BY-LAWS OF THE ANTRIM COUNTY
EAGLES FLYING CLUB, INC.
These By-Laws establish the general policies and procedures under which
the Antrim County Eagles Flying Club is governed.
Specific parameters for the day-to-day operation of the Club are set
forth in a separate document called the "Rules". All members of the
Club will be provided with a current copy of both the By-Laws and the
"Rules".
Unless specifically stated otherwise, the following definitions shall
be assumed throughout these By-Laws and Rules:
1. The pronouns "he" and "his" shall be taken to
mean "he or she" and "his or her".
2. The terms "A.C.E." or "the Club" shall be taken
to mean "Antrim County Eagles Flying Club, Inc."
3. The term "Member" or "Club Member" shall be taken
to mean "Active Member of A.C.E."
4. The term "member" or "any member" shall be taken
to mean "any A.C.E. Club member, whether Active, Inactive or
Suspended".
5. The term "Board" shall be taken to mean the A.C.E.
President, Vice President/Chief Maintenance Officer and the Secretary/Treasurer
elected by the Club Members.
6. The term "By-Laws" shall be taken to mean this document,
incorporating its latest revision(s).
7. The term "Rules" shall be taken to mean the "Rules of
A.C.E." incorporating their most recent revision(s), which form a
companion to this document.
8. The terms P.I.C., C.F.I. and C.M.O. shall be taken to mean
pilot-in-command, F.A.A. certified flight instructor, and A.C.E. Chief
Maintenance Officer, respectively.
9. The term “Share” or “Equal Share” Shall be taken to mean “All the
Club’s assets divided by the number of Members.”
A.C.E. was organized to encourage interest in aviation and to provide
safe flight training and transportation to its Members, to advance knowledge of
its Members in aeronautics and navigation subjects, and to bring to more people
the social benefits and pleasures of flying.
The Club is chartered by the State of Michigan as a nonprofit
corporation. The property rights of the Club assets are divided equally by the
number of active members. There may be
up to ten (10) active members per Club aircraft.
With the exception of Board-approved C.F.I.'s giving instruction to a
club member, the only people who are allowed to act as P.I.C. of a Club
airplane are Active Club Members.
SECTION I - Active Member
To become and remain an Active Member of the Club, an individual must
meet the following requirements:
(1) Complete a membership application as instructed thereon, and submit
it to the secretary of the Club.
(2) Be approved by majority vote of the Club Members attending a
meeting at which his proposed membership is considered.
(3) Purchase an equal share of the Club assets at the current value set
by the Board.
(4) Be current in all financial obligations to the Club. (See By-Laws
Article II Section III).
SECTION II - Inactive Member
A member experiencing a temporary financial difficulty may, with the
approval of a majority of the Members of the Board, request to become “Inactive”
for a period of up to twelve (12) months with a review by the board at six (6)
months. An Inactive Member will be
suspended from having to pay monthly dues, or other assessments, will forfeit
voting rights, and will have no rights to use any Club equipment or facilities
during the inactive period.
In order to "go Inactive", the Member must make a formal
request to the Secretary and then settle any outstanding financial obligations.
The request to become Inactive will be approved or denied by the by the Board
at its next meeting.
The Treasurer will keep a record of all dues and assessments for the
Inactive Member during the inactive period.
In order to become an Active Member again, the Inactive Member must notify the Secretary of his intent to become “Active” and make payment for all back dues and other assessments outstanding to the Club.
An “Inactive Member” at the end of 12 months must become an Active Member or withdraw from the Club in accordance with Article I Section IV.
SECTION III - Suspended Membership
A Member may be suspended from Active status by a majority decision of the Board. Under these circumstances, the Secretary will notify the member in writing of the reason for the suspension and what his rights to appeal are.
Also, suspension will be automatic in certain cases wherein the
financial requirements set forth in these By-Laws are not met. Automatic
suspension will be brought to any member's attention on his billing statement,
and will be considered rescinded as soon as his financial obligations are met.
A Suspended Member, will continue to be billed for dues and assessments
to maintain his equal share of the Club assets but will forfeit voting rights,
and have no rights to use any Club equipment.
