ARTICLE I. NAME, PURPOSE, AND EMBLEM
Section 1. Name
Section 2. Purpose
Section 3. Emblem
Section 4. Policy
ARTICLE II. MEMBERSHIP
Section 1. Membership
Section 2. Spouse and Junior
Membership
Section 3. Membership in Good
Standing
Section 4. Privileges
Section 5. Forfeiture of Membership
Section 6. Non-voting Membership
Section 7. Resignation
ARTICLE III. MEETINGS
Section 1. Annual Meeting
Section 2. Notice of Annual
Meeting
Section 3. Monthly Meetings
Section 4. Regular Meetings
Section 5. Quorum
Section 6. Voting
Section 7. Parliamentary Procedure
ARTICLE IV. DIRECTORS AND OFFICERS
Section 1. Board of Directors
Section 2. Officers
Section 3. Duties
ARTICLE V. ELECTION AND REMOVAL OF DIRECTORS AND
OFFICERS
Section 1. Directors
Section 2. Officers
ARTICLE VI. COMMITTEES
Section 1. General
Section 2. Standing Committees
ARTICLE VII.
PUBLICATIONS
Section
1. Club Publications
Section 2. Subscriptions
ARTICLE VIII.
FINANCES
Section 1. Dues
Section 2. Fiscal Year
Section 3. Books
Section 4. Financial Orders
ARTICLE IX.
AMENDMENT OF BYLAWS
Section
1. Means of Change
Section 2. Methods of Voting on
Change
Name, Purpose, and Emblem
Section 1. Name.
The
name of the Club shall be the Mid-Atlantic Roadracing Club.
Section 2. Purpose.
The purpose of this organization shall be to promote the
sport of motorcycling, and through educational and other means, to advance the
cause of skillful riding, courtesy on the public highways, and safety of all
users of public thoroughfares. In addition, it shall be the purpose of this
organization to promote and encourage the preservation, ownership, and use of
motorcycles; to promote and encourage the highest level of professionalism and
safety for participants and spectators involved in motorcycle racing; It shall
be the purpose of this organization that all of its activities shall be handled
in such a manner as to promote a positive public image for motorcycling in
general and for motorcycle racing in particular.
Section 3. Emblem.
The club emblem shall be designated at a later date.
Section 4. Policy.
No member of the Club shall, without the explicit
written approval of the Board of Directors, use the Club name, acronym, or
emblem for any advertising, promotional scheme, endorsement of products or
services, or the similar purpose.
ARTICLE
II
Membership
Section 1. Membership.
Membership
in the Club shall be open to all individuals interested in motorcycles and the
sport of motorcycling.
1.B. Membership will start when the Secretary issues
a membership card on receipt of an application and membership fee. Membership
year will start at this time and continue until the last day of the same month
of the following year.
Section 2. Spouse and Junior Membership.
2.A. When a married couple are both members of the
Club, one may be a Spouse Member.
2.B. A member under 18 years of age shall be a Junior
Member. That person
is eligible for all the privileges of the Club except
those limited by the
Board of Directors of the Club to members 18 years of
age or older. A Junior
Member may not be a member of the Board of Directors.
Section 3. Membership in Good Standing.
All members, to be in good standing, must be current in
their dues to the Club.
Section 4. Privileges.
All members in good standing of the Mid—Atlantic
Roadracing Club are entitled to all Club Privileges.
Section 5. Forfeiture of Membership.
5.A. Forfeiture of membership in
the Club shall occur for any of the following reasons:
5.A.1. Nonpayment of dues within
ninety days after commencement of the membership year for which they are
payable.
Failure to pay any indebtedness to the Club within
ninety days after the occurrence of such indebtedness.
5.A.3. Willful infraction of the
Club Bylaws or any rules enacted pursuant thereto.
Conduct which discredits the Club or is in any way
deleterious to the best interests of the Club.
5.B. Forfeiture of membership for reasons one and
two above (listed as 5.A.1. and 5.A.2.) shall be automatic.
5.B.1. Membership automatically
forfeited for the above two reasons may be reinstated by the forfeited member's
request following the satisfactory disposition of the delinquent monetary
obligation to the club which caused the original forfeiture.
