BYLAWS
of the
SOUTHEASTERN REPEATER ASSOCIATION, INC.
as
amended June 11, 2005
This
is to certify that we, the undersigned, do hereby associate ourselves into a
non-stock corporation under and by virtue of the laws of the State of North
Carolina, as contained in Chapter 55A of the General Statutes, entitled
"Non-Profit Corporations Act" and the several amendments thereto,
and to that end do hereby set forth and certify as follows:
SECTION
1 - NAME
The name of the corporation shall be SouthEastern Repeater Association, Inc.
SECTION
2 - LOCATION
The corporation's principal office of record shall be P.O. Box 215,
Tobaccoville, NC 27050-0215. The phone number is 336-983-0879.
SECTION
3 - CORPORATE LIFE
The term of existence of the corporation shall be perpetual.
SECTION
4 - ORGANIZATION
The corporation shall be organized and operated to encourage participation
in the amateur radio service of the United States of America and all income
therefrom shall be used exclusively for purposes which shall, at the time,
qualify as exempt under Section 501 (c) (3) of the U. S. Internal Revenue Code
or corresponding provisions of any future U. S. Internal Revenue Law.
SECTION
5 - PURPOSE
The purposes for which the corporation is organized shall be to encourage
participation in the amateur radio service of the United States of America.
To this end, the corporation shall be authorized and empowered as
follows:
A.
To maintain and provide means of rapid and accurate communication
between amateur radio operators in the United States of America.
B.
To maintain and provide personnel to assist in the coordination and
communication between amateur radio operators throughout the nation.
C.
To provide training and distribute technical information to amateur
radio operators.
D.
To purchase, take, receive, lease, take by gift, devise or
bequest, or otherwise, own, hold, improve, use, and otherwise deal
in and with real or personal property, or any interest therein, wherever
situated.
E.
To sell, convey, mortgage, pledge, lease, exchange, transfer, and
otherwise dispose of all or any part of its property and assets.
F.
To make contracts and incur liabilities, borrow money, issue its notes,
bonds, and other obligations, and secure any of its obligations by mortgage or
pledge of all or any part of its properties, contracts and income.
G.
To have and exercise all power necessary or convenient to effect any or
all of the purposes for which the corporation has organized.
H.
To do any and all other incidental acts and things and to exercise any
and all other powers which a co-partnership or natural person could do or
exercise, as may be authorized by law, and shall possess such general and
additional powers as are conferred by the laws of the State of North Carolina
upon non-profit corporations under North Carolina General Statute 55A.
SECTION 6 - RESTRICTION ON USE OF EARNINGS
No part of the net earnings of said corporation shall inure to the benefit of
any donor, director, or member of the corporation, employee, or private
individual. No substantial part
of the activities of the corporation shall consist of carrying on of
propaganda or otherwise attempting to influence legislation.
No part of the activities of the corporation shall consist of
participating in or intervening in any political campaign, including the
publishing or distributing of statements, on behalf of any candidate for
public office.
SECTION
7 - AUTHORIZATION OF STOCK ISSUANCE
The corporation shall not have authority to issue any capital stock.
SECTION
8 - DISSOLUTION
In
the event of dissolution, the residual assets of the organization will be
turned over to one or more organizations which themselves are exempt as
organizations described in Sections 501 (c) (3) and 170 (c) (2) of the
Internal Revenue Code of 1954 or corresponding sections of any prior or future
law, or to the federal, state, or local government for exclusive public
purpose.
Notwithstanding any other provision of these by-laws, this corporation will
not carry on any other activities not permitted to be carried on by:
A.
A corporation exempt from federal income tax under
Section 501 (c) (3) of the Internal Revenue Code of 1954 of the corresponding
provision of any future United States Internal Revenue law; or,
B.
A corporation, contributions to which are
deductible under Section 170 (c) (2) of the Internal Revenue Code of 1954 or
any other corresponding provision of any future United States Internal Revenue
law.
