ByLaws

ARTICLE I – NAME

The name of this organization shall be

Lone Star Land Cruisers

also known as

LSLC

ARTICLE II – PURPOSE

The purposes of the LSLC as organized are:

To provide social and educational opportunities for members,
To create a family-oriented environment where we can gather for the purpose of exploring, preserving and enjoying the remote areas of Texas and surrounding states in our Toyota Land Cruisers, FJ Cruisers, 4Runners, and Toyota pickups
To be readily available, when called upon, to help in emergencies where our four wheel drive vehicles and personnel are needed,
To support the Toyota Land Cruiser Association,
To preserve and promote multiple use of public lands,
To operate without profit, and to remain nonpartisan and nonsectarian.

ARTICLE III – MEMBERSHIP

Section 1 – VOTING MEMBERS: Persons seeking membership in the LSLC as a regular voting member must meet the following requirements:

Must own a Toyota Land Cruiser, FJ Cruiser, Pickup, or 4-Runner with four wheel drive that is titled in the member’s name.
Be a legally licensed driver, at least 16 years of age.
Participate, as a minimum, in three LSLC functions to become and remain a member.
Members must attain membership in the Toyota Land Cruiser Association.
Must show proof of adequate liability insurance when needed.
Must submit a processing fee, as designated by the Board of Directors, with the completion of the application form.

Section 2 – ASSOCIATE MEMBERS: By nomination of the Board of Directors and by majority vote of the membership, any person or business may be elected to Associate Membership in the LSLC, shall pay dues, shall not be entitled to vote, and shall not be entitled to hold any office of the LSLC.

Section 3 – DUES: The yearly dues of each member and associate member of the LSLC shall be set by the LSLC, and payable as designated by the Board of Directors. Dues must be paid within 30 days of the due date. Dues for new members are due the day they join the LSLC and are payable within 30 days of that date. The initial dues for the club are set at $30 per year.

Section 4 – MEMBERSHIP SUSPENSION/TERMINATION: A Member may be suspended/terminated for any one of the following reasons:

Cessation of Toyota Ownership. A member no longer owns a vehicle as described in Article III, Section 1, sub-paragraph a.
Non-payment of dues. Any member who shall fail to pay the ANNUAL dues within thirty (30)days after the same shall become due and payable, or who shall fail to pay any indebtedness to the LSLC within thirty (30) days after a bill for same has been rendered, shall be suspended from all privileges of membership. Reinstatement must be made by a two-thirds vote of the General Membership.
Non-participation. A member may be dropped from the rolls of the LSLC due to nonparticipation by a unanimous vote of the entire Board of Directors. Reinstatement can be made by a two-thirds vote of the General Membership or by completing membership requirements as any other member. Non-participation shall be defined as not attending at least one LSLC function in any six month period.
Recall. Any member who shall conduct themselves in an irresponsible manner that, in the opinion of the Board of Directors, is not in the best interests of the LSLC or when such actions bring discredit upon the LSLC, shall be suspended from all privileges of the membership. Subsequent membership termination or reinstatement shall be made by a two-thirds vote of the General Membership.

Any member leaving the LSLC under unfavorable conditions shall return all evidence of LSLC membership.

ARTICLE IV – MEETINGS

Section 1 – MEETINGS: Meetings of the LSLC shall be held at such time and place as selected by the Board of Directors. Changes to the time and place of the meeting shall not be made unless notice is given to the members not less than one month before such action is taken. However, there shall be not fewer than four meetings in any calendar year.

Section 2 – ANNUAL MEETING: The ANNUAL Meeting shall be the third meeting of each calendar year. Notice of every ANNUAL Meeting of the LSLC shall be mailed by the Secretary to every member of the LSLC at least two weeks before the date of such meeting. The LSLC newsletter or web page may serve as notification.

At the ANNUAL Meeting, the order of business shall be:

Minutes of the previous meeting.
Reports of Officers/accomplishments of the past year and general progress reports.
Announcements of results of the Annual election.
Vote on proposed by-laws changes.

Section 3 – SPECIAL MEETINGS: A special meeting of the LSLC may be called by the Board of Directors or whenever one-third of the voting members of the LSLC shall make a written request to the President for the same, specifying the object of the meeting, provided that not less than five days written notice of such special meeting shall be given to the members.

Section 4 – CONDUCT OF MEETINGS: All meetings shall be conducted according to parliamentary rules, and open discussion from the floor on all measures shall be encouraged.

Section 5 – BOARD MEETINGS: The Board of Directors shall meet at the direction of the LSLC as necessary or when three or more Directors shall call for such meeting.

ARTICLE V – VOTING & QUORUMS

Section 1 – DEFINITION OF VOTING MEMBER: Voting members are defined as having met the requirements of Article III, Section 1 and are identified on a membership application as applicant or spouse of applicant.

Section 2 – WHO MAY VOTE: Only voting members may cast votes for election of officers, changes to by-laws, and formal motions made at general meetings.

Section 3 – QUORUM AT GENERAL MEETINGS: For the purpose of voting at general meetings all voting members present shall constitute a quorum.

