Official

BY-LAWS*

of the

MAINE PROFESSIONAL
DRIVERS ASSOCIATION

Established 1989 – Incorporated 1990

ARTICLE I NAME AND OBJECTIVES

ARTICLE II MEMBERSHIP

ARTICLE III FINANCIAL

ARTICLE IV BOARD OF DIRECTORS

ARTICLE V ELECTED OFFICERS

ARTICLE VI DUTIES OF OFFICERS

ARTICLE VII ELECTION OF OFFICERS

ARTICLE VIII COMMITTEES

ARTICLE IX MEETINGS

ARTICLE X AMENDMENTS

ARTICLE XI RULES OF ORDER

ARTICLE XII BUSINESS ADMINSTRATION

*(Updated as of January 17, 2016 incorporating amendments #1 through 36)

 ARTICLE I
NAME & OBJECTIVES

SECTION I The name of this association shall be “Maine Professional Drivers Association” and
shall be known as the “MPDA” and shall herein be referred to as the “Assn.”

SECTION II The objectives of this Association shall be:

A. To promote the image of the safe, courteous and professional driver.
B. To encourage friendly relations between all drivers.
C. To assist law enforcement and regulatory agencies in their efforts to promote
safe, courteous and professional driving.
D. To assist the Maine Motor Transport Assn. in it’s activities such as, but not
limited to, the Maine State Truck Driving Championships.
E. To promote safety in all fields.
F. To promote goodwill toward the trucking industry.
G. To support or oppose legislation that would have a direct effect on the interests
of the Assn.
H. To encourage family involvement through various Assn. activities.
I. To provide a forum for discussion and sharing of ideas and information of common
interest to members.
J. To promote safe driving in general.
K. To upgrade the professionalism in the field of truck driving.
(Amendments #4 - 11/18/90, #7 - 7/21/91)

SECTION III Any and all use of the Assn. name, logo, slogan, emblems, and insignias as designated by
the membership, shall be limited to items and places decided by a majority vote of the
Board of Directors.

SECTION IV The official slogan of the Assn. shall be “Committed to Safety, Courtesy and
Professionalism”. (Amendment #13 - 9/27/92)

ARTICLE II
MEMBERSHIP

SECTION I There shall be seven classes of membership with privileges as designated in the following:
MEMBERSHIP 1. Founding.............a, b, c, f (d, if eligible)
2. Full......................a, b, c, d, f
3. Associate.............a, b, c, e, f
4. Family..................e, f
5. Supporting............a, b, f
6. Lifetime................a, c, f (d, if eligible)
7. Honorary...............f
8. Student...............a, b, c, e, f

PRIVILEGES a. Receive newsletter

b. Pay dues
c. Voting privilege
d. Hold any office
e. Hold any office except President
f. Attend meetings
SECTION II All membership shall be subject to approval by the Board of Directors and voted on by the
majority of the membership present at any regular meeting.
SECTION III Any driver having a driver’s license who, at the time of application, is employed as a
driver (or is an owner/operator) and has competed in the Maine Truck Driving
Championships in at least one (1) of the preceding five (5) years, or; any other driver (or
owner/operator) who, at the time of application, has achieved one (1) year of : A) No
accidents; B)No violations; C) Continued driving employment (or lease) for the previous
year; shall be eligible to become a Full member. (Amendments #10-7/26/92, #34 -5/17/15)

SECTION IV Any driver who is not eligible for Full Membership under Article II, Section III, may still
be eligible to become an Associate Member. Any person who is connected to the trucking
industry in any capacity, for example, management, mechanics, dispatchers, vendors, etc.,
whose interests follow that of the Assn., shall also be eligible to become an Associate
Member.

SECTION V The spouses or companions of all Full and Associate Members shall automatically become
Family Members. (Amendment #3 - 11/18/90)

SECTION VI Lifetime Membership may be purchased for the amount of $250 for Full and Associate
Membership and for $600 for Supporting Members. These funds shall be maintained
separate from general treasury funds by the Treasurer. No more than 1/25th of the total
amount in this fund may be withdrawn in any calendar year.
(Amendments #8 - 7/21/91, #22 - 3/19/95)

SECTION VII Any person or organization, who, in the opinion of the majority of the Board of Directors,
has substantially contributed to the Assn. or to the objectives of the Assn., shall be eligible
for Honorary Membership. Honorary Membership shall be granted at the pleasure of the
Board upon presentation of information from the Assn. membership about the
qualifications of the proposed Honorary Member. Honorary Members shall pay no dues.
Past Presidents shall be accorded Lifetime Honorary Membership status and pay no
dues. (Amendment #33 – 1/20/13)

SECTION VIII Any person or company who has paid their dues and is otherwise eligible by December 31,
1989 shall be designated as a Founding Member of the Assn. as recognition for their
efforts in getting the Assn. started. Founding Members shall have no privileges other than
those available under their regular membership.

