BYLAWS for the Hokie Flying Club, Inc.
Revised March 29, 2016
Sec. 1 - The name of this organization shall be HOKIE FLYING CLUB, INC. hereafter referred to as the "Club."
Sec. 1 - The Club shall be incorporated under the Virginia State Corporation Laws and shall be a not-for-profit corporation.
Sec. 2 - The purpose of the Club is to stimulate interest in aviation and to provide Members with an opportunity to engage in flying, to obtain instruction as desired, and to maintain proficiency.
Sec. 1 - Flying regulations and any other regulations deemed necessary by the Members of the
Club shall be adopted and have the same force and effect as if published as a part of these Bylaws, provided that all such proposals adopted by the Club Membership are consistent with these Bylaws. Any Club Members found in violation of these regulations may face suspension or expulsion from the Club.
Sec. 1 - Prospective Members shall be persons recommended by a Club Member. The applicant may be asked to supply approved credit information. Applicants become Members after their application is approved by a simple majority of the Active Flying Members and they pay the appropriate fees.
Sec. 2 - The minimum Membership period shall be 12 months unless the Board approves a period of shorter duration.
Sec. 1 - The Membership shall be classified as (1) Active Flying Members, (2) Family Members,
(3) Associate Members, (4) Inactive Flying Members, (5) Suspended Members, (6) Honorary Members, and (7) Mechanic Member.
Sec. 2 An Active Flying Member is one who has qualified for membership, has been accepted as defined in Article VI, has paid an initiation fee, annual insurance fee (may be collected monthly), has made appropriate deposits, and has been duly oriented by the Club VicePresident or designee. This entitles the Member to fly the Club's aircraft on which appropriate deposits have been made, after completing proper checkout procedures, and a checkout flight with a Club Instructor.
Sec. 3. A. - A Family Member is a member of an Active Flying Member's immediate family. Each Family Member shall pay an initiation fee but no refundable deposits. Such Members shall have all the rights, privileges, and obligations of Active Flying Members except that they shall not pay monthly dues nor be allowed to vote.
B. - A member of an Active Flying Member’s immediate family is the spouse, a child, or a parent of the Member.
Sec. 4. – By majority vote, the Club may grant Associate Membership to individuals. An Associate Member shall have the privilege of participating in Club activities, but shall not be permitted to vote or use Club aircraft. Associate Members shall pay a yearly fee per-family to cover all assessments, etc. Associate Members who wish to become Active Flying Members shall be placed at the top of the waiting list should the Club membership be capped.
Sec. 5. - An Inactive Flying Member is one who has been granted inactive status by the Board upon that Member's written request. Inactive flying status shall not be granted until all money due the Club has been collected. This requirement may be waived at the discretion of the Board. The inactive status may only span 120 days from the Board's receipt of the request. In special cases the Board shall have the right to extend this in 30-day intervals. During the period of inactive status, the Member shall be required to pay dues but not advance flying time and shall have the same rights within the Club except for using any of the Club equipment; provisions of this statement may be waived at the discretion of the Board. The Inactive Flying Member shall not be required to repay the initiation fee upon regaining Active Flying Member status. Inactive members are not authorized to operate Club aircraft, and the Board may elect to seek criminal prosecution or cause immediate expulsion of any Member who operates Club aircraft while on inactive status.
Sec. 6 - A Suspended Member is one who has been temporarily denied all the rights and privileges of membership in the Club by action of the Board in accordance with the Bylaws and Flight Operations. A Suspended Member shall continue to pay dues and assessments but not advance flying time. All responsibilities of the Suspended Member shall be assumed by the other Members of the Club for the duration of the suspension. A period of suspension shall be limited to 60 days. At the end of this time, the Board shall be required to take further action or the Member shall automatically become active again unless otherwise stated in these Bylaws. Suspended members are not authorized to operate Club aircraft, and the Board may elect to seek criminal prosecution or cause immediate expulsion of any Member who operates Club aircraft while on suspended status.
