BYLAWS OF THE OKLAHOMA LEATHER ASSOCIATION (OkLA)

ARTICLE I - TITLE AND PURPOSE

SECTION 1: TITLE
The name of this organization shall be the “Oklahoma Leather Association”, hereafter referred to as "OkLA".

SECTION 2: PURPOSE
A. INTERESTS
This organization encourages all leather persons to seek ways to provide fact-based leather history and experience-based lifestyle knowledge, promoting high-quality education to the community we serve; while providing a safe space for leather persons to experience camaraderie and education on all aspects of the leather lifestyle, now and into the future.

B. LIMIT FOR TAX EXEMPT PURPOSE
The organization is organized exclusively for charitable and educational purposes under section 501(c)(3) of the Internal Revenue Code, or corresponding section of any future federal tax code. OkLA will not engage in any activities that are unrelated to the purposes under which it is granted its tax-exempt status.

C. OPEN MEMBERSHIP
This association of persons is open to all individuals, regardless of race, religion, sexual orientation or national origin, and is dedicated to educating the community and promoting unity in social, and charitable ways.

ARTICLE II - MEMBERSHIP

SECTION 1: MEMBERSHIP
Membership shall include active, associate, alumni, and honorary members.

A. ACTIVE MEMBERS
1. Active members must be at least twenty-one (21) years of age and must reside within the state of Oklahoma, or receive 100% approval of the Executive Board at the time of application.
2. A non-refundable installation fee of twenty-five dollars ($25.00), non-prorated, shall be paid upon application for active membership to cover current fiscal year dues.
3. There will be no limit on the number of active members.
4. Each active member shall have voting privileges.
5. Active members are required to attend all general meetings. If a member is unable to attend a meeting, they shall notify one of the Executive Board members prior to the next board meeting.
6. Dues for active members shall be twenty-five dollars ($25.00) per fiscal year starting July 1.
7. Active members with three (3) unexcused absences or two (2) months delinquent dues shall be notified in writing by the Secretary to appear at a meeting of the Executive Board to show cause why they should not have their membership terminated and colors removed. The decision of the Executive Board can only be appealed by the Board of Directors.
8. Active members shall purchase, at their own expense (non-refundable), a large club patch (referred to as colors or club colors) to be worn on the back of a vest, jacket or overlay. Club colors shall be worn at all OkLA meetings, functions, bar nights, runs and other activities. Club colors shall remain the property of OkLA.

B. ASSOCIATE MEMBERS
1. Associate members must be at least twenty-one (21) years of age and must reside outside the state of Oklahoma, or receive 100% approval of the Executive Board at the time of application. They shall be:

a. A person who is an active member in good standing of another uniform, leather, levi or motorcycle club may be voted on for associate membership at the first meeting after his credentials have been checked.
b. A person who is not a member of another uniform, leather, levi or motorcycle club may be voted on after a three (3) month introductory period.

C. ALUMNI MEMBERS
1. Alumni members are long-time members, in good standing, who move away from the state of Oklahoma yet wish to remain a part of OkLA. They shall:

a. Be a person who is an active member in good standing of OkLA at the time of their relocation away from the state of Oklahoma.
b. State to the club in writing, their desire to become an alumni member of OkLA.

D. HONORARY MEMBERS
1. Those non-members who in the opinion of OkLA have made major contributions to and have supported the purpose of OkLA, shall be considered for honorary membership.
2. Honorary members must be at least twenty-one (21) years of age.
3. There will be no limit to the number of honorary members.
4. Honorary members must receive a 100% affirmative vote by the active members present at the meeting.
5. Honorary members shall not have voting privileges but may discuss issues.
6. Honorary members are encouraged to attend all general meetings.
7. There shall be no dues for honorary members.
8. Honorary members shall have the option to purchase at their own expense, the back and/or shoulder club colors. Club colors shall remain the property of OkLA.
9. Honorary members may wear club colors at OkLA meetings, functions, bar nights, runs or other activities.

