BYLAWS
Of The
West Pasco Model Railroad Association
(A Not for Profit Corporation under the Laws of the State of Florida)
(As adopted by the Members on 04 January 2023)
(As amended adopted by the Members on 01 March 2023)
Table of Contents
| ARTICLE I | Offices |
| Section 1 | Principal Office |
| Section 2 | Other Offices |
| ARTICLE II | Members |
| Section 1 | Classes of Members |
| Section 2 | Voting Rights |
| Section 3 | Suspension of Membership |
| Section 4 | Termination of Membership |
| Section 5 | Resignation |
| Section 6 | Reinstatement |
| Section 7 | Transfer of Membership |
| ARTICLE III | Meetings of Members |
| Section 1 | Rules for Conducting Meetings of the Members |
| Section 2 | Quorum |
| Section 3 | Regular Business Meetings |
| Section 4 | Annual Meeting |
| Section 5 | Other Meetings |
| Section 6 | Voting on Issues by the Membership |
| ARTICLE IV | Board of Directors |
| Section 1 | General Powers |
| Section 2 | Number, Tenure and Qualifications |
| Section 3 | Removal |
| Section 4 | Annual Meeting |
| Section 5 | Regular Business Meetings |
| Section 6 | Notice |
| Section 7 | Quorum |
| Section 8 | Vacancies |
| ARTICLE V | Directors |
| Section 1 | Number, Tenure and Qualifications |
| Section 2 | Election and Term of Office |
| Section 3 | Removal |
| Section 4 | Vacancies |
| Section 5 | Duties of the President |
| Section 6 | Duties of the Vice-President |
| Section 7 | Duties of the Treasurer |
| Section 8 | Duties of the Secretary |
| ARTICLE VI | Officers |
| Section 1 | Number, Tenure and Qualifications |
| Section 2 | Election and Term of Office |
| Section 3 | Removal |
| Section 4 | Vacancies |
| Section 5 | Officer Duties |
| Railroad Superintendent – HO Scale | |
| Railroad Superintendent – N Scale | |
| Webmaster | |
| Nomination Officer | |
| Social/Fundraising/Media Contact Activities Officer (SFMCA Officer) | |
| Audit Officer | |
| Section 5 Addendum | Railroad Superintendents (HO and N Scale) |
| Section 1 | Number |
| Section 2 | Election and Term of Office |
| Section 3 | Removal |
| Section 4 | Vacancies |
| ARTICLE VII | Appointive Officers |
| Section 1 | General |
| Section 2 | Removal |
| Section 3 | Vacancies |
| Section 4 | Duties |
| ARTICLE VIII | Committees |
| Section 1 | General |
| Section 2 | Nominating Committee |
| ARTICLE IX | Dues and Subscription |
| Section 1 | Regular Membership Dues |
| Section 2 | New Membership Dues |
| Section 3 | Junior Membership Dues |
| Section 4 | Membership in Good Standing |
| Section 5 | Seasonal Membership Dues |
| ARTICLE X | Finances |
| Section 1 | General |
| Section 2 | Audit |
| Section 3 | Limitations of Expenditures |
| Section 4 | Ownership of Track, Fixtures, Appliances |
| ARTICLE XI | Fiscal Year |
| Section 1 | General |
| ARTICLE XII | Amendments |
| Section 1 | General |
| Section 2 | Amendments |
ARTICLE I – Offices
Section 1 – Principal Office
The principal office of the Corporation shall be in the County of Pasco and State of Florida.
Section 2 – Other Offices
The Corporation may also have offices at such other places within the State of Florida as the Board of Directors
may from time to time determine or as the business of the Corporation may require.
ARTICLE II – Members
Section 1 – Classes of Members
The Corporation shall have five (5) classes of members. The designation of such classes and the qualifications,
rights and privileges of the members of such classes shall be as follows:
A. Regular Members
The Regular Membership of the Corporation shall consist of those persons 18 years of age or older
whose applications are approved by the Board of Directors, who pay the dues as set forth in Article IX of
these Bylaws and who abide by all other rules and regulations as set forth in these Bylaws or adopted by
the Membership or the Board of Directors.
Regular Members in Good Standing may make unlimited use of any and all Club facilities provided they
are proficient in the safe operation of such facilities. In order to have unlimited access, all Regular
Members in Good Standing are entitled to the access key and alarm code to the Club premises.
