Great Southern DX Association, Inc.
Constitution
7-31-2010
Article I -Name:
The name of this club shall be “GREAT SOUTHERN DX ASSOCIATION, Inc.”, herein referred to as “GSDXA.” The club will be head quartered in Gulfport Mississippi.
Article II -Purpose:
To provide for the interchange of information among radio amateurs interested in DX (long distance communication with different, usually foreign, entities), communication techniques and competitions, and to promote radio knowledge through education. To support DX operations and expeditions, both by members and by outside groups through funding and other means deemed appropriate. To promote fraternalism and aid in developing individual operating proficiencies. These purposes to be accomplished without cost to the individual and without regard to sexual orientation, race, color, creed, religion, gender, political affiliation, or marital status. Entitling the corporation to exemption under the provisions of Section 501(c)(3), of the Internal Revenue Codeand more specifically, to study and contribute to the development and support of amateur radio programs, operational activities, DXing events, and other innovative initiatives related to all the purposes of the “GREAT SOUTHERN DX ASSOCIATION, Inc.”
Article III -Membership:
Membership shall be by application and election under the terms of the club as provided in the Bylaws.
Article IV-Officers and Board of Directors:
The business, property, and affairs of the club shall be managed, controlled and conducted by a Board of Directors (BOD). The BOD shall consist of four Officers and one Member at Large:
President
Vice President
Secretary
Treasurer
Member at Large (appointed by BOD)
The specific election and duties of each officer and their term of office shall be as provided in the Bylaws.
Article V -Meetings:
Regular meetings of the Great Southern DX Association, Inc. shall be held as specified in the Bylaws.
Article VI-Finances:
a. The business of the Great Southern DX Association, Inc. shall be conducted on a fiscal year basis as specified in the Bylaws. All funds received by the club shall be tendered to the Treasurer and placed in depositories selected by the Board of Directors. Each dues paying member shall be required to submit annual dues to the club Treasurer as specified in the Bylaws. The Treasurer shall make available for review, within 30 days, the financial records of the club upon written request of any dues paying member.
b. The Great Southern DX Association, Inc. is organized exclusively for charitable, religious, educational, and scientific purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under section 501(c) (3) of the Internal Revenue Code, or corresponding section of any future federal tax code.
c. No part of the net earnings of the organization shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the organization shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in the purpose clause hereof. No substantial part of the activities of the organization shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the organization shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of this document, the organization shall not carry on any other activities not permitted to be carried on (a) by an organization exempt from federal income tax under section 501(c) (3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or (b) by an organization, contributions to which are deductible under section 170(c) (2) of the Internal Revenue Code, or corresponding section of any future federal tax code.
Article VII -Parliamentary Authority:
All proceedings shall be governed under the guidelines of Robert’s Rules of Order, Newly Revised. Robert’s Rules of Order may be suspended at any meeting by a majority vote of members present.
BYLAWS
Section 1
Membership
All members must agree to abide by the Constitution and Bylaws of this Association.
There shall be six classes of membership.
A. Full membership
B. Charter membership
C. Prospective membership
D. Honorary membership
E. Life membership
F. Support membership
A. Full membership
Shall be limited to those persons meeting the following qualifications:
1. Confirmation of contacts with 100 different entities from the current DXCC entities list by any combination of the following:
a. DXCC Certificate
b. EQSL-AG
c. LOTW
d. QSL cards
2. Must reside in Mississippi,
3. Possess a valid FCC issued Amateur Radio license of General class or higher.
Full members have the right to vote and hold elected or appointed office.
B. Charter membership
Those members attending the (July 31, 2010) meeting in person shall be deemed to be Charter members.
C. Prospective membership
Shall be extended to persons exhibiting an interest in DX, but who have not qualified for DXCC or do not meet the full membership requirements. Prospective members do not have voting rights and may not hold elected or appointed office and must upgrade to full membership within three years.
D. Honorary membership
May be granted to a member or non-member as deemed fitting by the Club for meritorious service rendered to the DX fraternity, or the Great Southern DX Association, Inc. Honorary membership candidates need not reside in Mississippi and will be elected by two-thirds majority vote of members present at a designated meeting. Honorary members do not have voting rights nor may they hold an elected or appointed office.
