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ARTICLE I
- NAME
The name
of this club shall be the Arizona Land Cruiser Association. AKA AZLCA
ARTICLE II - PURPOSE
The
purposes of AZLCA as organized are:
1. Social
2. To explore, maintain, preserve, and enjoy, with our fellow club
members, the inaccessible portions of Arizona.
3. To be readily available, when called upon, to help in emergencies
where our four-wheel drive vehicles and personnel are needed.
4. To support the Arizona State Association of 4-Wheel Drive Clubs, which
includes supporting the United Four Wheel Drive Association and Tread Lightly!
5. The AZLCA shall operate without profit, shall be nonpartisan and
nonsectarian.
ARTICLE III - MEMBERSHIP
Section 1 - Charter Members
1. Must own a
Toyota Land Cruiser/Lexus LX 450/470
2.
Be a legally licensed driver, at least 18 years of age.
3. Vehicle must meet minimum safety requirements.
4, Must agree to join ASA4WDC (included in the AZLCA dues).
5. Must show proof of liability insurance.
Section 2 - Voting Members:
Effective
September 12, 1996, all AZLCA members will officially become Voting Charter
Members and any persons seeking membership in AZLCA after 9/12/96 will be
Voting Members, and subject to all requirements listed below:
1. Must
own a Toyota Land Cruiser/Lexus LX 450/470.
2. Be a legally licensed driver, at least 18 years of age.
3. Vehicle must meet minimum safety requirements.
4, Must agree to join ASA4WDC (included in the AZLCA dues).
5. Must show proof of liability insurance.
Section 3 - Associate Members
No
Associate Memberships will be granted before September 12, 1996. The
permanent BOD (to be elected at Sept. 12th monthly membership meeting) will
determine the requirements for Associate Memberships, or creation of such
membership, at the first BOD meeting following the permanent election.
Section 4 - Amendment to Above Requirements
Any BOD
member may request amendments to the membership requirements. With a
majority vote by the BOD, amendment(s) will be brought to a vote at the next
general membership meeting. A 2/3 vote by the entire AZLCA Voting Membership
present will be required to enact any membership requirement change to the
AZLCA By-Laws. The same change may only be brought to a vote once every 12
months.
Section 5 - Dues
The
yearly dues of each vehicle member and associate member of the club shall be
set by the club, and payable at the January regular meeting or such date as
designated by the Board of Directors.
Dues must be paid within 30 days of the due date. Members not paying dues
by the end of 60 days will be dropped from the mailing list and club
newsletter. Members not paying by the end of 90 days will be dropped from
the roster and can only be reinstated by making a written or personal
request to the BOD and paying a $5.00 late fee along with regular dues.
Dues for new members are due the day they are voted into the club and are
payable within 30 days of that date.
Section 6 - Upon Sale of a Vehicle
Upon sale
of a vehicle, all members must remove all the club decals and emblems and
State Association decals and emblems from their vehicle. Any member leaving
the club under unfavorable conditions shall return all evidence of club
membership
ARTICLE IV - MEETINGS
Section 1 - Monthly Meetings
Monthly
meetings of the club shall be held at such time and place as selected by the
Board of Directors. Changes to the time and place of the monthly meeting
shall not be made unless notice is given to the general members not less
than one month before such action is taken.
Section 2 - Annual Meeting
The Annual Meeting
shall be the January meeting of each year. The Secretary shall mail notice
of every Annual Meeting of the club to every member of the club at least
four(4) before the date of such a meeting. The club newsletter may serve as
notification.
At the Annual Meeting, the order of business shall be:
1. Minutes of the previous meeting
2. Reports of Officers and Board of Directors
3. Accomplishments of the past year and progress reports
4. Vote on proposed by-laws changes
5. Vote for new officers.
Section 3 - Special Meetings
A special
meeting of the club may be called by the Board of Directors or whenever
one-third of the voting members of the club shall make a written request to
the President stating the object of the meeting, provided that not less than
five days written notice of such special meeting shall be given to the
members.
