Combat veterans motorcycle Association the Virginia chapter

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Section 5.4 - State Chapter Dues

 

State Chapter annual dues will be $10.00 dollars, due in the month of January, by the 31st.

 

DIRECTORS

 

Article 6

 

Section 6.1 - Number

 

Combat Veterans Motorcycle Association the Virginia Chapter Incorporation shall have a minimum of three and a maximum of ten and collectively they shall be known as the Board of Directors.

 

Section 6.2 - Qualifications

 

Directors of Combat Veterans Motorcycle Association the Virginia Chapter Incorporation shall qualify the age or any other specific requirement that may be in force in the State of Virginia at any given point of time.

 

Section 6.3 - Powers

 

The Board of Directors of Combat Veterans Motorcycle Association the Virginia Chapter Incorporation shall conduct all the activities and affairs of this corporation and also exercise all corporate powers, subject to the provisions of the laws of the State of Virginia, the Articles of Incorporation and these Bylaws.

 

Section 6.4 - Compensation

 

All the Directors of Combat Veterans Motorcycle Association the Virginia Chapter Incorporation shall serve without compensation except for a reasonable advancement or reimbursement of expenses incurred in the performance of their duties with approval of the Board of Directors.

Section 6.5 - Place of Meetings

 

Meetings shall be held at the principal office of the corporation unless otherwise provided by the board or at such place as may be designated from time to time by resolution of the Board of Directors.

 

Section 6.6 - Regular Meetings

 

Regular meetings of the Board of Directors of Combat Veterans Motorcycle Association the Virginia Chapter Incorporation shall be held once in a year.  The Board of Directors shall decide the date, time and venue from time to time. If this incorporation makes no provision for members, then, one meeting every three years shall be designated to elect the new Board of Directors.  Voting for the election shall be by written ballot.  Each director shall cast one vote per candidate and may vote for as many candidates as the number of candidates to be elected to the board.  The candidates receiving the highest number of votes up to the number of directors to be elected shall be eligible to serve on the board.

 

Section 6.7 - Special Meetings

 

Special meetings of the Board of Directors may be called by the Chairperson of the Board, The President (Commander), The Vice President (Executive Officer), the Secretary, by any two directors, or if different, by the persons specifically authorized by the laws of this state to call special meetings of the board.  Such meetings shall be held at the principal office of Combat Veterans Motorcycle Association the Virginia Chapter Incorporation or if different, at the place designated by the persons calling the special meeting.

 

Section 6.8 - Notice of Meetings

 

The procedure to be followed is as below unless the Articles of Incorporation, these Bylaws or the laws of this state require otherwise.

 

Regular Meetings – Notice shall be sent by regular post, e-mail, and facsimile machine at least three weeks in advance. In the case of facsimile notification, the director to be contacted shall acknowledge personal receipt of the notice by a return message or telephone call within twenty four hours of the first facsimile transmission.

 

Special Meetings - Notice shall be sent by regular post, e-mail, and facsimile machine at least one week in advance. In the case of facsimile notification, the director to be contacted shall acknowledge personal receipt of the notice by a return message or telephone call within twenty four hours of the first facsimile transmission.

 

Section 6.9 - Waiver of Notice

 

Whenever any notice of a meeting is required to be given to any director of this corporation, a waiver of notice in writing signed by the director, whether before or after the time of the meeting shall be equivalent to the giving of such notice.

 

Section 6.10 - Quorum of Meetings

 

A quorum shall consist of a majority of the Board of Directors of Combat Veterans Motorcycle Association the Virginia Chapter Incorporation serving office at any given time and shall not be less than one third of the number of directors in office. The Board shall not conduct any business at any meeting at which the required quorum is not present. The only motion, which the Chair shall entertain, is a motion to adjourn.

 

Section 6.11 - Majority Action as Board Action

 

Every act or decision done or made by a majority of the directors present at a meeting duly held at which a quorum is present is the act of the Board of Directors, unless the Articles of Incorporation, these Bylaws or the laws of this state require otherwise.

 

Section 6.12 - Conduct of Meetings

 

Meetings of the Board shall be presided over by the Chairperson of the Board, or, if no such person has been so designated or, in his or her absence, the President (Commander) of the corporation, or in his or her absence, by the Vice President (Executive Officer) of the corporation or, in the absence of each of these persons, by a Chairperson chosen by a majority of the directors present at the meeting.  The secretary of Combat Veterans Motorcycle Association the Virginia Chapter Incorporation shall act as the secretary of all meetings of the Board, provided that, in his or her absence, the presiding officer shall appoint another person to act as the Secretary of the Meeting.  Procedures for the conduct of meeting shall be amended or revised from time to time by a resolution of the Board of Directors.

