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By-Laws of the
Italian American Social Club of Tampa Bay Inc.


The organization shall be known as the “Italian American Social Club of Tampa Bay Inc.”. Its office location and mailing address are:

17633 Gunn Highway

Suite 251

Odessa, Fl 33556


Section 1 – General Members

  1. Any person of Italian descent or married to an Italian, attained the age of twenty-one years of age and is of good moral character is eligible to apply for General Membership.

  2. An affirmative vote of the majority of the Executive Board shall be necessary for admission to General Membership.


Section 2 – Associate Members

  1. Any person that wishes to join the Club and does not meet the criteria for General membership, attained the age of twenty-one (21) years of age and is of good moral character is eligible to apply for an Associate Membership. An Associate member shall have not be eligible to vote in elections of Directors or hold club office.

  2. An application for Associate Membership shall not be considered or approved by the Executive Board unless sponsored by one or more General Members.

  3. Associate members may be appointed to serve as a member of any Committee, with the exception of the Election Committee.

  4. The maximum limit of Associate Members shall not exceed twenty five percent (25%) of the total membership. If the General membership declines and an imbalance occurs, Associate membership shall be frozen until such time that the increase in General membership or a decrease in Associate membership corrects the imbalance.

Section 3 – Honorary Members

  1. Any Person who has rendered service to the Club or to the Italian American heritage may be invited to become an Honorary member at the discretion of the Executive Board.

  2. Honorary Members are entitled to full Social Privileges of the Social Club equivalent to a regular member. However, they shall be ineligible to vote, run for or hold office.

  3. They shall not be subject to the payment of any initiation, or other fees or dues.

Section 4-Definition of Member in Good Standing

  1. All annual dues and assessments owed to the Club are paid, in full.

  2. The Executive Board shall establish procedures and designate an individual to maintain an attendance roster and report to the President, Members who are not in “good standing”.



  1. The dues shall be determined by the Executive Board and are due and payable by January 31st, of each year. Any person admitted to membership after July 1, shall be charged one half the annual rate.

  2. The dues shall be established by the Executive Board, subject to ratification by majority vote of the membership, in attendance or by proxy, at the properly noticed meeting.  Notice of the upcoming vote shall be posted 30 days prior to the general meeting. Operating requirements of the Club, as determined by its financial status, shall be the criteria used by the Executive Board, to present the motion to adjust the annual dues.

  3. Should it become necessary, in the opinion of the Executive Board, to assess the membership to meet any special requirements of the Club, the Executive Board shall have the authority to fix such assessment, subject to ratification of the vote by majority, of those members in attendance or by proxy. Any assessment so established shall be due and payable on or before the date so fixed. Any member who shall fail to pay any such assessment by the fixed date shall be suspended and termination of membership shall be effective ten (10) days after the suspension unless the outstanding balance has been paid in full.


The organic structure of the Club shall be composed of the Executive Board and the appointed Committees.

Section 1 – Composition 

  1. The Executive Board is the administrative and controlling body of the Club when the Club is not in session. The Board has the power to administer and control the affairs of the Club. 

  2. The Executive Board shall be composed of the following elected officers: President, Vice President, Treasurer, Secretary and five (5) Directors.

  3. The Executive Board actions and decisions may be rescinded by a resolution adopted by the General membership and passed by majority vote and proxy, at the general meeting. All resolutions adopted by the membership shall be binding on the Executive Board.

  4. No person shall be nominated or retain a position on the Executive Board unless that person is a General Member in good standing and has been a Club Member for one year.

  5. The Executive Board shall have the authority, by majority vote, to approve an unbudgeted expenditure not to exceed five percent (5) of the total annual budget.

  6. The Executive Board and all Committee Chairperson shall act on behalf of all the members of the club. They are to be indemnified and held harmless from any and all claims, charges, demands and / or liabilities that may be assessed against them except in the case of willful misconduct by that individual or individuals.

Section 2- Authority and Responsibility 

The Executive Board shall:

  1. Be directly responsible to the Membership for the overall management and business affairs of the club.

  2. Submit an annual budget to the membership at the January meeting for the next fiscal year. The budget shall be ratified, at the January meeting, by majority vote of the membership. The treasurer shall provide monthly Bank statements at each Executive Board meeting and shall make all financial records of the club available to any General Member upon reasonable request.

  3. Meet officially on a monthly basis, to review club business and set the agenda for the next general meeting. 

  4. Five (5) members of the Executive Board shall constitute a quorum for meeting and voting purposes. A majority vote shall decide all matters except where specifically stated otherwise in the By-laws. A Board member shall abstain from voting where a conflict of interest is perceived by the member or by a majority of the Executive Board.


Section 1-President

  1. Serves as the Chief Executive Officer of the Club.

  2. Presides at all meetings of the membership and the executive Board

  3. Has general supervision of all business affairs of the Club, subject to executive Board approval.

  4. Be an Ex-Officio member of all Committees. 

  5. Sets the agenda for the Executive Board and General meetings.

  6. Signs all contracts made and executed in the name of the Club subject to executive Board approval.

  7. Appoints with Board approval individuals to serve as Chairpersons for all standing and select Committees and those Appointed Positions specified in the By-Laws.

  8. Appoints with Board approval, a regular member in good standing to temporarily fill a vacancy on the Executive Board.


Section 2-Vice President


  1. In the absence or disability of the president, the Vice president shall have full authority to perform all duties and functions of the President.

