Constitution and Bylaws

 

Constitution and Bylaws of the

Washington-Greene Association of REALTORS®, Inc.

(Formerly:  Greater Washington Board of REALTORS®)

 

Adopted: January 10, 1990

Revised: (3/20/91, 4/28/93, 9/15/93, 3/11/94, 4/20/94, 4/5/96, 9/18/96, 3/7/97, 6/5/97, 9/24/98, 2/10/99,

                         3/28/01, 5/18/01, 6/9/01, 1/1/07, 7/14/10, and 4/16/13) (6/4/2015)

 

 

ARTICLE I – NAME

 

Section 1.  Name.  The name of this organization shall be the WASHINGTON-GREENE ASSOCIATION OF REALTORS®, INCORPORATED, hereinafter referred to as the “Association.”

 

Section 2.  REALTORS®.   Inclusion and retention of the Registered Collective Membership Mark REALTORS® in the name of the ASSOCIATION shall be governed by the Constitution and Bylaws of the NATIONAL ASSOCIATION OF REALTORS® as from time to time amended.

 

 

ARTICLE II – OBJECTIVES

 

The objectives of the Association are:

 

Section 1.  To unite those engaged in the recognized branches of the real estate profession for the purpose of exerting a beneficial influence upon the profession and related interests.

 

Section 2.  To promote and maintain high standards of conduct in the real estate profession as expressed in the Code of Ethics of the NATIONAL ASSOCIATION OF REALTORS®.

 

Section 3.  To provide a unified medium for real estate owners and those engaged in the real estate profession whereby their interests may be safeguarded and advanced.

 

Section 4.  To further the interests of home and other real property ownership.

 

Section 5.  To unite those engaged in the real estate profession in this community with the PENNSYLVANIA ASSOCIATION OF REALTORS® and the NATIONAL ASSOCIATION OF REALTORS®, thereby furthering their objectives throughout the state and nation, and obtaining the benefits and privileges of membership therein.

 

Section 6.  To designate, for the benefit of the public, individuals authorized to use the terms REALTOR and REALTORS®, as licensed, prescribed, and controlled by the NATIONAL ASSOCIATION OF REALTORS®.

 

 

ARTICLE III – JURISDICTION

 

Section 1.  The territorial jurisdiction of the Association as a Member of the NATIONAL ASSOCIATION OF REALTORS® is all of Washington County west of Somerset and Nottingham Townships, and Greene County.

 

Section 2.  Territorial jurisdiction is defined to mean:

 

     (a)  The right and duty to control the use of the terms REALTOR® and REALTORS®, subject to the conditions set

            forth in these Bylaws and those of the NATIONAL ASSOCIATION OF REALTORS®, in return for which the    

            Association agrees to protect and safeguard the property rights of the National Association in the terms.

 

 

 

 

 

ARTICLE IV – MEMBERSHIP

 

Section 1.  There shall be seven classes of Members as follows:

 

(a) REALTOR® Members.  REALTOR® Members, whether primary or secondary, shall be:

  • Individuals who, as sole proprietors, partners, or corporate officers or branch office managers, are engaged actively in the real estate profession, including buying, selling, exchanging, renting or leasing, managing, appraising for others for compensation, counseling, building, developing or subdividing real estate, and who maintain or are associated with an established real estate office in the State of Pennsylvania or a state contiguous thereto. All persons who are partners in a partnership, or all officers in a corporation who are actively engaged in the real estate profession within the state or a state contiguous thereto shall qualify for REALTOR® Membership only, and each is required to hold REALTOR® Membership (except as provided in the following paragraph) in an Association/ Board of REALTORS® within the state or a state contiguous thereof unless otherwise qualified for Institute Affiliate Membership as described in Section 1(b) of       Article IV.

 

In the case of a real estate firm, partnership, or corporation, whose business activity is substantially all commercial, only those principals actively engaged in the real estate business in connection with the same office, or any other offices within the jurisdiction of the association in which one of the firm’s principals holds REALTOR® membership, shall be required to hold REALTOR® membership unless otherwise qualified for Institute Affiliate Membership, as described in Section 1(b) of Article IV.

 

                 NOTE:  REALTOR® Members may obtain membership in a “secondary” Board/Association in another state.

 

  • Individuals who are engaged in the real estate profession other than as sole proprietors, partners, corporate officers, or branch office managers and are associated with a REALTOR® Member and meet the qualifications set out in Article V.

 

  • Franchise REALTOR® Corporate officers (who may be licensed or unlicensed) of a real estate brokerage franchise organization with at least one hundred fifty (150) franchisees located within the United States, its insular possessions and the Commonwealth of Puerto Rico, elected to membership pursuant to the provision in the NAR Constitution and Bylaws.  Such individuals shall enjoy all the rights, privileges and obligations of REALTOR® membership (including compliance with the Code of Ethics) except: obligations related to Association mandated education, meeting attendance, or indoctrination classes or other similar requirements; the right to use the term REALTOR® in connection with their franchise organization’s name; the right to hold elective office in the local Association, State Association and National Association.

 

  • Primary and secondary REALTOR® An individual is a primary member if the Association pays state and National dues based on such Member.  An individual is a secondary Member if state and National dues are remitted through another Association/Board.  One of the principals in a real estate firm must be a Designated REALTOR® member of the Association in order for licensees affiliated with the firm to select the Association as their “primary” Association.

 

  • Designated REALTOR® Each firm (or office in the case of firms with multiple office locations) shall designate in writing one REALTOR® Member who shall be responsible for all duties and obligations of Membership including the obligation to arbitrate pursuant to Article 17 of the Code of Ethics and the payment of Association dues as established in Article X of the Bylaws.  The “Designated REALTOR®” must be a sole proprietor, partner, corporate officer, or branch manager acting on behalf of the firm’s principal(s) and must meet all other qualifications for REALTOR® Membership established in Article V, Section 2, of the Bylaws.

 

  • Institute Affiliate Members. Institute Affiliate Members shall be individuals who hold a professional designation awarded by a qualified Institute, Society or Council affiliated with the NATIONAL ASSOCIATION OF REALTORS® that addresses a specialty area other than residential brokerage or individuals who otherwise hold a class of membership in such Institute, Society or Council that confers the right to vote or hold office.  Any such individual, if otherwise eligible, may elect to hold a REALTOR® membership, subject to payment of applicable dues for such membership.

