FAMILY MOTOR COACH ASSOCIATION, AREA BYLAWS FOR NORTHEAST MOTORHOME ASSOCIATION
ARTICLE I – NAME AND PURPOSE OF THE ASSOCIATION
The name of this non-profit Association shall be the Northeast Motorhome Association, FMCA. This Association shall function within the boundaries as defined by Family Motor Coach Association (FMCA).
- The purpose of this Association is to promote and improve the line of communication to and between FMCA and all FMCA Chapters within the Northeast Area as defined by FMCA.
- This Association shall assist the National Area Vice President who is also its President, in communications, visiting Chapters, forming new Chapters and assist Chapters to recruit new members.
- This Association, with the concurrence of the Board of Directors, will provide support and assistance in the planning and execution of an annual Area rally or similar events that will benefit the members of the Chapters within the Area
- This Association shall also serve as a resource for assisting FMCA with its International Conventions in the Area
ARTICLE II – OFFICERS AND ADMINISTRATION
- The Executive Board of this Association shall consist of a President, Senior Vice President, Vice Presidents as specified in the Standing Rules, Secretary, Treasurer and the Immediate Past President (non-voting advisor). The FMCA National Area Vice President shall serve as the President.
- The President’s term of office is as prescribed by FMCA’s Bylaws. The term of office for Senior Vice President, Vice Presidents, Secretary and Treasurer will be for approximately 2 year(s), or until he/she resigns, is removed from office, or until his/her successor takes office.
- In order to provide continuity, the terms of half of the Officers will expire in even numbered years and half in odd numbered years with details to be established in the Standing Rules. Any vacancy that occurs in a position/office will be filled to complete that term only. The term limit for the Area Vice President is defined in the National By-Laws. There are no term limits for other officers.
- The Executive Board may meet as necessary.
- Chapter officers may serve on the Executive Board.
- No more than two members with the same primary chapter may serve on the Executive Board at the same time. For the purpose of these bylaws primary chapter is defined as the Northeast Area Chapter in which the member or spouse is or was last a Chapter Officer. If the member or spouse was never an officer of a Northeast Area Chapter it would be the first Northeast Area Chapter joined of which he (she) is still a member.
- 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 contravening this Code of Ethical Conduct shall be subject to disciplinary action as described in the said Code.
- The Executive Board shall have general supervision of the affairs of the Association between its business meetings. The Board shall be subject to the orders of the Association, and none of its acts shall be in conflict with the Association or FMCA. In case of necessity the Executive Board has the authority to act and shall seek confirmation of its actions at the next annual meeting.
- In the event of a vacancy, the Executive Board shall elect a replacement to serve until the next annual meeting, from the slate of candidates presented by the Nominating Committee.
- The principal office of this Association for the transaction of business shall be the address of the President.
ARTICLE III – MEMBERSHIP
- All FMCA members residing in and/or members of chapters in the Northeast Area are considered members of this Association.
ARTICLE IV – BOARD OF DIRECTORS
- Each Chapter will have representation on the Northeast Area’s Board of Directors.
- The Board of Directors of this Association is composed of the National Director and the Chapter President from each Chapter (in the absence of the National Director the Alternate National Director will act as the National Director) as well as the members of the Executive Board.
- The Chapter’s representative(s) shall represent the Chapter on the Northeast Area’s Board of Directors. The chapter representatives shall be those listed with FMCA National Office.
- Each Chapter determines the term(s) of office for the Chapter’s designated representative(s)
- All members of the Board of Directors shall serve without compensation. Reasonable expenses for related business of the Area 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 & Procedures.
ARTICLE V – FISCAL YEAR
- The fiscal year of this Association shall be from January 1 to December 31, when practical.
ARTICLE VI – MEETINGS
- There shall be at least one required business meeting held each fiscal year. This will also be the annual meeting. This meeting shall be duly announced sixty days in advance.
- 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.
- Additional or special meetings of the Board of Directors may be called by the President, or, if he/she is absent or is not able or refuses to act, by the Senior Vice President. Twelve members of the Board of Directors may call a special meeting if necessary. Notice of such meeting shall be no less than fourteen days in advance of the meeting date.