The rights and privileges of a Regular Member in Good Standing, except the right to vote, shall extend to
the Regular Member’s domestic provided that they abide by all other rules and regulations as set forth in
these Bylaws or adopted by the Membership or the Board of Directors (a regular member is the primary
member, the domestic partner is the secondary member).
Regular Members in Good Standing may sponsor visitors, and visitors may run their equipment when
accompanied by the Sponsoring Member.
B. Provisional Members
Provisional Members are members whose application for Regular Membership has been accepted by the
Board of Directors but not yet approved.
Provisional Members begin a sixty (60) day probationary period commencing on the date their application
has been submitted.
During the probationary period, Provisional Members may make use of any and all club facilities provided
that a Regular Member in Good Standing is also present.
From the time the application is submitted and prior to the end of the sixty (60) day probationary period all
Provisional Members shall make an appointment with the Board to acquaint the Provisional Member with
the rules, by-laws, history and mission of the club.
During the probationary period the Board of Directors shall review the Provisional Member’s application
and status. The Board must either approve the application and admit the Provisional Member as a
Member of the Club, entitled to all the rights and privileges of Regular Members as described in Article II,
Section 1A of these Bylaws, or reject the application and deny any use of the Club facilities to this person
and refund any dues paid in advance by this person, or require an additional sixty (60) day probationary
period. Under no circumstances may a Provisional Member be required to serve more than two
probationary periods.
C. Seasonal Members
The Seasonal Membership of the Corporation shall consist of those persons 18 years of age and older
whose applications are approved by the Board of directors, who pay dues as set forth in Article IX of
these Bylaws and who abide by all other rules and regulations as set forth in these Bylaws or adopted by
the Membership or the Board of Directors.
Seasonal members shall have all the same rights and privileges as a Regular Member as outlined in
these Bylaws, except as follows:
A Seasonal Member may reside in the Tampa Bay area and participate in club events for no more than
six months per year.
A Seasonal Member must declare to the Board and the Treasurer his or her desire to be classed as a
Seasonal Member, and declare the normal expected months of club participation, and will pay dues for
the actual months (in whole or in part) the member participated in the club, as outlined in Article IX.
D. Junior Members
The Junior Membership of the Corporation shall consist of those persons less than 18 years of age
whose parent or legal guardian has given permission for the Junior Member to join the Corporation,
whose applications are approved by the Board of Directors, who pay the dues as set forth in Article IX of
these Bylaws and who abide by all other rules and regulations as set forth in these Bylaws or adopted by
the Membership or the Board of Directors. Junior members may vote but cannot run for or hold any office.
Junior Members in Good Standing may make unlimited use of any and all Club facilities provided they are
proficient in the safe operation of such facilities and in the company of a Regular Member in Good
Standing.
Junior Members in Good Standing may not sponsor visitors to the club without first securing the approval
of the Superintendent of the layout to which the Junior Member wishes to sponsor visitors. These
visitors may not run their equipment on the layout.
E. Honorary Life Members
Honorary Life Membership may be conferred upon persons who have rendered outstanding service to the
Corporation. Prospective Honorary Life Members shall be recommended to the Board of Directors by
any Member in Good Standing. If the Board concurs with the Member’s recommendation by a vote of a
simple majority of Board Member’s present and voting at a meeting of the Board, the motion shall be put
to the Membership at the next Regular Business Meeting of the Members. If then approved by a majority
vote of the members present and voting, Honorary Life Membership shall be conferred upon such person
or persons at that time. Honorary members shall be subject to the same rules of conduct as Regular
Members and entitled to all rights and privileges of Regular Members, except the right to vote or hold
office, and shall be relieved of the annual dues set forth in Article IX of these Bylaws
Section 2 – Voting Rights
Each Regular, Seasonal, Junior and Honorary Life member in good standing shall be entitled to one vote on each
matter submitted to a vote of the members.
Section 3 – Suspension of Membership
Any member in Good Standing may submit in writing to the Board of Directors a request to review the action(s) of
a member. This request must detail all violations and be counter-signed by a superintendent.
- The member in question will be notified by the Board in writing prior to the review by the Board.
