BY-LAWS
(A
Not-for-profit Organization)
PREAMBLE
In order to promote interest in
Corvette automobile ownership and operation, and to further establish an
organized effort to encourage others to participate in the ownership and
enjoyment connected with the use of said automobile; and to that end, to hold
meetings, affairs, rendezvous and other gatherings, public and private in
furtherance of said purpose, EL PASO CORVETTE
CLUB (herein after referred to as the "Club"),
a not-for-profit organization, hereby adopts
these revised by-laws as herein after set forth.
ARTICLE
I
MEMBERSHIP
Section 1. Members
Membership shall be limited to
owners or principal operators of Chevrolet Corvette motor sport vehicles. Applicants
must be twenty one (21) years of age or older.
All primary applicants are required to also
apply for membership in the NATIONAL COUNCIL OF CORVETTE CLUBS, INC.
(herein after referred to as "NCCC").
Section 2. Membership
Classification
Individual memberships shall be
classified as follows:
A. Primary -Each applicant for primary
membership shall furnish proof of compliance with the requirements set
forth in Section 1 of this Article. Upon approval of the application and
payment of the required dues, the applicant shall become a primary member. Every member must comply with the
requirements set forth in Section 1 to be eligible to continue as a primary member of this organization.
B. Spouse Members - The spouse
of any primary member may become a member upon
the payment of membership dues. Such member shall be entitled to all the
privileges of a primary membership, otherwise
any spouse of a primary member will be
considered a voting participant, encouraged to partake in all club activities. To hold an office, a spouse must become a primary member, and
pay such dues.
C. Dependent Members - The
dependent (ages 16 – 21) of any primary member may become a member upon the payment of
membership dues. Such member shall be entitled to all the privileges of a primary membership, otherwise any dependent of a
primary member will be considered a non-voting participant, encouraged to
partake in all club activities. Dependent members may
not hold any office, neither elected nor appointed.
D. Associate Member – An associate member is any person who has
a genuine interest in Corvettes, but is not currently an owner or a principle
operator of one. Such members upon
payment of dues will be
considered a non-voting participant, encouraged to partake in all club
activities. Associate members may not hold any office.
E. Honorary Members - The
general membership, at any duly organized meeting, may elect honorary members
by a majority vote of the members present. Honorary members shall he exempt from
payment of dues and shall he entitled to all privileges of primary members, except the right to vote or hold
office. Honorary members need not comply with the requirements set forth in
Section 1 of this Article.
Section 3. Election of Members
All requests for membership shall be
by written application directed to the Membership Committee. The Membership
Committee shall determine that each applicant fully complies with the
membership requirements.
Section 4. Resignation
Any member may resign by filing a
written resignation with the Secretary, but such resignation shall not relieve
the member of the obligation to pay dues, assessments, or other charges
theretofore accrued and unpaid.
Section 5. Suspension
A member may be suspended for a
period of time or expelled for the violation of any by-law or rule of the "Club" or for conduct
prejudicial to the best interest of the "Club". Suspension or
expulsion shall be ordered only after complying with those procedures set forth
in Article VIII herein.
ARTICLE
II
DUES
Section 1. Annual Dues
The general membership may determine
from time to time the amount of the annual dues payable by all Primary, Spouse and
Associate Members to the "Club". The current rate of annual
dues for Active members will be prorated quarterly, based upon when membership
is approved.
Section 2. Payment of Dues
Dues shall be payable in advance on
the first day of November for the following fiscal year of the "Club"
for both the "Club" and "NCCC". Local "Club"
dues are prorated quarterly.
Section 3. Default
When any member shall be in default
in the payment of dues for a period of two weeks from the beginning of the
fiscal year, his/her membership may thereupon be automatically terminated.
ARTICLE
III
THE
GENERAL MEMBERSHIP
Section 1. General Powers
The business and affairs of the "Club"
shall be managed by its general membership.
Section 2. Duties
The general membership may:
Section 3. Monthly Meetings
Regular meetings of the general
membership shall be held every month at such locations as is determined by the
Board of Directors. Special meetings of the general membership may he called by
the President upon the written request of any ten (10) members.
Section 4. Notice of Meetings
A written or
e-mail notice of each regular and any special meeting of the general
membership stating the time, place, date and purpose thereof shall be mailed at
least seven (7) days prior to the date of such meetings. Notices will also be placed on the website. It is the
member’s responsibility to maintain correct address or e-mail information with
the club, and to check the website for updates.
Section 5. Quorum
The voting
membership in attendance at any regularly scheduled or
special meeting, for which notice was given, constitutes a quorum for
the transaction of business.
Section 6. Annual Meeting
An annual meeting of the general
membership shall be held during the month of December or
following January of each year for the election of officers, except the
Governor, and for such other business as may lawfully come before the meeting.