SECTION
9 - FULL MEMBER QUALIFICATION
Each amateur radio operator, or their representative, who maintains an amateur
radio repeater, upon proper application and payment of dues, may become a full
member of the corporation. The
Board of Directors of the corporation shall consist of the officers and a
minimum of three (3) full members who shall be elected from among full
members, with elections held and vacancies in all those positions filled, in
such a manner as shall be provided for in the By-Laws of the corporation.
In addition, certain appointed positions on the Board of Directors may
be provided for in the By-Laws of the corporation.
SECTION
10 - PRIVATE PROPERTY
The private property of the members, directors, and officers of the
corporation shall not be subject to the payment of corporate debts to any
extent whatsoever.
SECTION
11 - REGISTERED AGENT
The name of the registered agent of the corporation is W. David Ward and the
physical office is 7576 Greenmeadow Drive, Forsyth County, Tobaccoville, NC
27050-9709. The phone number is 336-983-0879.
SECTION
15 - POWER OF BOARD OF DIRECTORS
The Board of Directors shall have the power to make and alter the By-Laws of
the corporation.
SECTION
21 - MEMBERSHIP PROVISIONS
A.
Membership is hereby divided into three classifications:
1.
Full memberships fall into two categories:
a.
Full Membership - To qualify as a full membership, allowing
representatives to hold office, nominate, vote, and participate with SERA full
membership privileges, the sponsoring groups' repeater must be operable and on
the air, within the SERA area, and must be a SERA approved coordination. Other full member qualification requirements are defined in
Section 24, Paragraph 6 (a) & (b), and Paragraph 7, Sentence 1, of the
SERA By-Laws. The group may name
two representatives for each application with dues submitted, listing all
repeaters that are sponsored by
the group. Listed repeaters will
be noted as full member repeaters in our index listings.
b.
Limited Full Membership - Repeater groups outside the SERA area, or
otherwise not qualifying as described in Paragraph 1 (a) above, and Section
24, Paragraph 6 (a) & (b), and Paragraph 7,
Sentence 1, are accepted as limited full memberships.
Repeaters listed on the application will be noted as members in our
index listings, and the limited full member representatives will receive the
Repeater Journal, but they will not have voting or nominating privileges, nor
may hold any office or appointment within the organization.
2.
Associate Memberships, available to others who have an interest in the
purpose of the association, may hold any appointed, but not elected, office
and are not entitled to vote.
3.
Member Emeritus, a full or associate member, upon expiration of their
term as a paid member, will be transferred to the status of a member emeritus
for a period of five years before final removal from the membership rolls.
Members emeritus will not receive a Journal, nor will they be eligible
to vote or hold any office, either elected or appointed.
B.
The Membership Committee Chairperson or the
chairperson's designate shall
notify all full and associate members of the expiration of their
membership not
less than 30 days in advance thereof.
C.
Members in arrears shall be carried on the rolls
for 60 days, but if they have not
renewed their memberships by that date, they shall be transferred to the
status
of member emeritus in accordance with 21(A) (3) above.
D.
The dues of a Member Repeater Group (full membership) and of an associate
membership shall be determined by the Board of Directors.
SECTION
22 - GENERAL PROVISIONS
A.
Every officer, District Director, and District Vice
Director shall serve and continue in office until his
successor shall have been elected and qualified.
B.
All officers, District Directors, District Vice
Directors, and appointees shall serve without compensation in any form.
This shall not preclude the reimbursement of administrative expenses or
other items specifically approved by the Board of Directors.
C.
The SERA Board of Directors shall consist of a
District Director from each district, a District Vice Director from each
district, the President, The Vice President, the Secretary, the Treasurer, The
Membership Chairperson, the Publications, Chairperson, and the Special
Assistant to the President. These
members will have board voting rights and shall have the final authority in
the administrative affairs of the association.
1.
