Northeast Motorhome Association

Bylaws

ARTICLE I – NAME AND PURPOSE OF THE ASSOCIATION

The name of this non-profit Association shall be the Northeast Motorhome Association (NMA), also known as the “Northeast Area" hereinafter referred to as “Association". This Area Association shall function within the boundaries of the Area as defined by Family Motor Coach Association, hereinafter referred to as “FMCA".

  1. The purpose of this Association is to promote and improve the line of communication to and between FMCA and all FMCA Chapters and all member within the Northeast Area.
  2. This Association shall assist the National Area Vice President, who is also its president, in communications, visiting Chapters, forming new Chapters, and assisting Chapters to recruit new members.
  3. This Association with the concurrence of its Board of Directors, will provide support and assistance in the planning and execution of an annual Northeast Area rally or similar events that will benefit the members within the Northeast Area.
  4. This Association shall also serve as a resource for assisting FMCA with its Internation Conventions in the Northeast Area.

ARTICLE II – MEMBERSHIP

All FMCA members in good standing and residing in and/or members of Chapters of the Northeast Area are considered members of this Association.

ARTICLE III – BOARD OF DIRECTORS

  1. Each Association Chapter in the Northeast Area will have representation on the Association's Board of Directors.
  2. The Board of Directors of this Association is composed of the National Director and the President from each Chapter in good standing in the Northeast Area, and the members of the Association's Executive Board. (NOTE: If the National Director cannot serve the elected Alternate National Director will then serve as the representative for that Chapter. A chapter may designate a chapter member as a temporary replacement representative when needed).
  3. The Chapter's representative(s) on the Association's Board of Directors shall be those registered at the National Office as holding the relative Chapter position. The Chapter may designate a temporary replacement representative. The Chapter President must notify the Association's Secretary of such designated representation to reach the Secretary at least twenty-four (24) hours before the start of any Board of Directors meeting. (NOTE: No one person can vote for more than one Chapter).
  4. All members of the Board of Directors shall serve without compensation. Reasonable expenses for business of the Association may be reimbursed as directed by the Association President, with the concurrence of the Executive Board. Reimbursement shall not exceed the prevailing rate as stated in the current FMCA Policy and Procedure and must be supported by legible, detailed receipts and NMA's Travel and Miscellaneous Expense Report.

ARTICLE IV – BOARD OF DIRECTOR MEETINGS

  1. There shall be at least one required Board of Directors business meeting held each fiscal year. This will also be the annual meeting. This meeting shall be duly announced sixty (60) days in advance. The annual meeting shall be held at a time and place set by the Area President. Meetings shall normally be held at locations within the Northeast Area.
  2. The President shall preside over all meetings. In the absence of the President, the Senior Vice President shall conduct the meeting. If the Senior Vice President is not available to preside the Vice Presidents in attendance shall select from themselves one to preside over the meeting.
  3. The President may call additional or special meetings of the Board of Directors, or, if the President is absent or is not able or refuses to call a meeting, the Senior Vice President may call for the meeting. Twelve (12) members of the Board of Directors may call a special meeting if necessary. Notice of such meeting shall be no less than fourteen (14) days in advance of the meeting date.
  4. A meeting can be a gathering in one location or may be where members communicate with other member  through electronic means such as the Internet or by telephone. A meeting must allow all member simultaneous oral communication. Said meetings shall be duly announced in advance to the membership, including an adequate description of how to participate.