Sec. 7 - The Club may grant Honorary Membership to pilots by a vote of the Board. Honorary
Members shall have the privilege of participating in all Club Member functions except flying Club aircraft. They shall abide by all the rules and regulations and the provisions of the Bylaws and the Flight Operations, but shall not be required to pay monthly dues. Honorary Members who wish to become Active Flying Members shall be placed at the top of the waiting list should the Club Membership be capped.
Sec. 8 - A Student Member is one who has a qualified membership, possesses a valid student pilot’s certificate, and pays a non-refundable initiation fee. The Student Member shall have the privilege of participating in all Club Member functions, but may only use the designated primary trainer aircraft. Upon acquiring a private pilot’s license the student may continue to use the primary trainer(s) until the end of the month in which they receive their license, after which time the newly rated pilot must upgrade their status to an Active Flying Member, and shall receive a credit for the initiation fee already paid towards the regular initiation fee.
Sec. 9 – At the board’s discretion, a Mechanic Member position may be maintained and appointed by the board. Any individual appointed must possess a valid and relevant FAA Mechanic’s certificate, and be an appropriately certificated pilot or student pilot. Any such appointment requires a quorum of the board, but appointment must carry the support of the Maintenance Director. Any such appointment shall be reviewed and approved by the board on an annual basis. The Mechanic Member carries the privileges and responsibilities of an Active Member and is responsible for payment of initiation fee and deposits as such. However, no advanced flying time would be charged. The Mechanic Member’s rates must be reviewed and approved by the board. Any work performed must be at the direction of, and specifically approved by the Maintenance Director.
Sec. 1. – Membership limitations–– The number of Pilots may be limited at the discretion of the Board based on the amount of equipment in service and the average time the equipment is in use.
Sec. 2. – Applications–– Applications for membership shall be in writing and must be approved by the Board or the Membership present at a Regular Meeting.
Sec. 3. – Reinstatements–– Applications for reinstatement from Inactive Flying Members shall be approved by the Board or the Membership present at a Regular Meeting.
Sec. 4. Reinstatements–– An Inactive Flying Member shall not be reinstated to Active Flying Membership unless all dues, special assessments, etc., required of other Active Flying Members during the inactive status have been paid.
Sec. 5. - Resignation–– Resignation requests shall be in writing.
Sec. 6. - Resignation–– A Member granted a resignation or Associate Member status would be refunded accrued flying time. Upon regaining Active Flying Member status, this Member must purchase these hours back at the base rate in effect at the time of reactivation. Resignation becomes final upon settlement of all accounts.
Sec. 7. - Expulsions–– Upon the recommendation of the Board by a vote of the Membership present at a Regular or Special Meeting, an individual's membership may be discontinued.
Sec. 8. - Suspension–– The Board may suspend a Member whose actions are deemed to be potentially detrimental to the Club. The Board at its discretion may require a Suspended Member to undergo flight instruction for reinstatement.
Sec. 1. - The Officers of the Club shall be a President, a Vice-president, a Treasurer, a Secretary, a Maintenance Director and an Operations Director.
Sec. 2. - The Officers of the Club plus two (2) elected Board Members at Large and the Immediate Past President shall comprise a Board of nine (9) Directors with full authority to act in any and all matters concerning the Club excepting those requiring a vote of Members. However, such actions by the Board may be subject to the approval or disapproval by the Membership present at a Regular or Special Meeting. If there are nine (9) or fewer Members then all Members are on the Board. If the Immediate Past President is not a Member then an additional Board Member at Large shall be elected yearly.
Sec. 3 - The Officers of the Club shall be elected by a majority vote of voting Members at the Annual Meeting (Article IX). Two Board Members at Large shall serve for a term of 2 years, one elected each odd calendar year and the other each even year.
