BY-LAWS
WESTERN NORTH CAROLINA PILOTS ASSOCIATION, INC.

CONTENTS

ARTICLE NAME PAGE

ARTICLE I - Name

ARTICLE II - Offices

ARTICLE III - Organization

ARTICLE IV – Motto

ARTICLE V – Purpose

ARTICLE VI – Membership

ARTICLE VII – Membership payments

ARTICLE VIII – Membership Meetings

ARTICLE IX – Annual Membership Meeting

ARTICLE X – Special Membership Meeting

ARTICLE XI – Board

ARTICLE XII – Special Meeting

ARTICLE XIII – Officers

ARTICLE XIV – President

ARTICLE XV – Vice-President

ARTICLE XVI – Secretary

ARTICLE XVII – Treasurer

ARTICLE XVIII – Membership Chairperson

ARTICLE XIX – Association Finances

sARTICLE XX – Surplu

ARTICLE XXI – Amendments and Dissolution



ARTICLE I - Name

SECTION 1. Name.
The Western North Carolina Pilots Association, Inc. (WNCPA).


ARTICLE II - OFFICES

SECTION 1. Principal Office
P.O. Box 7512, Asheville, NC 28807

SECTION II. Registered Office
1428 Patton Avenue, Asheville, NC 28806


ARTICLE III – ORGANIZATION

SECTION 1. Organization.
The WNCPA is organized as a non-profit corporation for the purpose set forth in Article V.


ARTICLE IV – MOTTO

SECTION 1. Motto.
Confertus ad Deum et universum (Close to God and universe).

ARTICLE V – PURPOSE

SECTION 1. Purpose.
a. Promote aviation safety.
b. Provide aviation education.
c. Further interest in aviation.
d. Represent pilots.
e. Aid and assist fellow pilots.
f. Provide social environment and fellowship.
g. Acquire, own, hold, sell, lease, pledge, mortgage or otherwise dispose of any property, real or personal, necessary to the operation.

Revised 3/1/1991

ARTICLE VI – MEMBERSHIP

SECTION 1. New Members.
New members may be admitted after applications and proof of qualification has been presented to the Membership Chairperson. The Board shall approve any application before membership is effective.

SECTION 2. Membership Categories.
a. Pilot Member.
Any person licensed as a pilot shall be entitled to a Pilot Membership. A Pilot member shall be entitled to all rights, titles, privileges, offices. and ranks as such member.
b. Student Member.
Any person currently licensed as a student pilot shall be entitled to a Student membership. Such members shall have voting privileges. They may serve on committees.
c. Associate Member.
d. Any person with an interest in aviation and is not entitled to membership either as a Pilot or Student member shall be entitled to Associate Membership. They may serve on committees.
e. Honorary Member.
Honorary membership shall be extended to those persons to whom the members, by a simple majority, may confer such membership.

SECTION 3. Membership Certificates.
Upon admittance each new member shall be issued a Certificate of Membership on a form approved by the Board.

SECTION 4. Withdrawal.
A member may withdraw upon notification to the Secretary in writing, or by delinquency as defined in ARTICLE VII, Section 3.

SECTION 5. Expulsion.
A member may be expelled by a two-thirds vote of the members voting at any regular or special membership meeting. Thirty (30) days notice shall be given to any such member. That member shall have the right to be heard either in person or by representative counsel at the membership meeting.

Revised ?

ARTICLE VII – MEMBERSHIP PAYMENTS


SECTION 1. Application Fees.
Persons applying for membership shall submit with their completed application an application fee of five dollars ($5.00) along with the prorated yearly dues of one dollar ($1.00) per month for each month remaining in the current calendar year or such dues as set by the Board. Honorary members are exempt from fees.

SECTION 2. Annual Dues.
Each member shall be assessed annual dues as set by the Board. These dues are due and payable for the coming year on January 1st of each year. The annual dues are set by the Board. Honorary members are exempt from dues.

SECTION 3. Delinquency.
Any member who has failed to pay dues or any other sum due within thirty (30) days after said sums are due, shall be considered a delinquent member and shall be suspended from the Association and prevented from engaging in any Association activity. If a delinquent member fails to pay any sum owed or fails to make suitable arrangements for payment thereof within thirty (30) days of the due date, that member shall be considered as indicating her/his intention to withdraw from the Association.

ARTICLE VIII – MEMBERSHIP MEETINGS

SECTION 1. Date, Time and Place.
The date, time and place of membership meetings shall be set by the Board.

SECTION 2. Quorum.
At any membership meeting, a quorum shall consist of twenty-five (25) percent of the voting members who are in good standing.

SECTION 3. Presiding Officer.
The President, or in her/his absence the Vice-President, shall preside. In the absence of both the President and Vice-President, the Secretary shall preside. In other situations, Robert’s Rules of Order shall prevail.