District Directors, Vice Directors, and officers are elected offices of
the organization. The Membership
and Publications Chairperson are appointed by the President and head their
respective committees, see Section 28. B. 5 & 6. The Special Assistant to the President is an appointed
position by the President, and shall represent the organization with the NFCC
(National Frequency Coordinating Council) and other projects as prescribed by
the President.
SECTION
23 - DIRECTORS
A.
The District Director is the primary representative
of the association within the district. The
District Director is supported by a District Vice-Director, Assistant
Directors, and other repeater representatives or associate members; elected or
appointed as needed to assist in routine or special assignments to adequately
cover the district.
1.
The District Director maintains contact with all repeater
representatives in the district and actively solicits leads on individuals or
clubs interested in installing a repeater.
2.
The District Director maintains contact with repeaters who may not be
members of the association to minimize conflicts, which may arise.
3.
The District Director maintains contact with the other directors in
adjoining districts, and also with representatives of other repeater
associations or repeater groups that are not in the association's districts.
4.
The District Director is a member of the association's frequency
coordinating committee with a chairperson appointed by the president.
The District Director advises the chairperson of potential problem
areas regarding frequency recommendations.
The District Director must therefore be fully knowledgeable of the
coverage areas of repeaters in the district and of their future plans.
5.
The District Director attends meetings of the Board of Directors and
serves as a sounding board for ideas and problems concerning repeaters and
VHF/UHF interests in the district.
6.
The District Director actively solicits repeater groups to join the
association and encourage both owners and users to cooperate with the
association in providing a unified voice for the geographical area represented
by the association.
7.
The District Director keeps the Publications Chairperson supplied with
information from the district so as to keep all levels of the membership
informed of activities within.
8.
The District Director assists the membership committee in maintaining a
full database of designated information of each known repeater in the area.
B.
A District Vice Director will serve in a role
subordinate to the District Director in matters pertaining to coordination, but will be an equal member of the
Board of Directors in all other matters.
The District Vice Director will maintain close contact with the
District Director concerning matters of repeater memberships and actively
solicit association memberships, both repeater and associate.
1.
The District Vice Director works with the Membership Chairperson to
frequently review the status of membership levels in the district.
2.
The District Vice-Director succeeds to the office of District Director,
in the event of a vacancy in that office for any reason, prior to the
expiration of their elected term of office.
SECTION
24 - ELECTION
A.
On any date not later than noon of the first day of
September, the Executive Committee shall appoint a nominating committee
consisting of three repeater representatives, one having been appointed as
chairperson.
1.
The nominating committee shall nominate one repeater representative for
each position to be elected and submit the names of the candidates to the
Secretary no later than noon, September 28th.
a.
The nominating committee's appointment will expire on receipt of the
nominating report by the Secretary.
2.
The Secretary shall inform the Publications Chairperson by October 01st
of all nominees and provide a brief statement from each.
3.
The Publications Chairperson will publish the names of nominees for
each office, supplied to the Secretary by the nominating committee, in the
November Repeater Journal and include in the announcement the procedure for
nominating additional candidates for each office.
4.
Additional nominations shall be submitted by acquiring the signatures
of three full members from separate member repeaters within the area in
question, plus written acceptance of the nominee and the statement required by
24 (A) (2) above.
5.
To give the Secretary adequate time to prepare the ballots, the
Secretary shall be given verbal notification
no later than noon, November 28th, followed by written notification postmarked
no later than noon, November 28th.
6.
The Executive Committee shall delete the name of any candidate who may
be ineligible for election and the name of any who may withdraw by written
communication.
a.
No full member may be permitted to participate in the election process
in any manner including, but not limited to,
nominating a candidate or
casting a ballot, if the full member operates an uncoordinated or
de-coordinated repeater as defined in our Coordination Policy
and
Guidelines, nor shall that person be eligible for any office,
either elected
or appointed, within the SERA.
b.
No full member shall be permitted to participate in the election
process in any manner including, but not limited to, nominating a candidate,
or casting a ballot, if the full member serves in an elected or appointed
position within any other coordinating entity, nor shall that person be
eligible for any office, either elected or appointed, within the SERA.