 

Section 6.13 - Vacancies

 

Vacancies on the Board of Directors of Combat Veterans Motorcycle Association the Virginia Chapter Incorporation shall exist:

 

(a).  On the death, resignation or removal of any director.

 

(b).  Whenever the number of authorized director is increased.

 

Any director may resign effective upon giving written notice to the Chairperson of the Board, the President (Commander), the Secretary or the Board of Directors, unless the notice specifies a later time for the effectiveness of such resignation. No Director may resign if the corporation would then be left without a duly elected director or directors in charge of its affairs, except upon the notice of the Attorney General or other appropriate agency of this state. Directors may be removed from office, with or without cause, as permitted by and in accordance with the laws of this state.

 

Section 6.14 - Non liability of Directors

 

The directors shall not be personally liable for the debts, liabilities or other obligations of the corporation.

 

Section 6.15 - Indemnification by Corporation of Directors and Officers

 

The directors and officers are indemnified to the fullest extent permissible under the laws of the state.

 

OFFICERS

 

Article 7

 

Section 7.1 - Designation of Officers

 

The officers of Combat Veterans Motorcycle Association the Virginia Chapter Incorporation shall be a President (Commander), a Vice President (Executive Officer), a Secretary and a Treasurer.  The Board of Directors shall decide from time to time, whether to have new officers with new designations.

 

Section 7.2 - Qualifications

 

The officers of Combat Veterans Motorcycle Association the Virginia Chapter Incorporation shall qualify the age or any other specific requirement that may be in force in the State of Virginia at any given point of time.

 

STATE CHAPTER ELECTIONS

 

Article 8

 

Section 8.1 - Eligible

 

All members shall be eligible to any office in the State Chapter, provided that nominees for any office must be active and a paid member in good standing, having a minimum of 6 months time with the CVMA/CVMAVA association.

 

Section 8.2 - Nominate

 

The elected officers for the State Chapter Board of Directors shall be nominated and elected annually at the State schedule meeting.

 

Section 8.3 - Elected

 

Elected Officers shall be a President (Commander), Vice President (Executive Officer), Secretary, Treasurer and Sergeant at Arms.  The State Representative is also elected at the annual State meeting (convention).

 

Section 8.4 - Offices

 

No member shall hold two elective offices at the same time but may hold one elective and one or more appointive offices. Officers, elected or appointed, may be eligible to hold office in a higher body and lower body and such offices may be held concurrently.

 

Section 8.5 - Good Standing

 

Elected and or appointed officers and Board of Directors must remain active members in CVMA/CVMAVA and in good standing for the duration of the term while in office.

 

Section 8.6 - Term of Office

 

Officers elected at the annual State meeting,  will assume office within 30 days of the election and hold that office for 12 months or until their successors are duly qualified. Consecutive terms are permitted.

 

Section 8.7 - Elections

 

Nominations and elections must be made at the annual State meeting. The President (Commander) will vote only in the event of a tie.

 

Section 8.9 - Resignation

 

Should an elected officer resign from office for any reason the State Representative will appoint a replacement to serve until the next annual State meeting.

 

DUTIES OF OFFICERS

 

Article 9

 

Section 9.1 - State Chapter Board of Directors

 

The State Chapter Board of Directors, are the Officers holding the positions of President (Commander), Vice President (Executive Officer), Secretary, Treasurer, and Sergeant at Arms.  The State Chapter Board of Directors constitutes the Executive Board of the State Chapter, responsible for the execution, through its officers of the authorized policies, by majority votes, fills vacancies in any office of the State Chapter Board of Directors and submits to the meetings and recommendations affecting the policies of the State Chapter which have been previously approved.  The State Chapter Board of Directors is responsible for reporting By-Law infractions, as well as actions taken, to the State Representative and/or the National Board of Directors for their review.

 

Section 9.2 - President (Commander)

 

The President (Commander) is the Chief Executive Officer of the State Chapter.  All matters concerning relations between the club and any outside person or organization should be routed to the President (Commander) for appropriate action.  The President (Commander) will preside over all meetings of the State Chapter; act as ex-officer member of all committees, issue the call for regular and special State Chapter Board of Directors meetings, schedule regular elections, and are sure they are held in accordance with this constitution, and carry out the directives of the State Chapter Board of Directors.  The Secretary and Treasurer, both positions are accountable to the President (Commander) and allow the President (Commander) to fill these positions at his discretion, and assume all duties to office.

