The purposes for which the Corporation is organized are:
Acting through its Board of Directors, hereafter referred to as “Board”, its President and other officers, subject to the powers and restrictions of this Certificate of Incorporation and its Bylaws, to do such acts as are necessary or convenient to the attainment of the objects and purposes herein set forth.
To purchase, lease, hold, sell or otherwise acquire or dispose of Association property; to enter into, make, perform, or carry out contracts of every kind with any person, firm, corporation, or association; to do any acts necessary or expedient for carrying on any and all of the activities and pursuing any and all of the objects and purposes set forth in this Certificate of Incorporation and not forbidden by the laws of the State of Illinois.
To have offices and promote and carry on its objects and purposes within or without the State of Illinois, in other States, the District of Columbia, Territories or Colonies of the United States, and Foreign Countries.
In general, to have all powers conferred upon a corporation by the laws of the State of Illinois except as prohibited in this Certificate or forbidden by the Bylaws of this Corporation.
ARTICLE 1 – NAME
The name of this organization shall be International Association of Jim Beam Bottle and Specialties Club, hereinafter known as Association.
ARTICLE II – MEMBERSHIP
Section 1. Classification
A. Except for Life Members, Association Members shall be members of Member Clubs or Members @ Large.
B. Local Affiliate Clubs shall be hereinafter known as Member Clubs. Member Clubs shall be those clubs, organized for the purpose of promoting an interest in the hobby of collecting Jim Beam Bottles and Specialties, which have been accepted for Membership in this Association.
C. State members shall be Association members of Member Clubs located within a State.
D. District members shall be Association members of Member Clubs located within the geographic boundaries of the Districts as defined in these bylaws.
E. Life Members shall be Association members who shall have all the privileges of membership.
Section 2. Qualifications
1. A member shall have Association Membership through only one Member Club.
2. Association Members
a. The geographic boundaries of the Districts shall be:
District 1 – Alaska, Alberta, Arizona, British Columbia, California, Hawaii, Idaho, Montana, Nevada, Oregon, Utah, Washington, Yukon.
District 4 –Alabama, Arkansas, Colorado, Florida, Georgia, Kansas, Louisiana, Mississippi, Missouri, Nebraska, New Mexico, Oklahoma, South Carolina, Texas, Wyoming
District 5 – North Dakota, South Dakota, Minnesota, Iowa, Wisconsin, Manitoba, Saskatchewan
District 6 – Illinois, Michigan, Indiana, Ohio
District 8 – Connecticut, Delaware, Kentucky, Maine, Maryland, Massachusetts, North Carolina, New Hampshire, New Jersey, New York, Pennsylvania, Rhode Island, Tennessee, Vermont, Washington DC, West Virginia, Virginia, Ontario, Quebec, Atlantic Providences (New Brunswick, Newfoundland, Nova Scotia, Prince Edward Island.)
District 11 – International District composed of all areas in the world not included in the other Districts.
District 12 – Australia, New Zealand
Life Members shall include all former presidents of the Association and other persons selected by the Board of the Association.
Application and Admission
1. An Association member shall be a member only through membership in a Member club.
2. Member Club
a. A club may apply for membership by submitting an application on a form approved by the Board accompanied by the Charter Fee and Association member dues to the State Director of the state in which the club is located or to the District Director of the District in which the club is located. The State Director shall forward such applications and fees to the Director of that District who shall submit the Charter Fees and dues to the Association Office and who shall submit the application together with a letter of recommendation to the Board for its consideration.
b. The application form shall contain an agreement to abide by the Corporate Charter and the bylaws and any special rules adopted by the Association and amendments thereto.
a. A club shall be accepted as a Member Club upon approval of the Board. Upon admission to membership, each Member Club shall be issued a Certificate of Membership which shall be returned to the Association office upon resignation or expulsion from the Association.
Section 3. Annual Dues
A. Association Members
1. The dues of Association members shall be payable to the Member Club which shall remit the dues in United States currency to the Association Office each year prior to January 1.
2. The dues of Association members shall be as follows:
Members residing in USA and Canada - $15.00 per member
Members residing in other countries - $15.00 per member
Members @ Large Club - $20.00 per member
Life Members shall not be required to pay dues.
