Young Democrats of America Puerto Rico Chapter/Juventud Demcrata Captulo de Puerto Rico By Laws As adopted July 18th,2012 SAN

JUAN, PUERTO RICO

We, the Young Democrats of America Puerto Rico Chapter, in order to stimulate in young people in Puerto Rico and Puerto Ricans and other hispanics across the United States of America an active interest in governmental affairs and promote their involvement in the political process, to promote the acquisition of political power by young people, to promote the policies and practices which are consistent with the highest principles, to increase the efficiency of popular government. We, the Young Democrats of America Puerto Rico Chapter will also support and advocate Presidential Vote for Puerto Rico and will provide the highest degree of justice and social welfare for the citizens of our country, do associate ourselves together and establish this Chapter.

Article I Young Democrats of America Puerto Rico Chapter/Juventud Demcrata Captulo de Puerto Rico
Section 1- The Young Democrats of America Puerto Rico Chapter (YDAPR)/Juventud Demcrata Captulo de Puerto Rico (JDPR) is a non-profit corporation duly organized pursuant to General Corporate Law of Puerto Rico and duly registered in the Department of State of Puerto Rico. Section 2- This organization shall also be known in English as Young Democrats of America Puerto Rico Chapter (YDAPR).

Article II - Membership
Section 1- In order to be eligible for membership in the YDAPR/JDPR, an individual must be between the ages of 16 to 36 years old and share and agree with the objectives and values established in the YDAPR/JDPRs Constitution. Section 2- Each member shall freely provide a valid government issued photo identification, and / or birth certificate as evidence of age. Section 3- Each member shall fill out a membership form with their full names, addresses, telephone numbers and e-mail address. Section 4Section 5There will be an Honorary Membership for those over thirty six (36) years old. Membership Fees and Requirements. A membership fee of twenty dollars ($20.00) shall be forwarded to the Young Democrats of America Puerto Rico Chapter for each Active,Associate, and At-large Student member. A membership fee

of thirty dollars ($20.00) shall be forwarded to the Young Democrats of America Puerto Rico Chapter for each Active, Associate, and At-large Professional member. To be a bonafide YDA active member it is imperative that the membership fee be paid, The Board of Directors will approve by letter or email and send a welcome letter after reviewing the membership application. One month of previous active membership will be required to participate or vote in any special assembly /election or Nominations Committee in the Organization. Section 6: Municipal Chapters YDAPR Board can approve by 50+1 of quorum vote upon the completion of a full application package the creation of local chapters in college universities and municipalities in Puerto Rico. The application package will require the following: 1. YDAPR Membership sheet completed with full payment of each member. 2. Local Chapter Officer List including the following: President, Vice President. Secretary, Treasurer and at least one vocal position 3. Local Chapter Work Plan Draft Municipal chapters may create their internal rules and bylaws always following the principles of the YDAPR organization bylaws

Article III - Board of Directors

Section 1The Board of Directors shall be the governing body of the YDAPR/JDPR and shall

have the powers delegated by the Constitution and the By-Laws. Section 2The Board of Directors shall consist of the following:

