ABOUT NWOR SCCA

NWOR BYLAWS

ARTICLE I - NAME, PURPOSE, AND EMBLEM


A. Section 1.


1. NAME: The name of the Corporation shall be Northwestern Ohio Region, Inc., Sports Car Club of America.

B. Section 2.


1. PURPOSE: The general purpose of the Corporation shall be to encourage the preservation, ownership, and operation of Sports Cars, to act as a source of technical information, to establish rules and regulations covering all activities of the Club, to provide and regulate events and exhibitions for Sports Cars and their owners, to encourage careful and skillful driving on public highways, and to own real and personal property, as incidental to the foregoing purpose.

2. DISSOLUTION: In the event of dissolution of the Corporation, all assets shall be distributed to the Sports Car Club of America, Inc.

C. Section 3.


1. EMBLEM: The emblem of the Corporation shall be an outline of the State of Ohio, indicating the area of the Northwestern Ohio Region and with the knock-off type of wire wheel with tire, on which shall be inscribed the words "Sports Car Club of America".


D. Section 4.


1. THE CORPORATE SEAL: The Corporate Seal shall be circular in form, being inscribed with the name of the Corporation, the year of its incorporation, and the word "Ohio".


ARTICLE II - MEMBERSHIP AND DUES

A. Section 1.


1. MEMBERS: Membership in the Corporation shall be open to all owners of Sports Cars and persons interested in Sports Cars and in the purpose of this Corporation. A prospective member shall complete the appropriate membership application form provided. The completed membership application must then be submitted to SCCA National Headquarters along with membership dues. Upon acceptance for membership by the National SCCA, the applicant's membership will be returned to our Region. The prospective member must be a member of National SCCA before Regional acceptance will be granted.


B. Section 2.

 

1. CLASSES OF MEMBERSHIP:


a. Honorary: Any person who has commended himself or herself to the Corporation esteem or has performed an outstanding service to the Corporation may be elected an honorary member by the Board of Directors or a majority vote of the members present at the annual meeting, or at a meeting called for the purpose

b. Active: Any person duly elected as provided in Section 1 of this Article, and having paid such annual dues and fees as required.


C. Section 3.

1. DUES:


a. Honorary: None


b. Active: Annual dues shall be determined from time to time by the Board of Directors at any annual or special meeting.

D. Section 4.


1. PRIVILEGES: Active members are entitled to all Corporation privileges. Honorary members are entitled to all Corporation privileges, except they shall not have the right to vote or hold office.


2. PAYMENTS TO MEMBERS: No payment shall be made to any member for services rendered nor shall any payment be made to insure to the benefit of any individual member. However, this is not to be construed as precluding the reimbursement of legitimate expenses incurred by club members in the conduct of club business and sanctioned events


E. Section 5.


1. EXPULSION: Membership will automatically lapse for non-payment of dues at the end of ninety days after commencement of the membership year for which they are payable. Any member may be expelled for infraction of Corporation rules, or such other causes as may be determined by the majority of the Board of Directors as being in the best interests of the Corporation. However, before such action may be taken, the member shall have an opportunity to submit in writing or in person his/her position on any charge of misconduct of which he/she shall be notified.

 


a. Required Conduct: Every member shall conduct himself/herself in a gentlemanly/ladylike and sportsmanlike manner at all times during a Regional, Divisional, or National event or activity in his/her dealings with other members, guests, or with the public.


b. Charges: Any member charged with an offense under Section 5, paragraph 1. a., shall be fully apprised of the charges and afforded an opportunity to answer them to the Board of Directors of the Region, as provided for in Article II, Section 5, above.

c. Discipline: Any member so charged who, in the Board of Directors' judgment (simple majority), is guilty of ungentlemanly/unladylike or unsportsmanlike conduct or other reprehensible behavior shall be disciplined by the Board of Directors. Discipline shall take such of one of the following forms as the Board of Directors may deem to be commensurate with the nature and gravity of offense:

1. Suspension from participation in events and activities sponsored by the Region for a definite period of time, neither to be less than three months nor more than twelve months and forfeiture of all Regional points for the entire year in which the offense was committed.


2. Expulsion from the Region, and subsequently from the Sports Car Club of America, as provided for in Article II, Section 5, above.


F Section 6.

1. RESIGNATION: Any member may resign by directing a letter of resignation to the Membership Chairperson. His/Her resignation shall be effective upon receipt, provided all indebtedness to the Corporation is paid.

 

ARTICLE III- MEETINGS OF THE MEMBERS


A. Section 1.

1. ANNUAL MEETINGS: The annual meeting of the members shall be held in November of each year for the election of Officers and Directors-at-Large, reports of officers and committees, and other business as lawfully may come before the meeting.


