BY- LAWS of

R/C FLIERS OF VENICE, INC.

Venice, Florida

(A NOT-FOR-PROFIT CORPORATION)

March  2007

ARTICLE I:    OFFICES

1.    The principal office shall be located in Venice, county of Sarasota, state of Florida. The corporation may also have such offices at other places, within or without the state, as the Board may from time to time determine.

2.    The name of the corporation shall be R/C FLIERS OF VENICE, INC. Its purpose shall be to bring together all persons interested in promoting and fostering a common interest in the construction and flying of R/C model aircraft.

3.    The club shall secure and renew each year a charter from the Academy of Model Aeronautics.

ARTICLE II:  MEMBERS

1.    Membership in the corporation (hereinafter called the Club) is obtained by completing an application, paying an initiation fee, paying the annual club dues currently in effect, providing proof of current membership in the Academy of Model Aeronautics, and agreeing to abide by the rules of the club and its safety rules. To maintain membership in the club the member must pay annual dues by the due date, pay any assessments or other moneys due the club, and maintain membership to the AMA or MAAC. Any members joining the club after July 1 will pay one-half of current annual dues.

2.    There are three classes of membership:

A.      Regular membership entitles the member to vote and enjoy all the privileges of the club.

B.    Junior memberships exist for individuals under the age of eighteen with the same flying privileges as regular membership. Junior members cannot be elected officers or directors of the corporation. The dues shall be one-half of the regular membership fees. Junior members need not pay initiation fees.

C.    Associate membership permits access to the field, but no flying or voting privileges. Associates cannot be elected officers or directors of the club. The dues are one-half of the regular membership annual fees.

3.    A member may be removed from the club for demonstrating disregard for the rules of the club, for disruptive behavior at meetings, or for maintaining unsafe flying practices. Any member who actively works to the detriment of the club may be removed as a member. In any case, a member is entitled to a hearing by the Board before his membership is terminated.

ARTICLE III:               MEETINGS

1.    An annual meeting of the members shall be held to elect officers and directors at a time and location that is reasonably convenient. The members shall be notified of the time, date, and location at least thirty days in advance.

2.    There shall be an annual meeting of the Board within ten days following the annual meeting of the members.

3.    Regular meetings of the members shall be held at a time, date, and frequency determined by the Board.

4.    Special meetings may be called by the Board, provided that reasonable notice is given and the express purpose of the meeting is included in the notice.

5.    Meetings may be adjourned temporarily and resumed at a later date when there is reasonable cause for so doing.

6.    Committee meetings may be held at any time convenient to the committee members.

7.    A simple majority shall carry a motion.

ORDER OF MEETINGS

1.    At all membership meetings the chair shall be the president of the club. In his absence, the vice-president, the secretary, or the treasurer shall preside, in that order.

2.    Meetings shall be conducted by parliamentary procedure. Robert's Rules of Order shall be used as a guide.

3.    The usual order of business at membership meetings shall be as follows:

       Call to order

       Reading of the minutes of the previous meeting

       Reading of the treasurer's report

       Directors’ reports

       Officers’ reports

       Reports of all committees

       Old business

       New business

ARTICLE IV:             VOTING

1.    Each member is entitled to one vote providing he or she is current with all dues, assessments, and other monetary amount owed the club.

2.    No members may be nominated for any offices without their consent. Nominations may be accepted from the floor for a write-in vote at the annual meeting prior to the vote.

3.    A member who holds office may be a candidate for another office, but if the member is elected to and accepts an office, he must resign his former position.

4.    All votes must be counted by at least three members appointed by the chair; however, the members, by majority vote of those present, may include a member of their choice to assist with the counting.

5.    On motions from the floor a simple majority of those members present is necessary for passage. For election of officers and directors, the election shall be decided by plurality.

ARTICLE V:  BOARD

1.    The Board shall consist of the president, vice president, secretary, treasurer, and three directors.

2.    The term for officers shall be two years, starting at the annual membership meeting at which they were elected. The terms are to be staggered; the president and the secretary are to be elected in the even years and the vice-president and the treasurer in the odd years. Officers appointed to fill vacancies shall serve out the unexpired terms of their predecessors.  The terms for directors shall be three years, starting at the annual membership meetings at which they were elected. The terms are to be staggered, with one director being elected each year. Directors appointed or elected to fill vacancies shall serve out the unexpired terms of their predecessor.