5.C. A proceeding for forfeiture of membership in
the Club f or reasons three and four above (listed as 5.A.3. and 5.A.4.) shall
be instituted at the sole discretion of the President following a signed
complaint by any member in good standing. In the event that the President determines
that such a proceeding should be instituted, he shall:
5.C.1. Transmit to the member in
question, by registered mail, one copy of such complaint accompanied by a
notice of the right to request, within thirty days, a personal hearing before
the Directors of the club on the matters set forth in the complaint.
5.C.2. In the event that the member
in question requests a hearing within thirty days, the President shall appoint
a reasonable time and place for such and notify all interested parties thereof.
5.C.3. The President shall preside
at the hearing. The complaining member shall appear and give evidence in
support of the complaint. The member complained of shall have the right to
appear in person or by counsel, to present evidence, and to cross-examine
witnesses.
5.C.4. At the conclusion of all
evidence and dialogue, the Board of Directors of the Club shall determine by
majority written ballot, in their sole and final discretion, whether forfeiture
of membership shall occur.
5.C.5. Should a majority of the
Directors vote not in favor of forfeiture of membership, no forfeiture shall
occur and the facts alleged and presented in the complaint shall not be used as
the basis for any other proceeding against the same member.
5.C.6. In the event the President
is the member complained of, his duties and functions set forth in this section
shall be performed by the Vice President.
5.C.7. In the event that any
Director of the Club is the member complained of, he shall not vote upon the
question of his own forfeiture, but the remaining Directors shall appoint an ad
hoc Director to hear and vote that question with the remaining Directors as
provided in this section.
Section 6. Non-voting Membership.
The board of directors may from time to time, as they
deem fit, create or eliminate additional classes of non-voting members.
Section 7. Resignation.
Any member may resign by letter of resignation sent to
the Secretary of the Club. The resignation shall be effective upon receipt of
the letter, provided all indebtedness to the Club is paid.
ARTICLE
III
Meetings
Section 1. Annual Meeting.
An Annual Meeting of t[i~ Club shall be held within the
first sixty days of the new calendar year at such time and place as may be
designated by the President The Members at each Annual Meeting shall consider
and transact such business as may properly and legally come before them,
including, but not limited to, the election of Directors and reports of
Officers and Committees.
Section 2. Notice of Annual Meeting.
Notice of the Annual Meeting shall be mailed to the last
known address of all Membership in good standing of the club at least ten days
prior to the date of the appointed meeting. Such notice shall specify the time
and place of the meeting.
Section 3. Monthly Meetings.
Deleted
Section 4. REGULAR MEETINGS
Such general membership meetings that are required to
carry out the objectives of the Club may be called by the President, with the
concurrence of a majority of the Board of Directors, at such time and place as
may be designated by that officer. Notice of such meetings shall be mailed to
all members at least As days before the meeting date. Such notice shall
indicate purpose, the date, time, and place of the meeting.
Section 5. Quorum.
At
the annual Meeting or any other meeting of the voting members of the
Club, ten percent of the Members in good standing shall
constitute a quorum.
If less than a quorum is present, a majority of the
voting members present
may adjourn the meeting from time to time until a quorum
is present.
Section 6. Voting.
All actions at the Annual or other meetings shall be by
a majority of those members present and voting except as may be provided
elsewhere in the Bylaws.
Section 7. Parliamentary Procedure.
Roberts Rules of Order Revised shall be adhered to in
all Parliamentary questions and conduct of meetings. The chairman of the Bylaws
Committee shall be the parliamentarian of the Club.
ARTICLE
IV
Directors
and Officers
Section 1. Board of Directors.
The
business and affairs of the Club shall be managed by a board of nine Directors,
each of whom must be a member in good Standing. The Board of Directors shall
have full charge of the property and business of the Club with full power and
authority to manage and conduct the same subject to instructions of the
Membership. Five Directors shall constitute a quorum. The Directors shall serve
for two years, or until their successors take office. In the initial election
(1984) of the Board of Directors only the five with the largest number of votes
will serve for two years; The other four Directors elected in this election
will serve one year terms. Each election following this initial election will
be alternating between electing four Directors one year and five Directors the
next.
