CCCC By-Laws 2019 Club Dues
THE COLLECTOR CAR COUNCIL OF COLORADO
ARTICLE I NAME AND IDENTITY
The name of this corporation shall be “The Collector Car Council of Colorado”. All references herein made to “the Collector Car Council” or “the Council” shall have the same effect and meaning as the full name of the corporation. The principal office of the Council shall be the residence of its President, or such other address as may be designated from time to time by its President4. The area of interest and influence of the Council is hereby defined as encompassing the entire State of Colorado, whereby automotive groups of the same nature and interests and other qualified entities, in all sections and regions of the state, may petition for affiliation or membership in the Council. The Council shall operate as a domestic nonprofit corporation under the laws of the State of Colorado. Funds necessary for its functioning and operation expenses shall be levied on its members as hereinafter provided. Upon dissolution of the corporation, its remaining assets shall be distributed in equal shares among its Member Clubs at that time.
ARTICLE II PURPOSES
The purposes of the Collector Car Council shall be those enumerated below:
To serve all Member Clubs and their individual members in a spirit of cooperation and fraternity, and to provide for the joint and several interests of the old car and special interest car community; to promote good fellowship, pride of ownership of collectible cars, and family fun and enjoyment through participation in events and tours.
To encourage the acquisition, restoration, preservation and maintenance of collectible and special interest automobiles and vehicles.
To serve as a clearinghouse for historical and technical information beneficial to and required by Member Clubs.
To support sound and protective legislative and regulatory actions and to defend vigorously the rights and privileges of the old car and special interest auto hobbies to use of public highways, byways and streets; to protect and assure sound licensing provisions in local ordinances and state laws; to preserve the special interest car (tomorrow’s antique and classic) from premature destruction and ill-advised disposal; to counter adverse legislative action proposed at all levels and inopportune regulatory moves of Home Rule cities in Colorado.
To publicize our hobby; to bring favorable public reaction to bear upon the hobby; to make legislative authorities and the general public aware of the existence of the hobby and its historical value, and to promote its preservation.
To negotiate and promote needful reforms and consolidation of automotive insurance protection and coverages for the benefit of all Member Clubs and their members.
To perform such other promotional and community service programs as will reflect to the credit and success of the automotive hobby.
ARTICLE III MEMBERSHIP AND DUES
Membership in the Collector Car Council shall be open to every recognized, nationally sponsored or local motor vehicle club, operating, functioning or being located within the State of Colorado, and to other entities as hereinafter provided, which meet the requirements for membership set forth below. There shall be three (3) classes of membership as follows:
Member Clubs, which shall include but not be limited to antique, classic, vintage, special interest, limited production, discontinued (so-called “orphan”) production, and other recognized collectible car, street rod, truck, or other motor vehicle clubs and societies. Membership shall be accorded to such clubs by an affirmative vote of a majority of the Member Club authorized Representatives in attendance at a regular business meeting of the Council upon evidencing their eligibility and complying with the requirements for membership application. Member Clubs shall have a regular vote and shall be counted in all quorum counts. Each Member Club shall appoint, nominate or elect one of its members to serve as its authorized Representative to and on the Council, to represent such club in all Council matters, and to vote in its behalf. An alternate Representative may be designated to serve in the absence of the authorized Representative. However, each Member Club will have but one vote on all matters of concern to the Council. No person shall be allowed to vote, or to represent more than one Member club, unless such person is the designated and authorized Representative of one or more Member Clubs and such designation is on file with the Council Secretary. In order to be considered for membership as a Member Club in the council, a club must meet the following requirements:
The club must have at least ten (10) members.
The club must have been established at least six (6) months prior to its initial application for membership.
The club must be incorporated, and shall provide a copy of its articles of incorporation or other evidence thereof, or evidence that it is affiliated with an incorporated national club or society, together with its application to the Council.
Associate Members, which shall include businesses, associations, corporations, clubs not qualified for Member Club status, and other organizations whose interests are related to, consistent with, and supportive of the purposes of the Council. Membership shall be accorded to such entities by an affirmative vote of a majority of the Member Club authorized Representatives in attendance at a regular business meeting of the Council following receipt of their application for membership and payment of their annual assessments. Associate Members shall have no vote, shall not be counted in a quorum count, and their representatives shall not be appointed to chair a committee.
