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BY-LAWS

OF

NORTH DAKOTA MOTORCYCLE ASSOCIATION, INC.

 

ARTICLE I.

 

NAME

The name of this organization shall be NORTH DAKOTA MOTORCYCLE  ASSOCIATION, INC. (NDMA)

 

ARTICLE II

 

Purpose

 

Section 1. Preserve and expand the sport of off highway motorcycle riding and competitive events.

 

Section 2. Maintain a nonprofit organization status per state and federal regulations. None of the associations earnings will benefit any person or persons having a personal and private interest in the activities of the association. All association activities are reserved for association members and guests of the members.

 

Section 3. Provide opportunities for fellowship with other motorcycle users via meetings, competition events, and other activities.

 

Section 4. Provide opportunities for motorcycle competition among NDMA members.

 

ARTICLE III

                                                                                     

Membership

 

Section 1.  The active membership of NDMA shall consist of owners and users of all types of off road motorcycles, including riders, enthusiasts of motorcycles, or any other person who supports the use of off road motorcycles. Membership in NDMA shall be determined on a nondiscriminatory basis without regard to race, color, religion, gender, or national origin. NDMA shall administer two classifications of membership, as noted below.

 

1)                  Individual Membership: For annual dues set on a yearly basis and published in the current NDMA member hand book, each person enjoys access to all activities and functions offered by the association. The term of the individual membership shall be yearly from January 1 thru December 31 of each year.

2)                  One Day Membership: For a one-day membership , which shall be paid during event registration, each person shall enjoy the opportunity to participate as a “racer” in the NDMA sponsored event for which the registration was paid. One-day membership does not entitle the member to vote in association business nor does it entitle the member access to any other activity or function offered by the association. The term of one-day membership shall be for the one day only, for the day of the particular event registered for.

 

 

            Section 2.  Voting – Each member in good standing shall be entitled to one vote on each matter submitted to a vote of the membership.

                        a.    Voting at the general meeting will be a show of hands and counted by the board members or designated representative.

                        b.    Mail in voting is allowed and will be sent to the NDMA secretary and remain in the sealed envelope until it can be opened and counted with 2 or more board members present.


                        c.    Email voting is allowed but email will be sent to 3 or more board members who will print and bring to the meeting for counting and verification.

                         

Section 3.  Proxy Voting – Proxy voting shall be permitted. Parents/guardians that are voting for a minor child, or Proxies voting for a qualified member must declare to the board who they are voting for, before the start of the meeting. Additionally during a show of hands vote, hold up a card with the childs/members name on it during voting process.

 

Section 4. A member may be expelled for conduct unbecoming a member of the association. The member will be given one (1) verbal warning by the Board of Directors, which will explain the reason for the possible expulsion. Upon a second incident the member will be expelled. The charges must first be made in writing and the accused given a hearing before the board of Directors. The board shall take evidence and determine whether the charges are considered proven and the accused member should be expelled, or the charges are considered not proven and the accused remain a member of the association. Expulsions shall be one year for the first offence, two years for the second, and for life for the third. 

 

ARTICLE IV.

 

Meetings of Members

 

Section 1.  Annual Meeting – An annual meeting of the membership for the purpose of hearing reports from all officers and committees and for electing Board Members will be arranged by the Board of Directors at a time and place that is convenient for the majority of the members to attend.

 

Section 2.  Special Meetings – Special meetings of the membership may be called by the Board of Directors.  A special meeting of the membership, must be called within twenty (20) days, by the President or the Board of Directors, if requested personally or in writing, by not less than thirty per cent (30%) of the voting members.

 

Section 3.  Notice of Meetings – A notice stating the place, day, and hour of each meeting, special or annual, shall be mailed to each member of the Corporation at least ten (10) days prior to the date of said meeting.  Said notice shall for all purposes, be considered due or legal notice of the holding of said meeting.

 

            Section 4.  Quorum – A quorum shall consist of a majority of the members present in person or by proxy, at any meeting.

 

 

ARTICLE V

 

Board of Directors

 

            Section 1.  Duties of the Board of Directors

1.      Perform the essential association activities that must be acted upon between meetings of the membership.

2.      Formulate and recommend programs and activities to the members of the association for their consideration and approval.

3.      Identify and help formulate other committees necessary to further the purpose and functions of the association.

            4.  Carry on such other business as may be needed for the     well-being and betterment of the association.

            5.   The affairs of the Corporation shall be managed by the Board of Directors  subject to the instruction of the members of the Corporation at a regular meeting.

