ARTICLE 2. PURPOSE
Insofar as permitted under the general laws of the State of Georgia, without profit, to promote interest in motoring, touring activities, and to encourage safe and skillful driving, publications and activities related to motor touring especially as involves BMW automobiles; to perform such services and sponsor such events as are in keeping with the members' desires.

ARTICLE 3. LOCATION
Board of Directors and General Membership meetings will be held at a location chosen by the PRESIDENT of the Board of Directors (hereafter known as the "BOARD"). For corporate matters, until the BOARD deems otherwise, the address of the CLUB shall be:
Peachtree Chapter BMW CCA, Inc
P.O. Box 870474
Stone Mountain, Georgia 30087-0012

ARTICLE 4. MEMBERSHIP
Section 1. Membership is open to anyone interested in BMW automobiles, the activities of the CLUB or assigned Georgia members of BMW CCA.

Section 2. Members and associate members as defined by the national organization BMW Car Club Of America, Inc. who have been assigned to the CLUB are entitled to vote and hold office with equal rights in the CLUB, to attend any general meeting and all other benefits of membership. Members (as defined by BMW CCA Bylaws) of the CLUB shall be governed by these Bylaws.

Section 3. The BOARD may provide for special types of membership in the CLUB.

Section 4. Any active member or associate member of the CLUB may have his or her membership revoked by unanimous vote of the board for cause. The members in question will be contacted via certified mail and notified of the next board meeting and location. At that time the member will have the opportunity to respond to the BOARD's statement of cause before the BOARD votes on the matter.

ARTICLE 5. ELECTIONS
Section 1. Any active member of the CLUB may nominate a member in good standing for an elective office at the annual October general meeting, subject to the nominee's consent to such nomination. An active member is defined as a member of the BMW CCA, Inc. who is assigned to our CLUB, is over 18 years old, and has paid the current BMW CCA, Inc. annual membership fee.

Section 2. Election of the BOARD and Officers will be by a plurality vote of those active members present at the December general meeting plus those members voting by absentee ballot. Each member shall have one vote. Ballots to be collected, confirmed and tallied by an independent firm and results announced at the December membership meeting.

Section 3. If a vacancy occurs between elections, the vacancy shall be filled by an active CLUB member appointed by the BOARD by majority vote. The BOARD may, at its discretion, appoint a CLUB member to assume the duties of any Officer who is absent or incapacitated, or otherwise unable to perform the duties of the office.

ARTICLE 6. OFFICERS
Section 1. The CLUB shall have Officers in a hierarchy consisting of:
PRESIDENT
VICE-PRESIDENT
TREASURE
SECRETARY
MEMBER-AT-LARGE
Each of the above positions will be filled by a member of the BOARD. The BOARD may appoint other positions, as the BOARD shall decide.

Each BOARD member shall have one vote at a BOARD of Directors meeting. The offices of PRESIDENT, VICE-PRESIDENT, TREASURER, SECRETARY and MEMBER-AT-LARGE are elected by the membership. All other officers are appointive at the discretion of the elected officers. Any appointive office, except Legal Counsel and Newsletter Editor, may be left vacant by a majority ad hoc vote of the elected officers.

Section 2. BOARD Directors/Officers shall serve a term of one year commencing January 1 and termination December 31 of the same year. Incoming BOARD will hold a joint meeting with the outgoing BOARD in the first 15 (fifteen) days of the new term to turn over club assets, financial reports, and the like.

Section 3. Any Officer shall have the right to resign by submitting his/her resignation in writing to the BOARD.

Section 4. Any Officer may be removed from office by a two-thirds vote of the BOARD at a duly designated meeting including provision for written absentee BOARD vote. After 30 (thirty) days advance written notice of reasons for removal. Any Officer may also be removed by a vote of the membership utilizing the following procedure. When a repeal motion is made, seconded, and passed by a simple majority of members present at any regularly scheduled membership meeting, a special meeting notice will be prepared and mailed to all chapter members within 10 days. The next regularly scheduled membership meeting will be designated a special meeting. The first order of business at the special meeting will be a statement of the repeal motion and the rationale. Next, the Officer in question will have an opportunity to respond. Each statement will be limited to 5 (five) minutes. Immediately following statements, active members present will vote on the recall motion. The motion will carry or not based on a plurality of members present at the special meeting.