1.A. Term Limits:
All
elected Board of Directors shall serve no more than three (3) consecutive
terms. Upon completion of the third term, said Director shall be restricted
from running for the Board of Directors for a period of one (1) year, until the
next election for the Board of Directors.
(Amended January 12, 2002)
Section 2. Officers.
The officers of the Club shall be the President,
Vice-President, Secretary, and Treasurer. No person shall hold more than one
office at a time. Officers shall serve for one year, or until their successors
are elected and assume office. In order to qualify for any office, an
individual must be a Director. The officers shall be elected by the Board of
Directors as provided for in Article V. In the event that a vacancy occurs in
any office, the President may appoint an Officer pro tempore to the vacated
post until such time as a special election can be held as provided for in
Article V.
Section 3. Duties.
3.A. Duties
of the President:
The
President shall preside at all meetings of the Members, the Board of
Directors, and the Officers, and shall perform the duties
appertaining to
this office. He shall be the Chief Executive Officer of
the Club.
3.B. Duties
of the Vice-President:
In the absence of the President, the duties of the
office of the President shall be performed by the Vice-President. He shall also
perform such other duties as may be assigned him at any time by the President.
In the event the office of President is vacated, the Vice-President shall
succeed to the office of President.
3.C. Duties of the Secretary:
The
Secretary shall attend all meetings of the members, Directors, and Officers,
and shall record all minutes and votes in a book kept for that purpose. This
officer shall keep an up-to—date roll call of all Club Members. This person
shall give notices of meetings of the membership required by the Bylaws and
shall perform all other duties incident to this office. This person may, with
approval of the majority of the Directors, appoint an Assistant Secretary and
delegate to that person such functions and powers of the Office of Secretary as
the Secretary may decide.
The Secretary shall bring to each meeting of the
Members of the Board of Directors a copy of the Bylaws.
In the absence of the Secretary and Assistant
Secretary, if any, from any such meeting, the presiding officer may choose a
Secretary pro tempore.
3.D. Duties of the Treasurer
The treasurer shall, subject to such restrictions
and conditions as may be made by the Board of Directors, supervise:
3.D.1. Custody of all monies, debts, and
obligations belonging to the Club.
3.D.2. Receiving all monies of the Club
and depositing them to the Club Account.
3.D3.
Payment of the Club debts and obligations.
3.D.4. Maintaining the financial records
of the Club so as to reflect its financial condition.
3.D.5. Financial analysis and advice to
the board of Directors on financial matters.
The Treasurer shall give financial bond at the
Clubs expense when bond is determined to be desirable by the Board of
Directors.
The Treasurer shall render a report of the
financial status of the Club at the Annual Meeting, and, if so required by the
President at any meeting of the Directors and Members.
ARTICLE V
Election and Removal of
Directors and Officers
Section 1. Directors.
1.A. To
be elected, a candidate must have been nominated in one of the following ways:
1.A.1. Any five Members in good standing may
nominate a candidate for the Board of Directors. Such nominations must be made
in writing, signed by the Members making the nominations, and delivered to the
Secretary on or after September 1, and by October 31.
1.A.2. The Nominating Committee shall nominate
candidates for the Board of Directors. The number of candidates so nominated
shall exceed by at least one the number of vacancies to be filled. The
nominating committee shall deliver its list to the Secretary by October 31.
1.A.3. No
member shall be nominated without his or her consent.
1.B.
Elections.
1.B.1. Each member shall be entitled to vote for
as many individual candidates as there are directorates to be filled at that
election.
1.B.2. The Secretary shall prepare a ballot to be
mailed to the Members in good standing. Such ballot shall be mailed by November
30. The ballot shall clearly state the number of candidates who may be voted for and the terms of the Directorates
to be filled. Voting for more than the number of candidates indicated on the
ballot will invalidate the ballot, but a ballot will not be invalidated if less
than the stated number of positions are voted for.
1.B.3 All
voting shall be in writing and all ballots must be received by the Secretary
by December 30 provided the number of
candidates nominated exceed by at least one the number of vacancies to be
filled. Should the number of candidates nominated be equal to or less than the
number of vacancies to be filled, the Secretary shall be instructed to post a
unanimous vote by acclamation for the candidates as nominated.