 

            Section 2.  Number, Tenure, and Qualifications –

 

A.                 The number of Directors shall be five (5) each of whom shall be a member of the Corporation or a member of a special member of the Corporation.

B.                 Each Director shall hold office for a period of two (2) years or until his successor shall have been elected and qualified.

            C.        Directors terms will be offset so that no more than Three (3) Directors are replaced at one time.


             D.        Directors shall be elected at the Annual meeting of the members.

            

 

Section 3.  Meetings – The Board of Directors shall meet at the call of the President.  Special meetings of the Board of Directors may be called by or at the Request of three (3) members of the Board of Directors or upon the written request of twenty percent (20%) of the membership.

 

Section 4:  Notice – Notice of all meetings of the Board of Directors shall be given at least three days previous there to by written notice delivered personally or sent by mail to each director.  Any director may waive notice of any meeting.

 

            Section 5:  Quorum – A majority of the Board of Directors shall constitute a quorum for the transaction of business at any meeting.

 

Section 6.   Vacancies – Any vacancy occurring in the Board of Directors shall be filled by election of the Board of Directors.  The director elected to fill the vacancy shall be elected for the un-expired term of his predecessor in office.

 

ARTICLE VI.

 

Officers

 

            Section 1.  Officers – The Officers of the Corporation shall be a President, a Vice-President, a Secretary, a Treasurer and a Rider Representative.

 

            Section 2.  Qualification and methods of election – The Officers shall be elected from the membership and shall be active members in good sanding.

 

Section 3.  The President and the Secretary shall be elected on even numbered years, and the Vice President, Treasurer and the Rider Representative shall be elected on odd numbered years.

 

Section 4. Vacancy- A vacancy in any office for any cause whatsoever may be filled by the appointment of the Board of Directors for the unexpired portion of the term.

 

            Section 5. The officers of the Association shall constitute the Board of Directors.

 

            Section 6.  President –

1.      The President shall preside at all meetings of the Corporation and of the Board of Directors at which he is present.

2.      Shall exercise general supervision of the affairs and activities of the Corporation.

3.      Shall serve as a member ex-officio of all committees.

4.      Personally represent the association on proper occasions and business contracts.

5.      Assist all other officers of the association in their records, correspondence, and other duties.

6.      Promote interest on the part of member in association life and activities.

7.      Look out for the best interests of the association as a whole.

8.      In the absence of the Treasurer, the President is authorized to sign and issue checks so long as a record is kept by the Treasurer.

 

            Section 7.  Vice-President –

1.      The Vice-President shall assume the duties of the President during his absence.

2.      Assist in all the Presidents duties.

3.      Manage logistics of association activities, such as meeting, etc.

 

            Section 8.   Secretary –

1.      The Secretary shall keep records of all the meetings of the Corporation and of the Board of Directors.

2.      Be custodian of all corporate records.

3.      Send out notices of regular or special meetings.

4.      Handle association correspondence.

5.      Keep copies of Birth certificates.

6.      Keep Totals of race points for year end awards.

7.      Perform other duties that generally fall to that office.

 

            Section 9.  Treasurer –

1.      Collect dues from all members.

2.      The Treasurer shall receive all corporate funds and deposit them at the bank approved by the Board of Directors.

3.      Shall pay corporate obligations as directed by the Board of Directors.

4.      Maintain association financial records and deliver reports at the meetings.

5.      Perform other duties that generally fall to that office.

 

            Section 10.  Referee –

1.      Preside over event safety.

2.      Investigate any complaints / charges filed by members.

3.      Assist other board members in their duties.

 

ARTICLE VII.

 

Fees and Dues

 

Section 1.  Fees and Dues shall be payable in such amounts as may be set from time to time at the annual meeting of the Corporation.  Fees and dues for the year shall be in the amount set forth in the Members Handbook.

 

Section 2.  Membership dues will be due the first of the year and must be paid before the member is allowed to vote or participate in any NDMA sponsored event. Once the dues are paid they are not refundable.

 

ARTICLE VIII.

 

Committees

 

            Section 1.  Executive Committee – The Executive Committee shall be comprised of the three (3) Officers of the Corporation and shall have such powers as may from time to time be delegated to it by the Board of Directors.