Section 4 - Conduct of Meetings
All
meetings shall be conducted according to parliamentary laws and open
discussion from the floor on all measures shall be permitted and encouraged.
Section 5 - Board Meetings
The Board
of Directors shall meet at the direction of the club as necessary or when
three or more Directors shall call for such meeting.
ARTICLE V - VOTING AND QUORUMS
Section 1 - Definition of Voting Member
Voting
members are defined as having met the requirements of Article III Section 2
and are identified on a membership application as applicant or spouse of
applicant.
Section 2 - Who May Vote
Only
voting members may cast votes for election of officers, changes to by-laws
and formal motions made at general meetings.
Section 3 - Quorum at General Meetings
For the
purpose of voting at general meetings, 25% of all voting members present
shall constitute a quorum.
Section 4 - Quorum at BOD Meetings
At a
meeting of the Board of Directors, a majority of the total members of the
Board shall constitute a quorum and a majority vote of the Directors present
at any meeting shall prevail.
ARTICLE V1 - MANAGEMENT
The
management of the club shall be vested in the President, Vice-President,
Secretary, Treasurer, and the Member-at-Large, which shall constitute the
Board of Directors.
ARTICLE VII - OFFICERS AND HOW ELECTED
Section 1 -
The
President, Vice-President, Secretary, Treasurer, State Association Delegate,
Membership Chair-person shall be elected by vote of the club members at the
January general meeting for a period of one year (12 months) with a term
limit of two (2) consecutive years in each office.
Section 2
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Club
officers are elected by voting in person at the January annual meeting or by
mail vote. Mail votes must be received not later than 6 p.m. on the day
before the January annual meeting. The Board of Directors will establish
conditions and methods for a mail vote.
Section 3
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- In the
event of a vacancy in any office except President, the BOD shall appoint a
member in good standing to fill the unexpired term until the next general
election.
ARTICLE VIII - DUTIES OF OFFICERS
[A] BOARD OF DIRECTORS
Section 1 -
The Board
of Directors shall have the power to manage all affairs of the club on any
and all questions relating in any manner whatsoever to the club, and to make
all contracts necessary for the proper transaction of all business. They
shall have entire jurisdiction over all matters pertaining to the care,
conduct, control, supervision, and management of the club and its finances
and all appropriations shall be made by them, provided, however, that the
regular membership shall have final control and direction over the affairs
of the club and may by motion, veto the decisions and actions of the Board.
Veto of any BOD action shall be by simple majority vote of all
eligible voting members. A veto can be initiated at any general meeting by
motion, carried by majority vote of voting members present at such meeting.
A Notice of pending veto action shall be made to all members within five
days of a veto motion. The veto vote will be carried out at the next general
meeting and can by same motion be supplemented by a mail vote.
Section 2
-
It shall
be the duty of the said Board of Directors to prescribe and publish rules
regulating the use and occupancy of the rooms of the club, and the care and
protection of its property.
Section 3 -
Any
officer or member of the Board of Directors who shall absent him/herself
from three consecutive meetings of such Board, unless he/she shall offer at
the next meeting an excuse for his/her absence which is satisfactory to the
Board of Directors, shall be deemed to have resigned as a member of said
Board and cease to be a member of the Board of Directors.
Section 4
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The Board
of Directors shall have the following specific powers:
1. To
appoint Delegates to the different Associations of which this club may be a
member of the purpose of conferring with any Association of club with
respect to any matter in which this club may be concerned.
2. To make rules for the conduct of the members of the club and for their
use of the club property.
3. To suspend or expel a member for any conduct in violation of the
by-laws, run rules, or behavior improper or pre-judicial to the interests
of the club.
4. To fix and enforce penalties for the violation of club rules.
5. To prescribe rules for the admission of strangers or guests to the
privileges of the club.
6. To call special meetings of the club to consider special subjects.
7. To prescribe additional duties for any officers, in addition to those
herein set forth.
