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LOOSE TIES MODEL RAILROAD CLUB, INC.

BYLAWS

ARTICLE 1

Section 1: Name: 

The name of this organization shall be the Loose Ties Model Railroad Club, Inc. hereinafter may be referred to as the “Club”.

ARTICLE 2

Section 1: Mission Statement: 

The purpose of the Club is to promote the art of model railroading, "the World's Greatest Hobby,” and to provide to the public the art of Model Trains and Model Train Layouts for educational and historical purposes.  To illustrate and educate the important role railroads played in the history and development of America.

The Club is a nonprofit, nonpartisan organization whose mission is to provide high-quality standards for people who care about Model Railroading and the railroad industry in America.  The Club promotes the enjoyment of and appreciation for the display, collection, and operation of toy trains. This broadens the knowledge and understanding of the important role railroading has played in the history of our country as well as providing education and information about model railroading to its members and to the general public.  Many of the Club’s members have decades of experience in the Model Railroad art and the Railroad Industry and contribute immeasurably to the educational process of the Club.

The Club publishes online at http://www.looseties.com events and other associated social activities provided by the club.  In addition, the Club provides brochures, booklets and analysis on the model railroad industry and the history of railroading in America.  The site features video as well as written stories. The Club adheres to the hobby of model railroading’s Code of Ethics. 

ARTICLE 3

Section 1: Membership:

Membership shall be open to all persons 18 years of age and older who are interested in and enthusiastic about the promotion of model railroading, without regards to race, religion, ethnicity, color, national origin, or financial status. A special membership for children ages 5 to 17 is available at a reduced price.

Section 2: Application and Acceptance: 

Individuals seeking membership in the Club must submit a formal membership application, signed by at least one member of the Club. Acceptance is contingent upon a majority vote of the members at the next regularly scheduled Club meeting (after submission of the application), without regards to race, religion, ethnicity, color, national origin, or financial status and completion of the probationary period as setforth below. New Membership dues must be paid on the night of the next scheduled meeting after the neeting on which the applicants acceptance is confirmed into the club and is thereby considered to be a member.

Section 3: Probationary Period Requirements:

A sixty (60) day probationary period begins on the day the club members approve the applicants request for membership (application). During the probationary period, the applicant must:

· Participate in manning the club layout at the Flea Market in Lewisburg no less then two (2) Sundays a month to ensure flawless operation.

· Participate in workshops organized by the club to make repairs and general upkeep of the modules.

· Attend the monthly meetings held at various members homes on the last Saturday of the each month.

· Assist when requested by the club.

Section 4: Term of Membership: 

The duration of membership in the Club is for one calendar year, from January to December in any year, contingent upon the member’s payment of annual dues. Membership may continue from year to year so long as dues are paid.

Section 5: Principles of Membership:

A member accepts the principles of the Club as expressed in ARTICLE 2 and ARTICLE 3 of these bylaws and agrees to comply with, and be bound by, the Club’s bylaws.

Section 6: Dues: 

The Club will affirm or change annual dues each year during its November meeting. Any change or no change will be in effect November 1 thereof.

Section 7: Spouse and Children: 

The annual dues may include, among the member’s benefits, the participation by a member's spouse and children less than eighteen years of age in the non-voting activities of the Club. Only members who have paid dues may vote on Club business. Children under the age of 18 will be welcome to attend Club meetings and work sessions, but they must be accompanied by an adult, and that adult will be solely responsible for any and all damage the child might cause.

Section 8: Non-payment of Dues: 

Any person failing to pay membership dues by March 31 of each calendar year constitutes termination of membership and will automatically sever his or her membership in the Club.

Section 9: Restoration of Membership Term: 

If any person’s membership is deemed to have lapsed, as per Section 7, and that person then wishes to renew his or her membership, the Club will require a new membership application and payment of that year’s dues.

ARTICLE 4

Section 1: Officers: 

The officers of the Club shall consist of a President, Vice President, Secretary Treasurer and IT Administrator, all serving voluntarily and without pay. The officers shall constitute the Club’s Executive Committee.

Section 2: Club Elections: 

Each year at the October meeting, the Club’s President shall appoint a committee to nominate officers. At the Club’s next regularly scheduled meeting, in November, the nominating committee shall report the names of the persons it has nominated for the various Club’s Officer positions, at which time the President shall open, to the assembled members, nominations for each officer in order – President, Vice President, Secretary, Treasurer and IT Administrator. The elections will take place at the Club’s November meeting. The person receiving the highest number of votes for each office will be declared elected to that officer’s position. Elected officers will assume their responsibilities in January of the upcoming New Year. With the approval of the Club’s members, officers may automatically succeed themselves if they are unopposed for election.

