VALKYRIE OWNERS ASSOCIATION INTERNATIONAL
Bylaws

ARTICLE I
INTRODUCTION

The PHILOSOPHY of this organization is to be dedicated to the service of its members.

The PURPOSE of this organization is to be a social organization for the owners of the Honda Valkyrie Motorcycle and their Families.

ARTICLE II
OFFICES

The Principal office of the Association shall be located in the City of Houston, State of Texas. The Association shall have such other offices, either within or without the State of Texas as the Association may designate or as the business of the Association may require from time to time.

ARTICLE III
MEMBERSHIP

Section 1
Definitions

For the purposes of these by-laws, the following definitions shall apply:

“Full Membership” shall mean any individual who is an owner of any model of the Honda Valkyrie motorcycle, their co-riders, or any immediate family members (spouse, children).

“Lifetime Membership” shall mean any individual who is an owner of any model of the Honda Valkyrie motorcycle, their co-riders, or any immediate family members (spouse, children) that have paid a special, one-time membership fee as designated by the Executive Board. Lifetime Memberships are made available at the discretion of the Executive Board.

“Supporting Membership” shall mean any industrial, institutional, or commercial entity or person having an interest in the Valkyrie Owners Association International subject to approval by the Executive Board.

“Honorary Membership” may be extended to selected individuals as defined by the Executive Board who are in accord with the purposes of this Association. Honorary Members shall be entitled to attend meetings of the membership, to participate in discussions at such meetings, to serve on committees of the Association, and to receive reports submitted to the membership. Honorary Members shall not possess voting rights in the Association and shall not pay dues. Honorary Membership may be rescinded by the Executive Board, at any time.

Section 2
Designation and Class of Members

Membership in the Organization shall be available to and consist of individuals in the following categories: (1) Full Membership, (2) Lifetime Membership, (3) Supporting Membership, and (4) Honorary Membership.

Section 3
Voting Members

Any Full or Lifetime member who has paid the prescribed dues may be a voting member of the Association. Each voting member shall have one vote in all matters submitted to the membership.

Section 4
Membership List

The Association shall keep a list of all current members containing the names and addresses of each Member.

Section 5
Resignations

Any voting member may resign at any time as a member by written resignation directed to the President of the Executive Board of the Association.

Section 6
Conduct

All members must conduct themselves in a manner, while attending a VOAI function, utilizing a VOAI forum, or representing the VOAI, which is consistent with promoting a positive image of motorcycling and the VOAI. Serious misconduct is grounds for termination of membership in this Association upon majority vote of the Executive Board. The consumption of any alcoholic beverage during any club activity is discouraged.

ARTICLE IV
FEES AND DUES

Section 1
Full Members

The dues of this Association shall be $25.00 (U.S. Dollars) per year, payable in advance. Dues are non-refundable if a Full Member elects to resign his/her membership.

Section 2
Lifetime Members

Lifetime Members pay a one-time fee for their membership. When Lifetime Memberships are offered, the Executive Board shall determine the amount. Dues are non-refundable if a Lifetime Member elects to resign his/her membership.

Section 3
Supporting Members

The Terms and Conditions of Supporting Membership are determined on a case-by-case basis by the Executive Board.

Section 4
Honorary Members

Honorary Members pay no dues.

ARTICLE V
OFFICERS OF THE ASSOCIATION

Section 1
Executive Board

The Executive Board shall consist of the President, Executive Vice President, Western, Eastern and Central Vice Presidents. The Executive Board is responsible for the management of the Association, and for analyzing, developing and implementing the procedures required for the day-to-day operation of the Association. Members of the Executive Board are the only individuals authorized to enter into contracts and binding agreements for the Association. A member of the Executive Board may be removed from office for not performing his/her duties, or for not complying with the objectives of the Association, or these bylaws. Removal requires a unanimous vote of the remaining members of the Executive Board.

Section 2
Secretary

The Secretary is appointed by the President, and approved by a majority of the Executive Board. The president may also determine additional duties not listed in Article VI, Section 4. The Secretary may be removed from office by a majority vote of the Executive Board.

Section 3
Treasurer

The Treasurer is responsible for accounting for, and safeguarding the Associations funds. The Treasurer is appointed by vote of the Executive Board, and may not be a member of the Executive Board. For the purposes of this Association, the position of Treasurer may be filled by an accounting or law firm, and not by an individual, if it is determined to be in the best interests of the Association by the Executive Board. The Association may pay for such services. The Treasurer shall submit annual financial reports to the membership, and shall ensure that Association funds are dispersed according to the following rules:

• All checks must be signed by two Executive Board members.
• No Executive Board member may make approval for expenditures, or sign checks that are payable all or in part to that board member.
• Funds to be allocated by the Association in excess of five hundred dollars must be approved by two or more Executive Board members PRIOR to the commitment of the funds.
• Commitment and dispersal of funds under five hundred dollars may be made without prior approval by the Executive Board. Checks for under five hundred dollars still require two Executive Board member signatures.

