By-Laws For The River Cities Corvette Club Print E-mail

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ARTICLE I

SECTION 1. Name: The name of the Club shall be the "River Cities Corvette Club", hereinafter referred to as "the Club", or "RCCC".

SECTION 2. Purpose: The general purpose of the Club shall be to encourage use, service, and preservation of Chevrolet Corvettes, regardless of year. The Club is also a social Club, fostering friendship, and fellowship among our membership and with other Corvette Club’s and other organizations through Club sponsored activities.

SECTION 3. Seal/Logo: The logo of the Club shall be the 1984-94 Corvette symbol, with the Crossed Flags on the top portion of the circles. "River Cities" between the flags and on top of the circle, and "Corvette Club" curved along and under the circle (on large logos a Corvette will be in the lower portion of the circle).

SECTION 4. By-laws: The by-laws will be posted on the Club’s website.

ARTICLE II

SECTION 1. Membership: Membership in the Club shall be open to owners or enthusiasts of Chevrolet Corvettes.

SECTION 2. Types of Memberships:

  • Regular Membership: Individuals wanting to fully participate in all facets of the club. Members are eligible to vote on all club matters, and are eligible to be elected by the membership (or appointed by the President) to an office on the Board of Directors.
  • Life Member: Regular members who upon reach the age of 65 will be honored by the Club as a Life Member. No dues will be assessed to those members who are designated as Life Member. A Life Member must be a Regular Member for at least one year prior to being eligible for designation as a Life Member. A Life Member is eligible to vote on all club matters, and may be elected by the membership (or appointed by the President) to an office on the Board of Directors.
  • Associate Membership: Individuals who live outside of the Ark-La-Tex area and who will generally not be participating in normal club activities. Associate Members may not vote in any election, nor may hold an office on the Board of Directors. Associate Members shall receive a copy of our monthly newsletter.

SECTION 3. Dues: Annual dues for members shall be due the fiscal month in which they joined. A grace period of one month will carry the membership, to which afterwards, is subject to termination of the membership. The Board of Directors shall review the assessment of dues for the various types of memberships at their Board meeting each January. Should the Board of Directors decide to change the amount assessed for dues, the Board will publish this in the newsletter and a vote (majority vote) will be held to approve this change at the next regular membership meeting. Dues are non-refundable and non-proratable.

SECTION 4. Waiving of dues: The Board of Directors may make the determination that it is in the "best interest" of the Club to waive the dues of a current member. This action will require a confirming (majority) vote of the membership present at the next regular membership meeting.

SECTION 5. Membership list: The membership list is for the Club’s use only and may not be given out or sold to any group outside of the Club membership.

SECTION 6. Expulsion:

  1. Membership will automatically lapse for nonpayment of dues.
  2. Any member may request in writing that the Board of Directors suspend or to expel a member from the Club. The request cannot be anonymous and must state the reasons for the expulsion. The Board must give notice to the member regarding the potential action by the Board and the member must be allowed to provide any evidence and make a statement in regards to their defense. The Board of Directors must investigate the request at their next Board meeting and the Board must go into executive session to discuss all aspects of this case. The Board will be free to examine all evidence, hear testimony, and to call any additional witnesses in this matter. After all evidence is heard the Board will take a vote. It will take a unanimous vote of the Board to expel a member. The President will notify the member of the Board’s decision.
  3. Should the request for expulsion involve a Board Member, then that Board Member will be prohibited from all deliberations and from participating in any vote on this matter.

SECTION 7. Resignation: Any member may resign by directing a letter of resignation to any Board Member, or by verbally stating so.

SECTION 8. Club Logo(s) & Name: The official Club logo and name may be used only on official Club merchandise, supplies, documents, or newsletter. The Board of Directors must approve any outside organization using the official Club logo or name.

SECTION 9. Club funds and assets: No member shall have or acquire any right, title, or interest in the funds or assets of the Club, nor any vested right in the continuation of any Club service. All funds and assets of the Club shall be used by the Board of Directors to provide services to members of the Club-consistent with the objectives of the Club as stated herein. No part of the funds or assets of the Club shall be distributed to any member. Upon dissolution of the Club, any funds remaining after meeting all prior financial obligations shall be distributed to the Providence House, located in Shreveport, Louisiana.

SECTION 10. Financial Accounts: All financial accounts shall be established by the Secretary/Treasurer, with prior approval of the Board of Directors. All financial accounts will be in the name of "River Cities Corvette Club" using the official address of the Club. All financial reports from financial institutions shall be mailed directly from the financial institution to the Club’s official mailing address and shall be opened and reviewed by the President prior to presenting the documents to the Secretary/Treasurer for further action. The President must initial or sign all bank statements or other financial statements, with their initial or signature indicating that they have reviewed the financial statement for irregularities. All checks and other negotiable instruments must be approved (signed) by two officers; namely the President and Secretary/Treasurer, with the Vice President and Recorder/Historian as alternate approving signatures in the absence of either the President and/or Secretary/Treasurer. It is the responsibility of the President and Secretary/Treasurer to update the signature authority with each financial institution.