[B] PRESIDENT
The
President shall preside at all meetings of the club and Board of Directors,
enforce all laws and regulations of the club. He/she shall perform such
other duties as shall be imposed upon him/her by resolution of the Board of
Directors. The President shall, with the Secretary, sign all written
contracts and written obligations of the club. The President shall have the
power to appoint a sergeant-at-arms at the beginning of each meeting.
[C] VICE-PRESIDENT
In the
absence of the President, the Vice-President shall perform his duties. In
the event of the death or disability of the President, the Vice-President
shall assume the duties of the President for the remainder of his term and
the Board of Directors shall appoint a member of the club to fill the office
of the Vice-President until the next general election.
[D] SECRETARY
The
Secretary shall keep minutes and other reports of the club. The Secretary
shall keep records, books, documents, and papers relating to the club in
such place as shall be designated by the Board of Directors. The Secretary
shall perform such other duties as may be assigned by the Board of
Directors.
[E] TREASURER
The
Treasurer shall keep account of all monies received by him/her and deposit
monies in the name of the club in such bank as designated by the BOD. He/she
shall not pay out any money of the club except in such manner and for such
purpose as shall be authorized by motion or resolution of the Board of
Directors. The Treasurer shall not be responsible for money or funds the
club paid out or disbursed upon checks or vouchers therefore which have been
properly signed by the Treasurer, President, or Vice-President. At each
monthly meeting of the membership, he/she shall make a statement of the
financial condition of the club, and the membership shall, by motion,
approve said report, and at the Annual meeting of the club, he/she shall
submit a detailed report of the financial condition of the club, by
accountants or a finance committee designated by the Board of Directors.
[F] DELEGATES
The State
Association Delegates shall attend the regular meetings of these
Associations and shall report to the membership of matters discussed or
voted on at said meetings. If the Delegate cannot attend a meeting and is
unable to find an alternate, he shall notify the President who may appoint a
temporary delegate. The Delegates shall have authority to vote on behalf or
the club and in the best interests of the club at State Association
meetings..
ARTICLE IX - SUSPENSION
Any member
who shall fail to pay ANNUAL dues within 30 days of the due date may be
suspended from all privileges of membership.
Any member who shall conduct themselves in an irresponsible manner that, in
the opinion of the Board of Directors, is not in the best interests of the
club or when such actions bring discredit upon the club, shall be subject to
suspension at the discretion of the Board of Directors.
ARTICLE X - AMENDMENTS
Amendments
to these by-laws may be made at the ANNUAL Meeting or a meeting called for
the purpose by a two-thirds vote of all members present, provide written
notice of the proposed amendments shall be submitted to the Board of
Directors and provided further, that notice of the proposed amendments shall
be given to all members by the Secretary. An announcement published in the
club newsletter shall be considered sufficient notice of proposed
amendments.
The Board of Directors may delegate the responsibility of receiving by-laws
proposals to a by-law Chairperson appointed by the President. The By-Laws
Chairperson shall receive and screen by-law proposals for proper wording,
spelling, punctuation, etc. but shall make no judgment as to context or
validity of a proposal. The by-laws Chairperson shall compile all proposals
and submit them to the voting members no later than four (4) weeks prior to
the ANNUAL Meeting. Voting on by-laws changes may be done by mail with
conditions and methods of carrying out a mail vote established by the Board
of Directors.
ARTICLE XI - STANDING COMMITTEES AND REPRESENTATIVES
SECTION 1 - Conservation
SECTION 2 - By-Laws
SECTION 3 - Technical
SECTION 4 - Safety
SECTION 5 - Trail
SECTION 6 - Search and Rescue
SECTION 7 - Chamber of Commerce and Public
The above
committee's Chairperson shall be appointed by the President no later than
the 2nd meeting after installation. The appointed Chairperson shall appoint
the rest of his/her committee no later than the first meeting following
his/her appointment.
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