THIS DOCUMENT WAS APPROVED BY THE MEMBERSHIP ON 6.25.14.

  

CONSTITUTION - JUNE 25, 2014

  

ARTICLE I --- NAME

The name of this organization shall be the FORT ARMSTRONG WIRELESS ASSOCIATION, INC.

  

ARTICLE II --- OBJECT

The purpose of this association is to promote good fellowship among radio amateurs, to aid in the development of the science and to provide public service in the tradition of amateur radio.

  

ARTICLE III --- MEMBERSHIP

1. Charter members shall be made up of all members in the association prior to and including the 30th of September 1981.

2. Any person with a bona-fide interest in this association and amateur radio is eligible for membership in one of the following categories:

(A) A full member is a licensed radio amateur operator and will have full voting and membership privileges.

(B) Associate members are members with full membership privileges except voting rights and to hold office.

(C) Family membership is also for any full member's spouse.  This also includes child(ren) that are licensed amateur radio operators living in the same household.

3. New members shall be admitted with these requirements:

(A) that he or she be recommended by two full members of the association.

(B) that he or she obtain majority vote in favor of membership at a regular meeting.

(C) that he or she participates in club activities.

4. Terms of membership will be coincident with the fiscal year (January 1 – December 31) of the association.  Memberships which have elapsed will be reinstated upon payment of dues for the current year.

5. Membership can be terminated for just cause by a majority vote of members or by written resignation at any time.

  

ARTICLE IV --- GOVERNMENT

1. The officers of the association shall consist of a president, vice president, secretary, and treasurer to be elected from the membership by majority vote.

(A) The president shall be the chief executive officer of the association and shall preside at all regular and special meetings.  The president shall submit a written summary of activities upon completion of his or her term.  As the chief executive officer the president may authorize expenditures of an urgent or emergency nature.

(B) The vice president shall fulfill the duties of the president in his or her absence and shall perform such other duties as shall be delegated by the president.

(C) The secretary shall keep all minutes, post all notices, , maintain membership records and file all requisite forms.

(D) The treasurer shall be the financial officer of the association and shall be responsible for complete records of all monies received and disbursed in its behalf.  The treasurer shall submit a monthly report at the regular membership meeting and an annual report at the end of the fiscal year.

2. The board of directors shall consist of the current officers, past president, past past president, repeater trustee and a member or members at large holding full membership at the time of appointment to the board. 

(A) Vacancies of elected officers and board of directors shall be filled by a majority vote of the remaining directors.

(B) Directors may be removed by the membership without cause and by the board for any “proper” cause at anytime by a majority vote.

(C) Any officer may be removed by the board of directors whenever in its judgments the best interests of the association will be served at anytime by a majority vote.

(D) The chairman of the board will be elected by a majority vote of the board members present.

(E) The business and affairs of the association shall be managed by the board of directors.  The officers are agents of the board of directors, i.e. subject to their control.  Basic rules of conduct are provided in 15PA.C.S.A.& 7301 ET. SEQ., unless by-laws provide otherwise.  By-laws may not be arbitrarily or unrelated to the purpose of the corporation.

(F) The board of directors does not have the power to change the by-laws, borrow money or deal in real estate without the authorization of a majority vote of the members.

  

ARTICLE V --- AMENDMENTS

1. The constitution may be amended only by majority vote of the membership of the association.  This vote can be by mail.  All mailings not received within 14 days of the mailing date will not be considered.

2. Proposed amendments to the constitution shall be presented in writing at a regular or special meeting.    The proposed amendment changes will be acted upon at the next regular meeting.  For those not planning to attend the meeting can vote by mail.  Only votes received will be considered.

  

ARTICLE VI --- MEETINGS

1. The association shall meet monthly at a time and place designated by the board of directors.  Meetings do not have to be held at the corporation's registered office.

2. All regular meetings will normally be held on the 4th Wednesday of the month.  

3. Notice of all special meetings will be in the hands of all members five days prior to the meeting.  Special meetings may be called only by the president or chairman of the board or a majority vote of the board members.

4. A minimum of 10% of members holding full status membership must be present at a regular or special meeting so as to constitute a quorum.

5. Meetings are open to members of any type, Armstrong County personnel, emergency communication personnel, and invited guests.

  

ARTICLE VII --- ELECTION OF OFFICERS

1. Election of officers shall be held at the regular meeting in November every other year.

2. Officers shall be elected from a list of nominees that has been submitted by a nominating committee appointed by the president at the regular October meeting.  Additional nominations may be made from the floor.

3. Nominees for office must be full members of the association at the time of their consideration.

  

ARTICLE VIII --- TERM OF OFFICE

The term of president, vice president, secretary and treasurer shall be for a two year term, commencing at the regular January meeting following their election.

  

ARTICLE IX --- DUES

Dues shall be set and revised by a majority vote of members present at any regular meeting.

  

ARTICLE X --- DISSOLUTION

If for any reason the majority of full remaining members in good standing deem it in the best interest of those concerned to dissolve the FORT ARMSTRONG WIRELESS ASSOCIATION, after all debts are paid the remaining assets will be contributed to another non-profit at the discretion of those members remaining.  This will require 51% majority vote by all remaining members in good standing.  Vote can be made by mail and must be received within 30 days.  All members agree to hold harmless the officers and agents of FAWA from any costs, claims, or liabilities regarding FAWA.

  

This constitution succeeds all previous issues and is effective as of June 25, 2014.


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