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TCI Board of Directors
TCI
Officers
TCI
Regional Vice Presidents
TCI
Scholarship Trustees
TCI
Bylaws
TCI
Board of Directors
Terry
Beek
TCI Regional Vice President, Canada
Past President, TCM
Transportation Club of Moncton
100 Midland Drive
Dieppe, NB E1A 6X4 CA
Tel: 1-506-858-7667
beek.terry@midlandtransport.com
Anita
Bene
Secretary,
Scholarship Trustee
1325
Calla Avenue
Norfolk, VA 23503
anitabene@cox.net
Bill
Blair
TCI Scholarship Trustee
Past President, ITMA
A
B Plant Shipping USA LLC
14614 Falling Creek, Suite 132
Houston, TX 77068
Office: 281-781-7437
abplantusa@gmail.com
Caci
Case
TCI President
Past President, Northwest Georgia Transportation
Club
Past President, Chattanooga Transportation Club
Xpress Global Systems
Subsidiary of U.S. Xpress Enterprises, Inc.
1537 New Hope Church Road
Tunnel Hill , GA 30755
Office: 1-706-673-1658
Mobile: 1-423-280-7964
Fax: 1-706-673-7998
ccase@xgsi.com
Valerie
Clark
TCI
Regional Vice President, U.S. West
President, Denver Transportation Club
AIM National Lease
4436 Ward Avenue
Loveland, CO 80538
Office:
Mobile: 303-588-6777
Fax:
galpalval22@yahoo.com
Katie
Dejonge
TCI Treasurer/Executive Director
TCI Headquarters
P.O. Box 2223
Ocean Shores, WA 98569
Office: 1-877-858-8627
tci@sprintmail.com
Lynn
Donovick
TCI Executive Vice President at Large
Past President, HTPA
Martin Midstream
Partners
Three Riverway, Suite 400
Houston, TX 77056
Office: 1-713-350-6886
Mobile: 1-713-825-4182
Fax: 1-713-350-2886
Lynn.Donovick@martinmlp.com
Gay
Fielding
TCI Vice President At Large
Past President, TCI
Ace
Bayou Corp
PO Box 3308
New Orleans, LA 70177
Office: 800-242-5355
Fax: 504-276-6182
gay@acebayou.com
Vernon
Graham
TCI Vice President, International
Arizona Chemical Company, LLC
4600 Touchton Road, Suite 1200
Jacksonville, FL 32246
Office: 904-928-8831
Mobile: 904-703-5943
vernon.graham@azchem.com
Joe
Hamm
TCI Executive Vice President, Club Development
Three Rivers
Logistics
P.O. Box 512
St. Stephens Church, VA 23148
Office: 804-769-3493
Mobile: 804-769-3494
Fax: 804-441-3866
joe.hamm@landstarmail.com
Dominic
Jengo
TCI Regional VP,
U.S. Northeast
National Freight Audit
190 Moore Street
Hackensack, NJ 07601
Office: 201-342-5222
Fax 201-342-5223
dominicj@att.net
Denny
Lydic
TCI Vice President At Large
Past President, TCA
423 Cove Dr.
Marietta, GA 30067
404-516-3669
dlydic@optionalspace.com
Mary
Mier
TCI Credentials Committee
Aerotyme Inc.
P.O. Box 20048
New Orleans, LA 70141
Office: 1-504-469-3243
mmier3@bellsouth.net
Amber
Miller
TCI Regional VP, U.S. Southeast
Access America
Transport
1110 Market Street, Suite 315
Chattanooga, TN 37402
Office: 1-866-272-2057 ext. 128
Fax: 1-866-556-9582
Mobile: 1-423-693-6152
amiller@accessamericatransport.com
Ken
Opperman
TCI
Executive Vice President, Marketing & Sales
Secretary/Treasurer,
Traffic Club of Memphis
Jamac Logistics
5176 E. Holmes Road
Memphis, TN 38118
Office: 901-369-9599
Fax: 901-369-9499
Mobile: 901-488-0669
ken.opperman@jamaclogistics.com
Daniel
Pallme
TCI Vice President, Education
University of Memphis
Director of the Freight Transportation
Leadership Academy
302 Engineering Adminstrative Building
3815 Central Avenue
Memphis, TN 38152
Office: 901-678-2688
Mobile: 901-553-2875
depallme@memphis.edu
Brad
Reinhardt
TCI First Vice President
President, Traffic Club of St.