E. Life membership
May be granted to a full member as deemed fitting by the Club for meritorious service rendered to the DX fraternity, or the Great Southern DX Association, Inc. Life members shall be elected by two-thirds majority vote of members present at a designated meeting. Life members have voting rights and may hold elected or appointed office and are not required to pay dues.
F. Supporting membership
Amateurs who are qualified for full membership, but reside outside of the State of Mississippi, shall be eligible to be a supporting member upon application and payment of dues required of full members. Supporting members do not have voting rights nor may they hold an elected or appointed office.
Section 2
Membership Committee
The membership committee shall be composed of three full members selected by the board of directors, and shall serve at the discretion of the board. The membership committee shall review members’ application endorsed by two or more full members (see Section 5 – Application Process). The purpose of this review will be to ensure the proposed member meets the pre-requisites and standards of the Great Southern DX Association, Inc. The membership committee shall forward the application of the selected nomine to the BOD (with comments) for further action.
Section 3
Removal from Membership
A. The membership of any member of the Great Southern DX Association, Inc. may be terminated in accordance with the following procedure.
B. Any officer, director, or member may be impeached or expelled by a two-thirds majority vote of the voting members at a regular meeting.
Notice of the proposed impeachment or expulsion action must be proposed by the Board of Directors or by written petition to the secretary by at least five (5) full voting members. The secretary shall mail a copy of the impeachment or expulsion charges to that person sought to be impeached or expelled. Said person shall have fifteen (15) days to respond to the secretary in writing. The secretary shall mail to each voting member a copy of the petition and response within fifteen (15) days of the next regular meeting. The Board of Directors may order a written mail ballot to be counted at the next regular meeting. The accused person may address the membership prior to the vote of impeachment or expulsion.
Section 4
Dues, Fees and Assessments
A. A non refundable application fee of $50.00 is required at the time of submission.
B. Annual dues of $100.00 per member are hereby assessed in accordance with provisions of Article VI of the constitution for the purpose of providing funds for expenses.
C. Membership dues are payable before January 15th each year.
D. Any member whose dues are not paid by January 15th will be considered inactive and removed from the membership roster. Inactive members have no voting privileges and cannot hold elected or appointed office.
E. Termination of membership either by resignation or expulsion will not justify a refund of dues paid.
F. Dues for all classes of membership, with the exception of Honorary orLife members (who are exempt from paying dues) will be the same.
G. Dues for new members only shall be pro-rated according to the month joined.
H. The amount of dues shall be determined by a majority vote of the voting members at a regular meeting after a minimum of fifteen (15) days written notice of a proposed dues change by the Board is given.
I. BOD has the authority to waive dues, fees and assessments.
Section 5
Application Process
A. Any person interested in becoming a member may request an application for membership through a member or the Board of Directors and after properly filling out same, shall submit application to the membership committee.
B. The Membership Committee will verify applicant’s qualification for membership. Membership may not be denied because of race, creed, color, religion, gender, sexual orientation, political affiliation, or marital status. Applications must be completely filled out and be submitted with a $50.00 non refundable application fee which will be forwarded to the Board of Directors for final membership vote.
C. The Prospective membership shall at no time exceed 30 percent of the total membership.
Section 6
Resignation
A. A member may request to be placed on the inactive list for a period not to exceed three (3) years. Dues will not be charged nor will voting be permitted. Inactive members do not have to meet new member criteria for re-instatement.
B. Any member may resign at any time. This will NOT entitle them to automatic re-instatement rights or any refunds. They will have to meet new member criteria.
Section 7
Duties of Officers
A. President
The President shall preside at all meetings, and conduct them according to the rules adopted. He/she shall enforce due observance of this constitution and By-Laws; decide all questions of order; sign all official documents adopted by the club, and perform all other duties pertaining to the office of President.
B. Vice President
The Vice President shall serve as consultant to the President on matters of public relations and membership and shall specifically plan, arrange and coordinate monthly programs. The Vice President, in absence of the President, shall assume the duties of the President, and when so acting, shall have the powers of the President.
