By-Laws of the Mid-Illinois Corvette Club,
last updated Jan 19, 2021
Article I – Name and Purpose
A. Name: The organization shall be known as the Mid-Illinois Corvette Club.
B. General Purpose: The general purpose of the organization shall be to encourage and provide social activities for members, to provide and regulate events and exhibitions for Corvette enthusiasts, and to raise money for local charitable organizations.
C. Not for Profit Purpose: Notwithstanding any statements of purposes and powers contained in the constitution, this organization shall not, except to an insubstantial degree, engage in any activities or exercise any powers that are not in furtherance of the purpose set forth in Article I (B).
This organization is organized pursuant to the Illinois General Not For Profit Corporation Act and does not contemplate monetary gain or profit to the members thereof and is organized for not for profit purposes. No part of the income of the organization shall benefit any member, except that nothing contained herein shall prohibit reasonable compensation for services rendered to or for the organization affecting one or more of its purposes, nor prohibit reimbursement for material supplied to the organization.
D. Operating year and fiscal year of this organization shall be the calendar year, January 1 – December 31, hereafter referred to as the “Club Year”.
Article II – Membership
A. Primary Members: The membership of this organization shall consist of Corvette Owners except as otherwise provided in these bylaws.
B. Corvette Owner: A “Corvette Owner” is defined as follows:
- Name(s) on the motor vehicle title (titled owner(s)).
- Spouse or domestic partner of a title owner.
- Annual lessee of a Corvette.
- Spouse or domestic partner of a lessee of a Corvette.
- Proof of possession.
C. Loss of Status: Any member not fulfilling the requirement of Article II, Section B for any reason has one calendar year from the next regularly scheduled business meeting to fulfill the tenants of membership, with option to become an associate member as stated in Article II, Section E. A member “in memoriam” will remain on the club roster until the end of the Club Year in which they became deceased.
D. Membership Requirements: Each prospective member shall be required to attend two regularly scheduled meetings or club sponsored events of any kind.
E. Associate/Enthusiast Member: The organization may accept Associate/Enthusiast members. This membership is available to former members of a Corvette Club. Any requests for such status shall be directed to the membership for voting as specified in Article II, Section F. Associate/Enthusiast members need not comply with the Corvette ownership set forth in Section B of this article. All other provisions of these bylaws shall apply. An Associate/ Enthusiast member shall be entitled to all privileges of primary members except the right to hold office in MICC or NCCC or compete for national or regional points. Upon favorable vote of the membership and payment of the required dues, the applicant shall be become an Associate/Enthusiast member.
F. Voting on Applicants: All information concerning a prospective member should be presented to the general membership at the first meeting following the completion of the membership requirements, for a vote of election to the membership. This organization does not or shall not discriminate on the basis of race, color, religion (creed), gender, gender expression, sexual orientation, age, national origin (ancestry), disability, marital status, or military status in any of its activities or operations. This organization is committed to providing an inclusive and welcoming environment for all members, future members and guests. A favorable two-thirds vote by a show of hands of the members present at a regularly scheduled membership meeting shall be required for induction into the membership. The prospective member cannot be present during the voting.
G. NCCC Membership: All members will be required to join and maintain membership in the National Council of Corvette Clubs (NCCC).
See Annual Dues, Article III, Section A.
H. Voting Rights: Each member in good standing shall be entitled to one vote on each matter submitted to a vote of the members. Voting rights are immediate upon acceptance as an organization member.
I. Termination of Membership: After an appropriate hearing, the membership by affirmative secret ballot vote of two- thirds of all members present may suspend or expel a member for cause. Cause being defined as: A) behavior causing detrimental impact, perceived or real, to this organization’s reputation and/or this organization’s sponsor’s reputation; or B) member has violated any of the provisions of the bylaws, rules, regulations or edicts of this organization and may, by majority secret ballot vote of those present at any regularly scheduled meeting, terminate the membership of any member who becomes ineligible for membership, or suspend or expel any member who shall be in default of payment of dues for the period fixed in Article III of these bylaws.
