ARTICLE I - NAME
The Jet Pilot's Organization, Inc., also known as "JPO," was legally organized as a non-profit organization in the State of South Carolina. The official publication is known as Contrails.
ARTICLE II - PURPOSE
The offices of the Organization shall be located in the State, Territory, Province, or Country of the current President's residency.
ARTICLE III - PURPOSE and PHILOSOPHY
The Jet Pilot's Organization is founded to promote and advance ducted fan and turbine-powered technology for the sport, recreation and fellowship of those individuals interested in the design, construction and flight of jet-powered model aircraft. In addition, the JPO shall represent the special interests of its membership to a recognized national sporting aviation authority in areas of competition, safety and technology development.
The scope of the organization is international with members in many foreign countries. Those members shall also be members of their national sporting aviation authority or organization as recognized by the Federation Aeronautique Internationale (FAI). Examples include:
* the Academy of Model Aeronautics (AMA) in the U.S.
* the Model Aeronautics Association of Canada (MAAC) in Canada
* the British Model Flying Association in the United Kingdom
The JPO considers that its most important functions, and that of its members, are to assist each member in any way possible to enhance his/her enjoyment of the sport and hobby and to encourage non-members to incorporate the safety and noise criteria of the Organization and AMA in their own jet-powered aircraft design, construction and operation efforts.
The JPO considers that safety in all its aspects relating to design, construction, and operation of jet-powered model aircraft is an absolute necessity and that its members shall comply with any and all Organization-announced safety guidelines, rules, regulations, and directives at all times. Noise is also an important consideration in maintaining public acceptance. Therefore, criteria will be developed in concert with national guidelines, and technology development in this area will be encouraged and supported.
JPO will provide written approval or sponsoring of any event that meets unified criteria as established by a vote of the general membership Written criteria is required, including description of facilities, safety provisions, planned events, and meet directors. Non-conflict with other prior-approved meets in the region will also be considered. Publication of JPO-approved or JPO-sponsored events is allowed following written approval from JPO.
ARTICLE IV - ACCEPTABLE AIRCRAFT
The purpose and goal of the JPO is to encourage and foster the building and flying of jet powered model aircraft. Ducted fan propulsion and turbines are accepted, excluding external propellers.
The members of the Organization shall comply with all guidelines, standards, rules, regulations and directives promulgated by the Organization relating to miniature aircraft maximum size, weight, wing loading and to engine displacement, in concert with national sporting model aviation guidelines.
ARTICLE V - MEMBERSHIP
Any person desiring to become a Member of the Organization shall submit a written application and proof of AMA or foreign equivalent membership, to the Secretary together with a minimum of the yearly dues than in effect. The term of Membership shall commence upon acceptance of such application and dues and shall terminate upon expiration of the applicable dues period, unless renewed. Should the Board of Directors reject an application for membership for good cause, any tendered dues shall be refunded. The membership year is January through December of a single calendar year.
ARTICLE VI - OFFICERS
PRINCIPAL OFFICERS. The principal Officers of the Organization shall be the President, the vice President, the Secretary/Treasurer. Each Officer shall serve a two year term and may serve additional terms thereafter. The President and the Vice President shall be elected by a majority of those Organization Members at-large voting. The Secretary/Treasurer shall be appointed by a majority vote of the Board of Directors.
VACANCIES. In the event of a vacancy occurring in the office of President, the Vice President shall assume the position of the President. In the event of a vacancy occurring in the office of Vice President, the Board of Directors shall appoint a Vice President to fill the remainder of the then current term. The Board of Directors' vote shall be a simple majority of the entire Board of Directors;
SUBORDINATE OFFICERS. The Board of Directors may appoint and specify the duties and responsibilities and the terms of office of such Subordinate Officers and Assistant Subordinate Officers as it deems necessary or desirable for the conduct of the Organization’s business. Such Subordinate Officers and Assistant Subordinate Officers may include, but are not limited to, the following:
* AMA Liaison Officer
* Contrails Newsletter Editor
* JetVent Coordinator
* JPO Safety Officer
* International Jet Modeling Committee Liaison Officer
* Legal Advisor (General)
Each Subordinate Officer appointed by the Board of Directors shall report to the Board and shall coordinate the execution of his/her duties and responsibilities with the Board. Each elected or appointed Officer or Subordinate Officer may appoint such Assistants as he/she deems
necessary or desirable for the proper execution of his/her duties and responsibilities and any such appointment is subject only to a majority veto of the appointee by the Board of Directors. Such Assistants shall be responsible to the Officer or to the Subordinate Officer appointing him/her for the execution of his/her duties and responsibilities.
BONDING OF OFFICERS. The Secretary/Treasurer, and such any other members with signatory authority shall be bonded and any such bond shall be an Organization expense. The bond amount shall be determined by consensus of the Board of Directors upon appointment.