- The Board of Directors will act on this request at next regular meeting of the Board or earlier if deemed
necessary. - The member in question may request a meeting to explain their actions with the Board.
- If the facts warrant a suspension, the length of the suspension shall not exceed a period of six (6)
months.
A vote by the Board of Directors is required to suspend a member and requires a board majority with any tie
broken by the President. Any member who is suspended will be deemed not to be in good standing while
suspended. Any member who is suspended more than two (2) times may be subject to termination by the Board.
Section 4 – Termination of Membership
Any member may be terminated for any or all of the following reasons:
- Failure to pay dues.
- Theft.
- Vandalism.
- Failure to comply with good conduct.
A vote by the Board of Directors is required to terminate a member and requires a board majority with any tie
broken by the President. Persons whose membership has been terminated may not run their equipment on Club
facilities as a visitor of any other Member in Good Standing.
Section 5 – Resignation
Any Member may resign by filing a written resignation with the Secretary, but such a resignation shall not relieve
the Member of the obligation to pay any dues, assessments or other charges theretofore accrued and unpaid.
Section 6 – Reinstatement
Upon written request signed by a former Member and filed with the Secretary, the Board of Directors may by the
affirmative vote of a simple majority of the Board reinstate such a former Member to membership upon such
terms as the board of directors may deem appropriate.
Section 7 – Transfer of Membership
Membership in the Corporation is not transferable or assignable. This shall not pertain to the primary and
secondary members as defined in Article II, Section 1.
ARTICLE III – Meetings of Members
Section 1 – Rules for Conducting Meetings of the Members
The conduct of all Meetings of the Members shall be governed by Roberts Rules of Order, Revised.
Section 2 – Quorum
There is no quorum requirement for conducting a Regular Business Meeting.
Section 3 – Regular Business Meetings
There shall be Regular Business Meetings of the Members on the First Wednesday of each month on the Club
premises at 7:00 PM local time or if necessary at such other time and place as shall be set by the Board of
Directors with a written notification or posting in the clubhouse of such change at least fourteen (14) days prior to
the actual Meeting date.
The Board of Directors may cancel any Regular Business Meeting with a written notification or posting in the
clubhouse of such change at least 21 days prior to the actual Meeting date.
Section 4 – Annual Meeting
The Annual Meeting of the Members shall be the Regular Business Meeting of the Members held each year in
December.
Section 5 – Other Meetings
All other meetings of the Members shall be construed as work or operating sessions, or special meetings of the
membership if deemed necessary by the Board of Directors. Notice of such meeting will be sent Member’s email
of record a minimum of seven (7) calendar days prior to the date of the special meeting.
Section 6 – Voting on Issues by the Membership
From time to time, issues concerning the operation and well-being of the Club are brought to the floor during a
Regular Business Meeting of the Members that require a vote by the Members. The Presiding Officer of the Club
shall take a voice vote to determine if the motion passes or fails with a simple majority of Members in Good
Standing present sufficient to carry or defeat any motion before the Members.
If a voice vote does not produce an obvious choice, then a show of hands vote is required. A show of hands vote
is also required if any Member in Good Standing requests that it be taken. A simple majority of Members in
Good Standing present is sufficient to carry or defeat any motion before the Members with a show of hands vote.
In either case, there is no requirement for a quorum of members to be present.
All matters before the Membership shall be decided in the above-described manner except those issues which:
- a) Require the expenditure of from any club account for expenditures other than what is already budgeted
and/or emergency repairs. - b) Any motions to remove any elected Officer of the Corporation or elected non-Officer of the Corporation.
Such matters will be decided by a two-thirds majority of votes cast as described below. - c) Any motions to change any of the governing documents of the Club, including but not limited to these
Bylaws and the Articles of Incorporation of the Club. Such matters will be decided by a two-thirds
majority of votes cast as described below.
In matters of these instances, the Board is required to give notification to all Members in Good Standing of the
pending change and provide an opportunity to each member to vote on the issue at hand.
In order to meet this requirement, the Presiding Officer of the Club at the Meeting will assign a Member in Good
Standing the task of creating a written document describing the motion on the floor. This description and a Proxy Vote form shall be sent to all Members in Good Standing as of the time of the Meeting at which the motion was put before the Membership at least fourteen (14) days prior to the date the vote is to be taken.