B. Section 2.

1. REGULAR MEETINGS: Regular meetings of the members shall be held monthly


C. Section 3.


1. SPECIAL MEETINGS: In addition to any provisions of the law, special meetings of the members may be called by the Regional Executive or by a majority of the Board of Directors.


D. Section 4.


1. NOTICE OF MEETINGS: A written or printed notice, stating the place, day, hour, and purpose of any meeting of the members, including special meetings, shall be given by the Corresponding Secretary to each member appearing on the records of the Corporation.


E. Section 5.


1. QUORUM: At all meetings of the members, twelve members shall constitute a quorum.


F Section 6.


1. VOTING: All action, except election of Officers and Directors-at-Large and amendment of the By-Laws, shall be by a majority of all those present and voting. Except as hereinafter provided, voting by proxy or absentee ballot shall not be allowed except with approval of the majority of the Board of Directors in accordance with the rules they prescribe and with notice to all members.

ARTICLE IV - OFFICERS/DIRECTORS-AT-LARGE

A. Section 1.


1. NUMBER OF OFFICERS AND DIRECTORS-AT-LARGE: The elected Officers and Directors-at-Large of the Corporation shall be Regional Executive, Assistant Regional Executive, Recording Secretary, Corresponding Secretary, Treasurer, and two Directors-at-Large. The Officers shall serve for one year, or until their successors are elected. Directors-at-Large shall serve for two-year terms, or until their successors are elected. The Board of Directors shall consist of the Officers and the two Directors-at-Large. The chairperson of the Board of Directors shall be the Regional Executive. No Officer or Director-at-Large may be elected to the same position for more than two consecutive terms. In 1980, two Directors-at-Large will be elected, one for a one-year term and one for a two-year term. Thereafter, Directors-at-Large will be elected for two-year terms by the members, except as provided in Article V, Section 5, 1.

B. Section 2.

1. METHOD OF NOMINATION: A nominating committee of at least three members will be selected two months before the annual election by the Board of Directors. The Chairperson of the nominating committee will be the continuing Director-at-Large, no other member of the Board of Directors may serve on this committee. It will be the duty of this committee to mail all members a nominating ballot at least seven weeks before the date of election. Each member may return a nominating ballot containing the name of any member he/she chooses for any one office or open Directorship-at-Large. The nominating member should contact his/her candidate to see if he/she will run for an Office or Directorship. The nominating ballot must be returned to the committee five weeks before the election. Nominations will be accepted from the floor at the October general meeting. Nominations will again be screened by the nominating committee to eliminate those persons choosing not to run for an Office or a Directorship-at-Large and to limit the nominations to three for each Office or Directorship-at-Large.

a. In order for a member to be nominated for an Office or a Directorship-at-Large, he/she must have been a member of the region for the preceding fiscal year.


b. An Officer or Director-at-Large must maintain a current membership during his/her entire tenure as an Officer or Director-at-Large or shall relinquish his/her rights and privileges as an Officer or Director-at-Large.


c. In addition, a candidate for Director-at-Large must also have served as an SCCA or NWOR Officer or an SCCA or NWOR board member or an SCCA or NWOR committee member or be approved as a candidate by the Board of Directors.

C. Section 3.


1. VOTING PROCEDURE: The nominating committee will mail each member an election ballot containing nominations for Officer or Director-at-Large at least ten days before the election. The election ballot must be either delivered to the election meeting or mailed to the nominating committee in the specially-marked election ballot envelope. The committee will deliver the election ballots received by mail to the election meeting. At the meeting, the committee will be aided in counting the votes by two members. In the event of a tie, the results will be determined at the meeting by only those members present. No proxy votes will be honored. In the event that no candidates for any elected offices or directorship are challenged by the official close of nominations, and there are no issues on the ballot, the election committee will not mail ballots to the membership and each candidate will win his/her prospective office by a count of one vote.

ARTICLE V - DUTIES OF ELECTED OFFICIALS

A. Section 1.


1. DUTIES OF REGIONAL EXECUTIVE AND ASSISTANT REGIONAL EXECUTIVE: The Regional Executive shall preside at all meetings of the members and Directors and shall perform the duties usually appertaining to the office. He/She may call special meetings of the members under the provisions of Article III, Section 3. He/She shall be the Chief Executive Officer of the Corporation. In the absence of the Regional Executive or in the case of his/her death, resignation or inability to act, the Board of Directors shall designate some person to fill the unexpired term. The Assistant Regional Executive shall act as Chairperson of the Membership Committee. The Regional Executive will be the Chairperson of the Board of Directors.