SECTION IV - Termination of Membership
Any member wishing to voluntarily cease membership in the club must
notify the Secretary in writing. The withdrawing member shall continue to
pay dues for up to three (3) months or
until a new member acceptable to the Club is found. If after three (3)
months from the time the letter of withdrawal is submitted a new
member can not be found the club shall make a special assessment of the
membership and purchase the departing members share less any outstanding debit
or credit balance. The former member shall
receive a check from the secretary within thirty (30) days.
Any member who fails to comply with these By-Laws and Rules may be
expelled from the Club and have his membership terminated by majority decision
of the Board. The club shall make a special assessment of the membership and
purchase the terminated members share less any outstanding debit or credit
balance. The former member shall
receive a check from the secretary within thirty (30) days.
The initial financial obligations that must be met to become a Club
Member are:
(1) Purchase an equal share of the Club assets at current value set by
the Board.
On occasion, there may arise the need to levy a special assessment on
all members. Such assessment would be to pay for something the normal dues and
flying fees could not be expected to cover. Any assessment that is levied
against the membership will effect all members equally.
An assessment may only be levied in the following manner:
(1) The Board must decide, by majority vote, that an assessment is
necessary.
(2) All voting Members must be sent notice of a Special Meeting that
will take place to discuss the issue. This notice must contain a statement of
the problems faced by the Club, and Board's opinion of the amount of the
assessment it feels is necessary.
(3) In order for the assessment to be levied, the majority of the
Members at the special meeting must approve it.
(4) Once an assessment has been levied, it will become a financial
obligation on each Member, and the regulations regarding timely payment
(including interest accumulation) will apply. Inactive or Suspended Members
will be required to pay any assessments passed during their non-Active period,
immediately prior to resuming Active status.
SECTION III - Monthly Dues & Flying Fees
Each Member of the Club will pay monthly dues in the amount set by the
Board. (See Rules Article II, Section II.) Fees for flight time will be at the
rates set out in the Rules Article II Section III. A statement of dues, flying
fees and other financial obligations will be mailed monthly to each Member.
Payment of each monthly statement is due within 30 days of the
statement issue date. Any balance outstanding beyond 30 days from the statement
date will accrue interest at a rate set forth in the Rules Article II, Section
IV.
Any member who maintains an outstanding debit balance and fails to make
any payment for a period of 90 days or more is liable to suspension in
accordance with the By-Laws Article I Section III.
Also, any member whose monthly invoice outstanding balance exceeds the
amount of his share of ownership shall have his membership automatically Suspended. In order to return to Active membership
status, his account balance must be paid in full. The return to Active status
will be considered automatic as soon as a bona fide check for the amount
outstanding is received by the Treasurer.
Any member notified of suspension in accordance with either of the
above paragraphs who fails to settle his balance within 30 days, shall be
liable to expulsion from the Club as set out in the By-Laws Article I, Section
IV.
Any member who cannot meet his financial obligations may appeal to the
Board for more time to solve temporary problems. The Board may, with a majority
vote, allow the member up to 90 days in which to meet his obligations, during
which time the member remains Suspended. If the obligations are not met within
the allotted time, the membership will be terminated.
The governing body of the Club shall be a three-member board consisting
of the President, Vice President/Chief Maintenance Officer and the
Secretary/Treasurer . Each Member of the Board will serve a two year term,
beginning with the election process at the April Club meeting and ending two
years hence on "election night".
The Secretary will issue notice in February to the effect that anyone who wants to seek an may make their desire known by notifying any Board Member not later than March 1st. (Notification of intent to run can also be made by mail to the Secretary).
In March the Secretary will mail notice to all voting Members of the
Club detailing which Board Member's terms are expiring, and which Club Members
are running for those vacancies. This notice will also provide all Members who
cannot attend the April meeting with the opportunity to vote by mail.
At the April Club meeting there will be
an election to fill the seats of the Board whose terms expire that year.
Only Active Members may serve on the Board. A Member of the Board may
serve any number of consecutive terms .
