PCDA Constitution and By-Laws

ARTICLE I

NAME, PURPOSE AND ASSOCIATION YEAR

Section 1.

The name of this organization is the "Professional Currency Dealers Association, Inc." being incorporated under the laws of the State of Wisconsin.

Section 2.

The objective of this organization shall be to promote, stimulate and advance the profession of dealing in all forms of currency and related items, to advance the study of paper money, and to promote honest, knowledgeable and ethical dealing between member dealers and the public.

Section 3.

The fiscal year of the Association shall be from January 1st through December 31st.

ARTICLE II

MEMBERSHIP AND DUES

Section 1.

The Association shall be composed of Regular Members and Honorary Members.

Section 2.

Regular Members shall be those individuals now Regular Members in good standing and those hereafter admitted as Regular Members on the manner hereinafter set forth:

1. Any individual 18 years of age or over and of good moral character and reputation shall be eligible for membership.
2. Application for membership shall be made on forms prescribed by the Association.
3. All applications for membership must be sponsored by two (2) Members in good standing.
4. To be accepted for Regular Membership in the Association, applicants must demonstrate that they have some meaningful commercial effect upon the field of paper money and related items.
5. All duly sponsored completed applications for Regular Membership shall be sent to the Secretary of the Association.
6. The Secretary shall, within thirty (30) days of receipt of the complete application, poll all Regular Members by mail to determine the fitness of the proposed new member for admission to the Association.
7. All applications for membership in the Association shall be deemed approved thirty (30) days after being forwarded to the membership by the Secretary as outlined above, unless 20% or more of the Regular Members polled indicate in writing their disapproval of the applicant for membership. Such disapproval need not be accompanied by specific reason(s).
8. The Secretary shall notify each applicant for membership as to the status of his (her) application upon completion of the application process as outlined above.

Section 3.

Annual dues shall be determined by the Executive Board and shall be payable to the Treasurer in advance of January 1st of each year. Any member who fails to pay his (her) dues within thirty (30) days from the of receipt of a past due notice, which shall be sent by Certified Mail by the Treasurer, shall be liable to suspension, in which case his (her) name shall be dropped from the membership rolls. Any member suspended for non-payment of dues, or any member who has previously resigned, may be reinstated upon payment of arrearages due at the time of suspension or resignation, as well as all subsequent dues to date, provided no charges are pending against such member, and in any case, only if the charges are withdrawn or dismissed. If aforesaid payments are not made, then the individual must apply for Regular Membership under the provisions as outlined in Article II, Section 2.

ARTICLE III

MEMBERS- RESIGNATION, SUSPENSION AND EXPULSION

Section 1.

Any member violating the by-laws of the Association, committing any unethical act in his (her) dealing with others, unjustly defaming the character of any other member, committing a criminal offense under the laws of any state of the United States, or engaging in conduct prejudicial to the welfare of the Association shall be subject to expulsion or other disciplinary action as hereinafter provided.

Section 2.

Proceedings for expulsion or other disciplinary action shall be initiated by written charges signed by the person making them. Said person may, but need not be, a member of the Association. Such charges, with particulars thereof, shall be filed with the Secretary, who shall thereupon mail a written copy or summary thereof in an envelope sent by Certified U.S. Mail to the accused member at the last address furnished by him (her) to the Secretary. The accused member shall be afforded a reasonable opportunity, which shall in no case be longer than forty - five (45) days from the date of the receipt of the charges, to enter a written defense to such charges. The matter shall then be referred to the Executive Board, which shall determine the case under such rules and regulations as it may adopt. The Executive Board may dismiss such charges, or it may recommend censure, suspension, or expulsion of the accused member. Should the Executive Board recommend censure, suspension, or expulsion of any member, the Secretary shall, within ten (10) days, poll the membership, excepting the member in question, as to whether the decision of the Executive Board shall be upheld. The decision of the Executive Board shall be deemed upheld unless, within thirty (30) days, two - thirds of the total membership votes to reject the recommendation of the Executive Board. Should this occur, the Secretary shall poll the membership to determine the appropriate disposition of the matter, which shall then be decided by the majority of the members voting. The Secretary shall notify all members as to the disposition of all disciplinary actions.

Section 3.

Until the final decision of the Executive Board is put forth, as ratified by the membership, the accused member shall continue as a member in good standing of the Association

Section 4.

