Cadillac Club of Long Island Incorporated
Post Office Box 8
Northport NY 11768
I 1. Constitution/ By-laws
With the establishment of a new New York State corporation effective April 20th 2018, the board and president hereby establish bylaws which will enable a smoothly operating private entity. Any and all previous by-laws are herewith declared null and void and unenforceable.
BACKGROUND and AUTHORITY
This private club was founded in 1989 as The Long Island Dreamboats. In 1993 the club became affiliated with the Cadillac Lasalle Club (CLC) and within the CLC was titled as the NY Metro Region of the CLC. Incorporation and bank documents were established at that time. In 2012, the name was changed to Cadillac Club of Long Island, Home of the Dreamboats. Subsequently, from 2012 to 2017 several name iterations followed with none officially recorded. In 2017, the club was expelled from the CLC and its bank account was closed. No tax filings were made to the IRS for at least four years. No auditing of income and expenses was made. In short, the club became legally dormant. The CCLI is now reorganized and officially recognized by the State of New York as Cadillac Club of Long Island, Inc. (hereafter CCLI). All assets including the name and any images and IT presence of the former club have been subsumed by the new entity. These by-laws are in accordance with this new entity and render any previous by-laws or constitution as well as the club’s previous charter moot, invalid and unenforceable.
- Mission statement
The CCLI is a car club dedicated to the preservation and appreciation of Cadillac and Lasalle automobiles. We promote the development, collection, publication and exchange of helpful information pertaining to our Cadillac and Lasalle cars. We also promote social fellowship for and among club members through the medium of car shows, parades and interaction with other like-minded entities.
Any person over 18 years of age who is deemed suitable by the president and board of directors to have an interest in Cadillac automobiles and the best interest of the club is eligible for membership. A member is defined as the person who has paid the club’s dues for the current year. Cadillac automobile car ownership is not required for membership. If accepted, that new member is subject to a one-year probationary period during which he/she may be expelled for any reason by the president or a majority of the board. No other individual is permitted to have any membership privileges irrespective of their relationship to the dues paying member. A member is entitled to all rights and privileges, including voting on motions and is subject to the provisions of the rules on elections, etc.
MEMBERSHIP MONTHLY MEETINGS
Membership monthly meetings(MMM) shall be held at a time and place set forth by the president and board. Currently, the last Wednesday of the month is the norm. Members will receive prior email notice of meetings. There is no quorum required but at least ten(10) members and two board members must be present to hold a vote.
Monthly board meetings are to be held at a time and place convenient to all participants and the board will entertain “emergency meetings” for urgent matters. Telephone conference calls may be substituted for physical meetings.
CCLI dues are $30.00 (thirty dollars) annually. Payment is due by January 31st. Members who have not paid dues may not, at the discretion of the president, be permitted to engage in or participate in any official business, including but not limited to making motions, voting.
- The club is governed by a president and a board of directors.
The board consists of a vice president, treasurer, recording secretary, newsletter editor, membership secretary, and one events manager. The ideal is that each board position be filled by one suitable member volunteer. If insufficient volunteers come forward, the president may appoint any board member to hold more than one board position until a suitable member comes forward.
- Officers’ duties and responsibilities
Shall open all meetingsShall decide points of order at all meetingsShall conduct all business in proper orderShould a vacancy occur, the president may appoint a replacement to fill same for the balance of the termShall enforce the By-LawsShall vote only to break a tie at Board and/or MMMShall review and edit all club correspondenceShall adhere to Robert’s Rules of Order to points of order and motions presented by membersShall have the final decision on club’s participation in eventsShall, in consultation with the board, make the final decision for all expenditures
Shall assume the role of president until the next scheduled election if that office becomes vacantShall be the backup liaison between the CLC and the CCLIPerform other duties as assigned by President.
Shall be responsible for overseeing the club’s financial transactionsAccounts receivable function with respect to dues, advertisers, 50/50 drawings revenue, apparel and all other fund raisersShall check that all invoices are valid, accurate and paid promptly (within 30 days)Shall summarize the bank account status at MMM or board meeting as neededShall, after consultation with the president and board, place reasonable orders for items needed by the clubShall keep abreast of advertiser accountsShall be able to present necessary records for auditing by outside auditorIt is incumbent on the treasurer to maintain accurate records of all revenue and expenses and to be prepared for an audit at all times. Should any irregularity appear as judged by the president or a majority of the board (treasurer is not eligible to vote) an outside auditor may be engaged
- Recording secretary
Shall take minutes at monthly and board meetingsShall read minutes at the appropriate meeting’s startShall provide a meeting agenda based on president’s and board’s members inputShall retain custody of all clerical records except for membership records
- Membership Secretary.