 

  • Affiliate Members. Affiliate Members shall be real estate owners and other individuals or firms who, while not engaged in the real estate profession as defined in paragraphs (a) and (b) of this Section, have interests requiring information concerning real estate, and are in sympathy with the objectives of the Association.

 

  • Public Service Members. Public Service Members shall be individuals who are interested in the real estate profession as employees of or affiliated with educational, public utility, governmental or other similar organizations, but are not engaged in the real estate profession on their own account or in association with an established real estate business.

 

  • Honorary Members. Honorary Members shall be individuals who have performed notable service for the real estate profession, for the Association, or for the public.  Honorary Members shall also be those individuals previously engaged in the real estate profession but currently in retirement who wish to maintain their membership in the State Association in order to continue group insurance coverage.

 

  • Student Members. Student Members shall be individuals who are seeking an undergraduate or graduate degree with a specialization or major in real estate at institutions of higher learning, and who have completed at least two years of college and at least one college level course in real estate, but are not engaged in the real estate profession on their own account or not associated with an established real estate office.

 

  • Pennsylvania Association of REALTORS® The President of the Pennsylvania Association of REALTORS® also shall be an ex-officio member of the Association, without payment of dues, during his/her term in office.

 

 

ARTICLE V – QUALIFICATION AND ELECTION

 

Section 1.  Application.

  

      (a)   An application for membership shall be made in such manner and form as may be prescribed by the Board of     

Directors and made available to anyone requesting it.  The application form shall contain among the statements to be signed by the applicant (1) that the applicant agrees as a condition to membership to thoroughly familiarize himself/herself with the Code of Ethics of the NATIONAL ASSOCIATION OF REALTORS®, the Constitutions, Bylaws, and Rules and Regulations of the Association, the State and National Associations, and if elected a Member, will abide by the Constitutions and Bylaws and Rules and Regulations of the Association, State and National Associations, and if a REALTOR® Member, will abide by the Code of Ethics of the NATIONAL ASSOCIATION OF REALTORS® including the obligation to arbitrate controversies arising out of real estate transactions as specified by Article 17 of the Code of Ethics, and as further specified in the Code of Ethics and Arbitration Manual of the NATIONAL ASSOCIATION OF REALTORS®, as from time to time amended, and (2) that applicant consents that the Association, through its Membership Committee or otherwise, may invite and receive information and comment about applicant from any Member or other persons, and that applicant agrees that any information and comment furnished to the Association by any person in response to the invitation shall be conclusively deemed to be privileged and not form the basis of any action for slander, libel, or defamation of character.  The applicant shall, with the form of application, have access to a copy of the Bylaws, Constitution, Rules and Regulations, and the Code of Ethics referred to above.

 

Section 2.  Qualification.

 

      (a)   An applicant for REALTOR® Membership who is a sole proprietor, partner, corporate officer, or branch office   

manager of a real estate firm shall supply evidence satisfactory to the Membership Committee that he/she is actively engaged in the real estate profession, and maintains a current, valid real estate broker’s or salesperson’s license or is licensed or certified by an appropriate state regulatory agency to engage in the appraisal of real property, has a place of business within the state or a state contiguous thereto (unless a secondary member), has no record of recent or pending bankruptcy*, has no record of official sanctions involving unprofessional conduct**, agrees to complete a course of instruction covering the Bylaws and Rules and Regulations of the Association, the Bylaws of the State Association, and the Constitution and Bylaws and Code of Ethics of the NATIONAL ASSOCIATION OR REALTORS®, and shall agree that if elected to membership, He/she will abide by such Constitution, Bylaws, Rules and Regulations, and the Code of Ethics.

 

(*) No recent or pending bankruptcy is intended to mean that the applicant or any real estate firm in which the applicant is a sole proprietor, general partner, corporate officer, or branch office manager, is not involved in any pending bankruptcy or insolvency proceedings or, has not be adjudged bankrupt in the past three (3) years.  If a bankruptcy proceeding as described above exists, membership may not be rejected unless the Board of Directors establishes that its interests and those of its members and the public could not be adequately protected by requiring that the bankrupt applicant pay cash in advance for Association fees for up to one (1) year from the date that membership is approved or from the date the applicant is discharged from bankruptcy (whichever is later).  In the event that an existing member initiates bankruptcy proceedings, the member may be placed on a “cash basis” from the date that the bankruptcy is initiated until one (1) year from the date that the member has been discharged from bankruptcy.

 

(**) No record of official sanctions involving unprofessional conduct is intended to mean that the Board/Association may consider judgments within the past three (3) years of violations of (1) civil rights laws; (2) real estate license laws; (3) or other laws prohibiting unprofessional conduct against the applicant rendered by the courts or other lawful authorities.

 

NOTE 1:   One or more of the requirements for REALTOR® Membership set forth above in Article V, Section 2(a) may be deleted as the Board’s/Association’s discretion.  However, Boards/Associations may NOT adopt membership qualifications more rigorous than specified in the Membership Qualification Criteria for REALTOR® Membership approved by the Board of Directors of the National Association.

 

NOTE 2:  Article IV, Section 2, of NAR Bylaws prohibits Member Boards/Associations from knowingly granting REALTOR® or REALTOR-ASSOCIATE® membership to any applicant who has an unfulfilled sanction which was imposed by another Board/Association or Association of REALTORS® for violation of the Code or Ethics.

 

(b) Individuals who are actively engaged in the real estate profession other than as sole proprietors, partners,  

      corporate officers, or branch managers in order to qualify for REALTOR® Membership, shall at the time of        

application, be associated either as an employee or as an independent contractor with a Designated REALTOR® Member of the Association or a Designated REALTOR® Member of another Association (if a secondary member) and must maintain a current, valid real estate broker’s or salesperson’s license or be licensed or certified by an appropriate state regulatory agency to engage in the appraisal of real property, shall complete a course of instruction covering the Bylaws and Rules and Regulations of the Association, the Bylaws of the State Association, and the Constitution and Bylaws and Code of Ethics of the NATIONAL ASSOCIATION OF REALTORS®, and shall pass such reasonable and nondiscriminatory written examinations thereon as may be required by the Membership Committee and shall agree in writing that if elected to membership he/she will abide by such Constitution, Bylaws, Rules and Regulations, and Code of Ethics.

 

       (c) The Association will also consider the following in determining an applicant’s qualifications for REALTOR®  

membership:

 

  1. All final findings of Code of Ethics violations and violations of other membership duties in any other association within the past three (3) years;
  2. Pending ethics complaints (or hearings);
  3. Unsatisfied discipline pending;
  4. Pending arbitration requests (or hearings);
  5. Unpaid arbitration awards of unpaid financial obligations to any other association or association MLS.
  6. Any misuse of the term REALTOR® or REALTORS® in the name of the applicant’s firm.