ARTICLE V – OFFICERS AND EXECUTIVE BOARD

  1. The officers of this association, other than the Area President will be elected by the Board of Directors.
  2. Executive Board of this Association shall consist of a President, (who is the FMCA National Area Vice President) a Senior Vice President, four (4) Vice Presidents, a Secretary, a Treasurer, and the Immediate Past President as a non-voting advisor.
  3. The President's term of office is as prescribed by FMCA's Bylaws. The term of office for Senior Vice President, four (4) Vice Presidents, Secretary, and Treasurer will be approximately two (2) years or until they resign, are removed from office, or until their successor takes office. In order to provide continuity, the term of the Senior Vice President, Secretary, and Vice President #1 will expire in Even number years. The Treasurer and Vice Presidents # 2, # 3, and # 4 terms will expire in Odd number years. A member elected by the Board of Directors to fill a vacancy that occurred during a term, will be elected for a period equal to the remainder of said term. Exception to the Two (2) year term is in the event the Executive Board is elected at the same time, then the members filling positions that would normally expire on the next (Odd or Even) year will only serve for one (1) year and will have to run for re-election at the next Annual Meeting.
  4. The Executive Board may meet as necessary. The President calls all meetings and establishes the location and method. If the President is unable or unwilling to do so, a meeting may be called by the Senior Vice President and with the approval of a majority of the Executive Board. The meeting may be one where some or all the officers communicate by electronic means such as the Internet or by Telephone that allows all participants the opportunity for simultaneous oral communication. A quorum for a meeting of the Executive Board is a majority. The President shall preside over all meetings. In the absence of the President, the Senor Vice President shall conduct the meeting.
  5. Chapter officers may also serve on the Executive Board, with the exception of the National Director and Chapter President. (NOTE: Executive Board Members will not vote nor speak for Chapters during Board of Director Meetings).
  6. No more than two (2) members with the same “primary chapter" may serve on the Executive Board at the same time. For these bylaws “primary chapter" is defined as the Northeast Area Chapter in which member or spouse is or was a Chapter Officer. If the member or spouse were never an officer of a Northeast Area Chapter, it would be the first Northeast Area Chapter joined of which they are still a member.
  7. Officers elected to the Executive Board shall take an oath of office and sign a Code of Ethical Conduct approved by the Board of Directors. Any member violating this Code of Ethical Conduct shall be subject to disciplinary action as described in the Standing Rules.
  8. The Executive Board shall have general supervision of the affairs of the Association between its business meetings. The Board shall be subject to the directions of the Association, and none of its acts shall be in conflict with the Association of FMCA.
  9. In the event of a vacancy, other than the President, the Executive Board shall select a replacement from the slate of candidates presented by the Nominating Committee to serve only until the next annual meeting of Board of Directors or the next election of officers, whichever comes first.
  10. The principal contact of this Association for the transaction of business shall be the address of the President or as determined by the Executive Board.
  11. Executive Board Members with the exception of the Area President will serve with the following term limits:
    • Each executive board member is elected to a two-year term unless filling in a vacated position. Each position can be held for two consecutive terms if re-elected for a total of four consecutive years. A break in service for the same position must be taken of at least two years before running for the same position again.
    • Vice President positions, regardless of the designation (#1, #2, #3, #4) will be considered as one position for term limits.
    • Term limits will not constitute a lifetime limit, with the exception of the Area President who is governed by the FMCA Bylaws.

ARTICLE VI – FISCAL YEAR

The fiscal year of this Association shall be from January 1 to December 31.

ARTICLE VII – VOTING

  1. Voting and the election of officers, other than the President, normally take place at the Annual Meeting. Newly elected officers assume their duties immediately after the annual meeting. In case of urgency or unusual circumstances, voting may take place by mail, email, or other electronic means. (NOTE: An election or other proposed matter to be decided by mail, email or other means will NOT be voted on again at the next annual meeting but stand as finished business).
  2. Each member of the Board of Directors shall be entitled to vote. Except as specified elsewhere in these Bylaws, a simple majority vote shall be required to approve any matter.
  3. A simple majority of the Executive Board and 33% of the Board of Directors will constitute a quorum for the purpose of transacting business.

ARTICLE VIII – DUTIES OF OFFICERS

The duties of all the NMA officers shall be defined in the Standing Rules.

ARTICLE IX – LIABILITY

The Executive Board, Board of Directors, or any FMCA member shall be indemnified in accordance with FMCA's Bylaws.