3. New members joining after June 30 shall pay only one half the dues required for that year.
Upon receipt of dues, each Association member shall be issued a membership card. Life members shall be issued gold colored lifetime memberships cards.
B. Member Clubs
1. The dues of each Member Club shall be called a Charter Fee and shall be payable in United States currency to the Association office prior to January 1.
2. The Charter Fee shall be $5.00 per one hundred members.
a. Full Annual Dues shall be due for any part of a year, except that new members joining after June 30 shall pay only one-half the dues required for that year.
b. Membership shall be forfeited if dues are not received at the Association Office prior to February 15.
ARTICLE III – OFFICERS
Section 1. Designation
The Officers shall be a President, Vice-President, Secretary-Treasurer, and a Director from each District except the International District 11.
Section 2. Eligibility
A. An officer shall have been an Association member for at least two years, and be 18 years or older, previous to election to office.
B. A candidate for the office of President shall have served as a member of the Board for at least two years
C. No more than one member of a household shall serve as an officer at the same time.
D. No member may serve in more than one office at a time.
E. Except for District 11, each District Director shall be a member of a Member Club within the geographic boundaries of that District and reside within the geographic boundaries of that District.
Section 3. Duties
The officers shall perform the duties prescribed by these bylaws and by the parliamentary authority adopted by the Association.
A. The president shall be the chief executive officer and official representative of the Association and shall:
1. Promote the objects of the Association;
2. Preside at all meetings of the Association; the Board and the Executive committee.
3. With the approval of the Executive Committee, within thirty (30) days of assuming office appoint all standing committees.
4. Appoint all special committees
5. Appoint a committee of five Association members to audit the Association books and report to the convention.
6. Serve as ex officio a member of all committees.
7. Supervise the policy of the official publication of the Association
8. Sign or cause to have the President’s signature affixed to all Certificates of Membership and membership cards issued by the Association.
9. With the Secretary-Treasurer co-sign all legal documents of the Association
10. With the approval of the Board, select a parliamentarian
11. Supervise and direct the work of the Executive Administrator as authorized by the Association, the Board, or the Executive Committee
12. With the approval of the Executive Committee, appoint an Association member of the District in which a vacancy occurs to fill the vacancy in the office of District Director until the next meeting of that District when the District and members shall elect a Director to fill the unexpired portion of the term of office: and
13. Appoint a committee of at least three Association members to audit the International books and report to that year’s convention.
B. The Vice President Shall:
1. Upon request of the President, assist in the performance of the duties of the President.
2. In the absence or inability of the President to serve, perform the duties of the President.
3. Perform such other duties as assigned by the Executive Committee of the Board; and
4. Upon resignation or death of the President, automatically become the President for the unexpired portion of the term of office.
5. Serve as Director of International District 11.
C. The Secretary-Treasurer shall:
1. Keep an accurate record of all meetings of the Association, the Board, and the Executive Committee
2. Cause to be issued proper notice of all meetings of the Association, the Board and the Executive Committee
3. Provide all necessary ballots for voting;
4. With the President co-sign all legal documents of the Association;
5. Sits in on the Audit Committee for the audit covering his/her term of office and submit the Audit Committee Report to the Board at the post-convention meeting;
6. Submit an annual report to the Pre-convention meeting of the Board;
7. Prepare and present a budget to the Pre-Convention meeting of the Board;
8. Perform such other duties as assigned by the Executive Committee.
D. Each District Director shall:
1. Carry out the provisions of these bylaws to protect the rights and interests of the Association and promote the objects of the Association within the District;
2. Assist in the organization of Member Clubs within the District;
3. Provide membership application forms to newly organized clubs within the District, forward the fees and dues to the Association Office and present completed applications together with letters of recommendation to the Board for its consideration;
4. Assist in planning programs of Member Clubs within the District;
5. Except for International District 11, unless otherwise ordered by the Board or the Executive Committee, conduct at least one District meeting each year between January 2nd and June 1st.
6. Preside at District meetings; and
7. Serve as a member of the Board of the Association.
Section 4. Nomination
A. Nominations for the offices of President, The Vice President, and the Secretary-Treasurer may be made in the following ways:
1. By submitting a letter to the Association Office at least ninety (90) days prior to the opening of the Convention stating the member’s name, the office sought, and the member’s qualifications for performing the duties of the office. The nominees and the qualifications for performing the duties shall be included in the official publication as time and space allow.
