Bylaws

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The Constitution and Bylaw were combined, restated and approved on October 4, 2024. 

The following Bylaws are established for the North Carolina Coastal & Piedmont Chapter of The Antique and Classic Boat Society, Inc. (NC Coastal & Piedmont Chapter ACBS), hereinafter referred to as the Chapter. 

Article I:          NAME
The name of this organization shall be the North Carolina Coastal & Piedmont Chapter of the Antique and Classic Boat Society, Inc.  This Chapter is organized for charitable and educational purposes.

Article II:         PURPOSE

The purpose of this organization shall be to:

  1. bring together people with a common interest in historic, antique, and classic boats for the purpose of sharing fellowship, experience, and information;
  2. provide a forum for education related to vintage boats;
  3. promote, further, and encourage a love and enjoyment of all aspects of historic, antique and classic boats and boating;
  4. educate the membership and the general public about safety and protocol as it relates to historic, antique, and classic boats and boating;
  5. protect the heritage of boating by promoting the preservation and restoration of historic, antique, and classic boats;
  6. serve as a communication channel for the Chapter’s membership, the public, and other entities regarding information relating to historic, antique, and classic boats and boating;
  7. provide a means through which individuals sharing a common interest in antique and classic boats can meet, share experience and information, exchange ideas, and generate enthusiasm for all aspects of their interest;
  8. give back to our community through philanthropic donations to promote the above;
  9. communicate with and report to the membership regarding its activities, purposes, and goals.


Article III:        OFFICE
The principal office address of this Chapter shall be at such a place as the Board of Directors may from time to time determine.

Article IV.        MEMBERSHIP
Members of this Chapter shall first be a member in good standing of the Antique and
Classic Boat Society, Inc.

  1. Types
    Membership in this chapter shall be of the following types:

    1. Member: Anyone who has paid the chapter dues.
    2. Co-member: A member may elect on the ACBS application form to have one co-member. For all intents and purposes, a co-member has all the rights and privileges of a member at the chapter level including holding office, serving on committees, and voting. Hereinafter, whenever the term “member” is used it includes co-member.

The rights, privileges, and obligations of membership shall be conditioned upon the current payment of dues according to the dues rate schedule adopted by the Board of Directors.

  1. Dues
    1. The Board shall affix the amount of the Chapter dues and from time-to-time may adjust the amount.
    2. Dues shall be paid annually to ACBS International headquarters as prescribed. Chapter dues are due at the same time as ACBS dues.
    3. Chapter dues are forwarded to NC C&P Chapter from ACBS Headquarters.
    4. Chapter membership types are defined above.
    5. Non-payment of ACBS National and NC C&P dues forfeits membership.
    6. Dues are non-refundable.
  2. Rights, Privileges, and Responsibilities of Members in good standing
    1. All members have the right to attend all Chapter meetings, Board meetings, and all Chapter functions and events.
    2. All members in good standing are eligible to vote in any Chapter election as defined in the membership types above.
    3. All members in good standing age 18 and older have the right to serve as an Officer or Director.
    4. All members have the responsibility to conduct themselves at all meetings, events, and functions in a manner consistent with courtesy and respect and refrain from doing anything that may damage or injure another person or his or her property or the reputation of the chapter.
  3. Benefits
    1. All members have access to the ACBS database listing all members and their boats.
    2. All members receive the ACBS publication: The Rudder.
    3. All members current on their membership receive regular Chapter communications regarding meetings, outings, events, and special notices.
    4. All members receive the Chapter newsletter electronically when published.
    5. All members may receive assistance and advice from other members.
    6. All members may participate in chapter-sponsored events.
  4. Expulsion
    Any member may be expelled from the chapter for:

    1. nonpayment of dues. May be reversed when dues are paid;
    2. conduct which the Board of Directors shall determine to have disturbed the order, dignity, business, harmony, good name, goodwill, or prosperity of the Chapter. This includes, but is not limited to:  willful harm to persons, willful damage to property, theft, inappropriate or unauthorized use of chapter membership list, sexual abuse, or sexual harassment.

Chapter expulsion is permanent for item b.  Any payment of chapter dues via ACBS will be rejected.

