Operating Procedures
Article I
Name
1.1 The name of the Division shall be the General Hobby Division of the Hobby
Manufactures Association.
Article II
Objective
2.1 The objective of the Division is to promote the growth of the Hobby Industry and
represent the General Hobby segment of the overall industry on the HMA board and to
government, trade and the consumer.
Article III
Membership
3.1 Members. As established in the HMA by-laws, Regular Members and Associate
Members of that association will designate which Division they will belong to when they
pay their annual dues.
Article IV
Meetings
4.1 Annual Meeting. The Annual Meeting of the Division shall be held each year at such
time and place as may be designated by the Division Council. Notice of such meeting
shall be sent to each Division member at least thirty (30) days prior thereto.
4.2 Special Meetings. Special Meetings of the Division may be called by the Division
Council, or by a petition of one third of the Regular Members addressed to the Council
President who will issue the call therefore. Notice of the time and place of such meeting
and of the subjects to be considered, shall be mailed to each member at least fifteen (15)
days in advance of such meeting. Only such business shall be transacted at the Special
Meeting as is specified in the notice of such meeting.
4.3 Voting. At all meetings of the Division each Regular Member shall have one vote.
4.4 Proxy. Members may be represented by proxies at any meeting of this Division.
However, no person shall be eligible to act as a proxy unless he or she is either a member
of this Division or an officer of a corporation which is a member of this Division. Any
proxy shall be revocable at the pleasure of members executing the same.
Article V
Election of Council Members
5.1 Election and terms of Council Members. Eight (8) Council members will be
elected to serve two-year terms. At or before each Annual meeting a number of
Directors equal to that of those whose terms have expired shall be elected.
5.2 Assumption of Duties. Council members’ term of office shall commence immediately
following the Annual Meeting. Council members shall continue in office until their
successors have been duly elected and qualified or unless they resign, are removed, or are
otherwise unable to fulfill an unexpired term. Council members shall serve without
compensation, excepting the Council may, by resolution; authorize a reimbursement of
expenses incurred in the performance of their duties as Council members.
5.3 Nominations for Council. At least five months prior to the Annual Meeting, the
Council shall elect a Nominating Committee Chairman who shall nominate candidates
for election to upcoming vacancies on the Division Council. Additional committee
members may be added at the discretion of the Committee Chairman. Nominations for
Council Members may also be made from the floor at the Annual Meeting and held for
the following year’s election.
5.4 Email/Mail Ballots. Annual election for the Council Members shall be made by mail,
e-mail or fax ballot, or by a combination of those methods. Ballots shall be sent to all
Regular Members no later than four months prior to the Annual Meeting. Ballots must be
returned on a deadline specified, and council seats must be final prior to the start of the
next HMA fiscal year.
Article VI
Election of HMA Board Representative and HMA Committee Members
6.1 HMA Board Representative and Committee Members. The Division will elect one
representative to the HMA Board of Directors and one representative to the HMA Trade
Show Committee, one representative to the HMA Marketing Committee and one
representative to the HMA Planning and Budget Committee.
6.2 Nominations for Board Representative and Committee Members. The Nominating
Committee Chairman shall nominate candidates for the HMA Board of Directors and
Committees. Nominations may also be made from the floor of the Annual Meeting and
held for the following year.
6.3 Mail Ballots. Annual election for HMA Board Representative and Committees shall
be made by mail, email or fax ballot, or by a combination of these methods. Ballots shall
be sent to all Regular Members no later than 60 days prior to the Annual Meeting. Ballots
must be returned 30 days prior to the Annual Meeting in order to be valid.
6.4 Term of Office. As established in the HMA by-laws, the term of office is one year.
Article VII
Division Council
7.1 Number of Council Members. The general management of this Division shall be
vested in a Division Council consisting of seven (7) members. The Council members
shall be elected by the members of the Division at, or before, it’s annual meeting in
accordance with the provisions of section V hereof.
7.2 Meetings of the Division Council. A regular meeting of the Division Council shall be
held immediately following the Annual Meeting. Special meetings of the Division
Council may be held by the request of three (3) Council members addressed to the
Council President, who will issue the call therefore. Notice of the time and place of such
meeting and of the subjects to be considered, shall be mailed to each member at least
fifteen (15) days prior to such meeting. The Division Council may hold Special Meetings
without the customary notice, provided a waiver of notice signed by all member of the
Council is executed before or after such meeting. Whenever, in the judgment of the
Division Council a non-binding mail poll of Council members is desirable, the Council
may direct that such a poll be taken. Special meetings of Division Council may be held
by conference telephone call.
7.3 Quorum. At any regular or special meeting, of Division Council, the presence of a
majority of then-qualified board members shall be required to constitute a quorum for the
transaction of business.
7.4 Absences. Any member of the Division Council unable to attend a meeting shall, in a
letter addressed to the Council President, state the reason for his absence. If a Council
member is absent from two consecutive meetings for reasons which the Council has
failed to declare to be sufficient, his resignation shall be deemed to have been tendered
and accepted.
