Mississippi Coast Model Railroad Museum, Inc.
(Approved by Executive Council, June 21, 2014)
(Added to website April 28th, 2015)
NAME AND PURPOSE
This organization shall be named THE MISSISSIPPI COAST MODEL RAILROAD CLUB, INC., herein also known as MCMRM or the Museum. The purpose of the Museum shall be to promote interest in model railroading as a hobby along the Mississippi Gulf Coast.
FISCAL AND ORGANIZATIONAL YEAR
The fiscal and organizational year of the Museum shall run concurrently, commencing on January 1st of each year.
Section 1 - Requirements
Membership in MCMRM shall be open by application to anyone regardless of sex, race, color, or creed, who is interested in any phase of the model railroading hobby.
Applicants for membership must be at least 16 years of age. Applicants under 18 years of age must be sponsored and accompanied during museum activities by an adult museum member in good standing.
Applicants must complete a probationary period of 120 days commencing on the General Meeting date on which he is officially introduced as an applicant to Museum members. During the probationary period the applicant shall participate in museums activities, get to be acquainted with museum members, and share his own interests and enthusiasm with museum’s members. The probationary period may be reduced to thirty days if the applicant is moving into the area and has recently left another club in good standing (Proof may be required).
Applicants shall not have access to the layout or the Museum premises during the 120-day probationary period unless accompanied by his sponsor or another designated member.
During his 120-day probationary period, the applicant shall be required to pay the application fee and whatever monthly dues and fees that may have been established by the Museum.
At the first general membership meeting after the successful completion of his 120-day probationary period, the applicant shall face election to membership by a two-thirds vote of the Museum membership present. In the event the applicant receives less than the required two-thirds vote, he shall be denied membership and shall immediately receive from the Treasurer a full refund of all fees and dues he has paid to the Museum.
Having successfully completed his 120-day probationary period, having attained the age of 18, and having been affirmed as a member by the required vote of the Museum, the applicant shall be accorded the full rights and privileges and shall assume responsibilities of Museum membership.
Section 2 – Monthly Dues and Fees
Monthly dues for the MCMRM shall be established, set, and changed at any time by a two-thirds vote of the Museum membership present.
Other fees and assessments for special projects or other good reason may be established, set, and changed by a two-thirds vote of the Museum membership present.
Members shall pay their monthly dues and assessments on a monthly, quarterly, semiannual, or annual basis.
A member’s dues account shall be considered in arrears if it remains unpaid for a period of three or more consecutive months. In the event that a member’s account falls into arrears, the member shall no longer be deemed as a member in good-standing and shall lose his voting rights. When the member’s account remains unpaid for six months, his/her membership shall be revoked and his name shall be dropped from the Museum roster. A member who has been dropped may, with approval of the Executive Council, rejoin by paying all back dues and assessments owed the Museum and thereby regain his/her membership in good standing and keep his seniority, or he may rejoin by again going through the application process outlined under Article 3, section 1.
The Museum, through its Board of Directors, may offer special consideration or dispensation to any member who experiences personal difficulty in paying his dues and assessments by increasing the grace period the member shall have to bring his account out of arrears without losing his rights and privileges as a Museum member.
Section 3 - Member Responsibilities
Every member shall be responsible for participating in Museum facility and layout maintenance.
Every member shall be responsible for operating his appropriate share of time during the hours the Museum is open to the public.
Failure to fulfill responsibilities may result in disciplinary action up to and including expulsion from the Museum.
Section 4 - Discipline: Probation, Recall, or Expulsion
The Board of Directors shall be fully and solely responsible for determining and resolving all member probation, officer recall, and member expulsion issues.
The recall of an officer or the expulsion of a member shall require a unanimous vote of the members of the Board of Directors. In the event that the subject of the disciplinary vote is a member of the Board of Directors, he/she shall not have the right to vote on the matter.
c) The expulsion of a member or the recall of an officer from the Club may be initiated for any of the following:
1) Violation of any rules lawfully made by or under the authority of the Museum officers.
2) Conviction of a felony.
3) Failure to perform the duties of membership in a reasonable manner.
4) Misfeasance (the performance of a lawful action in an illegal or improper manner), malfeasance (wrongdoing or misconduct) or nonfeasance (failure to perform) of office.
5) Fraud, deceit, embezzlement of Museum funds, or theft of Museum property or that of Museum members.
6) Constant and continual criticism of the Museum, its officers, or its members.
Section 1 – General Membership Meetings
Membership meetings shall be held monthly on the third Saturday of the month unless a holiday or major event interferes with such meeting date. If a change of meeting date is required, the Museum Secretary shall notify membership of the impending change and the newly scheduled meeting date not later than one week prior to the originally scheduled date.
The Agenda for the General Membership Meeting shall be set at the Executive Council Meeting. Members wishing to have an item placed on the agenda of a General Membership Meeting shall provide a member of the Executive Council with that item prior to the Executive Council Meeting that precedes the requested General Membership Meeting.
General Membership Meetings shall be conducted under .
A quorum of members must be present to effect a vote at a General Membership Meeting.
The quorum required for the transaction of general business during a membership meeting shall consist of fifty percent of the Museum membership or ten members, whichever is less.
The quorum required for rendering changes either to the Museum Bylaws or to the Supplemental Regulations to the Bylaws shall be two-thirds of the entire Club membership.
Section 2 – Board of Directors Meetings
The Board of Directors, comprised of the four elected Museum officers together with the immediate Past President, shall meet any time when called at the discretion of the Museum President.
Section 3 – Executive Council Meetings
The Executive Council shall meet on the second Saturday following the General Membership Meeting.