7.
The remaining names shall be listed on a ballot in alphabetical order.
a.
If there be but one eligible nominee for any office, the Executive
Committee shall declare the nominee elected without balloting.
b.
If there be more than one eligible nominee for any office, no later
than December 06th, the Secretary shall send by mail to every eligible
repeater representative, in the area in which voting is necessary, a ballot
listing the candidates and a return envelope, soliciting a vote for one name
for each position listed.
I.
No full member may be eligible to cast more than
one vote in any election process by virtue of being named a full member
representative of more than one repeater.
II.
No full member shall be eligible to vote unless
that person was a full member in good standing, as reflected in the February
Repeater Journal, of the year of the election.
B.
The Executive Committee shall appoint a Committee
of Tellers, composed of three repeater representatives, to certify the results
of the balloting.
1.
In order to be counted, ballots must be mailed to the Secretary and
postmarked no later than December 20th. No
outer envelopes, marked as containing ballots, shall be opened until the
meeting of the Committee of Tellers held for the purpose of counting the
ballots.
2.
The Committee of Tellers shall meet before midnight, December 31st, and
in the presence of each other shall open the envelopes containing the ballots
and shall count the votes, after first eliminating the ballot of anyone
disqualified from voting.
3.
The Committee of Tellers shall forthwith prepare, and sign in the name
of the Executive Committee, a report of the results of the vote declaring the
duly elected candidate in each area receiving the greatest number of votes.
C.
The ballots and results shall be turned over to the
Secretary.
1.
The Committee of Tellers appointment will expire on receipt of the
report of the results of the vote by the Secretary.
2.
The Secretary will notify the newly elected parties.
D.
The terms of all newly elected positions shall
begin at noon on the first day of January of the year after that in which they
are elected.
1.
One District Director and one District Vice Director shall be elected
in the even numbered years by and from among the full members of each district
for a term of two years.
2.
All officers, being the President, Vice President, Secretary, and
Treasurer, shall be elected in the odd numbered years by and from the full
members of the association at large for a term of two years.
E.
The Executive Committee may make appointments to
fill any vacancy, other than the District Director, which may occur in any
elected or appointed office for any reason prior to the expiration of the term
of the office, said action to be affirmed by the Board of Directors prior to
the appointment becoming official.
SECTION 25 - MEETINGS
A.
The annual meeting of the Board of Directors shall
be held in the first quarter of the year.
The meeting locations and times shall be established by the Board of
Directors at locations within the association's districts.
Announcements shall be made in the Repeater Journal and attendance
shall be open to any repeater representative.
1.
There shall be no less than two meetings of the Board of Directors in
any one calendar year.
2.
A special meeting of the Board of Directors will be called on the
decision of the President or any three voting members of the Board of
Directors.
3.
All voting members of the Board of Directors must be notified by
e-mail, telephone, or first class mail of any meeting of the Board of
Directors, not less than twenty days in advance of said meeting.
B.
Those members of the Board of Directors in
attendance, at any regularly scheduled or properly called special meeting,
shall constitute a quorum for purposes of any action that might come before
the body.
1.
The vote of an absent District Director or District Vice Director may
be cast at any meeting of the Board of Directors by the other full members of
the district who are present, conferring among themselves to name the person
to cast the vote during that particular meeting.
2.
No person may be entitled to more than one vote on the Board of
Directors for any reason.
- Because
the Board of Directors of the SouthEastern Repeater Association, Inc.
(SERA) are linked together by various electronic mail lists which are
monitored on a frequent basis and because the SERA Board of Directors have
a need to conduct business between the regularly scheduled summer and
winter business meetings of the SERA, this section shall authorize the
standard operating procedure for making motions, seconding motions,
discussion of any motions, and the subsequent vote for, or against, the
motions.
1.
Any member of the Board of Directors may make a motion by sending
the
motion for consideration to the e-mail list of vote@sera.org
2.