 

 

“Provisional” membership may be granted in instances where ethics complaints or arbitration requests (or hearings) are pending in other associations or where the applicant for membership has unsatisfied discipline pending in another association (except for violations of the Code of Ethics; See Article V, Section 2(a), NOTE 2), provided all other qualifications for membership have been satisfied.  Associations may reconsider the membership status of such individuals when all pending ethics and arbitration matters (and related discipline) have been resolved or if such matters are not resolved within six months from the date that provisional membership is approved.  Provisional members shall be considered REALTORS® and shall be subject to all of the same privileges and obligations of REALTOR® membership. If a member resigns from another association with an ethics complaint or arbitration request pending, the association may condition membership on the applicant’s certification that he/she will submit to the pending ethics or arbitration proceeding (in accordance with the established procedures of the association to which the applicant has made application) and will abide by the decision of the hearing panel.

 

Section 3.  Election

 

The procedure for election to membership shall be as follows:

 

      (a) Applicants for REALTOR® membership shall be granted provisional membership immediately upon submission of  

            a completed application form and remittance of applicable association dues and any application fee. Provisional

            members shall be considered REALTORS® and shall be subject to all of the same privileges and obligations of     

            membership. The Board of Directors grants provisional membership subject to subsequent review of the      

            application.  If the Board of Directors determines that the individual does not meet all of the qualifications for

            membership as established in the association’s bylaws, or, if the individual does not satisfy all of the requirements        

            of membership (for example, completion of a mandatory orientation program) within one hundred eighty (180)

            days from the Association’s receipt of their application, membership may, at the discretion of the Board of

            Directors, be terminated.

 

     (b)  Dues shall be computed from the date of application and shall be non‑refundable unless the association’s Board of

            Directors terminates the individual’s membership in accordance with subsection (a) above. In such instances, dues 

            shall be returned to the individual less a prorated amount to cover the number of days that the individual received

            Association services and any application fee.           

 

    (c)  The Board of Directors may not terminate any provisional membership without providing the provisional member

           with advance notice, an opportunity to appear before the Board of Directors, to call witnesses on his behalf, to be

            represented by counsel, and to make such statements as he deems relevant. The Board of Directors may also have

           counsel present. The Board of Directors shall require that written minutes be made of any hearing before it or may

           electronically or mechanically record the proceedings.

 

    (d)  If the Board of Directors determines that provisional membership should be terminated, it shall record its reasons

           with the Secretary. If the Board of Directors believes that termination of provisional membership may become the

           basis of litigation and a claim of damage by a provisional member, it may specify that termination shall become

           effective upon entry in a suit by the Board for a declaratory judgment by a court of competent jurisdiction of a final   

           judgment declaring that the termination violates no rights of the individual.

 

Section 4.  New Members Code of Ethics Orientation.

 

Applicants for REALTORS® membership and provisional REALTOR® members (where applicable) shall complete an orientation program on the Code of Ethics of not less than two hours and thirty minutes of instructional time.  This requirement does not apply to applicants for REALTOR® membership or provisional members who have completed comparable orientation in another association, provided that REALTOR® membership has been continuous, or that any break in membership is for one year or less.

 

Failure to satisfy this requirement within 90 days of the date or application (or, alternatively, the date provisional membership was granted), will result in denial of the membership application or termination of provisional membership.

 

NOTE:  Orientation programs must meet the learning objectives and minimum criteria established from time to time by  

              The NATIONAL ASSOCIATION OF REALTORS®.

 

Section 5.   Continuing Member Code of Ethics Training.

 

Effective January 1, 2001, through December 31, 2004, and for all successive four-year periods thereafter, each REALTOR® member of the Association shall be required to complete quadrennial ethics training of not less than two hours and thirty minutes of instructional time.  This requirement will be satisfied upon presentation of documentation that the member has completed a course of instruction conducted by this or another association, the State Association of REALTORS®, the NATIONAL ASSOCIATION OF REALTORS®, or any other recognized educational institution or provider which meets the learning objectives and minimum criteria established by the NATIONAL ASSOCIATION OF REALTORS® from time to time.  REALTOR® members who have completed the new member Code of Ethics Orientation during any four-year cycle shall not be required to complete additional ethics training until a new four-year cycle commences.

 

Failure to satisfy the required periodic ethics training shall be considered a violation of a membership duty.  Failure to meet the requirement for the second (2005 through 2008) cycle and subsequent four (4)- year cycles will result in suspension of membership for the first two months (January and February) of the year following the end of any four (4)- year cycle or until the requirement is met, whichever occurs sooner.  On March 1 of that year, the membership of a member who is still suspended as of that date will be automatically terminated. (Adopted 1/01, Amended 11/08)

 

 

Section 6.   Status Changes.

 

      (a)   A REALTOR® who changes the conditions under which he holds membership shall be required to provide

             written notification to the Association within thirty (30) days.  A REALTOR® (non-principal) who becomes a  

             principal in the firm with which he/she has been licensed or, alternatively, becomes a principal in a new firm

which will be comprised of REALTOR® principals may be required to satisfy any previously unsatisfied membership requirements applicable to REALTOR® (principal) Members but shall, during the period of transition from one status of membership to another, be subject to all of the privileges and obligations of a REALTOR® (principal).  If the REALTOR® (non-principal) does not satisfy the requirements established in these Bylaws for the category of membership to which they have transferred within thirty (30) days of the date they advised the Association of their change in status, their new membership application will terminate automatically unless otherwise so directed by the Board of Directors.

 

A REALTOR® who is transferring their license from one firm comprised of REALTOR® principals to another firm comprised of REALTORS® principals shall be subject to all of the privileges and obligations of membership during the period of transition. If the transfer is not completed within thirty days of the date the Association is advised of the disaffiliation with the current firm, membership will terminate automatically unless otherwise so directed by the Board of Directors.  Note:  The Board of Directors, at its discretion, may waive any qualification the applicant has already fulfilled in accordance with the Association’s Bylaws.

 

      (b)  Any application fee related to a change in membership status shall be reduced by an amount equal to any   

             application fee previously paid by the applicant.

 

      (c)  Dues shall be prorated from the first day of the quarter in which the member is notified of election by the Board of  

             Directors and shall be based on the new membership status for the remainder of the year.