Louis
USA Trucks SCS
1000 Access Boulevard
Madison, IL 62060
Office: 618-451-2266
Fax: 618-806-2285
Mobile: 618-806-4411
brad.reinhardt@usa-trucks.com
Jason
Roberts
TCI Vice President, Business Process
Innospec
Fuel Specialties
8375 South Willow Street
Littleton, CO 80124
Mobile: 612-812-1646
Fax: 952-892-0900
jason.roberts@innospecinc.com
Danny
Schnautz
TCI Regional VP, U.S. Mid-Central
Past President, TCH
Clark Freight
Lines, Inc.
P.O. Box 5250
Pasadena, TX 77508-5250
Office: 281-487-3160 X108
Fax: 281-487-3273
danny@clarkfreight.com
Dennis
Tam
Chairman of the Board
Ex-Officio Member, Scholarship Committee
DJ Railcar Services, Inc.
24430 I-45 Suite F
Spring, TX 77386
Office: 1-281-298-9700
Fax: 1-281-298-9740
djrail296@aol.com
Betty
Vernon
(Retired - 30 April 2008)
Past President, TCI, HTPA, ITMA
BettyVernon@netscape.net
TCI
Executive Committee
Anita
Bene
Caci Case
Katie Dejonge
Lynn Donovick
Gay Fielding
Vernon Graham
Joe Hamm
Denny Lydic
Ken Opperman
Dan Pallme
Brad Reinhardt
Jason Roberts
Dennis Tam
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TCI
Chairman of the Board
Dennis
Tam
Chairman of the Board
djrail296@aol.com
TCI
Officers
Top
TCI
Regional Vice Presidents
See
Map for Regional VP Territories
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Danny
Schnautz
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Amber
Miller
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Regional
Vice President
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Regional
Vice President
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U.S.
Mid-Central
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U.S.
Southeast
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Valerie
Clark
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Terry
Beek
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Regional
Vice President
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Regional
Vice President
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U.S. West
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Canada
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TCI
Scholarship Trustees
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TCI
Bylaws
ARTICLE
I
NAME
The
name of this organization shall be: TRANSPORTATION CLUBS
INTERNATIONAL.
ARTICLE II
OBJECTIVES
The
objectives of this organization shall be:
1.
To articulate at the grass roots level, through member
clubs and individuals, the importance of traffic/transportation
and related fields to every individual and to every
economic structure throughout the world.
2.
To promote the general welfare of member clubs and their
members.
3.
To provide an international forum for local traffic
and transportation organizations.
4.
To stimulate and establish a dialogue among its members
on subjects of national and international transportation
importance.
5.
To promote education in the fields of traffic/transportation
and related fields.
ARTICLE III
MEMBERSHIP
SECTION
1. MEMBERSHIP CLASSIFICATION: The organization shall
have five (5) classes of membership. The designation
of such classes and qualifications of members shall
be as follows:
SECTION
2. TRAFFIC /TRANSPORTATION CLUB: Any bona fide traffic/transportation
club whose membership includes representatives of both
carriers and shippers which indicate an interest in
the objectives of the organization, and which hold six
(6) meetings per year.
SECTION
3. INDIVIDUAL: Any individual of good character
who may be interested in the work of the organization
and indicates a desire to support its objectives.
SECTION
4. COMPANY: Any firm or institution which may be
interested in the work of the organization and indicates
a desire to support its objectives.
SECTION
5. ASSOCIATE: Any student fraternity/sorority group
whose main objectives deal with traffic and/or transportation
matters, which group is associated with a university
or college.
SECTION
6. HONORARY: Any individual company or institution
who or which renders an outstanding service or contribution
to the support of the organization. The Board of Directors
shall be the sole judge of the individual, company or
institution entitled to this award.
SECTION
7. The term "member" as used shall refer
to any organization or individual falling into any of
the above categories and shall be appropriately interpreted
according to the manner in which it is used.