Article V:         MEETINGS

  1. General Membership Meetings will be held at a place, date, and time determined by the Board and indicated on the notice emailed to the members.
  2. The Annual Meeting of the Chapter shall be held in September or October upon at least 30 days' notice of time, date, and place to the general membership. Posting on the website and in the newsletter calendar is deemed “notice.”
  3. Board Meetings of the Chapter shall be held at least quarterly and may called by the President as needed. The time, place, and date may vary. All Board Meetings are open to the general membership.
  4. Special meetings of the Chapter may be called by the Board or the President. The Secretary may call a special meeting upon receiving a request for such a meeting in writing by ten percent of the membership.  The request shall state the purposes of the proposed meeting and business transacted at such meeting shall be limited to the purposes stated in the notice for the meeting. At special meetings, a quorum shall consist of (a) those in attendance who are eligible voting members.  Notice of each meeting of this Chapter shall state the time, date, and place of the meeting.  Notice shall be given via email to each member at the time the notice is issued, not less than ten days before the date of the meeting.  All Chapter meetings shall follow a written agenda and shall be conducted pursuant to Roberts Rules of Order (revised).
  5. Committee meetings may be called by the Chair of the Committee as needed or as agreed. Any meeting may be held via conference call or web conferencing.
  6. Electronic meetings: If approved by the Board, any meeting may be held electronically.  Participation in a meeting by such a communication system shall constitute presence for the purpose of establishing a quorum and for voting purposes.
  7. Emergency voting via email: If something of an urgent or time-defined nature comes up between meetings that requires Board approval, the vote may be taken via email and the results recorded in the minutes of the next meeting.

Article VI:        BOARD OF DIRECTORS
The Board of Directors is the governing body of this organization and consists of the elected officers and the directors.

To be eligible to be on the Board of Directors, the individual must be a member of ACBS and the Chapter, be current on their dues to both, and be age 18 or older.

No compensation shall be paid to the Board, but Officers or Directors may be reimbursed for expenses related to chapter activities. These expenditures must be approved by the Board either via the budget or via a motion.

Article V:         DIRECTORS

There shall be five (5) at-large Directors.

Directors shall be responsible for tasks as may be assigned to them by the President.

Article VII:       OFFICERS

  1. President: The President shall:
    1. preside at all meetings of the membership and of the Board;
    2. be responsible for managing the Chapter;
    3. be responsible for the enforcement of the Chapter’s Bylaws and Articles of Incorporation;
    4. ensure that all decisions of the Board are carried out;
    5. submit the required Chapter Status Report to ACBS;
    6. establish standing and ad-hoc committees;
    7. ensure that communication with members is an ongoing process;
    8. represent the Chapter at internal and external functions; and
    9. be an ex-officio member of any committee established with the exception of the nominating committee.
  2. Vice-President: The Vice-President shall:
    1. attend all meetings of the membership and of the Board;
    2. during the absence or disability of the President, have all the powers and duties of the President;
    3. chair or be a member of any committee so designated by the President or the Board;
    4. represent the Chapter at internal and external functions; and
    5. perform such other duties as the President or the Board prescribes.
  3. Secretary: The Secretary shall:
    1. attend all meetings of the membership and of the Board;
    2. give or cause to be given notice for all meetings;
    3. record all votes and minutes of all proceedings;
    4. issue the minutes of the meeting as soon as possible after the meeting is held;
    5. keep an updated list of the names of the members entitled to vote;
    6. keep all the documents and records of the Chapter in a proper and safe manner;
    7. represents the Chapter at internal and external functions;
    8. provide copies of all permanent records to the newly elected secretary in a timely manner; and
    9. perform such other duties as may be prescribed by the President or the Board.
  4. Treasurer: The Treasurer shall:
    1. attend all meetings of the membership and of the Board;
    2. have custody of the Chapter funds;
    3. assist the Board in developing a budget for the new fiscal year;
    4. keep full and accurate accounts of receipts and disbursements in either a spreadsheet or accounting software using generally accepted accounting principles;
    5. deposit all money and other valuables in the name of and to the credit of the Chapter in such depositories as may be designated by the Board;
    6. track and ensure that the Chapter receives the correct amount for chapter dues from ACBS and reconcile any discrepancies;
    7. disburse the funds of the Chapter as may be authorized by the Board and preserve proper documentation for such disbursements;
    8. keep current the required signatures on the bank signatory card;
    9. render to the President and Board at the regular meetings of the Board, or whenever they require it, an account of all transactions as Treasurer and of the financial condition of the Chapter including copies of the bank statement;
    10. submit and maintain any required local, state, or federal reports related to the finances of the chapter;
    11. cooperate with the auditing committee assigned to review the chapter's financial records;
    12. provide copies of all permanent records, an electronic copy of current financial spreadsheets (in an editable format), and the chapter checkbook to the newly elected treasurer in a timely manner; and
    13. represent the Chapter at internal and external functions;
    14. perform such duties as prescribed by the President or the Board.

Should any officer of the Chapter become incapacitated or expire while holding the office, the ranking officer will contact the family to retrieve all copies (electronic and hard) of material and other items belonging to the NC C&P Chapter. 