 

 

ARTICLE VI – PRIVILEGES AND OBLIGATIONS

 

Section 1.  The privileges and obligations of Members, in addition to those otherwise provided in these Bylaws, shall be specified in this Article.

 

Section 2.  Any member of the Association may be reprimanded, fined, placed on probation, suspended, or expelled by the Board of Directors for a violation of these Bylaws and Association Rules and Regulations consistent with these Bylaws, after a hearing as provided in the Code of Ethics and Arbitration Manual of the Association.  Although Members other than REALTORS® are not subject to the Code of Ethics or its enforcement by the Association, such Members are encourage to abide by the principles established in the Code of Ethics of the NATIONAL ASSOCIATION OF REALTORS® and conduct their business and professional practices accordingly.  Further, Members other than REALTORS® may, upon recommendation of the Membership Committee, or upon recommendation by a hearing panel of the Professional Standards Committee, be subject to discipline as described above, for any conduct, which in the opinion of the Board of Directors, applied on a nondiscriminatory basis, reflects adversely on the terms REALTOR® or REALTORS® and the real estate industry, or for conduct that is inconsistent with or adverse to the objectives and purposes of the local Association, the State Association, and the NATIONAL ASSOCIATION OF REALTORS®.

 

Section 3.   Any REALTOR® Member of the Association may be disciplined by the Board of Directors for violations of the Code of Ethics or other duties of membership, after a hearing as described in the Code of Ethics and Arbitration Manual of the Association, provided that the discipline imposed is consistent with the discipline authorized by the Professional Standards Committee of the NATIONAL ASSOCIATION OF REALTORS® as set forth in the Code of Ethics and Arbitration Manual of the National Association.

 

Section 4.  Resignations of Members shall become effective when received in writing by the Board of Directors, provided, however, that if any Member submitting the resignation is indebted to the Association for dues, fees, fines, or other assessments of the Association or any of its services, departments, divisions, or subsidiaries, the Association may condition the right of the resigning Member to reapply for membership upon payment in full of all such monies owed.

 

Section 5.  If a member resigns from the Association or otherwise causes membership to terminate with an ethics complaint pending, that Board of Directors may condition the right of the resigning Member to reapply for membership upon the applicant’s certification that he/she will submit to the pending ethics proceeding and will abide by the decision of the hearing panel.

 

      (a)  If a member resigns or otherwise causes membership to terminate, the duty to submit to arbitration continues in

            effect even after membership lapses or is terminated, provided that the dispute arose while to former member was

            a REALTOR®.

 

Section 6.   REALTOR® Members.  REALTOR® Members, whether primary or secondary, in good standing whose financial obligations to the Association are paid in full shall be entitled to vote and to hold elective office in the Association; may use the terms REALTOR® and REALTORS®, which use shall be subject to the provisions of        Article VIII; and have the primary responsibility to safeguard and promote the standards, interests, and welfare of the Association and the real estate profession.

 

      (a)  If a REALTOR® Member is a sole proprietor in a firm, a partner in a partnership or an officer in a corporation,

             and is suspended or expelled, the firm, partnership or corporation shall not use the terms REALTOR® or

REALTORS® in connection with its business during the period of suspension, or until readmission to REALTOR® membership, or unless connection with the firm, partnership or corporation is severed, or management control is relinquished, whichever may apply.  The membership of all other principals, partners, or corporate officers shall suspend or terminate during the period of suspension of the disciplined Member, or until readmission of the disciplined Member or unless connection of the disciplined Member with the firm, partnership, or corporation is severed, or unless the REALTOR® who is suspended or expelled removes himself from any form or degree of management control of the firm for the term of the suspension or until readmission to membership, whichever may apply.  Removal of an individual from any form or degree of management control must be certified to the Association by the Member who is being suspended or expelled and by the individual who is assuming management control, and the signatures of such certification must be notarized.  In the event the suspended or expelled Member is so certified to have relinquished all form or degree of management control of the firm, the membership of other partners, corporate officers, or other individuals affiliated with the firm shall not be affected, and the firm, partnership or corporation may continue to use the terms REALTOR® and REALTORS® in connection with its business during the period of suspension or until the former Member is admitted to membership in the Association.  The foregoing is not intended to preclude a suspended or expelled Member from functioning as an employee or independent contractor, providing no management control is exercised.  Further, the membership of REALTORS® other than principals who are employed or affiliated as independent contractors with the disciplined Member shall suspend or terminate during the period of suspension of the disciplined Member or until readmission of the disciplined Member, or unless connection of the disciplined Member with the firm, partnership, or corporation is severed, or management control is relinquished, or unless the REALTOR® Member (non-principal) elects to sever his connection with the REALTOR® and affiliate with another REALTOR® Member in good standing in the Association, whichever may apply.

 

             If a REALTOR® Member other than a sole proprietor in a firm, partner in a partnership, or an officer of a

             Corporation is suspended or expelled, the use of the terms REALTOR® or REALTORS® by the firm, partnership     

             Or corporation shall not be affected.

 

     (b)  In any action taken against a REALTOR® Member for suspension or expulsion under Section 6(a) hereof, notice of

            Such action shall be given to all REALTORS® employed by or affiliated as independent contractors with such

            REALTOR® Member and they shall be advised that the provisions in Article VI, Section 6(a) shall apply.

 

Section 7.  Institute Affiliate Members.  Institute Affiliate Members shall have the rights and privileges and be subject to obligations prescribed by the Board of Directors consistent with the Constitution and Bylaws of the NATIONAL ASSOCIATION OF REALTORS®.

 

Section 8.  Affiliate Members.  Affiliate Members shall have rights and privileges and be subject to obligations prescribed by the Board of Directors.

 

Section 9.  Public Service Members.  Public Service Members shall have rights and privileges and be subject to obligations prescribed by the Board of Directors.

 

Section 10.  Honorary Members.  Honorary Membership shall confer only the right to attend meetings and participate in discussions.

 

Section 11.  Student Members.  Student Members shall have rights and privileges and be subject to obligations prescribed by the Board of Directors.

 

Section 12.  Certification by REALTOR®.  “Designated” REALTOR® Members of the Association shall certify to the Association during the month of October on a form provided by the Association, a complete listing of all individuals licensed or certified in the REALTOR®’s office(s) and shall designate a primary Board/Association for each individual who holds membership.  Designated REALTORS® shall also identify any non-member licensees in the REALTOR®’s office(s) and if Designated REALTOR® dues have been paid to another Board/Association based on said non-member licensees, the Designated REALTOR® shall identify the Board/Association to which dues have been remitted.  These declarations shall be used for purposes of calculating dues under Article X, Section 2(a) of the Bylaws.  “Designated” REALTOR® Members shall also notify the Association of any additional individual(s) licensed or certified with the firm(s) within 30 days of the date of affiliation or severance of the individual.