The exact time and place of the annual meeting shall be determined by the Board
of Directors, with proper notice given to each member such as specified in
Section 4 of this Article.
Section 7. Election of the
Governor
The election of the Governor shall
take place at the October monthly meeting. The Governor shall take office on
the 1st day of November. This term of office shall be changed as necessary to
comply with "NCCC" request.
ARTICLE
IV
OFFICERS
Section 1. President
The president shall be the chief
executive officer of the "Club", and in the recess of the
general membership shall have the general control and management of its business
and affairs, subject, however, to the right of the members to delegate any
specific powers, except such as may be by statute exclusively conferred upon
the President, to any other officer or officer of the "Club".
He/she shall preside over all meetings and shall maintain an up-to-date record
of all "Club" property which shall include the name of any
individual member charged with temporary custody thereof. In the absence or
disability of the President, the Vice-President shall perform the duties and
exercise the powers of the President.
Section 2. Vice-President
In the case of the President's
death, resignation or permanent disability to act, the duties usually
pertaining to that office, shall be performed by the Vice-President, until the
next monthly meeting, when a new President shall be elected. He/she shall serve on
the Activities Committee.
Section 3. Secretary
The Secretary shall attend all
meetings of the membership and Board of Directors and shall record all minutes
and votes in a book kept for this purpose which shall at all times remain the
property of the "Club". It is the
responsibility of the Secretary to have a back up person to take meeting
minutes, in the event he/she is not able to attend. He/she shall give
all notices of meetings of the membership as required by Article III, Section 4
herein, by publication in the monthly newsletter or other means as appropriate.
He/she shall have custody of the "Club’s" membership and
business records and shall coordinate membership activities with the Membership
Committee. He/she shall read the minutes of the last business meeting at all
monthly meetings.
Section 4. Treasurer
The Treasurer shall, subject to such
conditions and restrictions as may be made by the Board of Directors, have
custody of all monies, debts and obligations belonging to the "Club".
He/she shall make all payments of the "Club's" debts upon
approval of the Board of Directors. All contracts, checks, drafts, money
orders, notes or other orders for payment of money shall be signed in the name
of the "Club" by the Treasurer and countersigned by any other
Officer. He/she shall provide the "Club" with such security for
the faithful discharge of his duties as the Board of Directors may direct. Any
bonding fee shall be paid for by the "Club". The Treasurer
shall keep an account of all monies received and expended for the use of the "Club"
and shall deposit all sums received in a bank, or banks approved by the Board
of Directors; and make a report at the annual meeting and all such monthly
meetings as may be requested. The Treasurer automatically is a member of the
Membership Committee.
Section 5. Governor
The Governor shall be responsible
for all information between the "Club" and "NCCC".
He/she will keep the "Club" informed as to all rule changes,
dues, events, membership and competition. He/she must help all members with any
problems or questions they may have regarding "NCCC". He/she
will attend or proxy Governor's meetings and vote in representation of the "Club's"
views. He/she shall keep track of all membership dues into the "NCCC"
and handle all sales of "NCCC" patches, decals, jewelry, etc.
He/she will help the "Club" with all its sanctioned events and
insurance problems. He/she shall, in general, promote the "Club"
to "NCCC" and "NCCC" to the "Club".
He/she will work closely with all members of the Board of Directors and
Officers, both of the "Club" and "NCCC".
Section 6. Officer-At-Large
The membership at large shall elect
one (1) primary member to serve as an
Officer-At-Large on the Board of Directors after the membership of all members reaches sixty (60) members to serve from
annual election to the next annual election. During the year as the membership
increases, one (1) additional primary member for
each twenty(20) additional
members over sixty (60) members will he elected by the membership at large to
serve on the Board of Directors. Once the membership
reaches 100, one (1) additional primary member for each additional twenty five
(25) additional members will be elected by the membership at large to serve. Announcement
of the need of an additional Board Member(s) will be made by e-mail and posted on the web page. The additional
Board Member will he nominated and elected at the next business meeting. The
term of service will be from date of election to the next annual election. The duties and responsibilities of each Officer At Large will
be determined by the current board.
Section 7. Sergeant-At-Arms
The Sergeant-At-Arms shall assist in
preserving order at all business and social meetings of the "Club".
ARTICLE V
BOARD OF DIRECTORS
Section 1. Members
The Board of Directors of the "Club"
shall be:
President
Vice-President
Secretary
Treasurer
Governor
Officer-At-Large - the number of such members as determined by
the size of the general membership as directed in Article IV, Section 6.
Past President - will be from the immediately preceding
fiscal year, at his/her own discretion. (Notation: this position is a member
of Board of Directors, however, is not an officer of the "Club".)
