ARTICLE II - Membership

1. QUALIFICATIONS for becoming a member of the Section shall be:  eligibility for and membership in MBCA.
2. CLASSIFICATION of membership shall be as set forth in the By-Laws of MBCA.
3. RIGHTS AND PRIVILEGES of membership shall be as set forth in the By-Laws of MBCA.
4. DUES:  Annual dues are payable to the Treasurer of MBCA as specified in its By-Laws.
5. REMOVAL FROM MEMBERSHIP:  The Board of Directors may request the resignation from membership in the Section of any member whose conduct in their opinion is detrimental to the welfare of the Section or MBCA.  The member whose resignation has been requested shall have the right to a hearing before the Board of Directors, with the right to appeal to the membership at a special meeting called for such purpose.  The name and address of a member so removed must be reported by the Secretary of the Section to the National Office of the MBCA.

ARTICLE III - BOARD

The governing powers shall be vested in a Board as described below.  Only the voting members will be able to vote on board matters and no person on that board will be able to cast more than one vote regardless of the number of positions held.

1. The PRESIDENT shall be the chief executive officer, and shall preside at meetings of the Board of Directors and membership.  The President shall appoint all Committee Chairpersons with the advice and consent of the Board of Directors, and shall be a member ex-officio of all such committees, and shall have the general powers and responsibilities usually pertaining to the office of President.  The President is a voting member of the Board, elected for a one year term.
2. The VICE PRESIDENT, in the event of the death, disability, or unavoidable absence of the President, shall perform all the duties of such office and when so acting shall have all the powers and be subject to all the responsibilities of the President.  The Vice-President shall also perform such other duties as may be assigned by the President and/or the Board of Directors.  The Vice President is a voting member of the Board, elected for a one year term.
3. The SECRETARY shall attend all meetings of the members and/or the Board of Directors of the Section and shall record all minutes and votes in a book kept for that purpose; the Secretary shall give all notices of meetings; perform all duties incident to the office as may be required by the President.  The Secretary shall have custody of the Section's records.  A secretary pro-tempore shall be designated by the presiding officer in the absence of the Secretary.  The Secretary is a voting member of the Board, elected for a one year term.
4. The TREASURER shall keep adequate and correct books of account of the Section as to all transactions involving the receipt or payment of money.  The books of account shall be open to inspection by any member of the Section at all reasonable times.  The Treasurer shall deposit all monies and other valuables in the name of and to the credit of the Section, with such depository as may be designated by the Board of Directors, and shall disburse the funds of the Section as ordered by the Board of Directors.  The Treasurer shall render to said Board an account of the transactions, and a report of the financial condition of the Section.  The Treasurer will submit to an audit of the books when required by the Board, who shall appoint an auditor to verify the books and records of the Treasurer and to submit to the Board a certified statement as to the financial condition of the Section.  If required by the Board, the Treasurer shall furnish bond at the Section's expense.  The office of Treasurer may be combined with any other office except that of the President.  The Treasurer is a voting member of the Board, elected for a one year term.
5. DIRECTORS:  There shall be three groups of Directors elected in addition to the Officers named above.  The Directors are voting members of the Board, elected for a three year term.  No member may be elected as a Director for two (2) consecutive terms, with the exception of a Director who is elected to fill an unexpired term.  A member may be elected a Director after an absence of one (1) year.
6. PAST PRESIDENT:  The immediate Past President shall be a member of the Board of Directors.  This Board Member shall serve for the term of the succeeding President.  The Past President is a non-voting member of the Board.
7. EX-OFFICIO:  A member of the Section who holds or has held a National office, or a member who has been elected by the Section Board of Directors to the status of "Emeritus" shall be an Ex-Officio member of the Board of Directors.  Ex-offico board members are non-voting member of the Board.

