North Coast Ohio ACBS - Youth Programs

CONSTITUTION AND BY-LAWS

ARTICLE 1: NAME

The name of this chapter shall be: “The NORTH COAST OHIO Chapter “of the Antique and Classic Boat Society, Inc., hereinafter sometimes referred to as the “Society”.

ARTICLE II: PURPOSES

The purposes of this chapter shall be:

(a) to provide a means through which individuals sharing a common interest in antique and classic boating can meet, share experience and information, exchange ideas and generate enthusiasm for all aspects of their interest.

(b) to establish and monitor protocol as it relates to antique and classic boating.

(c) to communicate with and report to the membership, the public and government at all levels regarding its activities, purposes and goals.

(d) to promote, further and encourage a love and enjoyment of antique and classic boating at its highest level in all of its aspects.

(e) to sponsor local antique and classic boat shows for the benefit of the public and to educate members of the chapter and the public by maintaining information regarding classification, restoration and authenticity of antique and classic boats.

(f) to support all other chapters by sharing ideas and information on all aspects of classic and antique boating.

(g) the purpose of establishing and maintaining this chapter shall be the same as those governing the Antique and Classic Boat Society Inc.

(h) to promote safe boating.

ARTICLE III: GOVERNING BODY

The governing body of this organization shall be the Board of Directors who shall have the general and plenary authority to conduct all activities, business and other matters to come before it.

The Board of Directors shall be comprised of all officers plus at least three (3) and not more than fifteen (15) Directors, all of whom shall be elected by the membership. In addition, the President may appoint up to five (5) Directors-at-Large.

The officers of this organization shall be:

(a) President

(b) Vice President

(d) Treasurer

In addition to the authority and duties which are inherent in the nature of their respective offices, the authority and duties of the officers shall he as prescribed in the By-Laws.

The decisions and actions of the Board of Directors shall be governed by majority vote, except that in the absence of a quorum, if at least three (3) Directors are present, the Board of Directors meetings shall be adjourned into an Executive Session for the transaction of business which must be later ratified or confirmed at a subsequent Board of Directors meeting having a quorum.

The president of this organization shall also serve as Chairman of the Board of Directors, by virtue of his office, and shall also be an ex-officio member of all committees except the nominating committee to which he shall be neither an ex-officio member or otherwise serve on that committee.

ARTICLE IV: TENURE IN OFFICE

(a) Directors (not including officers) shall be elected to a term of three (3) years with at least one (1) Director being elected each year.

(b) The president shall be elected annually for a one (1) year term; and shall not serve more than three (3) successive terms in office.

(c) The vice president shall be elected for a one (1) year term and shall not serve more than three (3) successive terms in office.

(d) The secretary and treasurer shall be elected annually for a one (1) year term; and both may serve an unlimited succession of terms in office.

(e) Directors-at-Large, appointed by the President shall serve one (1) year terms.

ARTICLE V: MEMBERSHIP

(a) Any member in good standing of The Antique and Classic Boat Society, Inc. shall be eligible to be a member of the Chapter provided that said member of the Society shall have paid annual dues as required by the Chapter.

(b) Any person whose membership in the Society shall be terminated due to expulsion, non-payment of dues or for whatever reason shall also have his or her membership in this Chapter terminated automatically and simultaneously with the termination of membership in the Society.

(c) The Chapter may expel a member from membership in the Chapter for non-payment of dues and any member may be expelled from the Chapter as a result of having engaged in conduct which the Board of Directors shall determine to have disturbed the order, dignity, business or harmony of the Chapter or the Society, or to have impaired the good name, good will or prosperity of the Chapter and/or the Society, or to have violated the Constitution and By-Laws, or any rules or regulations of the Chapter and/or the Society which are in force at the time of the alleged infraction.

Such expulsion shall be by a 2/3 vote of the members of the Board of Directors of the Chapter present at a meeting thereof duly called and held, provided, however, that the Board at a prior meeting thereof shall first have voted to institute expulsion proceedings and that thereafter a statement of the charges shall have been mailed by registered mail or certified mail to the accused member, directed to his last recorded address, at least twenty (20) days before action in taken thereof. This statement shall be accompanied by a notice of the time when and place where the Board is to take action on such charges and such notice shall state that the accused member shall have an opportunity to present a defense at the time and place designated in such notice. The decision of the Board shall be final and conclusive.