SECTION 4. Voting.
At any membership meeting, each member in attendance will have one vote. A majority vote of the members present is necessary for the adoption of any resolution or for the election of a member to the Board.


Revised 3/1/1991
S
ECTION 5 Notices.
If all members are present at a given time, any business may be transacted without previous notice.

SECTION 6. Procedures.
Parliamentary procedures will be followed at all membership meetings. (Robert’s Rules of Order).

SECTION 7. Minutes.
Minutes will be kept of all proceedings.


ARTICLE IX – ANNUAL MEMBERSHIP MEETINGS

SECTION 1. Date, Time and Place.
The annual meeting of the Association shall be held during the month of October at a time and place determined by the Board.

SECTION 2. Notices.
Written notice of the annual meeting will be mailed to each member at
her/his last known mailing address at least ten (10) days prior to the
meeting date. If all members are present at a given time, any business may be transacted without previous notice.

SECTION 3. Election.
At the annual meeting, the members shall elect by ballot the Directors and Officers.

Revised 3/1/1991

ARTICLE X - SPECIAL MEMBERSHIP MEETING

SECTION 1. Called Meeting
A special meeting of the membership may be called by the following:
a. The President.
b. The Directors by a simple majority.
c. The members, by a written petition of at least 10% of the membership

SECTION 2. Notice
It shall be the duty of the Secretary to inform the membership of any special meeting within thirty (30) days after such a demand. Notice stating the time, the place and the purpose, will be mailed to each member at her/his last known mailing address at least ten (10) days prior to the meeting date. If all members are present at a given time any business may be transacted without previous notice.


ARTICLE XI - BOARD

SECTION 1. Members.
The Board shall consist of the following twelve (12) members:
a. Directors – Six (6).
b. Officers – Five (5).
c. Immediate Past President – One (1).
Each year, two (2) Directors shall be elected to the Board to serve three (3) year terms. The initial year will be handled as follows: Two (2) Directors will be elected for three (3) years, two (2) will be elected for two (2) years and two (2) will be elected to serve one (1) year.

SECTION 2. Qualifications.
All Directors and Officers shall be a member in good standing of the Club and be at least eighteen (18) years of age.

SECTION 3. Installation.
The Directors and Officers shall be installed at a meeting set by the
Board.

Revised 3/1/1991
SECTION 4. Meetings.
The meetings of the Board shall be held regularly and shall be called at a time and place to be determined by the Board. No later than one (1) month after the annual meeting, the newly elected Directors and Officers shall meet with the out-going Board to organize for the incoming year and to transact any necessary business.

SECTION 5. Quorum.
Five (5) Board members shall constitute a quorum at all Board meetings.

SECTION 6. Majority.
The majority vote of the Board members shall be necessary to pass any resolution or authorize any act of the Board.

SECTION 7. Minutes.
The Board shall keep a complete record of all proceedings. A statement showing in detail the condition and the affairs of the Association shall be presented at the regular meeting of the Board.

SECTION 8. Assignment of Duties.
The Board may assign to any consenting member any duty or office which the Board deems appropriate and necessary to the conduct of the Association and which is not otherwise expressly provided for in these by-laws.

SECTION 9. Outside Services.
The Board may engage salaried personnel from outside the membership to perform such services in behalf of the Association as the membership deems appropriate and necessary.

SECTION 10. Enforcement of the Rules and Regulations.
The Board shall enforce all rules and regulations, as approved by the membership, pertaining to the operation of the Association and to the use of Association property.

SECTION 11. Renumeration.
The Board shall serve without compensation or reward.

Revised 3/1/1991
SECTION 12 Vacancies.
In case of a vacancy on the Board, other than that of President, the membership shall fill such vacancy by election from the membership at the next regular meeting. If the Office of the President becomes vacant, the Vice-President shall become President and the membership shall elect a new Vice-President from the membership at the next regular meeting.

ARTICLE XII - SPECIAL BOARD MEETING

SECTION 1. Called Meetings.
Special meetings of the Board may be called by the following:
a. The President.
b. The Board members by a simple majority.
c. Members of the Association, by a written petition of at least 10% of the membership.

SECTION 2. Notice
Notice of any special meeting of the Board stating the time, the place and the purpose shall be mailed or personally given to each Board member not later than three (3) days before the meeting date.


ARTICLE XIII - OFFICERS


SECTION 1. Officers of the Association.
The Officers shall consist of a President, Vice-President, Secretary, Treasurer and Membership Chairperson.

SECTION 2. Election.
The Officers shall be elected from the membership at the first meeting after organization and thereafter at the regular annual meeting.

