KENTUCKY AUCTIONEERS ASSOCIATION, INC.

BYLAWS

Amended January 23, 2022

ARTICLE I
PRINCIPAL OFFICE

The principal office of the corporation shall be at the office of the Executive Director or at a location as designated by the Executive Committee, which shall be as shown on the Kentucky Secretary of State Annual Report.  The corporation may have other such offices and may change its office address from time to time through action of the Executive Committee.

ARTICLE II
MEMBERSHIP

Any person who is a licensed auctioneer, apprentice auctioneer, or auction house operator in the Commonwealth of Kentucky or holds any other license as issued by the Kentucky Board of Auctioneers is eligible to become an active member of this Association with full voting rights and other privileges. Any non-resident of Kentucky who is a licensed auctioneer, apprentice auctioneer, or auction house operator or holds any other license as issued by the Board of Auctioneers in the State where he resides, or if he lives in a state which does not have a licensing statute, who is and has been an active auctioneer, apprentice auctioneer, or auction house operator for at least one year prior to his application, may also become an active member of the Association.

Any person in any way interested in the activities of the Association may become an affiliate member of the Association.

Honorary Membership may be granted in recognition of outstanding or meritorious service rendered for or on behalf of this Association. Such persons shall be admitted as honorary members only by a two-thirds vote of the members present and voting of the Executive Committee.

Each active member, both resident and non-resident, shall be entitled to one vote in the affairs of the Association.

Each applicant for membership in the Association shall submit a completed application form as prescribed by the Executive Committee of the Association. Each applicant shall also submit with his application the dues for his first year membership.

Membership in this Association may terminate by voluntary withdrawal as herein provided or as otherwise provided in these Bylaws. All rights, privileges and interests of a member in or to the Association shall cease upon termination of membership. Any member may, by giving written notice of such intention, withdraw from membership. Withdrawal shall be effective upon fulfillment of all obligations to the date of withdrawal.

A member found guilty of unethical conduct by the Executive Committee may be reprimanded, suspended, or expelled as provided for in these Bylaws. All suspensions shall be for a period of ninety days or until a full and complete investigation can be made and a hearing, if requested by the member in question, can be held by the Executive Committee. A two-thirds vote of the members present of the Executive Committee shall be required for reprimand, suspension, or expulsion of any member. If any member is charged with any misconduct which may be a basis for reprimand, suspension, or expulsion from the Kentucky Auctioneers Association, a copy of such notice shall be sent by the Executive Director of the Kentucky Auctioneers Association to the accused member at their last known address at least twenty (20) days before any hearing is conducted before the Executive Committee of the Association.

ARTICLE III
DUES

The amount of the annual dues required for membership in the Kentucky Auctioneers Association shall only be changed by a majority vote of the membership at the Annual meeting. The Executive Committee shall have the authority to pro-rate or waive dues as deemed appropriate.

ARTICLE IV
MEETINGS

There shall be an annual meeting of the Association as ordered by the Executive Committee for the election of officers, receiving of reports, and the transaction of other business. Meetings shall be open to all Active, Affiliate, and Honorary Members. Notice of such meeting, issued by the Executive Director, shall be mailed to the last recorded address of each member at least thirty (30) days prior to the time appointed for the meeting. If any Bylaw revision is to be considered at the Annual Meeting, notice of the proposed Bylaw Amendment shall be included with the notice of the meeting to all members.

Special Meetings of the Association may be called at any time by the President or the Executive Committee. At least fifteen (15) days notice of a Special Meeting must be given to all members of the Association and the notice must state the object of the meeting, and must include any proposed changes in the Bylaws which are to be considered at such meeting.

ARTICLE V
OFFICERS AND STAFF

The amount of the annual dues required for membership in the Kentucky Auctioneers Association shall only be changed by a majority vote of the membership at the Annual meeting. The Executive Committee shall have the authority to pro-rate or waive dues as deemed appropriate.

The Elective Officers of the Association shall be a President, President-Elect, and Vice-President. Other offices and officers may be established and appointed by the Executive committee with the concurrence of a majority of those in attendance at the regular Annual Meeting of the Association.

The President, President-Elect, and Vice-President shall take office immediately upon their election and shall serve for a period of one year and/or until their successors are duly elected and qualify. Officers are eligible for re-election. Vacancies in any office may be filled for the balance of the term thereof by the Executive Committee.

The President shall be the chief executive officer of the Association and shall be present at meetings of the Association and of the Executive Committee. He shall be a member ex-officio of all committees except the Nominating Committee. He shall communicate to the Association such matters and make such suggestions as may in his opinion tend to promote the welfare and increase the usefulness of the Association and shall perform such other duties as are necessarily incidental to the office.

The President-Elect shall work with the President, other officers, and the Executive Committee so as to become familiar with the workings of the Association and of the President. Upon completion of one term as President-Elect, the person holding this office shall automatically become President of the Association.

The Vice-President shall perform all duties of the President during the absence of the President. He shall be a member ex-officio of all committees except the Nominating Committee.

The Executive Director shall be a non-elective staff position, and shall be responsible for keeping accurate records of all receipts and disbursements of the Association. The Executive Director shall maintain the Association’s budget, shall deposit all sums received in the bank or banks approved by the Executive Committee, and shall make a report at the Annual Meeting or when called upon by the Officers of the Association. The Executive Director shall also be responsible for the normal secretarial functions of the Association, including giving notice of all meetings of the Association, keeping records of all meetings of the Association, conducting all correspondence of the Association, keeping a list of the members of the Association, establishing procedures for the collection of dues of the Association, generally keeping all records of the Association and its committees and performing such other duties as the Executive Committee may establish. The Executive Director shall be paid a reasonable and adequate salary for the performance of such duties.