APPLICATION
FOR MEMBERSHIP
SECTION
8 (a). Each application for TRAFFIC/TRANSPORTATION
CLUB and ASSOCIATE membership must be made in writing
on proper application form accompanied by the names
and addresses of officers. Applications shall be signed
on behalf of the organization.
SECTION
8 (b). Each application for INDIVIDUAL membership
must be made in writing on the proper application form,
signed by the applicant and sponsored by a Sustaining
member in good standing and forwarded to the principal
offices of the organization.
SECTION
8 (c). Each application for COMPANY MEMBERSHIP must
be made in writing on the proper application form. Application
shall be signed on behalf of the applicant by an officer
or authorized agent and forwarded to the principal offices
of the organization.
SECTION
8 (d). Each application, with the exception of INDIVIDUAL
and COMPANY membership, shall be referred to the Board
of Directors, who shall have complete jurisdiction over
applications. Acceptance shall be by two-thirds (2/3)
affirmative vote of the members of the Board of Directors
present and voting.
RIGHTS
& PRIVILEGES OF MEMBERSHIP
SECTION
9 (a). All members shall be entitled to all privileges
of the organization and shall be entitled to representation
through accredited delegates, as provided in these Bylaws,
to one vote on each matter submitted to a vote of the
members, with the following exception:
SECTION
9 (b). INDIVIDUAL members shall receive a certificate
of membership, and material distributed by the organization,
but shall have no right to vote except as a duly selected
delegate from a member club.
SECTION
9 (c). HONORARY, COMPANY and ASSOCIATE members shall
not hold office unless exception is made by the Board
of Directors. Exception shall be by two-thirds (2/3)
affirmative vote of the Board of Directors present and
voting.
REMOVAL
FROM MEMBERSHIP
Membership
in this organization shall terminate as follows:
SECTION
10 (a). Any member may resign by filing a written
resignation with the principal officers of the organization,
or
SECTION
10 (b). The membership of any member who becomes
ineligible by virtue of failing comply with qualifications
for membership as prescribed by these Bylaws shall automatically
be terminated, or
SECTION
10 (c). The Board of Directors, by affirmative vote
of not less than three-fourths (3/4) of all members
of the Board present and voting, may suspend or expel
a member for failure to pay any indebtedness owing by
such member to the organization within sixty (60) days
after payment if due, or for violation of the Bylaws,
or for other good and sufficient reason, after an appropriate
hearing.
SECTION
10(d). Upon termination of membership as provided
above, the rights of a member to vote, and all other
rights, privileges, and interests in the organization,
its rights, privileges and property shall cease. Any
dues that may have been paid in advance shall be returned,
provided that termination of membership shall not relieve
any member of its obligation to the organization theretofore
accrued.
REINSTATEMENT
OF MEMBERSHIP
SECTION
11. Upon written request signed by a former member
whose membership has been terminated, the Board of Directors
may by an affirmative vote of not less than three-fourths
(3/4) of the members of the Board present and voting,
reinstate such former member to membership upon such
terms as the Board of Directors may deem appropriate.
ARTICLE IV
BOARD OF DIRECTORS AND EXECUTIVE COMMITTEE
GENERAL POWERS
SECTION
1. Except as otherwise provided by law or these
Bylaws, the affairs of the organization shall be managed
by its Board of Directors.
SECTION
1 (a). EXECUTIVE COMMITTEE: The Executive Committee
shall consist of Chairman of the Board, President and
CEO, First Vice President, Executive Vice Presidents,
Executive Director/Treasurer, Secretary, Chairman of
the Past Presidents' Advisory and all 4 Regional Vice
Presidents. The President/CEO may appoint one or more,
with a maximum of six, Vice Presidents at Large from
time to time to carry out the plans and objectives of
the organization.
COMPOSITION
SECTION
2. The Board of Directors shall consist of (a).
Executive Committee: Chairman of the Board, President
and CEO, First Vice President, Executive Vice-Presidents
Executive Director/Treasurer, Secretary, Chairman of
the Past Presidents Advisory. In addition, the President
may from time to time appoint "six Vice Presidents
at Large". (b). Regional Vice Presidents: 4 Regional
Vice Presidents; (c). Program Directors: (d). (e). Ex-Officio
members: Past-Presidents.