J. Resignation: Any member may resign by filing a written resignation with the secretary.
K. Reinstatement: The membership by an affirming two-thirds votes of members present at a regularly scheduled meeting may reinstate a former member upon such terms as the membership may deem appropriate.
L. Transfer of Membership: Membership in this organization is not transferrable or assignable.
Article III – Fees and Dues
A. Annual Dues: The membership shall determine the annual club dues payable to the organization at the regularly scheduled meeting for the month of September. The annual dues shall include the annual club dues and the annual dues for membership in the NCCC. Spouse or domestic partner memberships shall benefit from the dues reduction plan offered by the NCCC.
B. Payment of Dues: Dues shall be payable no later than the regularly scheduled meeting for the month of October. Any new member who joins in a calendar month other than October will have his/her club dues prorated. All required fees for the NCCC will be administered by the rules set forth by the NCCC for those fees. No refunds will be made once annual dues are paid and submitted to NCCC (per NCCC established procedures).
C. Default in Payment: Any member who is in default of payment of dues for a period of 30 days from the date such dues were payable shall be subject to Termination of Membership pursuant to the bylaws set forth in Article II, Section I.
D. Initiation Fee: Any new member will be required to pay an initiation fee at the time of their acceptance into the club. The membership may change this fee from time to time. This fee will entitle a new member to a name tag. A former member, reinstated pursuant to Article II, Section K, shall pay all dues, no initiation fee but all delinquent fees owed. A reinstated member shall not be entitled to a name tag and window decal.
Article IV – Meetings of Members
A. General Meetings: The general membership meeting shall be held on the second Monday of each month at a place designated by the membership.
B. Annual Meeting: The annual meeting of the membership shall be the regularly scheduled meeting for the month of April.
C. By-Laws Meetings: Changes to the bylaws of this organization will require the scheduling of a meeting with notice to all members in good standing. Each member in good standing will receive a by-laws ballot that must be returned to the By-laws committee by the deadline set forth in the notice in order for the ballot to be accepted as a valid vote. Any changes to the bylaws require a two-thirds majority vote of all votes received by members in good standing.
D. Quorum: The members holding one-third of the votes which may be cast at any meeting shall constitute a quorum. Withdrawal of members from any meeting shall not cause failure of a duly constituted quorum at a meeting.
E. Notice of Meetings: Written notice stating the place, date, and hour of any meeting of the members shall be delivered to each member entitled to vote not less than five nor more than forty days before the date of such meeting is called shall be stated in the notice. If mailed, the notice of the meeting shall be deemed delivered when said notice is deposited in the United States mail, addressed to the member at their address as it appears on the records of the organizations, with postage prepaid.
Article V – Officers
A. Officers: The officers of the organization shall be a President, a Vice-President, a Governor of the NCCC, a Secretary, a Treasurer, an Activities Chairperson, and a Membership Officer.
B. President: The President shall be the principal executive officer of the organization. Subject to the direction and control of the members, he/she shall be in charge of the business and affairs of the organization; he/she shall see that the resolutions and directives of the organization are carried into effect; and in general, he/she shall discharge all duties incident to the office of President and other duties as may be prescribed by the membership. He/she shall preside at all meetings of the membership. He/she shall preside at all meetings of the members and of the board of directors. Except in those instances in which the authority to execute is expressly delegated to another officer or agent of the organization or a different mode of execution is expressly prescribed by the members or these bylaws, he/she may execute for the organization and either individually or with the Secretary or any other officer thereunto authorized by the members, according to the requirements of the form of the instrument.
C. Vice-President: Shall be the second executive officer of the organization, subject to the direction and control of the members. He/she shall perform the duties required of the President in his/her absence. Additional duties include procuring presentations for membership meetings and liaison between other clubs and organizations. He/she shall provide, as necessary, all news releases and club public relations. He/she shall maintain accountability for all inventory and club assets.
