Updated March 2015
BY-LAWS
OF CORN ITEMS COLLECTORS ASSOCIATION, INC.
PREAMBLE
The Corn Items Collectors Association, Inc. is a non-profit, national organization. No specific geographic boundaries have ever been set for its membership; however its regional character was intended to facilitate communication between its members.
ARTICLE I
NAME
This corporation is to be known as the CORN ITEMS COLLECTORS ASSOCIATION, INC. The official abbreviation shall be CIC.
ARTICLE II
CORN ITEMS COLLECTORS ASSOCIATION MISSION STATEMENT
The mission of the CORN ITEMS COLLECTORS ASSOCIATION, INC., shall be to promote the collection, restoration, preservation, and exhibition of corn related items, memorabilia, and any other articles of historical and/or educational value, to share knowledge, understanding with others, especially where it may benefit restoration, museums, and like institutions. The Corporation will comply with the State and local laws and ordinances relating to alcoholic liquors.
ARTICLE III
MEMBERSHIP
Membership is available to any person of good character interested in the collection, restoration, preservation, and exhibition of corn related items, and the purposes of the Corporation whose application for membership have been submitted may become a member upon payment of membership dues. Membership dues will be determined by a vote of the membership attending a legally called meeting. Dues year will be a calendar year January 1st to December 31st. Members joining after September 1st will be considered a paid up member until the end of the following calendar year providing they are new members and not renewal members. Members are entitled to receive all current publications of the organization.
ARTICLE IV
OFFICES
The address of the registered office in the State of Illinois is: 9288 Poland Road, Warrensburg, Illinois 62573. Its registered agent is Robert S. Chamberlain. This Corporation may have such other offices within the State of Illinois as the Board of Directors may designate or as the business of the Corporation may require from time to time.
ARTICLE V
BOARD OF DIRECTORS
A Board of Directors shall control this Corporation and will consist of all past officers. If this number exceeds nine members, a Board of nine members shall be chosen from the past officers by the membership of the Corporation. If this becomes necessary, the members of the Board will serve a term of two years and may be re-elected. The directors shall be members of the Corpora-tion. In addition to powers and authorities by these By-laws expressly conferred upon it, the Board may exercise all such powers of the Corporation and do all lawful acts and thing as are not by statute, articles of incorporation, or certificate of incorporation reserved.
ARTICLE VI
OFFICERS
The officers of the Corporation shall be President, Vice-President, and Secretary/Treasurer. The officers shall be elected by the membership. A Newsletter Editor will be appointed by the President and serve at his/her discretion.
1. ELIGIBILITY: Any member in good standing is eligible to hold office.
2. TERM: The term of office shall be two years and no officers may serve more than two consecutive terms.
3. NOMINATIONS & ELECTIONS: The President shall appoint a nominating committee composed of three members in good standing to make nominations for the offices of President, Vice-President, and Secretary/Treasurer. Nominations elected by a plurality vote of the membership attending the meeting for this purpose. No one shall be nominated for an office unless they consent to serve, if elected, has been obtained. Officers shall serve from January 1st of each even numbered year.
4. VACANCIES: A vacancy in any office shall be filled by the Board of Directors.
5. DUTIES OF OFFICERS: The duties of officers shall be such as are implied by their respective titles and as specified herein as follows:
A. The President shall: Preside at all meetings, appoint all committee chairmen, be the official representative of the
Corporation, be an ex-officio member of all committees, and such other duties as required by the Board of Directors.
B. The Vice-President shall: Perform, in their order, the duties of the President in his/her absence or his /her inability to serve and perform other duties as assigned by the President and Board of Directors.
C. The Secretary/Treasurer shall: Write and keep the minutes of all meetings of the Corporation; have custody of all records, papers, carry on the correspondence of the Corporation as directed by the President; be custodian of all monies of the Corporation, deposit all funds in an approved banking facility; receive and disburse the funds of the Corporation; make written reports to the Corporation as required by either the President or the Board of Directors; report balances at all meetings; and make the Treasurer's books available for annual audit. The treasurer will serve without bond.
ARTICLE VII
REPORTS OF OFFICERS
All records of the Corporation are available for inspection by any member upon written request to the to the Secretary of this
Corporation.