ARTICLE VI
DUTIES OF OFFICERS AND DIRECTORS

Section 1
President

The President shall insure compliance with the stated goals, objectives and policies of the Association. He/she shall preside at meetings of the Association and of the Executive Board. He/she shall safeguard the assets of the Association. He/she shall promote interest in the Association and help all other Officers of the Association when needed. The President shall serve for a one-year term, and may serve consecutive terms. He/She shall also:

• Ensure compliance with the stated goals, objectives and policies
• Promote interest in the Association
• Be a de facto member of all committees
• Assist all other Officers of the Association when needed
• Assist members and potential members who have questions and concerns about the Association

Section 2
Executive Vice President

The Executive Vice President reports directly to the President. In the absence of the President, or at the President's discretion, he/she shall assume the duties of the President in all matters. He/she shall assist the President in the analysis, development and implementation of procedures required for the day-to-day operation of the Association. The Executive Vice President shall serve a one-year term, and may serve consecutive terms. He/she shall also:

• Assume leadership of special projects or assignments made by the President
• Insure compliance with the stated goals, objectives and policies
• Promote interest in the Association
• Support the membership regions outside the U.S.
• Assist all other Officers of the Association when needed
• Assist members and potential members who have questions and concerns about the Association

Section 3
East, West and Central Vice Presidents

The East West and Central Vice Presidents shall assist the President and the Executive Vice President in the analysis, development and implementation of procedures required for the day-to-day operation of the Association. Their regions of responsibility are defined in Article VII, Section 1. The Vice Presidents shall serve a one year term, and may serve consecutive terms
They shall also:

• Assume leadership of special projects or assignments made by the President or Executive Vice President
• Insure compliance with the stated goals, objectives and policies
• Promote interest in the Association
• Assist all other Association Officers when needed
• Appoint assistants, in the form of Regional Directors, as necessary
• Assist members and potential members who have questions and concerns about the Association

Section 4
Secretary

The Secretary reports to the Executive Board. He/she shall safeguard all documents belonging to the Association. This position is appointed by the Executive Board. Term length shall be one year. An individual may serve consecutive terms, and may be removed from this position by the Executive Board. He/she shall also:

• Establish and maintain a filing system in order to systematically store Association Documents
• Establish and maintain a record of all Association property and other assets
• Record minutes of all Association and Executive Board meetings, and store them appropriately
• Prepare reports as required for the President or the Executive Board, or as required by law
• Assume leadership of special projects or assignments made by the President
• Insure compliance with the stated goals, objectives and policies.
• Promote interest in the Association
• Assist all other Association Officers when needed
• Assist members and potential members who have questions and concerns about the Association

Section 5
Regional Directors

United States Regional Directors are appointed by the appropriate East, West or Central Vice President, with the approval of the President. Regional Directors report directly to their Vice President. Vice Presidents may appoint as many, or as few, Regional Directors as he/she sees fit. Regions are defined by the appropriate Vice President, with the approval of the President, and may consist of several states, one state, or a portion of a state. Regional Directors are assistants to the Vice Presidents, and their duties are defined by his/her Vice President. Directors of regions outside the United States are appointed by, and report to the Executive Vice President, with the approval of the President. Regions outside the US are determined by the Executive Vice President, with the approval of the President. Regional Directors serve for a one-year term, and may serve consecutive terms.

Section 6
Chapter Directors

Chapter Directors report directly to the appropriate Regional Director, or in the absence of a Regional Director, the corresponding Vice President. They shall assist the Regional Director and the Vice President in the analysis, development and implementation of procedures required for the day-to-day operation of their State. They are chosen by their chapter, and their term dictated by chapter by-laws. They shall also:

• Assume leadership of special projects or assignments made by their Regional Director or Vice President
• Be responsible for the development of their Chapter
• Assist members and potential members who have questions and concerns about the Association

ARTICLE VII
ELECTION OF THE EXECUTIVE BOARD

Section 1
Eligible Voting Members

A Voting Member is defined as a Full or Lifetime Member in good standing, whose dues are paid in full, as of the election day.

Section 2
Elected Officials and Voting Regions

Elected Officer positions within the Association shall be President, Executive Vice President, East Vice President, West Vice President, and Central Vice President. These officers of the Association shall be elected by the membership. Officer's terms shall be for one year, and they may serve consecutive terms if re-elected. All Voting members shall be eligible to vote for President and Executive Vice President. East, West and Central Vice Presidents shall be elected by voting members from their regions of responsibility as defined here:

The West Vice President shall be voted for by members who are located in the states of: Washington, Oregon, Idaho, Montana, Wyoming, California, Nevada, Utah, Arizona, Alaska, and Hawaii.