2.1- Members of the Executive Committee: President, Vice-President, Secretary, Treasurer, National Committeeman, and National Committeewoman. 2.2- Other Officers: Legal Counsel, Press Secretary, Auditor, and Eight (8) Congressional Districts Representatives. 2.3- The Immediate Past President who still qualified for membership. Section 3- The President and Vice-President of the YDAPR/JDPR shall be the President and VicePresident of the Board of Directors, respectively. Section 4- The activities and affairs of the YDAPR/JDPR shall be managed by the Board of Directors, which may exercise all powers and do all things not required by these ByLaws to be done by the Membership; including, but not limited to, determining matters of policy, conducting all activities of the YDAPR/JDPR and interpreting these ByLaws. Section 5- Meetings of the Board of Directors - Regular meetings of the Board shall be held at least twice a month during its term of office at such time and place as the President shall direct notice to the Board members by written notice postmarked at least seven (7) days prior to the meeting, by email or any verifiable way. 5.1- Meetings of the Board may be attended by non members of the Board who are members of the YDAPR JDPR upon the invitation of the President and with the consent of the simple majority of the members of the Board present. 5.2- Meetings of the Board may be attended by non members of the YDAPR JDPR upon the invitation of the President and with the simple majority vote of the members of the Board present. 5.3- The President may, at any time, at his or her own discretion, decide to go into executive session and exclude all non-members of the Board from any meeting of the Board. 5.4- Minutes of each meeting shall be prepared and kept in file and made available for review by any member. Section 6- Thirty percent (30%) or more of the members of the Board shall constitute quorum for the transaction of business at all meetings of the Board. Provided quorum is reached at the beginning of the meeting of the Board. The voting members of the Board present at a duly organized meeting may continue to transact business until adjournment, notwithstanding the withdrawal of enough members to leave less than quorum. If a meeting of the Board cannot be organized because a quorum is not present, those present may adjourn the meeting from time to time until a quorum is present, and once a quorum is reached, it may transact any business at the meeting as originally called.

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Each member of the Board shall be entitled to one (1) vote. Voting members of the Board shall be entitled to vote by proxy, but no Board member present at a Board meeting can exercise more than one proxy per meeting. The act of the majority of those voting members of the Board present at a meeting at which a quorum is present shall be the act of the Board, unless the act of a greater number is required by these By-Laws. It is the duty of each member of the Board to attend regular and special meetings of the Board. Failure to attend a Board meeting without good cause (as determined by the Board) constitutes an unexcused absence. Any member of the Board who accumulates three (3) or more unexcused absences during his or her term of office and who duly received notices of such meetings in accordance with these By-Laws shall be presumed unable to carry out the duties of office and may be replaced by the President thirty days (30) after the notice of replacement has been sent to such member of the Board by the President. The Secretary shall notify the Board in writing that a vacancy exists following the third unexcused absence of any member of the Board, and such vacancy shall be filled in accordance with Article III, Section 9. In the event of a vacancy of any office, other than the President, a successor shall be appointed by the President in his or her own discretion from among the Regular Members. In the event of a vacancy in the office of President, the Vice-President shall automatically become acting President for the remainder of the term.

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Section 9-

Section 10- Any action required or permitted to be taken at any meeting of the Board may be taken without a meeting if a written consent to such action is given by a majority of the voting members of the Board in office prior to, concurrently with or following such action and such written consent is filed with the minutes of the proceedings of the Board. Section 11- The Board may conduct meetings by conference call or similar communications equipment that enables all members of the Board necessary to have quorum, participation to hear each other at the same time. Participation in a meeting of the Board by such means shall constitute presence in person at such meetings.

Article IV - Officers
Section 1 Section 2All the members of the Executive Committee of the Board will be elected by the Assembly. In addition to the above mentioned duties and those enumerated in the Constitution, the President shall preside at all meetings of the Board of Directors. The President shall also appoint all those members designed as appointed. The President shall be the Chief Executive Officer of the YDAPR/JDPR and exercise supervision over all activities of the YDAPR/JDPR. He or she shall exercise all powers outlined in the YDAPR/JDPR By-Laws and perform all other duties as usually pertain to the office of the Chief Executive. The President shall be a member ex officio of all committees, save as otherwise herein provided.

