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BY-LAWS OF THE EASTERN OREGON MINING ASSOCIATION (Revised 2011)
By-Laws for the EASTERN OREGON MINING ASSOCIATION, a non-profit Corporation organized under the laws of the State of Oregon. This version of the By-Laws contains amendments to the original organization by-laws voted by the membership. These amendments have been approved by the membership at the August 5, 2011 meeting in accordance with the provisions of Article XVI: AMENDMENT PROCEDURES.
ARTICLE I
NAME
The name of this organization shall be "EASTERN OREGON MINING ASSOCIATION".
ARTICLE II
ORGANIZATION
The organization is organized and exists under the authority of the Eastern Oregon Mining Association (as adopted 2-15-79). This organization shall function under its own by-laws.
ARTICLE III
AREA
Membership and activities are not restricted to Eastern Oregon. The official place of business shall be at the address of either the Executive Director or an office designated by the Executive committee. The official mailing address of EOMA shall be: Eastern Oregon Mining Association, P.O. Box 932, Baker City, OR 97814.
ARTICLE IV
OBJECTIVES
Section 1: To promote the concept of multiple uses of all public domain lands.
Section 2: To oppose any further wilderness additions or other types of land withdrawal that denies multiple use of the public domain.
Section 3: To promote the return to a multiple use concept of all public domain lands that have been designated "wilderness", "Rare-2" or "roadless" area since 1975.
Section 4: To uphold the 1872 Mining Law as amended in its entirety
Section 5: To oppose any and all persons and organizations that advocates the withdrawal of any public domain from economically productive purposes.
Section 6: To promote the need for mineral resources development.
Section 7: To promote the concept of natural resources development on the public domain, while maintaining a sound environment.
Section 8: To develop a voice in the decision making levels of government as pertains to land use policy.
Section 9: To oppose the unnecessary regulation of mining and the mineral industries.
Section 10: To promote the free enterprise system.
Section 11: To promote the development of markets for locally produced mineral commodities.
Section 12: To promote the concept of production of all mineral commodities.
Section 13: To promote public understanding and acceptance of the mining industry as essential to a high standard of living and quality of life.
ARTICLE V
MEMBERSHIP
The membership shall consist of individuals, couples, associate members, and companies/corporations, and other organizations interested in promotion and support of the goals of this association as defined under Article IV, OBJECTIVES. Membership is attained by paying the appropriate dues as defined in Article XIII DUES.
ARTICLE VI
OFFICERS
The officers shall be the President, Vice-President, Executive Director, Recording Secretary, Corresponding Secretary, Treasurer, Sergeant-at-Arms, Mineral Policy Director and Director of Governmental Affairs. All officers shall be elected by the membership of the organization. These officers and the board of directors comprise the Executive Committee, which shall act as the operating management of the organization and shall perform the duties prescribed by these by-laws.
ARTICLE VII
BOARD OF DIRECTORS
The Board of Directors shall consist of at least 7 (seven) but not more than 15 (fifteen) members `elected by the membership.
ARTICLE VIII
EXECUTIVE COMMITTEE
Section 1 DUTIES: The Executive Committee consists of the Officers and Board of Directors. The Executive Committee shall manage the business affairs and the policy making responsibility for the organization, act on behalf of the organization, and shall perform such other duties as are specified in these by-laws.
Section 2 VOTING: Each Member of the Executive Committee shall have 1 (one) vote on matters coming before the Executive Committee. All present may vote; and no voting by proxy shall be allowed. Voting by e-mail or other means will be allowed as deemed appropriate by the Executive Committee.
Section 3 REMOVAL: Any Executive Committee member may be removed from office by a 2/3 (two/thirds) vote of the membership. Members who cannot be present will be sent absentee ballots which will be included in the newsletter prior to the meeting. Notice of the proposed removal of an Executive Committee member must be given in writing to such Executive Committee member at least 3 (three) weeks prior to the date of the meeting at which such removal is to be voted upon. Such notice to an Executive Committee member must state the cause of the proposed removal. . Using the Mining Association to further their political or personal interests may be cause for removal. Violation of the code of ethics may also be cause for removal.
