1 April 2007

Revision 6

HUNTSVILLE AEROSPACE MARKETING ASSOCIATION

BY-LAWS

I. ASSOCIATION NAME

The organization shall be known as the Huntsville Aerospace Marketing Association (HAMA).

II. ASSOCIATION OBJECTIVES/GOALS

Ø To promote and maintain communications and relations between the represented aerospace industries and local federal government agencies.

Ø To promote and maintain communications and relations between local aerospace industries.

Ø To provide government agencies an efficient and effective single point of broad industry contact within the Tennessee Valley.

Ø To provide an industry forum for organizing and promoting activities on important issues of common interest.

III. ASSOCIATION STRUCTURE

The Association structure will consist of an Executive Committee, General Association Membership, and an Advisory Council.

A. EXECUTIVE COMMITTEE

1. The Association shall have an Executive Committee whose function will be to direct, coordinate, and approve all Association business transactions and other activities.

2. The Executive Committee shall be comprised of three elected (3) officers, one (1) past president from the proceeding year who shall serve as a director/advisor, two (2) appointed functional chairpersons, and a General Administrator. The three (3) officers, one (1) director/advisor, and two (2) functional chairpersons shall be voting members.

3. Executive Committee positions include (in order of precedence):

President Officer/Voting Member

Vice President Officer/Voting Member

Treasurer/Secretary Officer/Voting Member

Director/Advisor Past President/Voting Member

Programs Chair Appointed/Voting Member

Membership Chair Appointed/Voting Member

General Administrator Appointed/Non Voting Member

Programs Assistant Appointed/Non Voting Member

4. Membership on the Executive Committee shall be limited to no more than one individual from the same member company or organization.

5. A quorum vote of the Executive Committee voting members shall be required on all matters. A quorum shall be three (3) or more voting members.

6. The Executive Committee officers, director/advisor and chairs shall serve in their respective positions for a period of twelve (12) months effective with the January Association luncheon meeting.

7. The officers and appointed chairs shall have the option to succeed to the next office the following year (as shown in the order of precedence above), maintain their chair as allowed by the Executive Committee, or resign from Executive Committee membership. The General Association Membership will elect new officers to fill any vacancies for the following year at the year-end membership meeting.

8. The Past President shall become the new Director/Advisor.

9. The officers of the Executive Committee will appoint members to serve as Membership and Program Chairs.

10. The duties of the Executive Committee members shall be as follows:

President - Chair meetings of the General Association Membership and the Executive Committee. Represent the Association at outside functions and to other organizations. Maintain signature authority for the Association’s financial accounts. Prepare and send letters to new members and members who have lost their membership status.

Vice President - Perform the functions of the President in his/her absence. Plan for and manage all activities and projects other than monthly meetings. At a minimum, this will include an annual association picnic (held in lieu of the September monthly luncheon meeting) and a tour of an industry facility within the Tennessee Valley that would be of interest to the General Association Membership. Perform other duties as directed by the President.

Secretary/Treasurer - Manage financial accounts for the Association and act as custodian of the Association’s funds. Coordinate any review of the Association’s financial records and provide results to the Executive Committee for approval. Receive and deposit dues, guest luncheon fees or other incoming funds. Pay Association bills. Coordinate with the Membership Chair and report to the Executive Committee those members who are two quarters or more in arrears for Association dues payment. Submit financial reports at Executive Committee meetings for approval. Submit final financial report for business year close-out approval. Record, maintain, and electronically distribute the minutes of the Executive Committee meetings and of Association business conducted at membership meetings. Maintain Association official By-Laws documentation and other official records. Annually review the Association’s By-Laws and recommend changes for approval by the Executive Committee.

Director/Advisor - Act as voting member advisor to the Executive Committee providing Association continuity.

Program Chair - Select and invite guest speakers and make arrangements for monthly meetings. Obtain approval from Executive Committee for all programs and guest speakers. Coordinate luncheon arrangements with the selected meeting facility/ restaurant. Maintain audiovisual equipment required for speaker presentations and gifts for speakers. Provide digital records of guest speaker presentations to the Membership Chair for the website when the information is deemed releasable. Maintain historical records of past guest speakers, dates and topics.

Membership Chair - Maintain membership roster and application forms. Update and post the membership roster to the General Association Membership through the Association’s website. Manage the Association’s website in coordination with the President and the Webmaster. Notify members of meetings and other events. Monitor status of dues payments from the General Association Membership, in coordination with the General Administrator.

General Administrator – Routinely check the Association’s mailbox. Prepare and forward invoices to General Association Membership two months prior to their membership expiring. Collect and submit to the Membership Chair requests for membership in the Association. Maintain past due membership dues listing. Assist the Treasurer in the preparation of financial reports and records. Store and distribute supply of Association stationary.

Programs Assistant – Receive responses from the Association General Membership for attendance of monthly membership meetings. Make arrangements for the monthly Association luncheon meeting menu. Set up Association luncheon meeting reception area and maintain membership name tags. Accept luncheon payments and forward to the Treasurer.

11. In the event that an elected officer position becomes vacant, the Executive Committee will select a replacement. Any member of the Association may recommend a replacement.