SECTION 11. Expenditures: All individual expenditures above $350 (individually or cumulative) to the same vendor must have prior approval of the Board of Directors. All donations to charitable entities must have approval of the membership (majority vote) in attendance at a regular monthly membership meeting.

SECTION 12. Newsletter advertisement rates: The Board of Directors shall annually review and set all advertising rates for the newsletter.

SECTION 13. Voting: All members in good standing shall be allowed to vote on all matters brought before the membership at regular monthly membership meetings. No votes by membership are allowed at special meetings. All votes will be by majority vote of the membership in attendance at the regular monthly membership meetings. The membership present at the meetings will automatically represent a quorum of the membership of the club.

ARTICLE III

SECTION 1. Board of Directors meetings: The Board of Directors shall meet each month prior to the upcoming monthly membership meeting, or as many times as deemed appropriate. Each Board meeting is open for any member to attend, with date, time, and location printed in the calendar section of the newsletter, on the Club’s website, or notification may be done via electronic email. The Board may go into executive session at any time to handle sensitive issues at the Board’s discretion. Minutes will be taken of all Board Meetings.

SECTION 2. Membership meetings: Regular Club meetings will be conducted the first Sunday of each month, unless otherwise directed by the Board of Directors (i.e. emergency meetings, special meetings).

SECTION 3. Special or Emergency meetings: In addition to any provisions stated herein, the President may call for a special or emergency meeting of the Board of Directors. All business conducted during meetings must be recorded in minutes of the meeting.

SECTION 4. Executive Session: An Executive Session is a special meeting called within any official meeting of the Board of Directors. The purpose of such Executive Session will be to handle sensitive issues of the Club. A motion by a Board Member to go into Executive Session must be approved by a majority vote of the Board of Directors in attendance at the meeting. The Board of Directors may include or not include other members or visitors to be in attendance at their meeting to discuss the issue at hand. However, the Board of Directors must disclose into the minutes of the regular Board meeting any official action taken during the meeting.

ARTICLE IV

SECTION 1. Board of Directors: The Board of Directors shall consist of the following Club officers: President, Vice President, Secretary/Treasurer, Recorder/Historian, Newsletter Director, Activities Director, and Merchandise Director.

SECTION 2. Term of Office: All elected officers will serve a one-year term from January 1 through December 31.

SECTION 3. Nepotism: No more than one Board of Directors shall be from the same immediate family (i.e. Husband, wife, mother, daughter, brother, sister etc.) The Board of Directors may vote (by unanimous vote) to suspend this ruling on a case-by-case basis, if so, then the case will be brought forward to the membership for a vote (majority) of the membership in attendance at the next regular monthly meeting. Under no circumstances may there be two (or more) board members from the same immediate family holding (at the same time) the offices of President, Vice President, Secretary/Treasurer, or Recorder/Historian which Article II, Section 10 authorizes these three officers the authority to sign checks and act as a fiscal agent for the club.

SECTION 4. Elections: Officers for the next fiscal year will be nominated by the membership during the regular monthly membership meeting in November. The election ballot will be printed in the December newsletter with the election to be held at the regular monthly membership meeting in December. Nominations for office require a "second" from another Club member. A member may run for only one elected position.

The Board of Directors will take an oath of office by the outgoing President at the regular January membership meeting.

SECTION 5. Qualifications for elected officers: Candidates running for any office must be a "regular member" of the Club for one year prior to the start of the term of that office and must be an active member of the Club. However, the Board of Directors may elect to suspend the "one year membership rule" prior to the November meeting or the membership may vote at the regular November meeting to suspend the "one year membership rule" during the nominations for office.

SECTION 6. Appointed Board Officers: In the event of a resignation or removal from office of any member of the Board of Directors, the President will have the authority to immediately appoint another Club member to fill the position for the duration of the fiscal year. The Club member appointed to the vacated position must be a "regular member" of the club and must have been a regular member for at least one year as listed in Section 5 above, however, the Board of Directors may suspend the qualifications for an appointed Board position.