An
additional member of the Board of Directors may second any motion
submitted by sending his/her second to the e-mail list of vote@sera.org
a.
If a motion should lie for seven days (not less than 168 hours),
without
receiving a second, then the motion will die due to the lack of a
second and will be announced as such by the SERA President.
3.
After a motion has been sent and seconded, the SERA President will open
the floor for discussion for a period of seven days (not less than 168 hours).
4.
At the conclusion of the discussion period, the SERA President shall
call for a vote on the motion. The
voting time period will be for seven days (not less than 168 hours).
At the conclusion of any
vote, the SERA Secretary will compile a “spread sheet” type document that
reflects how each member voted. An
administrative style electronic mail announcing the summary of the voting
results will be sent to the staff of the SERA as soon as practical, with the
spread sheet being attached to that e-mail.
Further, the Secretary will offer a report at the subsequent regular
summer or winter meeting, which ever is applicable, regarding the motions that
were made and their vote tally.
C.
On questions of parliamentary procedure not otherwise determined by
these by By-Laws, the provisions of Robert's Rules of Order shall prevail.
SECTION
26 - DISTRICTS
A.
The following districts are established (listed
in chronological order of affiliation):
1.
North Carolina:
the entire state of North Carolina.
2.
South Carolina:
the entire state of South Carolina.
3.
Virginia: the area within the state of
Virginia south of a line formed by the 38th degree parallel of latitude extending from the Atlantic Ocean west to US Route 33,
then following US Route 33 to the West Virginia state line.
3.
Tennessee: the entire state of Tennessee.
4.
West Virginia:
the area within the state of West Virginia except for the area commonly known
as the "eastern panhandle" which contains the counties of Berkeley,
Hardy, Hampshire, Jefferson, and Morgan.
5.
Kentucky:
the entire state of Kentucky.
6.
Georgia:
the entire state of Georgia.
7.
Mississippi:
the entire state of Mississippi.
B.
Each district may be subdivided into representative sections to
facilitate control and ensure district wide communications
between repeater representatives, associate members, and the District Director
and District Vice Director.
1.
The counties included in each section may be
established and modified by the District Director.
2.
The District Director may appoint Assistant
Director(s) to serve as the coordinator of activities relating to association
areas of interest. The Assistant
Director may be a repeater representative or an associate member.
3.
The appointment shall be for not longer than the
duration of the District Director's term of office.
C.
An association district may be deleted or its boundaries altered, from
time to time, by amending these By-Laws in accordance with the provisions
herein.
1.
In the case of a district size reduction or
deletion, all full members representing a member repeater group, which may no
longer meet the membership requirements as a result of the size reduction or
deletion of their district, shall immediately lose their voting rights. However, their Limited Full Membership may continue until the
expiration of the current term.
D.
The following procedure shall be used in order to create a new
association district:
1.
Ten or more repeaters within the proposed district
shall apply for full membership in the association, conditional upon
acceptance of the new district, after polling the repeater owner/trustee of
repeaters in the proposed district to determine acceptability.
2.
The owner/trustee of ten or more of these Limited
Full Member repeaters shall submit a petition to the President requesting the
creation of a new association district. This
petition shall delineate the geographical
area to be represented and the proposed district name.
3.
Upon receipt of this petition and confirmation from
the Membership Committee Chairperson that the petitioners are in fact valid
conditional repeater representatives, the President shall place the petition
before the Board of Directors in accordance with the provisions for amendment
of these By-Laws as contained herein.
4.
Upon approval of the petition by the Board of
Directors, the new district shall immediately be deemed part of the
association and all conditional repeater memberships, which fulfill the
membership requirements shall immediately be accorded full voting membership. Upon disapproval of the petition, the conditional
memberships, which had been submitted may be accepted as Limited Full Memberships, without voting rights as defined under
Section 21, Paragraph (a), Sentence 1 (b).
5.