SECTION II Duties of the Board
It is the duty of the Board to conduct and govern the affairs of A.C.E.
within the guidelines of the State Laws that effect such non-profit
Corporation, and within the Club's By-Laws and Rules.
The Board will establish Rules with regard to the use and maintenance
of aircraft and other equipment, and with regard to any other matters that may
be in the best interests of the Club. These Rules will be kept in a formal
manner by the Secretary. A copy of these By-Laws and Rules will be provided to
each Club Member. Each Member will be given written notice of any change to the
Rules as may be decided by the Board.
In the event of a vacancy occurring on the Board, the remaining Board
Members will appoint an Active Member of the Club to serve out the rest of the
open term.
SECTION III - Election of Officers
Election of the Club officers, President, Vice President/Chief
Maintenance Officer and the Secretary/Treasurer will be held at the April Club
meeting. Should an office become vacant
before the end of term the remaining Board Members shall appoint a Club Member
to fill the vacant office until the
April meeting.
SECTION IV - Duties of the Officers
President: The President will preside at meetings of the Club, and at meetings
of the Board. He will appoint committees as necessary to plan and carry out
functions, and will serve as an ex-officio Member of such committees.
The President is responsible to communicate with any members as
necessary to maintain Club By-Laws, Rules, and general order. When any Club
Officer has need to talk to any Club Member regarding an infraction of the
rules, the President is personally responsible to carry out the communication.
Vice-president: The Vice-President will assume the duties of the President in the
latter's absence and will assist the President as needed.
Chief Maintenance Officer: The C.M.O will be responsible to the Membership
for the maintenance of all Club airplanes and other equipment, as detailed in
Article IV, Section II of these By-Laws. He will be responsible for the
indoctrination of all new Members into the day-to-day practices involved in
using Club equipment and aircraft.
Secretary: The Secretary will be responsible for all Club correspondence, and
for all non-financial record keeping. He will maintain the Club Membership
records, and will be responsible for the paperwork involved in signing up new
members, turning over all moneys collected to the Treasurer. He will keep a
detailed record of all Club meetings. This record will be kept in an organized
binder, with a copy available at the Club's meeting place.
Treasurer: The Treasurer will keep all the financial records of the Club. He
will make a verbal report to the Membership at each meeting as regards the then
current state of the Club's affairs. Any Board Member may request further
written detail at his discretion.
The Treasurer will make available to the Board, a written quarterly
report that states at least the following items:
1. The current balance in any and all Club bank accounts.
2. The current accounts receivable and accounts payable, with detail.
3. An itemized account of all moneys paid out and received since the
last report.
The Board may request an independent audit of the Club's financial
records at any time.
The Treasurer will be responsible to see that each Member receives a
monthly statement of his account with the Club.
SECTION I - PERSONNEL
The Club will have a Chief maintenance Officer.
SECTION II - Duties
The C.M.O. will see that all aircraft and all other Club equipment is
kept in good operating order.
The C.M.O. will be encouraged to fly up to one hour every 60 Days. This
time is to be used to ensure that each plane is in fact being properly
maintained.
The C.M.O. will determine how and where any needed maintenance and/or
repairs are carried out on Club aircraft. Any Preventive maintenance on Club aircraft performed by members must be approved
by the C.M.O. and within the limitations
prescribed by the F.A.A. regulations.
SECTION III - Expense Limits
The C.M.O. will have a limit to
the amount of money he/she can spend on any one
repair without getting approval form the Board. (See ARTICLE V, Section I of
the Rules)
SECTION I - Ownership of Property
All property purchased by or donated to the Club will be considered
owned by the Antrim County Eagles Flying Club, Inc.
SECTION II - Damage to Equipment
Each member is responsible for damage caused to any Club aircraft or
other property being used by him or in his care, or for damage caused by his
guest(s). Any such damage caused must be reported to the Board as soon as
possible.
In the case of such damage, the member will automatically be assessed
the cost of repair or replacement of the damaged property, up to the value of
the insurance deductible. Any member wishing to dispute such assessment may
appeal to the Board, then if necessary appeal his case to the membership at a
regular meeting. A majority vote of all Active Members at such a meeting will
decide the amount of the assessment, if any. Any such assessment will be added
to a Member's account balance and the rules for timely payment will apply.