Every Member shall have the opportunity to cast his/her vote either in person at the Regular Business Meeting on
the date the vote is to be taken or by written proxy to the Secretary of the Club. The Secretary shall cast the
Members vote only as directed on the Proxy statement except if the Member is present at the meeting, in which
case the Member shall cast his vote without regard to the instructions given to the Secretary.
The Proxy Statement shall be returned in writing to the attention of the Club Secretary at the address of the
Principal Office of the Corporation or by e-mail directly to electronic mailbox of the Secretary, if there exists one.
This does not establish a requirement that the Club Secretary maintain an electronic mailbox.
Only Proxy Statements from Members in Good Standing at the time the vote is being taken shall be counted.
Proxy Statements not returned from members not in attendance shall be deemed as abstentions. The majority
described above of the remaining votes will decide the matter at hand.
Should for any reason, except a deliberate attempt to not have properly executed votes counted correctly, a Proxy
Statement not be received prior to the meeting date, a Member shall have no recourse.
Members who were not in Good Standing at the time the Notice and Proxy Statements were delivered but are in
Good Standing at the time the vote is being taken may vote in person or by written Proxy, as described above.
However, the Club and Board of Directors is deemed to have met its obligation of notification and such members
can claim no right to a fourteen (14) day notice of any change.
Should a deliberate attempt to not have properly executed votes counted correctly, any such vote shall be
deemed null, and void and the Board of Directors is charged with making every effort to undo any and all effects
caused by such vote.
ARTICLE IV – Board of Directors – Governance
Section 1 – General Powers
The business and affairs of the Corporation shall be managed by its Board of Directors, which may exercise all
such powers of the Corporation and do all such lawful acts and things as are not by law, the Articles of
Incorporation or these Bylaws directed or required to be exercised or done only by the members at large.
Section 2 – Number, Tenure and Qualifications
There shall be Four Directors of the Corporation, consisting of the Officers of the Corporation. All Directors serve
a One (1) Year Tenure commencing and ending with the first membership meeting in January. All Directors shall
be Members in Good Standing of the Corporation.
Such a process will cause multiple Director Positions to be up for election at subsequent annual meetings of the
members. Should the number of new candidates be greater than the number of open positions, the Members
shall have one vote for each available position. The open positions shall be filled as follows: the candidate
receiving the greatest number of votes shall be elected to a full one-year term.
Section 3 – Removal
Any of the Directors of the Corporation may be removed upon motion made by any other Member in Good
Standing of the Corporation and such motion is acted upon as described in Article III, Section 6 for motions to
remove any elected Officer of the Corporation or elected non-Officer of the Corporation.
Section 4 – Annual Meeting
The meeting of the Board of Directors shall be the Regular Business Meeting of the Board of Directors following
the January meeting of the members.
Section 5 – Regular Business Meetings
Regular Business Meetings of the Board of Directors shall be held quarterly or more frequently, as shall be
determined from time to time by the Board of Directors.
Any Member in Good Standing may be an observer at any meeting of the Board. The Board reserves the right to
have any member removed from a Board meeting if that member’s behavior is disruptive. Also, the Board
reserves the right to meet in private to discuss matters concerning any member or group of members or any other
matters where discretion is necessary.
Section 6 – Notice
Written notice stating the time and place of a Regular Business Meeting of the Board of Directors shall be given to
the membership or posted in a prominent location where it is reasonable for Members of the Club to see such
notice with as much lead time as the situation permits.
Section 7 – Quorum
The presence of a majority of the total number of directors (excluding the President) shall constitute a quorum at
any meeting of the Board of Directors.
ARTICLE V – Board of Directors – Duties
Section 1 – Number, Tenure and Qualifications
The elected Directors of the Corporation shall consist of a President, Vice President, Treasurer, and Secretary.
No one person shall hold more than one office at any one time. All officers shall be Members in Good Standing
of the Corporation and shall serve a term of one year.
Section 2 – Election and Term of Office
The Officers shall be elected each year at the December Meeting of the Members and shall take office at the
January Regular Business Meeting of the Members.
Section 3 – Removal
Any of the Officers may be removed upon motion made by any other Member in Good Standing of the
Corporation and such motion is acted upon as described in Article III, Section 6 for motions to remove any elected
Officer of the Corporation or elected non-Officer of the Corporation.