Section 4 – QUORUM AT BOARD OF DIRECTORS MEETINGS: At a meeting of the Board of Directors, a majority of the total members of the Board shall constitute a quorum and a majority vote of the Directors present at any meeting shall prevail.

ARTICLE VI – MANAGEMENT

The management of the LSLC shall be vested in the President, President-Elect, Secretary/Treasurer, and shall constitute the Board of Directors.

ARTICLE VIII – OFFICERS AND OFFICER ELECTIONS

Section 1: The President, President-Elect, Secretary/Treasurer shall be elected by vote of LSLC members at the second meeting of the calendar year for a period of one year. Officers are limited to two (2) consecutive terms.

Section 2: LSLC officers are elected by voting in person at the second general meeting of the calendar year or by mail vote. Mail votes must be received no later than 6 P.M. on the day of the second general meeting. Conditions and methods for a mail vote will be established by the Board of Directors.

Section 3: In the event of a vacancy in any office except the President, the Board of Directors shall appoint a member in good standing to fill the unexpired term until the next general election.

ARTICLE VII – DUTIES OF OFFICERS

(A) BOARD OF DIRECTORS

Section 1: The Board of Directors shall have the power to manage all affairs of the LSLC on any and all questions relating in any manner whatsoever to the LSLC, and to make all contracts necessary for the proper transaction of all business. The Board of Directors shall have entire jurisdiction over all matters pertaining to the care, conduct, control, supervision, and management of the LSLC and its finances.

Expenditures $50.00 or less shall be authorized by a majority vote of the Board of Directors.
Expenditures $50.00 or more shall be approved by a majority vote of the General Membership present at a regular meeting.

Section 2: It shall be the duty of the Board of Directors to prescribe and publish rules regulating the use, care, and protection of LSLC property.

Section 3: Any member of the Board of Directors who shall absent him/herself from three consecutive meetings of such Board, unless he/she shall offer at the next meeting an excuse for his/her absence which is satisfactory to the Board of Directors, shall be deemed to have resigned as a member of said Board, and cease to be a member of the Board of Directors.

Section 4: The Board of Directors shall have the following specific powers:

To appoint Delegates to the different Associations of which the LSLC may become a member or for the purpose of conferring with any Association or organization with respect to any matter in which the LSLC may be concerned.
To make rules for the conduct of the members of the LSLC and for their use of LSLC property.
To suspend a member for any conduct in violation of rules or behavior improper or prejudicial to the interests of the LSLC.
To fix and enforce penalties for the violation of LSLC rules.
To prescribe rules for the admission of non-members or guests to the privileges of the LSLC.
To call special meetings of the LSLC to consider special subjects.
To prescribe additional duties for any officers, in addition to those herein set forth.

(B) PRESIDENT

The President shall preside at all meetings of the LSLC and Board of Directors and enforce all laws and regulations of the LSLC. He/she shall perform such other duties as shall be imposed upon him/her by resolution of the Board of Directors. The President shall, with the Treasurer, sign all written contracts and written obligations of the LSLC. The President shall have the power to appoint committees whenever it becomes necessary. The President may serve or appoint another to serve as a delegate and contact for TLCA duties. If the President and Treasurer are from the same family, the President-Elect and the Treasurer shall sign all written contracts and written obligations of the LSLC.

(C) PRESIDENT-ELECT

In the absence of the President, his/her duties shall be performed by the President-Elect. In the event of the death, disability, or resignation of the President, the President-Elect shall assume the duties of the President for the remainder of the term.

(D) SECRETARY/TREASURER

The Secretary/Treasurer shall keep minutes and other official reports of the LSLC. The Secretary shall keep records, books, documents and papers relating to the LSLC in such place as shall be designated by the Board of Directors. The Secretary shall perform such other duties as may be assigned by the Board of Directors. The Secretary/Treasurer shall keep an account of all monies received by him/her and deposit same in the name of the LSLC in such bank as designated by the Board of Directors. He/She shall not pay out any monies of the LSLC except in such manner and for such purpose as shall be authorized by motion or resolution of the Board of Directors/General Membership. At each monthly meeting of the membership he/she shall make a statement of the financial condition of the LSLC, and the membership shall, by motion, approve said report, and at the ANNUAL Meeting of the LSLC, he/she shall submit a detailed report of the financial condition of the LSLC.

ARTICLE IX – AMENDMENTS

Amendments to these by-laws may be made at the ANNUAL Meeting or at a meeting called for the purpose by a two-thirds vote of all members present, provided written notice of the proposed amendments shall be submitted to the Board of Directors and provided further, that notice of the proposed amendments shall be given to all members by the Secretary. An announcement published in the LSLC newsletter or on the webpage or delivered via email shall be considered sufficient notice of proposed amendments.

The Board of Directors may delegate the responsibility of receiving by-law proposals to a By-Laws Chairperson appointed by the President. The By-Laws Chairperson shall receive and screen by-law proposals for proper wording, spelling, punctuation, etc. but shall make no judgment as to the content or validity of a proposal. The By-Laws Chairperson shall compile all proposals and submit same to the voting members no later than two (2) weeks prior to the Annual Meeting.

Voting on by-law changes may be done by mail with conditions and methods of carrying out a mail vote established by the Board of Directors.