1.B.4. Each
ballot shall be enclosed in a sealed envelope or a facsimile thereof. The
envelope or facsimile thereof shall have printed on its face the word “ballot”.
The back of the envelope or facsimile thereof shall have printed on it the name
of the Member casting the ballot and that Members signature.
1.B.5. The
Secretary shall receive all sealed envelopes containing ballots and shall
certify each with regard to membership in good standing by making a mark on the
envelope and on the Membership roll next to the voting Member’s name.
1.B.6. The
Secretary shall transmit all ballots unopened to the Elections Committee.
1.B.7. The
Elections Committee, prior to the Annual Meeting shall open all certified,
sealed envelopes, immediately separating all signed envelopes from the ballots
so that no identification of the ballots is possible. Uncertified envelopes
shall be retained for one month pending challenge, and if there is no
challenge, destroyed unopened. Those ballots, improperly marked or otherwise
unintelligible, shall be declared invalid by the Elections Committee.
Reasonable facsimiles of ballots shall be allowed provided they contain only
information which is shown on the official ballot. All counted ballots and
ineligible ballots (which were not counted) shall be retained for one month for
examination by the Membership. Such examination will be arranged by the Member
so desiring and the Chairman of the Elections Committee.
1.C. Awarding of Directorate.
Directorates and terms shall be awarded in
decreasing order of votes received by individuals, with the longest directorate
going to the individual amassing the highest number of votes. In case of tie
votes, a majority of incumbent Directors shall, by means of a secret ballot,
determine which candidate will receive the longest term, or in the case of a
tie for the shortest term, which candidate shall receive the Directorate.
All winning candidates shall be announced at the
Annual Meeting.
1 .D.
Assumption of Office.
The newly elected Directors shall assume office
at the close of the business portion of the Annual Meeting.
1.E. Special Elections.
In the event of any vacancies on the Board Of
Directors, the membership shall be notified by mail before the next Regular
Meeting. Any member in good standing may contact any Board Member in writing
before the meeting requesting to be a nominee for the vacant position.
Nominations shall also be taken from the floor at the meeting. Any person
nominated must agree to serve on the board. The new Board member will be
elected by those present at the Meeting.
1.F.
Removal of Directors.
Any ten percent of the Membership in good
standing may, by written petition submitted to the President in duplicate,
propose the removal of a Director. In the event that the petitioners propose
the removal of the President, the petition shall be submitted to the
Vice-President. The receiving officer shall subsequently transmit at the
earliest Opportunity, a copy of the petition, by registered mail, to the
Director who’s removal is proposed. Said Director shall be given ten calendar
days in which to file with the receiving Officer any answering statements. At
the end of the ten days, a copy of the petition along with any answering
statements which the Director in question may nave, shall be mailed to all
Members in good standing along with a ballot by the Secretary. If the Secretary
is the Director whose removal is proposed, the mailing shall be done by an ad
hoc officer appointed by the President.
Not less than fifteen nor more than thirty days
shall be allowed for voting. All ballots shall be indicated to be returned to
the Secretary or an ad hoc officer if the Secretary is the Director whose
removal is proposed. The voting shall be carried out in accordance with
paragraphs 1.B.5.through 1.B.7. of this ARTICLE V.
If two-thirds of the Members voting favor the
proposal for removal, the removal of that Director shall become effective
immediately, providing that the Members voting represent at least ten percent
of the Members in good standing. if less than two-thirds of the Members voting
favor the proposal for removal, the Director shall not be removed and the facts
alleged in the shall not be the basis for any other proceeding against the same
Director.
Section 2. Officers.
2.A. Election and Assumption of Office.
The Officers of the Club shall be elected
annually by the newly elected Board of Directors by secret ballot at a special
meeting of such held prior to the Annual Meeting. The previous year’s President
shall preside over the meeting and supervise the balloting. The previous year’s
President shall have no vote unless that person shall have been reelected to,
or an incumbent of, the Board of Directors for the coming year. The
newly—elected officers shall take office at the close of the business portion
of the Annual Meeting.
2.B. Removal.
An Officer may be removed by a majority vote of
all Directors using a secret ballot.
Section 1. General.