Section 4 VACANCY: Any vacancy occurring on the Executive Committee shall be filled by a qualified candidate appointed by the Executive Committee. Such candidate shall serve to the end of the term set for that Executive Committee position, in accordance with Section 5 (five) of this article.
Section 5 TERMS: The members of the Board of Directors shall serve staggered terms of 2 (two) years. The positions on the Board shall be numbered 1 (one) through 15 (fifteen). Even- numbered positions shall be elected on even-numbered years and odd-numbered positions shall be elected on odd-numbered years. No person shall be deemed eligible for Board of Directors unless their membership dues are current.
Section 6 QUORUM: A minimum of seven (7) of the Executive Committee and/or appointed alternates constitutes a quorum. A quorum is required in order to conduct any business of the organization.
ARTICLE IX
DUTIES OF OFFICERS
Section 1 PRESIDENT: The President shall direct and supervise all activities of the organization and its officers in accordance with policy guidelines established by the Executive Committee and members; shall execute all instruments on its behalf; shall chair at all meetings of the Executive Committee and general membership meetings of the organization; shall call such meetings of the membership as deemed necessary or prescribed by these by-laws; appoint such standing and special committees as shall be deemed necessary; shall act as official spokesperson for the organization, and shall perform such other duties usually inherent in such office. The President can only hold one office or position.
Section 2 VICE-PRESIDENT: The Vice-President shall act for the President in his or her absence and perform such other duties as the President may direct.
Section 3 EXECUTIVE DIRECTOR: The Executive Director shall keep all records of the organization, is responsible for representing EOMA objectives in coordination with local, state, and federal officials and with other organizations; develops strategies for EOMA, and, in conjunction with other organizations, strives for effective public information and lobbying efforts, to enhance the position of the mining industry, and diminish the influence of anti-mining activists. Conducts general and Executive Committee meetings in the absence of the President and Vice-President. Drafts the monthly newsletter and makes it available to the Newsletter Editor prior to the monthly meeting, and handles all matters pertaining to the distribution of absentee ballots
Section 4 RECORDING SECRETARY: The Recording Secretary shall keep a record and report to the Executive Committee and membership minutes of all meetings; keep a record of all committee appointments, and any additions or resignations from all such committees. A complete roster, including names, addresses and phone numbers of all members of the Executive Committee shall be maintained as an addendum page to the official copy of the by-laws of the EOMA.
Section 5 CORRESPONDING SECRETARY: The Corresponding Secretary shall, at the direction of the President, prepare acknowledgment of personal correspondence, bulletins or other materials for distribution to the membership, or any other person or organization so directed by the President. The Corresponding Secretary will retain on file all necessary copies of correspondence. The Corresponding Secretary will take the minutes of the organization in the event of the absence of the Recording Secretary.
Section 6 TREASURER: The Treasurer shall receive and be accountable for all funds belonging to the organization, maintain bank accounts and depositories designated by the Executive Committee; pay all obligations incurred by the organization when payment is authorized by the Executive Committee; render financial reports to the Executive Committee and membership at regular and special meetings.
Section 7 SERGEANT-AT-ARMS: The Sergeant-at-Arms shall assist the President in conducting meetings. The Sergeant-at-Arms will, at the direction of the president, assist the President in maintaining order in the meetings.
Section 8 MINERAL POLICY DIRECTOR: The Mineral Policy Director assists the Executive Director with bonding issues and all policies relating to the FS, BLM, and the small scale mining community. He or she works closely with the miners, Forest Service and/or BLM on the computation of reasonable reclamation bond amounts. The Mineral Policy Director keeps records of local bonded licensed contractors and their equipment rental rates. Assists miners with questions about BLM, Forest Service and State mining regulation and assists miners when problems arise between the agencies and the miners at the direction of the Board of Directors/Executive Committee.