Section 4 – Vacancies
Any vacancy in any elective office, except the Office of President, because of the resignation, death,
disqualification or removal of any officer shall be filled by appointment for the remainder of the term of office by
the President, subject to approval of a majority of the remaining Directors.
A vacancy in the Office of President shall immediately be filled by the other elected officers in this order: Vice
President, Secretary, Treasurer in order by remaining term length, shortest remaining term being first in
succession. Any remaining vacancies shall be filled as described in the above paragraph.
Section 5 – Duties of the President
The President shall be the principal executive officer of the Corporation. Subject to the direction and control of the
Board of Directors, shall be in charge of the business and affairs of the Corporation. Shall see that the
resolutions and directives of the Board of Directors are carried into effect except in those instances in which that
responsibility is assigned to some other person by the Board of Directors; and, in general, shall discharge all
duties incident to the Office of President and such other duties as may be prescribed by the Board of Directors.
Shall preside at all meetings of the members and the Board of Directors. Except in those instances in which the
authority to execute is expressly delegated to another officer or agent of the corporation or a different mode of
execution is expressly prescribed by the Board of Directors or these By-Laws, may execute for the Corporation
any contracts, deeds, mortgages, bonds, (any Stocks/Bonds acquisitions are in the name of WPMRA) or other
instruments which the Board of Directors has authorized to be executed, and may accomplish such execution
either individually or with the Secretary or any other officer thereunto authorized by the Board of Directors. The
President abstains from casting a vote on any Board of Directors voting actions.
Section 6 – Duties of the Vice-President
The Vice-President shall assist the President in the discharge of duties as the President may direct and shall
perform such other duties as from time to time may be assigned to by the President or in the event of inability or
refusal to act, the Vice-President shall perform the duties of the President and when so acting, shall have all the
powers of and be subject to all the restrictions upon the President. Except in those instances in which the
authority to execute is expressly delegated to another officer or agent of the Corporation or a different mode of
execution is expressly prescribed by the Board of Directors or these By-Laws, the Vice President may execute for
the Corporation any contracts, deeds, mortgages, bonds (any Stocks/Bonds acquisitions are in the name of
WPMRA) or other instruments which the Board of Directors has authorized to be executed, and may accomplish
such execution either individually or with the secretary or any other officer thereunto authorized by the Board of
Directors, according to the requirements of the form of the instrument. The Vice President also owns the
membership recruiting activities.
Section 7 – Duties of the Treasurer
The Treasurer shall be the principal accounting and financial officer of the Corporation and shall
- a) Have charge of and be responsible for the maintenance of adequate books of account for the Corporation.
- b) Have charge and custody of all funds and securities of the Corporation and be responsible for the receipt and
disbursement thereof. - c) Perform all the duties incident to the Office of Treasurer and such other duties from time to time may be
assigned to by the President or by the Board of Directors.
Section 8 – Duties of the Secretary
The Secretary shall record the minutes of the meetings of the members and of the Board of Directors in one or
more books provided for that purpose or via electronic record; see that all notices are duly given via email and
posted at the Club; keep a register of the email addresses of each member which shall be furnished to the
Secretary by such member; and perform all duties incident to the Office of Secretary and such other duties as
from time to time may be assigned to him by the President or by the Board of Directors.
ARTICLE VI – Officers
Section 1 – Number, Tenure and Qualifications
The elected Six (6) Officers of the Corporation shall consist of Railroad Superintendent – HO; Railroad
Superintendent – N Scale; Webmaster; Nomination Officer; Social/Fundraising/Media Contact Activities
Officer (SFMCA Officer) and Audit Officer. Other than the President and Treasurer, one person can hold
more than one office at any one time. All officers shall be Members in Good Standing of the Corporation
and shall serve a term of one year.
Section 3 – Removal
Any of the Officers may be removed upon motion made by any other Member in Good Standing of the
Corporation and such motion is acted upon as described in Article III, Section 6 for motions to remove any elected
Officer of the Corporation or elected non-Officer of the Corporation.
Section 4 – Vacancies
Any vacancy in any elective office because of the resignation, death, disqualification or removal of any officer
shall be filled by appointment for the remainder of the term of office by the President, subject to approval of a
majority of the remaining Directors.
