BylawsBy-Laws of the Errors, Freaks & Oddities Collectors' Club
The name of this Club shall be the Errors Freaks & Oddities Collectors’ Club (EFOCC), hereinafter called the “Club”.
II. PURPOSE AND OBJECTIVES:
A. The purposes and objectives of the Club shall be exclusively for literary and/or educational purposes as specified in Section 501(c)(3) in the Internal Revenue Service Code of 1986, as amended and shall not include
carrying out any activity not permitted to be carried out by associations exempt from Federal Income Tax under the aforementioned Section. and within that scope theThe Club’s specific purposes and objectives shall be:
1. To encourage the study of philatelic material known within the Community as Errors, Freaks and Oddities (EFOs);
material including the existence, causes, value and quantity of said material.
2. To disseminate information concerning EFOs
3. To educate non-EFO collectors about EFO material.
4. To facilitate the exchange of EFO material among Club members.
5. To promote good fellowship among Club members.
6. To promote EFO collecting and philately in general.
B. No substantial part of the activities of the Club shall be to conduct propaganda, or otherwise attempt to influence legislation (except as otherwise provided by I.R.C. Section 501(h)) or participating in, or intervening in (including the publication or distribution of statements), any political campaign on behalf of any candidate for public office.
Any individual or organization of stamp collectors having an interest in EFO philately shall be eligible for membership, subject to the following qualifications and procedures:
A. Applications for membership shall be submitted in writing to the Secretary accompanied by payment in full for current dues and fee(s). See schedule of fees, Section VIII.
B. Acceptance of
such applications is at the discretion of the Executive Board.
C. A permanent membership number shall be assigned to each accepted member. Charter members shall be those who have joined the Club by 31 December, 1979. Life memberships are available.
Individual Members in good standing shall be eligible to serve in Executive Board positions, vote in elections, vote to amend these By-Laws, utilize such Club trade and/or buy systems as may come into being with the exception of the Club’s mail auction in which non-members may participate subject to rules established by the Board.
Organizations to be known as “Affiliate” members in the form of philatelic organizations or libraries may join the Club. and while in good standing They will receive the Club’s journal and the individual members of Affiliates may utilize Club services as the Board shall determine appropriate , with the object to preserve accountability to the Club while preserving individual membership privileges. OrganizationsAffiliates do not have the privilege of voting in EFOCC elections.
F. "In good standing" means regular and life members who have not been removed from membership in the APS under its Code of Ethics. Such members will be removed from membership in the EFOCC upon publication of their names in the "American Philatelist".
The Club shall maintain such affiliations as the Executive Board believes will further the Club’s purpose and goals. Affiliations shall include, but not be limited to, the American Philatelic Society (APS)
, The and American Topical Association (ATA) , etc. On behalf of the Club’s membership, the Club will subscribe to the APS and /or ATA Philatelic Code of Ethics.
V. OFFICERS and Directors:
A. Officers of the Club shall be:
1. PRESIDENT: shall be in general charge of all Club activities, shall preside at any meetings of the Executive Board and general membership. S/he shall appoint all committees authorized by the Executive Board and shall be an ex-officio member of all committees except those primarily involved with nominations, unless so directed by a majority of the Executive Board.
2. VICE-PRESIDENT: is responsible to oversee the awards program and shall serve as an aide to the President and shall perform the duties of President in the President’s absence or inability to serve in that office. The Vice-President shall perform such other duties as the President or Executive Board
of Directors may assign.
3. SECRETARY: shall conduct the official correspondence of the Club as directed by the President and maintain Club membership records. The Secretary shall also produce a current Club membership roster not later than February 28th of each election year.
4. TREASURER: shall receive all monies in the name of the Club and shall make such disbursements as may be necessary and/or directed by the Executive Board for the proper operation of the Club. The Treasurer shall maintain permanent records of the Club’s finances and shall submit an annual report by each July 1st for publication in the journal. The Treasurer will retain financial records for a minimum of seven (7) years.
5. ELECTED DIRECTORS: shall be involved in discussions about Club operations, services, programs and proposals for future action. May be called upon to assist with special projects or to
backstop replace an officer who is temporarily unavailable or unable to continue in office.
VACANCIES IN OFFICE Vacancies in Office:
1. An office is vacant if the holder resigns, dies, becomes incapacitated or is removed by unanimous vote of the remaining Executive Board members.
2. The Vice-President shall succeed to the Office of President for the remainder of that office term should that Office be permanently vacant or for the duration of the vacancy in cases of temporary vacancies (e.g. leave of absence, vacation, etc.)
3. All officers may take up to
thirty 30 days leave s of absence with an approval by a majority of the Executive Board. Consecutive leaves can be approved. If no response is received by the Executive Board within thirty 30 days after an approved leave of absence concludes, the officer is considered to have resigned.
4. For the purpose of a quorum, any officer on a leave of absence shall be considered inactive and shall not have a vote on the Executive Board until s/he resumes active service.
5. The Secretary shall be next in line of succession, followed by the Treasurer.
both either of the offices of the Secretary and Treasurer are becomes vacant, the Vice-President shall assume the responsibilities pending appointment of a temporary or permanent replacement.