Section 9 DIRECTOR OF GOVERNMENTAL AFFAIRS: The Director of Governmental Affairs keeps members informed about pending legislation that may adversely affect the small scale mining industry. Co-ordinates and delegates letter writing and phone trees to contact Congressmen/Congresswomen concerning anti-mining legislation. Works with the Executive Director to ensure information is effectively presented to the public, and keep track of the laws, rules and policies that affect the mining industries, works to enhance a good working relationship between various agencies and the Eastern Oregon Mining Association, as outlined in the reclamation bonding MOUs, coordinates with the Small Business Administration on behalf of the small-scale mining industry at the direction of the Board of Directors/Executive Committee.
Section 10 GENERAL:
A. The Executive Committee shall have the supervision of all funds of the organization.
B. It shall be the duty of the Executive Committee to see that the treasurer deposits all monies received by him or her in such banks as the Executive Committee designates. The Directors shall see that the Treasurer of the organization notifies the banks of the names of the officers duly authorized to sign checks for withdrawals on the accounts.
C. The President shall, as he or she deems necessary, name an auditing committee or certified CPA to audit all receipts and accounts of all funds collected, examine the bank books and any or all other accounts, and shall report to the organization at its annual or regular meeting.
D. Term of Office shall be one year for Officers and two years for Directors.
E. Medallion Chairman shall be appointed by the Executive Committee, and provide a monthly report of the number of medallions sold, and the number of medallions remaining.
F. The Newsletter Editor shall be appointed by the Executive Committee The Newsletter Editor shall be responsible for producing and mailing the monthly EOMA newsletter prior to the monthly meeting. The Newsletter Editor shall include notification of the date, time and place of the next General and Executive Committee Meetings, and will be responsible for posting any ads submitted and paid for by EOMA members.
Section 11 VACANCIES: In the event of a vacancy in the Office of President, the Vice-President shall assume the duties of the President until the Executive Committee has elected a President to fill the vacant position. Vacancies of any other office shall be appointed by the Executive Committee and the Officer shall serve until the next regular election.
ARTICLE X
VOTING PROCEDURES
Section 1 ELECTIONS: Elections will be held at the March meeting of each year. Voting will be by ballot by those in attendance and by absentee ballots. Absentee/mail-in ballots must be signed to verify current membership status. Members present at the meeting may vote by secret ballot after verification of membership status.
Section 2 ABSENTEE BALLOTS: Absentee Election Ballots will be included in the February newsletter prior to the election meeting. Requests for absentee ballots must be made in writing to the EOMA mailing address no later than February 15th. The ballot must be legible, and returned to the EOMA mailing address prior to the date of the March meeting, to be valid. Absentee voting on issues other than elections will be done as prescribed by the Executive Committee.
Section 3 MEMBERSHIP ROSTER: A membership roster will be available at the March meeting, listing all current paid up members. As each member picks up his or her ballot, his or her name will be marked off.
Section 4 NOMINATING COMMITTEE: A Nominating Committee may be appointed by the President at or prior to the December general meeting.
Section 5 NOMINATING COMMITTEE REPORT: The Nominating Committee will report to the general membership a slate of officers, at the January general meeting. Everyone on this slate must have been contacted prior to the January meeting and be willing to serve in the position they are being nominated for.
Section 6 FLOOR NOMINATIONS: At the time the slate of nominations is presented to the general membership in the January meeting, nominations will be accepted from the floor. Only members whose membership dues are current will be considered.
Section 7 NEWSLETTER: All nominations (the slate presented by the Nominating Committee and nominations from the floor) will appear in the Newsletter following the January Meeting.
Section 8 NEW NOMINATIONS: Anyone being nominated must be present at the January meeting, or state in writing that they accept or decline the nomination. There will be no new nominations accepted after the January meeting.
