ABARI Bylaws


	ARTICLE I SECTION 1: The name of this Association shall be the Auto Body Association of Rhode Island, referred to in these By-Laws as (ABARI) or (Association). SECTION 2: The Association is a non-business and non-profit corporation, organized under the laws of the State of Rhode Island. ARTICLE II PURPOSES SECTION 1: The purposes and objectives of the Association shall be to unite those individuals, firms, and corporations engaged in the business of automobile body repair work in the State of Rhode Island for the following purposes: to inculcate just and equitable principles of trade and business; to establish, maintain, and enforce uniformity in the commercial usage's in such business; to acquire, possess, and disseminate useful business information; to adjust controversy and misunderstanding which may arise between members and employees, and members and the general public; to establish standards of professionalism in the auto body repair business; to protect and promote the interest of the auto body repair business in the State of Rhode Island; to appear and represent the Association before state and municipal legislative committees, government departments or bureaus, and other bodies in matters affecting the auto body repair business; and to otherwise promote the general welfare of the members of said Association and to do all acts necessary to carry out the purpose and intention of the By-Laws of the Association. ARTICLE III MEMBERSHIP SECTION 1: The Association shall consist of Active and Associate members. SECTION 2, ACTIVE MEMBERS: Any person, partnership, corporation, or firm engaged in the auto body repair business in the State of Rhode Island having full privilege license to engage in the auto body repair business issued by the Department of Business Regulation of the State of Rhode Island, and who has less than four insurance company direct repair programs, is eligible to active membership upon compliance with requirements of these By-Laws. Whenever an Active Member ceases to hold a full privilege license to conduct an auto body repair business in the State of Rhode Island or does not meet insurance company referral list standards as set by ABARI , then such membership in this Association shall terminate automatically. Each active member, who is in good standing shall be entitled to one(1) vote at any General Meeting of the Association. Said vote shall be made by the active member or by proxy appointed by an instrument in writing subscribed by the Active Member, and filed with the Secretary of the Association. An Active Member in good standing shall be eligible to be elected as an officer or member of the Board of Directors of this Association. An Active Member in good standing is a member whose annual dues are current. SECTION 3, ASSOCIATE MEMBERS: Any person, partnership, corporation, or firm, engaged in any legal business in the State of Rhode Island or any other State, and does not own or operate an auto body repair facility, and who has less than four insurance company direct repair programs, shall be eligible to be an Associate Member of this Association. Associate Members shall have all the privileges of the floor and debate, but they shall not have the right to vote or hold office inthe Association. SECTION 4, ELECTION OF MEMBERS: Any person, firm, or corporation eligible for membership in this Association, shall make application in writing to the Board of Directors. The Board of Directors shall act upon said application within sixty(60) days of the receipt thereof. Each applicant, qualifying for membership according to these by-laws, shall be declared accepted upon receipt of an affirmative vote of the majority of the Board of Directors. The Secretary shall forthwith notify the applicant of this admission to Membership. ARTICLE IV DUES SECTION 1: The annual dues of an Active Member of this Association shall be established by the Board of Directors. An Active Member who has not paid his annual dues in full, shall be ineligible to be nominated or elected to an Office or the Board of Directors of this Association; and after reasonable notice thereof in writing, shall be reported by the Treasurer to the Board of Directors and shall be deleted from the membership roll. SECTION 2: The annual dues of an Associate member of this Association shall be established by the Board of Directors. An Associate Member who has not paid his annual dues in full, and after reasonable notice thereof in writing, shall be reported by the Treasurer to the Board of Directors and shall be deleted from the membership roll. ARTICLE V EXPULSION SECTION 1: Any member may be suspended from membership or expelled from this Association for non-compliance with these by-laws, or any act or course of conduct adjudged to be unbecoming a member of this Association, upon a vote of two-thirds of the Board of Directors present at any special meeting of the Board. The accused member shall be served a copy of the charges with ten(10) days notice of a hearing. If the accused member fails to appear at the hearing or to be represented thereat, the Board of Directors shall nevertheless proceed with a hearing of the charges. ARTICLE VI MEETINGS SECTION 1, REGULAR MEETINGS: Regular meetings of the General Membership of the Association will be scheduled at a time and place to be determined by the Board of Directors. SECTION 2, ANNUAL MEETINGS: The Association shall hold one(1) Annual Meeting each year, usually held in the Month of May or June as determined by the Board of Directors. SECTION 3, SPECIAL MEETINGS: Special meeting of the Association may be called by the President when deemed necessary, and shall also be called by the President upon the request of a majority of the Board of Directors, or