All rights and privileges of an expelled member to membership in the Chapter shall terminate immediately after expulsion. Expulsion from the Chapter shall not constitute an expulsion from membership in The Antique and Classic Boat Society, Inc. but, in the event of such expulsion, the Board of Directors of the Chapter shall be required to immediately give written notice of such expulsion to the Board of Directors of the Society along with a statement of reasons for such expulsion.

(d) Reinstatement of Expelled Member:

No member expelled from the Chapter shall be readmitted to the Chapter as a member until one (1) year has elapsed from the date of his expulsion and unless his application for readmission is approved by 2/3 vote of the members of the Board of Directors present at a duly constituted meeting thereof and provided notice that reinstatement of a member is to be considered be included in the notice of the said meeting.

(e) The application for the various steps of membership shall be in such form as the Board of Directors of The Antique and Classic Boat Society, Inc. shall prescribe.

(f) The rights, privileges and obligations of all types of memberships in the Chapter shall be conditioned upon current payment of dues allocable to that membership according to the dues rate schedule and types of memberships shall from time to time be adopted and published by the Board of Directors.

(g) Persons admitted to all of the various types of membership of the Chapter shall enjoy the right to vote and hold office, except that any individual who is not eligible to vote and hold office in The Antique and Classic Boat Society in accordance with the requirements of Article V of the constitution of said organization shall not have the right to vote in matters involving the Chapter.

ARTICLE VI: CHAPTERS

This organization is a Chapter of The Antique and Classic Boat Society, Inc. and as such this Chapter may not establish sub-chapters unless a sub-chapter is established with the consent of the Board of Directors of the Society in which case such sub-chapter shall be established in accordance with the requirements as then stated by the Board of Directors of the Society.

ARTICLE VII: COMMITTEES

The president of the Chapter shall appoint the chairmen of all committees.

ARTICLE VIII: ELECTIONS

(a) Eligibility:

Any member in good standing of the Chapter and The Antique and Classic Boat Society, Inc. shall be eligible for nomination and election as an Officer and/or Director of the Chapter.

(b) Nomination:

The nomination and election of officers and directors shall take place at the annual meeting of the Chapter.

At the September meeting of the Board of Directors preceding the Annual Meeting, the president shall appoint a nominating committee from the members of the Board of Directors, who shall, by majority vote, nominate a slate of individuals for office.

The nominating committee shall make its report consisting of the full slate for all vacant offices at the October meeting of the Board of Directors, who shall act thereon. The names of the nominees and the positions for which they are nominated shall be published in the notice of the Annual Meeting to the membership. Further nominations may be made by petition in writing to the president by at least ten (10%) per cent of the general membership, presented at least fifteen (15) days prior to the Annual Meeting.

The officers and directors shall be elected by the majority of votes eligible to be cast at the Annual Meeting, and that voting may be in person or by mail.

ARTICLE IX: MEETINGS

The Board of Directors shall meet at least three (3) times annually.

The Board of Directors shall also meet upon the request of any three (3) of its members.

The annual meeting of the Chapter shall be held in December, upon at least twenty (20) days written notice of time, date and place to the membership of the Chapter, at which a quorum shall consist of the members in attendance who are eligible to vote provided that at least ten (10) members shall be in attendance. Special meetings may be held upon a majority vote of the Board. All membership and board meetings shall follow a written agenda and shall be conducted pursuant to Roberts Rules of Order (Revised).

ARTICLE X: FINANCE

(a) Dues: The dues payable for a membership in the Chapter shall be billed by and payable directly to the Society in accordance with the dues rate schedule adopted annually by the Society’s Board of Directors concerning Society dues and the dues rate schedule adopted by this Chapter.

(b) Budget: At least fifteen (15) days prior to the beginning of each fiscal year, the treasurer, when requested by a Motion from the Board of Directors, shall prepare and submit to the president a written account of the anticipated revenues and expenses for the coming year.

(c) Fiscal Year: The fiscal year of this organization shall be from December 1st to November 30th of the succeeding year.

(d) Depositories: The funds of this organization shall be deposited in such financial institutions, in such accounts, in the name of this organization, as the Board of Directors shall, from time to time designate.