Section 3- In addition to the aforementioned duties, the Vice-President shall act as an assistant to the President. In the event of the absence, disqualification, resignation, removal, or death of the President, the Vice-President shall perform all duties of the President. Section 4- The Secretary shall be the recording officer of the YDAPR/JDPR for all the proceedings. The Secretary shall be responsible for the minutes of all meetings of the Board of Directors, and oversee records of all official actions taken by and in the name of the YDAPR/JDPR. In addition, the Secretary shall attend to all correspondence of the YDAPR/JDPR, as well as send out all meeting notices. In addition the Secretary shall prepare and file the records of the corporation for the yearly submission to the Department of State of Puerto Rico. Section 5- The Treasurer shall serve as the financial officer of the YDAPR/JDPR, overseeing the collection and disbursements of funds of the YDAPR/JDPR. Duties include the collection of all dues and other assessments of the YDAPR/JDPR, accounting for the funds of the YDAPR/JDPR and keeping regular accounts thereof. 5.1The Treasurer shall submit revenue and expenses reports on the financial condition of the YDAPR/JDPR at each meeting and at any other time as may be required by the Executive Committee. The Treasurer shall as well submit account statements to the Executive Committee for audit or examination prior to the Annual Assembly and at request of the Executive Committee. 5.2- The Treasurer shall deposit all the money belonging to the YDAPR/JDPR in such bank as ratified by the Executive Committee, to be withdrawn only upon the check signed by the Treasurer and at least another signature, to be determined by the Board. 5.3- The Treasurer shall not permit the giving, transferal, or expenditures of money or other valuables from the Treasury, save for the purposes of the YDAPR/JDPR and as authorized by the YDAPR/JDPR. The checkbook shall be brought to all meetings in order to expedite financial matters before the YDAPR/JDPR. 5.4- There should be an annual budget adopted by the YDAPR/JDPR and the Treasurer shall assist the President and Executive Committee in the drawing up and carrying out of the budget. 5.5- The Treasurer will receive assistance in the preparation of the annual report from a CPA appointed by the President. Section 6- The National Committeeman and Committeewoman shall coordinate the participation of the members of the YDAPR/JDPR in all conferences and national meetings of the Young Democrats of America. They shall lobby and vote on behalf of the YDAPR/JDPR in every meeting of the YDA National Committee. They shall also serve as liaisons between the Young Democrats of America Puerto Rico Chapter and the Young Democrats of America, and to represent the organization at all meetings of the National Committee of the Young Democrats of America. Section 7- Other YDAPR/JDPR Officers. The President shall appoint with the consent of the Board of Directors the following officers no later than its first meeting after the assembly where there were elected. 7.1- The Press Secretary will be in charge of the Press and Communications Committee and will be the spokesperson for the YDAPR/JDPR when requested by the President.

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7.1(a)- This person shall have academic background and experience in communications, and shall have the skills and contacts to deal with the media. The Auditor shall serve as an assistant to the Treasurer in the preparation of the annual budget and report. 7.2(a)- This person shall have education on accounting and/or finance, and experience in the preparation of budgets and annual reports to be submitted to the Department of State of Puerto Rico. The Legal Counsel shall serve as legal advisor to the YDAPR/JDPR. The Eight (8) Congressional Districts Representatives shall be apportioned according to the statewide allocation of Senatorial Districts.

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Article V - Elections and Term in Office

Section 1The President, Vice-President, Secretary, Treasurer, the National Committeeman, and Committeewoman shall be elected by a simple majority of the votes cast in an assembly by the membership. It is therefore stated in these By-Laws that all the other members of the Board of Directors will be appointed by the President with the consent of the Board. The Board shall implement the election policies and procedures set forth in these ByLaws, and any other procedure deemed necessary. The term in office of all elected officers shall be for two (2) years beginning after their election. No person shall be elected President for more than two (2) terms.

Section 2Section 3Section 4Section 5Section 1Section 2-

Article VI - Standing Committees

All Standing Committee chairpersons shall be appointed by the President. The Campaign Committee shall formulate YDAPR/JDPR island wide campaigns, providing support for candidates for office who promote the self determination of Puerto. At the National or State Level the Campaign Committee shall formulate YDAPR/JDPR stateside campaigns, providing support for Democrat candidates for office who support the self determination of Puerto Rico. Section 3The Constitution and By-Laws Committee will be headed by the Legal Counsel and shall regularly analyze the proper functioning of the procedures of the YDAPR/JDPR and shall be responsible for preparation of amendments to or revision of the Constitution and By-Laws as directed by the YDAPR/JDPR. The Credentials Committee shall review the qualifications for membership of any person and evaluate applications by other organizations to affiliate to the YDAPR/JDPR. The Finance Committee shall raise funds for the YDAPR/JDPR, as well as conduct auditing procedures as authorized by the President, the Treasurer and/or the Board of Directors.

