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I.A.A.H. CONSTITUTION, BYLAWS, AND ADOPTED PROCEDURES


 

Constitution of

The International Association of Airline Hams

 

a North Carolina

non-profit corporation

 

Article I - Name

The name of the organization governed by this constitution and by-laws shall be - The International Association of Airline Hams, Incorporated.

Article II - Purpose

The International Association of Airline Hams, Inc., is organized solely for the enjoyment and social benefits of its members. None of the activities of the club are to be used to obtain net earnings that would benefit any person having a private or personal interest in the club.

This club shall exist through fellowship, personal contact of its members, and planned activities relating to the members' mutual interest in the commercial aviation industry and amateur radio.

Article III - Membership

To be a full member of the International Association of Airline Hams a person must (1) be a licensed amateur radio operator as determined by the agency of his or her country's government that is responsible for communications licensing, and (2) be a current or retired employee of an airline company.

A radio amateur or aspiring radio amateur that is not employed by an airline company but is associated with the commercial airline industry in any manner as shall be described in the by-laws, may become an associate member. (Note: this paragraph eliminated August 1990)

Family memberships consisting of one full voting member and multiple non-voting associate members shall be provided for in the by-laws.

Article IV

 

- Definition -

The terms "officer" and "director" are interchangeable and serve to distinguish in some instances the person elected to a position.

- Offices –

Except as provided in paragraph three of this article, the nine officers shall be - The President, The Vice-President, The Secretary, The Treasurer, and the five (5) Directors known as Directors "A", "B", "C", "D", and "E".

 

- Charter Officers –

Amendment I of this constitution provides for the chartering board of directors and the flow of transition to a permanent number of board members. Amendment I is automatically deleted from this constitution at the end of the club's second annual term following this constitution adoption. Also, this paragraph providing for Amendment I automatically deletes from the constitution at the same time.

- Term-

An officer is elected for two consecutive annual terms. Annual shall be defined in the by-laws.

 

- Expiration of Terms -

The offices of President, Secretary, and Directors "A", "C", and "E" have the same expiration date. The remaining offices expire one annual term later.

 

- Vacancy -

In the event of a vacancy, The President shall appoint any member to complete the term of the vacated office. The Vice-President shall assume the Presidents office should that office become vacant, and then shall appoint a member to fill the Vice President's office.

- Removal -

Officers may be removed from office during their terms as provided in the by-laws.

 

- Succession -

Officers may succeed themselves in office or hold another elected office upon completion of a term.

 

- Installation -

The officers shall be installed at the annual convention during which they are elected.

 

Duties of the Officers

- Directors' duties -

The directors shall serve as the body through which all club activities are coordinated. It shall be the duty of the directors to take action on all amendments to the constitution, by-laws, and accepted procedures of the club. A director shall be representative of the members and as such shall bring proposals and ideas to the board for consideration at the request of the members. A director may also initiate action of the board in his or her capacity as a member as well as an elected officer.

 

- President's duties -

In addition to serving as a member of the board of directors, the President shall:

1. Preside over meetings of the board of directors

2. Preside over all other meetings except committees

3. Enforce due observance of this constitution

4. Decide all questions of order

5. Sign all official documents adopted by the club

6. Represent and speak for the organization

7. Adopt committees

 

- Vice-President's duties -

In addition to serving as a member of the board of directors, the Vice-President shall:

1. Assume the duties of President in his absence

2. Perform such duties as given him by the President or the by-laws

 

- Secretary's duties -

In addition to serving as a member of the board of directors, the Secretary shall:

1. Serve as the chief recording and corresponding officer and custodian of the records of the club

2. Serve as the central source of membership records

3. Act as the information source for the officers and members of the club

4. Authenticate all official documents by his signature.

 

- Treasurer's duties -

In addition to serving as a member of the board of directors, the Treasurer shall:

1. Be responsible for the collection and disbursement of all club funds and keep an accurate financial record

2. When members or committees are delegated and allowed to collect and/or disburse funds, it is the duty of the treasurer to account for these actions in his or her reports

3. Use any commonly accepted procedures for keeping the club's funds including one or more checking and/or savings accounts. This will serve to simplify the use of funds by those committees authorized to collect or disburse them.

 

Non-elected officials

- Member Parliamentarian -

If desired by the President, a Member Parliamentarian may be appointed to assist the club on parliamentary procedures. He or she may also provide advice on legal or accepted practices if so qualified to give advice.