Section 2. Duties
The Board of Directors shall appoint
such committees as may be necessary to conduct the business of the "Club";
it may act on behalf of the "Club" in any manner when the
general membership is not in session; it shall report to the general membership
for ratification of its action. Four board members shall constitute a quorum
for the transaction of business. Meetings may be called by the President or by
any four members of the Board of Directors.
ARTICLE
VI
COMMITTES
Section 1. Appointments
The President shall appoint such
committees as he/she finds desirable from time to time and shall outline the duties
and responsibilities of such committees. All reports or action taken by a
committee must be by a majority vote of the entire committee. In addition to the authority granted above,
certain standing committees, as set forth, shall be appointed annually by the
President.
Section 2. Standing Committees
The "Club" shall
maintain the following standing committees:
A. Membership Committee
B. Activities Committee
C. Web Site
Committee
Section 3. Term of Committee
Membership
Membership on any committee shall
coincide with the term of the President.
Section 4. Committee Quorum
Two-thirds (2/3) of the members of
any committee shall constitute a quorum for the transaction of business.
ARTICLE
VII
FISCAL
YEAR
The fiscal year of the "Club"
shall begin on the first (1st) day of January and end on the last (31st) day of
December.
ARTICLE
VIII
MEMBERSHIP
SUSPENSION OR TERMINATION
Section 1. Suspension or
Dismissal
The Board of Directors shall have
the right to terminate or suspend the membership of any individual member for
any infraction of the "Club" by-laws or other rules and
regulations. Such individual shall have the right to appeal any such
determination by the Board of Directors in person or in writing before the
general membership. The general membership may thereafter continue the
suspension for a definite term or terminate the suspension, or expel the
member, and its decision shall be final.
Section 2. Officer Removal
Any officer may be removed from
office by a majority vote of the Board of Directors, subject to appeal by the
aggrieved officer to the general membership. In the event of an appeal, the
general membership shall make final disposition regarding removal from office.
Section 3. Penalties
The Board of Directors, upon a majority
vote thereof, may impose other such penalties as they deem fitting and proper,
including, but not by way of limitation, fine, reprimand, suspension or
expulsion against any individual member. Should the Board of Directors, by a
majority vote thereof, determine any member to be guilty of using the "Club"
for personal gain, then, in that event, such member shall be expelled.
Section 4. General Offenses
Any individual member who shall
violate any of the provisions of the by-laws, rules, regulations or edicts of
the "Club", which have been properly approved, or who shall be
guilty of conduct unbecoming of a gentleman or lady, or who shall be found to
be in violation of sportsmanlike attitudes fostered by the "Club",
shall be guilty of an offense against the "Club" and shall be
subject to fine, reprimand, suspension or expulsion.
Section 5. Preferring Charges
Any individual member may prefer
charges against another member specifying the particular acts complained of.
All charges must be made in writing and signed and sworn to by the complaining
member. All charges must be filed with the Secretary and entered in full in the
minutes of a regular meeting of the general membership.
Section 6. Summons
When charges are preferred against an
individual member, he shall be served with a written notice by the President or
the Secretary directing his/her to appear before the Board of Directors which
has the powers to hear such charges and act upon according to Section 1 of this
Article. Such notice shall contain the time, date and place of such hearing and
shall further contain a written specification of the charge(s) which have been
preferred against the member. Such notice shall be mailed to said member at
least ten (10) days prior to the date of the hearing.
Section 7. Expulsion
Any individual member who has been
expelled shall no longer be carried on the official rolls of the "Club".
He/she shall relinquish all financial claims against the organization and shall
be prohibited from attending any function, social or otherwise, of the "Club".
Section 8. Suspension
A suspended individual member shall
be penalized as follows:
A. He/she shall remove
himself/herself from the "Club".
B. He/she shall be denied all
organization privileges by the "Club".
C. He/she shall not vote, attend
meetings, hold office, or have any voice whatever in the affairs of the "Club".
D. He/she shall not represent the "Club"
in any capacity.
Section 9. Reinstatement After
Suspension
When an individual member is
suspended for a definite length of time, he/she shall be automatically
reinstated when such time has elapsed, provided that he/she has paid all bills
and back dues that he/she owes to the "Club".
ARTICLE
IX
AMENDMENTS
These by-laws may be amended,
repealed or altered in whole, or in part, by the general membership. All
motions to amend these by-laws shall be read and ordered, by the President, to
lie on the table for at least one month. A second reading shall be made before
the general membership may vote thereon. A three-fourths (3/4) majority of all
voting members present, at the time the vote is taken, shall be necessary to
pass any such motion for amendment. Each member shall be advised of the
proposed amendment not less than twenty-one (21) days in advance of the meeting
at which such vote will take place.
Original
Approved Revision