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Section 5.01. The Officers of the Corporation shall be a Chairman of the Board, President, a Vice-President, a Secretary, a Treasurer, Membership Chairman, Activities Chairman, Newsletter Editor, and such other officers with such titles and duties as shall be stated in these Bylaws or determined by the Board and as may be necessary to enable it to sign instruments. Any number of offices may be held by the same person.
  

a. The Chairman of the Board is a non-elected officer and this position shall be filled by the last outgoing President. The Chairman of the Board shall preside over the Board of Directors meetings and offer counsel to the Board. In his or her absence, the President shall preside over said meetings. The Chairman of the Board may only vote to break a tie of the members of the Board. In the event that the Chairman of the Board is also a member of the current Board of Directors in a capacity other than President, he or she may only exercise the tie-breaking vote upon agreement of a simple majority of Board members voting.
  

President

b. The President is the Chief Executive Officer of the Corporation and presides at all membership meetings. The President is the Corporation's liaison with other Corvette Clubs and assists the Activities Chairman in planning and arranging club activities.
  

c. The Vice-President shall assume all duties of the President in his or her absence. In addition, the vice-president shall assist the President in all duties pertaining to the club; handle club publicity, preside as Sergeant at Arms and serve as NCCC Governor.
  

d. The Secretary of the Corporation shall act as the secretary of all meetings of membership; provided that in his or her absence, the Chairman of the meetings of members shall appoint another person to act as secretary of the meetings. The Secretary's duties are to record the minutes and keep them in a book, to maintain current, accurate copies of all organizational documents (including the Bylaws, Rules of Order and Standing Rules), to file reports (noting their date of presentation and their disposition), to issue written notices of meetings.
  

e. The Activities Chairman shall plan and coordinate all activities for the Club membership, and present proposed activities at the monthly business meetings. Any contracts entered into on behalf of the or Corporation shall be signed as follows: Santa Clarita Valley Corvette Club, Inc., by (President and Secretary).
  

f. The duties of the Membership Chairman include the following:
  

1. Greets new prospective members and introduces them to the membership at meetings.
  

2. Informs prospective of the requirements of membership and keeps records on the completion of requirements as accomplished.
  

3. Provides information on prospective to President, Activity Chairman, Treasurer, and Newsletter Editor.
  

4. Gives Application Form for membership, to potential members and advises them of the application process per the Standing Rules.
  

5. Calls potential members to inform them of their potential membership situation.
  

6. Collects Application Form from those approved for membership and collects Application Fee (See Standing Rules) to give to Treasurer.
  

7. After dues have been paid, deliver one T-shirt per new member.
  

8. Will have name badges made and will distribute then to new members.
  

g. The duties of the Newsletter Editor are as follows:
  

1. Gather and organize all information concerning Club.
  

2. Will put together a Club Newsletter from this information, to be distributed by mail or electronic mail or equivalent method approximately once a month.
  

3. To be published as soon as possible after the monthly general meeting.
  

4. Newsletter shall be distributed to all Club members, prospective members, and associate members.
  

5. Will keep a current record of all past newsletters.6. Will have one (1) of the two (2) keys to the Club Post Office Box; will only take material needed for newsletter.
  

Treasurer

h. The duties of the Treasurer are:
  

1. Husband the money of the Club.
  

2. Present a monthly Treasurer’s Report to the general meeting and to the Board of Directors.
  

3. Reimburse members or vendors after reviewing and approving appropriate documentation establishing the correctness of the payment.
  

4. Maintain permanent financial records for tax or other regulatory purposes.
  

5. Collect Club dues and other monies as come due.
  

Section 5.02. With the exception of the President, the officers shall be chosen by and serve at the pleasure of the Board. Any Officer may resign at any time on written notice to the Corporation without prejudice to the rights, if any, of the Corporation under any contract to which the Officer is a party.
  

ARTICLE VI. CORPORATE RECORDS

REPORTS AND SEALS

Keeping Records

Section 6.01. The Corporation shall keep adequate and correct records of account and minutes of the proceedings of its members, Board, and committees of the Board. The Corporation shall also keep a record of its members giving their names and addresses and the class of membership held by each. The minutes shall be kept in written form. Other books and records shall be kept in either written form or in any other form capable of being converted into written form.
  

Section 6.02. The Board of Directors shall not adopt a corporate seal.  
  

Section 6.03. Standing Rules, not in conflict with these Bylaws, may be adopted or amended by a majority of the members eligible to vote at any regular business meeting, provided that advance written notice of the proposed rule or amendment is given to the membership prior to such meeting.
  

 

ARTICLE VII. CHANGES TO THESE BYLAWS

Section 7.01. Recognizing that laws, customs, regulations, and technology changes over time, these Bylaws may be amended from time to time per the following procedures:
  

a. Bylaws may only be amended once per annum. The voting to amend these Bylaws shall coincide with election of the next year’s Board of Directors.
  

b. Proposed Bylaw changes must be presented to the membership at a regular general meeting and by electronic means at least 30 days before voting on the proposed changes is scheduled. All members must be notified per Section 3.04 that voting on the proposed changes will take place at the specific meeting as determined by the Board of Directors for this purpose.
  

c. All Proposed changes to the By-Laws must pass by a 2/3rds majority of members voting. The number of regular members voting must meet the quorum requirements of Section 3.07.
  

d. Voting will be done by a show of hands of those members in good standing at the meeting specified for this purpose.
  

A California Nonprofit Mutual Benefit Corporation
  

I hereby certify that I am the duly elected and acting Secretary of said Corporation and the foregoing Bylaws, comprising Sections 1.01 to 7.01, constitute the Bylaws of said Corporation as duly adopted at a meeting of the membership held on June 2, 2005.
  

DATED: June 2, 2005

By William Thomas, Secretary

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