upon the written request of at least ten(10) Active Members in good standing. Said written request shall be directed to the President of the Association. No other business shall be transacted at such meeting other than that specified in the notice for the call of said meeting, and no such meeting of the Association shall be held unless at least five(5) days written notice or verbal, telephone contact to each member is given, specifying the time, place, and purpose of said meeting. SECTION 4, QUORUM: The business of the Association must go on. A Quorum shall be represented by a majority of active members present at any meeting of this Association, provided all proper notifications in accordance with these by-laws were made and there are no extenuating circumstances like inclement weather to justify absentees. ARTICLE VII OFFICERS SECTION 1: The officers of this Association shall consist of a President, a Vice President, a Secretary, and a Treasurer, all of whom shall be Active members in good standing in this Association. SECTION 2, ELECTION OF OFFICERS: Officers shall be elected by the General Membership, in accordance to these By-Laws, at its Annual Meeting. Each officer shall hold office for a term of two(2) years. Any vacancy in any office may be filled by the Board of Directors for the un expired term. SECTION 3, DUTIES OF THE PRESIDENT: The President shall preside at all meetings of the Association and of the Board of Directors. The President shall sign all contracts or other instruments authorized by the Membership or the Board of Directors. The President shall enforce a due observance of the provisions of the By-Laws and parliamentary proceedings. The President shall present at the Annual Meeting of the Association a report of the operations of the Association during the previous year. He shall appoint all Committee Chairmen and members of committees whether standing committees of the Association or Special Committees established by himself. He shall be a member ex-officio of all said committees. The President shall appoint all delegates to local, state or national organizations, commissions or committees. He shall exercise and perform such other powers and duties as may properly belong to his office or as may be assigned to him herein or from time to time by the membership or the Board of Directors. SECTION 4, THE VICE PRESIDENT: In the absence of the President, the Vice President shall perform the duties of that office, and in the absence of both the President and Vice President, the Chairman of the Board shall perform those duties. The Vice President shall exercise and perform such other powers and duties as may properly belong to those officers or as may be assigned to them herein or from time to time by the membership of the Board of Directors. The Vice President shall also fill any vacancy that may arise in the Secretary or Treasurer. SECTION 5, THE DUTIES OF THE SECRETARY: The Secretary shall keep all records of the doings of the Association and the Board of Directors. He shall conduct the correspondence of the Association as directed by either the President or the Board of Directors The Secretary shall exercise and perform such other power and duties as may properly belong to his office or as may be assigned to him herein or from time to time by the Membership, the Board of Directors, or the President of the Association. SECTION 6, DUTIES OF THE TREASURER: The Treasurer shall keep or cause to be kept an accurate account of all monies received by and expended for the use of the Association in such banks as are designated by the Board of Directors, he shall make disbursement of the funds of the Association only upon warrants approved by the Board of Directors, and all checks in payment shall be signed by the Treasurer and countersigned by the President provided, however that the Treasurer shall not disburse any funds of the Association in excess of one hundred dollars ($100.00) for any specific obligation without the authorization of the Board of Directors. The Treasurer shall, at each Annual Meeting, make a full report of the state of the treasury, and whenever requested for such information by the President or the Board of Directors, he shall be bonded by an indemnity bonding company for a sum not less than ten thousand dollars ($10,000.00) and the bond filed with the Association. ARTICLE VIII BOARD OF DIRECTORS SECTION 1, MEMBERS: The Board of Directors shall consist of the President, Vice President, Secretary, Treasurer, and additional members to be elected as follows: At the Annual Meeting, there will be elected Active members to serve on the Board of Directors to serve for a term of two(2) years. The size of the Board of Directors shall be determined by the Association. One(1) of the eight members should be the immediate Past President and will be the Chairman of the Board. An Advisory Board may be appointed by the Board of Directors. No board member may be associated with any insurance company "direct repair program" SECTION 2, DUTIES OF THE BOARD OF DIRECTORS: It shall be the duty of the Board of Directors to consider and act upon matters of business between meetings of the Association and decide upon all matters which concern the interest and welfare of the Association. The Board of Directors shall act upon all propositions for membership; audit all bills against the Association; select the bank in which funds of the Association shall be deposited; consider all matters of policy, program and administration; report its findings and decisions to the Membership; devise measures for the Association's growth and development; and to do all other acts which may be necessary in the furtherance of the purposes of the Association. SECTION 3, MEETINGS: Regular