SECTION IX Any person, company, or other organization can show its support of the Assn. by
becoming a Supporting Member. To be eligible, such supporter need only pay a $65.00
dues fee and be approved by the Board of Directors.
(Amendments #19 - 9/24/94, #28 - 3/15/03, #30 – 2/25/06)

SECTION X A State Champion of any State sponsored Truck Driving Championships who is
transferred or moves to Maine may join the Assn. as a Full Member provided he/she meets
any other eligibility requirements.

SECTION XI Associate Memberships may be upgraded to Full Memberships provided the member is
otherwise eligible upon approval of the membership at any regular meeting. Full Members
will not be required to downgrade their membership to Associate if their eligibility status
should change as long as said member maintains membership in good standing.

SECTION XII Any person enrolled in a truck driving school is eligible to join as a Student Member.
Student Membership remains in force for one year at which time that person may apply for
upgrade to Full Membership if still enrolled in truck driving school or has graduated with
a CDL. (Amendment #35- 11/1/15)
 ARTICLE III
FINANCIAL

SECTION I Dues shall be $25.00 per year for each of the dues paying membership levels, except for
Supporting Membership, which shall be $65.00 per year. Dues for Full and Associate
Members shall include their spouses. Dues shall be due at the January meeting. All
members whose dues are not received by the March meeting shall lose all Assn. privileges.
(Amendments #5 - 11/18/90, #19 - 9/25/94, #28 - 3/15/03, #30 – 2/25/06)

SECTION II Upon the dissolution of the organization, assets shall be distributed for one or more
exempt purposes within the meaning of section 501(3)(c) of the Internal Revenue Code, or
corresponding section of any future federal tax code, or shall be distributed to the federal
government, or to a state or local government, for a public purpose. Any such assets not
disposed of shall be disposed of by the Court of Common Pleas of the County in which the
principal office of the organization is then located, exclusively for such purposes or to
such organization or organizations as said court shall determine, which are organized and
operated exclusively for such purpose. (Amendment #31 – 2/25/06)
.

SECTION III The fiscal year of the Assn. shall run from November 1 to October 31. The Treasurer shall
give a detailed report at the Annual Meeting in November. (Amendment #1 - 11/18/90)

ARTICLE IV
BOARD OF DIRECTORS

SECTION I The administration of the Assn. shall be vested in the Board of Directors, which shall
consist of the following: President, Vice-President, Treasurer, Secretary, TDC Officer,
Publicity Officer, Membership Officer, Legislative Officer and all Past-Presidents.
(Amendments #17 - 9/26/93, #24 – 3-22-98, #25 - 8/29/99)

SECTION II The Board of Directors shall have supervision of, and be responsible for all affairs and
property of the Assn. The Board shall accept/reject all applications for membership in, or
resignation from, the Assn. and shall have the power to expel or suspend a member for due
cause.

SECTION III The Past-President shall become a Lifetime Honorary member of the Board of Directors
when his/her term as President expires. Past Presidents shall be accorded Lifetime and
Honorary Membership status and pay no dues. (Amendments #21 – 3/19/95, #27 –
1/12/03, #33 – 1/20/13)

SECTION IV This section deleted. (Amendments #18 - 9/26/93, #26 - 8/29/99)

ARTICLE V
ELECTED OFFICERS

SECTION I The elected officers of the Assn. shall be: President, Vice-President, Secretary, Treasurer,
TDC Officer, Publicity Officer, Legislative Officer and Membership Officer.
(Amendments #17 - 9/26/93, #24 – 3-22-98, #26 - 8/29/99)

SECTION II All officers shall be elected for a period of two (2) years. Any vacancy needing filling
 shall be appointed by the President with the approval of the Board and shall only be valid
until the next general election.
(Amendments #9 – 7/21/91, #15 – 9/26/93, #24 – 3-22-98, #26 - 8/29/99)

SECTION III Any officer who fails to participate to the extent of not fulfilling his/her duties shall be
relieved of office by a majority vote of the Board of Directors. The Board shall be
responsible for appointing a member in good standing to fulfill the duties of the vacant
office until the next general election is held.

SECTION IV No more than two (2) persons employed by a particular company shall be elected to the
Board of Directors. This section shall not prevent the Board from filling vacancies on the
Board between elections with additional employees of a particular company even if the
maximum has already been met.

