Indianapolis Aero Club By-Laws
Article I – Name and Purpose
Section 1 The name of this organization in conformity with its incorporation by the state of Indiana shall be “The Indianapolis Aero Club, Inc.”. The purpose of this Club shall be to inform and educate the general public, including its members, regarding aviation and all facets relating thereto current, historical and the future thereof, by conducting educational activities including, but not limited to, “speaker dinners”, seminars, “fly-ins”, “drive-in” meetings, providing aviation related educational scholarships for the deserving young, publishing a newsletter or, any other activity designed to so inform, educate and promote aviation, aviation safety and the current events or history of aviation or any aspect thereof. The Club shall engage in no commercial activities for profit.
Article II – Membership and Dues
Section 1 The Membership of the Club shall consist of persons interested in aviation and shall be known as Active and Honorary Members. A person shall be made an Honorary Member by the approval of the Board of Directors. Honorary Members shall have no dues assessments or voting privileges.
Section 2 Dues shall be payable by each Active household for each calendar year. Dues payment during the final quarter shall provide membership from the date of payment through the following calendar year. The annual dues shall be fixed by the Board and any changes in dues must be approved by the Board of Directors. Failure to pay dues will result in removal of membership privileges.
Section 3 Dues shall be paid for each residential mailing address of the meeting notice. Membership includes privileges for all family members residing at that address. Any former member may be reinstated by submitting an application and paying dues.
Article III – Board of Directors and Officers
Section 1 The Board of Directors shall be the governing body of the Club and shall consist of five members, four of whom shall be elected by vote of the Membership at the time, and in the manner, as officers in Section 3 below. The immediate past President of the Club shall be a member of the Board, and the Chairman. Three members of the Board shall constitute a quorum for conducting business. The Officers of the Club shall consist of the President, Vice-President, Secretary, Treasurer and Sergeant-At-Arms.
Section 2 Term for all officers shall be for one year, with a maximum of two consecutive terms for any one person.
Section 3 At each September meeting of the Membership, the President shall appoint a Nominating Committee, and shall urge the Club members to recommend potential directors and office-holders. The slate prepared by the Committee shall be included in the ballot mailing for the November meeting. This ballot shall incorporate spaces for write-in votes, and may be mailed in as an absentee ballot to the Secretary. The same type of ballot shall be distributed to members at the November meeting, collected and tallied (along with absentee ballots). The results shall be announced at the end of the meeting. One ballot may be cast per member. Election shall be by a majority of votes cast. Newly elected Officers and Directors shall take office at the following January meeting.
Section 4 A succssor to any unexpired term of any Officer and/or Director shall be appointed by a majority vote of the Board of Directors within 60 days of the date the office is vacated with the exception being in the case of the President. (See bylaws, Article III, Section 9). If the vacancy is the office of Board Chairman, a new Chairman shall be elected by the remaining Board members from within the Board.
Section 5 The President, Vice-President, Secretary, Treasurer and Sergeant-At-Arms, shall perform the duties customarily incidental to their respective offices under the laws of the State of Indiana and such other duties as may be required of them by the Board of Directors.
Section 6 All committees shall be appointed by the President.
Section 7 No Officer or member of the Board of Directors shall receive directly or indirectly any salary or compensation from the Club for his or her services rendered as such Officer or Director, but may receive reimbursement for authorized expenditures made by him or her for and on behalf of the Club.
Section 8 The President shall have responsibility for general supervision of the affairs of the Club. He shall preside at all meetings and shall be an ex-officio member of all committees.
Section 9 The Vice President shall perform duties assigned by the President. In the absence of the President, the Vice President shall serve as President pro tempore. If the President should cease to serve, the Vice-President shall assume the duties and title of the presidency.
Section 10 The Treasurer shall see that all moneys are collected and are properly deposited in the name of the Club. All expenditures are to be accounted for with paid receipts or cancelled checks. The Treasurer shall submit a report of the general financial condition of the Club to the President at each monthly meeting.
Section 11 The Secretary shall be the keeper of the corporate minute book, records and files and shall take minutes of all membership meetings; and shall be responsible for the marshaling of ballots and tallying of them to determine election and other voting results.
Section 12 The Sergeant-At-Arms shall attend all meetings of the Club, maintain order and see that members of the Club, maintain order and see that members and visitors enter their names in the Club register. He shall be responsible for issuing, collecting and preserving name tags of members, and shall perform any other duties assigned to him by the presiding officer at meetings.
Article IV – Regular and Special Meetings
Section 1 The Club shall hold regular Membership meetings on the second Tuesday of each month. Exceptions may be made when deemed necessary by the President. Special meetings of the Membership may be called by the President, the Board of Directors, or 10% of the voting Membership.
Article V – Miscellaneous
Section 1 Only officers and chairmen of committees on business concerning the Club shall use official stationary and logo.
Section 2 A Publicity Committee shall be in complete charge of all publicity concerning Club activities. Officers and Chairman of Committees who consider that publicity regarding Club activities under their jurisdiction should be given to the Press, TV and Radio Stations or otherwise released for publicity are urged to prepare such announcements as they deem desirable, and then forward them to the Publicity Committee for proper dissemination.
Section 3 When it is financially feasible, a Scholarship Fund shall be maintained for the purposes of encouraging selected and deserving youth of the community, with an interest in aviation to pursue aviation. The Committee shall establish rules and standards to administer and grant such scholarships.
Article VI – Amendments
Section 1 Said organization is organized exclusively for charitable, religious, educational and scientific purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under section 501(c)(3) of the Internal Revenue Code, or corresponding section of any future federal tax code. No part of the net earnings of the organization shall inure to the benefit of, or be distributed to its members, trustees, officers, or other private persons, except that the organization shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in the purpose clause hereof. No substantial part of the activities of the organization shall be the carrying on of propaganda, or otherwise attempting to influence legislation and the organization shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of this document, the organization shall not carry on any other activities not permitted to be carried on (a) by an organization exempt from federal income tax under section 501(c)(3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or (b) by an organization, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code, or corresponding section of any future federal tax code. Upon the dissolution of the organization, assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any such assets not disposed of shall be disposed of by the Court of common Pleas of the county in which the principal office of the organization is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes. This is the Constitution and By-Laws as amended and adopted in February, 1999.