ARTICLE VII - BOARD OF DIRECTORS
GENERAL. The powers of the Organization and the conduct of its business, shall be exercised by the Board of Directors, however, such powers and the business to which they relate may be delegated, subject to the control of the Board of Directors. The property of the Organization shall be controlled by the Board of Directors, however, the custody of such property may reside such officers, subordinate officers or assistants as the Board of Directors may direct, subject to its control. No member shall have any right, title, or interest in or to JPO property.
MEMBERSHIP OF THE BOARD. The Board of Directors shall consist of the President, the Vice President, and those number of Representatives established by the Constitution.
CONSULTANTS TO THE BOARD. At the option of the Board of Directors, an outgoing President may serve a two year term as a Consultant to the Board in a non-voting capacity.
MEETINGS OF THE BOARD. Board of Director meetings may be called by the President, or by any two (2) Board members, or shall be called upon written request of 5% of voting members of JPO. The purpose of the special meeting shall be stated in the call. Except in cases of emergency, as determined by the President, at least thirty (30) days notice shall be given. The time and place of meetings of the Board of Directors shall be determined by it. The Board of Directors shall advise the President of such time and place, and the President shall cause written notice of such time and place to be given to each Representative not later than thirty (30) days before the meeting. If any Representative is present at a meeting and does not object in writing to a failure to have received adequate notice of it, such failure to receive adequate notice shall not invalidate the meeting or any action of the Board of Directors taken at it. The Board of Directors shall cause to be kept a complete record of its proceedings and actions at its formal meetings. The President's notification to the board of an impending meeting shall also include a request for additional agenda items for that meeting. These additional agenda items shall be passed to each board member for his/her review prior to the meeting. Only those agenda items that have been reviewed will have action taken on them at the meeting. Non-agenda items may be discussed, but no binding votes may be taken on them.
VOTING. If adequate notice has been given, the presence at all formal meetings of the Board of Directors of fifty percent plus one of the Representatives appearing in person and/or represented by written proxy shall constitute a quorum. Except as otherwise provided in the Constitution and these By-Laws, or by law, the affirmative vote of a simple majority of a quorum of the Board of Directors shall be required to carry any matter properly brought before the Board of Directors for action. Should any matter, properly the subject of the Board of Directors’ consideration, be taken by mail, except as otherwise provided in the constitution and these By-Laws, or by law, the affirmative vote of a simple majority of the entire Board of Directors shall be required to carry any such matter.
THE BUSINESS OF THE BOARD. Since the members of the Board of Directors reside throughout the United States and the World, it is expected that most of the Board's business will be conducted by postal mail; primarily, but not necessarily, initiated by the President. Any proposal for Board consideration, whether initiated by a Representative, or by the President or other officer, must therefore allow adequate time for each Representative to receive, analyze, and vote on it. Any Representative considering that adequate time for analysis and consideration of any proposal has not been afforded, shall notify the President by the most expeditious means possible on or before the due date for the receipt of Board of directors voting on the proposal. If the President receives such notification on or before the due date for the receipt of Board of Directors voting on the proposal, the due date shall be extended for a period not to exceed thirty (30) days. Additionally, should any Representative consider any proposal transmitted by mail for Board
consideration and/or action appropriate only after the Board of Directors has had the opportunity to discuss the matter at an in-person meeting of the Board or by telephone conferencing, he/she shall so notify the President of this fact by the most expeditious means possible on the proposal. If the President receives such notification from any three or more Representatives on or before the due date for the receipt of Board of Director voting on the proposal shall be null and void pending resolution of the matter at a duly-called in-person meeting of the Board, or by way of telephone conferencing.
MATTERS CONSIDERED BY THE BOARD OF DIRECTORS. The Secretary shall maintain and update the record of those matters considered and approved by the Board of Directors at its in-person meeting, by way of telephone conferencing, and by way of mailing. He/She shall provide each member of the Board of Directors and the officers of the Organization with a copy of this updated record thirty (30) days before any scheduled in-person meeting of the Board of Directors, but not less than once annually.
OFFICIAL STATEMENTS. No member of the Organization, whether acting in is position as a member or in his position as a Representative, Officer, Subordinate Officer, or Assistant, shall speak officially on behalf of the Organization by issuing, publishing, making any statement, or publicly taking any position that is or may be adverse to any policy, procedure, rule, regulation, or position stated or published by the Board of Directors, or not yet been considered by it. Statements relating to the official policy and position of the Organization may be made by any member, if such statements accurately reflect the official policy and position of the Organization, but if such a policy or position has not been stated or published by the Board of Directors, shall be made only after approval of the Board of Directors has been secured as to the subject. Nothing in this Section shall be construed as restricting any member of the Organization in the exercise of his right of free speech, but is intended to preclude any member, representative, officer, subordinate officer, assistant, attempting to make his individual opinion or position that of the Organization.