The
Board of Directors shall from time to time create and designate such committees
as it may deem necessary over and above those mentioned in the Bylaws. The
Board of Directors shall specify the duties and responsibilities of such committees
and shall appoint a chairman for each committee.
Members of committees shall serve at the pleasure
of the Board of Directors.
The Board of Directors may from time to time
cancel and disband committees as it may deem necessary, however, standing committees
as mentioned in this ARTICLE, Section 2. may not be disbanded without an
amendment to the Bylaws as specified in ARTICLE IX.
Section 2. Standing Committees.
Standing committees specifically created are:
2.A. Bylaws Committee. The Board of Directors
shall appoint a Bylaws Committee of three members. It shall be the duty of the
Bylaws Committee
to: (1) review current Bylaws annually and
recommend such action as may seem appropriate; (2) resolve questions of
interpretation of the Bylaws and recommend such action as may seem appropriate
to eliminate further problems as to the meaning of the provisions in question;
and (3) offer advice and recommendations on new Bylaws and Bylaws amendments
proposed by petition as provided in ARTICLE IX.
2.B.
Elections Committee. The Board of Directors shall appoint an Elections
Committee of three Members.
2.C.
Nominating Committee. The Board of Directors shall appoint a nominating
Committee of three Members by August 1 of each year. They shall be responsible
for nominating candidates for office in accordance with ARTICLE V, paragraph
1.A.2.
ARTICLE
VII
Publications
Section 1. Club Publications.
The Club shall sponsor or issue such publications
as in the judgement of the Officers will best serve the interests of the Club.
The staff for any publications shall be appointed by the President.
Section 2. Subscriptions.
The Board may designate one or more Club
publications as subscription publications and set a subscription price. The
subscription price shall be included in the Club Dues.
ARTICLE VIII
Finances
Section 1. Dues.
l.A.
Members shall pay dues at such times and in such amounts as the Board of
Directors may from time to time establish.
1.C. The
board of Directors may establish reduced dues for Spouse Members, Junior
Members, or such categories of Members as it may determine.
Section 2. Fiscal Year.
The fiscal year shall be the calendar year.
Section 3. Books.
The books of record shall be properly maintained
by the Treasurer to reflect financial receipts, disbursements, balance, and
assets of the Club.
Section 4. Financial orders.
Checks, contracts, and other orders for payment
of monies in the name of the Club shall be signed by the President or the
Treasurer up to the amount of Two Hundred and Fifty Dollars ($250.00). Above
that amount, the signatures of both of the above officers are required.
ARTICLE IX
Amendment of Bylaws
All Bylaws amendments must
be submitted to the Bylaws Committee for consideration. The Bylaws Committee shall
report any proposed changes to the general membership in writing at least
fifteen days before any action is to be taken.
SECTION 2. METHODS OF VOTING ON CHANGE
In any case the Secretary shall prep are a copy
of the proposal to be mailed to al members in good standing and one of the
following must take place:
2.A. If a
regularly scheduled meeting falls not less than fifteen days nor more than
thirty days from the time of mailing, the proposal will be voted on at the
meeting. At least fifteen percent, of the membership must be present to
constitute a quorum for a change in Bylaws, and two thirds of the voting
membership must be in favor of the amendment for it to be adopted.
2.B. If no regularly scheduled
meeting falls within thirty days of the preparation of the proposal, the
Secretary shall prepare a ballot to be mailed with the proposal. Not less than
fifteen days nor more than thirty days shall be allowed for the voting. The
ballot shall clearly state the proposal for amendment and the action to be taken.
Each ballot shall be enclosed in a sealed envelope or a facsimile thereof. The
envelope or facsimile thereof shall have printed on its face “ballot” and the
back shall printed on it the name of the Member casting the ballot and that
Member’s signature. The Secretary shall receive all sealed envelopes containing
ballots and shall certify each with regard to membership in good standing by
making a mark on the envelope and on the Membership roll next to the voting
member’s name. At the next Board of Directors meeting after the voting period
closes, the envelopes will be opened and counted in accordance with ARTICLE V,
Section 1.B.7. If two thirds of the
Members voting favor the amendment, it shall thereby be approved and adopted,
providing the Members voting represent at least fifteen percent of the
membership in good standing.