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Rapid Mustang and Ford Club of the Black Hills



December 2 , 2017

Article I              - Name . . . . . . . . . . . . . . . . . . . . . . . . 1

Article II -  Location . . . . . . . . . . . . . . . . . . . . . . 1

Article III -  Purpose and Objective  . . . . . . . . . . . . 1

Article IV             -  Policy . . . . . . . . . . . . . . . . . . . . . . . 1

Article V -  Membership . . . . . . . . . . . . . . . . . . . . 2

Article VI -  Dues  . . . . . . . . . . . . . . . . . . . . . . . . . 3

Article VII -  Officers  . . . . . . . . . . . . . . . . . . . . . . . 3

Article VIII -  Officers to be Elected  . . .  . . . . . . . . . . . 4

Article IX -  Meetings . . . . . . . . . . . . . . . . . . . . . . . . 5

Article X -  Fiscal Year  . . . . . . . . . . . . . . . . . . . . . 6

Article XI -  Parliamentary Authority  . . . . . . . . . . . . . . 6

Article XII -  Amendments to the Bylaws  . . . . . . . . . . . . 6

Article XIII -  Dissolution  . . . . . . . . . . . . . . . . . . . . . . . 6

Article I - Name

1.1)     The name of the organization shall be the Rapid  Mustang and Ford Club of the Black Hills.  Hereafter in this document it shall be referred to as the "Club".

Article II - Location

2.1)     The Club meetings shall be  conducted in Rapid City, South Dakota with the option of a vote to conduct meetings outside of Rapid City.  Special events may also be held at other location(s) by a vote of the membership at any of the meetings.

Article III - Purpose and Objective

3.1)       The Club is organized to bring people together who are interested in the restoration, preservation, and enjoyment of all vehicles produced by the Ford Motor Company.   The Club’s objective is camaraderie and fellowship in the hobby of enjoying all vehicles produced by the Ford Motor Company.

Article IV - Policy

4.1)     This Club shall be nonsectarian, nonprofit, and will not discriminate on the basis of race, sex, color, religion, national origin, or handicap.

4.2)     Club members shall have the right to govern and control its activities through its duly elected Officers.

4.3)     This organization is non-profit and no part of earnings shall inure to the benefit of any member and it shall not engage in a regular business of a kind ordinarily considered for a profit.

Article V - Membership

5.1)      Membership shall be open to anyone who has an interest in any of the vehicles produced by the Ford Motor Company.  Ownership of a vehicle produced by the Ford Motor Company is not a requirement.  Membership in this Club shall be the term for which dues are current. It shall be limited to those who support the purpose of this organization.

5.2)     Membership classification shall be:

a)     Full membership - a member in good standing who is entitled to full participation and all the Club's benefits.  Any person can be classified as a member in full standing with payment of dues in full and the acceptance of the Vice-President.

                    b)    Associate membership - a member in good standing that may attend any Club meeting but may not vote and has restricted organizational privileges.  An associate member is defined as a member who pays reduced membership dues, is entitled to special event newsletter, and is able to participate in Club "car shows".

5.3)     Resignation of membership - A member may resign "at will".  A resignation will be recognized in a written resignation to an Officer of the Club.  Such resignation shall be deemed to be effective when accepted by the Board of Officers if it has no effective date stated therein, and dues for the current year shall be forfeited.

5.4)     Removal of Membership - the Board of Officers may cancel the membership of any member by a majority vote upon determining that such member has:

                    a)     failed to remit dues by March 31st.

                    b)    been guilty of conduct actually and substantially injuring the good name or reputation of this organization.  Right to appeal shall be as provided in these bylaws.

Notification of cancellation shall be presented in writing to the member concerned.

5.5)     Appeal of Cancellation of Membership - Any individual whose membership has been cancelled may make a written appeal for reinstatement as follows:

a)     to the Board of Officers, which shall be considered and passed upon at the next annual, regular, or special meeting held within thirty days of the notification of appeal.

                    b)    to the general membership, by forwarding written notice of appeal to the Secretary of the Club not less than 60 (sixty) days prior to the date of the next annual meeting.  Such notice shall be placed upon the agenda of the next annual meeting.  Membership will be reinstated only upon majority vote at such meeting.