Individual Members, which shall include unaffiliated individuals whose interests are in accord with and supportive of the purposes of the Council. Individual Membership shall be accorded by an affirmative vote of a majority of the Member Club authorized Representatives in attendance at a regular business meeting of the Council following receipt of an application for membership and payment of the appropriate annual assessment by the individual applying for membership. Individual Members shall have no vote, shall not be counted in a quorum count, and may not be appointed to chair a committee.
Annual assessments for Member Clubs, Associate Members and Individual Members shall be determined by a majority vote of the Member Club authorized Representatives upon approval of the annual budgets at the January regular business meeting, and may differ in amount as to each such class of membership. Annual assessments shall be due and payable to the Council Treasurer upon election to membership, and at each January regular business meeting thereafter. Annual assessments for newly accepted members shall be prorated to one-half of the full assessment for the initial year of membership if membership is granted on or following July 1 of such year. Members whose annual assessments are not paid by the March regular business meeting shall be dropped from the Council membership roll.
ARTICLE IV OFFICERS
The officers of the Collector Car Council shall be a President, a First Vice President, a Second Vice President, a Secretary, and a Treasurer, selected from the membership of the Member Clubs of the Council. Individual Members and Associate Members, or their designated representatives, shall not be eligible for election as an officer of the Council. Candidates for office shall be nominated at the October regular business meeting of the council. Nominations may also be made from the floor at the November regular business meeting. The officers shall be elected at the November regular business meeting of the Council. Nominations for office may be made by any authorized Representative of a Member Club in good standing, either in writing or from the floor. Nominations for office must be seconded by another authorized Representative of a Member Club. Each candidate for an office must express his willingness to serve in and fulfill the duties and responsibilities of such office before his name may be placed in nomination therefor. The President of the Council shall notify the Council members at the September regular business meeting of the forthcoming October nominations and November election. Newly elected officers will be installed and will assume their respective duties at the next-following January regular business meeting of the Council.
The duties of the officers shall be those usually recognized and considered incident to the office. The President shall conduct each regular business meeting of the Council, shall maintain order, and shall serve as public spokesman for the Council. The First Vice President shall serve in place of the President in his absence or incapacity. The Second Vice President shall serve in place of the President and the First Vice President in their absence or incapacity. The Secretary shall keep a register of all Member Clubs, Associate Members and Individual Members, and the name and address of each authorized Representative for each Member Club, together with addresses and representative names as appropriate for Associate Members and Individual Members. The Secretary shall record, maintain and report the official minutes of all Council meetings, shall reproduce and distribute copies of such minutes to all members, shall handle correspondence with the public and the members as directed by the President, and, if deemed necessary, shall maintain the Council calendar. The Treasurer shall collect assessments and make disbursements for essential and approved Council needs, shall recommend a bank for the deposit of Council funds, and shall cause to have books and records of account maintained to reflect all monetary transactions of the Council. All such records and accounts will remain the property of the Council, and shall be open for inspection by any authorized Representative, member, or Member Club president, at a time reasonably convenient to both the inquirer and the Treasurer. Such accounts will be subject to a year-end audit by an audit committee, appointed by the President and excluding then-current officers of the Council.
The term of office for Council officers shall be one year. Officers may be re-elected to succeed themselves in the same office for one and only one additional year. Any incumbent officer may be removed from office for malfeasance or for failure to perform the duties of the office well and properly. An officer charged with malfeasance or nonperformance of duty will have the right to appeal and to a hearing before the Member Clubs of the Council on the charges made, and to legal counsel, engaged by and paid for by such officer, if so desired. Any officer of the Council may resign his office and surrender his responsibilities as an officer at any time by providing the President and the Secretary with written notice of such resignation thirty (30) days prior to the effective date of same. A vacancy so created may be filled by temporary appointment by the President pending election of a successor by the Member Clubs at the next-following regular business meeting of the Council.
ARTICLE V COMMITTEES
The President, with the approval of the officers of the Council, or the officers of the Council by majority vote, may designate one or more committees, each consisting of two or more authorized Representatives or other members, to serve at the direction of the President. At a minimum, the Council shall have three (3) standing committees, to be appointed on an annual basis by the newly elected President at the January regular business meeting, with duties and responsibilities as follows:
Swap Meet Committee: To plan, schedule, promote and supervise an annual swap meet, as commonly defined and recognized in the collector and special interest car community, and to conduct such swap meet in the best interests of the Council to further its public image and economic benefit.
