Bylaws
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ARTICLE 1 Association Name
1. This organization shall be organized and operated under the rules and regulations of the Miami Air Cargo Association and shall do business and known as the Miami Air Cargo Association (MACA).
2. Headquarters of the MACA shall be located within the Miami, Florida metropolitan area.
3. This organization shall be registered in the State of Florida as an unincorporated, not-for-profit, non-sectarian, and non-partisan Association.
4. The name of the Association shall not be used in any connection or for any purpose that is not in accordance with the objectives of this Association.
ARTICLE 2 Objectives
2.1 To increase the use and increase the awareness of the facilities and services offered by individuals and companies in the air cargo and related industries at Miami International Airport and surrounding areas.
2.2 To participate in local, regional and state organizations that support or influence air cargo related business.
2.3 To identify, recommend, and support the business practices and policies that encourage shippers to use Miami International Airport.
2.4 To maintain a standard of integrity and efficiency that will protect clients and the government in a fair, reasonable and equitable administration of import and export laws.
2.5 To encourage the maintenance of professionalism in our industry.
2.6 To develop a camaraderie and fellowship with business of like interest, goals, and commitments.
ARTICLE 3 Membership
3.1 Membership Categories
3.1.1 Regular Membership: A Regular membership shall consist of individuals, partnerships, corporations, associations and similar business entities within the United States and engaged in air cargo and related industries. A Regular Membership, regardless of the number of attendees from their organization, shall be entitled to one (1) vote in all matters coming before the Association providing membership is in good standing.
3.1.2 Associate Membership: An Associate Membership shall consist of individuals, partnerships, corporations, associations and similar business entities registered within the United States that are NOT engaged in air cargo and related industries. An Associate Membership, regardless of the number of attendees from their organization, shall NOT be entitled to vote on any matters coming before the Association.
3.2 Eligibility for Membership
3.2.1 All persons elected to regular membership shall be of good character and reputation and shall, at the time of election, be engaged in the air cargo and related industries, including but not limited to: Airport, Airlines, Cargo Agents, Freight Forwarders, Truckers, Customhouse Brokers, Shippers of Cargo, Exporters, Air Cargo Technology Companies, and Business providing support to air cargo and related industries in the Miami metropolitan area.
3.2.2 Every application for membership must be proposed by either a Corporate or Associate member on a form provided for that purpose. The form shall contain the name, address and occupation of the applicant and the name so the members proposing and seconding such applicant. Such applicant shall be referred to the Secretary, who will investigate and report at the next regular meeting at which time the membership will vote to accept or deny the applicant. The persons proposing and seconding membership are to furnish information regarding the character and standing of the applicant, if such information is requested by the Secretary.
3.2.3 Any member may be suspended for just cause at the discretion of the Executive Board. The suspended member has the Right of Appeal to the general membership at the next scheduled meeting consisting of not less than twelve (12) attending members. Proxy votes will not be accepted.
3.2.4 Any appropriate form shall be designated by the Association Executive Board as the official Application for Membership. The form will be filled out by applicants and can also be used as a renewal of membership form.
3.2.5 All members who subscribe to the objectives and policies of the Association are members in good standing upon payment of annual dues that assessed as of January 1st of each year in the amount fixed from time to time by the Executive Board.
3.2.6 Membership is terminated for dues that remain unpaid after three (3) months.
3.2.7 A resignation of a member shall not relieve such member from payment of accrued dues or assessments.
3.3. Annual Dues
3.3.1 Annual dues will be reviewed annually by the Executive Board and recommendations presented to the Association membership for approval.
3.3.2 Members who fail to pay the annual association membership by April 1, may have their membership suspended and will be reinstated only on full payment of the dues in arrears.
3.3.3 Members who fail to pay annual Association dues will be removed from the Association notification list and will be shifted to non-member status requiring payment of non-membership rates for attending and Association functions.
3.3.4 Dues will be collected by the Treasurer at the beginning of the calendar year or when a new member applies and is accepted for membership.
ARTICLE 4 MEETINGS
4.1 Annual Meeting: The annual meeting of the Association will normally be held in the month of December of each year at such time as designated by the President with notice given ten (10) days prior to the meeting.
4.2 Regular meeting: The regular meeting of the Association shall be held at minimum of four (4) times per year at such place as designated by the President with notice given to the membership at least seven (7) business days prior to the meeting.
4.3 Special Meeting: Special meetings of the Association shall be held whenever the President or three (3) regular members request such a meeting, setting forth the purpose for the meeting. The membership shall be given notice at least seven (7) days prior to the meeting with an explanation of the purpose for such a meeting.
ARTICLE 5 OFFICERS
5.1.1. the Officers of the Association shall be known as the “Executive Board”.
5.1.2 The Executive Board shall consist of the following elected positions 1) President, Vice President 3) Secretary and 4) Treasurer.
5.2 Qualifications
5.2.1 Only regular members are eligible for elective office unless there are no regular members willing to accept the nomination, in which an Associate member would be eligible.