Section 9 VOTING ALLOCATION: Allocation of votes shall be as follows: Individual memberships -1 (one) vote: Couples- 2 (two) votes: and associate members, companies/corporations-1 (one) vote.
ARTICLE XI
MEETINGS
Section 1 MARCH GENERAL MEETING: At least one general membership meeting shall be held annually in March. The time and place of this meeting shall be determined by the Executive Committee. Members shall be notified of the time and place of the meeting in writing at least three weeks prior to the meeting date.
Section 2 SPECIAL MEETING: A special meeting of the Executive Committee may be called by the President or by a minimum of at least 3 (three) members of the Executive Committee. Members of the Executive Committee must be notified at least (5) five days prior to the meeting. A quorum of executive committee members must be present to conduct any business.
Section 3 SPECIAL MEETING FREQUENCY: The Executive Committee shall meet at the call of the President or as indicated in Section 2 above as frequently as necessary to accomplish the work of the organization.
Section 4 Regular meetings will be as specified by the Executive Committee.
Notice for all meetings is to be given to the members by the means deemed by the directors to be effective, including e-mail or other means. The non-receipt of any notice by any member shall not invalidate the proceedings at any meeting.
Voting by e-mail will be allowed as determined appropriate by the Executive Committee. A record of the vote will be recorded in the minutes of the next regular meeting.
ARTICLE XII
COMPENSATION
All Officers and members of the Board of Directors shall serve without compensation unless prior approval has been established by the Executive Committee.
ARTICLE XIII
DUES
Dues will be established by vote of the general membership. Categories of dues shall be: Individual, Couple, Associate Members and companies/corporations, Lifetime membership is available at the discretion of the Executive Committee.
ARTICLE XIV
GIFTS, BEQUESTS, CONTRIBUTIONS and GRANTS
Section 1 ACCEPTANCE: The organization may accept gifts, bequests, contributions, and grants which meet the objectives of the organization subject to such stipulation or reservation applicable to any particular bequest, gift, contribution or grant. Funds derived therein shall be used with the approval of the Executive Committee.
Section 2 USE OF FUNDS: No part of the assets of the organization or the income derived therein shall ever inure to the benefit of any officer of the organization or any other individual, except that reasonable compensation may be paid to employees of the organization upon authorization of the Executive Committee.
Section 3 MEMBER'S PRIVATE PROPERTY: The private property of the members of EOMA shall be absolutely exempt from any and all debts of the organization.
ARTICLE XV
BANK ACCOUNTS
All Bank Accounts shall be located at banks as determined by the Executive Committee, and shall be named "Eastern Oregon Mining Association" accounts. Authorized signatures for withdrawals shall be the Treasurer, or any other member of the Executive Committee duly authorized by the Executive Committee.
ARTICLE XVI
AMENDMENT PROCEDURE
These by-laws may be amended by 2/3 (two-thirds) vote of those present including absentee ballots, provided the proposed amendments to the by-laws have been made available to the membership either on the EOMA website, via e-mail, or in writing if requested, at least 14 (fourteen) days prior to the next regular or special meeting. .
ARTICLE XVII
POINTS OF ORDER
In the event that any member in good standing believes that an order of business which has been approved by a vote of the membership or Executive Committee has been approved unadvisedly, he or she may invoke a "Point of Order". By so doing, it will be required that the issue be discussed and again voted upon at the next meeting of the general membership. The issue must be published in the EOMA newsletter, and the intent for a new vote made clear.
ARTICLE XVIII
DISSOLUTION
EOMA may be discontinued by a vote taken in accordance with the rules established in Article X Voting Procedures. In the event of organization discontinuance, all assets remaining after payment of debts and after payment of bonding obligations under the Bonding MOU with the Forest Service shall be disbursed to a comparable organization bearing the same intent as set forth in Article IV of these by-laws. A 2/3 (two-thirds) vote of all members present and voting including absentee is required to dissolve the organization. |