The officers of the District Director and District
Vice Director for the new district shall be filled in accordance with Section 24 of these By-Laws, with the exception
that the dates shall be altered to
commence their election procedure on the first day of the month
following the creation of the new district.
The term of these offices shall commence immediately upon notification
of the newly elected parties by the Secretary and shall expire on the same
date as the other District Directors and District Vice Directors.
6.
Any repeater coordinating organization existing in
an area prior to its becoming a SERA district may continue to keep its unique
identity, provided:
a.
All of the SERA's By-Laws and Coordination Policies and Guidelines are
complied with fully as if the state organization did not exist.
b.
The election of SERA's District Director and District Vice Director in
that district is the election of the
state organization's president and vice president.
In other words, the same two people will serve both organizations
simultaneously.
c.
Membership in the state organization does not require membership in the
SERA and vice versa, except as to the restrictions of Section 26 (D) (6) (b)
above.
SECTION
27 - OFFICERS
A.
The President shall preside over all meetings of the Board of
Directors. The President shall
represent the association in its relationship with the public and shall be the
official spokesperson of the Board of Directors in regard to all matters of
association policy.
B.
In the absence or disability of the President, the Vice President shall
preside at the meetings of the Board of Directors and in general act in his
stead. The Vice President shall
be an ex-officio member of the Membership Committee.
C.
The Secretary shall record the proceedings of all meetings of the Board
of Directors. The Secretary shall
promptly furnish copies of the minutes of these meetings to all members of the
Board of Directors, and shall publish highlights of the meetings in the
Repeater Journal. The Secretary
shall be responsible for the maintenance of the corporate status of the
association and the filing of all reports, which may be required of the
association under the corporate laws of the State of North Carolina.
D.
The Treasurer shall be the recipient of all moneys of the association
and shall deposit, or cause to be deposited, the same in the name of the
association in a depository insured by an agency of the federal government. The Treasurer shall pay all obligations known to be proper
and authorized. The Treasurer
shall make a report at any meeting of the Board of Directors. The Treasurer shall be responsible for the filing of all
reports, which may be required of the association under the tax laws of the
State of North Carolina and the United States of America.
SECTION
28 - STANDING COMMITTEES
A.
The following standing committees are established: Archives, Executive,
FCC Liaison, Frequency Coordination, Membership, Publications, and Technical
Advisory.
B.
Committee membership (except for Publications Committee membership, see
Section 28 (B) (6) below and the Executive Committee (see Section 28 (b) (2)
below) and the Chairperson's appointments may be made by the President for not
longer than the duration of the President's term of office.
1.
The Archives Committee is charged with permanent
storage of such documents or articles of SERA property as may from time to
time be determined by the Board of Directors as advisable, desirable, proper,
prudent, or required to be afforded such treatment.
2.
The Executive Committee shall consist of the four
elected officers of the organization along with one other person, which will run concurrent with the officers elected
term. The fifth person must be
selected from the Board of Directors with nominations from the floor
and majority vote. This committee shall handle:
a.
Such duties as may be assigned by these By-Laws.
b.
Such duties as may be delegated to the committee specifically by the
association's Coordination Policies and
Guidelines, or other action of the Board of Directors.
c.
Unforeseen matters of the association arising between meetings of the
Board of Directors, addressing those issues that need a decision before the
next meeting of the Board of Directors. The
committee shall be responsive to any inquiry by a member of the board, and
supply information concerning any action in the process of being acted upon,
including the final decision relating to said action.
3.
The Frequency Coordinating Committee has a standing
membership composed of the District Directors, with a Chairperson appointed by
the President. The Chairperson
may, or may not, be a District Director.
4.
The FCC Liaison Committee shall consist of the
necessary number of members, one appointed as a
Chairperson. The committee
shall:
a.
Keep up to date on all commission rules and regulations and advise the
President and Board of Directors on all
matters that may influence repeaters and/or general VHF/UHF operations.
b.