meetings of the Board of Directors shall be called by the President in the months of January, February, March, April, May, June, September, October, and November each year. The President or three(3) members of the Board of Directors may at any time call a special meeting of the Board. In the case of a special meeting, at least three(3) days notice in writing shall be given or every Board member shall be contacted verbally by phone/message setting forth the purpose or purposes for which said special meeting shall be called. SECTION 4, REMOVAL/VACANCY: Any member of the Board of Directors who does not attend three(3) successive meetings of said board without good cause may be removed from said Board by an affirmative vote of a majority of the Board of Directors. Any vacancy on the Board of Directors may be filled by a majority vote of the Board of Directors for the balance of the un expired term. SECTION 5, TERM OF OFFICE: An officer of the Board of Directors, elected at any Annual Meeting of the Association shall take office immediately following the Annual Meeting, and serve until their successor is elected and qualified. SECTION 6, QUORUM: The business of the Association must go on. A Quorum shall be represented by a majority of the Board of Directors present at any meeting of this Association, provided all proper notifications in accordance with these by-laws were made and there are no extenuating circumstances like inclement weather to justify absentees. ARTICLE IX COMMITTEES & DUTIES SECTION 1, THE COMMITTEE ON NOMINATION: The Board of Directors shall serve as the Committee on Nominations. Two(2) months prior to the Annual Meeting, a list of nominees for office shall be either published and distributed to the General Membership, or read at a General Meeting of the Association, or both. At any time during this period, any Active member of the Association, in good standing, may nominate from the floor, or in writing, for any office in the Association, any other Active member of the Association, in good standing and, after such nomination is seconded, then that active member should be considered as a candidate for such office. In the notice to the membership for the call of the annual meeting, there shall be listed the nominees for office in the Association. At said Annual Meeting, the nominees for office and member of the Board of Directors shall be read. If no counter nominees are named then or previously in accordance to these By-Laws, such nominees shall be deemed elected to office at the completion of the Annual meeting. If counter nominees are submitted, a vote will take place at the Annual Meeting, and those receiving an affirmative majority vote shall be deemed elected to office. SECTION 2, THE COMMITTEE ON LEGISLATION: The committee on Legislation shall consist of three(3) members appointed by the President for the term of two(2) years. It shall be the duty of the committee on Legislation to consider all legislation affecting the auto body repair business, whether federal or state legislation, and to annually submit a report thereon. The committee on legislation shall represent the Association and present the views and positions of this Association before legislative bodies. SECTION 3: Review of documents will be made accessible to any member of the Association in good standing upon request; these include Secretary, Treasurer, and Committee files. SECTION 4. OTHER COMMITTEES: Other committees may be named and appointed by the President to perform such duties not assigned to any Officer or Committee under these By-Laws. ARTICLE X FISCAL YEAR SECTION 1: The fiscal year of the Association shall be from July 1st to June 30th. ARTICLE XI RULES OF ORDER SECTION 1: The meeting of this Association shall be carried on in accordance with the ordinary rules of parliamentary bodies, and unless otherwise provided, questions of order shall be decided in accordance with (Roberts Rules of Order). SECTION 2: All points of order shall be decided by the President without debate. An appeal of the decision from the chair may be sustained only by a vote of two-thirds of the active members present. SECTION 3: A ballot vote shall be taken on any question at the request of twenty five percent (25%) of the active member present; otherwise, the questions shall be put by yeas and nays, but if the President doubts or if any Active Member requests it, the membership shall decide. ARTICLE XII AMENDMENTS SECTION 1: Any proposition to alter, amend, or repeal the By-Laws of this Association shall be submitted in writing at any duly convened regular meeting of the Association. The proposed amendment shall then be read and voted on, and, upon receiving an affirmative vote of the majority of the vote cast, shall then be tabled until the next regular or special meeting of the Association for final consideration. When, upon receiving an affirmative vote of two-thirds of the members present, it shall become a part of the By-Laws; provided however, that in the call for such regular or special meeting at which a proposition to alter, amend, or repeal the By-Laws , the Membership is to be informed of such specific proposition in writing. SECTION II. Sponsorship Program: Any Active Member sponsoring a new membership in this Association shall receive a $100.00 credit towards their membership dues. To receive the $100.00 credit, the Sponsor must be an Active, paid member in good standing in this Association, and the new member must qualify for membership in accordance with these by-laws. Upon full payment of the new members dues, the $100.00 credit will be applied to the Sponsors next billable dues. This Sponsorship Program has no cash value, and can only be used as credit towards membership dues in this Association.