Section 5 – Officer Duties
- Railroad Superintendent – HO Scale
The Superintendent shall oversee any and all railroad related projects including but not limited to scenery
development, wiring changes, track work, and general maintenance. The Superintendent is responsible for
maintaining the layout in an operating condition by organizing work parties of Members. One Member in each
party should be experienced in the skills required for the particular task at hand. The Superintendent is
responsible for approving projects that will add to the overall quality of the layout without compromising its theme
and purpose. - Railroad Superintendent – N Scale
The Superintendents shall oversee any and all railroad related projects including but not limited to scenery
development, wiring changes, track work, and general maintenance. The Superintendent is responsible for
maintaining the layout in an operating condition by organizing work parties of Members. One Member in each
party should be experienced in the skills required for the particular task at hand. The Superintendent is
responsible for approving projects that will add to the overall quality of the layout without compromising its theme
and purpose. - Webmaster
Responsible for the club’s up-to-date online presence on the Web and social media covering but not limited to:- Calendar of events
- Blog about experiences
- Contact information
- Photo/video albums
- Recognition of any sponsors and advisors
- Club officer information
- Club activities and announcements
- Key facts about the Club
- Facts about an organization or location club is serving
- …and such other duties as from time to time may be assigned to him by the President or by the Board of
Directors.
- Nominating Officer
Solicit members to run for particular offices and create a list of those interested in running for an office. - Social/Fundraising/Media Contact Activities Officer (SFMCA Officer)
Fundraising/ Outreach responsibility for organizing all publicity/fundraising/outreach/social activities…and
such other duties as from time to time may be assigned to him by the President or by the Board of
Directors. - Audit Officer
Executes the annual financial review and such other audit duties as from time to time may be assigned to
him by the President or by the Board of Directors.
Section 5 Addendum – Railroad Superintendents (HO and N Scale)
Section 1 – Number
There shall be a Superintendent for both the HO and N scale railroads. No one person shall hold more than one
Superintendent position at any one time. All Superintendents shall be Members in Good Standing of the
Corporation.
Section 2 – Election and Term of Office
The Superintendents shall be elected each year at the Annual Meeting of the Members and shall take office at the
Regular Business Meeting of the Members succeeding the annual meeting.
Section 3 – Removal
The Superintendents may be removed upon motion made by any other Member in Good Standing of the
Corporation and such motion is acted upon as described in Article III, Section 6 for motions to remove any elected
Officer of the Corporation or elected non-Officer of the Corporation.
Section 4 – Vacancies
Any vacancy in any Superintendent elective post because of the resignation, death, disqualification or removal of
any Superintendent shall be filled by appointment for the remainder of the term of office by President, subject to
approval of a majority of the remaining Directors.
ARTICLE VII – Appointive Officers
Section 1 – General
Additional appointed officers may be established from time to time by the Board of Directors. Each appointive
officer shall be appointed by the President, subject to the approval of a majority of the Board of Directors and shall
hold office for a term not to exceed one year and terminating at the time the next newly elected officers are
installed.
Section 2 – Removal
Any appointive officer may be removed by the Board of Directors upon the vote of a majority of Board.
Section 3 – Vacancies
Any vacancy in an appointive office, regardless of the cause, shall be filled by appointment by the President,
subject to the approval of the Board of Directors, for the remainder of the term.
Section 4 – Duties
Appointive officers shall have such powers and duties as ordinarily pertain to their respective offices, and such
additional powers and duties as may be assigned to them from time to time by the Board of Directors.
ARTICLE VIII – Committees
Section 1 – General
The Board of Directors may establish from time to time such committees as it finds necessary to carry out the
business of the Corporation. The President shall appoint such members to these committees as he finds
necessary, subject to the approval of a majority of the Board of Directors.
Section 2 – Nominating Committee
There shall be a one (1) member Nomination Committee. Each year, not later than two months prior to the annual
meeting of the members.
The Nominating Committee is charged with establishing the slate of candidates for all elected positions of the
Corporation for which the incumbent’s term is ending in the current year.
At the Regular Business Meeting of the members next preceding the annual meeting of the member, the
Nominating Committee shall present the slate of candidates for election at the annual meeting of the members.
