Article I
Description
Section 1. The fundamental purpose of this club shall be to provide a means of communication for those who are interested in research and exchange of knowledge pertaining to the history and preservation of antique outboard motors. The functions are therefore educational, historical and nonprofit. To this end, members will seek new members, and further the fundamental purpose of the club.
Section 2. Categories:
- Antique: Outboard motors manufactured in 1950 or before shall be recognized as antique.
- Classic: Outboard motors manufactured after 1950 and which are at least thirty (30) years old in this current year (real time) shall be recognized as classic.
Section 3. Club Logo:
The Club logo shall contain, at a minimum, the following: The Antique Outboard Motor Club Texas Chapter
Article II
Elected Officers
Section 1. The three elected officers of this club shall be a President, Vice-Presidents, and a Secretary/Treasurer, hereafter and collectively known as the club officers. All affairs of the club shall be governed and controlled by the duly established officers. A quorum of at least three (3) of the officers and a majority vote of two (2) of the quorum shall be required to legally conduct any business pertaining to the club.
Section 2. Descriptions and Responsibilities:
- President: This officer shall preside at all meetings of the officers and have general supervision over the affairs of the Club, shall sign all written contracts of the club and shall perform all such other duties as are incident to his office.
- Vice-President: The Vice President, which is elected to succeed a present Club President, will assume the duties of the Club President in case of absence or disability or upon written request of the President. This officer will be responsible also for Chapter development and for the election of officers. His major contribution will include coordination of meets with club president and other interested parties along with a Club activity schedule published in February, updated when necessary. .
- Secretary/Treasurer: This officer shall issue notice of meetings, and any other club announcements as required by the officers. Shall attend to and keep minutes of the same if possible and the distance to such meeting is felt reasonable. Shall have charge of all corporate books, records, and papers. He shall publish a Membership Directory annually, or as often as the budget will allow. This officer shall be responsible for the publication and maintenance of the club website. The main purpose of this is to provide the membership with quick turnaround type of announcements for meets and other club activities. It may also include a free advertising service to the members, and non-members if approved by the officers, in the field of outboard motors. This officer shall collect dues and have custody of the monies and securities of the club and shall give bond in such sums and in such securities as the officers shall require, conditioned upon the faithful performance of the duties of his office, he shall sign all checks of the club, keep regular books of accounts, vouchers, receipts, records and other papers. A financial report shall be provided to each officer member by January 31 following the close of the prior accounting calendar year ended December 31. In all matters E-Mail and the club web site will be used if possible to communicate with the officers and members.
Section 3. Election Process: Elections shall be held bi-annually on the odd-numbered years. To conduct elections, nominations for elected officers may be made by an individual or a group of members. The notice of the election and the call for nominations will be no later than July 31. The deadline for nominations, to be submitted to the Secretary, shall be no later than September 1 of the election year. If there are more than one candidate for any office an election will be held. The Secretary shall then have the responsibility of supplying the ballots and the list of candidates to the membership by US Mail. Ballots send to members must be returned by to the address on the ballot by October 15. The elections results will be made known to the members as soon as possible and the newly elected officers will take office on November 1.
Section 4. Term of Office: The club officers shall have charge of the business of the club and shall serve until their successors have been duly qualified.
Section 5. Candidate Qualifications: Each and any candidate to be considered to hold an elected office must be a legal citizen and resident of the United States of America however; membership of the AOMCI is not a requirement but is recommended. A member commercially engaged in the buying, selling, or trading of motors, parts, boats, or any other related articles may not hold or serve elected office.
Section 6. Removal from Office: Any officer may be removed from office upon a majority vote of the club officers. Removal shall only be for causes of malfeasance or neglect of duty. No officer shall be removed without a successor being named by the President and approved by the club officers. The successor may serve only to the end of his predecessor’s normal term when the regular election process will fill the office.
Section 7. Vacancies: Vacancies in officers, excepting those as provided for in Section 6, shall be filled through Presidential appointment with officer’s approval.
Section 8. Meetings: Meetings of the officers may be called by the President, by the Vice-President, or by a quorum of the officers. Notice of all meetings shall be mailed or e-mailed to each officer by the Secretary/Treasurer at least ten (10) days prior to the time of said meeting. A special meeting may be called without notice at any time and at any place by unanimous consent of the officers.
- Alternative: Should a meeting be impossible due to the wide dispersion of the officers, such meetings may be conducted via mail or telephone with the Secretary/Treasurer being responsible for tabulating and publishing the results.
- Order of Business: The order of business at all meetings shall be conducted in a parliamentary manner and in accordance with “Robert’s Rules of Order” in so far as practical.
ARTICLE III
Membership
Section 1. The membership of the club shall consist of individual members which have subscribed to the purposes and ideals of the club and having been granted a membership card, continues to function according to the provisions set forth in these by-laws. Membership shall be granted without regard to age, sex, race, nationality, religion, or creed. Membership in the AOMCI is not mandatory but recommended.
Section 2. Active Membership: Any person duly accepted as provided for in Section 3, and having paid biannual dues as required in Article V, Section 4(a) shall be an active member in good standing of the club.
Section 3. New Members: Any person desiring membership in the club shall make application on the form provided by the Club. Such application along with payment of biannual dues as provided for in Article V, Section 4(a) shall be acted upon by the Secretary/Treasurer or his designate and an official certificate of membership signed by the Secretary/Treasurer shall be issued to the new member.