Section 4-

Section 5-

Section 6- The Issues and Resolutions Committee shall advise the President on the development of issues relevant and of interest to the YDAPR/JDPR and will consider all resolutions proposed at assemblies before referral to the membership and with the approval of the Board of Directors. Section 7- The Press and Communications Committee is charged with the promotion of the YDAPR/JDPR and media relations. This Committee shall also be in charge of overseeing protocol and in coordinating the logistics of all meetings and YDAPR JDPR events. Section 8- The Membership and Congressional Districts Committee shall be responsible for all matters pertaining to membership and oversee the Congressional Districts in coordination with the Board of Directors. Section 9- All committees shall report to the President and the Board regularly on activities and initiatives and shall perform such duties as the President or the Board may from time to time direct. Section 10- The Community Service Committee encourages and facilitates active participation of the membership in volunteer activities in and throughout the National, Regional and Local Level communities. This committee will also have the responsibility of caring relationships with faithbased community and other sectors maintaining liaison between the youth and these groups. Section 11- The President shall appoint a High School Caucus Chair. The YDAPR High School Caucus will serve to stimulate in High School students an active interest in governmental affairs; to perpetuate the ideals and principles of the Democratic Party and to forthrightly represent the legitimate aspirations of the young citizens in Puerto Rico and Puerto Ricans across the United States Section 12 - The President and the Board of Directors may create other committees or caucuses according to the needs of the YDAPR/JDPR. Section 13- All committees shall approve and adopt their own internal rules, consistent with the Constitution and By-Laws of the YDAPR/JDPR and prepare minutes of all meetings which shall be submitted to the President and the Board of Directors.

Article VII - Leadership Institute

Section 1- The YDAPR/JDPR Leadership Institute shall be an entity created under the YDAPR/JDPR. Its main goal is to serve as a vehicle for the development and training of young democrats as leaders and to provide them with the tools to serve the people and advance the ideals of the Democratic Party and the self determination of Puerto Rico. Moreover, and consistent with the YDAPR/JDPRs concern and commitment towards the political education of the citizenry at large, the Leadership Institute shall also promote activities directed towards the general public.

Section 2- The Board of Directors of the YDAPR/JDPR shall appoint a Chairperson to head the Institute for a two (2) years period. This person shall be in charge of organizing the Institute and developing its core curriculum. Section 3- The curriculum should include, but is not limited to, the following areas and topics: The

self determination of Puerto Rico, American History and Political System,the history of political ideas, National Political Parties, Rights and Duties of the American Citizenship, Electoral Law, Government Ethics, Parliamentary Procedure, Grassroots Advocacy, Media Relations and Crisis Management, Press Conferences and Media Events, Public Opinion and Market Research, Public Speaking, Speech Writing, Internet Leadership, Recruitment among others.

