ARTICLE I

ORGANIZATION

SECTION 1. Name:

This club is incorporated (not for pecuniary profit) under the laws of Virginia as 'Tidewater Coin Club, Inc.'

SECTION 2. Purpose:

The purpose of the organization is to:

•  foster closer social relationships among members of the community;
•  encourage and assist new collectors;
•  provide persons interested in numismatics the opportunity to meet regularly to obtain knowledge of the hobby through participation in educational programs and activities;
•  give members an opportunity to trade and/or dispose of material.

SECTION 3. Address:

The post office address is P.O. Box 5247, Virginia Beach, Virginia 23471-5247. The registered agent is a resident of Virginia and a member of the Board of Directors.

SECTION 4. Seal:

The corporate seal is circular and the words 'Tidewater Coin Club, Inc.' are inscribed on the outer circle. In the inner circle, the words 'Corporate Seal 1956 Commonwealth of Virginia' are inscribed.

ARTICLE II

MEMBERSHIP

The members of the corporation shall be those persons who declare an interest in numismatics, file an application for membership, and pay annual dues as fixed by the Board of Directors and approved by the membership.

ARTICLE III

GOVERNMENT

SECTION 1. Board of Directors:

The control and management of the club and its affairs and property will be entrusted to a Board of Directors which will not be less that seven (7) and no more than fifteen (15) members.

SECTION 2. Tenure of Office:

The Board of Directors shall be elected by the members of the club at the November meeting, installed at the December meeting, and hold their respective offices until the next general election. (The normal term of office shall be one year.)

SECTION 3. Meetings of the Board:

Meetings of the Board of Directors will be held when possible on a day, each month, of the Board's choosing and at least one week prior to the regular club meeting.

SECTION 4. Quorum:

A majority of the Board of Directors shall constitute a quorum for the transaction of business.

SECTION 5. Duties and Powers:

It is the duty of the Board of Directors to carry out the objectives and purposes of the club. They will fill any vacancy that may occur in any office or in the membership of the Board. The Board may add or delete other rules and regulations, not inconsistent with these by-laws, that they deem necessary, and fix and remit penalties for the violation of the by-laws and rules.

SECTION 6. Signature Authority:

All checks, drafts, or orders for the payment of moneys shall be signed by the Treasurer, the President, the Secretary, or another Board member designated by the Treasurer as having signature authority.

ARTICLE IV

OFFICERS

SECTION 1. Club Officers:

The officers of the club will be a President, Vice-president, Secretary, Treasurer, Sergeant-at Arms, and Bourse Chairman. They shall be appointed by the Board of Directors.

SECTION 2. Duties of Officers:

(a)   President. The President will preside at all meetings of the club and Board of Directors, and will supervise the affairs of the club and care of its property.

(b)   Vice-president In the absence of the President, the Vice-president will perform the duties of the President.

(c)   Secretary. The Secretary will keep the records of the meetings of the club and of the Board of Directors. He/she will hold the corporate seal of the club and the membership list. He/she will notify the membership of all meetings of the club and the Board of Directors. The Secretary will be responsible for all correspondence except that pertaining to the offices of the Treasurer and Bourse Chairman. He/she may also designate Board members or committee chairmen to prepare correspondence pursuant to the execution of their respective responsibilities.

(d)   Treasurer. The Treasurer will collect and discharge the funds as directed by the Board. He/she will keep the accounts in books belonging to the club, which will be open to the inspection of the Board of Directors at all times. He/she will make monthly reports in writing of the money received and disbursed, and the balance of funds. Upon assuming the duties of office, he/she may be bonded in an amount prescribed by the Board of Directors The club will pay the bond premium.

(e)   Sergeant-at-Arms. The Sergeant-at Arms will keep order at all meetings and will act in an advisory capacity for the security of all club events. He/she will also keep rolls of attendance of all club meetings.

(f)   Bourse Chairman. The Bourse Chairman will have overall responsibility for the planning, execution, and budget for club sponsored coin shows. Responsibilities include, but are not limited to, collection of fees and expenditure of funds associated with the bourse; executing dealer contracts; dealer placement and table assignment; arranging bourse security; establishing and enforcing show rules; advertising. He/she will make monthly reports in writing of the money received and disbursed, and the balance of funds. Upon assuming the duties of office, he/she may be bonded in an amount prescribed by the Board of Directors The club will pay the bond premium.

ARTICLE V

ANNUAL MEETING AND ELECTION

SECTION 1. Annual Meeting:

(a)   The annual meeting and election of the Board of Directors will be held at the general meeting on the third Tuesday of November.

(b)   The Secretary shall give prior notice to the members, by mail, of the date, hour and place of the annual meeting along with a list of the names of the nominees for the Board of Directors.

SECTION 2. Order of Business:

The order of business of all meetings of the club and of the Board of Directors may include the following:

(a)   Reading of Minutes.

(b)   Committee Reports (if applicable).

(c)   Treasurer's Report.

(d)   Elections (if applicable).

(e)   General Business.

SECTION 3. Right to Vote:

No member will be permitted to vote at the annual election unless his/her dues have been paid.

ARTICLE VI

AMENDMENTS

 

These by-laws may be modified, altered, or amended at any Board of Directors meeting. Proposed changes to the by-laws will be published in the next club newsletter and voted upon at the following monthly meeting by the members in attendance.

AFFIRMED

   December 28, 1990

   December 04, 1991

   February 03, 1998

   December 04, 2000

   July 06, 2004

   March 05, 2007

   May 13, 2009

   July 1, 2013

   February 10, 2016