2. By nomination by a delegate from the floor at the first business meeting of the Convention.
B. Previous to the election at Convention, each nominee shall be granted five (5) minutes to address the Convention and five (5) minutes to answer questions.
C. Except for International District 11, nominations for the office of District Director shall be made according to the rules adopted by each District.
Section 5. Election
A. The election of the President, Vice President, and the Secretary-Treasurer shall be by ballot during the Convention. A majority vote shall elect. In the case there is only one nominee for the office of President, Vice President, or Secretary-Treasurer, the ballot for that office maybe dispensed with and the presiding officer may declare that nominee elected.
B. Except for the Director of International District 11, the election of District Directors shall be conducted at District meetings according to the following schedule: even numbered Districts in even numbered years, and odd numbered Districts in odd numbered years.
Section 6. Terms of Office
A. The offices of the President, the Vice President, and the Secretary-Treasurer shall hold office for a term of two years and until their successors are elected effective upon the close of the Convention at which elected until the close of the next election year Convention.
1. Except for the Director of International District 11, the term of office for District Director shall be two years or from the close of the District meeting at which the scheduled election is conducted to the close of the following District meeting at which the election is scheduled or until the successor is elected.
2. Except for the office of Director of International District 11, because of ineffective performance of the duties of the office, the Board by a two-thirds vote may declare the office of a District Director vacant.
Section 7. Vacancies
A. A vacancy in the office of the Vice President or Secretary-Treasurer shall be filled by appointment of the President upon approval of the remaining members of the Executive Committee.
B. With the approval of the Executive Committee, the President shall appoint an Association member of the District in which a vacancy occurs to fill a vacancy in the office of District Director until the next meeting of that District when the District members shall elect a Director to fill the unexpired portion of the term of office.
ARTICLE IV – STATE
Section 1. Boundaries
Each state of the United States of America and each territory outside the geographic boundaries of the United States of America when so designated by the Board shall be considered states.
Section 2. State Directors
A. Each state which has at least one Member Club shall have a State Director who is a member of a Member Club of that state, elected by the Association members of that state who are 18 years or older.
B. In the event there are no Member Clubs within a state, the District Director of the District in which that state is located may appoint a District member who is a resident of that state to serve as State Director.
C. The term of office of State Director shall be concurrent with the term of office of the District Director of the District in which the state is located or until the successor is elected.
D. With approval of the executive Committee, the District Director shall appoint an Association Member of the State in which any vacancy occurs to fill a vacancy in the office of State Director until the meeting of that District, when the State members shall elect a new State Director.
E. The State Director shall:
1. Promote the objects of the Association within the state:
2. Assist with the organization of Member Clubs within the state;
3. Provide membership application forms to newly organized clubs within the state and present completed applications together with the Charter Fees and dues to the District Director.
4. Assist in planning programs for Member Clubs within the state.
Section 3. Meetings
A. With the exception of the states within District 12, state meetings shall be held in conjunction with District meetings and shall be for the purpose of electing State Directors and conducting any other state business that may arise.
B. State Meetings within District 12 shall be held within the geographic boundaries of each state and shall be held annually prior to the District Meeting and shall be for the purpose of electing State Directors, receiving reports and conducting any other state business that may arise.
ARTICLE V – MEETINGS
Section 1. Association
1. A convention shall be held annually between June 1st and September 15th for the purpose of electing officers, receiving reports, and conducting any other business that may properly come before it.
2. The voting body of the convention shall be all Association members 18 years of age or older prior to May 1st for whom dues had been received by the office prior to May 1st that are in attendance.
a. Each Member Club shall submit a list of delegates to the Association Office 45 (forty-five) days prior to the opening of the convention.
b. All questions concerning the right of any member to be seated as a delegate shall be decided by the Credentials Committee.
c. No member shall vote in more than one capacity and there shall be no proxy voting.
d. All Association members may speak and make motions.
3. The Registration and Package Fee as set by the Board shall be included in the official publication mailed at least sixty (60) days prior to the convention. Each Association member and all clubs may purchase one Convention Registration Package and submit to the Association Office by the deadline printed in the publication at least thirty (30) days prior to the opening of the convention to be eligible for all package items when attending the present convention.
