1.1 The name of the Division shall be the Plastic and Die-Cast Division of the Hobby
Objective of Division
2.1 The objective of the Division is to promote the growth of plastic and die-cast modelhobbies
and represent those segments of the overall hobby industry on the HMA Board,
and to government, trade, and the consumer.
3.1 Members. As established in the HMA by-laws, Regular Members and Associate
Members of that association will designate which Division they will belong to when they
pay their annual dues.
4.1 Annual Meeting. The Annual Meeting of the Division shall be held each year at
such time and place as may be designated by the Division Council. Notice of such
meeting shall be sent to each Division member at least thirty (30) days prior thereto.
4.2 Special Meetings. Special meetings of the Division may be called by the Division
Council, or by a petition of one third of the Regular Members addressed to the Council
Coordinator who will issue the call therefore. Notice of the time and place of such a
meeting, and of the subjects to be considered, shall be mailed to each member at least
fifteen (15) days in advance of such meeting. Only such business shall be transacted at a
Special Meeting as is specified in the notice of such meeting.
4.3 Voting. At all meetings of the Division each Regular Member shall have one vote.
4.4 Proxies. Members may be represented by proxies at any meeting of this Division.
However no person shall be eligible to act as a proxy unless he or she is either a member
of this Division or any officer of a corporation which is a member of this Division. Any
proxy shall be revocable at the pleasure of members executing the same.
5.1 Election and Terms of Council Members. At the Division’s Annual Meeting nine
(9) Council members will be elected to serve two-year terms. Upon expiration of those
initial terms, and thereafter, (6) Council members will be elected to serve two-year
terms and (3) council members will be elected to serve three-year terms. At or before
each Annual meeting a number of Directors equal to that of those whose terms have
expired shall be elected.
5.1.1 No more than one employee of any one parent company may serve on the council at
any one time.
5.2 Assumption of duties. Council members’ terms of office shall commence
immediately following the Annual meeting. Council members shall continue in office
until their successors have been duly elected and qualified, or unless they resign, are
removed, or are otherwise unable to fulfill an unexpired term. Council members shall
serve without compensation, excepting the Council may, by resolution, authorize
reimbursement of expenses incurred in the performance of their duties as Council
5.3 Nominations for the Council. At least five months prior to the Annual Meeting, the
Council shall elect a Nominating Committee Chairman who shall nominate
candidates for election to upcoming vacancies on the Division Council. Additional
committee members may be added at the discretion of the Committee Chairman.
Nominations for Council members may also be made from the floor at the Annual
Meeting and held for the following year’s election.
5.4 Email/Mail Ballots. Annual election for the Council members shall be made by
mail, email, or fax ballot, or by a combination of those methods. Ballots shall be sent
to all Regular Members no later than four months prior to the Annual Meeting.
Ballots must be returned on a deadline specified, and council seats must be final prior
to the start of the next HMA fiscal year. Council seats must be final by the last
council meeting prior the start of the next HMA fiscal year.
5.5 Special Elections. The Division Council may call for a special election of the
general division membership should council vacancies occur not covered by Article 6.6
of these operating procedures and in accordance with procedures outlined in Article 5.
6.1 Number of Council Members. The general management of this Division shall be
vested in a Division Council consisting of nine (9) members. The Council members
shall be elected by the members of the Division at or before its annual meetings in
accordance with the provisions of Section V hereof.
6.2 Meetings of the Division Council. A regular meeting of the Division Council shall
be held immediately following the Annual Meeting. Special meetings of the Division
Council may by the request of three board members addressed to the Council
Coordinator, who will issue the call therefore. Notice of the time and place of such a
meeting, and of the subjects to be considered, shall be mailed to each member at least
fifteen (15) days prior to such meeting. The Division Council may hold Special Meetings
without the customary notice, provided a waiver of notice signed by all members of the
Board is executed before or after such meeting. Whenever, in the judgment of the
Division Council a non-binding mail poll of the Council members is desirable, the
Council may direct that such a poll be taken. Special Meetings of Division Council may
be held by conference telephone call.
6.3 Quorum. At any regular or special meeting of Division Council, the presence of a
majority of then-qualified board members shall be required to constitute a quorum for the
transaction of business.