E. NON-PROFIT MEMBERSHIP RESTRICTION
All members and Directors must be eligible to be part of a 501(c)(3) non-profit organization. If at any time a member or Director becomes ineligible to be part of a 501(c)(3) non-profit organization, their affiliation will be immediately suspended until they are able to be part of a 501(c)(3) non-profit organization.

SECTION 2: CONDUCT AND DISCIPLINE
A. WEARING CLUB COLORS
No active, associate or honorary member of OkLA shall allow anyone else to wear their club colors at any time.

B. FAVORABLE CONDUCT
Each active member, associate member, honorary member, and pledge must realize that they are a public representative of OkLA and as such must conduct themself with dignity and responsibility to reflect favorably on fellow members and OkLA in general.

C. GROSS MISCONDUCT
Gross misconduct or heinous behavior in public while wearing club colors, or at OkLA functions, will not be tolerated. This includes, but not limited to: theft, willful destruction of property, selling or consumption of illegal drugs, or excessive use of alcohol.

D. DISCIPLINE
Such behavior will be reviewed by the Executive Board. In the event the Executive Board finds that an act of Gross Misconduct or Heinous behavior has occurred, then disciplinary action will be determined at the next regular membership meeting. Disciplinary action may include, at a minimum, a reprimand and, at maximum, termination of membership and revocation of club colors based on a decision by three-fourths of the voting members present.

SECTION 3: PLEDGESHIP
A. PURPOSE OF PLEDGESHIP
Pledgeship is to allow an applicant for active membership the opportunity to show their interest and support of OkLA’s purposes and the ability to work with members to accomplish its goals.

B. PROCESS OF PLEDGESHIP
The process of pledgeship will include:

1. Becoming acquainted with the Executive Board and the other members of OkLA who will explain its purposes, interests and functions.
2. Being allowed to attend not more than two (2) regular meetings with a sponsor.
3. Being asked to declare his interest and intent toward OkLA.
4. Completing an application form with a sponsor’s signature and submitting it to the Pledge Master, along with a non-refundable installation fee of twenty-five dollars ($25.00), non-prorated, to cover current fiscal year dues.
5. Completing a minimum three (3) month probationary pledgeship, during which time the pledge will be expected to study and learn the by-laws, attend all regular meetings and as many other functions as possible. Probationary period may be shorter if the pledge is an active member in good standing of another uniform, leather, levi or motorcycle club and they receive 100% approval of the active members present to be accepted as an active member.
6. Being assigned a project by the Pledge Master that the pledge will do for the club. This must be completed before the pledge will be considered for membership. This project is tailored to show the club, the pledge’s willingness to work in and on future projects.
7. Wearing the “OkLA PLEDGE” armband to all meetings and functions.
8. Being voted on at the meeting following the three (3) month probationary period and after acceptance of the by-laws and completion of project. A pledge must receive three-fourths approval of the active members present to be accepted as an active member.
9. A pledge may purchase club colors at their own expense after they are accepted as an active member.

SECTION 4: RESIGNATIONS
A. METHOD OF RESIGNING
Any active, associate, or honorary member of OkLA may resign from membership at any time by submitting a letter of resignation to the Executive Board along with the club colors.

B. ANNOUNCEMENT OF RESIGNATIONS
All resignations will be announced at the next regular meeting.

ARTICLE III – BOARD OF DIRECTORS

SECTION 1: BOARD OF DIRECTORS
The Board of Directors shall consist of the 3 people. No member of the Board of Directors may live at the same address or be in a relationship with another member of the Board of Directors. If two members of the Board of Directors start a relationship or living together at the same address after they are elected, one of them must resign their board position immediately.

SECTION2: DUTIES
The primary role of the Board of Directors is to provide advice and guidance to the Executive Board, and appoint the President each year. Activities within, but not limited to this scope:

A. DIRECTIONAL REPORT TO THE PRESIDENT
The Board of Directors will provide a written report to the President each July advising them of the direction or activities the Board of Directors would like to see accomplished within the calendar year.
B. PRESIDENTIAL APPOINTMENT
The Board of Directors will appoint the President each June who will start serving that office on July 1. This appointment must be limited to an active member in good standing.
C. EMERGENCY VOTE
The Board of Directors may meet to have a vote about any decision made by the Executive Board. All decisions made by the Board of Directors are final and are not subject to appeal.