 

- Sergeant at Arms -

If desired, a Sergeant at Arms may be appointed by the President to maintain order, act as a door keeper, direct ushers, and be responsible for the comfort and convenience of those attending any large meeting or convention. The Sergeant at Arms may appoint a staff to assist him or her with the above duties.

 

Election of Officers

- Nominating Committee -

 

Nomination of officers shall be done by a nominating committee consisting of five (5) members. Three of these shall be elected during the regular annual vote. The chairman and fifth member of the committee shall be appointed by the directors.

The rules governing the selection of the members to serve on the nominating committee, the procedures, and duties of the nominating committee shall be provided for in the by-laws.

 

Article V - Committees

Committees to form specific functions of the club may be formed by the President alone or in conjunction with the board of directors. The rules regarding the duties, selection, term and procedures of these committees shall be provided for in the by-laws.

 

Article VI

- Special board meetings -

A meeting of the board of directors may be called by the President at any time as long as sufficient and reasonable notice is given to all board members.

 

- Regular board meetings -

The board of directors must meet at least once annually prior to the annual convention to perform their normal duties and create a slate of activities for the convention.

 

- Elected Board -

A newly elected board of directors should attempt to meet at least briefly following the annual convention to become acquainted with one another and perform any immediate functions prior to the dismissal of the general meeting.

- Board Quorum -

More than one-half (1/2) of the directors (five or more) must be present at a meeting of the board of directors to constitute a quorum. Either the President or Vice-President must be among them to constitute a legal meeting,

 

- Annual Convention -

An annual convention shall be organized and presided over by the directors for the purpose of electing officers, accepting nominations from the floor, and to conduct such business as provided in the by-laws requiring the general membership to be present.

- Convention Quorum -

A membership quorum consists of at least fifteen (15) percent of the members of the club present at a voting session of the convention.

- Committee Meetings -

Committees shall meet as necessary to carry out their assigned duties.

 

Parliamentary Procedures

- Rules of Conduct -

The current edition of Sturgis Standard Code of Parliamentary Procedures governs this organization in all parliamentary situations that are not provided for in the constitution, articles of incorporation, by-laws, or adopted rules.

Article VII

- Constitutional Amendments -

Proposed amendments to this constitution must be submitted to the board of directors prior to their scheduled annual meeting for review and possible inclusion in the slate of items to be voted upon at the annual convention.

- Deciding Vote -

A "simple" majority of those members present shall decide the vote.

- By-law Amendments -

Proposed changes to the by-laws may be made in the same manner as outlined above. By-laws may be amended by the directors in their meetings as well as by the members at the annual convention.

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Amendment I (deleted 1980 – presented for archive purposes only)

For the first two annual periods of the I.A.A.H., this amendment is in effect. This amendment is automatically deleted upon the completion of voting at the second annual convention to be held in 1980.

The charter board of directors is:

Henry Deslaurier, WA1CQJ, President

Dan Holmes, VE3EBI, Vice-President

Carl Crumley, N4VD, Secretary

Don Cohen, W4NJQ, Treasurer

Lynn Heggon, WD0FQW, Director A

Jim Hull, K5ZPZ, Director B

Bill Rank, W5LMQ, Director C

Frank Sadilek, WB9OUE, Director D

Paul Shaw, WA0SLR, Director E

Don Swanson, K0SHO, Director F

Bill Vance, W0VJ, Director H

 

The charter board of directors will serve for not less than the term of this amendment.

The nominating committee for the annual term 1978-1979 will present a slate of four (4) directors to be voted upon at the first annual convention in 1979. Charter Directors "A" through "H" may be included in that slate. Therefore, upon completion of voting at that convention, there will be a total of at least 12 but not more than 16 directors.

The offices of the Vice-President, Treasurer, and Directors "B", "D", "F", and "H" will expire on the date of convention membership voting in 1980.

The nominating committee for the annual term of 1979-1980 will present a slate of nominees to bring the total number of directors up to nine (9) if it falls below that number with the expiring terms and the addition of the new (or re-nominated) Vice-President and Treasurer.

The offices of the President, Secretary, and Directors "A", "C", "E", "G", and any additional directors elected in the 1979 elections will expire in 1981. At that time, the nominating committee for the year 1980-1981 will present a slate of officers to bring the total number of directors to the permanent number of nine (9).

At that time, the system of designating directors by letter ("A", "B", "C", etc.) will be dropped as the system of expiring terms will be established.

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The International Association of Airline Hams

 

BY-LAWS

 

- Adopted Procedures -

 

1 - Whenever a section of the constitution or by-laws is interpreted and resolved by the board of directors, that interpretation must be attached to these by-laws. This attachment will clarify the interpreted section, be called an "adopted procedure", be titled as such, and numbered consecutively.