7. The President or Acting President may appoint any Club member to an office subject to a majority approval
, of the Executive Board within 30 days by the Executive Board.
C. Terms of office for the
founding officers who are serving on the date this new set of By-Laws is adopted shall expire on 30 June, 20072011 . The four year and the terms for succeeding officers shall expire on the 30th of June of each odd numbered year at four year intervals (2015, 2019, 2023, etc.).
D. No compensation: No Club officer or member shall receive
any compensation beyond reimbursement of authorized expenses for performing official Club duties.
VI. EXECUTIVE BOARD:
A. Duties: The supervision of the Club’s activities shall be
invested in the Executive Board.
B. Voting: Except as
otherwise noted provided in Article XII.A.1, Club business coming before the Executive Board shall require a simple majority of the active Board members to pass. Any Board member may abstain without giving a reason. The President only votes in case of a tie. Votes may be taken in person, by telephone, or by email.
C. Quorum: A quorum needed to transact business is three quarters of the active elected officers and two members-at-large. Except as provided elsewhere in these
BylawsBy-Laws, a simple majority of those voting if a quorum is present is needed to make decisions. The President may elect to refer a question to the active elected officers.
D. The Executive Board shall consist of the following:
1. All four elected Club Officers as listed in Article V.
2. Two elected Directors.
Three Up to three Club Members-at-Large (to represent the Eastern, Central, and Western areas of the United States) may be selected as non voting members at the discretion of the president.
4. The Club's Auction Director, the Editor of the Club’s journal and immediate past EFOCC President shall be ex officio members of the Executive Board for purposes of discussing Club business but not vote.
One If the immediate past EFOCC President declines or is unable to serve, one immediate past Club officer in order of succession, who is not a member under Article VI.C.3. above and who doesn’t decline the seat may be appointed by the President. If unable to fill the seat, then another Club member shall be selected.
A. A Nomination Committee, consisting of three members, shall be appointed by the President prior to the 15th of November in the last full year of his/her term of office. This committee shall not include any person planning to seek an elected Club office. The
winter edition of the Club’s journal 4th issue of The EFO Collector for that year shall contain an announcement of the appointment and a call for nominations.
B 1. The Nomination Committee shall report prior to the 15th of January in order that the election may be conducted in the shall publish a report containing the names of all nominees in the first issue of The EFO Collector in the year the election is to be held. Ballots will be provided in the second issue of The EFO Collector that year. The results of the election will be published in the third issue of The EFO Collector that year. spring 2nd issue of the election year, with the results available for publication in the summer journal’s
B. A Teller, who will receive, tabulate and count the votes, shall be appointed by the President at the same time when the Nomination Committee is appointed The Teller cannot be a person planning to seek an elected Club office. The 4th issue of The EFO Collector shall contain an announcement of the appointment as well as the postal address of the Teller.
C. Conduct of election
Election and affirmation will be by mail with a majority of the ballots cast being necessary for election or affirmation.
A. Board Responsibility: The Executive Board shall establish and revise fees and membership dues, but not retroactively.
B. Member Responsibility: Failure of any Member to pay such dues and/or fees within three months after becoming due shall result in that Member being removed from the Club’s roster.
Club meetings and/or participation in philatelic exhibits may be held provided that the membership has been notified in the Club’s journal, at least thirty (30) days in advance. When possible, one annual business meeting should be conducted during the American Philatelic Society's annual summer StampShow.
X. COMMITTEES AND ACTIVITIES:
A. Standing Committees: The Executive Board may create or disband any Club Standing Committee or activity for any purpose as long as the action is to further the goals of Article II. Members shall serve at the Executive Board’s pleasure.
B. Ad-Hoc Committees: The President may appoint Ad-Hoc Committees as circumstances warrant.
B C. Committee Function: Upon creation of a Committee or Activity and within reasonable time period thereafter, an outline of the purposes of the Committee or Activity shall be published in the Club’s journal.
C D. Periodic Listing in the Journal: The Vice-President shall have published in the journal a listing of each active Club Committee or Activity with a brief paragraph explaining each and the name and address contact information of the Chairperson or Director. This shall be done at least yearly.
XI. CLUB JOURNAL AND AUCTION:
A. Club Journal: Contact between Club members shall be maintained principally through the issue of a
periodic quarterly journal, at cost to be included in the membership dues. B. This journal shall be entitled "The EFO Collector" (EFOC) and shall be published as established by the Executive Board.
B. Auction: A major activity for the Club shall be a periodic Auction, conducted in the Club's Journal. The Auction rules, including the commission rates, shall be approved by the Executive Board.
C. Appointments: The Editor of the Journal and the Auction Director shall be appointed by the President with the concurrence of two other officers and a majority of the Executive Board. While concurrence is being sought, the President has the sole right to appoint anyone to edit the Journal for one issue or conduct a single Auction if s/he feels it is necessary to insure timely publication or Auction. The Editor and Auction Director can be a Club Officer but must vacate any member-at-large seat.