Car Show Committee: To plan, schedule, promote and supervise an annual classic car show in the metropolitan Denver area, whereby Member Clubs and other invited owners may place examples of their vehicles on public display to promote the Collector Car Council, the Member Clubs, and the old car and special interest auto hobbies, and to serve the several purposes of the Council set forth above.
Governmental Relations Committee: To develop a good working relationship between the Council and the elected legislators of the State of Colorado for the general purpose of limiting restrictions on the ownership and use of collector and special interest motor vehicles. This committee shall monitor pending legislation for its potential effects relative to the interests of the Council and its members, shall recommend courses of action to protect the old car and special interest auto hobbies, and shall employ the services of a professional lobbyist to further the interests of the Council if approved by a vote of the Member Clubs and funded through customary and appropriate budgeting procedures of the Council.
ARTICLE VI BUSINESS PROCEDURES
The following procedures and policies shall be followed in conducting the business of the Council:
Regular business meetings shall be held on the first Wednesday of each month at a location in the metropolitan Denver area designated and announced by the President. Changes of time, date or location of a meeting may be made with approval of the Member Clubs at a preceding business meeting. Members of the Council shall be encouraged to attend all Council meetings, but attendance shall not be mandatory.
Robert’s Rules of Order shall govern the conduct of all meetings of the Council.
The officers of the Council shall function in the manner of a Board of Directors for the Council to:
Establish Council policy.
Establish budgets for Council approval, monitor those budgets, and see that Council expenditures are within those budgets.
Cause a detailed financial report to be presented at each regular business meeting, and the required tax returns to be timely filed.
Conduct routine business of the council.
Initiate and appoint committees.
Provide leadership in general for all Council activities.
The President shall act as a Chief Operating Officer for the Council and shall be authorized to enter into contracts and execute such instruments and documents in behalf of the Council as may be required and authorized by a favorable vote of a majority of the officers of the Council.
Votes may be conducted by oral roll call or by written ballot, in accordance with the Rules of Order.
For voting purposes, a majority of the authorized Representatives of the Member Clubs shall constitute a quorum of the Council for the transaction of business. Member Clubs must be in a currently paid status as to annual assessments and their authorized Representatives must be present at a meeting and during a vote in order to cast their respective Member Club votes on the matter at hand. A vote of a majority of the authorized Representatives present at a meeting at which a quorum is present shall constitute an act of the Council. A meeting at which a quorum is initially present may continue to transact business notwithstanding the withdrawal of authorized Representatives, provided that any action taken is approved by at least a majority of the required quorum for the meeting.
A special business meeting may be called by the President for good cause, and shall be called by the President within two (2) weeks following petition for same by twenty percent (20%) or more of the Member Clubs.
Disputes and controversies which arise between or among Council Members and/or authorized Representatives in the normal course of business at Council meetings, or at other events directly involving the Council, shall be resolved in the following manner:
The parties in dispute shall attempt to settle the dispute amicably by mutual agreement. Failing to so settle, the parties shall be entitled to present the matter in a hearing before the Council at a regular business meeting. If the Council is unable to resolve the dispute to the satisfaction of all parties, or if the parties waive or refuse a hearing, the parties may request, or the President, or the authorized Representatives by vote, may direct that the dispute be resolved by arbitration. Should arbitration be requested or invoked, the President, with the consensus of the other officers of the Council and an affirmative vote by the Council, shall appoint a panel of three arbitrators within seven days following such decision to arbitrate. The arbitrators need not be Members or authorized Representatives of Member Clubs of the Council, but shall be selected for their knowledge of and experience in the issues or matters in dispute, their commitment to neutrality in conducting arbitration, and their willingness to serve in such capacity. Should an arbitrator be unable to complete the arbitration process, the President shall appoint a replacement, with the consensus of at least two other officers of the Council.
Within fourteen days following appointment, the panel of arbitrators shall conduct a hearing at a time and location in the metropolitan Denver area convenient and agreeable to the arbitrators and the parties in dispute. At such hearing, and in subsequent hearings if deemed necessary to complete the process, the arbitrators shall receive the respective claims of the parties in dispute and all demands relative thereto, together with all evidence and testimony that may be submitted to them by the parties which has any bearing upon the matters in dispute, or which will enable the arbitrators to arrive at a fair and proper decision. The arbitrators shall have full discretion regarding the methods used for fact development, and may order whatever discovery they believe necessary to so develop the facts of the matters in dispute. The hearing, and any subsequent hearings, shall be closed to all parties other than the parties in dispute, unless attendance and participation by other parties is specifically requested by the arbitrators.