 

 

ARTICLE VII – PROFESSIONAL STANDARDS AND ARBITRATION

 

Section 1.  The responsibility of the Association and of Association Members relating to the enforcement of the Code of Ethics, the disciplining of Members, and the arbitration of disputes, and the organization and procedures incident thereto, shall be governed by the Code of Ethics and Arbitration Manual of the NATIONAL ASSOCIATION OF REALTORS®, as amended from time to time, which is by this reference is made part of these Bylaws.  The responsibility of the Association and of Association Members relating to the enforcement of the Code of Ethics, the disciplining of Member, and the arbitration of disputes, and the organization and procedures incident thereto, shall be governed by the Code of Ethics and Arbitration Manual of the NATIONAL ASSOCIATION OF REALTORS®, as amended from time to time, which by this reference incorporated into these Bylaws, provided, however, that any provision deemed inconsistent with Pennsylvania law shall be deleted or amended to comply with Pennsylvania law.

 

Section 2.  It shall be the duty and responsibility of every REALTOR® Member of this Association to abide by the Constitution and Bylaws and the Rules and Regulations of the Association, the Constitution and Bylaws of the State Association, the Constitution and Bylaws of the NATIONAL ASSOCIATION OF REALTORS®, and to abide by the Code of Ethics of the NATIONAL ASSOCIATION OF REALTORS®, including the duty to arbitrate controversies

 

arising out of real estate transactions as specified by Article 17 of the Code of Ethics, and as further defined and in accordance with the procedures set forth in the Code of Ethics and Arbitration Manual  of this Association as from time to time amended.

 

Section 3.  The Association and Association members are also responsible for the enforcement of the Code of Ethics, the disciplining of members, the arbitration of disputes, and the organization and procedures incident thereto, consistent with the cooperative professional standards enforcement agreement entered into by the Association, which by this reference is made part of these Bylaws.

 

 

ARTICLE VIII – USE OF THE TERMS REALTOR® AND REALTORS®

 

Section 1.  Use of the terms REALTOR® and REALTORS® by members shall, at all times, be subject to the provisions of the Constitution and Bylaws of the NATIONAL ASSOCIATION OR REALTORS® and to the Rules and Regulations prescribed by its Board of Directors.  The Board shall have the authority to control, jointly and in full cooperation with the NATIONAL ASSOCIATION OF REALTORS®, use of the terms within its jurisdiction. Any misuse of the terms by members is a violation of a membership duty and may subject members to disciplinary action by the Board of Directors after a hearing as provided for in the association’s Code of Ethics and Arbitration Manual.

 

Section 2.  REALTOR® Members of the Association shall have the privilege of using the terms REALTOR® and REALTORS® in connection with their places of business within the state or a state contiguous thereto so long as they remain REALTOR® Members in good standing.  No other class of Members shall have this privilege.

 

Section 3.  A REALTOR® Member who is a principal of a real estate firm, partnership, or corporation may use the terms REALTOR® and REALTORS® only if all the principals of such firm, partnership, or corporation who are actively engaged in the real estate profession within the state or a state contiguous thereto are REALTOR® Members of the Association or Institute Affiliate Members as described in Section 1(b) of Article IV.

 

     (a)  In the case of a REALTOR® Member who is a principal of a real estate firm, partnership, or corporation whose

            business activity is substantially all commercial, the right to use the term REALTOR® or REALTORS® shall be    

            limited to office locations in which a principal, partner, corporate officer, or branch manager of the firm,

            partnership, or corporations holds REALTOR® membership.  If a firm, partnership, or corporation operates

            additional places of business in which no principal, partner, corporate officer, or branch manager holds  

            REALTOR® membership, the term REALTOR® or REALTORS® may not be used in any reference to those

            additional places of business.

 

Section 4.  Institute Affiliate Members shall not use the terms REALTOR® or REALTORS®, or the imprint of the emblem seal of the NATIONAL ASSOCIATION OF REALTORS®.

 

 

ARTICLE IX – STATE AND NATIONAL MEMBERSHIPS  

 

Section 1.  The Association shall be a Member of the NATIONAL ASSOCIATION OF REALTORS® and the PENNSYLVANIA ASSOCIATION OF REALTORS®. By reason of the Association’s Membership, each REALTOR® Member of the Member Association shall be entitled to membership in the NATIONAL ASSOCIATION OF REALTORS® and the PENNSYLVANIA ASSOCIATION OF REALTORS® without further payment of dues.  The Association shall continue as a Member of the State and National Association, unless by a majority vote of all its REALTOR® Members, decision is made to withdraw, in which case the State and National Associations shall be notified as least one month in advance of the date designated for the termination of such membership.

 

Section 2.  The Association recognizes the exclusive property rights of the NATIONAL ASSOCIATION OF REALTORS® in the terms REALTOR® and REALTORS®.  The Association shall discontinue use of the terms in any form in its name, upon ceasing to be a Member of the National Association, or upon a determination by the Board of Directors of the National Association that it has violated the conditions imposed upon the terms.

 

 

 

 

 

Section 3.  The Association adopts the Code of Ethics of the NATIONAL ASSOCIATION OF REALTORS® and agrees to enforce the Code among its REALTOR® Members.  The Association and all its Members agree to abide by the Constitution, Bylaws, Rules and Regulations, and policies of the National Association and The PENNSYLVANIA ASSOCIATION OF REALTORS®.

 

 

ARTICLE X – DUES AND ASSESSMENTS

 

Section 1.  Application Fee.  The Board of Directors may adopt an application fee for REALTOR® Membership in reasonable amount, not exceeding three times the amount of the annual dues for REALTOR® Membership, which shall be required to accompany each application for REALTOR® Membership and which shall become the property of the Association upon the final approval of the application. 