Article VIII.      TERMS & LIMIT ON NUMBER OF TERMS IN OFFICE

  1. Directors: Directors shall be elected to a term of two years, with two directors being elected one year and three directors being elected in the subsequent year (staggered terms). Directors may serve an unlimited number of terms.
  2. President: The President shall be elected for a term of two years and shall not serve more than three consecutive terms as President (six years total).
  3. Vice President: The Vice President shall be elected for a term of two years and shall not serve more than three consecutive terms as Vice President (six years total).
  4. Secretary and Treasurer: The Secretary and Treasurer shall be elected for a two-year term with an unlimited number of successive terms.
  5. The election of the officers will be staggered with the President and Secretary elected for terms beginning with odd years and the Vice President and Treasurer elected for terms beginning with even years.

Article IX.        VACANCIES & REMOVAL FROM BOARD

  1. All Officers and Director vacancies shall be filled by appointment of the President with the approval of the majority of the Board for the period of the unexpired term.
  2. Nonpayment of ACBS or Chapter dues is considered voluntarily leaving the Officer or Director position.
  3. Any Officer or Director desiring to resign his or her office shall do so in writing to the Board of Directors via the President and shall be effective on the agreed-upon date.
  4. Any member of the Board absent from three consecutive meetings without having given valid cause, shall be subject to removal from office upon a majority vote of the Board.
  5. An Officer or Director may be removed from office for dereliction of duty, behavior unbecoming the position, incapacitation, or other issue deemed serious. Such action shall require a majority vote of the Board.

Article X.          ELECTIONS

  1. Eligibility: For a person to be nominated as an Officer or Director, the individual must be a member in good standing and be age 18 or older.
  2. Nominating Committee: The President shall appoint the chair of the Nominating Committee. The Nominating Committee chair is responsible for securing additional members of the nominating committee.  The Nominating Committee is responsible for fielding a slate of nominees for positions requiring election and ensuring qualification for the position and willingness to serve.
  3. Slate: The nomination of officers and directors shall take place a minimum of two weeks prior to the annual meeting of the chapter.  The Chair of the Nominating Committee is responsible for conveying the slate to the President.  The President is responsible for sending the slate to the members via the ACBS portal.
  4. Write in nominations: Any member desiring to nominate themselves or someone other than those on the proposed slate, must submit the name of the individual to the nominating committee chair for vetting within three days of the emailing of the initial slate to the members. The Nominating Committee is then responsible for ascertaining that the nominee meets the qualifications of the position for which they are being nominated and that they agree to serve if elected.  If those conditions are met, the Chair of the Nominating Committee amends the slate and submits it to the President.  The President is responsible for sending the revised slate to the members via the ACBS portal at least one week prior to the annual meeting.
  5. Election: The election of the officers and directors may be conducted by in-person meeting or electronically using election software so that more members might vote.  The type of election is a Board decision.  If there are no contested positions, there will be no voting.
    1. Electronic voting
      If voting electronically, the slate (or amended slate) will be posted one week before the annual meeting. The voting will be cut off one day prior to the annual meeting.  The results of the online voting will be announced at the Annual Meeting by the Chair of the Nominating Committee or his/her designee.
    2. In-person voting at Annual Meeting
      If voting is to be done at the Annual Meeting, the Chair of the Nominating Committee handles the voting. Voting for contested offices will be by written ballot. This vote will be handled by the Chair of the Nominating Committee and the votes counted by the Nominating Committee.  The Chair of the Nominating Committee will announce the winner(s).
    3. Declaration by Acclamation: If all nominees run unopposed, the presiding officer at the annual meeting may declare that there is an uncontested slate and that the nominees have won by acclamation.

Article XI:        QUORUM
At any chapter meeting, a quorum shall consist of a simple majority of the currently filled Board of Directors positions.  A quorum for Board of Directors meeting shall be a simple majority of currently filled positions.

Article XII:       Voting

Chapter Meeting:  Each member and co-member may cast one vote at any Chapter meeting at which they are present or participating electronically. They may likewise make and second motions.

Board Meeting:  Each board member may cast one vote at any Board meeting at which they are present or participating electronically. They may likewise make and second motions.

At the discretion of the board, each Chapter member not on the Board and co-member may be allowed to cast one vote each at any Chapter meeting at which they are present or participating electronically. They may likewise be allowed to make and to second motions.

Article XIII:      GOVERNING RULES
Decisions shall be governed by a majority vote of those present eligible to vote unless otherwise stated in the Bylaws.  The decisions and actions of a meeting solely of the Board of Directors shall be governed by a majority vote of filled positions, except in the absence of a quorum of the Board, if at least three Directors are present, the meeting may be considered an Executive Session for the transaction of business which must be ratified or confirmed at a later Directors meeting having a quorum.

The President serves as Chair of the Board of Directors, and shall also be an ex-officio member of all committees except the nominating committee to which they shall not be a member or otherwise serve.