SECTION III - Reimbursement for Fuel and Oil
All Club aircraft rates are "wet". That is, the Club will
reimburse the Member for fuel and oil purchased to fly and maintain the planes.
Landing fees, fees for tie-downs, hangar or overnight stays, customs fees and
the like are not reimbursable.
A Member must attach the original receipt for any such fuel or oil
purchase to the back of the flight record slip for the flight during which the
expense was incurred. Credit for such purchases will be given on the next
monthly invoice, subject to audit by the Treasurer.
SECTION IV - Reimbursement for Aircraft Repair Expenses
When operating a Club aircraft, the Member understands that in the
eventuality of mechanical problem(s), he may have to change his plans or cancel
his trip. Since the Club is a non-profit organization run by volunteers, it can
not accept any responsibility for any costs incurred or inconvenience caused by
such mechanical problems.
In the case of "off-home-airport" mechanical problems, a
member should contact one of the following (in the order given) for
authorization before having any repairs done:
1. The Vice President/Chief Maintenance Officer
2. The Club President
3. Any other Board Member
A list of Phone numbers will be kept in each aircraft.
The Officer contacted will, after consultation with others as needed, advise what action to take and/or what repairs will be authorized by the Club. If no contact is made and the aircraft is beyond 150 nm from the home airport, then the Member is authorized to spend up to a maximum set in the Rules Article V Section IV to have the problem diagnosed and/or repaired. However, if the problem concerns avionics, and the aircraft is capable of being flown legally in daytime VFR conditions with at least one working communications radio, this authorization does not apply.
Any repairs requested by a member must be initially paid for by that
member. Reimbursement of expenses for which original receipts are turned in
will be provided by the Club subject to compliance with the above conditions
and satisfactory review by the Board.
SECTION V - Reimbursement for
Other Expenses
Any member who purchases small sundry items for the Club (e.g. cleaning
supplies, coffee etc.) will be reimbursed for the cost of those items provided
an original receipt is turned in to the Treasurer. Officers who incur expenses
in the course of Club business will be reimbursed in the same way.
SECTION VI – Purchase and Sale of Aircraft
The purchase or sale of any aircraft must first be approved by the
Board. A Special Meeting will then be called to discuss the proposal, and it
will only be adopted with the approval of a majority of Active Members present
at the Special Meeting, plus any mail-in votes.
SECTION I - Board Meetings
The Board will meet prior to each regular monthly meeting of the Club Membership. A quorum for a Board meeting will be two (2) Members.
A majority vote at any meeting will decide all issues before the Board.
The Board can be called into special session by the President, or in
his absence by the Vice-President, with three days notice. An
"immediate" special session can be called if notice is waived by all
Board Members.
SECTION II - Membership Meetings
The Club Membership will meet in regular session once each month or as
otherwise decided by the Board. The date and time of regular meetings will be
in accordance with the Rules, Article I, Section II.
Special Meetings of the voting Membership may be called by the
Secretary sending out a notice by first class mail postmarked no later than
five days before the Meeting date. Any such notice of a Special Meeting will
include a detailed explanation of the issue that is to be discussed and voted
upon, as well as the date, time and venue of the meeting.
A quorum for voting at any Membership meeting will be 50% of the Active Members. A majority of the Members attending a meeting plus any mailed-in votes will decide any issue voted upon.
The Club is responsible to maintain suitable liability insurance to protect the Club and its Members from potential financial disaster. Any major changes in insurance coverage, rates or carrier must be approved by the Board. The Secretary will keep a copy of the current insurance policy available for Members' review.
Members are encouraged to purchase their own "Renter's
Insurance" to protect themselves against financial liability.
The Club may only be dissolved with the majority vote of the Active
Membership at a Special Meeting. Upon dissolution of the Club, the Officers
will liquidate the assets of the Corporation and pay all existing debts and
liabilities. If there is still a deficit, the members will be assessed the
amount necessary to meet the debts. Any surplus will be distributed equally
among the members of the Corporation.
Any changes in these By-Laws must be approved by a majority of the Club Membership at a Special Meeting.