 

Section 2.  Dues.  The annual dues of members shall be as follows:

 

      (a)   REALTOR® Members.  The annual dues of each Designated REALTOR® Member shall be in such amount as  

 established annually by the Board of Directors, plus an additional amount to be established annually by the Board of Directors times the number of real estate salespersons and licensed or certified appraisers who (1) are employed by or affiliated as independent contractors, or who are otherwise directly or indirectly licensed with such REALTOR® Member, and (2) are not REALTOR® Members of any Association in the state or a state contiguous thereto or Institute Affiliate Members of the Association.  In calculating the dues payable to the Association by a Designated REALTOR® Member, non-member licensees as defined in Section 2(a)(1) of this Article shall not be included in the computation of dues if the Designated REALTOR® has paid dues based on said non-member licensees in another Board/Association in the state or a state contiguous thereto, provided the Designated REALTOR® notifies the Association in writing of the identity of the Association to which dues have been remitted.  In the case of a Designated REALTOR® Member in a firm, partnership, or corporation whose business activity is substantially all commercial, any assessments for non-member licensees shall be limited to licensees affiliated with the Designated REALTOR® (as defined in (1) and (2) of this paragraph) in the office where the Designated REALTOR® holds membership, and any other offices of the firm located within the jurisdiction of this Association.

 

(1)  For the purpose of this Section, a REALTOR® Member of a Member Board/Association shall be held to be

       any Member who has a place or places of business within the state or a state contiguous thereto and who, as a

       principal, partner, corporate officer, or branch office manager of a real estate firm, partnership, or

       corporation, is actively engaged in the real estate profession as defined in Article III, Section 1, of the

       Constitution of the NATIONAL ASSOCIATION OF REALTORS®.  An individual shall be deemed to be   

       licensed with a REALTOR® if the license of the individual is held by the REALTOR®, or by any broker

       who is licensed with the REALTOR®, or by any entity in which the REALTOR® has a direct or indirect

       ownership interest and which is engaged in soliciting and/or referring clients or customers to the

       REALTOR® or his firm on a substantially exclusive basis or which is engaged in other aspects of the real

       estate business provided that such licensee is not otherwise included in the computation of dues payable by

       the principal, partner, or corporate officer of the entity.

 

      (b)  The annual dues of each REALTOR® Member other than the Designated REALTOR® shall be in such amount as

             established annually by the Board of Directors.  Bills for dues to REALTOR® Members may show, for

             informational purposes only, the portion of the dues, which shall be paid by the Association to the

             PENNSYLVANIA ASSOCIATION OF REALTORS® and the NATIONAL ASSOCIATION OF REALTORS®.

 

      (d)  The dues of all other classifications of membership as identified in these Bylaws heretofore shall be in such

             amounts as established annually by the Board of Directors.

 

Section 3.  Dues Payable.  Dues for all Members shall be payable annually on or before the first day of January.  The Association reserves the right to allow a discount, in such amount as established annually by the Board of Directors, for those firms whose dues are paid in full prior to the closing of business on such date as established annually by the Board of Directors.  Dues shall be computed from the date of application and grant of provisional membership.

 

      (a)  In the event a sales licensee or licensed or certified appraiser who holds REALTORS® membership is dropped for

            nonpayment of Association dues, and the individual remains with the designated REALTORS®’s firm, the dues

             obligation of the “designated” REALTOR® [as set forth in Article X, Section 2 (a)] will be increased to reflect

             the addition of a non-member licensee.  Dues shall be calculated from the first day of the current fiscal year and

             are payable within 30 days of the notice of termination.

 

Section 4. Nonpayment of Financial Obligations.  If dues, fees, fines, or other assessments including amounts owed to the Association are not paid within one (1) month after the due date, the nonpaying Member is subject to suspension at the discretion of the Board of Directors.  Two (2) months after the due date, membership of the nonpaying Member may be terminated at the discretion of the Board of Directors.  Three (3) months after the due date, membership of the nonpaying Member shall automatically terminate unless within that time the amount is paid.  However, no action shall be taken to suspend or expel a Member for nonpayment of disputed amounts until the Board of Directors has confirmed the accuracy of the amount owed.  A former Member who has had his membership terminated for nonpayment of dues, fees, fines, or other assessments duly levied in accordance with the provisions of these Bylaws or the provisions of other Rules and Regulations of the Association or any of its services, departments, divisions or subsidiaries may apply for reinstatements in a manner prescribed for new applicants for membership, after making payment in full of all accounts due as of the date of termination.   No proration or discount of dues shall be given or allowed to an applicant at the time of election to membership, if such applicant was a former member whose election was terminated and the applicant is being reinstated to membership.

 

Section 5.  Deposit.  All monies received by the Association for any purpose shall be deposited to the credit of the Association in a financial institution or institutions selected by resolution of the Board of Directors.

 

Section 6.  Expenditures.  The Board of Directors shall administer the day to day finances of the Association.  Capital expenditures in excess of $500 may not be made unless authorized by a majority of all REALTOR® Members present at a meeting of the same where a quorum is present.

 

Section 7.  Notice of Dues, Fees, Fines, Assessments, and Other Financial Obligations of Members.  All dues, fees, fines, assessments, or other financial obligations to the Association shall be noticed to the delinquent Association Member in writing setting forth the amount owed and the due date.

 

A REALTOR® with a direct or indirect ownership interest in an entity engaged exclusively in soliciting and/or referring clients and customers to the REALTOR® for consideration on a substantially exclusive basis shall annually file with the association on a form approved by the association a list of licensees affiliated with tat entity and shall certify that all of the licensees affiliated with the entity are solely engaged in referring clients and customers and are not engaged in listing, selling, leasing, renting, managing, counseling, or appraising real property.  The individuals disclosed on such form shall not be deemed to be licensed with the REALTOR® filing the form for purposes of this section and shall not be included in calculating the annual dues of the designated REALTOR® Designated REALTORS® shall notify the association within three (3) days of any change in status of licensees in a referral firm.

 

The exemption for any licensee included on the certification form shall automatically be revoked upon the individual being engaged in real estate licensed activities (listing, selling, leasing, renting, managing, counseling, or appraising real property) other than referrals, and dues for the current fiscal year shall be payable.

 

Membership dues shall be prorated for any licensee included on a certification form submitted to the association who during the same calendar year applied for REALTOR® or REALTOR-ASSOCATE® membership in the association.  However, membership dues shall not be prorated if the licensee held REALTOR® or REALTOR- ASSOCIATE® membership during the preceding calendar year. (Amended 11/09 and 11/14)

 

 

 

 

 

ARTICLE XI – OFFICERS AND DIRECTORS

 

Section 1.  Officers.  The elected officers of the Association shall be a President, a Vice President who shall be President–Elect, a Secretary and a Treasurer.  The Secretary and Treasurer may be the same person.  They shall be elected for terms of one year.