D. Governor: The Governor shall be in charge of all the organization’s NCCC events. He/she shall ensure that the organization complies with all the rules, regulations and requirements of the NCCC. He/she shall have knowledge of and shall comply with the NCCC constitution, bylaws, and rulings, and shall attend the NCCC Board of Governor’s meetings.
E. Treasurer: The Treasurer shall be the principal accounting and financial officer of the organization. He/she shall have the following duties:
- Shall have charge of and be responsible for the maintenance of adequate books of account for the organization.
- Shall have charge and custody of all funds of the organization and be responsible for the receipt and disbursement of those funds.
- Shall perform all duties incident to the office of Treasurer and such other duties as from time to time may be assigned to him/her by the President or members.
- Shall post a monthly account record of income, expenses and totals at the monthly meeting.
F. Secretary: The Secretary shall record the minutes of the meetings of the members and of the board of directors in one or more books provided for that purpose; see that all notices are duly given in accordance with the provisions of these bylaws or as required by law; be custodian of the organization’s records; and perform all duties incidental to the office of the Secretary and such other duties as from time to time may be assigned by the President or by the members.
G. Activities Chairperson: The Activities Chairperson, or designee, shall be in charge of planning and supervising all organized events and functions of the organization, other than NCCC events and functions. (See Article V, Section D).
H. Membership Officer: The Membership Officer shall be in charge of developing and implementing the recruitment and retention of members. He/she shall ensure that all the requirements of membership are met prior to voting on new members. He/she will keep a register of the post office address of each member and e-mail address if given.
I. Term of Office: The term of each officer shall be two years, with a term limit of 2 terms, for a total of 4 years in office, unless there is a time when a position is unable to be filled. In this event, the present officer can continue in that position. The two-year terms will be staggered such that during even-numbered years the President, Governor, and Secretary positions become open, and on odd-numbered years the Vice President, Treasurer, Activities Chairperson, and Membership Officer positions become open. All terms shall begin on January 1 (See Article 1, Section D).
J. If at any time, any officer or chairperson is unable to perform their described duties, the President shall appoint a member in good standing to perform such duties. (See Article VII, Section D)
Article VI – Board of Directors
A. Board of Directors: The Board of Directors shall be the officers of the organization.
B. Powers: The Board of Directors shall have the powers provided in these bylaws and those given to the board by the members.
C. Meetings: The Board of Directors shall have a minimum of two (2) meetings per year.
Article VII – Elections
A. Nominations: At the regularly scheduled June meeting, the President will request a Nominating Committee of three (3) volunteer members in good standing. If there are no volunteers, a committee shall be appointed by the President for the upcoming election of officers. The Nominating Committee is subject to approval by two-thirds vote of the members present. Nominations for all offices will come from both the nominating committee and the body. Nominations for officers for the coming term will be taken at the regularly scheduled meeting for August.
To avoid conflict of interest, candidates for nomination may not serve on the Nominating Committee. If a person on The Nominating Committee is nominated and accepts the nomination, that person will recuse themselves from the Nominating Committee and the President will appoint a member in good standing to fill that space. (See Article VII, Section D) If nominations are taken from the floor at the August scheduled meeting, acceptance of those nominations need to be acknowledged (in advance) or at the time of the nomination by the nominee.
C. Elections: During the month of September, at the regularly scheduled September meeting, the election ballots will be available and must be signed for if picked up at that meeting. Ballots will be mailed to those not attending the meeting for return to the Nominating Committee by September 30. If mailed, the return envelope must be postmarked no later than September 30 to be counted. Each completed ballot will be secured in a locked ballot box. The envelopes and ballot box may not be opened until they are counted at a special meeting of the Nominating Committee to be held in October (before the regularly scheduled October membership meeting). The results will be tabulated by the Nominating Committee. Two Club members in good standing, having no conflict of interest shall be appointed by the President to be present when ballots are counted for validation of questionable ballots. Election results will be announced at the regularly scheduled October membership meeting. The old and new officers should work together during the months of November and December for a smooth transition.