- The annual meeting shall normally be held at the time set by the Area President. Meetings shall normally be held at places within the Area and shall be announced by the President and approved by the Executive Board. Emergency meetings may be called if necessary.
ARTICLE VII – VOTING
- Officers shall be elected at the annual meeting. The officers, other than the President, shall be elected by the Board of Directors present and voting by a majority vote. Elected officers will take office immediately following the meeting.
- Each member of the Board of Directors shall be entitled to vote, if present. A simple majority vote shall be required to approve any matter.
- If a Chapter is represented by a representative other than those of record, the Secretary of the association must be notified by written notice from the Chapter President no less than 24 hours prior to the meeting.
- A mail ballot of the Board of Directors may be undertaken when a proposed matter is determined to be of such importance or urgency as determined by a majority of the Executive Board.
- A quorum for the purpose of transacting business at any duly called meeting shall be a simple majority of the Executive Board and 25% of the Board of Directors or 25 members, whichever is less.
ARTICLE VIII – DUTIES OF OFFICERS
- The duties of the officers shall be defined in the Standing Rules of this Association, if deemed necessary by the Executive Board.
ARTICLE IX – LIABILITY
- The Executive Board, Board of Directors or an FMCA member shall be indemnified in accordance with FMCAs Bylaws.
ARTICLE X – COMMITTEES
NOMINATING COMMITTEE COMPOSITION
- The committee shall consist of not less than three members nominated and elected by the Directors present at the annual meeting. If the Nominating Committee is not elected at the annual meeting, it may be elected at a called meeting to which proper notice is given.
- Election of an individual to the Nominating Committee shall not prohibit that person from being nominated for elected office.
- To select one of its members a chairman.
- To nominate candidates and prepare a slate of Association officers selected from Area Chapters.
- To obtain clear acceptance of the nominees to serve as Association officer, should they be elected.
- To make certain that nominated candidates are members in good standing in their Chapter and FMCA and are qualified under applicable National Bylaws.
- To nominate candidates to fill vacancies that occur in Association offices.
- The Audit Committee shall consist of not less than three (3) Association Members in good standing nominated and elected by the Association Board of Directors. The Audit Committee shall be elected at the annual meeting, selected from Area Chapters. An audit of the financial records of this Association shall be undertaken within ninety days from 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. The report shall be read at the next meeting of the Board of Directors.
- The President shall be an ex-officio member of each committee, except for the Nominating Committee and the Audit Committee. The President may establish committees; appoint chairmen and the members thereof as the need exists. All committees may hold as many meetings as necessary. The Chairman of each committee shall provide a written report to the Executive Board.
ARTICLE XI – PARLIAMENTARY AUTHORITY, RULES AND PROCEDURES
- The current edition of ROBERT’S 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.
- The Northeast Area Association shall operate in accordance with the policies and procedures for Area Associations as set forth in FMCA’s Member and Volunteer Handbook.
- Except in authorized circumstances, an Area Association shall be without power by its own actions to bind or obligate FMCA in any manner.
ARTICLE XII – AMENDMENT OF BYLAWS
- A Chapter within the Association’s scope may submit a proposed amendment to these bylaws by submitting the addition, deletion or change in writing to the President at least 120 days prior to the annual meeting. The proposal shall include the proponent’s rationale for acceptance. The President shall forward the proposal to the Executive Board for review within 30 days. The Executive Board shall submit the proposal with their rationale for acceptance or rejection to the Board of Directors 60 days prior to the next annual meeting.
- After discussion, a 2/3 majority vote by the Executive Board and the Board of Directors at the next annual meeting shall be sufficient to amend these bylaws.
- Amendments to these bylaws shall become effective immediately upon their adoption or at such time as specified in the amendment.
- A copy of these original bylaws, as well as any changes, additions, amendments or revisions to these bylaws shall be forwarded to the National Office.
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
- In the event of dissolution, by majority vote of the Board of Directors, all of the remaining assets of the Association shall be divided equally among its Chapters.