The following members shall be expected to attend Executive Council Meetings unless their excuses are tendered to the President prior to the meeting: President, Vice-President, Secretary, Treasurer and all appointed positions including committee chairmen.
The purpose of this meeting shall be to establish the agenda for the following General Membership Meeting and to address issues to the extent the Bylaws permit the Executive Council to explore in an effort to shorten the General Membership Meetings. Should a member request an addition to the agenda after this meeting, that item will not be addressed until the following Executive Council Meeting nor will it be allowed to be introduced during a General Membership Meeting until it has first passed through the consideration of the Executive Council.
The club shall be governed by four officers—a President, a Vice President, a Treasurer, and a Secretary.
Section 1 – Definition of Officers and their Duties:
The President shall be the chief executive officer of the Museum and shall have charge of the conduct of its business and affairs, subject to the supervision of the Board of Directors. He shall preside over meetings of the Board of Directors, the Executive Council, and the General Membership. He shall be an member of all Museum committees.
The President shall be responsible for calling special meetings of the Board of Directors and of the Museum.
The President shall be responsible for the order and decorum at all meetings and for whatever enforcement is necessary to maintain order and decorum.
The President, with the advice and consent of the Board of Directors, shall be responsible for creating and dissolving committees, and appointing and replacing committee members as required for furthering the work of the Museum. Examples of committees include, but are not limited to, the following: Bylaws, Train Show, Special Projects, Construction, Equipment, and Standards. He shall also appoint members to positions such as Dispatcher, Legal, Parliamentarian, Program Director, HO-scale Representative, and N-scale Representative.
The Vice President
The Vice President shall be the assistant executive officer of the Museum. He shall assume the President’s duties in the absence or disability of the President. He shall discharge other duties as assigned by the President and/or the Board.
The Treasurer shall be the chief financial officer of the Museum. He shall have custody of the Museum’s funds and securities and shall keep full and accurate accounts of the Museum’s financial affairs, rendering reports as required. He shall have the initiative to prepare and oversee the Museum’s annual budget, and the authority to collect Museum dues and fees, and to disperse Museum funds as lawfully prescribed by the Board of Directors to pay Museum bills and other indebtedness.
The Treasurer shall preside over business meetings in the absence of both the President and Vice President.
The Treasurer shall maintain all legal documents (bank records, invoices, leases, insurance policies, incorporation documents, deeds, etc).
The Secretary shall be the chief communications officer for the Museum. He shall be responsible for recording the minutes of meetings, for record keeping, and for all communications with the membership and with those outside the Museum.
The Secretary shall serve as the Museum Historian.
In the absence of the President, Vice President, and Treasurer, the Secretary shall preside over the scheduled membership meeting. Should the Secretary preside over the meeting, another member will be appointed to take the minutes of that meeting.
The Secretary shall assume the duties of the Treasurer in the event that the Treasurer is unable to fulfill the prescribed duties until a new Treasurer is appointed or elected.
Section 2 – Nomination and Election of Officers
Nomination of Museum officers shall commence at the November general membership meeting with the President’s opening the floor for nominations and will end at the December meeting with the vote to close nominations.
Any officer currently holding an elected position will automatically be re-nominated unless he requests his name be removed from consideration.
Any member in good standing shall be eligible for nomination to any elected office.
Section 3 – Election of Officers
The Election of Officers shall take place at the December general membership meeting immediately after the successful vote to close nominations, providing the required membership quorum is present. Balloting by mail will be undertaken if the required membership quorum is not physically present at the meeting.
Section 4 – Term Duration of Officers
The duration of a Museum officer’s term shall be for one calendar year running concurrently with the Museum’s Fiscal and Organization year. Term of all Museum officers shall end with the close of the Museum’s Fiscal and Organizational Year.
There shall be no limit to the number of terms a museum officer may serve.
LIQUIDATION OF ASSETS UPON DISSOLUTION OF MUSEUM
Section 1 – Physical Property
In the event of the Dissolution of the MCMRM, all physical property of the Museum shall be sold and turned into cash. Such cash shall be used first to pay the liabilities of the Museum with the remainder to be distributed to a nonprofit of choice.
AMENDMENT OF BYLAWS and SUPPLEMENTAL REGULATIONS TO BYLAWS
Section 1 -- The Bylaws and the Supplemental Regulations to the Bylaws of the MCMRM may be amended at any meeting by a vote of two-thirds of the Museum membership in good standing providing the general membership has been notified of the intent to change at least thirty days prior to the meeting date on which the vote to change is on the agenda. Balloting by mail will be undertaken if the required membership quorum is not physically present at the meeting.
Section 2 -- Due consideration of the retroactive and impending impact on members of any change to the Museum Bylaws should be undertaken sequentially by the member wishing to make the change, by the Executive Council, and by the general membership prior to voting upon the proposition to change.
Section 3 -- The Museum reserves the right to protect current members from the retroactive or future effects of any change to the Bylaws or to the Supplemental Regulations to the Bylaws of the MCMRM by use of a “grandfather” clause invoked at the time the vote to change is taken.
SUPPLEMENTAL REGULATIONS TO THE BYLAWS
Dues shall be set at $15.00 per member per month. [Implemented by majority vote of the Museum on January 01, 2015]
The Application for Membership fee shall be set at $25.00 per applicant. [Implemented by majority vote of the Museum on January 5, 2008]
Each individual member of the Museum shall have one vote providing he is a member in good standing at the time of the vote.
A Special Assessment of $2.00 per month to augment N- and HO-layout construction funds shall be collected by the Museum Treasurer from each member in good standing for one year beginning January 1, 2008. [Implemented by majority vote of the Club on February 2, 2008.]