4. A committee consisting of the President, Executive Administrator and 1 other member selected by the Board will consider sites for the annual convention. The site shall be chosen and membership informed at least 9 months prior to the annual meeting date.
5. The convention committees to be appointed by the President shall consist of Association members and may include: Credentials, Program, Rules, Election, and others as deemed necessary.
A quorum shall be a majority of the voting members who have registered with Credentials.
Section 2. Districts
A. Except for International District 11, District meetings shall be held annually between January 2nd and June 1st for the purpose of conducting business that may properly come before them.
B. The voting body at a District meeting shall be the District Director, the State Directors of that District, and all Association Members of that District who are 18 years or older and present at that meeting. There shall be no proxy voting.
C. Except for International District 11, each District meeting shall be held at a location within the geographic boundaries of that District when electing District and State Officers.
ARTICLE VI – BOARD
Section 1. Composition
The Members of the Board shall be:
A. The President, the Vice President, the Secretary-Treasurer, and District Directors; and the immediate Past President shall be ex officio a member but shall have no vote. If a District Director is unable to attend a board meeting, an elected Officer of the District chosen by the District Director may attend the International Board meeting in place of the District Director. This person would have full Voting rights at the International Board meeting.
B. Section 2. Duties
The Board shall:
A. Conduct the business of the Association between meetings of the Association.
B. Report to Member Clubs;
C. Adopt policies and rules for the conduct of the affairs of the Association not in conflict with these bylaws or rules adopted by the delegates in convention;
D. Employ an Executive Administrator as deemed necessary and set the compensation.
E. Select the location of the Association Office
F. Determine the amount of bond for the officers, members, and employees, the cost of which is to be borne by the Association;
G. Approve the bank or banks or depositories for the deposit of Association monies;
H. Determine the manner in which the checks for the expenditures of the Association shall be signed;
I. Authorize the investment, appropriation, and expenditures of the monies of the Association;
J. Approve a membership application form;
K. Consider all applications for Member Clubs
Convention Registration Package Fee, full, partial or guest and determine the items to be covered by that fee;
L. Approve a design to be used for the Convention Bottle;
M. Consider a budget at the Pre-Convention meeting and adopt a budget at the Post-Convention meeting; Adoption of the budget shall be the authorization for the expenditures listed therein;
N. Consider approval of the Audit Committee report at the post-convention meeting and;
O. Consider requests for the use of the Association logo.
Section 3. Meetings
A. Unless otherwise ordered by the Executive Committee, the Board shall meet at least two times each year
2. Pre-Convention, In the convention city on the day previous to the opening of the convention
B. At least fifteen (15) days advance notice of any Special meetings shall be given all members of the Board of Directors.
C. Meetings shall be held at other times when deemed necessary by the President or the Executive Committee or by two-thirds of the voting members of the Board of Directors.
D. The Board may conduct business by mail or by telephone conference call and a report of action taken in this manner shall be verified and made a part of the minutes of the next meeting.
E. A quorum shall be a majority of the members entitled to vote.
F. The President, the Vice President, the Secretary-Treasurer, the immediate past President, and the Directors of the Districts located within the geographic boundaries of the United States of America shall receive expenses, as determined by the Executive Committee, for attending any meeting of the Board.
ARTICLE VII – EXECUTIVE COMMITTEE
Section 1. Composition
The members of the Executive Committee shall be the President, the Vice President and the Secretary-Treasurer
Section 2. Duties
The Executive Committee shall:
A. Transact necessary business between meetings of the Board:
In the case of the inability of the Executive Administrator to handle the monies of the Association, authorize the Secretary-Treasurer or the President to handle the monies of the Association as directed by the Board or Executive Committee
B. Report action taken to the Board;
C. Consider approval of appointments to Standing committees;
D. Determine reasonable travel and living expenses of the members of the Board and other Association members and employees authorized to travel at Association expense.
E. Consider approval of appointments to fill vacancies in the offices of Vice President, Secretary-Treasurer or District Director; and
F. Consider causes for expulsion of members and make recommendations to the Board.
Section 3. Meetings
A. The Executive Committee shall meet at the call of the President or at the call of any two of its members.
B. The Executive Committee may conduct business by mail or by conference telephone and a report of action taken in this manner shall be verified and made a part of the minutes at the next meeting.