- Membership Details and Dues -

2 - There will be two (2) types of membership in this club with specific amounts of dues for each. They are:

(1) Full Membership - Has all rights and privileges of membership including the right to vote and hold elected office.

 

The dues for full membership will be: $8.00

To be a full member, a person must be (a) a licensed amateur radio operator, and (b) an employee or retired employee of an airline company. Part (b) shall include those companies wholly owned by one or more airlines for the purpose of supporting and/or providing services for the airline(s) - specifically: Aeronautical Radio, Inc., and Air Cargo, Inc.

(Note: Associate membership deleted August 1990)

(2) Family Membership - Has one (1) or more full members and one (1) or more associate members included in one membership. The full members have all the rights and privileges listed under "Full Membership" and likewise the associate members have all the rights and privileges listed under "Associate Membership".

 

The dues for family membership will be: $10.00

- Annual -

3 - The term "annual" shall indicate a period of not less than nine (9) months or more than fifteen (15) months.

- Fiscal Year -

 

4 - The fiscal year for this club will be considered the period from January 1 thru December 31.

- Officers -

 

5 - The term "officer" indicates any of the nine elected positions of the club described in Article IV of this constitution.

- Official -

 

6 - The term "official" indicated any position of authority in this club either elected or appointed except an "officer" or "director".

- Removal of Officers -

 

7 - An officer may be removed from his office by the following procedures:

 

a) A proposal to remove an officer must be presented by a member to a director stating the reasons he believes the officer should be removed. This proposal must be signed by at least fifteen (15) percent of the current membership of the club.

b) The director receiving the proposal shall notify the President so that a special meeting of the board of directors may be called within thirty (30) days of the date the proposal is received.

 

c) The member making the proposal and the officer in question must be present at the special meeting to hear arguments. Neither shall be allowed to vote on the proposal.

d) A majority vote of those directors present shall decide the proposal.

e) Either party may appeal the vote by asking at that time that the general membership be allowed to vote on the proposal. The final decision will then rest with the general membership and arrangements for such a vote will be made by the directors.

f) In all cases, the proposal must have final disposal within thirty (30) days from the date the directors vote on it.

- Removal of Members -

 

8- A member may be removed from the club by the following procedures:

a) A member and/or officer must use the same procedure as in by-law # 7(a) except the signatures are not required.

b) The procedures in by-law # 7 (d) and # 7 (e) apply.

c) The special meeting of the directors is not required as a member may be removed at the annual directors' meeting or the annual convention.

d) The member is not required to attend the meeting at which his status is voted upon, but has the right to do so if desired.

- Notification of Intent to Remove -

 

9 - An officer or member that has removal procedures filed against him or her is to be notified by the Secretary via registered mail all charges against him or her, the procedures outlined in the by-laws # 7 and/or # 8, and of the meeting at which his or her status will be decided.

- Convention Voting -

 

10 - Voting at the annual convention or other main membership meeting shall follow these procedures:

a) Each member present at the voting meeting shall register with the Secretary so that it may be determined if a quorum exists.

b) The Secretary will provide each member (upon registration) a ballot containing the names of those members to be voted upon for office. Also contained on that ballot will be all items such as constitutional amendments, removal of officers and/or members, changes to the by- laws, etc., and a space for proposals and nominations from the floor to be added during discussion periods.

c) An envelope will be provided in which to seal the ballot.

d) The envelope containing the ballot will be delivered to the secretary for validation and tabulation at the close of voting.

- Funding of Committees -

 

11 - Upon establishment of a committee by the directors, a budget and procedures for handling the funds will be given to the committee chairman. Approval by the Treasurer is a required and details of the budget must be agreed upon by the chairman and the club treasurer.

- Committee Authority -

 

12 - Any committee duly appointed must be given its limits of authority by the directors. A committee chairman is appointed by the directors. The chairman is responsible for seeing that his or her committee follows the accepted procedures of the club, remains within its budget, and accounts fully to the Treasurer for expenses.

 

-Nominating Committee-

 

13. - The nominating committee has the responsibility of reviewing qualifications and providing a slate of officers for the bi-annual term following the committee’s term. Each candidate for office must agree to serve if elected before being placed on the slate.

-Presentation of Slate-

 

The slate of officers must be submitted to the board of directors at or before their annual meeting for inclusion in the convention program materials.