Sec. 4. - All Club checks and withdrawal slips must bear the signature of the Treasurer, or VicePresident, or President.
Sec. 5. - In the event of a vacancy on the Board, the remaining Members of the Board shall appoint a temporary Member to serve until a special election can be held to fill the vacancy. If a permanent Member is not elected within 60 days after the vacancy occurs, the temporary appointee shall automatically become permanent for the remainder of the unexpired term.
Sec. 6. Impeachment of an Officer or Board Member shall be by a majority of the voting Members at a Regular or Special Meeting.
Sec. 1. - It shall be the duty of all Officers to conduct the activities of the Club in an efficient and businesslike manner, to serve on the Board of Directors, and to safeguard the interests of the Club at all times.
Sec. 2. - The President shall be the Chief Executive Officer of the Club and preside at all Meetings of the Club and the Board. The President shall execute with the Secretary in the name of the Club all contracts and instruments of debt other than checks after approval by the Board.
Sec. 3. - The Vice-President shall act as President in the absence of the President. In the absence of both the President and the Vice-president, a Chairman shall be chosen by the voting Members present at such a meeting. The Vice-President shall be responsible for new Member orientation; Membership roster and records; and maintaining all licenses, corporate registrations, and filings required by law.
Sec. 4. - The Treasurer shall receive and disburse all Club moneys and maintain proper accounting of the Club finances, furnish an annual and monthly financial report for all official transactions, perform other duties that pertain to this office, and make recommendations to the Board in the best interest of the Club. An Assistant Treasurer may be appointed by the Board and shall assist the Treasurer in performing these duties.
Sec. 5. - The Secretary shall keep the Minutes of all Meetings and be responsible for handling Club correspondence and distributing pertinent information. The Secretary shall execute with the President, in the name of the Club, all contracts and obligations after approval by the Board. In the absence or disability of the Treasurer, the Secretary shall prepare checks for expenditures authorized by the Board. The Secretary shall perform other appropriate duties as requested by the President or the Board.
Sec. 6. - The Aircraft Maintenance Director shall direct the maintenance performed on Club aircraft. The Maintenance Director shall strive to insure compliance of all applicable FAA regulations and shall maintain all appropriate aircraft records. The Maintenance Director may appoint Plane Captains to assist in maintenance of the individual airplanes. In the absence of the Maintenance Director, the Board shall make arrangements for the maintenance of the aircraft.
Sec. 7. - The Operations Director shall promote an educational program to encourage safe flying, arrange programs for the monthly Regular Meetings, and coordinate the scheduling of the aircraft.
Sec. 8. The Chief Flight Instructor shall assign Instructors to new Club Members, help Club Instructors in evaluating their students’ progress, work with Club Instructors in performing their duties and assist the Board in the selection and orientation of new Club Instructors.
Sec. 9. - The duties of the Board shall be to act on all matters of policy; to determine the initiation fee, refundable deposits, monthly dues, flying charges, insurance fee, and other financial assessments; to act in judicial capacity on violations of Club rules; to investigate accidents; to penalize Members for violation of good flying practices; and to protect the Club's interests and safeguard its welfare.
Sec. 10. - The duties and responsibilities of the Members shall be to attend all Regular
Meetings, to conduct themselves in a proper and fitting manner, to uphold the dignity of the Club at meetings and on the flying field, and to be alert and mindful of the Club's interests at all times. Members shall exercise due caution and safety in flying; and observe all Club, local, state, and federal rules and regulations.
Sec. 1. - A quorum for Meetings of the General Membership shall be at least seven voting Members or 50 percent of total membership, whichever is more. A quorum must include at least three Members of the Board. The quorum for all Board Meetings shall be five Members of the Board.
Sec. 2. - There shall be an Annual Meeting and usually one Meeting each month. The Annual Meeting shall be held in November.