Any member convicted of a felony under the laws of any state or the laws of the United States of America shall automatically be expelled from membership in the Association.

Section 5.

No Regular Member shall be permitted to resign from the Association while charges are pending against him (her). Additionally, suspension or resignation will not abrogate indebtedness by said member to the Association under any circumstances.

Section 6.

The Executive Board may vote to reinstate the membership of any person who has been expelled from the Association, save for person expelled by reason of conviction of a felony. A majority vote of the entire membership shall be required before such individual is reinstated.

ARTICLE IV

ELECTED OFFICERS - EXECUTIVE BOARD

Section 1.

The elected officers of the Association shall be the President, Vice President, Secretary, Treasurer, and four (4) Governors.

Section 2.

The Association's immediate past - President shall automatically become a member of the Executive Board for a two year term immediately upon expiration of his (her) elected office.

Section 3.

The President, Vice President, Secretary, Treasurer, and four (4) Governors, plus the Association's immediate past - President, shall constitute the Executive Board who shall manage, operate, and conduct the affairs of the Association.

Section 4.

The President shall have general supervision over all the affairs of the Association. His (her) duties shall include, but not limited to, the following:

1. To preside at all meetings of the Association.
2. To call meetings of the Executive Board and preside thereat.
3. To appoint all committee chairpersons that may be necessary to achieve the objectives of the Association and to remove them at will.
4. To serve as spokesperson for the Association in all dealings with outside individuals, groups, or media.

Section 5.

The duties of the Vice President shall be:

1. To assist the President, at his (her) request, in the discharge of his (her) duties.
2. To act in the place of the President in the case of his (her) absence or disability.
3. To succeed to the position of President in the case of his (her) death or resignation.

Section 6.

1. To act as Secretary to the Executive Board, and keep a true record of its proceedings.
2. To receive all properly prepared applications for membership as described in Article II.
3. To handle all correspondence relating to Association matters.
4. To perform other such functions as described in the Constitution and By-Laws of the Association.

Section 7.

The Executive Board shall have the power to act on the affairs and business of the Association, including but not being limited to:

1. Decide on the time, place and arrangements for holding conventions and Association meetings.
2. Prescribe the form of membership applications.
3. Rule on the disposition of formal charges brought against a member.
4. Determine the amount of annual membership dues.
5. Remove from office any elected officer, or Executive Board member, who does not or cannot meet the requirements of his (her) office.
6. Prescribe the time and manner of publication and distribution of a directory of members.
7. A quorum for the transaction of business at meetings of the Executive Board shall consist of five (5) out of the (9) Members.
8. Each member of the Executive Board, without exception or limitation, shall have an equal right to vote on any matter.
9. A majority vote of the Executive Board shall be required in order to amend the Constitution and By-Laws of the Association, subject to ratification by a majority of the membership.
10. Members of the Executive Board may vote by mail, facsimile or telephone, but affirmative mail or facsimile votes of a majority of all members of the Executive Board shall be required for By-Law amendments.
11. Meetings of the Executive Board shall be conducted in accordance with Robert's Rules of Order.
12. The Executive Board shall meet at least twice per year, at times and places to be determined by the President.
13. In addition to the meetings mandated by Article IV Section 8 (l), the Executive Board may hold additional meetings at times and places to be determined by the President, or by a majority vote of said Board, which vote may be initiated by any member of said Board.

Section 9.

Terms of office for all Association officers shall be two (2) years.

ARTICLE V

ELECTION OF OFFICERS

Section 1.

Officers shall be elected at the annual meeting of the Association held in odd numbered years. Any Regular Member in good standing shall be eligible for election to any office. Election shall be decided by a majority vote of Association members in attendance at the annual meeting.

ARTICLE VI

MEETINGS AND CONVENTIONS

Section 1.

The Association shall hold at least one (1) general membership meeting per year.

Section 2.

In those years in which the Association sponsors or co-sponsors an annual convention, the general membership meeting shall take place during the time and at the place of said convention. In years in which the Association does note sponsor or co-sponsor an annual convention, the general membership meeting shall take place during the annual Memphis International Paper Money Convention.

ARTICLE VII

DISSOLUTION

Section 1.

Should this Corporation dissolve or be liquidated pursuant to the non-profit corporation laws of the State of Wisconsin, any and all assets available for distribution shall be distributed as provided in the Articles of Incorporation or shall be distributed to the American Numismatic Society.