The arbitrators shall cause the hearing process to be completed within twenty-one days following commencement of said hearing process, and shall present their findings and determination to the Council in a written statement dispositive of all claims raised in the arbitration at its regular business meeting next following such completion. The determination of a majority of the arbitrators shall be final and binding upon the parties in dispute, insofar as such dispute involves and affects the business and other activities of the Council, or warrants any further consideration by the Council, but it shall not serve to abrogate the rights of the parties to pursue such other rights and remedies as may be provided by law. By entering into arbitration, the parties in dispute shall be deemed to have indemnified, and shall in fact indemnify, the Council, its officers and Member Clubs, and hold them harmless from and against any losses, claims, damages, or liabilities which may arise out of litigation of the dispute subsequent to the outcome of the arbitration, should the parties elect to pursue the dispute in such manner. The arbitrators shall not be authorized to award damages in excess of actual damages, but shall have authority to allocate between the parties the responsibility for any and all fees and expenses incurred in arbitrating the dispute, including reasonable expenses of the arbitrators.
The Council, per se, shall not be a party to any arbitration process, nor shall it be subjected to arbitration, but it is authorized by its Member Clubs to resolve disputes in which it is directly involved as a normal course of business pursuant to the Business Procedures herein set forth.
ARTICLE VII ACCOUNTING PROCEDURES
The officers shall submit proposed annual budgets for approval by the Council at the January regular business meeting. Budgets must be presented for general operation of the Council and for each committee of the Council. No agent, officer, authorized Representative, committee member or chairperson may authorize, obligate or pay any expenditure except as authorized in an annual budget approved by a majority vote of the Member Clubs of the Council at a regular business meeting, or at a special business meeting called for that purpose. The officers, acting as a Board of Directors, may authorize an additional expenditure for any approved budget, not to exceed five percent (5%) of such budget. Approved budgets may be amended by a majority vote of the Member Clubs of the council at any regular business meeting, or at a special meeting called for that purpose. Disbursements or withdrawals from Council accounts shall require the signatures of two officers. Checks drawn to an officer must be signed by two other officers.
ARTICLE VIII LIABILITY
All persons, corporations, or other organizations extending credit to, contracting with, or having a claim against the Council or any Council officer acting in its behalf for any valid performance or proper and duly authorized commitment shall look only to the funds and/or property possessed by the Council for payment of any debt, damages, judgments, satisfaction of decrees, or recovery of any moneys which may otherwise become due and payable from the Treasury of the Council or from its officers, acting in good faith and honor in its behalf, so that the Council officers, its Member Clubs, their authorized Representatives and members, present and future, and the Associate Members and Individual Members of the Council shall not be jointly, severally or personally liable therefor. The Council shall purchase and maintain liability insurance in amounts of coverage which the officers, at their discretion, may deem adequate.
ARTICLE IX AMENDMENT
Amendments to these Bylaws of the Collector Car Council may be proposed by the authorized Representative of any Member Club in good standing for consideration and discussion. An amendment will be adopted only following publication in the minutes of the regular business meeting at which it is proposed and with an affirmative vote of the authorized Representatives of at least two-thirds of the Member Clubs of the total current membership roll of the Council.
In order to secure the best possible representation of the Member Clubs in a vote to amend the Bylaws, the Council will accept absentee ballots, for this purpose only, cast in writing by the authorized Representatives of Member Clubs and received by the Secretary of the Council subsequent to publication of any such proposed amendment, but no less than two (2) days prior to the regular business meeting at which such vote to amend is to be conducted.
ARTICLE X CONSTITUTION
The adoption, use and operation of these Bylaws for governing the Collector Car Council is considered to provide sufficient government and direction as to obviate the need for a collateral constitution. Accordingly, the council has elected to forego adoption of a constitution.
Approved and adopted by the Council at its regular business meeting on January 5, 1994.
1: Amended by the Council at its regular business meeting on May 1, 1996.
2: Amended by the Council at its regular business meeting on August 4, 1999.
3: Amended by the Council at its regular business meeting on March 7, 2001.
4: mended by the Council at its regular business meeting on Jan 2, 2008.
Click HERE to download the Collector Car Council of Colorado By-Laws.