Section 3: Duties of Officers: 

This section defines the duties of the Club officers below, as follows:

President: It shall be the duty of the President to preside over all meetings of the Club and to carry out such other duties as may pertain to the office.

Vice President: It shall be the duty of the Vice President to preside at meetings of the Club in the absence of the President, and to perform such other duties as may be assigned to the office.

Secretary: It shall be the duty of the Secretary to record and preserve the minutes of meetings, keep the records of membership, send out notices of Club meetings, and to perform such other duties as may be assigned to that office, including the management of all correspondence.

Treasurer: It shall be the duty of the treasurer to have full custody of the funds of the Club, accounting for the same to the Club at its annual meeting, and to present a financial report at each regularly scheduled meeting of the Club. The Treasurer will make all payments on behalf of the Club by cash or check. The Treasurer is to pay no bills unless instructed to do so by a vote of the Club, except in an emergency, and then by the direction of the Executive Committee. A report of such action by the Executive Committee and all other actions taken on accounts payable shall be made at the next regularly scheduled Club meeting.

IT Administrator:  It shall be the duty of the IT Administrator to have full access to the Web Host provider in order to upload or download the club’s web pages for maintenance, modification or enhancements.  Pages that are accessible by the public will be maintained in the host folder located on the provider’s server.  Pages restricted to member access only will be maintained, within the host folder, in a folder labeled “protected pages” and said folder will be protected with a predefined user name and password.  Further protection will be maintained by a second login feature wherein the member will be required to enter their first name, last name and date of birth.

Executive Committee: Executive Committee will take action on any business that may arise requiring action prior to the next regularly scheduled meeting of the Club.  Said action will require a positive vote of three-quarters of the Executive Committee (at least 3 members).  Said action will also require ratification of the club’s members at the next regularly scheduled meeting, unless the Club is to be dissolved.

ARTICLE 5

Section 1: Committees: 

The President shall, subject to the approval of the Club, appoint such committees as he or she may deem necessary. The President is to be a member of all committees, but may vote on committee decisions only in cases where the vote would otherwise be tied.

Section 2: Duties of Committees: 

Each committee shall conduct business that has been delegated to it by the Club’s President.

ARTICLE 6

Section 1: Finances: 

The Club shall derive its revenue from annual membership dues, donation boxes placed during it mobile displays and from other appropriate sources that the Club approves.

Section 2: Business Procedures: 

All bills presented for payment are subject to approval by the Club members present at a regular meeting or a special meeting called for the purpose of conducting business. Upon approval for payment, the treasurer will make payment by check.

Section 3: Petty Cash Disbursal: 

The Club will maintain, and make available from its general funds, petty cash in the amount of $25 to facilitate minor unplanned purchases that may become necessary. Members needing to make such minor purchases will apply to the petty cash fund and will not take cash directly from donation boxes, to preserve and protect the appearances of propriety necessary to our conduct in community life. Use of the petty cash fund will require a memo note for the withdrawal of cash and a receipt from the purchase; the Club’s treasurer will ultimately get the receipts.

Section 4: Emergency Payments: 

In the event that an emergency payment larger than $25 must be made, the Executive Committee may approve payment and report the disbursement at the Club’s next regular meeting for ratification.

Section 5: Member Reimbursement:

Any member, who makes a purchase or is considering making a purchase on behalf of the club, shall submit a Request for Reimbursement form to the executive committee for approval.  All reimbursement considerations shall be pre-approved prior to making said purchase.

ARTICLE 7

Section 1: Quorum: 

The Club defines a “quorum” to be two-thirds of those dues-paying members present at a regularly scheduled meeting or a special meeting called for the purpose of conducting Club business. Decisions voted under this definition of a quorum will be legal and proper under the rules of the Club.

Section 2: Vote Entitlement: 

Each dues-paying member will be entitled to one vote during any call for a vote at a regularly scheduled meeting of the Club or during special meetings for the purpose of conducting Club business.

Section 3: Methods of Voting: 

Voting on the business of the Club shall be by voice, except for the election of officers, which shall be by secret ballot.

ARTICLE 8

Section 1: Order of Business: 

The order of business at all regularly scheduled meetings of the Club shall be as follows:

Call the meeting to Order

Check of Officers

Introduction of Visitors

Minutes of Previous Meeting

Treasurer's Report

[When Appropriate:] Nominations of officers

Committee Reports

Correspondence

Old Business

New Business

For the Good of the Club

Collection of Dues or Fees

Adjournment

ARTICLE 9

Section 1: Obscene Language: 

Obscene language will not be permitted in the Club. Fines for infractions of this rule are as follows:

First offense, a warning;

Second offense, a fine not to exceed one dollar;

Third offense, thirty (30) days suspension from the Club.