ARTICLE VI
ELECTION

The election of Association Officers shall take place annually at the Annual Meeting of the Association. Any Active Member who is a resident of the Commonwealth of Kentucky shall be eligible for office. Only Active Members shall be entitled to vote, and the candidates who receive a majority of the votes so cast shall be elected.

At each Annual Meeting of the Association there shall be elected two directors, each of them shall be active members of the Association residing in the Commonwealth of Kentucky, and each of them shall be elected for a term of three (3) years. In addition, the President of the Association, who is leaving office, shall also become a director and shall serve a one-year term. At each Annual Meeting, in addition to the above, there shall also be elected one director who shall be an active member of the Association, residing in the Commonwealth of Kentucky, and shall be elected for a term of two (2) years. Any member shall be eligible for re-election. The directors shall, upon election, immediately enter on the performance of their duties and shall continue in office until their successors are duly elected. In the election of Directors, each member voting for Directors shall be required to cast as many votes as there are vacancies to be filled. Any ballot for Director received which does not have as many votes as there are vacancies to be filled shall not be counted and shall be considered void. In the event that a Director is unable or unwilling to complete his term, the unexpired term shall be filled upon nomination by the President and a majority vote of the Executive Committee.

The Executive Committee shall adopt written procedures for the nomination and election process, including nominations from the Nominating Committee and nominations of individuals from the floor, to serve as officers or directors of the Association. These written procedures may be modified by the Executive Committee or by a majority vote of the membership present at the Annual Meeting.

ARTICLE VII
FISCAL YEAR

The Fiscal Year of the Association shall be June 1st to May 31st, unless otherwise set by the Executive Committee.

ARTICLE VIII
COMMITTEES

STANDING COMMITTEES
The Association shall have the following standing committees which shall be filled each term by appointment of the President. Each standing committee shall have a Chairman, who shall be responsible for directing and coordinating the affairs of his committee. Vacancies that occur on any committee by reason of death, resignation or otherwise may be filled by the President for the unexpired term. The committees are as follows:

The Executive Committee shall consist of all of the elected Officers and the Directors of the Association, and it shall have supervision, control and direction of the affairs of the Association, shall execute the policies and decisions of the active membership, shall actively promote the Association’s objectives, and shall have discretion in the disbursement of funds. The Executive Committee shall have a regular meeting at the time and place of the Annual Meeting and shall report to the membership on its activities. It shall also meet quarterly each year, with one of the meetings being the Annual Meeting. It may also meet for special meetings upon the call of the President or Vice President of the Association.

The Legislative Committee shall advise the Association regarding revisions in present legislation affecting members of the Association and also proposals for additional legislation to be adopted in the future.

The Bylaws Committee shall review the Bylaws of the Association and make recommendations for additions, deletions, and amendments.

The Membership and Attendance Committee shall serve to attempt to increase the membership of the Association and also to increase the participation of its members in the Association’s work.

The Publicity Committee shall work to publicize the role of the Association in the Commonwealth of Kentucky and shall also serve to attempt to give due publicity to the work done by auctioneers generally.

The Convention Site and Planning Committee shall make recommendations regarding the site of the Annual Convention and shall also recommend an agenda and programs for the Convention.

The Nominating Committee shall serve to make nominations, during the Annual Meeting, for the election of officers and directors of the Association.

ARTICLE IX
AMENDMENTS

These Bylaws may be amended, repealed or altered, in whole or in part, by a majority vote of any duly organized meeting of the Association. As set forth herein, notice must be given at least thirty days in advance of any proposed Amendment of the Bylaws at any Annual or other meeting of the Association.

ARTICLE X
AFFILIATIONS

Accordion Title

The Kentucky Auctioneers Association Inc. shall require as a condition of active membership, that all active resident members pay their dues as stated in Article VII of their Bylaws, to the Kentucky Auctioneers Association, Inc.

The Kentucky Auctioneers, as a condition of active membership in the National Auctioneers Association, shall pay their dues directly to the National Auctioneers Association.

It is not a condition of membership in the Kentucky Auctioneers Association to be affiliated with the National Auctioneers Association.

ARTICLE XI
QUORUM REQUIREMENT

There shall be no requirement that any certain number of members have to attend an Annual Meeting in order to constitute a quorum. Those attending the Annual Meeting shall constitute the meeting of members of the Association.

A majority of the members of each committee shall constitute a quorum, and an action of a majority of the committee members present shall be the action of the committee. This shall specifically include the Executive Committee.

ARTICLE XI
QUORUM REQUIREMENT

ARTICLE XII
BOOKS AND RECORDS

The Association shall keep correct and complete books and records of account and shall also keep Minutes of the proceedings of members and committees. The Executive Director shall keep at his or her office of the Association a record giving the names and addresses of the members of the Association entitled to vote. All books and records of the Association may be inspected by any member for any proper purpose at any reasonable time. The Executive Director shall annually update the Kentucky Secretary of State Annual Report including all current officers of the Association and the registered agent for the Association. The registered agent shall be the current President of the Association.

ARTICLE XIII
REMOVAL OF OFFICERS AND DIRECTORS

If any officer or director of the Association shall have failed to attend quarterly meetings and fails to satisfactorily complete the duties and assignments given to him, that officer may be relieved from his office by a two-thirds vote of the members present and voting at an Executive Committee Meeting. The office shall then be considered vacant and may be filled upon nomination by the President and confirmation by the Executive Committee.

ARTICLE XIV
DISTRICTS

The Kentucky Auctioneers Association may establish districts within the state of Kentucky. The members of a particular district will be allowed to elect a chairman and secretary and conduct either quarterly, semiannual or annual meetings. Only members in good standing will be allowed to attend and participate in such meetings.