12. In the event that a chairperson position becomes vacant, the Executive Committee will select a replacement.

13. In the event that the director/advisor position becomes vacant, the previous past presidents in order of descending succession will be asked by the President to fill the position.

14. An Executive Committee officer who fails to fulfill his or her obligations or responsibilities to the Association may be removed from office by majority vote of the Executive Committee.

15. Executive Committee members will maintain a file of their activities and shall pass this information onto their successor at the conclusion of their tour of office.

16. The Executive Committee may conduct electronic voting concerning business that is normally conducted during monthly Executive Committee meetings if the business requires resolution prior to the scheduled meeting, such as General Association Membership approvals. Any electronic voting results will be brought before the Executive Committee at the next scheduled meeting for documenting in the meeting minutes.

17. The Executive Committee’s voting members shall receive no compensation for execution of their assigned and/or specific duties, but may be reimbursed for actual or reasonable expenses incurred in connection with the administration of the association’s affairs. Requests for reimbursement will be forwarded to the Association’s Treasurer, who will have reimbursements approved by quorum at the next Executive Committee meeting.

B. GENERAL ASSOCIATION MEMBERSHIP

1. To qualify for membership in the Association, a member candidate

must represent an aerospace company that supports, contracts, or

interfaces with a local federal government agency in the

Huntsville, Alabama region OR represents a company that supports

aerospace companies in the Huntsville, Alabama region.

Membership will be considered to be a company membership unless

otherwise stated on the application. General Association Membership will

be limited to personnel with business development or marketing responsibilities within their respective companies.

2. Membership shall be controlled, approved and/or disapproved by the Executive Committee. Applications from prospective members will be submitted to the Executive Committee for consideration and approval. The Executive Committee will require assurance that those applicants meet the membership criteria. Action taken on potential applicants will be made known to the General Association Membership by the Executive Committee. The Executive Committee shall have the authority to drop any member who does not fulfill their Association obligations or who no longer meets qualification requirements.

3. All General Association Membership who retire from employment with good standing in the Association and all past association presidents shall be entitled to continue their membership and attend luncheons and other social events by paying a nominal fee.

4. If a member of the General Association Membership fails to remain in good standing for six (6) months or more, the member will receive notification of their removal from the membership and their ineligibility to renew the membership for one year from date of notification.

C. ADVISORY COUNCIL

1. As required, an Advisory Council will be authorized by the Executive Committee.

2. The Executive Committee shall have the authority to appoint members to serve on the Advisory Council.

3. The Advisory Council will be comprised of past presidents or appointed individuals who will provide their services on an as-needed basis.

4. The purpose of the Advisory Council is to provide the Association with a “corporate memory” and to apply their talents to extracurricular activities/projects and/or problems identified by the Executive Committee.

5. The Advisory Council will have no vote in the Association’s official business matters.

IV. MEMBERSHIP DUES

A. The Executive Committee will establish annual membership dues. Annual dues will be paid in total and are due on the member’s anniversary of membership.

B. The annual dues shall be used for the luncheon expenses, special events, guest speaker expenses, and any administrative cost incurred by the Association.

C. The Executive Committee shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in these By-Laws.

D. Association funds may be disbursed for other purposes as authorized by the Executive Committee. Any such disbursement of funds shall be documented in the minutes of the Executive Committee.

E. The Executive Committee shall have the authority to levy reasonable and moderate special dues assessments upon the General Association Membership, if necessary, to cover special outstanding Association expenses and/or debts.

V. MEETINGS

A. EXECUTIVE COMMITTEE MEETINGS: The Executive Committee shall hold regular meetings as necessary to conduct the affairs of the Association. The President of the Association will call the meetings.

B. ASSOCIATION MEETINGS

1. Association luncheon meetings will be held on a monthly basis.

2. The meeting agenda shall be flexible and may include upcoming activities, guest speakers, round-table discussions and other general business items.

3. Guests will be allowed to attend the luncheon meetings at the request of a HAMA member. Guests will be charged a nominal fee established by the Executive Committee to cover the luncheon expenses. A member (company or individual) may send a substitute in place of the regular member when notified by the member prior to the scheduled meeting.

4. The Executive Committee shall have the authority to call special Association meetings as required or deemed appropriate.

C. YEAR-END BUSINESS MEETINGS: The Association shall hold an annual year-end business meeting for the purpose of electing officers, as necessary, and reviewing/discussing Association business matters. This will be held in conjunction with the January meeting of the General Association Membership.

VI. MISCELLANEOUS

A. Any General Association Member may propose a revision to the By-Laws. The revision shall be reviewed by the Executive Committee and if approved, will be brought to the Association for vote. If approved through majority vote of the Association membership present, the revision shall be incorporated into the By-Laws within 30 days.

B. The Association shall be a nonprofit and nonpolitical organization. The Association shall exclude itself from any political-oriented actions, candidate endorsements, or political fund-raising activities.

C. The Association shall function and conduct its business in a legal and ethical manner.

D. In the event of dissolution of this Association, all remaining assets whether real, personal, or mixed, which this Association owns or is entitled to, shall be liquidated and then donated to selected scholarship funds or other charitable purposes as determined by the Executive Committee.

E. The Executive Committee shall have the authority to enforce the Association By-Laws.

Don Sanders Cristina Hinkle

President Secretary

HAMA HAMA