3.    Duties of officers: In general, the officers are responsible for the day-to-day operation of the club and have the authority to make executive decisions in line with their specific duties. Their specific duties are outlined below.

President: The president shall be the primary executive officer of the club and shall, in general, supervise and control the day-to-day affairs of the club. He or she shall preside at all meetings of the membership. The president may sign, with the secretary, all instruments on behalf of the club.

Vice-President: During the absence or disability of the president of the club, the vice-president shall have all the powers and functions of the president.

Treasurer: The treasurer shall have charge and custody and be responsible for all the funds and securities of the club. The treasurer shall collect dues, special assessments, and any other moneys due the club from any source, and keep a register of the names and addresses of all members. The records shall be available to the officers and directors with reasonable notice.

Secretary: The secretary shall keep the minutes of all meetings of the Board and regular meetings of the members. He or she shall have custody of the Corporate Seal. The secretary shall have charge of all official documents and correspondence of the club.

Directors: The directors shall work closely with the other officers on matters of importance to the club and deal with any matters that are brought to the Board by the officers, other directors, or members.

REMOVAL OF OFFICERS AND DIRECTORS

Officers and directors may be removed for due cause by a majority vote of the total membership. All members must be notified at least thirty days in advance of the meeting at which the motion for removal is to be made.

ARTICLE VI:                INITIATION FEES, DUES, SPECIAL
                                   ASSESSMENTS, AUDITS. AND BUDGET

1.    The Board shall establish a budget for the coming year that will include the initiation fee and the membership dues. This budget shall be presented at the meeting prior to the annual meeting, and then approved by the membership at the annual meeting.

2.    In the event of an urgent need to protect the club, the Board may make a special assessment of the membership, which must be approved by a majority vote at the next regular meeting or at a special meeting of the members.

3.    The President shall appoint a committee to audit club finances each year. The report will cover the current year, with the financial report given to the members at a membership meeting.

ARTICLE VII:           FIELD SECURITY & FLIGHT SAFETY RULES

1.    A series of Safety Rules shall be formulated by the Safety Committee and presented to the membership for its approval. In no case may the Safety Rules be less strict than the AMA Safety Code.

2.    Both Field Security and Flight Safety Rules may be changed from time to time to adjust to changing conditions.

ARTICLE VIII:          VACANCIES

Vacancies on the Board shall be filled promptly. The president, with the Board’s approval, shall appoint members as needed to fill the unexpired term(s). If the Board is reduced to fewer than four members and cannot function, a special meeting of the membership must be called to elect the necessary officers or directors so there can be a quorum.

RESIGNATIONS

1.    Resignations of officers or directors should be made in writing to the secretary of the club; however, a verbal resignation made to any officer or director shall be considered the same as a written resignation.

2.    Resignations are considered effective when received by the club secretary.

ARTICLE IX:             QUORUMS

A quorum for a Board meeting is four.  At membership meetings a quorum shall consist of ten percent of the total membership.

ARTICLE X:              CHANGING THE BY-LAWS

1.    By-Law changes may be brought before the membership at any regular meeting but not more than one time per year. The proposed change must be in writing and must indicate if it is to replace an existing by-law, modify an existing by-law, or add an additional by-law. The motion to make the change may not be made until at least the next regular meeting of the members. All members shall be notified at least ten days in advance of the second meeting, presented with a copy of the proposed change, and given a ballot. A two-thirds vote of the total votes cast shall carry the motion.

2.    No by-law change may be made that is in conflict with the Articles of Incorporation or the laws of the state of Florida.

ARTICLE XI:             INSURANCE

The club shall maintain the standard liability policy through the Academy of Model Aeronautics, which provides liability coverage for the club, the members, and the county of Sarasota. This coverage shall be the maximum coverage offered by the AMA. Proof of this coverage shall be sent to the County Attorney or his designate on each renewal date.

ARTICLE XII:           MISCELLANEOUS

1.       Expenditures over the budgeted amount may be approved by a majority vote of the Board, but must be limited to the funds available. An accounting shall be made to the membership at the next regular meeting.

2.    The club newsletter shall be the official instrument for notifications and for distributing information to the membership.