All activities conducted by the NMA, Chapters, or Individual Groups will ensure that they follow and adhere to the guidance of the Center for Disease Control and Prevention (CDC) and the state and local health departments to insure a safe and healthy event. If necessary, individuals may be required to sign “Event Waivers" prior to attending an event.

ARTICLE X – COMMITTEES

  1. NOMINATING COMMITTEE
    • COMPOSITION:
      1. The committee shall consist of not less than three members of the Northeast Area, nominated, and elected by the Board of Directors. If the Nominating Committee is not elected at the annual meeting, it may be elected as stipulated in Article VII, 1 of these bylaws.
      2. Election of an individual to the Nominating Committee shall not prohibit that person from being nominated for elected office.
    • DUTIES:
      1. To select one of its members as chairperson.
      2. To nominate candidates, other than the Area President, and prepare a slate of Association officers selected from Northeast Area members.
      3. To obtain clear acceptance of the nominees to serve as Association officers, should they be elected.
      4. To make certain that nominated candidates are members in good standing of FMCA and are qualified under applicable National and Area Bylaws.
      5. To nominate candidates to fill vacancies that occurs in Association Offices, other than the Area President.
    • AUDIT COMMITTEE:
      1. The Audit Committee shall consist of not less than three (3) Association members in good standing, nominated and elected by the Board of Directors at the annual meeting. Members of the Executive Board cannot serve on this committee unless the purpose of the committee is only to review the results of an external professional audit.
      2. The audit of the financial records shall be undertaken within ninety (90) days after the end of the fiscal year, and the results presented to the President who shall forward it to all the members of the Executive Board in a timely manner.
      3. The audit report shall also be read at the annual meeting of the Board of Directors.
    • OTHER COMMITTEES:
      • Except for the Nominating Committee, the President may establish committees; appoint chairperson and the members  thereof as the need exists. The Chairperson of each committee shall provide a written report to the Executive Board. The President shall be an ex-officio member of each committee, except for the Nominating Committee and the Audit Committee. The quorum for a committee meeting or decision is a majority.

ARTICLE XI – PARLIAMENTARY AUTHORITY, RULES AND PROCEDURES

  1. The current edition of ROBERTS RULES OF ORDER NEWLY REVISED shall govern all meetings and proceedings of this Association except in those circumstances in which they are inconsistent with the Constitution, and Bylaws of FMCA or of this Association.
  2. The Northeast Area Association (NMA) shall operate in accordance with the policies and procedures set forth in FMCA's National Bylaws and the FMCA Policies and Procedures.
  3.  Except in authorized circumstances, an Area Association shall be without power by its own action to bind or obligate FMCA in any manner.

ARTICLE XII – ADMENDMENT OF BYLAWS

  1. The Executive Board, ten members of a Chapter within the Association’s scope may submit a proposed amendment to these bylaws. The proposal shall be in writing and shall include the proposer’s rational for the change. The President shall receive it at least 120 days prior to the Annual Meeting.
  2. The Executive Board shall review the proposal within thirty (30) days thereafter. The Executive Board shall submit the proposal with their rational for acceptance or rejection to the Board of Directors sixty (60) days prior to the next Annual Meeting.
  3. After discussion, a 65% affirmative vote by the Board of Directors at the Annual Meeting shall be sufficient to amend these bylaws.
  4. Amendments to these bylaws shall become effective immediately.
  5. A copy of the original bylaws, as well as any changes, additions, amendments, or revisions to the bylaws shall be forwarded to the National Office and reviewed by the Constitution and Bylaws Committee.

ARTICLE XIII – STANDING RULES

Standing Rules shall be established and maintained. A Standing Rule can be adopted, amended, or held in abeyance without previous notice by a majority vote of the Board of Directors at any duly called meeting where a quorum exists.

ARTICLE XIV – LIQUIDATION AND DISSOLUTION

This Association of FMCA may dissolve by majority vote of the Board of Directors. All the remaining assets of the Association shall be divided equally among its Chapters.

Composed: 3/14/2021

Modified: 4/6/2021