Proposal #2 Submitted by Nancy Lord (801.253.9110)

CONSTITUTION PREAMBLE, ARTICLE II, ARTICLE X GOVERNING DOCUMENTS, MODIFICATION PREAMBLE We, as members of the Utah Republican Party, grateful to Almighty God for life and liberty, desiring to perpetuate principles of free government and the blessings of liberty to our posterity, do establish and adopt this Constitution. This Constitution, the Party Bylaws, and Robert’s Rules of Order Current Edition are the exclusive governing rules of the Utah Republican Party. ARTICLE II GOVERNING DOCUMENTS BYLAWS A. Bylaws. The State Central Committee may adopt Bylaws to govern subjects not covered by the Constitution. Such enactments shall not be inconsistent with this Constitution. B. Adoption and Modifications. 1. By the State Central Committee. Any Bylaw adopted or modified by the State Central Committee shall be binding and in full force and effect when adopted by a 2/3 vote of a quorum of the State Central Committee. 2. By the State Convention. The delegates to the State Convention may adopt or modify a Bylaw by a 2/3 vote. A. This Constitution, the Bylaws, and Robert’s Rules of Order Current Edition shall be the exclusive governing rules of the Utah Republican Party, in that order of precedence and shall be binding, strictly enforced, and strictly complied with, by the Utah Republican Party, its officers and staff, the state central committee, the conventions, the county Republican Parties in Utah, and by all members of the Utah Republican Party generally. B. The Utah Republican Party, in all of its operations, shall conform with any and all applicable provisions of the United States Constitution, the Utah Constitution, federal law, state law, and with the rules of the national Republican Party. Any provision of this Constitution or the Bylaws which is now, or may at some future time become, inconsistent with any applicable federal law state law, or the rules of the national Republican Party shall be immediately null and void and shall be removed. AMENDMENTS PROCEDURES The elected delegates to the State Convention may amend this Constitution or the Bylaws by a 2/3 vote of a legal quorum of elected delegates, or by a majority of the entire membership of elected delegates currently eligible to serve. For the purposes of this provision, elected delegates shall refer exclusively to persons directly elected to the position of state delegate in a precinct caucus, as provided for in Article XI 1(B).of the Utah Republican Constitution, or persons directly elected as state delegates at a special election held in a county convention

to fill precinct-allocated state delegate seats not filled by election in a precinct caucus, as provided for in Article XI 1(D) of the Utah Republican Constitution. Any elected state delegate may submit a proposed amendment to the Constitution or Bylaws for consideration at a state nominating or organizing convention. The State Central Committee may amend the Bylaws by a two-thirds vote of elected members present, provided that the number of such persons voting shall exceed exceed 50 percent of the total elected membership. Such amendments shall only continue to be in effect after the convening of the next convention if ratified by a majority of a legal quorum of elected delegates at that convention. The State Central Committee may propose amendments to the Constitution: by a two-thirds vote of elected members present, provided that the number of such persons voting shall exceed 50 percent of the total elected membership; or by a majority vote of the entire membership of elected members currently eligible to serve. For the purposes of this provision, elected members shall refer exclusively to persons directly elected to the position of county party chair, county party vice chair, or county representatives elected as provided for in Article IV B of the Utah Republican Constitution. The State Central Committee may only adopt Bylaws to that govern subjects not covered by the Constitution. Such enactments shall not be inconsistent with this Constitution. B. Adoption and Modifications. Severability C. Severability. If any portion of this Constitution is ever declared void, all other portions shall remain binding and effective. ARTICLE X MODIFICATION A. Ratification. The Constitution shall be binding when approved by a majority vote of the delegates present at a State Party Convention. B. Amendments. The Constitution may be amended by a 2/3 vote of the members at a State Central Committee meeting if subsequently ratified by a majority vote of the Delegates present at the State Convention. This Constitution may also be amended by 2/3 vote of Delegates present at the State Convention. C. Severability. If any portion of this Constitution is ever declared void, all other portions shall remain binding and effective.