7.5 Resignation or removal of Council Members. Any Council member may resign at any
time by giving written notice to the Council President. In the event of resignation by the
Council President, his written resignation should be presented to the Council
Secretary/Treasurer. Such resignation shall take effect at the time specified therein, or, if
not time is specified, at the time of acceptance of the resignation by Council. Any
Council member may be removed for cause by a majority vote of the Council at any
regular or special meeting at which a quorum is present. The Council shall have full
power to remove any Council member for his failure to attend two consecutive regular
meetings of the Council, unless excused by a vote of the Council members present.
7.6 Vacancies. Any vacancies occurring on the Division Council by reason of death,
resignation, or otherwise may be filled for the unexpired term by a qualified Regular
Member elected by majority vote of the remaining members of the Council.
7.7 Authority of the Division Council. The Division Council shall have the authority to
conduct the trade promotion activities of the Division, including advertising, publicity
and public relations.
7.8 Election of Officers. At the first meeting of Division Council following the Annual
Meeting, the Council shall elect by majority vote from among its members two officers
of the Division: a President and Secretary/Treasurer, each of whom shall take office
immediately and serve for the ensuing year.
Article VIII
Officers
8.1 President. The President shall be the Chief Executive Officer of the Division and shall
preside at meetings of the Division and its Division Council. The President shall be an
ex-officio voting member of all committees except the Nominating Committee. The
President shall appoint all standing and special committees of the Division except the
Nominating Committee.
8.2 Secretary/Treasurer. The Secretary/Treasurer shall attend all meetings of the Division
Council, keep a record of all proceedings and attest to documents. Additionally, he shall
supervise the keeping of accurate, detailed record of accounts in books belonging to the
Division, which accounts and records shall be open at all times upon reasonable notice to
inspection by any member of the Division Council, cause a fiscal year budget of
estimated income and expenditures to be prepared and submitted to Division Council for
approval not less than sixty (60) days before the last day of each fiscal year. The
Secretary/Treasurer shall report in writing the financial condition of the Division
whenever directed to do so by the President or Division Council, and shall submit a full
financial report to the Division at its Annual Meeting. Whenever directed to do so by the
President or Division Council, the Secretary/Treasurer shall submit for audit his books,
records, vouchers and any an all other papers in his possession called for , to an auditor or
auditing committee designated by the Division Council.
8.3 Resignation or Removal of Officers. Any Officer may resign at any time by giving
written notice to the Division President. In the event of resignation by the Division
President, written notice should be given to the Division Secretary/Treasurer. Such
resignation shall take effect at the time specified therein, or, if no time is specified, at the
time of acceptance of the resignation by the Division Council President (or
Secretary/Treasurer in the event of resignation by the Division President). Any Officer
may be removed for cause by a majority vote of the Division Council at any regular or
special meeting at which a quorum is present.
8.4 Vacancies. Any vacancies occurring in the office by reason of resignation or
otherwise may be filled for the unexpired term by a qualified person elected by the
majority vote of the Division Council.
8.5 Delegation of Powers. The elected Officers of the Division may from time to time
delegate the exercise of their powers to such salaried employees or agents of the HMA
Board or of the Division. In any such case the elected officer shall remain responsible to
ensuring that the assigned duties are properly discharged.
Article IX
Standing Committees and Standing Resolutions
9.1 Standing Committees. The Division Council may establish and appoint Standing
Committees from time to time to accomplish the purpose of the Division. Each Standing
Committee shall include at least one Regular Member.
9.2 Standing Resolutions. The Division Council may adopt, amend or rescind such
Standing Resolutions from time to time to accomplish the purpose of the Division.
Standing Resolutions shall be adopted to establish Standing Committees, and to deal with
other such matters as are necessary, appropriate or helpful to carry out the purpose of the
Division.
Article X
Order of Business and Rules
10.1 Order of business. The order of business for Annual and Special Meetings of the
Division shall be as decided by the President.
10.2 Rules. Robert’s Rules of Order (latest edition) shall govern in all cases not herein
provided for.
Article XI
Amendment of Operating Guidelines
11.1 Amendments by Council and Members. Amendments to these Operating Guidelines
may be proposed by the Division Council by a two-thirds vote of those council members
present and voting. Following such a proposal, these Operating Guidelines may, at any
duly constituted Annual or Special Meeting of the Division, be amended by changing,
altering, suspending, supplementing or repealing the same, by a sixty (60) percent vote of
the Regular Members present, but only if notice of a vote on such proposed amendment
has been mailed to all Regular Members at least fifteen (15) days prior to such meeting.
11.2 Amendments by Division Council. These by-laws may also, except for this Section
11.2, be amended by changing, altering, suspending, supplementing, or repealing the
same at any duly constituted regular or special meeting of the Division Council. Any
amendment of these Operating Guidelines by the Division Council shall be subject to
rescission by a sixty (60) percent vote of Regular Members. The Division Council shall
not have any power to re-adopt any amendment previously adopted by the Division
Council, which may have been rescinded by a vote of the Regular Members.