member directors. 

Section 3. Qualification. 

Membership on the Board of Directors shall be open to all dues-paying members living inside the general Logsden area with a demonstrated commitment to advance the interests of the LLC.  

Section 4. Nomination and Election. 

The Nominations and Elections Committee shall be responsible for identifying prospective candidates as Officers and Board Members.  This committee shall consist of the LLC current officers and two (2) general members at large.  

An announcement for open positions shall be made thirty (30) days prior to the Annual Business Meeting. Each candidate will need to indicate a desire to become a nominee before being placed on the ballot.  A slate of candidates will be presented to the general membership at the Annual Business Meeting.  An invitation for additional nominees will be made at the meeting, prior to holding the vote.   All candidates will have the opportunity to address the membership at the Annual Business Meeting.  When a position is contested by two or more nominees, a paper ballot will be used to count votes.  

Section 5. Terms. 

The term of office of each Director shall be for two (2) years.  Elections will be staggered to allow only two Director positions to be voted in each year.  Directors may be elected to successive terms of office up to a maximum of six (6) consecutive years.  

Section 6. Vacancies. 

Vacancies on the Board of Directors shall be filled by a majority vote of the directors at a regular or special meeting called for that purpose. The Nomination and Elections Committee shall nominate a candidate to fill the vacant position.  The successor shall serve for the unexpired term of the predecessor and, at the conclusion of the unexpired term, shall be eligible to become a candidate for a future two (2) year board member term.

Section 7. Quorum and Action. 

Any meeting by the Board of Directors requires a majority of directors to be present to constitute a quorum. If a quorum is present, action can be taken.  If a vote ends in a tie, the President will cast a vote to break the tie.  If a quorum is not present, information can be shared, but no action items can be taken.

Section 8. Regular Meetings. 

Regular meetings of the Board of Directors shall be held three (3) times a year (April, August & November.)  When necessary, Internet and/or telephone communications may be used to create a quorum.

Section 9. Special Meetings. 

Special Meetings may be called by the President, or by any two members of the Executive Committee. Notice of a special meeting shall be conveyed to each officer and director by email, or telephone, at least two (2) days prior to the meeting. 

Section 10. Alternative Meeting Venue. 

When necessary, Internet meetings may be held to conduct regular business.  

Any regular or special meetings of the Board of Directors may be held using electronic means. 

Section 11. Reimbursements

Directors shall not receive salaries for their board services but may be reimbursed for authorized expenditures.

Article VII: Committees

Section 1. Standing Committees. 

There shall be two standing committees: Executive Committee and Nominations & Elections Committee.  The President will chair both committees.  Additional standing committees may be established by the Board of Directors.

  1. Executive Committee. 

The members of the Executive Committee shall consist of the officers; President, Vice-President, Secretary, and Treasurer.  This committee sets the agenda for regular and special board meetings.  When required, the Executive Committee shall have power to make decisions between regular meetings.  All Executive Committee actions shall be reported to the full Board of Directors at the next scheduled regular meeting. 

  1. Nominations & Elections Committee. 

The Nominations & Elections Committee shall consist of the members of the Executive Committee and two LCC members at large.  This committee shall develop a slate of nominees for both officer and director positions on an annual basis.  This committee shall also identify individuals to assume vacated board positions. 

Section 2. Limitations on the Powers of the Executive Committee. 

The Executive Committee may not authorize payment of income to officers and board members; may not approve the dissolution or sale of the LLC, or pledge or transfer any of the LLC’s assets without a majority vote of the full Board of Directors.  The Executive Committee may not adopt, amend, or repeal the Bylaws, or any resolution by the Board of Directors without the actions of the full voting General Membership.

Section 3. Task Force 

The Board may designate a Task Force when temporary activities are required.  All Task Force Chairs shall report to the Board of Directors

Section 4. Standing Committees & Task Force Chairs. 

The President, in consultation with board members, shall appoint the chair of each new standing committee and task force.

Section 5. Terms. 

The term of a Committee or Task Force Chair shall be one year. 

Section 6. Action Consensus & Budget

At Standing Committee and Task Force meetings, action can be taken by a majority consensus.  Prior to the meeting, budget guidelines will be provided by the board.  A Standing Committee or Task Forces may request additional budget support but cannot expend funds without prior board approval. 

Article VIII. Non-Discrimination Policy

It shall be the operational policy of the Logsden Community Club not to discriminate against any person on the basis of race, color, sex, sexual orientation, religion, creed, marital status, national origin, disability, or political belief.  This includes non-discrimination in providing any programs or services offered by LLC.

Article IX. Corporate Indemnity

This Corporation will fully indemnify any current or past officers or board members who are made a party to an action, suit, or other lawful proceeding.  The LCC shall maintain liability insurance to protect officers and directors from personal liability claims related to LCC activities.

Article X. Amendment of Bylaws

These Bylaws can only be amended by the general membership.  An amendment can take place as follows:

  1. At the Annual Business Meeting, or
  2. By a Special Election ballot vote by the general membership at-large.  A thirty (30) day prior announcement and publication to the general membership is required.  The current bylaw wording, to be deleted, and the proposed new amended wording, will be published to the general membership.  An explanation of the need for any bylaw change will accompany the publication.

A simple majority vote of the general membership is needed to amend the bylaws.  Only one vote per Individual or Family Membership is allowed.  Votes may be cast via email or written response within fourteen (14) days of the published call for a vote.

Original Bylaws adopted by the Board: February 23, 1962 Original Bylaws amended on January 10, 2026.