Tucson Ntrak ByLaws & Rules
By-Laws of the Arizona and Southwest Model Railroad Society
ARTICLE I: THE CLUB
Section 1: NAME
The Official name of the club shall be Arizona and Southwest Model Railroad Society but it may also be referred to as Tucson N-TRAK. Henceforth, in this document, the term The Club or Club will be used in place of the full name of the club.
Section 2: OBJECTIVE
The Club’s objective shall be the formation and maintenance of a not-for-profit association for the purpose of practicing, for the enjoyment and enlightenment of its members and promoting to the general public, the hobby of N Scale Model Railroading.
Section 3: FISCAL YEAR
The Fiscal Year of The Club shall be from January 1 to December 31.
Section 4: ELIGIBILITY OF MEMBERS TO VOTE
All regular and seasonal members in good standing, as defined below, are eligible to vote on the basis of one (1) vote per regular or seasonal member.
Should a voting member be unable to be present to vote, he/she may vote by a written proxy carried by another regular, seasonal or affiliate member.
ARTICLE II: MEETINGS
Section 1: QUORUM
A quorum shall consist of fifty-one percent (51%) of voting members in good standing attending a duly called regular or special meeting. Any meeting at which a quorum is not present may not transact Club business.
Section 2: ADJOURNMENT
Any meeting of the members, whether or not a quorum is present, may be adjourned by a simple majority (51%) of voting members present.
Section 3: CLASSES OF MEETINGS
Meetings of The Club shall be classified as follows:
a. ANNUAL MEETING. The first regular meeting following the start of the fiscal year shall be designated as the annual meeting.
b. BUSINESS MEETINGS. The first regular meeting of each month shall serve as a business meeting for the purpose of transacting Club business.
c. REGULAR MEETINGS. There shall be at least one meeting a month. The primary purpose of Club meetings is for the purpose of discussing and enjoying N Scale model railroading in all of its facets. When only one meeting is held each month then it shall serve as the business and/or annual meeting as well.
d. SPECIAL MEETINGS. Such meetings shall be held, following 10 days notification of members by telephone, on those occasions deemed necessary by the Board of Directors to conduct urgent business that can not or should not wait until the next regular business meeting. Voting members of the Club may call a special meeting by:
i. Requesting the Board of Directors to call such a meeting, or
ii. Requiring the Board of Directors to call such a meeting by presenting a petition signed by a simple majority of voting members.
e. WORK SESSIONS. Such sessions shall be held as deemed necessary to perform tasks or planning to further accomplish The Club’s goals and/or activities. No other business may be conducted at such work sessions lacking a quorum. A work session may be called by the President of The Club or his/her designee. Any voting member of the club may request that a work session be held to perform a particular task.
Article III: GOVERNING BODY
Section 1: BOARD OF DIRECTORS
The Board of Directors shall consist of the four officers of The Club as listed below and shall be responsible for governing the activities and meetings of The Club. The actions and recommendations of the Board of Directors shall be subject to approval by a simple majority of voting members of The Club unless otherwise defined herein.
All Club powers not specifically prohibited shall be vested in the Board of Directors.
The Board of Directors may meet as needed to help plan for regular full membership meetings.
Section 2: OFFICERS
The Club shall have four elected officers. All officers shall be regular members in good standing. Officers may not be elected without their consent. The titles and duties of the four officers shall be:
a. PRESIDENT. The President shall preside at all meetings of The Club. He/she shall appoint all standing and ad hoc committees and temporary or special offices and shall be an ex-officio member of all committees he/she appoints. He/she shall be responsible for the overall conduct of Club activities.
b. VICE-PRESIDENT. The Vice-President shall preside at meetings in the absence of the President.
c. TREASURER. The Treasurer shall serve as the Statutory Agent for The Club doing what is legally required to maintain the corporate status of The Club with the relevant authorities of the State of Arizona. Additionally, the Treasurer shall:
i. have custody of all Club funds and keep account of all Club assets.
ii. present to the membership a statement of such funds and properties as may be required.
iii. be responsible for the collection of dues and fees and for the disbursement of funds as approved by the membership.
iv. be responsible for the certification of regular and seasonal members in good standing for voting purposes.
