Name and Purpose: The name of the club which is a not for profit organization is the Lincolns of Distinction

The purposes for which this club is founded are: the development, publication and interchange of technical, historical and other information for and among members and other persons who own or are interested in Lincoln Mark VIII automobiles, to promote social activities and fellowship among the members and preservation of all Lincoln Mark VIII automobiles.

Membership: Active membership shall be open throughout the world to any person who shall be in sympathy with the interest and purposes of the club. Ownership of a Mark VIII is not required. Active members are required to pay annual dues. Active members are entitled to the full benefits of the club. They may:

1. Receive publications

2. Have access to the club website

3. Participate in activities

4. Attend Annual Meetings and participate in the conduct of business

5. Hold Office

6. Vote for Directors

7. Vote on proposed Amendments

Dues: Active members are required to pay annual dues as determined by the Board of Directors. The membership year shall be from the first of January to December 31. Any new member paying dues after September 30 will be considered paid up for the following year.

Renewals: Active Members are required to renew membership by submitting annual dues at the beginning of the membership year.

Eligibility to Hold Office: Active members who have paid their dues are entitled to hold office. An active member who holds office who fails to submit dues for renewal when due, shall be deemed to have vacated the office. Only members who have been active members for one year or more may be nominated or hold the Office of President or of Vice-President. This last rule shall not apply during the charter year of this club.

Expulsion: Any member whose conduct is judged to be not in keeping with the best interests of the Cub may be expelled after due hearing pursuant to the affirmative vote of the majority of the Board of Directors. A notice of the charge shall be mailed to the member against whom the charge has been presented and he shall be given a period of sixty days to present a defense before any action shall be taken against him.

Board of Directors: The board of directors shall be constituted of at least three and not more than fifteen elected members.

Election of Directors: The Active Members shall elect by plurality vote each year by blanket ballot, one third of the total elected members serving on the Board, to serve as Directors for three years. The term of office of the elected members of the Board shall be three years with terms of one third of the elected Director’s expiring each year.

Nomination of Director: Nominations for the Board of Directors must be submitted to the Secretary or President at least sixty days prior to annual elections held on January 15. Nominations need to include a relevant biography.

Ballots: The Secretary shall prepare a blanket ballot containing the names and biographies of nominees and mail ballots to all Active Members with the notice of annual elections and any proposed Amendments. Votes including those for Amendments must be received by January 15 or they will not be counted. The Secretary shall retain all ballots received unopened until the deadline for receipt of ballots. He will then count the ballots and have the count witnessed by at least two other members of the club. If secure means of voting on the Internet can be done, voting electronically will be valid. Each member gets only one vote, either by mail or electronically, not both. When the secretary is also a candidate for reelection to the Board of Directors, the President shall appoint another member of the Board of Directors to perform the Secretary’s duties concerning the election.

Election of Officers: The nomination and election of officers shall be done in the same manner as the nomination and election of the Board of Directors. Two Co-Presidents, a Vice President, a Secretary and a Treasurer shall be chosen. One Co-President will represent the first generation Mark VIII (1993-96), the other Co-President will represent second generation Mark VIII (1997-98). The terms of all officers will be one year.

President: There will be two Co-Presidents as described above. The Presidents shall preside at all meetings, they shall appoint all committees, they shall have power to decide all questions of equal division and have all the powers and duties usually invested in a President. The two Co-Presidents have equal power. The Co-Presidents may appoint additional Assistant Secretaries and Assistant Treasurers from among the Directors to serve at their pleasure.

Vice-President: The Vice President shall serve in absence of both Co-Presidents. He will moderate and resolve any disputes between the Co-Presidents.

Any disputes that the Vice President cannot resolve will go out to the membership for a vote.

Secretary: The Secretary shall record all minutes of the Board of Directors and the Annual Meetings. He shall perform such other duties as may be described by the Board of Directors, and those that pertain to the office.

Treasurer: The Treasurer shall collect and distribute the funds of the club as may be ordered by the Board of Directors or Co-Presidents. He shall render a financial report of the club at the Annual Meeting and whenever the President or the Board Requires. He shall give bond at the expense of the club if required to do so by the Board.

Board of Directors: A Board of Directors shall govern the club. Each Officer is considered to be a member of the Board. The Board shall have general management responsibility and control of the affairs and property of the club, and shall perform all duties not specifically designated by the charter. At any meeting, four Directors shall constitute a quorum. Unless otherwise provided, a majority vote shall decide. Members, to be eligible for election to the Board of Directors,  must be able to regularly participate in Board meetings, the location of such meetings being designated by the Presidents. This location may include cyberspace. Board members must be willing to assist and perform tasks in administration of the Club.

Board Meetings: A meeting shall be held at the Annual meeting within the same weekend. Additional meetings may be held at the call of the President, or upon written application to the Secretary by not less than three Directors. Written notice of all meetings shall be given to each Director at least thirty days prior to the meeting. Meetings in cyberspace may be done if in-person meetings prove to be impractical.

Vacancies: The Co-Presidents may fill vacancies in the elected membership of the Board that occur for any reason for the un-expired term.

Voting: All members of the Board will have one vote per person at each Board Meeting. If there is a tie in voting, the issue will go out to the Active membership to break the tie.

Order of Business: Robert’s Rules of Order, Revised, shall govern in all cases where applicable and when they do not conflict with the charter of the Club.

Regions (Chapters): Any group of four or members of this club may make written application to the Board of Directors for the right to form a Region of this club. If a charter is granted, the Board shall specify the name and jurisdiction. The Board may revoke the Charter at any time upon due consideration.

Commercial Activity: This club, or any region thereof, shall not, under the club name, participate in any commercial activity without approval of the Board of Directors.

Appeals: Any member of the club who may find cause for dissatisfaction with its operations may appeal in writing to the Board of Directors. The Board’s decision on the matter will be final.

Amendments: Any proposal for the revision of the Charter shall be submitted in writing to the Board of Directors. If the Board approves the proposed amendment by an affirmative vote of two-thirds of the Directors present at the meeting, the Secretary shall include the proposal with the next ballot for the election of Directors for a vote by the Active Members. A majority of the ballots cast by the members shall decide. All amendments shall be in full force and effect upon adoption.

Principal Office and Seal: The principal office of this club shall be maintained at the offices of the Co-Presidents. The Co-Presidents shall be the custodians of the club seal.

Annual Meeting: The Annual Meetings of the club shall be held in conjunction with the National Meets. If deemed practical by the Board of directors these meets will alternate East, Mid-America and West. Regions (Chapters) may submit to the Board a proposal and plan to host the Annual Meeting. A written notice shall be sent to all Active members not less than sixty days before such a meeting. The Secretary must receive agenda items from members in writing, not less than twelve days prior to the meeting. The President is not required to accept for discussion any subject not communicated in writing to the Secretary within the required time.

Funds: No funds of this club shall be paid out unless certified by a Co-President. Both Co-Presidents must approve any payment greater than $99.