-Review of Slate-

 

The nominating committee has the responsibility of selecting candidates for office that represent a broad base of the membership…The committee can and should be challenged by the board of directors to show its reasons for believing its proposed slate if fair and representative.

-Unacceptable Slate-

 

The board of directors may return the slate (if it is found to be unacceptable) for reconsideration by the committee.

-Revised Slate-

 

If the directors find the revised slate to also be unacceptable, they must order the nominating committee resolved and assume its function until a new nominating committee can be selected.

-Selection of New Committee-

 

After an acceptable slate has been found, the director will appoint a new a new chairman and fifth member for the next year’s committee. They will also select a slate of at least three members for the annual convention’s ballot to complete the nominating committee.

 

-Floor Nominations-

 

Nominations for members to serve on the nominating committee will be accepted from the floor of the convention.

-Dissolution of Funds-

 

14. - Upon dissolution of this club for any reason, the board of directors is to see that all debts of the club are paid in full.

The remaining funds shall be donated to another non-profit group of similar interest and goals. The board of directors shall make the decision regarding which non-profit group shall receive the clubs funds.

-Affiliation-

 

15. - Any club or amateur radio network in which at least fifty percent (50%) of the members are employed by an airline company may affiliate with this organization. This affiliation is free although it is requested that a donation be made by the affiliate to help pay for the cost of the IAAH newspaper. The affiliate is to provide information to the IAAH about their club to be included in a section of the newspaper for that purpose. In return, the IAAH will provide a copy of the newspaper to all members of the affiliate club or net, there-by acting as that affiliates newspaper or supplement to its existing club organ.

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The International Association of Airline Hams

 

Adopted Procedures

 

Adopted Procedure #1

Procedures for use by the Board of Directors

Adopted April 29, 1978

1. It is desired to meet approximately three months prior to the annual convention. This meeting should me arranged by the Secretary of the club.

 

If the club budget allows, the meeting will be paid for by the club’s treasury. If not, every attempt should be made to hold costs down so as not to burden the directors with extensive personal costs.

2. As items of business pertinent to the operation of the IAAH will probably come up between meetings of the board, the following methods (listed in order of preference) should be used to conduct business:

a) "On the air" meetings – This method if practical, should be used as it allows discussions of proposals and changes to be made to proposals before they are voted upon. The President should act as "net control" as he presides over the meetings of the board.

 

Since each officer must be a licensed radio amateur and as such must use his or her legally assigned station identification, this method should be adequate if a quorum can be obtained.

b) At the President’s request, the Secretary should use mailings to keep the directors informed of proceedings and items that need to be agreed upon. Since little or no discussion can be had with this type of meeting system, only items that can be easily resolved without much discussion should be handled in this manner.

c) Telephone – An important item that needs immediate attention can be handled by telephone. The President should make the calls and be reimbursed for the cost of the calls from the club treasury. Obviously, the item should be well thought out and presented as briefly and concisely as possible to hold expense to a minimum.

3. Informality should be the key word in board meetings to allow open discussion and freedom of thought. Of course, if necessary to maintain order, the President should use his discretion and rely on parliamentary procedures to rule the meeting.

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Association of Airline International Hams

 

Adopted Procedure #2

Procedures for Nominating and Electing Officers of the IAAH by Mail in Lieu of an Annual Convention.

 

1. NOMINATIONS.

A. In the August issue of the IAAH Newsletter the membership will be asked to submit nominations for candidates for the specific offices:

(1) In uneven numbered years the nominations will be for President, Secretary/Treasurer, and two directors to take office January 1 of the next year.

(2) In even numbered years the nominations will be for Vice
President and two directors to take office January 1 of the following year.

B. Nominee must agree to the nomination, and the nomination must be received at headquarters by September 15.

C. If a person becomes a legitimate candidate for two offices that person must decide for which of the two offices he desires to be a candidate.

D. Selection of the nominees for the ballot:

(1) The nominees receiving the most nominations will be placed on the ballot with a maximum of three candidates for an office.

(2) In the case of ties the majority vote of the IAAH officers will decide which candidates will go on the ballot.

(3) It will be the responsibility of the IAAH officers to provide at least one candidate for any office that does not receive a nominee.

2. ELECTION.

 

A. The ballot listing each candidate will be included in the November Newsletter.

B. Only ballots received at headquarters by December 15 will be counted.

C. Secretary/Treasurer to remove and tabulate ballots without the identification of the voter.

D. Majority vote of the IAAH officers will decide the winner in case of a tie vote.

3. RESULTS

A. The annual roster of the IAAH membership to be published in January will include the results of the election.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Last Updated:  03.nov.09