SECTION 7. Removal from office. Any member of the Board of Director may be removed from office for cause via one of the following procedures:

  1. By membership: Any member may request the removal of an Officer from the Board of Directors. Should a member make such a request, it must be in writing, must state the reason for removing the officer from the Board, signed by the member (it cannot be anonymous) and it may be delivered to any Board member. A Board Member receiving such a request must bring it immediately to the attention of the other Board members at the next Board meeting. The Board of Directors must go into executive session to handle this matter. The affected Board Member cannot participate in any deliberation or vote in this matter, but will be allowed to appear before the Board to give a statement, produce evidence and to defend themselves. Upon hearing all the evidence, the Board will vote on removing the officer from the Board. A majority vote of the Board is required to remove an officer from the Board.
  2. By Board of Directors: Any member of the Board of Directors may request at any regular Board of Directors meeting that a Board Member be removed from office. The Board of Directors must go into executive session to handle this matter. The affected Board Member cannot participate in any deliberation or vote in this matter, but will be allowed to appear before the Board to give a statement, produce evidence and to defend themselves. Upon hearing all the evidence, the Board will vote on removing the officer from the Board. A majority vote of the Board is required to remove an officer from the Board.
  3. Notification to members: The membership shall be notified of any officer removed from the Board. This notification shall be in the newsletter, and shall not specify the reasons for the removal from office.

SECTION 8. Audit Committee: The Board of Directors must appoint an audit committee to review the financial dealings of the Club during the previous year. The membership of this committee must include the incoming and outgoing Secretary/Treasurer, and incoming and outgoing President. The report shall be submitted to the Board of Directors at their meeting in February, and the committee’s report shall be so noted with any exceptions to the membership in the newsletter.

SECTION 9. Special Committees: The Board of Directors shall have the authority to appoint and to dissolve special committees (and their respective membership and duties).

SECTION 10. Duties of Officers: The officers of the River Cities Corvette Club shall act in and operate the Club in such a manner, which displays and promotes a legal, moral, and ethical intent in all club matters. The actions of all officers shall be subject to review on a continuing basis, and may be revised by a majority vote by the membership in attendance at the regular monthly membership meeting.

  1. PRESIDENT: The President will conduct and preside over all meetings. As the Executive Officer of the Club, the President shall enforce all rules of the Club and perform such duties as they may pertain to the office of President. The President is responsible to see all officers perform their duties. The President shall verify that the Secretary/Treasurer has arranged to deposit the funds of the Club in a reliable financial institution in the name of the River Cities Corvette Club. The President shall inspect and review the monthly statement from every financial institution to look for irregularities in the Club’s finances. The President is also responsible for Club representation within the community, as well as performing any duty that cannot be fulfilled by any other officer. The outgoing President shall also swear in the new officers at the beginning of the new fiscal year. In the event any Board of Director cannot fulfill their obligations to the Club, the President will appoint another Club member to fill the position. The President is an ex-officio member of all committees.
  2. VICE PRESIDENT: The Vice President will work with the President on all Club activities/events, etc. as well as assisting the President in coordinating the efforts of all Board Members. The Vice President will fulfill the duties of the President in the absence of the President, and in the event the President resigns for any reason, the Vice President shall fulfill the obligations of the Presidency for the duration of the fiscal year, and appoint the replacements to the Board of Directors as deemed appropriate. The Vice President will co-chair all committees appointed by the President or the Board of Directors. The Vice President shall perform all duties assigned to the position by the President or Board of Directors. The Vice President is responsible for the official count on all elections, and votes by the membership.
  3. SECRETARY/TREASURER: The Secretary/Treasurer is required to monitor and control all Club funds and account for all income and expenses incurred each fiscal month, with written documentation to be periodically reviewed by the Board of Directors. All Club funds must be deposited within one week from the day received into the Club’s checking account. A financial report must be printed in the August and February newsletter detailing the financial activity from January 1 through June 30 (August), and July 1 through December 31 (February). The Secretary/Treasurer shall provide a copy of our by-laws along with a membership card to all new members. The Secretary/Treasurer shall maintain the official Club roster of members. The membership list is for the Club’s use only and may not be given out or sold to any group outside of the Club membership. The membership list must be printed in the newsletter (name, phone number, cars, and email address) at least semi-annually to provide the membership with a listing of all members of the Club. The Secretary/Treasurer shall perform all duties assigned to the position by the President or Board of Directors.
  4. RECORDER/HISTORIAN: The Recorder/Historian shall attend all meetings, keeping records of the previous meetings as well as current meetings. The Recorder/Historian is responsible for writing any newsletter article that is required by the Board or the by-laws in regards to officially notifying the membership of action taken by the Board. The Recorder/Historian shall perform all duties assigned to the position by the President or Board of Directors.
  5. NEWSLETTER DIRECTOR: The newsletter director will be designated to produce a monthly newsletter to be mailed every month: to be received by all members prior to the regular monthly membership meeting. The Director is required to publish in the next newsletter any document submitted by the Secretary to notify the membership of actions taken by the Board. This Director must coordinate with all Board Members for pertinent information on all upcoming events, features, and happenings. The Director must encourage membership participation in articles, as well as encourage paid advertising for each newsletter from potential advertisers. The Newsletter Director shall perform all duties assigned to the position by the President or Board of Directors.
  6. ACTIVITIES DIRECTOR: This Director is responsible for scheduling and coordinating Club activities. The Director shall produce an event calendar to be provided to the Newsletter Director for publication in the Club’s newsletter. The Activities Director shall perform all duties assigned to the position by the President or Board of Directors. The Newsletter Director shall perform all duties assigned to the position by the President or Board of Directors.
  7. MERCHANDISE DIRECTOR: This director is responsible for the acquisition, maintaining appropriate inventories, and selling all Club merchandise. All prices for Club merchandise will be set by the Merchandise Director based upon guidelines developed by the Board of Directors. The Merchandise Director shall perform all duties assigned to the position by the President or Board of Directors.