ARTICLE VIII - MEETINGS OF MEMBERS
SCHEDULING AND NOTICES. Meetings of the members of the Organization shall be held as considered necessary or desirable by the Board of Directors, or upon receipt by the Board of Directors of a petition signed by ten (10) percent of the total number of members of the Organization requesting a meeting and specifying the agenda items thereof. Notice of any meeting of the members and the matters to be brought before it shall be given in Contrails, or by the Secretary, by mail no later than thirty (30) days before the meeting is to convene. The failure of one or more Members to receive notice of such a meeting shall not invalidate the meeting or any matters properly brought before it, provided the Secretary certifies in writing that proper and timely notice of the meeting was mailed to each Member at his/her last known address appearing in the Organization's records.
CONDUCT OF MEETINGS OF MEMBERS. At any meeting of the Members of the Organization, a quorum shall consist of twenty (20) percent of the total number of the Members of the Organization present in person and/or represented by written proxy. Meetings of the Members shall be called to order by the President and presided over by him/her. In the absence of the President, the Vice President shall so act, and in the absence of both of them, any person and/or represented by written proxy shall so act. The affirmative vote of a simple majority of those Members present in person and/or represented by written proxy is required to carry any matter properly the subject of a meeting of the Members of the Organization.
ARTICLE IX - ELECTIONS
GENERAL. The elected positions in the Organization consist of the district Representatives, the President, the Vice President and such other positions as the Board of Directors may designate. The Board of Directors shall establish the procedures for elections. The election will be announced in the year's third issue of Contrails, and nominees from the general membership will be sought. The year's fourth issue of Contrails will provide a complete list of nominees for all offices accompanied by an official ballot. Due dates for receipt of ballots will be January 1 of the new year. The Secretary will count the ballots and notify the Board of Directors and all winners and losers of the vote's outcome not later than the end of January. Results will be published in the new year's first issue of Contrails. The election for the President and odd-numbered Districts shall be held in odd numbered years (e.g., 1999). The Vice President and even-numbered District Representative elections will be held in the even-numbered years (e.g., 1998). This procedure for staggered district and President/Vice-President elections will commence in 1998.
NOMINATING COMMITTEE. Not less than three months before any regularly scheduled elections, the Board of Directors shall appoint a Nominating committee of not less than three of its Representatives, which committee shall designate one of its number as Chairperson.
NOMINATIONS. Any member of the Organization may be nominated for the position of Representative of the district/foreign country in which he/she resides or for the position of President or Vice President. A nomination by other than the Nominating Committee of the Board of Directors shall be made on an official petition provided by the Organization, or a reasonable facsimile thereof. The petition shall state the name of the nominee, and if requested, give a brief resume of his/her background and experience as they related to model jets and related activities, and if requested, shall be accompanied by a recent photograph. The petition shall be signed by two current members of the Organization. The petition shall be forwarded to the person designated in the official petition, or to the President of the Organization, not later than two months before the scheduled election. The Chairperson of the Nominating Committee shall notify each nominee of receipt of the petition.
ARTICLE X - FINANCIAL
GENERAL. The Treasurer shall make only those expenditures of Organization funds authorized and approved by the Board of Directors. Notwithstanding any general authorization granted the Treasurer by the Board of Directors, specific authorization and approval of the Board of Directors is required for each expenditure of Organization funds in excess of those specified above
SIGNATURES. Organization drafts and/or checks require the signature of the Secretary/Treasurer and any such member designated by the Board of Directors. Individuals so designated by the Board of Directors shall be bonded at organization expense.
DUES. Membership dues and charter fees will be reviewed annually by the Board of Directors for necessary or desirable increases/decreases. Such determination shall be complete not later than the end of the third quarter of the calendar year so that next year's rates may be published in a timely manner.
AUTHORIZED ACTIVITIES No part of the net earnings of the JPO shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the JPO shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth above. The JPO will not carry on other activities not permitted to be carried on by a corporation exempt from Federal Income Tax under Section 501(c)(3) of the Internal Revenue Code.
DISSOLUTION Upon dissolution of the corporation, assets shall be distributed for one or more exempt purposes within the meaning of 501(c)(3) of the Internal Revenue Code or corresponding section of any future Federal Tax Code, or shall be distributed to the Federal Government, or to the State or Local Government, for a public purpose. Any such assets not so disposed of by the Court of common Pleas of the County in which the principal office of the Corporation is then located, shall be distributed to any charitable organization which is organized and operated exclusively for such purposes.
ARTICLE XI - AMENDMENTS
These By-Laws may be amended by a two-thirds majority of the entire Board of Directors and then published in the Organization's official publication, Contrails.