Section 5. Duties and Responsibilities of Elected officers. The PRESIDENT shall officiate at all BOARD meetings, create and appoint special committees as he or she deems necessary to carry out the objectives of the CLUB, supervise the overall operation of the CLUB, call meetings of the full BOARD of Directors as conditions warrant, and perform other executive functions as may be necessary.

The VICE-PRESIDENT shall officiate in the absence of the PRESIDENT, coordinate the activities of the CLUB in conjunction with event chairpersons and/or appointed committees, and secure the necessary liability insurance as may be required for certain events.

The TREASURER shall be responsible for all funds, making expenditures which are authorized by the BOARD, maintaining financial records in accordance with generally recognized accounting practices, submitting timely and accurate financial reports to federal, state and local government agencies as required, reporting on the treasury monthly to the general membership and arranging to have the financial records reviewed or audited by a professional accountant at least yearly.

The SECRETARY shall maintain minutes of all meetings, carry on all correspondence, keep all current CLUB records, maintain a current roster of members, collect, or cause to collected, distribute all mail incoming to the CLUB, and perform other duties as assigned by the BOARD.

The BOARD may appoint CLUB members to assist the SECRETARY as necessary.

Member-at Large shall be an advisory position filled by a CLUB member whose experience and opinions are of value to the CLUB.

ARTICLE 7. MEETINGS AND EVENTS
Section 1. Except as otherwise provided, monthly membership meetings will be called by the PRESIDENT of the BOARD and well publicized in the CLUB newsletter.

Section 2. The BOARD shall meet at such times as they determine by vote, or at the call of the PRESIDENT. For purposes of conducting the BOARD meeting, a quorum shall be present. A quorum shall consist of 4 of the 5 members of the BOARD.

Section 3. The BOARD shall set aside a portion (not to exceed 30) of the board meeting to allow members to present a proposal to the BOARD for consideration.

Section 4. The annual meeting to elect CLUB Officers shall be held in December. All members shall be notified of the date, time and place of this meeting at least ten (10) days in advance.

Section 5. Events, consistent with the purpose of the CLUB will be help per the approval of the BOARD.

Section 6. All meetings will be conducted by Roberts Rules at the discretion of the ranking officers present.

ARTICLE 8. CORPORATION POWERS
Section 1. The BOARD on behalf of the CLUB shall be empowered to do all things and conduct all business, not for profit, necessary to achieve the objectives of the CLUB and in keeping with these Bylaws.

Section 2. These Bylaws shall provide a broad administrative framework within which the objectives of the CLUB may be reached and continued. All business of the CLUB shall be conducted in accordance with these Bylaws.

Section 3. Except as herein otherwise provided, only the BOARD shall exercise all powers of management of the CLUB and enter into any contracts written or verbal.

Section 4. It shall be the policy of the BOARD to consult the members on any matters involving the general welfare and conduct of the CLUB. Failure to do so shall not affect any vote of the BOARD.

ARTICLE 9. DUES AND FEES
CLUB dues and fees shall be consistent with BMW CCA guidelines.

ARTICLE 10. LIABILITY
Section 1. All persons or Corporations extending credit to, contracting with, or having any claim against, the CLUB or BOARD, shall look only to the funds and property of the CLUB for the payment of any debt, damages, or judgement of decree or any other money that may become due and payable to them from the CLUB or the BOARD so that neither the members of the CLUB nor its BOARD are personally liable therefore.

Section 2. The provisions of Part 5 of Article 8 of the Official Code of Georgia Annotated, relating to indemnification by the Corporation of any person who has served as an Officer of director of the Corporation, or who has brought action in the right of the Corporation, is adopted by the Corporation by this reference as a bylaw of the Corporation.

The Corporation will provide advance indemnification for the BOARD. The Corporation may provide insurance for the BOARD at the discretion of the BOARD.

ARTICLE 11. SEAL The custody of the Seal shall remain with the TREASURER.

ARTICLE 12. AMENDMENTS No checks will be issued unless receipts accompany check requests or unless the BOARD approves the specific individual expense by vote. This should apply to expenses of $50.00 or more.

Amendments to these Bylaws will be voted on and changed at the December membership meeting.

Adoption of the Amendments to the Bylaws shall require a two-thirds majority vote of those active members present at the December general meeting of the CLUB plus those active members voting by Absentee ballot. All active members shall be notified of date, time, place and contents of the proposed amendment at least ten days in advance of said meeting.

No Amendment shall become effective until approved by the Membership.

The Peachtree Chapter BMW CCA Bylaws May also be downloaded in PDF format by Clicking Here.