THE INDIANA COUNTY AMATEUR RADIO CLUB, INC.

PREAMBLE:

We, citizens of the Commonwealth of Pennsylvania, have associated ourselves for the purpose of promoting Amateur Radio for the education and amusement of our members and to provide a system of communication for the Indiana County of Pennsylvania for periods of emergency.

ARTICLE ONE:     NAME

This Association shall be named, known and styled as THE INDIANA COUNTY AMATEUR RADIO CLUB, INC.

ARTICLE TWO:     MEMBERSHIP

Section 1: Any person of good moral character shall be eligible for membership in the Association.

Section 2: Anyone obtaining a license through a club sponsored class shall be given membership in the Association and a year's free dues.

Section 3: Only those holding a valid Amateur Radio license shall be eligible for full voting membership or to hold office.

Section 4: Any member in arrears in dues for a period of one month shall be dropped from the active rolls and shall not receive a newsletter (if available). Re-instatement shall be made when current dues are paid.

Section 5: Associate membership does not carry voting privileges nor the holding of office. Such membership shall be made available to anyone unable to attend meetings because of school, employment out of state, military service, prolonged illness or residing more than 25 miles from the designated meeting place. Such membership must be requested in writing and voted upon by the Board of Directors. The membership fee for such membership shall include the newsletter (if available).

Section 6: Student memberships are available to any full time student age sixteen or under. Such memberships are at the Associate Membership rate and must be asked for in writing and the Board of Directors must approve.

Section 7: Family memberships are available to an immediate family member (son or daughter at home, or spouse) of a full member and who is a licensed amateur radio operator. This membership will carry voting privileges and will be eligible to hold office in the club.

ARTICLE THREE:    DUES

Section 1: The dues for all members shall be established as a separate addendum to these by-laws which will be called the ICARC Dues Structure and will only require a majority vote of members at a regular meeting to amend the values.

ARTICLE FOUR:    LOCATION

Section 1: The principal office of the Association shall be located at the QTH of the incumbent Secretary/Treasurer.

ARTICLE FIVE:    MEETINGS

Section 1: A general membership meeting shall be held at least once per month. The December meeting shall be considered the "Annual Meeting". The Board of Directors shall also meet once per month.

Section 2: A special meeting of the general membership of the Association may be called by the President at such time as he/she deems necessary; or upon a written request signed by 3 members of the Board; or upon the written request of 1/4 of the full membership of the Association.

A special meeting of the Board of Directors may be called by the President as he/she deems necessary; or upon a written request signed by 3 members of the Board.

Section 3: In order to keep the business at a minimum during the general meeting, all items for discussion should be on the Board agenda for that meeting. Members with items for discussion at the general meeting should contact the Board prior to the meeting. Full discussion should be allowed upon all items on the agenda.

ARTICLE SIX:    NOTICES

Section 1: Notices of all special meetings shall be in writing and sent through the US Mails to each full member of record or each Board member at their last known address. In an emergency, so declared by the Board or the President, this rule may be waived.

ARTICLE SEVEN:    OFFICERS

Section 1: The officers of the Association shall consist of: President, Vice-President, Secretary/Treasurer plus all Board members.

ARTICLE EIGHT:    DUTIES OF OFFICERS

Section 1: The President shall be the Chief Executive officer of the Association and shall preside at all membership and Board meetings; shall see that all orders and resolutions of the Board are carried out; shall have direction of all other officers and see that their duties are properly carried out; shall see that all bonds, mortgages and contracts are carried out by the affixing the corporate seal; shall submit a report of the Association operations for the fiscal year to the Directors and members at the Annual Meeting, and from time-to-time report to the Board all matters within his/her knowledge that may affect the Association. He/she shall be a member ex-officio of all committees and shall have powers and duties and management usually vested in the office of President of a Corporation.

He/she shall appoint all committees except as otherwise prohibited.

Section 2: The Vice President shall be vested with all the powers and duties of the President during the latter's absence; and shall have any other duties delegated by the Board. In the event that the President is absent at any meeting the Vice President shall preside.

Section 3: The Secretary should attend all sessions of the Board and act as a clerk. He/she shall send notices of meeting to Board members; he/she shall perform any other duties delegated by the Board or the President. He/she shall keep all books and records of the organization.

Section 4: The Treasurer, under the direction of the Board, shall have charge of all funds of the Association; shall deposit same, in the name of the Association, in a depository agreeable to the Board. He/she shall pay all vouchers that are attested to by the President or the Secretary. He/she shall make a complete and accurate report of the Association finances at the Annual Meeting or any other reasonable time to the Board.

ARTICLE NINE:     BONDS

Section 1: The Board may require officers to be Bonded for any amount deemed necessary.

ARTICLE TEN:     THE BOARD OF DIRECTORS

Section 1: The Board shall consist of nine members as follows: all officers of the Association as set forth in Article Eight; three others to be elected by the membership by majority vote at the Annual Meeting; the outgoing President; and the Trustee, who is a permanent member of the board as long as he/she holds that appointment. The Trustee is appointed by the President and is a permanent member of the Board as long as he/she holds the office.