 

Section 2.  Auditing Committee – The Auditing Committee shall consists of three (3) members of the Corporation not serving as members of the Board of Directions of whose duties shall be to audit the books and records of the Treasurer within two (2) weeks next following each annual meeting and to file a written report of its auditing activities and findings with the Board of Directions.  The Auditing Committee shall be appointed by the President with the approval of the Board of Directors.

 

Section 3.  Rules Committee – The Rules Committee shall consist of five (5) members of the Corporation.  The Rules Committee shall be appointed by the President, with the approval of the Board of Directors.  The Rules Committee shall make all decisions with respect to sponsoring and conducting of competitive events including, without limitations, determination of protests, and hearing of rider’s grievances.  All determination of the Rules Committee shall be final unless its decision is appealed to the Board of Directors by written notice filed within seven (7) days upon the disputed decision of the Rules Committee.  Should notice of appeal be filed as herein provided, the matter shall be considered and determined by the Board of Directors within ten (10) days after notice of appeal shall have been filed and the decision of the Board shall be final. (In the absents of a Rules Committee the Board of Directors will act as the Rules Committee.)

 

            Section 4.  Special Committees – Special Committees shall be appointed from time to time by the President.

 

ARTICLE IX.

 

Corporate Funds

 

Section 1.  Depository – Depository of corporate funds shall be in such federally insured banking institutions as may from time to time be designated by the Board of Directors.

 

Section 2.  Disbursements – All corporate funds shall be disbursed only by check signed by the President or Treasurer and shall be made in payment of only such obligations that have been authorized to be paid by the Board of Directors.

 

Section 3.  Borrowing – Upon authorization by the Board of Directors in the form of an appropriate resolution, the corporation may borrow funds from any person or persons natural or artificial.  All evidence of corporate indebtedness shall be executed by the President and the Treasurer.

 

ARTICLE X.

 

Fiscal Year

 

            Section 1.  Fiscal Year – The Fiscal year of the Corporation shall be the calendar year. 1 January to 31 December

 

ARTICLE XI.

 

Amendments

 

            Section 1.  Amendments – These By-laws may be amended, repealed, or altered, in whole or in part, by a majority vote of the members at any duly organized meeting of the members.

 

 

 

ARTICLE XII.

 

Funds

 

            Section 1.  Finances – This Corporation is not intended as a profit-making organization, nor is it founded with the expectations of making a profit, all as is more specifically set forth in Article V.  of the Articles of Incorporation, thought some of its activities may be reflected in a pecuniary advantage to its members.  This corporation shall use its fund only for objects and purposes specified in these By-laws.

 

Section 2.  Bonding – Persons entrusted with the handling of corporate funds may be required, at the discretion of the Executive Committee, to furnish, at Corporation expense, a suitable fidelity bond.

 

ARTICLE XIII.

 

Racing Rules and Regulations

 

            Section 1,  Racing rules, regulations and scheduling of  competitive events shall be promulgated annually at the annual meeting of the Corporation.

 

Section 2.  Racing Rules and regulations including scheduling of races or other competitive events for the Racing year shall be as set forth in the Members Handbook.

 

ARTICLE XIV.

 

De-sanctioning of Races and other Competitive Events

 

Section 1.  The Board of Directors may, at its discretion and upon good cause shown at that time, de-sanction a previously scheduled race or competitive event and may designate the power to so de-sanction to such committee individual or individuals, as may from time to time be designated.  The election to de-sanction a race or competitive event if made other than by the Board of Directors as a whole, shall be subject to appeal to the Board of Directors.  Procedure for appeal shall be the filing of a written notice setting forth the grounds for appeal directed to the President or the Secretary within seven (7) days following the disputed determination.  In the absence of a notice of appeal, the determination of de-sanction shall be final.

 

            Section 2. The Board of Directors may, at its discretion and upon good cause shown at the time, place a promoter/promoting club on probation and not allow a promoter or promoting club/group to hold an NDMA sanctioned race/event.  Reasons for this decision will be given to the promoter/promoting club, in writing by the Board as a whole, or one Board Representative.  The promoter/promoting club will have to present a plan to the Board which outlines its intended corrections/solutions to the original problems. If this plan meets the approval of all the Board members and after the conditions of probation have been successfully met as set forth in the promoters handbook, the promoter/promoting club will be allowed in apply for a NDMA sanctioned race/event.

 

Article XV

 

LIABILITY

            Section 1.  NDMA will not assume responsibility for injuries incurred or caused by any person  including non-members engaged in association activities.

 

            Section 2.  Any person engaging in association activities does so at their own risk.