SECTION 11. QUORUM: All Board meetings must have a quorum of officers for any action to be taken by the Board. A quorum will be met with 5 or more Board members in attendance. A Board Member can assign a proxy vote to another Club member to act in their behalf on business before the Board, however, only elected or Presidential appointed Board Members may be involved in Board executive sessions.

ARTICLE V

SECTION 1. Fiscal Year: The fiscal year shall be from January 1 through December 31.

ARTICLE VI

SECTION 1. Amendment to the by-laws by Club member: Any member may propose an amendment to the by-laws by submitting a written proposal to the Board of Directors. It will then be reviewed by the Board of Directors at the next regularly scheduled Board meeting, and then will be presented to the general membership for adoption. The Board of Directors must state to the membership that they either support or object to the proposed amendment. The amendment will be presented to the membership via the monthly newsletter, and at the next the next regularly scheduled membership meeting a discussion of the matter will take place and at the following regularly scheduled membership meeting the membership will vote to pass or to defeat the amendment. Passage of amendment will require a two-thirds majority vote of membership in attendance. If the amendment is approved, it will be added to the by-laws immediately.

SECTION 2. Amendment to the by-laws by the Board of Directors: If during the annual review of the by-laws or by a review of the by-laws by a special (Board appointed) committee, the Board of Directors determines that changes are needed in the by-laws the following procedure will apply: The Board will have the proposed changes published in the newsletter and at the next regular membership meeting the matter will be discussed and then at the next regularly scheduled monthly membership meeting a vote taken to approve or to defeat the proposed amendment. Passage of amendment will require a two-thirds majority vote of membership in attendance. If the amendment is approved, it will be added to the by-laws immediately

ARTICLE VII

SECTION 1. Personal liability: All persons or corporations extending credit to, contracting with, or having any claim against the Club or Board of Directors shall look only to the funds and property of the Club for payment of any such contract or claim or for the payment of any debt, damage, judgment, or decree or any other money that would otherwise become due or payable to them from the Club or the Board of Directors, so that neither the members of the Club, the Board of Directors present, or future, shall be liable personally thereof.

ARTICLE VIII

SECTION 1. Club liability: The Club, nor its Board of Directors, shall be held liable for any loss or damage or personal injury due to fire, theft, or accidents at any and all Club meetings, functions, and events that the Club directs or directly participates in.

SECTION 2. Chevrolet Compliance: It will be the responsibility of the Board of Directors to insure full compliance with the use and association of all General Motors/Chevrolet logos and descriptions, as well as maintain necessary correspondence with such, so as to insure no infractions occur, to which may effectively disable the Club. It is further stated that "River Cities Corvette Club" is currently within the prescribed confines associated with General Motors/Chevrolet, with full intention to continue in said fashion.

ARTICLE IX

SECTION 1. Annual by-laws review: At the beginning of each new fiscal year, the new Board of Directors is required to review the by-laws to insure the Club is in full compliance with such by-laws, as well as to assign a committee to make recommendations for updates or deletions to the by-laws as they deem appropriate. The recommendations of the committee must be approved by the Board of Directors prior to going forward to the membership for approval. It is further stated that the by-laws be issued to all Board of Directors and be posted to the Club’s website. A copy should be maintained at each meeting so as to insure that any disputes may be resolved promptly, without haste.

ARTICLE X

SECTION 1. Rules of order: The current edition of Robert’s Rules of Order will be the final source of authority in regards to questions of parliamentary procedures provided they are consistent with the rules and by-laws of the Club

ARTICLE XI

SECTION 1. Effective date: These by-laws were approved by a two-thirds vote of the membership of the River Cities Corvette Club on February 9, 2004 and are in effect as of this date.

 
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