Section 2: In case the President is re-elected for the next term, then an extra Board member may be elected to fill the 9-member requirement.

ARTICLE ELEVEN:    DUTIES OF THE BOARD

Section 1: The property and business of the Association shall be handled by the Board.

Section 2: In addition to the general powers of the Board by virtue of their office, the powers and authority expressly given by law, by terms of the charter of this Association and elsewhere in these by-laws, the following are expressly conferred upon the Board of Directors:

To purchase or otherwise acquire for the Association any property, right, or privilege which it is authorized to acquire at such price or consideration, and upon such terms as they deem expedient; to appoint or remove or suspend subordinate agents or servants, to determine their duties and affix their salaries; to confer by resolution upon any agent or officer of this Association the power of permanently removing any officers or suspending any officer or servants; to determine who shall be authorized to sign on behalf of this Association any bills, notices, receipts, acceptances, endorsements, checks, releases, contracts and any other instruments; to delegate any powers of the Board to any standing committees, special committees, or to any officer or agent of the Association, with such powers as the Board may see fit to grant; to generally do all such lawful acts and things as are not by law, charter or these By-laws directed or required to be done by the members.

Section 3: If any officer or Board member is absent for more than two consecutive meetings without a valid, extenuating reason, the office shall be declared vacant by the Board of Directors. Such office shall be filled according to these By-laws.

ARTICLE TWELVE:     NOMINATIONS, ELECTIONS and TERM OF OFFICE

Section 1: All elections shall be held annually.

Section 2: Nominations for all offices shall be made from the floor at the regular November meeting of the Association. Nominations shall be made separately for each office, beginning with President. All nominations shall have been cleared with the person being nominated.

Section 3: A simple majority of the voting members present at the December Membership meeting shall be required to elect officers.

Section 4: A-11 terms of office are for one year. When a vacancy occurs (either on the Board or as an Officer) the remaining Board members shall fill the unexpired vacancy. When more than one name is in nomination for any office, voting shall be by secret ballot.

Section 5: Newly elected Officers shall be installed at the December Membership meeting and shall assume leadership at the close of that meeting.

Section 6: Any full member in good standing is eligible to vote and/or hold office in the Association.

ARTICLE THIRTEEN:     QUORUM

Section 1: A quorum of 10 voting members is required to hold a special or general meeting. A quorum of 3 is required to hold a Board of Director's meeting.

ARTICLE FOURTEEN:    MAJORITY VOTE

Section 1: A simple majority of voting members present shall be required to pass any motion at a membership or Board meeting.

ARTICLE FIFTEEN:    RIGHTS

Section 1: Every full member in good standing shall have the right to vote at any general membership meeting and to hold office.

Section 2: The books, accounts and records of the Association shall be open for inspection to the Board at any time. Members may examine such records at a reasonable time and place.

ARTICLE SIXTEEN:    SEAL

Section 1: The Association shall have a corporate seal upon which is inscribed the name of the Association, the year of its creation and the words:
      INCORPORATED COMMONWEALTH OF PENNSYLVANIA.

ARTICLE SEVENTEEN:    AMENDMENTS

Section 1: The members of this Association may, by a vote of 2/3 of the voting members present, propose to alter these By-laws, at any regular or special meeting.

Section 2: Any changes to these By-laws shall be voted upon by the voting members present ( as set forth in Article Sixteen) at the next regular meeting following their initial presentation to the group.

ARTICLE EIGHTEEN:    ADOPTION OF ORIGINAL BY-LAWS,

Section 1: These By-laws were adopted by a majority vote of members present and voting at the time of its original proposal to members for its ratification.

Section 2: These By-laws were in full force and effect immediately upon their adoption as set forth in above Section 1.

Section 3: The original By-laws were legally registered and in effect on February 4, 1963.

ARTICLE NINETEEN:    PRESENT BY-LAWS

Section 1: These By-laws as set forth here-in have been duly revised at the December 1982 regular meeting according to Article Seventeen, Section 2 above.

Section 2: These By-laws as set forth here-in have been duly revised at the February 1992 regular meeting according to Article Seventeen, Section 2 above.

Section 3: These By-laws as set forth here-in have been revised for non-substantive, editorial changes such as he/she gender revisions. These latest revisions have been attested to by Dick Christensen, N3EHO, Secretary/Treasurer on January 14, 1994.

Section 4: These By-laws as set forth here-in have been revised to eliminate all references to dollar amounts for dues in Article Two, Section 5; Article Three, Section 1 and Article Three, Section 2 eliminated. In their place an addendum called the ICARC Dues Structure has been added. These latest revisions have been attested to by Dick Christensen, N3EHO, Board Member on May 4, 1999.

Bylaw599.doc

ICARC Dues Structure :

(as of 5/4/99)

Special Assessments:

ICARC Class Student Dues:

Any person successfully completing their first Novice/Technician license after attending an ICARC class will receive a paid membership for the balance of that year in which the class was attended.