Sec. 3. - Upon written request, e-mail or voice mail, of at least 50 percent of the voting Members, the President shall be required to call a Special Meeting. A Special Meeting may also be called at the discretion of the President or a simple majority of the board. All Members shall be notified through email or their last given address of the time, place and subject matter of the Special Meeting, at least one week in advance.
Sec. 4. - Board Meetings shall be held at the discretion of the Board or the President but in any event shall be held at least once each quarter.
Sec. 5. - All procedural matters in connection with both Membership and Board Meetings not otherwise provided for herein shall be governed by Robert's Rules of Order.
Sec. 1. – Only Active Flying, Inactive Flying, and Honorary Members shall be allowed to vote.
They shall be entitled to one vote, which may be in person or submitted in writing, addressed to the President or Secretary. Votes by mail must be received at least three days prior to the meeting.
Sec. 2. - Only written proxies can be voted at a meeting.
Sec. 3. - A majority vote of eligible voting Members present at a Regular or Special Membership Meeting shall be required to effect passage of any resolution except when otherwise provided for by these Bylaws.
Sec. 4. - All motions before the Board shall require a simple majority of the Board Members present to be passed.
Sec. 5. – The President or a member of the board may solicit a vote by e-mail on urgent matters. Each step of an e-mail vote shall be open for at least two full business days unless obviously completed (e.g. a motion is seconded or all eligible votes have been recorded). A motion that is not seconded within two business days shall expire. The secretary shall record any such motions and the outcomes.
Sec. 6. - The Vice-President may call for an email vote on candidates for membership. The email vote shall be open for at least two business days. Voting may be closed sooner than two business days if all eligible votes have been cast. Approval of new members requires a simple majority of the general membership.
ARTICLE XI - FISCAL YEAR
Sec. 1. - The Fiscal Year shall extend from January 1 to December 31.
Sec.1. A. - Financial stability on a self-supporting basis shall be a prime responsibility of all Club Members. The Board shall determine initiation fees, refundable deposit, monthly dues, flying charges, insurance fees, and other financial assessments. The initiation fee, initial deposit and insurance fee shall be payable with the application. Dues, advanced flying time and flying charges shall be paid monthly. All Members are required to share equally any monthly or Fiscal Year obligations of the Club.
B. - No Member may obligate the Club except as set forth in these Bylaws.
Sec. 2. - The Treasurer shall make financial and other pertinent records of the Club available for audit and inspection annually.
Sec. 1. Initiation Fee--A nonrefundable initiation fee shall accompany each application.
Sec. 2. - Refund of deposit—The deposit shall be refunded to members who have resigned when the Board determines there are sufficient funds.
Sec. 1. - Monthly dues and advance flying time shall be payable not later than the eighth day of the month following the mailing of the bills.
Sec. 2. - Flight charges shall be paid with the monthly dues.
Sec. 3. – In order for Members to maintain proficiency an advance flying deposit shall be charged.
Sec. 1. - The Board may revise any fees, dues, flying rates or assessments. Each Member shall be notified of such changes.
Sec. 1. - These Bylaws shall become effective immediately upon approval by the Membership unless such revisions affect tax-exempt status.
Sec. 1. - These Bylaws may be amended by a majority vote of the Membership present at a Regular Meeting. The proposed amendment(s) shall be presented to the Members at a Regular Meeting one month prior to voting.
Sec. 1. - Amendments to the Bylaws may be published in the Minutes of the Meeting in which they were approved as per Article XVII of these Bylaws. The Amendments shall be attached to the Bylaws as an addendum at the time of Amendment. Annually, the actual document shall be revised to incorporate these Amendments in the proper order.
Sec. 1. - Upon dissolution of the Club, three Members shall be designated by the Board as Trustees who shall liquidate the assets thereof, as soon as practical, and pay all existing debts and liabilities in proportion to the final available capital, including any money rightfully due to Members as refunds in accordance with regulations of the Club. Residual assets shall be distributed equally to current Active Flying and Inactive Flying Members.