ELECTION
AND TENURE
The
manner of election and terms of office shall be as follows:
CHAIRMAN
OF THE BOARD
SECTION
3 (a). The Board may elect the retiring president
or elect a chairman from among the Members of the Board.
The Chairman shall hold offices for a term of Two (2)
years or until a successor is elected and inducted into
office.
EXECUTIVE
COMMITTEE
SECTION
3 (b). The principal officers (Executive Committee)
shall be elected by the delegates at the annual meeting
and shall hold office for a term of Two (2) year or
until their successors have been elected and inducted
into office. The Chairman of the Past President's Advisory
shall be the immediate past Chairman of the Board of
Directors.
REGIONAL
VICE PRESIDENTS
SECTION
3 (c). The Regional Vice Presidents shall be elected
by the delegates at the Annual Meeting and shall hold
office for a term of two (2) years or until their successors
have been elected and inducted into office.
SECTION
3 (d). All Officers and Regional Vice Presidents
shall be members in good standing in a Traffic Club
affiliated with the organization and shall, during their
terms of office, automatically become Delegates at Large
to all meetings of the organization.
SECTION
3 (e). All Officers and Regional Vice Presidents,
and Directors shall be members in good standing in a
Traffic Club affiliated with the organization and shall,
during their terms of office, automatically become Delegates
at Large to all meetings of the organization.
ELECTION
PROCEDURES
SECTION
4 (a). Principal Officers - The Chairman of the
Board shall appoint a Nominating Committee consisting
of a Chairman and not less than four (4) members to
receive nominations for the principal offices. These
candidates must have served a minimum of one year as
a member of the Board of Directors. The four (4) members
shall automatically include the President and the First
Vice President. The First Vice President shall ascend
to office of President without opposition. The election,
by the Delegates, shall be held at a time and place
during the Annual Meeting as shall be designated by
the Chairman of the Board.
SECTION
4 (b). Regional Vice Presidents - The President
and CEO shall appoint a Nominating Committee consisting
of a Chairman and not less than four (4) members to
receive nominations for the offices of Regional Vice
Presidents, provided that the Committee shall exercise
due regard for diversity of vocation and geographical
location in seeking candidates for the offices of Regional
Vice Presidents. The Committee shall be appointed at
least ninety (90) days in advance of the Annual Meeting.
Half
of the regions in the U.S. and half of the regions in
Canada will be elected each year (i.e. half in even
years (East-Southeast); half in odd years (Central -West)
and Mexico -Canada will be held every other year.
Candidates
should be submitted to headquarters prior to the Annual
Meeting in order to formulate ballots.
Election
will be by ballot vote by delegates in attendance at
the Annual Meeting according to Article VII Section
4 and 5.
EXECUTIVE
DIRECTOR/TREASURER
SECTION
4 (c). The Executive Director/Treasurer shall be
appointed by the Executive Committee, subject to the
approval of the Board of Directors, and shall serve
at the will of the Board. The Executive Director/Treasurer
will report directly to the Executive VP of Business
Process.
NOMINATING
COMMITTEE
SECTION
4 (d). The names of the Nominating Committee will
be distributed to the Members of the Board and Member
Clubs sixty (60) days in advance of the Annual Meeting.
SECTION
4 (e). The Committee shall post its report at the
Credentials Desk during the Annual Meeting. Prior to
the morning of the final business session of the Annual
Meeting, any delegate present shall have the privilege
of submitting to the Secretary nominations for the office
of Regional Vice President. Voting and installation
will be at the final business meeting of the Annual
Meeting.
SECTION
4 (f). If more than one candidate has been nominated
for an office, the Secretary shall prepare ballots for
distribution to the delegates at the opening of the
afternoon session. Election shall be by ballot vote
and candidate or candidates receiving the largest number
of votes shall be declared elected.
SECTION
4 (g). Where only one(1) candidate has been nominated,
election may be by voice vote or general consent.