  2. Perform such duties as are requested by the President.

Section 3- Treasurer


  1. Collect all dues, assessments and other funds and deposit same into the account of the Club.

  2. Maintain accurate records and account for all receipts and disbursements.

  3. Prepare a monthly report for the Executive Board of all financial matters regarding the Club. 

  4. Ensure that all checks drawn on Club funds are countersigned by any of the two (2) following officers: President, Vice President, Treasurer, and Secretary.

  5. Direct and audit any special financial system and expenditures governing designated Committees authorized by the Executive Board.

  6. The monthly report shall be available for inspection by any member upon reasonable request.


Section 4-Secretary

  1. Keep all minutes of all regular, special and Executive Board meetings. 

  2. Keep a list of all elected and appointed officials of the Club and a file of past minutes, correspondence, reports By-Laws and other pertinent documents.

  3. Provide copies of an agenda for the Executive Board.

Section 5- Directors


  1. Shall supervise the affairs of the Club. They shall examine the books maintained by the Treasurer prior to the closing of the books in December.

  2. Shall perform additional duties in matters pertaining to their office imposed on them by the membership and assist the President and other Club officers in matters pertaining to operations of the Club.

Section 6-Terms and Conditions


  1. Board of Directors shall be elected by a majority vote of the General Members and shall serve a two (2) year term

  2. Officers shall be elected by majority vote of the Board of Directors and shall serve for a one (1) year term.

  3. A husband and wife shall not hold Board of Directors positions at the same time.

  4. Any Officer or Director of the Club who misses three (3) unexcused consecutive meetings shall be removed from office.


Section 1-Standing Committees


  1. Communications & Social Media

  2. Community Affairs, Scholarships & Charitable Donations

  3. Culture and Heritage

  4. Membership

  5. Election

  6. Special Events

  7. Fund Raising

The Chairperson for the any of the above Committees shall be an Executive Board Member, appointed by the President and approved by the Executive Board. Committee authority shall be defined in writing by the Executive Board. Committee members shall be selected by the Chairperson and names submitted to the Executive Board for approval.

Section 2-Special Committees

Special Committees may be established at the discretion of the President for the period necessary to fulfill the needs of the club


Section 1-General Meetings 

General meetings shall be held monthly except for July and August, at the discretion of the Executive Board.

Section 2 – Executive Board Meetings

Executive Board meetings shall be held monthly except for July. 

Section 3-Special Meetings

Special meetings of the Club may be called by the President, a majority of the Executive Board or twenty-five (25%) percent of the general membership. Notice shall be sent out to the members at least seven (7) days before such called meeting and shall state the purpose for which the meeting is being called.

Section 3- Order of Business

The president shall preside over all General Membership meetings and the order of business shall be as follows:

  1. Call the meeting to order

  2. Invocation and/or Pledge of Allegiance to the Flag  

  3. Reading, amending and approval of the minutes of the last regular meeting.

  4. Treasurers report

  5. Committee reports

  6. Old Business

  7. New Business

  8. Heritage and Culture 

  9. For the good of the order

  10. Adjournment

Section 4- Quorum and Vote


  1. A quorum for a General or Special meeting the Club shall be one fourth (1/4) of the current membership in good standing. 

  2. A quorum for a meeting of the Executive Board, shall be five (5) of the nine (9) Board members.

  3. A majority of votes cast shall decide matters requiring a vote unless specifically stated otherwise in these By-Laws.


Section 1- Election Committee


  1. The Committee shall consist of one Board Member and two (2) General Members, in good standing, appointed by the President with advice and consent of the majority of the Executive Board. This Committee shall present at the November meeting all candidates for each office to be filled. 

  2. The Committee shall provide ballots for voting, serve as tellers and be responsible for the general conduct and reporting of any election results.

Section 2 - Selection of Nominees


  1. At the November General meeting nominations may be made by a Regular Member. Members so nominated must be in good standing. No member shall be nominated for a Board position without his or her consent.

  2. Nominations shall be closed following all nominations made at the November meeting.  

Section 3 - General Election


  1. The General Election shall be held at the November meeting. All Voters must be General Members in good standing and shall be checked in to receive a ballot. 

  2. Newly elected Board Members shall take office January 1, the start of the Club’s new fiscal year.  The Board shall elect from its members the officers for the club at its January meeting.

Section 5 – Voting Ballot 


  1. The Election Committee shall prepare the voting ballot and be responsible to ensure one ballot per member.

  2. Any Regular Member who is unable to attend the General Election meeting shall have the option of securing and signing for an absentee ballot directly from the Election Committee. The member shall complete the ballot and insert it in a sealed envelope with the Members signature indicating an absentee ballot. All absentee ballots must be turned in to the Election Committee prior to the November meeting.

  3. Voting shall be by select ballot. In the event of a tie, the Executive Board acting as a body shall cast the tie breaking vote.


Any proposed By-law changes shall be submitted in writing to the Executive Board and presented to the Membership, at a General Meeting. These by-laws may be amended, modified or new by-laws added by a quorum vote of the membership, at a general meeting.


The latest edition of Roberts Rules of Order shall govern the Club in all applicable cases provided they are not inconsistent with the adopted By-Laws of the Club.


The dissolution of this organization shall require three fourths (3/4) majority of the membership in a special session called for such purpose.
In the event of authorized dissolution of this Club, all assets and property shall be disbursed and distributed to non-profit charitable organizations.

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