Article VI - Dues


6.1)     6.1) Dues for membership in the Club, whether current or new member, shall be eighteen dollars ($18.00) per year. Dues paid at the annual meeting shall be discounted to ten dollars ($10.00). Members who have fallen into arrears shall pay the full yearly rate to be reinstated into the Club. The option of newsletters and correspondence by email will be highly encouraged and will be used unless directed by the member not to use it.

Article VII - Officers

7.1)     The Officers of the Club shall be the: President, Vice-President, Treasurer, Secretary, Web Site Administrator and Business Manger, who shall comprise the Board of Officers also referred to as the Board of Directors.

7.2)     At the annual meeting, the Officers of this Club shall be elected to a term of one (1) year, by a majority of the votes cast.   Ballots must be cast if more than one candidate is seeking office.  Tallying of ballots must be judged by an appointee of the President.  In the event of a tie, a tie-breaking vote must be taken, if still tied, the winner shall be chosen by lots.  In the presence of only one person seeking office, a hand or voice vote must be taken.  The elected Officers shall take office at the adjournment of the Annual meeting.

7.3)     A Nominating Committee consisting of three (3) members shall be elected by the membership no later than two (2) months prior to the annual meeting to solicit potential candidates for the Board of Officers.  Only those persons who have signified their consent to serve if elected shall be nominated for, or elected to, such office.

7.4)     An Auditing Committee shall be appointed by the president no later than one (1) month prior to the annual meeting and consist of two (2) members to audit the financial records of the Club.  Auditing of the books must be completed by the annual meeting, prior to the election of a Treasurer.  The audit report shall be presented at the annual meeting.

7.5)     Any Officer of the Club is allowed to spend up to $100.00 at their discretion for the benefit of the Club.  Expenses in excess of this amount must be approved by a vote of the membership at a general business meeting.

7.6)     Resignation of Officer - the resignation of any Officer shall not be deemed effective until accepted by the Board of Officers.  The same shall have been submitted in writing and specified to be effective as of a certain date.

7.7)     Removal of an Officer - any Officer shall be removed from office for cause by the affirmative vote to such effect of a quorum of all the duly elected and qualified members of the Board of Officers.  Good cause shall be defined as:


a)  having been convicted of a felony.

b)  failure to hold high ethic of standards.

c)  been guilty of conduct actually and substantially to injure the good name or reputation of this Club.

d)  any substantial neglect of duty.

e)  such unethical or immoral conduct by such Officer which together with the attendant publicity or anticipated publicity will reflect unfavorable upon this Club.

7.8)   Filling a vacancy on the Board of Officers - interim vacancies on the Board of Officers by resignation, death, or removal in aforesaid shall be filled by vote of the remaining Board of Officers.  Any such appointment shall only be effective until the next annual meeting of the membership.

7.9) MCA Membership Reimbursement for Club Officers People holding an officers position with the Rapid Mustang Ford Club are required to hold national Mustang of America Club Membership. In light of this national requirement, and as a thank you for their time, the Rapid Mustang Ford Club will extend an offer to reimburse the MCA membership fee for each officer. Also, each officer shall have the option of accepting or declining the reimbursement. Proof of membership will be provided by receipt, MCA club card or cancelled check.

Article VIII - Officers to be Elected

8.1)       Prerequisites for Officers - Officers to be elected must be members in  good standing of the Rapid Mustang & Ford Club of the Black Hills.

8.2.)       President - The President shall be the general manager of the Club, shall have general supervision of the business, shall conduct all of the regular business of the Club, shall see that all orders and resolutions of the Board of Officers are enforced and put into effect, shall be its principle officer and agent, shall serve as chairman of the Board of Officers, and shall preside at all meetings.  By way of extension rather than limitation, power and discretion as shall reasonably be necessary, incident to or convenient for the accomplishment of its purposes of the Club and transaction of all its business or whatsoever nature.

8.3)     Vice-President - The Vice-President shall exercise all functions of the President in the absence or disability of the President and, when so acting, shall have all of the powers and authority of the President.  The Vice-President has the authority to approve or reject all applications for membership in accordance with all by-laws of this Club; applications shall be made upon standard forms furnished by this Club and submitted with annual dues.  Any application which is rejected or not approved (notification provided in writing to the applicant) may be referred to the Board of Officers for reconsideration upon the written request of the applicant made to the President of the Club.  The Vice-President shall perform such other duties as from time to time may be assigned.