SECTION 4: ELECTION OF DIRECTORS
A. NOMINATION RESTRICTIONS
Nominations for directors are at least twenty-five (25) years of age and reside within the state of Oklahoma.
B. OPEN NOMINATIONS
The President shall open the floor for nominations within 30 days of a Board of Directors vacancy.
C. SECRET BALLOT
If there is more than one nomination, voting shall be by secret ballot.
D. TIME OF ELECTIONS
Election of directors shall be 60 days from the date of a Board of Directors vacancy.
E. TERM OF OFFICE
Newly elected directors shall serve for life or until resignation.

SECTION 5: RESIGNATION
A director may resign in writing to the Executive Board.

SECTION 6: GENERAL
1. Directors who are not active members shall not have voting privileges in general meetings, but may discuss issues.
2. Directors are encouraged to attend all general meetings.
3. There shall be no dues for members of the Board of Directors
4. Directors shall have the option to purchase at their own expense, the back and/or shoulder club colors. Club colors shall remain the property of OkLA.
5. Directors may wear club colors at OkLA meetings, functions, bar nights, runs or other activities.

ARTICLE IV - EXECUTIVE BOARD

SECTION 1: EXECUTIVE BOARD
The Executive Board shall consist of the following: President, Vice-President, Secretary/Historian, Treasurer, Secretary, Road Master, Master at Arms, and Pledge Master. No member of the Executive Board may live at the same address or be in a relationship with another member of the Executive Board. If two members of the Executive Board start a relationship or living together at the same address after they are elected, one of them must resign their board position immediately.

A. PRESIDENT
1. The President shall be appointed by the Board of Directors each June.
2. The President shall plan and preside at all board and regular meetings.
3. The President shall appoint all committees.
4. The President shall call for executive board members nominations each May.
5. The President shall report directly to the Board of Directors.

B. VICE-PRESIDENT
1. The Vice-President shall perform the duties of the President in their absence.
2. The Vice-President shall be the chairperson of all committees.

C. SECRETARY/HISTORIAN
1. The Secretary/Historian shall record, transcribe and distribute copies of the minutes of all regular and Executive Board meetings.
2. The Secretary/Historian shall keep a file of the approved minutes of all meetings, signed by the President.
3. The Secretary/Historian shall keep a record of attendance at all meetings.
4. The Secretary/Historian shall be responsible for all correspondence and keeping a file of the same.
5. The Secretary/Historian shall be responsible for all administrative distributions to members and pledges as directed by the Executive Board.
6. The Secretary/Historian shall keep an up to date copy of all by-laws with amendments and changes and shall provide copies of the by-laws to all members.
7. The Secretary/Historian shall keep a pictorial and written record of all OkLA events and meetings.
8. The Secretary/Historian shall be responsible for publishing and maintaining historical records of the club quarterly newsletter. This may be in a print or electronic format.
9. The Secretary/Historian shall retain memorabilia – t-shirts, pins, dog tags, etc. from events or other club activities.

D. TREASURER
1. The Treasurer shall be in charge of and record all financial matters. Detailed records must be kept of all incomes and all expenses.
2. The Treasurer shall notify all active, associate, and alumni members of dues owed and collect them in a timely manner.
3. The Treasurer shall provide a detailed financial report at each monthly meeting.
4. Each July, the Treasurer shall publish a yearly written financial report to be presented to the Executive Board, the general membership and such governmental agencies required by law.
5. The Treasurer shall file all tax returns as may be required by law
6. The Executive Board, except the Treasurer, shall direct audits of all financial records kept by the Treasurer, including frequency of audits, and appointing a person(s) to conduct the audits.

F. ROAD MASTER
1. The Road Master shall be responsible for OkLA outings and road tours. This shall include route, lodging, parties and all other necessary arrangements.
2. The Road Master shall keep a file of all notices concerning parties, run applications and other activities and shall ensure they are communicated to the membership.