DISQUALIFICATION
OF OFFICERS, REGIONAL
VICE PRESIDENTS AND DIRECTORS
SECTION
5. Any member of the Board, as provided for in Article
IV Section 2, who fails to maintain good standing in
a Traffic Club affiliated with the organization shall
be automatically discharged from the Board of Directors.
VACANCIES
SECTION
6 (a). The President shall fill unexpired terms
of Executive Vice President's, Regional Vice Presidents
and executive Vice Presidents shall fill the unexpired
terms of Program Directors when vacancies occur. He/she
shall notify the Board of Directors of such appointments
at the next regular Board meeting.
SECTION
6 (b). A vacancy on the Executive Committee shall
be filled by nomination by the executive Committee and
election at the first meeting of the Board of Directors
following the vacancy, provided that the President may
temporarily appoint someone in an acting capacity until
the vacancy is filled by the Board.
EXPENSES
SECTION
7. National Officers, Regional Vice Presidents and
Directors of the organization shall serve without pay.
The Board of Directors may provide for the payment of
expenses, except travel, lodging and meals, on behalf
of the Secretary in the conduct of his/her elected office.
The remuneration of the Executive Director and his/her
expenses in the conduct of the administrative offices
shall be at the discretion of the Board of Directors.
In no case, however, shall expenses be contracted or
allowed in excess of the estimated revenues received.
MANNER
OF ACTING
SECTION
8. Except as otherwise provided by law of these
Bylaws, the act of a majority of the Board of Directors
present at a meeting at which a quorum is present shall
be the act of the Board of Directors.
QUORUM
SECTION
9. Except as otherwise provided in these Bylaws,
five (5) members of the Executive Committee or fifteen
(15) members of the Board of Directors shall constitute
a quorum for the transaction of business by the respective
bodies.
ARTICLE
V
DUTIES OF THE OFFICERS
SECTION
1. Chairman of the Board: The Chairman of the Board
shall perform the duties usually assigned to that office.
He/she shall preside at all meetings of the Board and
shall have the power to designate a Member of the Board
to preside in his absence. The Chairman of the Board
shall appoint a Nominating Committee, consisting of
a Chairman and not less than four (4) members, to nominate
candidates for the principal officers (Executive Committee).
SECTION
2. President and CEO: The President and CEO shall
perform the duties usually assigned to that office,
including appointing additional Regional Vice Presidents
to serve until the next regular annual meeting. He/she
shall appoint all Committees along with the Executive
Vice Presidents, except when otherwise provided for
by resolution. The President shall appoint a Nominating
Committee, consisting of a Chairman and not less than
four (4) members, to seek nominations for the offices
of Executive Vice Presidents, Regional Vice Presidents.
He/she will be responsible for first contact and communication
with the four (4) Executive Vice-Presidents, Chairman
of Nominations-Awards/TCI Person of the Year. By and
with the advice of the Board of Directors, he/she shall
exercise the power and influence of the organization
toward the end for which it exists. He/she shall be
responsible for calling all meetings of the organization,
including all meetings of the Board of Directors. Term
of the President and CEO shall be for 2 (Two) years.
SECTION
3 (a). Vice Presidents: First Vice President shall
perform such duties as assigned by the President and
CEO. Be responsible for day to day operations including
supervision and management of the Regional Vice President's,
and assist the President and CEO with the Executive
Vice President's and their program Directors. The First
Vice President will also be the TES liaison on behalf
of TCI working in collaboration with the annual and
Mid-term meetings program Directors team. Term of First
Vice president shall be 2 (Two) years.
SECTION
3 (b). Second Vice President has been eliminated.
SECTION
3 (c) Executive Vice Presidents: The 4(Four) Executive
Vice Presidents as officers will be in charge of the
verticals which will consist of Exec VP of Business
Process, Exec VP of Education, Exec VP of Marketing
and Sales and Exec VP of Club Development. They will
report to the President and CEO, First Vice President
and have the Regional VP's act as Liaison to their specific
business units from the field clubs and members.
The
Executive VP of Business Process will have the following
Program Directors and responsibilities:
The
Executive Director/Treasurer offices will be combined
and shall perform the usual duties of the office and
any additional duties assigned by the President or Board
of Directors; The Executive Director/Treasurer will
report directly to the Executive VP of Business Process.