5.2.2. On Officer of the Association shall be a member in good standing.
5. 3 Elections
5.3.1 The Officers of this Association shall serve a term of two years then must be re-elected.
5.3.2 The Executive Board shall determine whether or not a Nominating Committee shall be established to preside over elections.
5.3.3. In the event a Nominating Committee is not established, the Executive Board shall circulate a list of nominees to the membership who are willing to serve the Association if elected.
5.3.4 In the event of a Nominating Committee is established, the President shall submit to the Association members the names of three (3) persons to act a Nominating Committee. The Nominating Committee shall designate a “Chairman” to oversee such committee.
5.3.5 The President, within two (2) weeks after receipt of the list of nominees from either the Executive Board or the Nominating Committee, shall distribute the list of nominees to the membership by email and shall solicit the membership for additional nominations.
5.3.6 Voting will be conducted at the end of the even calendar year between November 1st and November 30th unless otherwise determined by the Executive Board, with the official ballot count conducted at the Annual meeting.
5.3.7 Election is by ballot or written proxy. One (1) ballot shall be distributed via email to all Regular members in good standing at least ten (10) days prior to the Annual meeting. The member may vote “Yes” or No” or “Write -In” a candidate for any particular officer. Once delivered, a member need not be present at such meeting for his/her ballot to be accepted.
5.3.8 The candidate receiving the largest number of votes for his/her respective office shall be declared elected.
5.3.9 The Officers shall take office January of the following year and shall hold office for two (2) years (unless reelected). Officers may be re-elected to a consecutive term, except no individual shall serve more than five (5) consecutive terms.
5.3.10 No two members of the same firm can hold office at the same time unless there are no other Regular of Associate candidates willing to run for the office.
5.4 Vacancy
In the event of a vacancy on the Executive Board, the remaining Executive Board members may appoint, at their discretion, a Regular or, in the event there are not Regular members willing to accept the appointment, an Associate member to fill the vacancy for the remainder of the term.
ARICLE 6 OFFICER DUTIES
6. 1 President
6.1.1 The President shall supervise the executive affairs and direct operations of the Association.
6.1.2 The President shall preside over all Annual, Regular and Special meetings of the Association.
6.1.3 The President shall set and communicate the agenda for the Annual and Regular meetings.
6.1.4 The President shall have the right to establish and special temporary committees as deemed necessary.
6.1.5 The President shall the right, based upon operational need, to appoint a second Vice President.
6.1.6 The President may call Special meetings of the Association at any time.
6. 2 Vice President
6.2.1 The Vice President shall perform the duties of the President in the absence of the President.
6.2.2 The Vice President shall be responsible to perform such duties delegated to him/her by the President
6.3 Secretary
6.3.1 The Secretary shall keep the membership rolls in an electronic format.
6.3.2 The Secretary shall record the Minutes of each meeting.
6.3.3 Perform such duties that usually pertain to this office.
6.4 Treasurer
6.4.1 The Treasurer shall collect and keep account of all dues assessments of the monies received by Association.
6.4.2 The Treasurer shall make all deposits on a timely basis.
6.4.3 The Treasurer shall pay all expenses approved by the Executive Board in a timely manner.
6.4.4 The Treasurer shall keep an accurate record of all financial transactions.
6.4.5 The Treasurer shall report the financial condition Association at each Regular meeting.
6.4.6 The Treasurer shall produce a quarterly financial report for the Officers that shows the income and expenses of the Association and forward it to the Association members upon request.
6.5 Removal from Office
6.5.1 Any Officer may be removed, expelled or suspended , for a time period determined by the Executive Board, for violating and portion of the Associations By-Laws or for conduct prejudicial or contrary to the best interests of the Association.
6.5.2 Removal can only be affected by the adoption of a resolution approved by two thirds oof the membership of the Executive Board.
ARTICLE 7 COMMITTEES
7.1 In accordance with article 6.1.4, the President shall have the right from time to time to establish any special or temporary committees as deemed necessary to perform special functions as needed to support the Association objectives.
7.2 The standing committees are the following:
7.2.1 ACAG- Air Cargo Advisory Group
7.3 The Committee Chairpersons shall be responsible for the coordinating activities of their respective Committee and shall report to the President.
ARTICLE 8 AMENDMENTS
8.1 The By-Laws may be amended or revised at any Regular meeting or Special Meeting of the Association.
8.2 To be considered, the proposed Amendment shall be delivered by the sponsor of the Amendment to all Executive Board members.
8.3 Upon approval by the Executive Board, the Secretary shall deliver a copy of the Amendment via email to all Regular members at least fifteen (15) days prior to the vote.
8.4 To be brought a vote, a minimum of twenty percent (20%) of the Regular members must be present.
8. 5 A majority vote the quorum is required for the Amendment to be approved.
ARTICLE 9 ETHICS
9.1 Members shall comply with the rules of conduct in regulations issued by any government licensing agency, and/or by any association or organization which licenses their ability to practice their profession.