C. Secretary
The Secretary shall keep minutes of the proceedings of all meetings, keep a roll of members, and carry on all correspondence, read communications at each meeting and provide meeting notices to each member. Will publish all approved general minutes to GSDXA Web page. At the expiration of his/her term he/she turns over all items belonging to the club to his/her successor.
D. Treasurer
The Treasurer shall have custody of all funds of the club; shall maintain a full and accurate account of all receipts and expenditures; shall, in accordance with the budget adopted by the membership, make disbursements as authorized by the President and/or Board of Directors. The Treasurer and one other officer are required to sign all checks issued on behalf of the Assn. The Treasurer will be responsible for issuing a Quarterly Financial Account Balance Report. At the end of his /her term he/she shall turn over everything in his/her possession belonging to the club to his/her successor.
Section 8
Nomination & Elections
A nominating committee will be selected by the president 3 months prior to the election. The nominating committee will select one (1) candidate for each office, and present the candidates to the membership at least 1 month prior to the election. Additional nominations will be accepted from the floor at the time of the election. Elections will be held by secret ballot at an open meeting. No proxy votes will be accepted. A Board Member may serve for as many years consecutively as he or she may be elected to office by the membership as set forth in the bylaws. Proxy votingfor any reason will not be allowed.
Section 9
Vacancies
If the Office of President should become vacant, the office shall be filled by the Vice President until the next regular election. A vacancy of any other office shall be filled by appointment by the Board of Directors until the next regular election and such appointee shall serve at the pleasure of the Board.
Section 10
Meetings
A. Regular meeting will be held at a time/place determined by the Board of Directors. Preference will be given to having a breakfast meeting. Meetings will normally be held in or close to the Biloxi/Gulfport area.
B. A quorum shall be 25% of the full voting members on the rolls.
C. If emergency arises the president may call an emergency meeting.
D. A scheduled meeting may be cancelled by majority vote of members present at a prior meeting for a conflicting major event.
E. A meeting may be canceled by the BOD in the event of an emergency.
Section 11
CLUB CALL SIGN
A. The club call sign is: K5GDX
B. The President shall assign a trustee for the club’s Amateur Radio License.
C. The trustee shall:
1. Be a member of the club in good standing
2. Hold a valid Amateur Extra class license.
3. Not had his/her Radio Amateur license revoked or sanctioned at any time.
Section 12
AMENDMENTS
A. The Constitution may be amended by three-fourths (3/4) majority vote of the full members in attendance at the amending meeting at which a quorum is present. Written notice of the proposed amendment change shall be sent to all Full members of record at least thirty days prior to the amending meeting.
B. Proposals to amend the Bylaws must be presented in a regular meeting. A motion must be made at a meeting at which a quorum is present, in order for the proposal to be called to a vote. A two-thirds (2/3) majority vote of full members present is required for passage. No prior written notification is necessary.
Section 13
DISSOLUTION OF THE CLUB
A. Termination of Operations
1. In the event that the Board of Director votes that the Club should be dissolved, the motion for dissolution must receive more than a two thirds vote of the full membership on roll to pass.
2. Upon the dissolution of the organization, assets shall be distributed for one or more exempt purposes within the meaning of section 501(c) (3) of the Internal Revenue Code or corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose.
3. Any such assets not disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal office of the organization is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.
B. Disposition of Assets
1. The Board of Directors shall handle the liquidation of all assets of the club.
2. No member or group of members shall receive benefit from the assets.
3. All equipment will be sold and net proceeds donated to a nonprofit organization.
4. All remaining cash will be donated to a nonprofit organization.
Great Southern DX Association, Inc.
Constitution
7-31-2010
Constitution
Page 1
· Name
· Purpose
· Membership
· Officers and Board of Directors
Page 2
· Meetings
· Finances
· Parliamentary Authority
BYLAWS
Page 3
Section 1
· Membership
Page 4
Section 2
· Membership Committee
Section 3
· Removal From Membership
Page 4
Section 4
· Dues, Fees and Assessments
Page 5
Section 5
· Application Process
Section 6
· Resignation
Section 7
· Duties of Officers
Page 6
Section 8
· Nomination & Elections
Section 9
· Vacancies
Section 10
· Meetings
Section 11
· Club Call Sign
Page 7
Section 12
· Amendments
Section 13
· Dissolution of the Club
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