The Executive Director/Treasurer shall have custody
of all funds of the organization. The Executive Committee
will be required to approve all expenses in excess of
$250 with prior approval by the Executive VP of Business
Process. Monthly financial reports shall be made by
in such a manner as the Board, Executive VP of Business
Process and Executive Committee shall determine.
Executive Director/Treasurer whose programs include
Monthly reports, banking and Financials, Budgets and
Tax Compliance. Management of the International Headquarters
Office and supervision of personnel. Work closely the
all Officers, Regional Vice Presidents, Directors, and
Program Chairs to accomplish the organization's projects
and goals including:
Assistance
in writing, preparing, and editing of major program
materials for standing committees. Production and mailing
to Officers, Regional Vice Presidents, Directors, Standing
Committee Chairs, affiliated Traffic Clubs, Sustaining
and Company members all approved informational announcements
of the organization. Must organize and plan to be in
attendance of the Annual meeting of the organization.
Preparation of checks, billings and bookkeeping control
receipt and deposit of all organization funds as assistant
to the executive VP of Business process. Perform such
duties as may be assigned by the Executive Committee.
By Laws and Procedures-to include by-Laws, standard
operating procedures, Officers, Regional Vice Presidents,
Board, key performance indicators and legal representation;
Meetings-Annual and Mid Term, Coordination of Meetings
with First VP, TCI Site selections, TCI Costs and Budgets
for the meetings;
Nominations- Which includes Officer, Board, RVP Candidates
review team, Club Nomination planner, Election Team
Coordinator, Election Review Process Team;
The Executive VP of Education will have the following
Program Directors and responsibilities:
1)
Scholarship-Programs include banking and Finance of
Scholarship Monies, Application and selection, Annual
Meeting Student Coordinator, Media and Presentation
Liaison;
2)
Mentoring-Club Level, Scholarship, Program Guidelines
Coordinator, Factual Review and Presentation to media
criteria;
3)
Internship's-Corporate Development, Program Scope and
Operations, Nomination and Application Coordinators,
Corporation and Intern factual reviews;
4)
National transportation Week-Publications, Training
Programs, International coordinators, Awards, Review
and presentation for Media.
The Executive VP of Marketing and Sales will
have the following Program Directors and responsibilities:
5)
Media-Club and TCI presentations coordinator, Advertising
and Distribution Coordinator, Print Coordinator;
6)
Internet-Web-Web Page development, Emails, Club Links
Coordination, Electronic Print and Publications;
7)
TCI Platforms-TCI Person of the Year Coordination, annual
Meeting Platforms, Results and Accountability of Platforms,
Issue development, Review and Certification of Platforms;
8)
Corporate development-Fund raising programs, Club and
Corporate Value Stream, Communications, Strategy and
process for Clubs and TCI;
The Executive VP of Club Development will have
the following Program Directors and responsibilities:
9)
Sister Clubs- Annual Listings and Contacts, Club planning
and results, Sister Club events, Review and Coordination
with club Directors;
10)
Planning-Club SWOT analysis and Coordinator, Growth
and Goals platforms, TCI expansion, Long range Strategy;
11)
Membership-Local and TCI Presentations Coordination,
Sustaining Membership, TCI Corporate membership and
Club Transition of new clubs;
12)
Club Strategy and Process-standard operating procedures
and key performance indicators, Historian, Future Vision
team, review, accountability and Change teams.
SECTION
4. Secretary: The Secretary shall perform the usual
duties of the office and any additional duties assigned
by the President or Board of Directors; keep an accurate
account of all meetings of the Executive Committee and
Board of Directors and promptly dispatch copies of the
minutes of the Board of Directors. The Secretary shall
have custody of all funds of the organization. Financial
reports shall be made by the Secretary in such a manner
as the Board shall determine.
SECTION
5. Regional Vice Presidents: Regional Vice Presidents
shall function and perform duties as assigned. They
shall act as liaison officers between the organization
and local affiliated clubs to facilitate club opportunities
to the respective business unit executive Vice president
and shall attend all Executive Board meetings and attend
Traffic Club activities within the region. They shall
also be responsible for the selection of the National
Transportation Week chairman in his/her State/Province
in coordination with the NTW week program Director.