1. The election of Officers and Directors shall take place at the Annual Meeting which shall be held during the month of June on a day to be designated each year by the Board..
2. A Nominating Committee will be appointed by the President by the month of February.  It will be chaired by the Vice President and shall prepare a slate of candidates for the offices of President, Vice President, Secretary and Treasurer with one candidate selected for each office, from the existing board.
3. The Nominating Committee shall also prepare a slate of candidates for Directors.  The slate will consist of no fewer than two (2) and no more than six (6) candidates.  The candidates will be selected from the section`s membership at large excluding the existing servicing Directors and the candidates in the officer`s candidate slate, as specified in paragraph 2 above.
4. The slate of candidates for both the Officers and Directors shall be published in the section`s newsletter prior to the Annual Business Meeting.  This issue of the newsletter must be mailed no later than two weeks prior to the Annual Business Meeting.  As an alternative, the lists of candidates may be mailed to the section membership.  This mailing must be made no later than two weeks prior to the Annual Business Meeting.
5. If the Nominating Committee does not present a complete slate of candidates for Officers (one [1] candidate for each office) and Directors (at least two [2] candidates), nominations will be accepted from the floor for the unfilled positions at the Annual Business Meeting.
6. The Vice President as chair of the Nominating Committee will oversee the election process at the Annual Business Meeting.  The Secretary is responsible for tallying and recording each vote.
7. The Officer and Directors shall be elected by acclamation of a majority of those eligible voters present and voting.  The slates must be voted on as a whole, one for Officers and one for Directors.  They may not be broken down to individual Officers and Directors for election.
8. In the event that a slate is rejected by the membership in its election, the floor will be opened for the nomination of new candidates for that slate.  Previous restrictions spelled out above on candidates will be removed and a new candidate slate formulated for election by the membership until a slate is successfully elected.
9. The successful candidates shall assume the full duties and authority of their offices immediately following the adjournment of the Annual Business Meeting.  The President, Vice President, Secretary and Treasurer shall hold office until their successors are elected.

An Officer or Director may resign at any time by giving written notice to the Board of Directors.  Regardless of the date specified in the resignation, the Officer shall be responsible for turning over to a Board member in an up-to-date manner all records and property belonging to the Section for which the Officer is accountable before his responsibilities shall cease.

In order to preserve harmonious and efficient operation of the Section, any or all elected Officers may at any time during their tenure be subject to recall by written petition of a majority of the voting members of the Section.  This petition shall be presented directly to the Southwest Regional Director of MBCA, a copy to the Officer and/or Officers involved, and a copy recorded by the Secretary.

Should an Officer or Director be unable or unwilling to serve, which shall be implied by three unexcused absences from consecutive meetings of the Board, the Board may instruct the President (or the Vice President) to send a "Notice of Intention" to such member.  The "Notice of Intention" shall request a response to the President or Vice President, stating the member`s intention to continue as an Officer or Director.  The "Notice of Intention" shall contain a copy of this section of the By-Laws.  Should such response not be received within fifteen (15) days, or should the member not attended the next meeting of the Board following the date of the Notice, the Board may assume the member wishes to be replaced and may replace such member.  This paragraph shall not apply to Ex-Officio members of the Board.

Any vacancy created in any elected office shall be filled for the unexpired term by vote of the remaining members of the Board, except that vacancies caused by the resignation of 50% or more of the Board of Directors shall be filled by vote of the membership at a special meeting to be called within 30 days.

ARTICLE IV - COMMITTEES

The President, with the advice and consent of the Board, may appoint such committees as may be deemed necessary for the administration of the Section`s business and activities.

Any Board member may simultaneously serve also a Chairperson of not more than one such committee.

Suggested standing committees are as follows:

1. PROGRAM AND ACTIVITIES:  Responsible for the scheduling of all events and for arranging the program portions thereof, such as speakers, films, social gatherings, etc.  Responsible for the planning and execution of those portions of events involving the use of the automobile, such as precision driving, caravans, rallies, technical, etc.
2. MEMBERSHIP:  The Committee shall consist of a Chairman and such additional members as may be appointed by the Board.  The Committee shall be responsible for extending the hospitality of the Section to each new member and such other duties as may be directed by the Board.
3. PUBLICATIONS:  The Committee shall be responsible for producing a minimum of six (6) Newsletter-type publications per calendar year. The Chairman may engage the assistance of other Section members for the fulfillment of the Committee's responsibility.
4. PAST PRESIDENT COUNCIL:  All available Past Presidents shall constitute the Past Presidents Council and shall serve as consultants to the Board.

It is the prerogative of the President to appoint such special committees, e.g., Nominating, as may be required to carry out the business of the Section, provided that such Special Committees shall continue beyond the tenure of their appointment, at the pleasure of the successor President.

The Board shall be responsible that the provisions of the Acts and By-Laws of the Section are upheld to the best interests of the members of the Section.  Six or more members of the Board present at a regularly-scheduled meeting constitute a quorum for the transaction of business.