The Treasurer shall preside at any meeting from which the President and Vice President are absent.
d. SECRETARY. The Secretary shall keep an accurate file of minutes of all Club meetings. He/she shall serve as The Club archivist and maintain a file of documents, including by-laws, relevant to The Club’s existence. He/she shall handle all official Club correspondence, including publicity, maintain, or arrange for the maintenance of a Club web site. He/she shall be responsible for notifying members of special meetings and approved changes to the By-Laws and Rules and Procedures of The Club. The Secretary shall preside at all meetings of The Club from which the President, Vice-President, and Treasurer are absent.
Section 3: TERMS OF OFFICE
The term of office for officers shall be two (2) years. Elections shall be staggered to prevent a complete change of officers in any given year. The President and Treasurer shall be elected in even numbered years while the Vice-President and Secretary shall be elected in odd numbered years.
Officers shall start their term on January 1 and end their term on December 31 of the relevant years.
Section 4: ELECTIONS
Elections of officers shall occur at the November Meeting of The Club.
Nominations for officers shall occur at the October meeting and shall be accepted from the floor with the concurrence of the person nominated. Additional nominations may be accepted prior to the actual vote in November.
Voting for each open position shall be by secret ballot of voting members of the Club in good standing present at the November meeting. A simple majority of votes cast is necessary for election.
In case a vacancy among the officers occurs, nomination and election of a replacement shall be conducted at the first business meeting after the vacancy is declared. Any nomination must have the concurrence of the individual nominated. Voting shall occur as noted above for regular elections.
An individual elected to fill a vacancy shall serve in that position until the next regularly scheduled election for that position.
ARTICLE IV: MEMBERSHIP
Section 1: ELIGIBILITY FOR MEMBERSHIP
Membership is open to any person actively engaged, or interested in becoming engaged, in the hobby of N Scale model railroading. Membership eligibility is subject to the membership classifications cited below.
Section 2: CLASSIFICATION OF MEMBERS
The following classifications of Members, with limitations as specified, shall be used.
a. REGULAR MEMBERSHIP. Regular members shall have full membership rights and responsibilities and may sponsor Affiliate Members. Regular Members must be at least sixteen (16) years of age.
b. SEASONAL MEMBERSHIP. Seasonal Membership is available to those individuals who reside in Arizona for only a part of each calendar year. Seasonal Members must be at least sixteen (16) years of age and will enjoy all the rights and responsibilities of Regular Members except that they will only pay prorated dues as noted below and will be exempt from serving as an officer of The Club.
Seasonal Members will pay the regular initiation fee upon application and thereafter pay, in advance, the regular monthly dues for those months during which they will be in residence in Arizona with a minimum of three months dues.
c. AFFILIATE MEMBERSHIP. Affiliate membership is available to household and immediate family members of Regular or Seasonal Members, or to other persons under the age of sixteen (16) years who are sponsored by a Regular Member. Affiliate Members enjoy all the rights of Regular members, except voting and serving as an officer, and are subject to all responsibilities of Regular Members except that of paying dues.
d. HONORARY MEMBERSHIP. Honorary membership may be conferred upon those persons deemed worthy by a vote of a majority (51%) of voting members of The Club. Honorary Member rights are limited to occasional use of Club facilities and visits to and participation in Club activities. Honorary Members shall not be exempt from responsibilities of Regular Members except that they shall not be required to pay dues, and are not required to participate fully in Club activities.
Section 3: RIGHTS OF MEMBERS
Members in good standing shall, subject to limitations of membership classification as previously listed, enjoy the following rights:
a. Voting on Club business on the basis of one (1) vote per regular or seasonal member.
b. Operation of equipment on The Club layout.
c. Participation in Club activities.
d. Attendance at Club meetings and other functions.