B. Section 2.


1. DUTIES OF THE SECRETARIES:


a. The Recording Secretary: The Recording Secretary shall attend all meetings of the members and Directors and shall record all minutes and votes in a book kept for that purpose. He/She shall have custody of the Corporate Seal and the Corporation's records. He/She shall perform all other duties incident to this office. In the absence of the Recording Secretary, the Corresponding Secretary shall act. If there is a vacancy in the office, the Board of Directors shall designate some person to fill the unexpired term.

b. The Corresponding Secretary: The Corresponding Secretary shall attend all meetings of the members and Directors. He/She shall keep an up-to-date roll of all members and Directors. He/She shall give notices of meetings of the members required by law of the By-Laws and shall issue all official Corporation correspondence when required by the Board of Directors. He/She shall act in the absence of the Recording Secretary He/She shall perform all duties incident to his/her office. If there is a vacancy in the office, the Board of Directors shall designate some person to fill the unexpired term.


C. Section 3.


1. DUTIES OF THE TREASURER: The Treasurer shall, subject to such conditions and restrictions as be made by the Board of Directors, have custody of all monies, debts. and obligations belonging to the Corporation and deposit same in the Corporation account. He/She shall make all payment of Corporation debts, checks, drafts, notes, or other orders for payment of money. They shall be signed in the name of the Corporation by the Treasurer or the Regional Executive. He/She shall give bond, at Corporation expense, if required by the Board of Directors. The Treasurer shall give a report on the financial status of the Corporation at the Annual Meeting, and if so requested, at any other meeting. No obligation, debt, or other liability shall be incurred by the Treasurer without the specific prior approval of the Regional Executive or Board of Directors. If there is a vacancy in the office, the Board of Directors shall designate some person to fill the unexpired term.

D. Section 4.


1. DUTIES OF THE DIRECTORS-AT-LARGE: The principle purpose of the Directors-at-Large is to give continuity and direction to Regional affairs. The Directors-at-Large will concern themselves with the long-term objectives of the Region. The continuing Director-at-Large will serve as the chairperson of the nominating committee for the annual election.


E. Section 5.


1. DUTIES OF THE BOARD OF DIRECTORS: The Board of Directors shall attend to all matters of finance and other business committed to it by the members and shall carry out the objectives of the Region. All members of the Board of Directors shall be entitled to one vote each in those matters of Regional business submitted to a vote by the Board. Simple majority vote rules. One-half of the members of the Board shall constitute a quorum of all Board meetings. The Board shall meet once a month unless otherwise specified by a majority vote of the Board. All meetings shall be open to all members. At any meeting of the Board, a Board member may request that the Board retire to Executive Session. Participation in Executive Session shall be limited to Board of Directors members. In the event that any member of the Board is unable to serve, his/her resignation shall be accepted by the Board of Directors, which then shall approve a person to fill the unexpired term. In the event no qualified person chooses to run for election to the Board of Directors, the Board will appoint a member to the open position at its January meeting.

F. Section 6

1. Each year one of the elected officials shall attend the national convention of the Sports Car Club of America.

2. Each year one of the elected officials shall attend the Central Division RoundTable.

3. The region shall subsidize the expenses of the officials attending the national convention of the Sports Car Club of America and the Central Division RoundTable.

a. Each year $1 shall be set aside for each member of the Northwestern Ohio Region as of September 1 of that year, according to the official Sports Car Club of America membership list published on that date or immediately thereafter.

b. From this fund, the registration and luncheon fee for the Central Division RoundTable shall be paid for the attending official. The balance of the funds shall be applied, first, to the early registration fore the national convention of the Sports Car Club of America, any remaining balance shall be applied to lodging and travel expenses of the official attending the convention. If there is sufficient funds to pay lodging and travel expenses of the official attending the convention, any remaining balance shall be applied to lodging and travel expenses of the official attending the Central Division RoundTable.

4. The order of priority for officials attending the national convention of the Sports Car Club of America and the Central Division RoundTable shall be in the order in which their duties are described in this Article V.

5. By a vote of at least five of seven officers, this requirement may be waived for the current year.

ARTICLE VI- COMMITTEES


A. Section 1.


1. APPOINTMENT OF COMMITTEES: The Board of Directors shall appoint such committees as it finds desirable, from time to time, and shall outline the duties and responsibilities of such committees. All reports or action taken by a committee must be voted upon by a majority of the entire committee present.


ARTICLE VII - FISCAL YEAR


A. Section 1.


1. FISCAL YEAR: The fiscal year of the Corporation shall begin on the first day of January in each year and shall end on the last day of December following.

ARTICLE VIII- AMENDMENT OF INCORPORATION AND BY-LAWS


A. Section 1.


1. AMENDMENT: The Board of Directors of the Corporation, or ten percent (10%) of the active members in good standing, may propose an amendment, alteration, or repeal of the Articles of Incorporation or the By-Laws, by written petitions submitted to the Recording Secretary. Upon such proposal being made, a copy thereof shall be mailed first-class to all members in good standing, with a ballot upon which members may vote for or against said proposal. If two-thirds of the members voting, vote in favor of the proposal, amendment, alteration, or repeal, it shall thereby be approved and adopted.

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