C. A quorum shall be a majority of the members.
ARTICLE VIII – COMMITTEES
Section 1. Standing
A. With the approval of the Executive Committee, the President may appoint the following Chairperson(s):
Bottle Show, Bylaws, Editor and Research.
1. The Bottle Show chairperson(s) shall plan and coordinate the staging of a bottle show to be held in conjunction with the convention.
2. The Bylaws committee shall review proposed amendments to these bylaws, submit the proposed amendments with the names of the members proposing and the Bylaws committee’s recommendations to the Editor of the official publication in time to give thirty (30) days previous notice of the proposed amendments prior to the convention at which they are to be considered. This committee shall report to the convention all proposed amendments that are submitted by members to the chairman of this committee prior to February 1st. All automatic grammatical, punctuation, and correlation corrections in bylaws or amendment, shall be effected by this committee subject to the approval of the Board of Directors.
3. The Editor shall publish or cause to be published the official publication of the Association.
Section 2. Special
The President shall appoint Special Committees to perform the work of the Association as deemed necessary or as directed by these bylaws or as directed by the Board of Directors.
The President shall be ex officio a member of all committees.
ARTICLE IX – ASSOCIATION OFFICE
Section 1. The location of the Association Office shall be selected by the Board.
The Executive Administrator shall:
ARTICLE X – LOGO
The Association logo may be used only upon written permission and in the manner specified by the Board.
ARTICLE XI – INDEMNIFICATION
Each officer and Director of this Corporation shall be indemnified by said Corporation against reasonable expenses, actually and necessarily incurred in connection with the defense of any action, suit or having been an Officer or Director of the Corporation, except in relation to matters as to which they shall be adjudged in such action, suit or proceeding to be liable for negligence, misfeasance, or misconduct in the performance of their duties as provided in the bylaws; such right of indemnification shall not be deemed exclusive of any other right to which they may be entitled.
ARTICLE XII – PARLIAMENTARY AUTHORITY
The rules contained in Robert’s Rules of Order, Newly Revised shall govern the Association in all cases to which they are applicable and in which they are not inconsistent with these bylaws and any special rules the Association may adopt.
ARTICLE XIII – AMENDMENT
A. Except as provided in these bylaws in Article XIV these bylaws may be amended only at convention as follows:
1. By a two-thirds vote provided the proposed amendment shall have been submitted by the Bylaws Committee to the Editor and published in the Official publication at least thirty (30) days prior to the opening of the convention at which the amendment is to be considered, or
2. By a ninety percent vote provided previous notice shall have been given at an earlier meeting of the same session.
ARTICLE XIV – RECONFIGURATION OF DISTRICT
Any proposed reconfiguration of district, including dissolution or absorption of a district, resulting in geographical change of district, shall require prior notification and explanation to all members when Published in “Beam Around The World” at least 60 days minimum, prior to convention and approved by members at that convention.
ARTICLE XV – DISSOLUTION
In case the Association should be dissolved in the manner provided by law of the State of Illinois, after all legal debts have been paid; the remaining assets and funds shall be divided by a per-cent of District Members versus total membership. Each District shall submit to the International Office the name of the charity to receive their portion of the funds.
ARTICLE XVI – EMERGENCY CLAUSE
When, because of war or other great disaster or extraordinary emergency, the holding of an annual convention is made impracticable, all functions, powers, and duties of this Association shall be and are vested in the Board.
If travel be forbidden or curtailed to a prohibitive extent, voting by mail for purposes of electing officers and adopting amendments to the bylaws shall be and is hereby authorized and the Executive Committee is hereby empowered to prescribe full and appropriate procedure for the purpose thereof.
Revised July 2008 In Rochester, MN
Revised July 2009 In Springfield, Missouri
Revised July 2011 In Springfield, Missouri
Revised July 2013 In Milwaukee, Wisconsin Section 3. Dues
Revised July 2014 In St Louis, Missouri Article VI Board
Revised July 2017 in Frankfort Kentucky: Includes Foreword, Article II, Membership, Article III, Duties, Article V, Meetings, Article X, Logo, Article XIV Reconfiguration of Districts