Section 4: RESPONSIBILITIES OF MEMBERS
Members of The Club shall have the following responsibilities, subject to limitations of membership classification.
a. Maintenance of member in good standing status by paying dues as specified in The Club Rules.
b. Adherence to Club Rules.
c. Attendance at Club meetings and other functions.
d. Participation in Club activities.
e. Promoting Club goals and activities.
f. Voting on Club Business.
g. Acceptance of “Majority Rule” concept when counter to ones own preferences.
h. Cooperation with others.
i. Honesty, integrity, and respect for the rights of others.
j. Reasoned opposition or objection to Club activities, policies, or goals in a timely manner instead of after the fact complaining.
k. Performance of duties or tasks to which one may be assigned or for which one may volunteer.
Section 5: APPLICATION FOR MEMBERSHIP
Application for membership shall be made by filling out an application for membership form and payment of the minimum dues and fees specified in Section 11 below.
Acceptance is subject to the applicant’s acceptance of the Member Responsibilities listed above, adherence to Club Rules and an approval vote by a majority of voting members in good standing who are present.
Section 6: LEAVE OF ABSENCE
Members in good standing may apply to the Board of Directors for a Leave of Absence in advance of the date on which it is to commence, and must provide advance notification of an anticipated date of reinstatement. While on official leave of absence the member is not obligated to pay dues.
Section 7: SUSPENSION
Members in arrears of payment of dues for three months are subject to automatic suspension of their rights as members.
Members in violation of Club Rules or who have not fulfilled Responsibilities of Members are subject to suspension at the option of the Board of Directors subject to approval by the voting members of The Club.
Section 8: DISMISSAL
Members in violation of Club Rules or who have not fulfilled Responsibilities of Members over a significant period of time are subject to dismissal. Dismissal shall occur upon recommendation by the Board of Directors and subject to approval by the voting members of The Club.
Section 9: REINSTATEMENT
Reinstatement of suspended/dismissed members shall be subject to approval by a majority vote of the voting members of The Club in good standing, and must take into account all of the criteria for acceptance of new members. Application for reinstatement must include payment of the lesser of (1) dues and fees assessed during the period of suspension/dismissal, or (2) new member fees.
Members on Leave of Absence shall be reinstated following adequate notification to the Board of Directors of their intention to be reinstated, and accompanied by payment of the current month’s dues.
Section 10: CLUB RESPONSIBILITY
The Club shall accept financial responsibility for property loaned to it providing consent for the loan has been obtained from the Board of Directors in advance of the loan itself.
The Club shall not be responsible for:
a. the property of Members or visitors left deliberately or inadvertently on The Club premises.
b. the property of Suspended or Dismissed Members or members on Leave of Absence left on The Club premises.
c. the property of Members or visitors donated to The Club.
d. any damage caused to the belongings of members or visitors while attending Club meetings or activities which is determined by the Board of Directors to have been preventable by diligence on the part of its owner.
e. any injury occurring to a Member, visitor, or guest which is due to negligence on the part of that person.
Section 11: DUES AND INITIATION FEES
The initiation fee for new regular and seasonal members shall be $25.00 and is payable upon application for membership. There will be no initiation fee for other classes of membership.
Club dues are set initially at $5.00 per month for each voting member. Dues shall be paid in advance and will be considered delinquent after the regular meeting for the month in question.
The amount of the initiation fee and the dues can be modified by the procedure used for Club Rules and Procedures and will be stated in and updated as those rules and procedures and revisions thereof are promulgated.
Article V: CLUB RULES AND PROCEDURES
The Club shall establish and maintain a set of Rules and Procedures governing the ongoing operation of The Club and its activities.
Rules and Procedures may be created and revised by a majority vote of those voting at a meeting where a quorum is present. To be voted on, draft rules and procedures must be presented to the members at a regular meeting at least one month prior to when the vote is to be conducted.