Nominations may also be made from the floor at this time and added to the ballot.
Acceptance of the ballot as presented by the Nominating Committee as amended by nominations from the floor is
made by a simple majority vote of the Members in Good Standing present and voting. Once accepted, no
additional candidates may be proposed.
ARTICLE IX – Dues and Subscriptions
Section 1 – Regular Membership Dues
Each Regular Member shall pay monthly dues in an amount determined by a two-thirds majority vote of the Board
of Directors. Current Regular Membership Dues are $35.00 per month.
Section 2 – New Membership Dues
Each New Member shall pay monthly dues in an amount determined by a two-thirds majority vote of the Board of
Directors.
Each New member shall pay a one-time Application Fee of $50.00 plus two months of reduced rate dues
@$25.00 per month.
Section 3 – Junior Membership Dues
Each Junior Member shall an annual fee of $75.00. The annual fee is due and payable at that time of application
acceptance and renews the following January regardless of when the application was accepted during the
calendar year.
Section 4 – Membership in Good Standing
To maintain Membership in Good Standing, all members must be current on their dues and assessment
payments.
The dues for a month are due on the first day of that month. If on the first day of a month a Member has not paid
dues for any two months prior to the current month that Member shall no longer be considered a Member in Good
Standing and shall forfeit any and all rights and privileges associated with the position of Member in Good
Standing. Payment of all dues in arrears will automatically reinstate a Member to a Member in Good Standing.
If on the first day of a month a Member has not paid dues for any three months prior to the current month that
Member may be dropped from the Membership as described in Article II, Section 4. Once dropped from the
Membership for non-payment of dues, the former Member must request reinstatement as described in Article II,
Section 6 of these By-Laws.
Assessment payments for a quarter are due on the first day of that quarter. If on the first day of a quarter a
Member has not paid an assessment for any quarter prior to the current quarter that Member shall no longer be
considered a Member in Good Standing and shall forfeit any and all rights and privileges associated with the
position of Member in Good Standing. Payment of all assessments in arrears will automatically reinstate a
Member to a Member in Good Standing.
If on the first day of a quarter a Member has not paid assessments for any two quarters prior to the current
quarter that Member shall be dropped from the Membership. Once dropped from Membership for non-payment
of assessment, the former Member must request reinstatement as described in Article II, Section 5 of these
By-Laws.
Section 5 – Seasonal Membership Dues
Each Seasonal Member shall pay monthly dues in an amount equal to 100% of the dues paid by Regular
Members as established by Article IX, Section 1 during each full, or part of a month, that the Seasonal Member
participates in the club.
ARTICLE X – Finances
Section 1 – General
There shall be one Corporation general fund, and such other special funds as may be established from time to
time by the Board of Directors. All budgeted expenses of the Corporation shall be paid from the general fund.
Section 2 – Audit
The Audit Officer will establish an Audit Committee for the purpose of reviewing the Corporations financial
records. This committee shall consist of an odd number of at least three Members in Good Standing, no more
than one of which may be an elected officer of the club. The Treasurer cannot serve on the Audit Committee.
Section 3 – Limitations of Expenditures
- a) No amount shall be expended, transferred or otherwise withdrawn from the general fund without the
approval of the members provided, however, that this limitation shall not apply to budgeted amounts. - b) The Superintendents of each layout shall have $125 per month in club funds to spend at their
discretion on general maintenance and emergency repairs of their respective layouts. Additional
reimbursement will be made to each Superintendent upon the presentation of paid receipts and/or written
purchase requests emergency repair items for their respective layout. - c) The Board of Directors must approve all for additional reimbursements.
- d) No expenditure may be made that would reduce the Treasury to less than one (1) month of budgeted
expenses including but not limited to rent, utilities and insurance. This limit is to be adjusted annually by
the Treasurer to reflect changes in the fixed costs. - e) Capital projects approved by the membership containing documented costs are exempt from these
limitations for the duration of the project and/or until such time as funds for all documented costs in the
project plan have been expended. Any additional funds required to complete a capital project beyond
the originally approved amount will be subject to Article IX Finances, Section 3 Limitations. Approval of
the Membership is determined as described in Article III, Section 6 of these By-Laws.