Section 2: Alcoholic Beverages: 

Alcoholic beverages will not be permitted at Club meetings.

ARTICLE 10

Section 1: Property of the Club.

This section defines as Club property any and all items purchased for or donated to the Club. These items may include, but are not herein limited to, model-railroad trains (locomotives and rolling stock), model-railroad track, power sources, control devices, scale-model buildings, operating layouts, photographs, placards, books, tables, chairs, tools, computer software, and all other items and equipment in the possession of the Club.  An inventory of such items shall be maintained by the club.

Section 1a: Theft, Lost or Damage to Club Property and Inventory: 

Any member who has been informed of or has witnessed theft of or damage to club property shall report said instance to a club officer, specifically the President, Vice President, Secretary or Treasurer, with the date of the incident, what property has been stolen or damaged, and the extent of damage.

Section 2: Individual Possessions: 

Items in the Club’s temporary keeping that are privately owned and not specifically donated to the Club will always be available to the designated owner of those items, who may ask for and will be awarded their return at any time.

Section 2a: Theft, Lost or Damage to Individual Possessions: 

Items of a personal nature brought to the club for operation or display are the sole responsibility of the owner of such items and the club is not responsible for replacing any said item should such item become lost, stolen or damaged. All members are fully responsible for personal items brought to the club.

ARTICLE 11

Section 1: Nature of Amendments: 

No amendments or additions to these bylaws may be made that are not in harmony with the stated purposes and mission statement of the Club.  These by-laws were originally adopted by a unanimous vote of the membership present at a duly called meeting of the Club held at Lewisburg in Union County, Pennsylvania, on December 8, 1997. They were revised by a unanimous vote of the membership present at a duly called meeting of the Club at New Berlin, Union County, Pennsylvania, on November 14, 2000.  They were further amended at a meeting of the Club at Lewisburg, Union County, Pennsylvania on January 1, 2014 to reflect the Incorporation of the Club.

Section 1: Amendment Process: 

Proposed amendments to the bylaws of the Club shall be submitted to the Club’s President for consideration by the Club’s membership.

Section 2: Amendment Voting: 

These bylaws may be amended, or added to, at any regular or special meeting of the club, by a majority of those present, provided that all members have had at least ten (10) days’ prior notice of the proposed change to the bylaws.

ARTICLE 12

Section 1: Dissolving the Club: 

If at some point the Club fails to remain active by holding meetings and conducting regular business, the following actions may be taken to dissolve the Club and dispose of its assets:

1.      The officers of the Club who are currently in place will hold an Executive Committee meeting to determine whether there is need to dissolve the Club. Voting on any recommendation to dissolve the Club must conform to the Executive Committee rules stated in Article 4, Section 3 paragraph 6 of the Club’s bylaws. Notice of any such impending action will be given to the existing Club members, in writing, 30 days in advance of a meeting on the proposed action to dissolve the Club. At this meeting the Executive Committee will outline the reasons to dissolve the Club. Action will require a proper motion and seconded, followed by a vote by the members present. Passage will require a “yes” vote by two-thirds of the members present. If the motion passes the Executive Committee of the Club will, with due diligence, take the following actions:

a.   The Executive Committee will cause to be published, in three (3) local newspapers representative of the Club’s geographical sphere, a legal notice describing the members’ intention to dissolve the Club.

b.   The Executive Committee will inventory all items belonging to the Club – items as defined in Article 10, Section 1 above.

c.   The Club will offer, at a fair price, the items on the inventory to other model-railroad organizations within the geographical area of the club, with the intent to continue advancement of the model-railroading hobby.

d.   If no other model-railroading group expresses an interest, the Executive Committee will contact the Train Collectors Association in Strasburg, Pennsylvania offer to that association the inventory of the Club.

e.   If the Train Collectors Association is not interested, then the Club’s Executive Committee will contact an auctioneer service to dispose of the Club’s possessions in a public sale.

f.    The Executive Committee will equitably distribute the sale proceeds among libraries in the geographical area represented by the former membership of the Club.

g.   With the foregoing steps accomplished, the Executive Committee shall cause to be completed and printed a narrative history of the Club and, insofar as possible, a comprehensive list of its members over the years, and, separately, exhibits, memorabilia, photographs, and other graphic presentations. The Executive Committee should make every reasonable effort to see that the libraries mentioned in Step f, representing geographically the Club’s former membership, receive and safeguard in their archives printed copies of this history.

h.   Then and only then, upon completion of Article 12 Section 1.1 and subsections a through g will the Executive Committee declare the Club dissolved and its assets properly disposed of.