ARTICLE VI: DISSOLUTION
The Club may be dissolved, at a meeting duly called for this purpose, by a 2/3 majority vote of Regular and Seasonal Members in good standing present at the meeting called for this purpose.
Initial notice of the dissolution meeting schedule shall be given at a regular meeting of The Club at least one month prior to the proposed dissolution vote meeting. At this meeting, a provisional dissolution plan, including a proposed disposition of Club assets, shall be presented by the Board of Directors, discussed, modified as needed, and agreed upon by a simple majority of those voting members in good standing present at the meeting. This provisionally approved plan will subsequently be voted upon at the officially designated dissolution vote meeting.
In the event of dissolution, disposition of The Club’s assets shall be recommended by the Board of Directors as part of the provisional dissolution plan. Such disposition of assets must take into consideration the rights of all members of The Club.
All members shall receive notification of the dissolution vote meeting, along with the proposed disposition of assets, by first class mail at least 21 days prior to the dissolution vote meeting.
ARTICLE VII: AMENDING THE BY-LAWS
These by-laws may be amended by:
a. Recommendation by a majority of the Board of Directors , AND
b. Approval by a 2/3 majority of eligible voting members present at a meeting at which a quorum exists.
Notice of the amendment(s) vote shall be given at a prior regular monthly meeting. Additionally, all members shall receive, in person or by first class mail, notification of the meeting and copies of the proposed amendment(s) at least 21 days prior to the meeting.
Approved: March 9, 2009
Rules and Procedures of the Arizona and Southwest Model Railroad Society
The following rules and procedures are adopted and are subject to revision by a majority vote of Regular and Seasonal Members in good standing at a regular or special meeting.
1. INITIATION FEE
The initiation fee for new members shall be $25.00 and is payable upon application for Regular or Seasonal membership. The same fee may apply to applications for reinstatement of suspended or dismissed members. There is no initiation fee for other classes of membership.
Club dues shall be at the rate of $5.00 per month for each Regular or Seasonal Member. Dues are payable one month in advance, and are considered delinquent after the regular meeting for the month in question.
Standing committees may be established to deal with on going activities of The Club. Ad Hoc committees may be established to deal with a specific issue, item or event. Committees, their members, and chairmanship shall be suggested by The Club President with advice and approval by the general membership. Committees that no longer serve a useful purpose may be dissolved with the consent of the general membership.
Current Standing Committees are:
a. Module Construction and Maintenance
c. Event Planning and Scheduling
4. MODULE SPECIFICATIONS
All modules intended for use in inter-club layouts must meet N-TRAK specifications as to construction and track placement. Exceptions are as follows:
a. Modules having non-standard track placement may be installed and operated as a unit providing that the owner provides suitable transition from standard modules.
5. OPERATING RULES
The following Rules shall apply for operation at shows and at Club operating sessions.
a. Club dues must be paid up.
b. All members are to assist in preparation and transportation of modules and ancillary equipment to and from shows, including set up at and tear down at shows. Those members who participate in the transport and set up of the modules at a show shall have first priority for run time on the layout.
c. No person shall set up, take down, modify, or operate his/her trains on the diorama trackage of another person without the permission of the module owner. Following set up, all carrying cases, boxes, and other personal property shall be stored in an out of the way area.
d. No person shall leave his/her train running unless he/she has arranged with another operator to watch it.
e. No train is to be stored on the layout tracks while the operator is not in attendance.
f. Setting up or placing a train on the tracks shall not interfere with the ongoing operation of the layout.
g. Maximum train lengths may be established depending on the layout size and configuration.
h. No individual is entitled to more than two (2) train setups on the layout at one time.
i. Visitors and guests may operate on The Club layout subject to the above restrictions.
j. Modules may not be removed temporarily from The Club layout, or removed early from a show layout, unless provision is made by their owner to substitute for them, either by installation of a “bridge” or of another module.
k. A layout superintendent shall be designated for each train show to oversee layout usage.
Adopted: March 9, 2009