G. MASTER AT ARMS
1. The Master at Arms shall be responsible for all physical property of OkLA not under the purview of other officers.
2. The Master at Arms shall maintain an inventory of all property which shall be audited by the Executive Board.
3. The Master at Arms shall be responsible for arranging transportation of the required properties to and from all functions.
4. The Master at Arms shall maintain order at all meetings and functions.

H. PLEDGE MASTER
1. The Pledge Master shall be in charge of all pledge activities.
2. The Pledge Master shall receive applications for club membership from potential pledges. Track and record attendance at club functions during the time allocated for the pledge’s three (3) month probationary period.
3. The Pledge Master shall insure all pledges have studied the by-laws, fully understand them, and has witnessed the signing by the pledge, and submitted a signed copy of agreement.
4. The Pledge Master shall assign all pledges their project(s) as described in the Process of Pledgeship.
5. The Pledge Master shall monitor the conduct, meeting attendance, and project performance of all pledges, and shall report their findings at the meeting during which the pledge is considered for membership.

SECTION 2: GENERAL
A. IMPEACHMENT
Any officer can be impeached for gross dereliction of duty. Any active member, in writing to the Executive Board, may initiate impeachment proceedings. A simple majority of the Executive Board, except for the concerned officer who shall not vote on his own impeachment, is required to bring the impeachment to the full vote of the active membership. A three-fourths majority of active members present is required to remove an officer.

B. DISBURSEMENT OF FUNDS
All expenses incurred by OkLA must be justified and receipts presented to the Treasurer prior to payment. Authorities for expenditures are as follows:

1. Any officer may spend up to twenty-five dollars ($25.00) per expenditure in fulfilling thier office without prior approval.
2. An expense over twenty-five dollars ($25.00) but less than one hundred dollars ($100.00) per expenditure must be pre-approved by a majority vote of the Executive Board.
3. An expense over one hundred dollars ($100.00) per expenditure must be pre-approved by majority vote of the active membership.

C. CHECKING ACCOUNT SIGNATURES
The Treasurer shall maintain a checking account. All accounts must require two signatures for withdrawal of funds. The Treasurer, President, and Secretary/Historian may all be authorized signators.

D. SPECIAL AWARDS
The Executive Board may recognize and provide special awards to individuals and other clubs.

SECTION 3: ELECTION OF OFFICERS
A. NOMINATION RESTRICTIONS
Nominations for officers are limited to active members in good standing.

B. OPEN NOMINATIONS
The President shall open the floor for further nominations each May.

C. SECRET BALLOT
If there is more than one nomination for an office, voting for that office shall be by secret ballot.

D. TIME OF ELECTIONS
Election of officers shall be at the June meeting.

E. TERM OF OFFICE
Newly elected officers shall serve for a one year period beginning on July 1st of the new calendar year.

SECTION 4: RESIGNATIONS
A. OFFICER’S RESIGNATION
An officer may resign in writing to the Executive Board.

B. MORE THAN TWO (2) MONTHS
If more than (2) months remain in the term of office, an election will be held at the next general meeting.

C. LESS THAN TWO (2) MONTHS
If two (2) months or less remain, the situation will be handled as follows:

1. In case of the President’s resignation, then the Vice-President will assume the duties of the President.
2. In the case of other officers, the President will appoint a successor for that office, subject to the approval of a majority of the Executive Board.

ARTICLE V - MEETINGS

SECTION 1: REGULAR MEETINGS
A. REGULAR MEETINGS
1. Regular meetings will be held at a specific date and time to be determined by the Executive Board and to be approved by the present active members.
2. Regular meetings may be made available via electronic conferencing format if extenuating circumstances arise preventing in person gatherings, i.e. pandemic, etc. The decision for the availability of this format will be determined by the Executive Board.

B. EMERGENCY MEETINGS
Emergency meetings may be called at any time by the Executive Board or by three (3) or more active members.

C. RESCHEDULING MEETINGS
In case of extenuating circumstances (i.e. inclement weather), the Executive Board shall be responsible for rescheduling the meeting and notifying members of the new date and time.