SECTION V To be eligible to be elected to the office of President, a candidate must be a Full Member
in good standing who is employed as a driver (or is an active owner/operator). A former
driver who has had at least 10 years of driving experience is also eligible, providing
he/she has, at some point, met the requirements of Article II, Section III. The candidate
must also have held at least one other elected office on the Board of Directors prior to
nomination. (Amendments #25 – 3-22-98, #36 – 1/17/16)

SECTION VI This section deleted. (Amendment #14 – 11-21-92)

SECTION VII This section deleted. (Amendment #26 - 8/29/99)

ARTICLE VI
DUTIES OF OFFICERS

SECTION I The duties of the President shall be:

A. To preside at all Assn. and Board of Director meetings.
B. Ex-officio member of all committees.
C. Co-signer with the Treasurer on all notes, checks and other legal instruments on behalf
of the Assn.
D. To appoint any appointive or committee positions with the assistance and approval of
the Board.
E. To supervise the operation of the Assn.
F. To perform the duties normally associated with the office.
G. Administer the business of the Assn. in the event of a lack of quorum at a Board of
Directors meeting of lack of sufficient Directors at a General Meeting when there is a
lack of quorum. (Amendment #29 – 9/10/05)

SECTION II The duties of the Vice-President shall be:

A. To assume all powers and duties of the President in the absence of the President.
B. To assist the President.
C. To make arrangements and securing locations for all regular business meetings.
(Amendment #11 - 7/26/92)

SECTION III The duties of the Secretary shall be:

A. To record and report the minutes of all meetings.
B. To keep records of all Board of Directors meetings.
C. To take care of the Assn.’s correspondence.
D. To hold and be responsible for all books and documents of the Assn.
SECTION IV The duties of the Treasurer shall be:
A. To be in charge of the Association’s funds.
B. To co-sign with the President all notes, checks and legal instruments on behalf of the
Assn.
C. To collect and record dues and notify members who are delinquent.
D. To “Close the Books” prior to the Annual Meeting and at the end of his/her term.
E. To keep an accurate record of all receipts and payments.
F. To pay mandatory bills promptly and other bills upon approval of the Board and/or
membership.

SECTION V The duties of the T.D.C. (Truck Driving Championships) Officer shall be:
A. To be the official representative of the Assn. at the Maine State Truck Driving
Championships.
B. To coordinate all Assn. activities corresponding to the Truck Driving Championships.
C. To chair and preside at all T.D.C. Committee meetings within the Assn.
D. To give a full report to the Assn. at the next regular meeting following the State T.D.C.
E. To have charge and supervision of all Assn. articles and materials pertaining to the
T.D.C.

SECTION VI This section deleted. (Amendment #26 - 8/29/99)

SECTION VII This section deleted. (Amendment #26 - 8/29/99)

SECTION VIII The duties of the Publicity Officer shall be:

A. To maintain contact with the various press organizations.
B. To notify the press and the public about various meetings and functions of the Assn.
C. To develop and maintain a publicity program to help promote the objectives of the
Assn.

SECTION IX The duties of the Membership Officer shall be:

A. To maintain a list of members in good standing.
B. To see that a complete list of members in good standing with mailing addresses and
telephone numbers is published for the membership at least once per year at of before
the April meeting.
C. To keep an accurate record of attendance at all Assn. meetings by maintaining a sign-in
ledger and making these records available to the Board as necessary.

SECTION X The duties of the Legislative Officer shall be:

A. To maintain an ongoing list of pending legislation at the local, State and Federal levels
that may affect the Assn.’s interests.
B. To help establish an Assn. position on issues that may affect the Assn.’s interests.
C. To assist the members of the Assn. in maintaining contact with their legislative
representatives.

SECTION XI This section deleted. (Amendments #24 – 3/22/98, #26 - 8/29/99)

SECTION XII This section deleted. (Amendment #16 – 9/26/93, #26 - 8/29/99)
 ARTICLE VII
ELECTION OF OFFICERS

SECTION I At the regular September meeting every second year, a Nominating Committee of at least
three members in good standing shall be formed to select candidates for office. No elected
officer shall be part of this committee except that the Past-President should be one of the
three and be in charge of preparing a ballot for the November meeting elections.
(Amendment #9 - 7/21/91)

SECTION II The proposed ballot shall consist of as many candidates as the Committee sees qualified
for each office. Nominations can also be made from the floor at the September and the
November meeting and added to the list that the Committee prepares.
(Amendment #12 - 7/26/92)

SECTION III Elections shall be held at the regular November meeting every second year, with the newly
elected officers taking office at the January meeting. (Amendment #9 - 7/21/91)

SECTION IV Voting at the election shall be by secret ballot.