SECTION
6. Executive Director/Treasurer: This office shall
be combined as Executive Director/ Treasurer and will
be included in Section 3 B above.
ARTICLE VI
STANDING COMMITTEES
SECTION
1. All Standing committees will be moved into the
4 vertical business units and managed by the Executive
VP's. There shall be the following Standing Committees:
Advertising, Awards/TCI Person of the Year, Bylaws,
Club Publications, Club Services, Company Membership,
Credentials, Education, Historian, Membership Extension,
National Transportation Week, Past President's Advisory,
Public Relations, Special Projects, and Sustaining Membership.
These committees are outlined in program responsibilities
in section 3B above.
DUTIES
SECTION
2. The duties of the Program Directors shall be
as enumerated in the Club Services Manual and such other
duties as may be prescribed from time to time by the
assigned Executive Vice President and/or the President
and the Board of Directors.
MEMBERS
SECTION
3. The Executive President shall appoint the Program
Directors if required, to all programs named in this
article, who shall serve at the will of the executive
Vice president.
SPECIAL COMMITTEES
SECTION
4. Special Committees may be appointed by the President
or Executive Vice Presidents from time to time to carry
out the plans, and objectives of the organization.
ARTICLE
VII
MEETINGS AND DELEGATES
SECTION
1. Annual Meeting: The Annual Meeting of the organization
shall be held on a date, and at a time and place, selected
by the Executive Committee, and ratified by the Board
of Directors, for the purpose of electing and installing
the Executive Officers, Regional Vice Presidents, and
Directors as provided by these Bylaws; and for the transaction
of such other business as may come before the meeting.
SECTION
2. Special Meetings: Special meetings of the organization
may be called at such time and place and for the transaction
of such business as shall be deemed necessary by the
President.
SECTION
3. Notice of Meetings: Written or printed notice
stating the place, day, and hour of any meeting of the
organization shall be delivered, either personally or
by mail, to each member entitled to vote as such meeting,
by or at the direction of the Board of Directors. In
case of a special meeting, the purpose for which the
meeting is called shall be stated in the notice.
SECTION
4 (a). Delegates to Annual Meeting: Member Traffic/Transportation
Clubs shall be entitled to have vote at each Annual
Meeting two (2) delegates for the first fifty (50) or
fraction thereof resident members, two (2) delegates
for the second fifty (50) or major fraction thereof
resident members, and two (2) delegates for each additional
one hundred (100) or major fraction thereof resident
members.
SECTION
4 (b). All members of the Board of Directors, during
their terms of office, shall serve as Delegates at Large
at the Annual Meeting of the organization.
SECTION
5. Voting by Delegates: Each delegate shall be entitled
to one (1) vote, provided that the total number of votes
to which any member Traffic/Transportation Club is entitled
shall not be reduced through the failure of any accredited
delegate to attend. In the event of such contingency
the full number of said allowable votes may be cast
by the delegate or delegates actually in attendance.
SECTION
6. Action by Members: Action by members shall be
at a meeting of the organization duly assembled at which
there is a quorum, by affirmative vote of a majority
of the duly accredited delegates present, except where
otherwise provided by these Bylaws.
SECTION
7. Quorum: The presence of thirty (30) duly accredited
delegates shall constitute a quorum for any meeting
of the organization.
ARTICLE VIII
DUES
SECTION
1. Annual Dues: Each member Traffic/Transportation
club shall pay annual dues in an amount equal to two
dollars ($4.00) for each of its resident members, provided
that in no case shall the annual dues be less than fifty
dollars ($50.00) nor more than eight hundred dollars
($1,000.00). Annual dues in the classes of Traffic/Transportation
Club, individual Sustaining, Company and Associate,
as described in Article III of these Bylaws, shall be
fixed from time to time by the Board of Directors.
SECTION
2. Exemption: Members in the class of membership,
Honorary, as defined in Article III of these Bylaws,
shall not pay dues.