In the event that there is only one nomination for office, the election ballots will not be created. In this event only, a two-thirds show of hands vote will be held at the regularly scheduled October membership meeting to formally elect the nominees for the offices up for election.
D. Vacancies: In the event of a vacancy, other than in the office of President, the President shall appoint, subject to the approval of the majority of the members present, a replacement who shall hold that office until the regular election held by the organization. In the event of a vacancy in the office of President, the Vice-President shall assume the office of the President, and the office of the Vice-President shall be filled as prescribed above. If the Vice-President does not wish to relinquish his/her office, a special election will be held to elect a new President and the Vice-President shall act as the President until said special election.
E. Appointments: The President shall appoint, subject to the approval of the majority of the members present, a member in good standing to be the Registered Agent of our not-for-profit status with the State of Illinois. The Registered Agent will file this organization’s annual State filings which are mailed by the Secretary of State’s office to the Agent.
The President shall appoint, subject to the approval of the majority of the members present, other positions that may need to be filled on a temporary basis (committee chairs, etc.). The President shall review all appointments annually and may terminate any, at any time.
Article VIII – Records, Checks, Contracts and Funds
A. Records: The organization shall keep correct and complete records of accounts and shall also keep minutes of the proceedings of its members and Board of Directors and shall keep a record of the names and addresses of the members entitled to vote. All books and records of the organization may be inspected by any member.
B. Contracts: The members may authorize any Officer or Officers of the organization, in addition to the Officers so authorized by the bylaws, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the organization and such authority may be general or confined to the specific instances. There must be two (2) bids for all purchases over $150.00.
C. Checks, Drafts, Etc.: All checks, drafts or other orders for the payment of money, notes, or other evidence of indebtedness issued in the name of the organization, shall be signed by such officer or officers of the organization and in such a manner as shall from time to time be determined by resolution of the Board of Directors. In the absence of such determination by the Board of Directors, such instruments shall be signed by the Treasurer and countersigned by the President, Vice-President, or Governor, of the organization.
Any expenditures, not budgeted, needs to be presented at a membership meeting and is subject to a favorable two-thirds vote by a show of hands of the members present at the regularly scheduled meeting. If approved, reimbursement will be made by the Treasurer once a receipt has been presented and a reimbursement form is completed. The specified amount of the expenditure, subject to membership vote, may be revised by resolution of the Board of Directors.
A yearly audit will be performed by a committee of no less than three people, including the Treasurer, as authorized by the officers. At the completion of the audit, results will be reported to the members.
D. Deposits: All funds of the organization shall be deposited in a timely fashion to the credit of the organization in such bank, trust company, or other depositories as the Board of Directors shall select.
E. Gifts: The Board of Directors may accept on behalf of the organization any contribution, gift, bequest or devise for the general purpose or for any special purpose of the organization. Any donations or gifts acquired by the Club become the property of the club.
F. Charity: All monies raised by the club for donation to charities shall be put to a vote of the membership requiring a vote of two-thirds members present to pass.
Article IX – Emblem of the Organization
A. Design: The organization’s emblem or insignia shall be approved by the full membership. Once an emblem has been determined, it can only be changed by a majority vote of all members in good standing. The club emblem is the sole possession of the organization and cannot be duplicated without prior approval of the Board.
B. The official emblem of this organization is:
C. The emblem of this organization shall always contain thereon, the inscription, Mid-Illinois Corvette Club. Use of variations of the emblem is not permitted. Any and all uses of the club emblem must be approved by the Board.
Article X – Dissolution
A. Property: If for any reason, this corporation is disbanded, all property held in the club name shall be liquidated and turned into cash in accordance with the decisions made by the active members at the time of disbandment. After all club liabilities have been paid, the remaining cash shall be donated to a not for profit, charitable organization chosen by those active members in the corporation at that time.
B. Dissolution: Dissolution shall be made in accordance with all Federal and State of Illinois laws.