SECTION V Members conforming to privileges on membership chart in Article II, Section I, and having
been members in good standing for at least six (6) months shall be eligible to hold office.

SECTION VI This section deleted. (Amendment #6 - 11/18/90)

ARTICLE VIII
COMMITTEES

SECTION I The President and/or Board of Directors may, from time to time, appoint such committees
as they deem necessary or advisable for carrying out the work and the purpose of the Assn.
and delegate to such committees such authority and powers as they may see fit, within the
limits of their own authority.

SECTION II The tenure of each committee shall be at the pleasure of the President or the Board but
shall not exceed one (1) year.

SECTION III A Nominating Committee shall be formed at the September meeting for the purpose of
selecting candidates for the election of officers at the November meeting.

ARTICLE IX
MEETINGS

SECTION I Regular meetings shall be held on the third Sunday of January, March, April, May, July,
September and November. The time and location shall be determined at the previous
regular meeting.

SECTION II The regular meeting in November shall also be designated as the Annual Meeting at which
time all members of the Board of Directors shall make their Annual Reports.
(Amendment #2 - 11/18/90)

SECTION III The Board of Directors shall hold Board Meetings prior to the regular meetings to present
the President with any comments for discussion and to prepare an agenda for the regular
meeting.
SECTION IV Special meetings of the members may be called by the President or the Board of Directors.
Special meetings of the members may also be called by the members providing that at least
one quarter (1/4) of the eligible members in good standing participate in the request.

SECTION V The meeting date can be changed by a majority vote of all members in good standing at
any regular meeting.

SECTION VI All members in good standing shall be given at least ten (10) days notice of any regular
meeting and any special meeting that may be called by the Board.

SECTION VII A quorum for transaction of business at regular and special meetings shall consist of at
least ten (10) Full and/or Associate Members and no less than four (4) of these members
must be officers.

SECTION VIII A quorum for transaction of business at Board of Directors meetings shall consist of at
least four (4) officers.

SECTION IX In the event of a lack of quorum at any Board of Directors meeting, the President shall
have authority to make any decisions necessary to administer emergency business until
directors can meet again. In the event the President is absent, then the Vice-president
assumes authority, then the Treasurer, then the Secretary. After these options have been
exhausted, then the Executive Director will acquire such authority.
In the event of a lack of quorum at any General meeting where there are not enough
Directors present, the President shall have authority to make any decisions necessary to
administer emergency business until directors can meet again. In the event the President is
absent, then the Vice-president assumes authority, then the Treasurer, then the Secretary.
After these options have been exhausted, then the Executive Director will acquire such
authority.
In any other situation, decisions shall be tabled until a quorum of Directors meets.
(Amendment #29 – 9-10-05)

SECTION X The President shall have the authority to change a meeting date, time or location as
deemed necessary. The President shall notify all officers and/or members by any
reasonable means including but not limited to emails and website posting.
(Amendment #32 – 5/15/11)

ARTICLE X
AMENDMENTS

SECTION I These by-laws, or any part of them, may be altered, amended or repealed by a two-thirds
(2/3) majority vote of the members present at two (2) consecutive regular business
meetings. The change shall be proposed at the first meeting with the final vote taking
place at the second meeting, provided that a notice of the second vote be sent to all
members with at least ten (10) days notice of the second meeting. (Amendments # 20 -
9/25/94, #37 – 3-20-16)

SECTION II No alterations or amendments of these by-laws shall be voted in that do not conform with
the intent of the Laws of the State of Maine pertaining to non-profit corporations. Any
amendments shall also be consistent with the Articles of Incorporation filed with the State
of Maine.
 ARTICLE XI
RULES OF ORDER

SECTION I Unless otherwise provided, all proceedings of this Assn. shall be governed by Robert’s
Rules of Order.

ARTICLE XII
BUSINESS ADMINISTRATION

SECTION I The Executive Director shall be appointed or hired by the President pending approval of
the majority of the Board of Directors present at any regular or special meeting. The term
of appointment or employment shall be at the pleasure of the Board. The duties of the
Executive Director shall be:
A. To manage the day to day business of the Assn.
B. Overseeing the financial operations and business practices of the Assn.
C. To represent and act on behalf of the Board of Directors at their direction.
D. To coordinate all Assn. activities with the President and the Board of Directors at their
direction. (Amendments #23 – 1-19-97, #26 – 8-29-99)