ARTICLE XI – Fiscal Year
Section 1 – General
The fiscal year of the Corporation shall be the period selected by the Board of Directors as the taxable year of the
Corporation for federal income tax purposes, unless the Board of Directors specifically establishes a different
fiscal year.
ARTICLE XII – Amendments
Section 1 – General
These Bylaws may be altered, amended or repealed from time to time in whole or in part by the procedures set
forth in Article III, Section 6 of these By-Laws.
Adopted 01 March 2023 (Article II, Section 1E removed)
E. Honorary Life Members
Honorary Life Membership may be conferred upon persons who have rendered outstanding service to the
Corporation. Prospective Honorary Life Members shall be recommended to the Board of Directors by any
Member in Good Standing. If the Board concurs with the Member’s recommendation by a vote of a simple
majority of Board Member’s present and voting at a meeting of the Board, the motion shall be put to the
Membership at the next Regular Business Meeting of the Members. If then approved by a majority vote of the
members present and voting, Honorary Life Membership shall be conferred upon such person or persons at that
time. Honorary members shall be subject to the same rules of conduct as Regular Members and entitled to all
rights and privileges of Regular Members, except the right to vote or hold office, and shall be relieved of the
annual dues set forth in Article IX of these Bylaws.
Adopted 01 March 2023 (Article X, Section 1, General amended to read)
There shall be one Corporation general fund, and such other special funds as may be established from time to
time by the Board of Directors. All budgeted expenses of the Corporation shall be paid from the general fund.
Adopted 01 March 2023 (Article X, Section 2, Audit amended to read)
The Audit Officer will establish an Audit Committee for the purpose of reviewing the Corporations financial
records. This committee shall consist of an odd number of at least three Members in Good Standing, no more
than one of which may be an elected officer of the club. The Treasurer cannot serve on the Audit Committee.
Adopted 01 March 2023 (Article X, Section 3, Limitations of Expenditures amended to read)
- a) No amount shall be expended, transferred or otherwise withdrawn from the general fund without the
approval of the members provided, however, that this limitation shall not apply to budgeted amounts. - b) The Superintendents of each layout shall have $125 per month in club funds to spend at their
discretion on general maintenance and emergency repairs of their respective layouts. Additional
reimbursement will be made to each Superintendent upon the presentation of paid receipts and/or written
purchase requests emergency repair items for their respective layout. - c) The Board of Directors must approve all for additional reimbursements.
- d) No expenditure may be made that would reduce the Treasury to less than one (1) month of budgeted
expenses including but not limited to rent, utilities and insurance. This limit is to be adjusted annually by
the Treasurer to reflect changes in the fixed costs. - e) Capital projects approved by the membership containing documented costs are exempt from these
limitations for the duration of the project and/or until such time as funds for all documented costs in the
project plan have been expended. Any additional funds required to complete a capital project beyond
the originally approved amount will be subject to Article IX Finances, Section 3 Limitations. Approval of
the Membership is determined as described in Article III, Section 6 of these By-Laws.
Adopted 01 March 2023 (Article X, Section 4, Ownership of Track, Fixtures Appliances amended to read)
With the exception of rolling stock, any track, fixtures and appliances placed on the layout by any member
becomes the property of WPMRA.
Adopted 01 March 2023 (Article VI, Section 5, Officer Duties amended to read)
- Railroad Superintendent – HO Scale
The Superintendent shall oversee any and all railroad related projects including but not limited to scenery
development, wiring changes, track work, and general maintenance. The Superintendent is responsible for
maintaining the layout in an operating condition by organizing work parties of Members. One Member in each
party should be experienced in the skills required for the particular task at hand. The Superintendent is
responsible for approving projects that will add to the overall quality of the layout without compromising its theme
and purpose. Any and all request for funding must be funneled through the superintendent who will approach the
Board for approval. - Railroad Superintendent – N Scale
The Superintendents shall oversee any and all railroad related projects including but not limited to scenery
development, wiring changes, track work, and general maintenance. The Superintendent is responsible for
maintaining the layout in an operating condition by organizing work parties of Members. One Member in each
party should be experienced in the skills required for the particular task at hand. The Superintendent is
responsible for approving projects that will add to the overall quality of the layout without compromising its theme
and purpose. Any and all request for funding must be funneled through the superintendent who will approach the
Board for approval.