(e) Due Date: All dues shall be due and payable on or before the annual meeting. Failure to pay membership dues within ninety (90) days from the date of the Annual Meeting shall automatically result in a lapse of membership status.

(f) No Refund All dues of this organization shall not be refundable, pro-ratable, nor in any other way returned or diminished.

(g) Assessments: The Board of Directors may establish and levy upon the membership such special assessments as circumstances may require, up to, but not exceeding fifty (50%) per cent of each member’s current dues, staling the reasons for the same in a resolution adopted for that purpose.

ARTICLE Xl: VACANCIES

All vacancies in the positions of officers and directors shall be filled by the appointment of the president with majority approval of the Board of Directors for the period of the unexpired term, however created.

Any officer or member of the Board of Directors desiring to resign their office, shall do so in writing submitted to the president of this organization, and shall be effective upon receipt.

Any member of the Board of Directors or officer who shall be absent from three consecutive scheduled meetings, without giving valid cause, shall be subject to removal from office upon majority vote of the Board.

ARTICLE XII: PROTOCOL

The burgee of The Antique and Classic Boat Society, Inc. as registered with the New York Secretary of State shall be the official symbol of this organization. The Society burgee shall be the only burgee used by the membership of the Chapter for identification purposes.

The Chapter may adopt it’s own logo, with the approval of the Society.

ARTICLE XIII: RECORDS

A written record of all of the Board of Directors Meetings and the Annual Meeting shall be kept by the Secretary as a permanent record of this organization.

The Treasurer shall receive and disburse organization monies only by written checks and deposits.

The chairman of each committee shall be responsible for keeping written records of his committee’s activities.

ARTICLE XIV: AMENDMENTS

This Constitution and By-Laws may be amended or changed by resolution presented to any scheduled or special meeting of the Board of Directors and adopted by a two-thirds majority vote of those directors present, provided that written notice of the proposed change and the date, time and place of the meeting shall have been sent to each member of the Board, at east fifteen (15) days prior to the meeting An amendment of the Constitution or By-Laws of the Chapter shall not be effective unless approved in writing by the Chairman of the Constitution and By-Laws of Committee of The Antique and Classic Boat Society, Inc. In the event of said Chairman’s refusal to give such approval, the Chapter may appeal such refusal to the Board of Directors of the Society at its next regularly scheduled meeting and the Board of Directors of the Society shall have the authority to overrule a ruling or lack of ruling of the Chairman of the Committee on Constitution and By-Laws.

ARTICLE XV: DISSOLUTION

In the event this Chapter should ever be dissolved) all of its records, books, documents and property shall be delivered to and become the property of The Antique and Classic Boat Society, Inc.

BY-LAWS

ARTICLE I: OFFICE

The principal office of this organization shall be at such place as the Board of Directors may from time to time determine.

ARTICLE 11: MEETINGS

The annual meeting of the Chapter shall be held in the month of December upon at least twenty (20) days written notice of time, date and place to the general membership, at which a quorum shall consist of the members in attendance who are eligible to vote provided that at least ten (10) members shall be in attendance. Special meetings of this organization may be called by the Board of Directors, the President, or the Secretary upon receiving a request for such a meeting in writing by twenty (20) per cent of the membership. The request shall also state the purpose or purposes of the proposed meeting. Business transacted at such meetings shall be limited to the purposes stated in the notice for meeting.

Special meetings of the membership may also be called by the Board of Directors in accordance with the requirements of Article IX of the Constitution. Written notice of each meeting of this organization shall state the purpose or purposes for which the meeting is called, the place, date and time of the meeting, and unless ii. is the annual meeting, shall indicate that it is being issued by or at the direction of the person or persons calling the meeting. Notice shall be given by regular mail to each member in good standing as of the time the notice issued, at his lat known address, not less than ten (10), nor mom-c than fifty (50) days before the date of the meeting.

No proxies at any meeting shall be permitted.

ARTICLE III: DIRECTORS

Directors shall be responsible for the areas of activity as may be assigned to them by the President.

No compensation shall be paid to directors, or officers, as such, for their services, but by resolution of the Board of Directors they may be reimbursed their actual expenses, incurred or expended, in areas of this organization’s activities or purposes.

