CONSTITUTION
of the
COLLECTORS CLUB OF CHICAGO

[Ratified and Adopted the 12th Day of September 2013, and as Thereafter Amended]

ARTICLE I. Names and Purpose

Section 1. Name. The name of the organization shall be the Collectors Club of Chicago (hereinafter referred to as the “CCC”).

Section 1.2. CCC Membership. The “CCC Membership” shall be the Active and Honorary CCC Members in good standing that comprise the CCC Collective Unit.

Section 1.3. CCC Realty. The “CCC Realty” shall be the CCC properties that include, but are not limited to, the CCC Clubhouse (a.k.a. “Cabeen House”).

Section 1.4. CCC Furnishings. The “CCC Furnishings” shall include, but are not limited to, the CCC Library, the CCC Arts and Antique Furniture, and the CCC Technical and Household Equipment, all of which are the aggregate collective property of the CCC Not-For-Profit Corporation (hereinafter referred to as the “NFPC”).

Section 2. Purpose of the Club. The purposes for which the CCC is organized shall be to promote interest and knowledge of philately among its members and the public generally through the following actions.

Section 2.1. Through the encouragement of philatelic research.

Section 2.2. Through the exchange of philatelic and philatelically-related information with other philatelic organizations, and among its own members at general meetings conducted for this purpose.

Section 2.3. Through the preparation, publication and distribution of philatelic literature and periodicals.

Section 2.4. Through the maintenance of a philatelic library.

Section 2.5. Through the maintenance of a laboratory with appropriate equipment for the examination and study of philatelic material.

Section 2.6. Through the holding of public and private philatelic exhibitions.

Section 2.7. Through co-operation and advice to assist schools, hospitals and similar institutions in the organization and conduct of philatelic clubs, and in the instruction of philatelic matters, particularly with a view to enlarge and develop the cultural and historical aspects of philately.

Section 2.8. To study the history of the world as depicted on stamps issued by the countries of the world.

Section 2.9. To study methods of printing.

Section 2.10. To study methods of paper making, including watermarks.

Section 2.11. To study types and compositions of printing.

Section 3. Profits and Earnings. No part of the profit or net earnings of the CCC is to inure to the benefit of any member. No part of the activities of the CCC shall be involved in campaigning or otherwise attempting to influence legislation.

ARTICLE II. Membership

Section 1. CCC Members. The members of the CCC shall be such persons as shall be elected by a majority of the Board of Directors (hereinafter referred to as the “BoD”), and whose membership shall be ratified by a majority of the CCC Membership.

Section 2. Classes of CCC Members. The classes of members shall be Active, Ambassador, and Honorary.

Section 3. Election of CCC Directors. At each biennial business meeting, the Active and Honorary Members shall elect six (6) members to the BoD, all of whom shall serve without pay; these Directors shall all hold office for two (2) years, or until their successors are elected. The six elected members, plus the immediate ex-officio President, shall elect from their members a President and a Vice President. The elected President shall appoint a Treasurer and Secretary, who will serve for two-year terms, or until their successors shall have been appointed.

ARTICLE III. Directors

Section 1. CCC Management and Control. The affairs of the CCC shall be managed and controlled by the BoD in accordance with the CCC Constitution and By-Laws (hereinafter referred to as the “C&BL). They shall serve their offices without pay, or without any goods or services in exchange for their managerial services.

Section 2. Board of Directors Members. The BoD shall consist of seven (7) members, all of whom shall be Active or Ambassador Members in good standing, one of whom shall be the immediate ex-officio President.

Section 3. Board of Directors Vacancies. The BoD by a majority vote shall have the power to fill all vacancies that may occur in its body. The Director so chosen to fill a vacancy shall hold office until the next biennial business meeting.

Section 4. Powers and Authority. The BoD shall have the power and authority to receive and hold by purchase, grant, gift, deed of trust, or devise, all real and personal property for and in the name of the CCC.

Section 5. Extraordinary Expenditures and Commitments. Extraordinary expenditures or commitments by Directors and/or other Officers and/or Ambassadors being over Ten Thousand Dollars ($10,000.00) shall not be valid unless approved by a majority of the CCC Membership present at the next meeting after written notice.

ARTICLE IV. Officers and Duties

Section 1. Supreme Authority. The supreme authority of the CCC is vested in the CCC Membership acting through the duly-elected CCC BoD.

Section 2. President. The President shall preside at all meetings of the CCC and of the CCC BoD, and shall designate all Appointees, as well as all Standing Committees and Ad Hoc Committees; the President shall be ex-officio a member of all committees. The President shall execute, on behalf of the CCC, all contracts and other papers upon instructions from the BoD.

Section 3. Vice-President. The Vice-President, in the absence of the President, shall perform all the duties of the President, and act in the President’s place. The Treasurer and Secretary, in order named, shall act in place and stead of the President in the case that both the President and the Vice President are absent.

Section 4. Treasurer. The Treasurer shall have charge of the finances of the CCC, subject to the direction of the BoD. The Treasurer shall have the custody of all gifts and funds that have been or may be deeded or given to the CCC, other than those which may be placed under the control and administration of the BoD, and shall hold the same in such manner as may be determined by the BoD. Bills shall be paid only against vouchers, which shall be kept in a file open to the examination of any member of the BoD. All such monies received by the Treasurer, shall be kept in such bank or banks as shall be designated for that purpose by the BoD. The Treasurer shall issue bills for all amounts due the CCC, and shall keep proper accounts in books belonging to the CCC, and provided for that purpose. At biennial Business Meetings, or at such other times as the BoD may direct, the Treasurer shall render a report of these accounts no less than once yearly. The Treasurer shall furnish a surety bond, at the discretion of the BoD, at the expense of the CCC in such sums as the BoD may require. Any CCC payment check in the amount of more than three-thousand dollars ($3,000) must be countersigned by the President.