D. RULES OF ORDER
Meetings shall be conducted in accordance with Robert’s Rules of Order.

E. QUORUM REQUIRED
Business may be conducted at the regular meetings with a quorum of 50% plus one (1) active members present.

1. If a quorum is not met, the meeting may proceed as planned and no business should be conducted.
2. Should there be a matter that needs immediate attention with no quorum present, the members present may ask the executive board to poll the absent voting members so as to get a majority consensus to approve the measure.
3. This exception to the quorum, shall not be used to amend the by-laws, elect officers or conduct business that can wait till the next scheduled meeting.

SECTION 2: EXECUTIVE BOARD MEETINGS
A. PRIOR TO GENERAL MEETINGS
The Executive Board shall meet prior to the regular meetings. Electronic or phone conferencing may be used for Executive Board Meetings.

B. CLOSED EXCEPT BY INVITATION
The Executive Board meetings shall be closed to the general members and the public, except by invitation.

C. REQUEST BY ACTIVE MEMBER
Any active member may request a meeting of the Executive Board.

D. QUORUM REQUIRED
Business may be conducted at the regular meetings with a quorum of four (4) Executive Board members present.

1. If a quorum is not met, the meeting may proceed as planned and no business should be conducted.
2. Should there be a matter that needs immediate attention with no quorum present, the executive board members not present shall be polled to get a majority consensus to approve the measure.
3. This exception to the quorum, shall not be used to amend the by-laws, elect officers or conduct business that can wait till the next scheduled meeting.

SECTION 3: BOARD OF DIRECTOR MEETINGS
A. PRIOR TO JUNE EACH YEAR
The Board of Directors shall meet each May to choose a Presidential appointment and draft the Directional Report to the President. Electronic or phone conferencing may be used for Board of Director Meetings.

B. CLOSED EXCEPT BY INVITATION
The Board of Director meetings shall be closed to the general members and the public, except by invitation.

C. REQUEST BY ACTIVE MEMBER
Any active member may request a meeting of the Board of Directors.

D. QUORUM REQUIRED
Business may be conducted at the regular meetings with a quorum of two (2) Board of Director members present.

1. If a quorum is not met, the meeting may proceed as planned and no business should be conducted.
2. Should there be a matter that needs immediate attention with no quorum present, the Board of Directors members not present shall be polled to get a majority consensus to approve the measure.
3. This exception to the quorum, shall not be used to amend the by-laws, elect officers or conduct business that can wait till the next scheduled meeting.

ARTICLE VI - DISBANDMENT

SECTION 1: PROCEDURE
To insure that OkLA’s direction continues to be nonprofit, in the event of disbandment, the remaining active members shall decide by majority vote which assets to donate to charitable or nonprofit organizations and which to sell at auction in accordance with IRS 501(c)(3) – 1(b)(1) and (4); and state guidelines.

SECTION 2: DISPOSAL OF FUNDS
All of OkLA’s funds shall be donated to the charitable or nonprofit organization(s) selected by majority decision of the remaining active members in accordance with IRS 501(c)(3) – 1(b)(1) and (4); state guidelines.

INDEMNIFICATION AND HOLD HARMLESS

Oklahoma Leather Association (OkLA) shall fully defend, indemnify, and hold harmless its respective officials, directors, employees, members and agents from any and all claims, lawsuits, demands, causes of action, liability, loss, damage, and/or injury, of any kind whatsoever (including without limitation all claims for monetary loss, property damage, equitable relief, personal injury, and/or wrongful death), whether brought by an individual or other entity, or imposed by a court of law or by administrative action of any federal, state, or local governmental body or agency, arising out of, in any way whatsoever, any acts, omissions, negligence, or willful misconduct on the part of OkLA, its officers, owners, personnel, employees, agents, contractors, invitees, or volunteers. This indemnification applies to and includes, without limitation, the payment of all penalties, fines, judgements, awards, decrees, attorneys’ fees, and related costs or expenses, and any reimbursements to OkLA for all legal fees, expenses, and costs incurred by it.