The president may designate from among the members of the Board of Directors an executive committee, consisting of three (3) or more directors, which committee shall serve at the pleasure of the board.

All directors must have attained the age of 18 years and be voting members in good standing of this organization.

ARTICLE IV: OFFICERS

PRESIDENT: The president shall be the chief executive officer of the Chapter. The President shall preside at all meetings of the membership and of the board. The President shall be responsible for the management of the business of the Chapter and shall see that all orders and resolutions of the board are carried into effect.

VICE PRESIDENT: During the absence of disability of the president, the vice president shall have all the powers and functions of the president. The vice president shall also perform such other duties as the board shall prescribe.

SECRETARY: The secretary shall:

(a) attend all meetings of the board and of the membership;

(b) record all votes and minutes of all proceedings in a book to be kept for that purpose;

(d) when required, prepare or cause to be prepared and available at each meeting of members a certified list in alphabetical order of the names of members entitled to vote thereat;

(e) keep all the documents and records of the Chapter as required by law or otherwise in a proper and safe manner.

(f) perform such other duties as may be prescribed by the board.

TREASURER: The treasurer shall:

(a) have the custody of the Chapter funds and securities;

(b) keep full and accurate accounts of receipts and disbursements in the corporate books;

(c) deposit all money and other valuables in the name and to the credit of the Chapter in such depositories as may be designated by the board:

(d) disburse the funds of the Chapter as may be ordered or authorized by the board and preserve proper vouchers for such disbursements;

(e) prepare and send to The Antique and Classic Boat Society, Inc. appropriate records for the preparation of notice of dues by the Society;

(f) render to the president and board at the regular meetings of the board, or whenever they require it, an account of all his transactions as treasurer and of the financial condition of the Chapter;

(g) may submit a written report of the previous year’s income and expenses, together with a proposed budget containing an itemized estimate of revenue and expenses for the ensuing year, to be presented at the last regularly scheduled meeting of the Board of Directors which preceded the annual meeting.

(h) render a full financial report at the annual meeting of the general membership;

(i) be furnished by all Chapter officers and agents at his request, with such reports and statements as he may require as to all financial transactions of the Chapter;

(j) perform such other duties as are given to the Treasurer by these by-laws or as from time to time are assigned by the board or the president.

ACTIVITIES DIRECTOR: An activities director shall be appointed annually by the president with board approval. The Activities Director shall notify all members by e-mail of coming shows and events, and the persons known to the Activities Director, who are planning on attending,

ARTICLE V CHAPTER MINIMUM REQUIREMENTS

(a) The name of the Chapter or any proposed change of name of the Chapter shall he subject to the approval of the Board of Directors of the Chapter and the approval of the Board of Directors of The Antique and Classic Boat Society, Inc.

(b) The Chapter and its members shall in all respects be bound by the Constitution and By-Laws of The Antique and Classic Boat Society, Inc. (as such may be amended from time to time) and in particular the purposes and activities of the Chapter shall in no way be inconsistent with or in contradiction to the purposes and activities of the Society.

(c) The Chapter shall at all times adhere to the “Chapter Minimum Requirements” of The Antique and Classic Boat Society,, Inc. (as such minimum requirements may be amended from time to time).

(d) It is hereby acknowledged by the membership of the Chapter that in the event the activities or conduct of the Chapter shall appear to violate the spirit or intent of the purposes of the Antique and Classic Boat Society as set forth in the Society’s Constitution, then the Chapter’s existence as a duly organized Chapter of The Antique and Classic Boat Society, Inc. shall be subject to withdrawal upon a resolution being adopted to that effect by a 2/3 vote of the Board of Directors of the Society.

ARTICLE VI: FINANCE

The disbursing of the funds of the Chapter shall be done by check upon the signature of the Treasurer.

The Board of Directors may from time to time direct that a committee of the Board or an independent audit of the financial books and records of this organization he made upon a resolution being adopted stating the same, whereupon the President shall select a qualified auditor or accountant who shall promptly make such an audit, and report the results thereof to the Board of Directors.

The dues for the Chapter shall be Twenty Dollars ($20.00) payable thru the Society. Dues may be changed by two-thirds (2/3) vote of Board of Directors, upon motion duly made and prior notice given to the membership.