Article XIV:      FINANCE

  1. The chapter’s fiscal year is January 1 to December 31.
  2. The Board shall from time to time designate the financial institution in which the Treasurer shall deposit the Chapter’s funds.
  3. The Treasurer and the President are signatories on all chapter accounts. Each time there is a change in the Treasurer or President position, new bank signatory forms will be signed by these two officers. This should be done as soon as possible.
  4. Chapter dues are due and payable at the same time as the ACBS dues.
  5. All dues of this chapter are non-refundable, are not pro-rated, and are not in any way returned or diminished.
  6. A written account (budget) of the anticipated revenues and expenses for the coming year shall be prepared by the Treasurer and submitted to the President, within thirty (30) days of the beginning of each fiscal year.
  7. Chapter funds will be deposited in insured Chapter accounts.
  8. The Board of Directors may authorize special fund-raising programs designed to augment the Chapter’s financial position. However, special assessments on the membership will be avoided.
  9. The financial condition of the Chapter shall be examined at least quarterly through fiscal review by the Board.
  10. The Treasurer shall receive all Chapter monies.
  11. The Treasurer shall disburse Chapter monies only with proper authorization and with proper documentation per established guidelines.
  12. Once the budget is approved, disbursals may be made by the Treasurer for line items included in the budget.
  13. Funds of this chapter shall be distributed by check or debit card.
  14. Directors designated by the President shall meet with the Treasurer and audit the previous year's finances. This report is to be completed by the end of January and presented to the Board at the first meeting that occurs after the audit is completed. 

Article XV:       COMMITTEES
Standing and Ad-Hoc committees may be established from time to time.  The President establishes a committee and appoints the Chairperson. These chairs may then select any additional members needed to perform the assigned task.

The committee members may include members and non-members with certain expertise.

Committees are advisory in nature and may not make decisions outside the scope of their stated purpose.

Committees shall serve at the pleasure of the Board of Directors and may be dismissed at any time by majority vote.

The Committee Chair shall provide written progress reports to the President and the Board of Directors as often as required or requested.

Committees may not incur expenses or expend funds unless so authorized.  Depending on the Committee, funding may be provided to accomplish the task.  The Committee Chair is responsible for committee expenditures and for providing appropriate documentation to the Treasurer in a timely manner.

XVI.     CHAPTER LOGO & OTHER SYMBOLS
The logo for this chapter is established in the header of this document. Chapter members, when authorized, may use the Chapter logo in/on burgees, letterheads, business cards, publications, flyers, announcements, merchandise, and documents pertaining to the Chapter.

The Board of Directors may adopt other symbols to identify the Chapter from time to time, as it deems feasible and appropriate.

XVII.    RECORDS
All documents created by the NC C&P Chapter Board members are the property of this chapter and shall kept according to established rules, policies, and procedures.

A written record of all meetings (Board of Directors, Chapter, and Committee) shall be kept by the Secretary as a permanent record of this Chapter.  The secretary shall provide copies of all permanent records to the newly elected secretary in a timely manner.

The Treasurer shall keep financial records of all income and expenses and provide reports as requested/required. The Treasurer shall provide copies of all permanent records and the chapter checkbook to the newly elected Treasurer in a timely manner.

The Chairman of each committee shall be responsible for keeping written records of his or her committee's activities and submitting them as requested/required.

XVIII.   No Benefit

No part of the net earnings of the chapter shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the chapter shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distribution in furtherance of the purposes set forth in this document.  Notwithstanding any other provision of these bylaws or the Articles of Incorporation, this chapter shall not, except to an insubstantial degree, engage in any activities or exercise any powers that are not in furtherance of the purposes of this chapter.

XIX.      Amending the Bylaws
The Chapter’s By-Laws may be amended or changed by a resolution presented at any regularly scheduled general membership or special meeting and adopted by a two-thirds (2/3) vote of those members present; provided that written notice of the proposed change, a copy of the proposed changes, the date, time and place of the meeting shall have been sent to each member at least fifteen (15) days prior to the meeting. This vote may also be taken electronically.

XX.    Parliamentary Procedure
Roberts’ Rules of Order (most recent edition) shall govern the proceedings of this chapter when not in conflict with these bylaws.

XXI.  Dissolution

Should it be necessary to dissolve the chapter due to non-participation, inability to fill Officer and Board positions, and/or some other dramatic change, there must be a two-thirds vote of the currently paid chapter members to dissolve.

Upon the dissolution of this chapter, the remaining officers shall pay or make provisions for payment of all the liabilities of the chapter.  The remaining assets shall be distributed for one or more exempt purposes as determined by the membership at the time of the dissolution. Any such assets not so disposed of shall be disposed of by a Court of Competent Jurisdiction of the county in which the principal office of the chapter 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.

All remaining organizational documents and pertinent records of the organization shall be turned over to the Antique and Classic Boat Society, Inc. for archiving.