The Central Vice President shall be voted for by members who are located in the states of: North Dakota, South Dakota, Nebraska, Minnesota, Iowa, Wisconsin, Michigan, Illinois, Colorado, New Mexico, Kansas, Oklahoma, Texas, Missouri, Arkansas, and Louisiana.

The East Vice President shall be voted for by members who are located in the states of: Maine, New Hampshire, Vermont, New York, Massachusetts, Connecticut, Rhode Island, New Jersey, Delaware, Maryland, Pennsylvania, Ohio, Indiana, Virginia, West Virginia, Kentucky, North Carolina, South Carolina, Tennessee, Georgia, Alabama, Mississippi, and Florida.

Section 3
Election Procedures

Nominations for Executive Board positions will be accepted from June 1st through July 31st each year. During the month of May, the Secretary shall prepare a notice to be mailed/E-mailed to each Association member naming the Executive Board positions which will become vacant at the end of the year, and providing a space for nominations for those positions by the members. Members who wish to nominate themselves or another member for any of the positions listed must fill in the form and return it in order to be received by the Secretary not later than July 31st. On August 1st each year, the Secretary shall deem the nominating process closed. He/she shall prepare a list of the nominees for each position, contact each of the nominees and ask if they will accept the nomination. If the nominated person accepts the nomination, they must furnish the Secretary with information about themselves, and their qualifications. The Secretary shall then prepare ballots listing all of the nominations for each position, along with the information each nominee has furnished. He/she shall then return a ballot to each eligible voting member not later than August 30th. Each member must mark their ballot and return it via mail/E-mail to be received by the Secretary not later than September 30th.

The Secretary shall count the ballots and determine the winners. The candidate receiving the largest number of votes for a particular position shall be considered to be elected. Tenure shall begin on January 1st of the following year, and continue for one year, ending on December 31st.

The facts and results of the nominating and election process must be duly recorded, provided to the Executive Board for review and validation and then safely stored for a period of five years.
Results of elections shall be announced in the most expedient methods available.

Section 4
Vacant Officer Positions

Should an Executive Board position become vacant for any reason before the end of the present holder's tenure, the Executive Board may either direct that a special election be held, or, if conditions warrant it, approve the appointment of a member to act in that position for the duration of the normal term. In most cases, the appointment of an "acting" officer shall be made because the cost of holding a special election is not warranted by the small amount of time left to serve in the position.

ARTICLE VIII
MEETINGS

A Regular meeting of the Executive Board shall be held at least once a year at the time and place designated by the Executive Board. Additional meetings may be held as necessary, either in per-son or by electronic means.

ARTICLE IX
MEMBER BENEFITS

Section 1
National/Regional Events

The Association may schedule National and/or Regional Ride-Ins, along with other events. All Members will be encouraged to attend these Ride-Ins. Local Chapters are encouraged to schedule as many local events as they wish. The Chapter determines the form and content of these events. Chapters may request assistance in promoting these events from the Executive Board.

Section 2
Website

The Association may provide an Internet Website. One or more Webmasters for the Association Website shall be appointed by the Executive Board. The Association may contract for a paid professional to be the Webmaster. The Association shall pay for all reasonable costs for web hosting services after approval by the Executive Board.

Section 3
Newsletter

The Association shall publish a Newsletter and make it available to all members. The newsletter may also be published on the Association Website. The Executive Board shall appoint an editor for the Newsletter. The Association may contract for a paid professional to be the Newsletter Editor. The Association shall pay for all reasonable costs for publication and distribution of the newsletter after approval by the Executive Board.

Section 4
Other Benefits

The Association may endeavor to arrange for merchandise discounts for its Membership, and shall continue to seek out new benefits for all members of the Association.

ARTICLE X
RULES OF ORDER

The general procedure of meetings of this Association shall be in harmony with the guidelines set forth in Robert's Rules of Order so long as there are no conflicts with these By-Laws.

ARTICLE XI
LIABILITY AND DISSOLUTION

This Association shall be responsible for expenses incurred at its discretion in the activities approved by the membership or the Executive Board. In the event of dissolution of the Association, all indebtedness will be paid from the existing funds. Any remaining funds shall be donated to an Association-designated charity.

ARTICLE XII
AMENDMENTS

At their annual meeting, the Executive Board may consider altering, amending or repealing these bylaws. These changes will be adopted by a majority of the votes cast by the membership. Members may submit a request for bylaw changes in writing any to member of the Executive Board.

The Executive Board shall be responsible for having the Secretary present proposed amendments to the Membership. Members shall have four weeks from the day the proposed amendments are transmitted for their approval, to respond with their votes either by E-mail or Postal Service mail to the Secretary. A 2/3-majority vote of the members responding is required to approve amendments.