ARTICLE VIII
MEETINGS
All meetings of this Corporation shall be called by the President and/or the Board of Directors
A. Mini-meeting may be called by any officer, Board Member, of Committee Member for the purpose of discussing any business needing attention at that time. Any decisions made at that time will be promptly forwarded to the officers not in attendance.
B. Meeting held at the discretion of the President at any facility where members are displaying their collections.
C. Voting List: Membership in good standing arranged in alphabetic order shall be available for officers and for inspection by any member prior to a meeting.
D. The Founders meet shall be held in Illinois.
ARTICLE IX
INDEMNIFICATION
This Corporation shall have the power to indemnify and hold harmless each person who has been a Director, officer, or Employee of the Corporation, against expenses actually and reasonably incurred by him/her in connection with the defense of any action, suit, or proceedings, civil or criminal, or any judgements or settlement in any suit threatened or filed, in which he/she is made a party by reason of being, or having been such as a Director, Officer, or Employee; and the Board of Directors may obtain a policy or policies of insurance with such limits of liability as they shall deem advisable insuring Board Members and Officers of the association against loss by reason of errors or omissions.
ARTICLE X
PAYMENTS
Payments shall be made by checks which shall be signed by the Treasurer. No bills, notes, contracts, or disbursements shall be executed by or on behalf of the Corporation unless the Board of Directors and/or the President shall expressly authorize the same.
ARTICLE XI
FISCAL YEAR
The Fiscal Year of the Corporation shall begin on the 1st day of January and end on the 31st day of December of each year.
ARTICLE XII
AMENDMENTS
Amendments to these by-laws may be proposed by the Board of Directors, or any Officer, or any member at any time. These by-laws may be amended by an affirmative vote of a majority of the members at the next regular CIC meeting or Board Meeting.
ARTICLE XIII
CORPORATE SEAL
This Corporation shall have no corporate seal.
These by-laws adopted this 28th day of March 2015 supersede any previously recorded by-laws or amendments for the
CORN ITEMS COLLECTORS ASSOCIATION, INC. which was initially incorporated the 3rd day of September, 1988.
ARTICLE XIV
ADDITIONS
The Corporation is organized exclusively for charitable, educational, or scientific purposes within the meaning of section 501c of the Internal Revenue Code.
ARTICLE XV
ADDITION
DISSOLUTION OF THE CLUB
Upon the dissolution of the Corporation, the Board of Directors shall, after paying or making provisions for the payment of all liabilities of the Corporation, dispose of all the assets of the Corporation exclusively for the purposes of the Corporation in such manner, or to such organizations organized and operated exclusively for charitable, educational, or scientific purposes as shall at the time qualify as an exempt organization or organizations under section 501c (3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Law, that the Board of Directors shall determine. Any such assets not so disposed of shall be disposed of by the Court of common Pleas of the county in which the principal office of the Corporation is then located, exclusively for such purposes.
These amendments to the by-laws of the CORN ITEMS COLLECTORS ASSOCIATION, INC. were adopted this 29th day of March, 1989.
AMENDMENTS
1. Four meetings will be held annually: Spring Meeting, Portland Meeting, Founders Meeting, and Fall Meeting. Mini-meets may be held at will according to the By-Laws (Article VIII, Section B).
2. Awards for displays will be given at the four regular meetings. There will be no award at mini-meets.
3. Awards: Best of Show, Best Single Item, President’s Award, People's Choice Award, Best Ladies Display.
4. Dinner meeting may be held where available at the member’s personal expense. Members will be notified and given the opportunity of participating or declining the meeting. Fees will be collected at the time unless facility elects to bill individually.
5. ALL MEMBERS ARE ENCOURAGED TO DISPLAY!
6. The term of office of the Secretary/Treasurer shall not be included in the terms in ARTICLE VI– TERMS.
Amendments 1 through 6 were approved March 28, 2015
7. The Board of Directors: In the event there are not nine past officers to complete the Board to nine members, a member in good standing shall be elected and serve until such time as there are nine past officers and at that time he/she will become a Board Member pro-tem.
8. Any Board Member may resign if he/she so desires.
Amendments 7 and 8 were approved in 1991
9. The President and Officers shall choose the four shows in the future for Awards.
Amendment approved in 2006.
This updated version of the CORN ITEMS COLLECTORS ASSOCIATION INC. BY-LAWS was voted on and unanimously approved on March 28, 2015.
President: David VandenBoom Secretary/Treasurer: Robert S. Chamberlain