Revised 3/1/1991
SECTION 3. Tenure in Office.
The Officers shall hold office for twelve (12) months beginning January 1 and/or until their successors are elected and qualified.

SECTON 4. Serving on the Board.
The Officers shall serve as members of the Board.

ARTICLE XIV - PRESIDENT


SECTION 1. Duties.
The President shall be responsible for the following:
a. To be the Chief Executive Officer of the Association.
b. To preside at all meetings of the membership and of the Board.
c. To call special meetings of the Board.
d. With the exception of checks, to execute with the secretary, in the name of the Association all certificates of membership, contracts and instruments which have been approved by the Board.
e. To co-sign checks executed in the name of the Association as appropriate.
f. To be responsible to the membership and to the Board for the operation of the Association.
g. To enforce all decisions of the membership and of the Board.
h. To recommend for approval to the membership all operational rules of the Association.
i. To report to the membership, with recommendations, all violations of such rules by any member.


ARTICLE XV - VICE-PRESIDENT

SECTION 1. Duties.
The Vice-President shall be responsible for the following:
a. The Vice-President shall be vested with all the powers and shall perform the duties of the President in cases of her/his absence.
b. The Vice-President shall perform such duties connected with the operation of the Association as she/he may undertake at the suggestion/direction of the President or Board.


ARTICLE XVI - SECRETARY


SECTION 1. Duties.
The Secretary shall be responsible for the following:
a. To keep minutes of the proceedings of membership meetings and meetings of the Board.
b. To the giving and serving of notice of all meetings of the membership and of the Board.
c. To keep the following: A proper membership listing showing the name of each member, the by-laws of the Association, the seal and such other books and papers as the Board or membership may direct.
d. To execute with the President, in the name of the Association, all certificates of membership, contracts and instuments which have been approved by the Board.
e. In the absence or disability of the Treasurer and under the direction of the President, to execute, in the name of the Association, checks for the expenditures authorized by the Board.
f. To perform all duties incident to the office of Secretary, subject to the control of the Board.
g. To perform such duties as she/he may undertake at the suggestion/direction of the President.


Revised 3/1/1991

ARTICLE XVII – TRESURER

SECTION 1. Duties.
The Treasurer shall be responsible for the following:
a. To sign checks for the expenditure authorized by the Board.
b. To receive and deposit all funds of the Club in a financial institution selected by the Board.
c. To pay out funds by check only.
d. To account for all receipts, disbursements and balances on hand.
e. To provide a monthly report of the financial status of the Association to the Board and to the membership.
f. To inform the President when a member is delinquent; to notify that member when such deliquency occurs.
g. To perform all duties incident to the office of the Treasurer subject to the control of the Board.
h. To perform such duties as she/he may undertake at the suggestion/direction of the President.


ARTICLE XV111 – MEMBERSHIP CHAIRPERSON


SECTION 1. Duties.
The Membership Chairperson shall be responsible for the following:
a. To solicit new membership.
b. To ascertain the qualifications of all prospective members and to present applications to the Board.
c. To perform such duties as she/he may undertake at the suggestion/direction of the President.


ARTICLE XIX - ASSOCIATION FINANCES


SECTION 1. Authorization of Expenditures.
No member, Officer, Director or any other individual may authorize expenditures or obligate the Association financially without the expressed approval of the Board.

Revised 3/1/1991
SECTION 2. Reimbursements.
Individual members will be reimbursed for any personal expenditures for the Association operation or benefit provided such expenditures have been approved by the Board.


ARTICLE XX – SURPLUS


SECTION 1. Net Surplus.

The disbursement of any such funds shall be determined by the Board. . In any event, the net savings or surplus shall not be disbursed to any member or members for their personal use.


ARTICLE XXI – AMENDMENTS AND DISSOLUTION


SECTION 1. Change of by-laws.
These by-laws or any part thereof may be repealed, altered, amended or new by-laws adopted by majority vote at any business meeting. All such changes shall be submitted in writing to the Board or by personal appearance at a regular Board meeting before being submitted to the membership. The Board shall bring such changes before the membership with recommendation(s). A recommendation for approval of any change will require a majority vote of the Board.

SECTION 2. Dissolution.
Dissolution requires the recommendation of the Board and the approval by majority vote of the members at a called meeting. The meeting shall not be held until after a thirty (30) day written notification of purpose has been distributed to the membership.


SECTION 3. Distribution upon Dissolution.
No part of the net earnings of the Association shall inure to the benefit of any Officer, Director or member of the corporation. Upon dissolution, the assets of the Association shall be, after due provisions have been made for the satisfaction of all liabilities and obligations of the Association, distributed to another association or associations organized for the purposes substantially similar to the purpose for which this corporation was organized.
Revised 3/1/1991