ARTICLE VIII - Assembly Meetings; Procedures

Section 1- The Assembly of the YDAPR/JDPR shall meet at least once a year (but never later than the 14 day of August) at such time and place as shall be designated by the Board. Section 2- The Secretary shall give written notice to the last known address of each YDAPR/JDPR member thirty (30) days before the Required Annual Assembly, and fourteen (14) days before each extraordinary meeting. Section 3In all Assemblies the followed Order of Business shall be: (a) Call to Order (b) Invocation (c) Flag Salute / Pledge of Allegiance / National and State Anthems (d) Roll Call (e) Reading of the minutes (f) Treasurer's Report (g) Welcome Remarks by the President (h) Reports of Officers (i) Reports of Congressional Districts (j) Reports of Committees (k) New Business (l) Announcements and Communications (m) Adjournment The President may expand the order of business, but not limit it. Section 4- Quorum for Assemblies shall be 20% of the total membership. Provided quorum is reached at the beginning of the meeting or assembly. The members present at a duly organized meeting or assembly may continue to transact business until adjournment, notwithstanding the withdrawal of enough members to leave less than quorum. Section 5- Only members of the YDAPR/JDPR shall participate in the business transacted and decisions made at any Assembly meeting.
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Article IX - Finances
Section 1- The fiscal year of the YDAPR/JDPR shall begin on January 1 and end on December st 31 .
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Section 2- The Finance Committee shall adopt and pass a budget no later than four weeks before the beginning of the fiscal year, containing appropriations for the fiscal year. The budget shall specify the purpose and the amount of each appropriation, and include a statement of the estimated revenue and its sources for the fiscal period. Section 3- All disbursements shall be made by checks which shall show the payee, the items of service rendered or materials purchased, and the amount of the payment. Disbursements shall not exceed the gross amount of the annual budget. Section 4- The Board of Directors shall designate the depositories of all funds of the YDAPR/JDPR. The Board of Directors shall have the power to authorize which Officers or agents may execute the checks, by resolution to such effects. Such changes or additions shall be made in an appropriate timeframe with the proper institution. When those designated to sign checks are unable to perform their functions, the Board of Directors shall designate substitutes by resolution. Section 5- The Board of Directors shall provide for the prompt payment of all indebtedness of the YDAPR/JDPR. Section 6- The Board of Directors shall provide for the annual audit of the YDAPR/JDPR accounting system, only by qualified accountants; providing that, if needed, these audits may also be done more frequently during a fiscal year.

Article X - Parliamentary Authority

Section 1- The latest or revised edition of Robert Rules of Order shall be the parliamentary authority for all matters of procedure not specifically covered by By-Laws of the YDAPR/JDPR.

Article XI - Ratification and Adoption

Section 1- These By-Laws shall take effect immediately after its approval and shall be signed by the President and the Secretary.

Article XII - Amendments

Section 1- This By-Laws or any provision thereof may be amended by a two-thirds (2/3) vote of the members present at any duly called YDAPR/JDPR Assembly Meeting or in a Special Extraordinary Executive Board Meeting by the majority of the present board members. Section 2- Any proposed amendments to the By-Laws shall be first proposed in writing to the President of the YDAPR/JDPR who will refer it to the Constitution and By-Laws Committee, which shall evaluate the proposed amendment solely for legality purposes.

Article XIII - General Provisions

Section 1- All records of the YDAPR/JDPR shall be available for inspection to any member of the YDAPR/JDPR upon request.

Section 2- No expenditures, obligations or transactions shall be incurred, nor shall authority in the name of the YDAPR/JDPR be granted; saved only when appropriated at a duly called meeting of the Board of Directors. Section 3- All references to written notice and written consent shall include any notice and consent given by electronic transmission. The term electronic transmission means any process of communication that is suitable for the retention, retrieval and reproduction of information by the recipient and which does not directly involve the physical transfer of paper.

Section 4- The official languages of the YDAPR/JDPR shall be English and Spanish. All records and official documents shall be prepared and filed in either of the official languages. Section 5- In these By-Laws, where the context admits, words in the masculine gender include the feminine.

Article XIV - Separation Clause

Section 1- If any word, phrase, sentence, paragraph, section or article of these By- Laws shall be deemed illegal or unconstitutional by any Court of Law with jurisdiction, the remaining words, sentences, paragraphs, sections and articles will remain valid, enforceable and legally binding.

Article XV - Empowering Clause

Section 1- These YDAPR/JDPR By-Laws shall become effective upon the vote by the majority of those present at the Initial Organization Meeting. However, these By-Laws must be ratified at the First Assembly Meeting.