Section 4. Honorary Life Membership: Any person who has commended himself to the Club esteem or who has performed an outstanding service to the Club or outboard motor industry may be elected as an honorary life member of the club by vote of the club officers. Biannual membership dues are thereby waived.
Section 5. Duties: Members are expected to contribute towards Club activities such as meets, Chapter participation, providing information for Club publications, recruiting new members, acting upon request as the Club’s representative at social events, performing requested liaison between the Club and other boating interests or performing other duties as may be required by the officers or group leaders of this club.
Section 6. Suspension, Expulsion, Withdrawal: The suspension or expulsion of a member may be ordered for causes of malfeasance or just cause after a proper hearing by the club officers. Suspension or expulsion may be temporary or permanent, as prescribed by the club officers. Upon payment for all past and current obligations due the club and return of club materials the withdrawal shall be effective.
Section 8. Use of Club Name: Unless approved by the club officers, no member shall use the club name in any form that could be misleading to a member or non-member that it is approved and related to the club. No event shall be deemed to be a club event unless approved by the club officers. No use of the club name in writing may be used unless approved by the officers. Also upon termination of a Club membership or charter for any reason, the use of the name, emblem, or any other marks of the club shall automatically be relinquished by such a person or group.
Article IV
Special Interest Groups
Section 1. Definition: Groups of persons interested in any particular facet of antique outboarding may form groups, hereafter referred to as Special Interest Groups.
Section 2. Application: When said persons decide to form a Special Interest Group, the member in good standing who will act as leader for the Group will make application to the Vice-President. Upon approval, the Special Interest Group and its leader will be publicized and proclaimed in official club literature.
Section 3. Duties: Each Special Interest Group leader shall write an article at least once annually for the Club website. The article shall provide a focal point of historical and technical information, Group development, etc.
Article V
Finances
Section 1. The finances of this club shall be governed and controlled by the Secretary/Treasurer, subject always to the supervision and direction of the other officers.
Section 2. Depository: The depository of this corporation shall be such bank in the United States of America so designated by the Secretary/Treasurer and approved by the officers.
Section 3. Notes, Bills, etc.: All checks, drafts, warrants and orders for the payment of money by the club shall be made in the name of the club and shall be signed by those as designated in Section 2.
Section 4. Source: The operation of the club shall be financed by a per-capita membership payment, sales of literature, donations, etc., and the raising of revenue in connection with Club activities.
(a) Per-Capita Payment: Individual membership payments shall be established by the officers based on the current operating expenses. The amount of this payment will be communicated to the membership and stated in the approved club membership application. This amount shall always be payable in U.S. funds.
Article VI
Offices
Section 1. The principal office of the club shall be in a place designated by the officers. Other offices such as publishing, membership, and treasury will be established depending upon the needs of the club.
Section 2. Location: The officers shall have the power and authorization to change its said principal office from one location to another in the United States of America and to establish or discontinue branch offices from time to time at any place or places it may designate.
Article VII
Indemnification
Section 1. Each officer or other appointed or elected person of this Club now or hereafter in offices, and his heirs, executors and administrators who now acts, or who shall hereafter act, at the request of this Club, controlled by this Club, shall be indemnified by this Club against all costs, expenses and amounts or liability therefore, including counsel fees, reasonably incurred, by, or imposed upon him in connection with or resulting from any action, suit, proceeding or claim to which he may be made a party, or in which he may be or become involved by reason of omission or commission, or alleged acts of commission as such Councilman, Officer and other appointed or elected person of this Club, or subject to the provision hereof, any settlement thereof, whether or not he continues to be such Councilman, Officer or other appointed or elected person of this Club, at the time of incurring such costs, expenses, or amounts and whether or not the action or omission to act on the part of such Councilman, Officer or other appointed or elected person of this Club which is the basis of such suit, action, proceeding or claim occurred before or after the adoption of these by-laws, provided that such indemnification shall not apply with respect to any matter as to which such Councilman, Officer or other appointed or elected person of this Club shall be finally judged in such action, suit or proceeding to have been individually guilty or will misfeasance or malfeasance in the performance of his duty as such Councilman, Officer or other appointed or elected person of this Club, and provided, further, that the indemnification herein provided shall, with respect to any settlement of any such suit, action, or proceeding or claim, including reimbursement of any amounts paid and expenses reasonably incurred in settling any such suit, action, proceeding or claim, when, in the judgment of the Council or Officers of this Club, such settlements and reimbursements appear to be for the best interest of the Club. The foregoing right of the indemnification shall be in addition to and not exclusive of any and all other rights as to which such Councilman, Officer or other appointed or elected person of this Club may be entitled under any by-law, agreement, vote of members, or otherwise.
Article VIII
Amendments
Section 1. Amendment Process: A petition for an amendment shall consist of signatures from no less than two (2) club officers and ten percent (10%) of the club membership and shall be submitted for consideration to the officers. Within sixty (60) days, the officers shall prepare and mail a ballot of the proposal to all Club members. Pro and con position papers may be included with the ballots, at the officer’s. The membership shall return the ballots within thirty (30) days to the Secretary. The passage or failure of the referendum and the resulting by-law changes, if any, shall be communicated to the membership.