ARTICLE I - Name
The name of this organization shall be the Volcano A's Chapter, Model A Ford Club of America (herein after called the Club) and its principal office shall be in Clark County, Washington. Model A Ford Club of America (herein after called MAFCA) is a nationwide club of which the Volcano A's Chapter is affiliated.
ARTICLE II - Purposes
The Purpose of this organization shall be:
(a) To serve as a medium of exchange of ideas, information and parts for admirers of the Model A Ford, and to aid them in their efforts to restore and preserve the car in its original likeness. The Club will offer general directions and assistance to its members in Model A restoration and
(b) To unite, in a central organization, all owners of Model A Fords who are interested in restoring and/or maintaining the automobile in a manner to attract prestige and respect within the community.
(c) It shall further be the purpose of the Club to help these owners become better acquainted, encourage and maintain among its members the spirit of good fellowship, sociality and fair play through sponsored activities, including the use of the Model A Ford and family participation.
The Club shall be non-commercial, non-sectarian and non-partisan.
ARTICLE III - Members Voting Rights, Dues and Qualifications
SECTION 1: Membership
The Club shall have three (3) types of members: Active Members, Family Members and Honorary Members.
(a) Active Members: Active Members are limited to no more than two related adults per household. Active Members shall be entitled to receive a membership card, hold office within the club, have the right to vote and be entitled to all benefits of the Club and MAFCA. The paid active membership shall receive a monthly Club’s newsletter, a copy of the Membership roster, a copy of these By-Laws and notices of Club Activities.
(b) Family Members: Family Memberships shall be issued to the immediate members of a family living in the same household of an Active Member. Family members shall not receive the Club's newsletter, shall not receive a membership card, shall not receive a copy of the membership roster, shall not have the right to vote nor hold office within the Club, but will be entitled to all other benefits of the Club.
(c) Honorary Members: Active Members are eligible for honorary membership when they have been active members of the Club for at least twenty consecutive years. They shall be entitled to a membership paid by the Club. Honorary Members are entitled to all the benefits and privileges as active members. This membership will be given at the direction of the Board of Directors and will be reviewed annually. Honorary members must complete an annual application form to maintain
their honorary membership status and must attend one or more meetings or tours each year.
SECTION 2: MAFCA
Membership in MAFCA shall be requisite of the Board of Directors of the Volcano A's Chapter, MAFCA membership shall be optional for all other Club members.
SECTION 3: Car Ownership
The actual possession or ownership of a Model A Ford shall not be required for membership in the Club. An interest in the objective of the Club and a desire to take an active part in Club activities shall be the primary requirements for membership. An applicant for membership or membership renewal must remit the annual dues with his/her application.
SECTION 4: Dues
(a) The Board of Directors may propose, subject to the approval of the membership, the amount of initiation fees, if any annual dues payable to the Club by Active Members. Family and Honorary members shall not be required to pay dues.
(b) Dues paid by a new applicant, on or after November 1st of each year, shall constitute payment of the full dues for the ensuing calendar year MAFCA and Club dues shall be payable on or before the 1st of January each year.
SECTION 5: Termination of Membership
(a) The Board of Directors, after an appropriate hearing and by affirmative vote by a majority of all the members of the Board, may recommend suspending or expelling a member for cause. The membership may then, by a majority vote of those present at any regularly constituted meeting, terminate the membership of the member in
question, who then becomes ineligible for membership except by reinstatement.
(b) When any member shall be in default in the payment of dues for period of 60 days, his/her membership shall thereupon be considered terminated by the Board of Directors.
SECTION 6: Resignation
Any member may resign by filling a written resignation with the Secretary. Such resignation shall not relieve this resigning member of the obligation to pay any dues, assessments or other charges therefore accrued and unpaid.
SECTION 7: Reinstatement of Expelled Members
Upon written request, signed by the former member and filed with the Secretary, the Board of Directors may, by affirmative vote by a majority of the members of the Board and a majority vote of those present at any regularly called meeting, reinstate such former member to membership.
SECTION 8: Transfer of Membership
Membership in the Club is not transferable or assignable.
ARTICLE IV - Meetings
SECTION 1: General Meetings of Members
The meetings of the members shall be held once each month of the year, the exact date and time thereof to be determined by the Board of Directors. The purpose of said meeting shall be the transaction of such business as may come before the meeting.
SECTION 2: Board of Directors Meetings
The meetings of the Board of Directors shall be held as often as is necessary to fulfill the business of the Club, the exact date and time thereof to be determined by the Board of Directors. Board Meetings are open to all Club Members. Written notification is required at least five days in advance by any member(s) who might suggest any items, which may call for action by the Board of Directors.