Any member may attend any meeting of the Board.  The President may invite the Chairman of any Special or Standing Committee, or any other member, to attend the meeting of the Board as the occasion may demand.

The Board shall meet at such intervals as they may deem necessary, but, in any event, meetings of the Board shall be held at least 9 times during each year.  Voting at Board meetings shall be limited to Board members.

ARTICLE V - MEETINGS

There shall be an Annual Meeting of the membership held each year, as specified in Article III, Section B.

Additional meetings as may be desirable for the conduct of the Section`s business may be scheduled by the President; and, furthermore a meeting shall be scheduled without 30 days, if requested in writing by 20% of the voting membership.

1. 1. NOTICE OF MEETING - The notification of a meeting shall be published in the section`s newsletter.  This issue of the newsletter must be mailed no later than two weeks prior to the meeting.  As an alternative, the notification may be mailed to the section membership by the Secretary or such person as may be designated by the President.  This mailing must be made no later than two weeks prior to the Annual Business Meeting.
   2. A tentative schedule of proposed events for the ensuing year shall be distributed to the membership as soon as practicable after the Annual Meeting.
2. QUORUM - Twenty or more members present at any regularly called business meeting shall constitute a quorum.
3. VOTING - A majority of the members present and voting shall be required to determine any questions at any meeting of the membership, provided a quorum is present.
4. All business meetings of the membership and/or the Board shall be held in Maricopa County, Arizona.

An effort shall be made to rotate the location (which may be within or without the State of Arizona), as well as the weekday, of several types of meetings to accommodate various members of the Section.

ARTICLE VI - AMENDMENTS

Any additions, alterations, or amendments to the By-Laws, hereinafter referred to as amendments, may be made as prescribed below:

1. Any five members in good standing may propose an amendment by submitting the same in writing, signed by each, to the Secretary of the Section.
2. The proposed amendment shall accompany the notice of the meeting at which it is to be voted upon, mailed as in accordance with Article V, Section A, Paragraph 2 and 3, (Notice of Meetings).
3. The quorum required, and the voting upon, such amendment shall be set forth in Paragraphs 2 (Quorum) and 3 (Voting), respectively, of Article V.

ARTICLE VII - AMENDMENTS TO THE ARTICLES OF INCORPORATION

Amendments to the Article of Incorporation will be effected in the same manner as that prescribed in Article VI above, with respect to amendment to the By-Laws excepting that:

1. A minimum if twenty members signatures shall be required for the submission of a proposal to amend.
2. The quorum at the meeting at which the proposal constitutional amendment is to be voted upon shall be as provided in Article V, Section 2.
3. The affirmative votes of three-quarters of the members present and voting shall be required to adopt the proposed amendment to the Articles of Incorporation.

ARTICLE VIII - DISSOLUTION

1. In the event of dissolution or liquidation of the Corporation the disposition of the assets of said Corporation shall be determined by a meeting of the membership, at which the quorum and voting shall be as described in Article V, Section 2 and 3 hereof.
2. In the event of any such dissolution, any property belonging to MBCA shall be delivered to the Regional Vice President, MBCA.

ARTICLE IX - PARLIAMENTARY PROCEDURE

The controlling authority for parliamentary procedure shall be Robert`s Rules of Order.

The original By-Laws, adopted December 11, 1962, were amended to read as above by a vote of the membership at the Annual Meeting held June 18, 1972.

S/S F. JoAn Dickey
Secretary

The By-Laws as amended on June 18, 1972, were amended to read as above by a vote of the membership at the Annual Meeting held June 28, 1987.

S/S Darlene Nelson
Secretary

The By-Laws as amended on June 28, 1987, were amended to read as above by a vote of the membership at the Annual Meeting held June 9, 1991.

S/S E. Carolyn Liff
Secretary

The By-Laws as amended on June 9, 1991, were amended to read as above by a vote of the membership at the Annual Meeting held June 25, 1995.

S/S Myron Johnson
Secretary

The By-Laws as amended on June 25, 1995, were amended to read as above by a vote of the membership at the Annual Meeting held June 22, 1997.

S/S Jacek C. Orlowski
Secretary

The By-Laws as amended on June 22, 1997, were amended to read as above by a vote of the membership at the Annual Meeting held June 3, 2007.

S/S Brynn D. Burton
Secretary

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