 

Section 2.  Duties of Officers.  The duties of the officers shall be as their titles, by general usage, would indicate and such as may be assigned to them by the Board of Directors.  The President and the Vice President shall serve as PENNSYLVANIA ASSOCIATION OF REALTORS® State Directors.  The Immediate Past President shall serve            as PENNSYLVANIA ASSOCIATION OF REALTORS® Alternate State Director.  The President with the approval of the Board of Directors shall appoint sufficient substitute Pennsylvania association of REALTORS® Alternate State Directors from among the REALTOR® Membership of the Association.

 

 

 

 

The Board of Directors shall appoint an Association Executive Officer who will perform all duties assigned to him/her by the Board of Directors.  Further, he/she shall be responsible for the operation of the Association office, and its records including all necessary correspondence with the NATIONAL ASSOCIATION and PENNSYLVANIA ASSOCIATION OF REALTORS®.

 

Section 3.  Board of Directors.  The governing body of the Association shall be a Board of Directors consisting of the elected officers, the Immediate Past President, and six directors, comprised of REALTOR® Members in good standing with the Association, and any REALTOR® Member who is a Director of the NATIONAL ASSOCIATION OF REALTORS®, or is a District Vice President or a Line Officer of the PENNSYLVANIA ASSOCIATION OF REALTORS® in good standing with the Association.  Directors shall be elected to serve for terms of three years, except that at organization, one-third of the elected Directors shall be elected for terms or one, two and three years, respectively, or for lesser terms as may be necessary to complete the first fiscal year.  Thereafter, as many Directors shall be elected each year as are required to fill vacancies.

 

Section 4.  Election of Officers and Directors.

      (a)  At least two (2) months before the annual election, the President with the approval of the Board of Directors shall

             appoint a Nominating Committee of three (3) REALTOR® Members.  The Nominating Committee shall consist 

of the Immediate Past President, who shall act as Chairman, if available, or the most recent Past President, the President-Elect, and three (3) Members-at-large, subject to the approval of the Board of Directors.  Members at-large will not be any Board of Director or any Line Officer. No person who serves on the Nominating Committee shall be eligible for nomination by the committee to the Board of Directors.  The Nominating Committee shall select one candidate for each office and one candidate for each place to be filled on the Board of Directors.  The President after serving on the Board of Directors as Past President shall be ineligible for one (1) year to election on the Association’s Board of Directors in any capacity.  The report of the Nominating Committee shall be mailed to each REALTOR® Member at least three weeks preceding the election.  Additional candidates for the offices to be filled may be placed in nomination by petition signed by at least twenty-five (25) of the REALTOR® Members eligible to vote.  The petition shall be filed with the Association Executive Officer/Secretary at least two (2) weeks before the election.  The Association Executive Officer/Secretary shall send notice of such additional nominations to all Members eligible to vote before the election.

 

      (b)  The election of Officers and Directors shall take place at the September meeting.  An uncontested election shall be

             by simple majority vote; all votes shall be cast in person.  In the event of a contested election, election shall be by

             ballot with the ballot containing the names of all candidates and the offices for which they are nominated, and all

             votes shall be cast in person.

 

      (c)  The President, with the approval of the Board of Directors, shall appoint an Election Committee of three

             REALTOR® Members to conduct the election.  In case of a tie vote, lot shall determine the issue.  Members of the

             Board of Directors or candidates shall not be eligible to serve on the Election Committee.

 

Section 5. Vacancies.  Vacancies among the Officers and the Board of Directors shall be filled by a simple majority vote of the Board of Directors until the next annual election

 

Section 6.  Removal of Officers and Directors.  In the event that an Officer or Director is deemed to be incapable of fulfilling the duties for which elected, but will not resign from office voluntarily, the Officer or Director may be removed from office under the following procedure:

 

      (a)  A petition requiring the removal of an Officer or Director and signed by not less that one-third of the voting

             membership of a majority of all Directors shall be filed with the President, or if the President is the subject of the

             petition, with the next-ranking officer, and shall specifically set forth the reasons the individual is deemed to be

            disqualified from further service.

 

      (b)  Upon receipt of the petition, and not less than twenty (20) days or more than forty-five (45) days thereafter, a

            special meeting of the voting membership of the Association shall be held, and the sole business of the meeting

            shall be to consider the charge against the Officer or Director, and to render a decision on such petition.

 

 

 

     (c)  The special meeting shall be noticed to all voting Members at least ten (10) days prior to the meeting, and shall be

            conducted by the President of the Association unless the President’s continued service in office is being considered

            at the meeting.  In such case, the next ranking officer will conduct the meeting of the hearing by the Members.   

            Provided a quorum is present, a three-fourths vote of Members present and voting shall be required for removal

            from office.

 

Section 7.  Personal Liability of Directors.

 

      (a)  General Rule.  A Director of the Association shall not be personally liable for monetary damages for any action

 taken or failure to take any action, except to the extent that exemption from liability from monetary damages is not permitted under the laws of the Commonwealth of Pennsylvania as now or hereafter in effect.  The provisions of this Section are intended to exempt the Directors or the Association from liability for monetary damages to the maximum extent permitted under the Pennsylvania Directors’ Liability Act (42PA.C.S. S8361 et seq.) or under any other law now or hereinafter in effect.

 

      (b)  Specific Rule Under Directors’ Liability Act.  Without limitation of Section (a) above, a Director of the

Association shall not be personally liable for monetary damages for any action taken, or failure to take any action, unless:  (1) the Director has breached or failed to perform the duties of this office under Section 8363 of the Directors’ Liability Act, and (2) the breach or failure to perform constitutes self-dealing, willful misconduct or recklessness.  The provisions of the preceding sentence shall not exempt a Director from: (a) the responsibility or liability of a Director pursuant to any criminal statute; or (b) the liability of a Director for payment of taxes pursuant to local, state or federal law.

 

      (c)  Modification or Repeal.  The provisions of this section may be modified or repealed in accordance with the

procedures for amending the Bylaws; provided, however, that any such modification or repeal shall not have any effect upon the liability of a Director relating to any action taken, any failure to take action, or events which occurred prior to the effective date of such modification or repeal.

 

Section 8.  Indemnification.