SECTION 3: Special Meetings
Special meetings of the members may be called either by the President, The Board of Directors, or not less than one-tenth (1/10) of the members having voting rights.
SECTION 4: Place of Meetings
The Board of Director may designate any place, either within or outside the State of Washington as the place of meetings.
SECTION 5: Quorum
(a) General and Special meeting: A quorum shall consist of 20% of the voting members.
(b) Board of Directors meetings: A quorum shall consist of the majority of the Board Members.
ARTICLE V - Officers and Board of Directors
SECTION 1: Officers
The officers of the Club shall be elected by the membership and shall consist of the President, Vice President, Treasurer, Secretary and a Member at Large.
SECTION 2: Board of Directors
The Board of Directors shall consist of the five (5) Club Officers, the Editor and the immediate past President.
SECTION 3: Duties of the Board of Directors
The Board of Directors shall conduct the business of the Club.
(a) Duties of the Board of Directors shall be consistent with the duties of the officers of the Club.
(b) The immediate past President shall be responsible for the orientation and review of policies for all Board Members by the January Board Meeting.
(c) The Board of Directors shall develop an annual budget at the January Board meeting to be presented to the membership for approval.
(d) The Board of Directors are responsible for directing the Club in a manner conducive to the benefit of the Club.
SECTION 4: Election and Term of Office
Officers of the Club shall be elected annually at the regular November of the members. Each officer shall hold office until a successor shall have been duly elected and installed in office.
SECTION 5: Qualifications of Elected Positions
A nominee for the position of President must have held a Board of Directors or committee position within the Club for one full year.
SECTION 6: Removal
Any officer or other Board Member, elected or approved, may be removed by a majority vote of
the Board of Directors and a majority vote of the Club membership, whenever it is judged that the best interest of the organization would be served thereby, but such removal shall be without prejudice to the membership rights, if any, of the board member to be removed.
SECTION 7: Compensation
Officers and Directors shall not receive any compensation for the service.
SECTION 8: Vacancies
A vacancy in any office because of death, resignation, removal, disqualification or otherwise shall be filled by the Board of Directors for the unexpired portion of the term.
SECTION 9: Nomination of Elected Members
A nominating committee, consisting of the Past Presidents and chaired by the immediate Past President, shall meet between the regular September and October meetings and nominate at this time at least one (1) candidate for each office within the Club. This list shall be presented at the regular October meeting at which time additional nominations will be accepted from the general membership. Before voting at the November meeting additional nominations will be accepted from the floor.
SECTION 10: President
The President shall be subject to the control of the Board of Directors, have general supervision, direction and control of the business affairs of the organization.
(a) He/she shall preside at all meetings of the membership and at all meetings of the Board of Directors and shall recognize all members requesting the floor in a proper manner.
(b) The President shall sign all contracts and other documents, providing however, the Board of Directors must first approve all documents.
(c) The President shall present the proposed budget to the membership for approval at the February Club meeting.
(d) The President shall act on behalf of the Club for any outside activities.
SECTION 11: Vice President
In the absence of the President, or in the event of his/her inability or refusal to act, the Vice President shall perform the duties of the President.
(a) If the President can no longer perform his/her duties, the Vice President may call a meeting of the remaining Board of Directors within 30 days to fill the vacancy as outlined in Article V, Section 8. When so acting, the Vice President shall have all powers of and be subject to all the restrictions as the President.
(b) The Vice President shall act as Tour Chair to manage Club sponsored tours. Any member wishing to conduct a sponsored tour shall notify the Vice President.
(c) The Vice President shall perform such other duties as from time to time may be assigned by the President or the Board of Directors.
SECTION 12: Treasurer
The Treasurer shall keep a correct accounting of the Club's business transactions.
(a) TheTreasurer shall deposit all monies and other assets in a depository as may be designated by the Board of Directors.
(b) The Treasurer shall disperse the funds of the organization as may be ordered by the Board of Directors and shall render to the President and Board of Directors an accounting of the organization's assets and liabilities when they request such information.
(c) The Treasurer shall furnish a semi-annual financial statement to the Board of Directors, which shall be made available to all Club members upon request.
(d) No obligation, debt or other liability shall be incurred by the Treasurer without specific approval of the Board of Directors.
(e) The Treasurer shall perform such other duties, as from time to time may be assigned by the President or the Board of Directors.
SECTION 13: Secretary
The Secretary shall keep minutes of the meetings of the members and of the Board of Directors in one or more books provided for that purpose.
(a) The Secretary shall see that all notices are duly given in accordance with the provision of these By-Laws or as required by law.
(b) The Secretary shall be custodian of the Club's records.
(c) The Secretary shall keep a register of the post office address of each member.