 

Section 9.3 - Vice President (Executive Officer)

 

The Vice President (Executive Officer) shall coordinate all committees, and supervise plans for all State Chapter events.  The Vice President (Executive Officer) shall act as an intermediary between the President (Commander) and the Members.  Additionally, the Vice President (Executive Officer) is second-in-command to the President (Commander), and shall assume all responsibilities and duties of the President (Commander) or Officer in their absence, and assume all duties to office.

 

Section 9.4 - Secretary

 

The Secretary is responsible for making and keeping all State Chapter records, including: the membership list, the By-Laws, Rules of Order, Standing Rules, rec4rds of all committee appointments, all written reports, copies of all correspondence between the State Chapter and any outside person or organization, and shall keep correct minutes of the proceedings of the State Chapter Board of Directors and general membership meetings.  The Secretary under the direction of the President (Commander) prepares all reports and required of him, and assumes all duties to office.

 

Section 9.5 - Treasurer

 

The Treasurer shall keep correct and complete books and records of account.  Keeps all funds of the State Chapter.  He may disburse funds to pay expenses as prescribed in the By-Laws.  The Treasurer will collect State Chapter due and other forms of income due to the State Chapter, maintain the accounting books, make payments from the State Chapters funds when so ordered by the State Chapter, or National, Board of Directors, sign all State chapter checks and countersigned by the President (Commander). Make regular reports of the State Chapters financial status to the State Chapter Board of Directors, the general membership and the National Board of Directors, and assume all duties to office.

 

Section 9.6 - Sergeant at Arms

 

The Sergeant at Arms responsible for ensuring that the By-Laws and Standing Rules of the State Chapter are not violated, and that orders of the Officers are carried out in an expeditious manner.  He is responsible for policing and keeping order at all State Chapter events.  The Sergeant at Arms is responsible for the safety and security of the State Chapter.  The Sergeant at Arms will maintain order during meetings and check members ID cards before each meeting, and assume all duties to office.

 

Section 9.7 - Road Captain

 

The Road Captain is an appointed position by the President (Commander).  Road Captain is responsible for all State Chapter runs.  He shall research, plan, and organize all runs.  During actual time on the road or at intermediate stops during a run, he shall act as ranking officer, deferring only to the President (Commander) or Vice President (Executive Officer).

 

Section 9.8 - State Representative

 

The State Representative is a National officer and is over the State Chapter Commander.  State Representative represents the National Combat Veterans Motorcycle Association in the State.  Among the duties of a State Representative, he/she shall:  Preside the State meeting (convention) and perform installation of Chapters and Detachments officers.  Enforces strict observance of all the laws and usages of this association including National By-Laws, State Chapter By-laws and all orders from proper authorities.  Decide all questions of the law and the usage in the State, subject to an appeal pursuant of these By-Laws.  Insist that State Chapters business and actives are conducted in such a manner that they do not violate any applicable governmental law, ordinances or regulations nor bring or tend to bring opprobrium or embarrassment on the State Chapters, its members or the association.  Assures that all reports are correctly prepared and promptly forward and that all the business of the State is handle with dispatch.  Reviews applications for membership, to assure that eligibility has been properly determined.  State Representative can dismiss or discipline disorderly members with Board of Directors approval.  State Representative retains the authority to remove officers.

 

Section 9.9 - State Quartermaster

 

The State Quartermaster is a State appointed position, appointed by the State Representative.  State Quartermaster acquisitions CVMA merchandise from the National Quartermaster for its members.  Shall keep correct and complete books and records of account.  Give financial status to the State Representative, State Chapter Board of Directors and the general memberships.  The State Quartermaster is under the direction of the State Representative, shall make regular reports of orders, receive merchandise, items on hand and items each member has received.  The State Quartermaster position is accountable to the State Representative and allows the State Representative to fill this position at his discretion.

 

Section 9.10 - Performance of Duties

 

Failure without just cause to perform duties of office may result in removal of officer.

 

DELEGATIONS

 

Article 10

 

Section 10.1 - Appointed

 

Delegations will be appointed by the President (Commander), but are subject to the approval of the State Representative to represent the association at any convention, meeting, rally, or other assembly that may be deemed necessary, and all delegations are authorized to exercise only those powers specifically vested in them by the State Chapter Board of Directors.

 

EXECUTION OF INSTRUMENTS, DEPOSITS AND FUNDS

Article 11

 

Section 11.1 - Execution of Instruments, Deposits and Funds

 

The Board of Directors, except as otherwise provided in these Bylaws, may by resolution authorize any officer or agent of the corporation to enter into any contract or execute and deliver any instrument in the name of and on behalf of the corporation, and such authority may be general or confined to specific instances.  Unless so authorized, no officer, agent or employee shall have any power or authority to bind the corporation by any contract or engagement or to pledge its credit or to render it liable monetarily for any purpose or in any amount.