8.4)     Secretary - the Secretary shall attend all meetings of the membership and the Board of Officers, shall keep a full and accurate account of their proceedings and monthly shall have cause to prepare and email or mail notices/proceedings of meeting of the membership or of the Board of Officers and shall keep a record of the last known addresses of all members and Officers.

8.5)     Treasurer - the Treasurer shall monitor the accounting of receipts and disbursements, direct preparation of records of the finances, prepare a monthly financial report to the membership, and obtain and keep checking account book for the Club.  There shall be two signatures to sign checks, the Treasurer and one other elected Officer.  Checks with disbursement to the Treasurer must be signed by two other Officers.  The Treasurer shall maintain a record of all paid members.

8.6)     Business Manager - the Business Manager shall be responsible for obtaining and filing tax forms and responding to all correspondence with the federal, state, and local governments.

8.7)         Web Site Administrator - The officer is responsible for the upkeep of the clubs web site Through the request of other officers in the club or by club vote this person will ensure that the desired information is posted in the appropriate areas of the web site. The web site will be maintained in good taste and suitable for the viewing of all ages and will be used to benefit all members.

Article IX - Meetings

9.1)     Regular meetings shall be once a month to be determined at the previous months meeting.  Time and place will be announced to the entire membership by the Secretary.

9.2)     Special meetings shall be called by the President to conduct business deemed necessary to achieve the goals of this Club.

9.3)     Committees:

                    a. Only members of the organization shall be eligible to serve in an elective or appointive positions.

                    b.  The executive board may create such standing committees as it may deem necessary to promote the purpose and objects of the association.  The term of each chairperson shall be one year or until the selection of a successor.  The Chairperson shall be selected by the committee members.

                    c.  The chairperson of each standing committee shall present a plan of work to the membership a general business meeting for approval.

                    d.  The President shall be a member ex officio of all committees, except the nominating committee.

                    e.  The power to form special committees and appoint or elect their members rests with the organization (unless bylaws delegate this power to the President or Board of Directors)

9.4)     Annual meeting shall be held in the month of December to elect Officers and conduct such business as deemed necessary.  Persons will be nominated for elected positions and voted on at the annual meeting.  Time and place will be announced by the Secretary.

9.5)     Quorum shall be a simple majority of members in good standing present for regular/special/annual meetings but not less than five members.

9.6)     Members in absentia may vote on issues stated in the monthly newsletter.  Proxies for specific items must be submitted to any Club Officer prior to the meeting.

Article X - Fiscal Year

10.1)   The fiscal year of this Club, for tenure of Officers, shall be from one annual meeting to the next annual meeting.

10.2)   The fiscal year of this Club, for purposes of accounting and taxes shall be from January 1 to December 31.

Article XI - Parliamentary Authority

11.1)   Robert's Rule of Order Newly Revised shall be the parliamentary authority where applicable and where there is no conflict between said rules and the Bylaws of the Club.

Article XII - Amendments to the Bylaws

12.1)   These bylaws may be amended by a two-third (2/3) vote of the membership present and voting at the annual meeting, the necessary quorum being present, provided that the full text to the proposed amendment(s) to the Bylaws have been made known to the Club membership not less that 30 days prior to the date of the annual meeting.

Article XIII  - Dissolution

13.1)    If deactivation or dissolution of this Club shall occur by a majority  vote of the membership, all funds remaining in the treasury after payment of all debts shall be contributed to such exempt charitable organization as shall be voted by membership.  

14.1)        Suspension of the Club will take place at such time that the President and Vice President Officer positions are not filled. This Article will be enacted when voted by the club membership by majority vote and when dissolution of the club does not what to be enacted.

14.2)        Membership of the club will also remain in suspension when the club is voted to be in suspension.

14.3)           The period of time for suspension of the club will be for no longer than one year. After the one year period the clubs remaining officers, prior to the suspension, will in act Article XIII and dissolve the clubs assets or reinstate club operations according to the by-laws.