(d) The Secretary shall perform all duties incident to the Office of Secretary and such other duties, as from time to time may be assigned by the President or the Board of Directors.
(e) The Secretary shall manage correspondence as directed by the President.
SECTION 14: Member at Large
(a) The Member at Large shall be elected by the general membership.
(b) The Member at Large shall be a member of the Board of Directors.
(c) TheMember at Large shall act on behalf of and for the general membership. Any member wishing to present a concern to the Board may do so through the Member at Large.
SECTION 15: Editor
The President shall appoint the Editor.
(a) The Editor shall publish a monthly newsletter to be distributed to members that are in good standing, paid annual dues, and are on the authorized membership roster the first of the month.
(b) The Editor shall be responsible for the distribution (preferably electronically or US Postal Service) of the newsletter and any other notices.
(c) The Editor shall annually prepare a membership roster for distribution to all members by the March meeting. Membership rosters will be available at monthly meetings and will not be mailed via US Postal Service.
(d) Any and all costs (approved by
the Board of Directors) incurred by the Editor related to the preparation and
distribution of the monthly newsletter and annual membership roster shall be
reimbursed by the club Treasurer on a monthly basis.
SECTION 16: Webmaster
The President shall appoint the Webmaster.
(a) The Webmaster shall have knowledge, training
and skills in developing and maintaining website planning and maintenance.
(b) The Webmaster shall ensure the club website
URL (www.volcanoas.net), site hosting plan (website server entity), domain
privacy certificate, and website software program are maintained in current
status, and annual website fees paid.
(c) The Webmaster shall be responsible for monthly
maintenance of the www.volcanoas.net website by updating information, data and photos for the
various website pages.
(d) The Webmaster shall annually prepare budget
data and costs incurred during the year regarding website URL registration
renewal, site hosting plan, domain privacy fee, and software application
program. This information shall be
available for the January Club Board Meeting.
(e) Any and
all costs (approved by the Board of Directors) incurred by the Webmaster
related to the www.volcanoas.net website shall be reimbursed by the club Treasurer on a
ARTICLE VI - Committees
The Board of Directors or the President may designate one or more committees, as necessary, to conduct the activities and/or affairs of the Club. Each committee shall consist of two or more members of the Club, with one member appointed as chairman. Each member of a committee shall continue as such until a successor is appointed or until the duties of the committee are completed or until terminated by the Board of Directors.
ARTICLE VII - Contracts, Check, Club Expenses, Deposits and Funds
SECTION 1: Contracts
The Board of Directors may authorize any officer or officers, agent or agents of the Club, in addition to the officers so authorized by these By-Laws, to enter into any contract or execute and deliver any documents in the name of, and on behalf of, the organization and such authority may be general or confined to specific instances.
SECTION 2: Checks, Drafts, Etc.
All checks, drafts or other orders for the payment of money, notes or other evidence if indebtedness issued in the name of the Club, shall be signed by the Treasurer or such other officer, usually the President, as shall be determined by the Board of Directors. The number of signatures required on the banking account(s) shall be determined by the Board of Director. The checking account balance shall not exceed $3,000 unless approved by the Board of Directors. The checking account will require only one signature. The Treasurer's records shall be audited by two members of the Board of Directors and one non-Board member.
SECTION 3: Club Expenses
No obligation, debt or other liability shall be incurred by any Club Member without prior approval of the Board of Directors or Club membership.
SECTION 4: Deposits and Funds
Any withdrawal of funds over $2,000 from any account shall require the signatures of two unrelated officers as determined by the Board of Directors.
ARTICLE VIII - Certificates of Membership
Certificates of membership shall consist of a membership card, which shall be in such form as may be determined by the Board of Directors. If any certificate shall become lost, mutilated or destroyed, a new certificate may be issued, therefore, upon such terms and conditions as the Board of Directors may determine.
ARTICLE IX - Fiscal Year
The fiscal year of the Club shall begin on the first day of January and end on the last day of December.
ARTICLE X - Amendments to By-Laws
SECTION 1: Amendments
Proposed amendments to the By-Laws must be reviewed by the Board of Directors for submission to the membership. The proposed amendment(s) shall then be submitted within a reasonable period of time (not to exceed 60 days) to the members who will vote on the amendment(s). If the proposed amendment(s) receive(s) a majority vote by the members voting, it/they will be incorporated into the By-Laws of the Club.
SECTION 2: Awareness of By-Laws
By-Laws shall be reviewed by the Board of Directors prior to the March general meeting and recognition of same be made known to the membership as said meeting.
ARTICLE XI - Parliamentary Authority
"Roberts Rules of Order" shall be the parliamentary authority for all matters of procedure not specifically covered by the By-Laws of the Club.
This page last updated 12/8/2014