Section 5. Secretary. The Secretary shall keep a record of all the meetings of the CCC Membership and of the BoD in books belonging to the CCC, and provided for that purpose. The Secretary will be the corresponding officer of the CCC, shall give all notices of meetings of the members and of the BoD, shall keep all other records of the CCC, and shall in general perform all other duties incident to their office.

Section 6. Meetings Order of Chairing. At any meeting of the BoD, when the President, Vice President, Treasurer and Secretary may be absent, any Director may be elected to act as Chairperson of that meeting.

ARTICLE V. Duties of Directors

Section 1. Board of Directors Duties. It shall be the duty of the BoD to carry out the purposes, goals and objectives of the CCC as directed in the CCC C&BL.

Section 2. Board of Directors Business Management. The BoD shall have general charge, management and control of the affairs, funds and property of the CCC, and shall have the general power to establish rules, regulations, and policies upon all matters not specifically covered by the CCC C&BL as it may deem necessary for the proper transaction of business and the orderly conduct of the concerns of the CCC.

Section 3. Board of Directors Meetings. The BoD shall meet for the transaction of business on a quarterly basis, and at any other time the President or any four (4) members of the BoD requests in writing that such meeting be called.

Section 4. Board of Directors Meeting Quorum. A majority of the BoD shall be four (4) in number, that majority constituting a quorum for the transaction of business, and a majority of those present shall rule.

Section 5. Board of Directors Powers. The Directors hereinafter specified shall have the power and duties herein set forth, and such additional powers and duties as may be delegated to them by the President and/or the BoD.

ARTICLE VI. Recall of Officers and Directors

Any CCC Director or Officer may be recalled and removed from office by the affirmative vote of two-thirds (2/3rds) of the Active and Honorary Members in good standing present at any General or Special Business Meeting of the CCC, provided that notice of the contemplated action shall have been given to all CCC members at least fourteen (14) days before the prospective action.

ARTICLE VII. Suspension and Expulsion of Members

Section 1. Suspension and Expulsion Causes. Cause shall be defined as any action by a member, which in the opinion of the BoD, is detrimental to the CCC.

Section 2. Membership Suspension. Any member of the CCC may be suspended for cause by a majority vote of the Active and Honorary Members for such period as they may deem appropriate.

Section 3. Membership Expulsion. Any member of the CCC may be expelled for cause by a two-thirds (2/3rds) majority vote of the Active and Honorary Members present at the meeting after written notice. Such action shall only be taken after a ten (10) days’ notice in writing shall have been mailed to the member, together with a copy of the charges and a date set at which the member may appear before the BoD to attend a hearing on the charges. The person preferring the charges shall also be required to be present.

ARTICLE VIII. Meetings

Section 1. Monthly General Meetings. There shall be General Monthly Meetings of the CCC on the second Thursday of the month, with the exception of the month of December, or on such days as the BoD shall fix.

Section 2. Biennial Business Meetings. The biennial business meeting of the CCC shall be held on the second Thursday, in February, in every even-numbered year.

Section 3. Special Meetings. A Special Meeting of the CCC may be called by the CCC BoD, or by written request of at least seven (7) Active and/or Honorary Members addressed to the President, and stating the object or reason for calling such meeting. Written notice shall be mailed to the members entitled to a vote at least fifteen (15) days before holding the meeting.

Section 4. Business and Special Meetings Quorum Requirements. A quorum at Business or Special Meetings of the CCC shall consist of fifteen (15) Active and/or Honorary Members in good standing.

Section 5. Robert’s Rules of Order. The latest edition of “Robert’s Rules of Order” shall govern the proceedings of CCC General, Business, Special and BoD meetings.

ARTICLE IX. Cessation of Property Interest

Section 1. Dividends and CCC Realty Dissolution. No dividends shall be paid for the benefit of any person or corporation, and no property shall be disposed of for the pecuniary profit of any member. No part of the net earnings of the CCC shall inure to the benefit of any member or individual. In the event of dissolution of the CCC Realty, the resultant assets will revert to the CCC Membership, with no property, real or personal, being distributed to members.

Section 2. Cessation of Member’s Interests Upon CCC Realty Dissolution. All rights, title and interest, both legal and equitable, which a member may have in and to the property of the CCC, subject to the foregoing section, shall cease and terminate in the event of any of the following: (a) the expulsion of such Active or Honorary Member, (b) the striking of the Active or Honorary Member’s name from the roll of members, or (c) the death or resignation of such an Active or Honorary Member.

Section 3. CCC Membership Dissolution. In the event of dissolution of the CCC Membership, and after the payment of all debts, liabilities, and obligations, all remaining assets shall be distributed to one or more corporations, funds, foundations, and/or organizations organized and operated exclusively for philatelic charitable, scientific, literary, or educational purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986, or within the meaning of a corresponding section or sections in a subsequent Internal Revenue Code. It is specifically understood that no member has any right, title or interest, whether legal or equitable, in any real or personal assets of the CCC.

ARTICLE X. Amendments

This CCC C&BL may be amended at any General, Biennial, Special or duly and properly called Special Meeting of the CCC, at which the required quorum of fifteen (15) Active and/or Honorary Members shall be present, by a vote of two-thirds (2/3rds) of the members present and voting, provided that a copy of the proposed amendment shall have been mailed to each Member of the CCC at least thirty (30) days prior to said meeting.

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