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Articles of Association and Bylaws

Of The

New Mexico Association of RV Parks and Campgrounds

ARTICLE I

NAME AND LOCATION

Section 1.         NAME

This Association shall be known as the New Mexico Association of RV Parks and Campgrounds, hereinafter known as the "Assocation".

Section 2.         MAILING LOCATION

The mailing location of this Association shall be at the mailing location of its current chairperson.

ARTICLE 2

PURPOSE

Section 1.                         PURPOSE

The Association is organized and shall be operated without profit and shall have the purpose as set forth below in Article 3. The Association shall not be a non-profit business league with the Internal Revenue Service. However, other than advertising, the Association shall not carry on activities that are not permitted under Internal Revenue Code.

ARTICLE 3

OBJECTIVE

The objective of the Association shall be to promote the well-being of its members by promoting  New Mexico as a destination of the RVing and/or camping public.

ARTICLE 4

MEMBERSHIP

Section 1.                         COMPOSITION

The membership of the Association shall be composed of privately held RV Parks/Campgrounds (persons, firms or corporations) in the State of New Mexico.

Section 2.                         QUALIFICATIONS FOR MEMBERSHIP.

To qualify for membership, an applicant must meet the following qualifications:

A.                Must accept the Articles of Association and By-Laws set forth in this document.

B.                 Must pay the yearly dues of Association membership.

Section 3.            MEMBERS IN GOOD STANDING

All members who maintain their membership by the payment of dues and compliance with the provisions of the Bylaws shall be considered in good standing and entitled to the full privileges of membership. Only members in good standing may be entitled to vote, to hold office, or otherwise to enjoy the rights and privileges of membership.

Section 4.         RESIGNATION

Any member may resign at any time, but such resignation neither relieves the resigning member from the payment of dues for the unexpired portion of the current fiscal year nor gives any right to rebate of dues paid or any right to a pro‑rata or other share of the assets of the Association, nor shall such resignation or withdrawal be deemed to waive liability for the payment of other amounts owing to the Association. All resignations shall be made to the Chairperson.

I

Section 5.        DISMISSAL AND REMOVAL

The Chairperson may, with the Voted approval of members of the Association, dismiss, suspend, or remove the membership of any member who in its judgment has violated the Bylaws or who has taken action detrimental to the best interest of the Association. Such action by the Chairperson shall be final and shall extinguish all rights, interests, and privileges of such member in the services or resources of the Association.

In the event of dismissal, suspension or removal of membership, the affected member shall be notified of the action and may appeal the dismissal, suspension or removal to the membership.  If, however, the dismissal, suspension or removal of membership is predicated upon nonpayment of dues, no notice to the affected member is required and the action of the Chairperson is not appealable.

ARTICLE 5

CHAIRPERSON and BOARD

Section 1.                         SELECTION OF CHAIRPERSON

Any member of the Association may propose and nominate, at any time, a new Chairperson. The Chairperson must be elected by a vote of the full membership of the Association. This election is subject to Voting By-Laws, as set forth in Article 8.

Section 2.            TERM OF OFFICE OF CHAIRPERSON

The Elected Chairperson shall hold office either (a) for a term of three (3) years commencing on January 1st  following his/her election to office or (b) until his/her successor is elected.

Section 3.        VACANCY

A vacancy of the position of Chairperson that may occur by reason of death, resignation, or otherwise may be filled following the Voting By-Laws, as set forth in Article 8.

 

Section 4.        SELECTION OF BOARD MEMBERS

The Chairperson selects four regular members of the Association to serve as Board Members. Board Members serve for three years and must come from geographically distinct areas of the state.

Section 5.      ROLE OF BOARD MEMBERS

Board Members must approve all major or monetary decisions unanimously.

Section 6.     ANNOUNCEMENT OF ALL MAJOR OR MONETARY

         DECISIONS ("Failsafe Provision")

All major or monetary decisions must be announced to the full membership after they are approved unanimously by the Board Members. All members of the Association are free to discuss any major or monetary decision. If any member objects formally to any major or monetary decision, then the decision must be put to a vote by the full membership, as set forward in Article 8. Any formal objection must take place within two weeks of announcement.

 

Major or monetary decisions include, but are not limited to, appointment of Board Members by the Chairperson and any proposed changes to these By-Laws.

Section 7.             MINOR OR NON-MONETARY DECISIONS

The Chairperson may make all non-monetary or minor decisions after consulation with the Board. Minor or non-monetary decisions need not be announced to the full membership.

 

Section 8.        REGULAR COMMUNICATIONS

The Chairperson shall inform all members of matters of concern to the Association by means of electronic communication (e-mail).

Section 9.                        AUTHORITY TO BIND

The Chairperson may authorize, in the name of and on behalf of the Association, entrance into any contract or execution or delivery of any instruments, provided that the Board has unanimously approved the matter, and the matter has been announced to the full membership.

 

ARTICLE 6

DUES

The annual dues of membership shall be $100 per RV park/campground. Any change in dues must be approved in advance by means of the Voting By-Laws, as set forth in this document.

ARTICLE 7

DISSOLUTION

In the case of dissolution of the Association and liquidation of its affairs, any money or other assets remaining after the payment of all obligations shall be distributed to a non-profit charitable organization selected by the remaining membership.

ARTICLE 8

VOTING BYLAWS

Section 1.            COMMUNICATION

The internal, non-public business of the Association shall be carried out by electronic communication (e-mail) among members.

Section 2.             BALLOTS

Any proposal for a full-memberhip ballot on monetary or major decisions must be of the following format:

  a. I vote for this proposal.

  b. I vote against this proposal.

  c. I request that this proposal be discussed further.

Section 3.            HONORING DISCUSSION VOTES

The Chairperson must automatically honor any single vote of the form in (2c) above by removing the proposal from a vote and starting a broader electronic discussion of it among members.

Section 4.             VOTE COUNTING AND ANNOUNCEMENT

The Chairperson must count all votes on monetary or major decisions after one week and announce the results to all Association members. E-mails with original votes must be preserved so that any member may challenge results.

Section 5.             TOTAL VOTE REQUIREMENT

The total votes cast on any given monetary or major decision must represent a quorum of two-thirds of active members.

Section 6.            WINNING VOTE REQUIREMENT

A "win" on any monetary or major proposal must represent a simple majority of votes cast.

Section 7.            PROPOSING BALLOTS

Any member of the Association may suggest any minor or major proposal to the Chairperson, who is obliged either to forward the proposal for a vote to the membership of the Association or to forward the idea as a discussion topic to the membership.

Section 8.            VOTING RIGHTS

One vote belongs to one member RV Park/Campground.