 

      (a)  General Rule.  Subject to the provision of Section (b) below, the Association shall, to the fullest extent permitted       

under the laws of the Commonwealth of Pennsylvania as now or hereafter in effect, indemnify any person (and his heirs, executors and administrators) who was or is a party, witness or other participant, to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative (including, without limitation, actions by or in the right of the Association), by reason of the fact that he/she is or was a Director or Officer of the Association or was serving at the request of the Association as a Director or Officer of another corporation, partnership, joint venture, trust or other enterprise, and may, to the fullest extent permitted under the laws of the Commonwealth of Pennsylvania as now or hereafter in effect, indemnify any person (and his/her heirs, executors and administrators) who was or is a party, witness or other participant, or is threatened to be made a party, witness or other participant, to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative (including, without limitation, actions, by or in the name of the Association), by reason of the fact that he/she is or was an employee or agent of the Association, or is or was serving at the request of the Association as an employee or agent of another enterprise, against all expenses (including attorney’s fees, court costs, transcript costs, fees of experts and witnesses, travel expenses and all other similar expenses), judgments, fines, penalties and amounts paid in settlement actually and reasonably incurred by him/her in connection with such action, suit or proceeding.

 

      (b)  Standard of Conduct.  Indemnification shall be provided under Section (a) above only if it is determined that (a)

the person seeking indemnification acted in good faith in a manner he/she reasonably believed to be in or not opposed to the best interests of the Association; and (b) the act or failure to act giving rise to the claim for indemnification does not constitute willful misconduct or recklessness.  Notwithstanding the foregoing, no person shall be indemnified in any case where the act or failures to act giving rise to the claim for indemnification is determined by a court to have constituted willful misconduct or recklessness.

 

 

 

      (c)  Procedure, Indemnification under Section (a) above (unless ordered by a court) shall be made by the Association

only as authorized in the specific case upon a determination that indemnification is proper in the circumstances because the person seeking indemnification has met the applicable standard of conduct set forth in Section (b) above.  The Board of Directors shall make all such determinations.

 

      (d)  Advance Payment of Expenses.  Subject to such terms, conditions and limitations, if any, as the Board of

Directors may at its discretion determine to be appropriate, the Board shall (in case of the Director or Officer) and may (in case of an employee or agent) advance all reasonable expenses (including attorney’s fees, court costs, transcript costs, fees of experts and witnesses, travel expenses and all other similar expenses) reasonably incurred in connection with the defense of or other response to any action, suit or proceeding referred to in Section (a) above upon receipt of an undertaking by or on behalf of the person seeking the advance to repay all amounts advanced if it shall ultimately be determined upon final disposition of such action, suit or proceeding that he/she is not entitled to be indemnified by the Association under provision of the Article.  Notwithstanding the provision of the preceding sentence, the Association shall not be required to make any advance payment of expenses or to make any further advance if one or more advances or further advance would be inappropriate in the circumstances because there is reason to believe that the person seeking the advance did not meet the applicable standard of conduct set forth in Section (b) above.

 

 

ARTICLE XII – MEETINGS

 

Section 1.  Organizational Meetings.   The Organizational Meeting of the Association shall be held during January of each year, the date, place, and hour to be designated by the Board of Directors.

 

Section 2.  Meetings of Directors.  The Board of Directors shall designate a regular time and place of meetings.  Absence from three regular meetings shall be cause for removal from the Board of Directors.

 

Section 3.  Other Meetings.   Meetings of Members may be held at other times as the President or Board of Directors may determine, or upon written request of at least 10% of the Members eligible to vote.

 

Section 4.  Notice of Meetings.  Written notice shall be given to every Member entitled to participate in the meeting at least one (1) week preceding all meetings.  If a special meeting is called, a statement of the purpose of the meeting shall accompany it.

 

Section 5.  Quorum.   A quorum for the transaction of business at:

 

  • A membership meeting shall consist of 10% of the REALTOR® Members eligible to vote with a minimum of 25 REALTOR® Members eligible to vote required being present.
  • A quorum at a Board of Directors meeting shall consist of a majority of the voting members of the Board of Directors.
  • A quorum at a committee meeting shall consist of a majority of the voting members of the committee.

 

 

ARTICLE XIII – COMMITTEES

 

Section 1.  Standing Committees.  The President shall appoint from among the REALTOR® Members, subject to confirmation by the Board of Directors, the following standing committees:

 

Grievance                                Professional Standards

Equal Opportunity                   Finance

Public Relations                       Legislative      

Membership Programs             Education

Executive

 

 

 

Appointments to the Professional Standards Committee and Grievance Committee shall be consistent with the cooperative professional standards enforcement agreement of the Association.

 

Section 2.  Special Committees.  The President shall appoint, subject to confirmation by the Board of Directors, special committees as deemed necessary.

 

Section 3.  Organization.  All committees shall be of such size and shall have duties, functions, and powers as assigned by the President or the Board of Directors except as otherwise provided in these Bylaws.

 

 

 

Section 4.  President.  The President shall be an ex-officio member of all standing committees and shall be notified

of their meetings.

 

 

ARTICLE XIV – FISCAL AND ELECTIVE YEAR

 

Section 1.   The fiscal and elective year of the Association shall be the calendar year.

 

 

ARTICLE XV – RULES OF ORDER

 

Section 1.  Robert’s Rules of Order, latest edition, shall be recognized as the authority governing the meetings of the Association, its Board of Directors, and committees, in all instances wherein its provisions do not conflict with these Bylaws. 

 

 

ARTICLE XVI – AMENDMENTS

 

Section 1.  These Bylaws may be amended by a majority vote of the Members present and qualified to vote at any meeting at which a quorum is present, provided the substance of such proposed amendment or amendments shall be plainly stated in the call for the meeting, except that the Board of Directors may, at any regular or special meeting of the Board of Directors at which a quorum is present, approve amendments to the Bylaws which are mandated by NATIONAL ASSOCIATION OF REALTORS® policy.

 

Section 2.   Notice of all meetings at which amendments are to be considered shall be mailed to every Member eligible to vote at least one (1) week prior to the meeting.

 

Section 3.  Amendments to these Bylaws affecting the admission or qualification of REALTOR® and Institute Affiliate Members, the use of the terms REALTOR® and REALTORS®, or any alteration in the territorial jurisdiction of the Association shall become effective upon their approval as authorized by the Board of Directors of the NATIONAL ASSOCIATION OF REALTORS®.

 

 

ARTICLE XVII – DISSOLUTION

 

Section 1.   Upon the dissolution or winding up of the affairs of this Association, the Board of Directors, after providing for the payment of all obligations, shall distribute any remaining assets to the PENNSYLVANIA ASSOCIATION OF REALTORS® or, within its discretion, to any other non-profit tax exempt organization.

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