SECTION
3. Payment: Dues shall payable in advance on the
first day of October of each fiscal year. Dues of a
new member shall be pro-rated from the first day of
the month in which such member is elected to membership,
for the remainder of the fiscal period of the organization.
An administrative fee is included in the annual dues.
SECTION
4. Default and Termination of Membership: When any
member of any class shall be in default in the payment
of dues for a period of sixty (60) days from the beginning
period for which such dues become payable, membership
may thereupon be terminated by the Board of Directors
in the manner provided in Article III of the Bylaws.
SECTION 5. Fiscal Year: The fiscal year of the organization
shall begin on the first day of October each year and
end on the last day of September of the following year.
ARTICLE IX
CONTRACTS, BOOKS, RECORDS, AND FUNDS
SECTION
1. Contracts: The Board of Directors may authorize
any Officer or Officers, agent or agents of the organization,
in addition to the Officers so authorized by these 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 specific
instances.
SECTION
2. Checks, Drafts, etc.: All checks, drafts, or
other orders for payment of money, notes or other evidence
of indebtedness issued in the name of the organization
shall be signed by such Officer or Officers, agent or
agents of the organization and in such manner as shall
from time to time be determined by resolution of the
Board of Directors.
SECTION
3. Receipts, Deposits: All monies payable to the
organization shall be in U.S. currency or its equivalent.
All funds of the organization shall be deposited, from
time to time, to the credit of the organization in such
banks, trust companies, or other depositories as the
Board of Directors may select.
SECTION
4. Books and Records: The organization shall keep
correct and complete books and records of accounts,
and shall keep at the registered or principle office
a record reflecting the names and addresses of members
entitled to vote. All books and records of the organization
may be inspected by any member, or his agent or attorney,
for any proper purpose, at any reasonable time.
SECTION
5. Officer's Records: All Officers and Committee
Chairmen shall deliver all records, files and properties
of the organization to his successor within one month
after retiring from office, unless otherwise directed
by the President or Board of Directors.
Section
6- Investment of Funds: Any Investment of Organization
Funds must have approval by the Executive Committee
Board, and Board of Directors. These must be a majority
decision on these investments.
ARTICLE X
RESOLUTIONS
Any
resolution or other action receiving the approval of
a majority of the member Traffic Clubs shall be the
view of the organization, provided that in presenting
or publishing such resolution or action, the dissenting
view of any individual Club shall upon its request,
be recorded, and provided further that no member Traffic/Transportation
Club shall be barred from taking such independent action
as may seem to its best.
ARTICLE XI
OFFICES
SECTION
1. Place: The Organization shall have and continuously
maintain in the State of Washington, in the City of
Ocean and the County of Grays Harbor, a registered agent
whose office is identical with such registered office.
The organization may have other offices within or without
the State of Washington as the Board of Directors may
from time to time determine.
SECTION
2. Seal: The Board of Directors shall provide a
Corporate Seal which shall be in the form of circle
and shall have inscribed thereon the name of the organization
and the words, "Corporate Seal, Washington".
SECTION
3. Waiver of Notice: Whenever any notice is required
to be given under the provisions of the General Not-For-Profit
Corporation Act of Illinois or under the provisions
of the Articles of Incorporation, or by the Bylaws of
the organization, a waiver thereof in writing signed
by the person or persons entitled to such notice, whether
before of after the time stated therein, shall be deemed
equivalent to the giving of such notice.
ARTICLE
XII
PARLIAMENTARY AUTHORITY
"Robert's
Rules of Order Revised" shall govern this organization
in all matters of procedure not covered by these Bylaws.
ARTICLE XIII
AMENDMENTS
These
Bylaws and the Articles of Incorporation may be amended
at any meeting of the Board of Directors by a two-thirds
(2/3) affirmative vote of the members of the Board of
Directors present and voting, provided that notice of
intention to amend the proposed amendments is mailed
to all members of the Board of Directors at least thirty
(30) days prior to such meeting. Bylaws may also be
amended/voted by proxy if the proxy is for a specific
purpose and is assigned to a person present at the meeting.
The proxy is valid only for the purpose stated and must
be in writing and signed by the qualified member.
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