Prepare comments for the association to the FCC on all rule changes and
prepare petitions for changes on behalf of the association.
c.
Advise on matters concerning general amateur operating procedures and
practices.
5.
The Membership Committee has a standing membership
of the District Vice Directors with a Chairperson appointed by the President.
The Chairperson may, or may not, be a Vice Director.
The committee shall:
a.
Solicit all repeater trustees, clubs, groups, or individuals that
maintain an existing repeater, or plan
to install a repeater, to encourage them to join the association.
b.
Maintain an accurate roster of the repeater representatives and the
frequency, location, and physical
description of all repeaters known to be operating in the area served, without
regard to their status as to membership
or coordination.
c.
Maintain membership records, prepare renewal notices, receive payments
of dues, and forward
moneys collected to the Treasurer.
d.
Maintain a current mailing list for the association and handle Repeater
Journal mailings.
6.
The Publications Committee shall consist of an Editor who shall serve
as the
chairman of the committee, Assistant Editor, Advertising Director, and
Technical Editor. The
Editor is to be appointed by the President and may, as
needed, appoint the remainder of the committee together with any
necessary
assistants. The committee shall:
a.
Publish the Repeater Journal, the official newsletter of the
association, at least quarterly.
b.
Solicit newsworthy information from various officers, District
Directors, District Vice Directors,
members, the amateur public, and the general public to insure the membership
is kept current on all VHF/UHF activities in the association districts.
c.
Provide each repeater representative and associate member with a copy
of each issue of the Repeater Journal.
d.
Provide promotional and educational literature to the membership as
applicable.
7.
The Technical Advisory Committee shall consist of
up to five members one of which will be appointed as Chairperson.
The committee shall:
a.
Advise the association on appropriate standardization matters, such as:
frequency utilization plans, tone access frequencies, autopatch
configurations, linking techniques, etc.
b.
Provide assistance in interference situations between, or among,
repeater stations and their users.
c.
Conduct evaluations into new and improved equipment and/or
configurations related to improving the overall operation of repeaters.
8.
All standing committees shall have the power of
original recommendations to the Board of Directors.
SECTION
29 - APPOINTMENTS CONFIRMATION
A.
Appointments by either the President or a District Director require
confirmation by the Board of Directors, for the appointee to act on behalf of
the association in any manner.
1.
All appointments will automatically expire no later
than the next vacancy occurring in the office of the official making the appointment without regard to:1.
a.
The manner by which the vacancy occurs (i.e.
normal expiration of term, resignation, death, or otherwise.)
b.
Whether or not the appointing official is re-elected or re-appointed to
the position held at the time the appointment was made.
SECTION
99 – AMENDMENTS
Amendments to these By-Laws may be accomplished
by one or more voting members of the Board of Directors proposing a change at
least thirty days before the amendment is to be acted upon.
A.
If the action is at a regular or properly called special meeting of the
Board of
Directors, an affirmative vote by a majority of those voting members of
the Board of
Directors in attendance at said meeting shall determine the outcome of
the
proposed settlement.
B.
If the action is by mail, conference, or other telephone call, or by
any other manner
other than a meeting of the Board of Directors, an affirmative vote by
a majority of
all voting members of the Board of Directors will be required to enact
the change.
1.
Realizing that sections in these By-Laws numbered lower than 20 are
basically
a restatement of similar items included in the Articles of
Incorporation as filed
with, and approved by, the Secretary of State of the State of North
Carolina,
the amendment of any such section will require a paralleling amendment
of the
Articles of Incorporation to be filed with the Secretary of State of
the State of
North Carolina and will be effective only upon receipt of the document
as
issued by that office.
2.
The amendment of any article other than those mentioned in Section 99
(B)
above, shall be effective immediately upon completion of action thereon
by the
Board of Directors, unless stated to the contrary in the amendment so
enacted.
3.
No amendment will be considered unless it is proposed in codified form.
Paragraphs will be numbered to conform with this document to
reflect its exact
location herein.