Shall solicit new members as appropriate.Shall assemble and provide a welcome packet to each new member as defined by the board and president.Shall retain records of paid members and if CLC affiliation is renewed, coordinate with CLC to be sure CCLI and CLC is in harmony and CLC recognition is maintained.
- Event manager(s)
Can be appointed by president and board to serve for an unspecified time-even for a single event. The principal duty of the events manager(s) is to arrange and coordinate events and venues for the club which will be suitable to safely display automobiles that are The Standard of The World. The club recognizes that each person offers different strengths which appeal to different venues hosts, thus several event managers may be active simultaneously. Only the senior event manager may vote on the board.
- Webmaster/FACEBOOK administrator
At the time of this writing, the positions of Webmaster and Facebook administrator are being reorganized and will be further modified by future amendment.
The editor has the responsibility and final approval for Information printed in the newsletterprior to distribution.
Shall interface with the Event Manager and Facebook administrator for current and planned activities.Shallsupply postage and mail or email the newsletter.Submit reasonable and customary monthly expenses for reimbursement.
III. MEETING PROTOCOL 1.MOTIONS
- Member(s) must address all remarks (other than seconding of a motion) to the President. The person making the motion has the right to speak both first and last in favor of the motion. After discussion of and seconding of the motion, it must be put in the form of a regular motion and recorded in the club records by the recording secretary. Motions may be withdrawn at any time during the discussion or after an amendment to the motion. Once a motion is seconded, it may be tabled/postponed until the next meeting at the President’s discretion. A vote can be by a show of hands or by written secret A simple majority of paid members present constitutes whether a motion is carried.
- A vote to amend any existing policy that would have a significant impact on the general membership, as determined, by the president, must be reviewed for a minimum of 30 days with a maximum of 60 days to allow broader input.
At the end of the review period, a vote must be taken and the decision will be deemed final.
- All CCLI Members in good standing are entitled to vote at any Membership Monthly Meeting except the President who will only vote in the case of a tie. Absentee ballots are not allowed.
A motion adjourn is always in order, except when another motion is being voted on. All motions require a second before being voted on.
- ELIGIBILITY FOR OFFICE
Any member with at least one year of membership and in good standing (DUES PAID) may be nominated for office provided theyhave attended six of the twelve previous MMM’s. Signed MMM attendance sheets as retained by the recording secretary are the only acceptable proof of attendance.
- Election Protocol
- Nominations are made at the October meeting.
- Candidates eligibility will be vetted by the November MMM.
- Voting will take place at the December MMM.
- In the event of a weather-related incident, when civil authorities recommend against driving, the election will be postponed and a new date will be chosen by the president.
- The term of the president and each board member is two years with the term beginning on January 1 and ending on December 31 the following year.
- Candidates must be present at the elections unless prior arrangements have been made.
- A simple majority vote of eligible members is required for certification of new officer(s).
- REMOVAL FROM OFFICE
The right of the board to remove the President for poor performance or for other serious reason is reserved herein. Similarly, the president with agreement of a majority of board members may remove another Board member for poor performance or other serious reason. A majority plus one is required to remove a board member; a majority plus two is needed to remove the president.
If the President withdraws from office, the Vice President becomes acting president and shall arrange for nomination and election of a new President’ in timely manner.If a board member withdraws from office, the President shall appoint a replacement as soon as practical. Under those circumstances, normal eligibility may be waived. (See eligibility for office).
- DISSOLUTION OF THE CLUB
In the unlikely event that the club is dissolved by a unanimous vote of the president, the board and all eligible members, and after all legitimate bills have been paid and remaining assets sold or otherwise disposed of, any remaining money will be divided evenly among the members in good standing. This revision of the by-laws is submitted by Ken Wiebke as president of CCLI and was completed on May 17th, 2018 for consideration and final membership approval.
****This constitution and by-laws may be amended. repealed or altered in whole or part by affirmative majority vote of the president and Board.