D. Official Notices: The publication of Executive Board Notices in the Journal shall constitute official notice to all members of any Executive Board actions, decisions or proposed amendments to the By-Laws.
XII. REMOVAL FROM EXECUTIVE BOARD SEATS:
A. Mandatory Removal of Officers and Other Executive Board Members: Officers must be removed from the Executive Board if:
1. It is a unanimous opinion of the other three officers and at least one other member of the Board if the matter is brought to the Board by petition under authority of Article XIII, asserting a substantial violation of these By-Laws or the APS/ATA Code of Ethics.
2. The matter is placed before the general membership at the initiative of the President and a majority of those voting vote for removal.
3. For purposes of this paragraph, Article VI.B. shall not apply.
B. All other Executive Board members shall be removed if it is a decision of the President and a member's appeal to the full Board has been denied by a two thirds vote.
XIII. MEMBERS' INITIATIVES:
A. Members May Propose initiatives to the Executive Board by addressing a written proposal
The initiative is first presented to the Secretary who will place it before the Executive Board within thirty 30 days of receipt. If the Executive Board votes to recommend the an initiative to the Membership that conflicts with or is not authorized by the By-Laws, the Secretary will arrange to have it placed in the earliest possible Journal issue for a vote.
B. Initiatives Not Recommended: If the Executive Board votes not to recommend
the an initiative, the Secretary shall, at the earliest possible moment, have the name, address and description of the initiative published, along with the name and contact information of the Proposer. The Membership will then have sixty 60 days in which to second the initiative and twenty-five Members 10% of the Memberhsip must do so prior to this initiative being published in the Journal for a vote by the full Membership.
C. Seconded Initiatives: If a Member shall submit an initiative that already has
twenty-five signatures the signatures of 10% of the Membership, as discussed previously; it may be published in the first available Journal with a recommendation from the Executive Board. However, the Secretary will have thirty 30 days to verify the signatures and status of the petition signers.
D. Advocacy: Arguments of reasonable length (as determined by the Editor in consultation with the President) in favor and/or opposition shall be accepted for publication with any initiative being put to a vote.
E. Expenses: The Club assumes no responsibility for expenses incurred by Club Members in the proposing of initiatives.
DISBURSEMENT REIMBURSEMENTS AND DISSOLUTION:
A. Reimbursements: Any Executive Board Member, Activity Director or Committee Member shall be reimbursed for reasonable out-of-pocket expenses incurred for the benefit of the Club or in carrying out duties for the Club. Any other Club member can be reimbursed for reasonable out-of-pocket expenses incurred for the Club’s benefit subject to prior Executive Board approval.
B 1. Anyone requiring reimbursement shall submit a billing written request, with supportive supporting documentation, to the Treasurer who will approve/deny the request and issue a check or denial notice within thirty 30 days. Denials of reimbursement requests may be appealed to the Executive Board.
C 2. No part of the Club’s net earnings shall inure to the benefit of any Member, Director or Officer or any private individual (except that reasonable compensation may be paid for services rendered to or for the Club), and no. No Member, Director or Officer shall be entitled to share in the distribution of any of the Club’s assets upon dissolution of should the Club be dissolved.
D B. Dissolution: The Club can may be dissolved if such action is first, unanimously, approved by the Executive Board; secondly second, the matter is placed before the Club’s Membership for a vote; thirdly third, a majority of the votes cast by the voting Membership must approve the dissolution. All members must be notified of the action and voting, but this notification need not be made in the Journal. The Membership must be given at least thirty days to send in their votes.
E 1. Upon dissolution of the Club, all assets of the Club shall be distributed to governments, corporations or organizations which are exempt from Federal Income Tax under Section 501(c)(3) of the I.R.C. of 1986, as amended, and preferably having objectives similar to the Club’s.
F 2. The preferred organization shall be the American Philatelic Society (APS) with the non-binding request that the assets be used to increase EFO-related literature in their library.
G 3. The Club will be considered dissolved when the assets are turned over to the American Philatelic Society (APS), or other qualifying 501(c)(3) entities, an action to occur within sixty (60) days of the majority vote to dissolve.
A. Substantive Changes to these
These By-Laws may be amended adopted at any time by a two-thirds vote of the Members voting, provided the change(s) have been properly submitted for Membership approval.
B. Non-Substantive Clarifications of the clear intent of the By-Laws may be adopted by unanimous vote of the elected Officers and Directors.
By-Laws adopted 31 December, 1979
Amended: 31 October, 1983
Amended: 8 August, 1986
Amended: 15 September, 1990
Amended: 30 March, 2007
Amended: [[add date of vote]]
The Errors, Freaks & Oddities Collectors' Club’s Executive Board
hereby approved adopted this amended document for adoption on the date shown above, subject to Article XII of these By-Laws, as amended and the Membership approved same 15 September, 1990 /s/ James Cotter, President
/s/ James E. McDevitt, President
/s/ John M. Hotchner, Vice-President
/s/ Stan Raugh, Secretary
/s/ David Hunt, Treasurer
John M. Hotchner
Errors, Freaks & Oddities
The EFO Collector
John M. Hotchner