6.4 Absences. Any member of the Division Council unable to attend a meeting shall, in a
letter addressed to Council Coordinator, state the reason for his absence. Any council
member who is absent for more than two consecutive meetings without due cause is
considered resigned from the HMA Plastics and Die Cast Council. The council alternate
would then be deemed the voting council member and a new alternate would be chosen
by the Council.
6.5 Resignation or removal of Council Members. Any Council member may resign at
any time by giving written notice to the Council Coordinator. Such resignation shall take
effect at the time specified therein, or, if no time is specified, at the time of acceptance of
the resignation by Council. Any Council member may be removed for cause by a majority
vote of the Council at any regular or special meeting at which a quorum is present.
The Council shall have full power to remove any Council member for his failure to attend
two consecutive regular meetings of the Council, unless excused by a vote of the Council
6.6 Vacancies. Any vacancies occurring on the Division Council by reason of death,
resignation, or otherwise may be filled for the unexpired term by a qualified Regular
Member elected by majority vote of the remaining members of the Council.
6.7 Authority of Division Council. The Division Council shall have the authority to
conduct the trade promotion activities of the Division, including advertising, publicity,
and public relations.
6.8 Election of officers. At the first meeting of Division Council following the Annual
Meeting, the Council shall elect by majority vote from among its members the three
Officers of the Division: a President, Vice President, and Secretary–Treasurer, each of
whom shall take office immediately and serve for the ensuing year.
7.1 President. The President shall be the chief executive officer of the Division and shall
preside at meetings of the Division and its Division Council. The President shall be an
ex-officio voting member of all committees except the Nominating Committee. The
President shall appoint all standing and special committees of the Division except the
7.2 Vice President. The Vice President shall perform the accepted duties of a Vice
President and shall be successor to the President in the event the President ceases to
serve. The Vice President shall be an ex-officio voting member of all committees except
the Nominating Committee.
7.3 Treasurer. The Treasurer shall perform the following duties:
The Treasurer shall supervise the keeping of accurate, detailed records of accounts
in books belonging to the Division, which accounts and records shall be open at all times
upon reasonable notice to inspection by any member of the Division Council.
Cause a fiscal year budget of estimated income and expenditures to be prepared
and submitted to Division Council for approval not less than sixty (60) days before the
last day of each fiscal year. The Treasurer shall report in writing the financial condition of
the Division Council whenever requested to do so by the President or the Division
Council, and shall submit a full financial report to the Division at its Annual meeting.
Whenever directed to do so by the President or Division Council, the Treasurer
shall submit for audit his books, records, vouchers, and any and all other papers in his
possession called for, to an auditor or auditing committee designated by the Division
7.4 Secretary. The Secretary shall attend all meetings of the Division and Division
Council, keep a record of all proceedings, attest to documents, and perform such other
duties as are usual for such an office and as may be assigned by the President or Division
7.4 Resignation or Removal of Officers. Any Officer may resign at any time by giving
written notice to the Division Council. Such resignation shall take effect at the time
specified therein, or, if no time is specified, at the time of acceptance of the resignation by
the Division Council. Any Officer may be removed for cause by a majority vote of the
Division Council at any regular or special meeting at which a quorum is present.
7.5 Vacancies. Any vacancies occurring in any office by reason of resignation or
otherwise may be filled for the unexpired term by a qualified person elected by majority
vote of the Division Council.
7.6 Delegation of powers. The elected Officers of the Division may from time to time
delegate the exercise of their powers to such salaried employees or agents of the Division
as the Division Council may provide for the purpose. In any such case the elected Officer
shall remain responsible to ensuring that the assigned duties are properly discharged.
8.1 Council Coordinator. When deemed necessary by the Division Council, and within
the constraints of the budget of the Division, a Council Coordinator may be retained and
paid by the Division Council as either an employee or agent of the Division. This Council
Coordinator shall perform such duties as may be assigned to him by the President and
Division Council. The Council Coordinator shall have a direct voice in the deliberations
of the Division Council, and the right to recommend actions, but not the right to vote. The
Council Coordinator shall be responsible to the President and the Division Council for
the day-to-day management of the Council in accordance with policies defined by these
Operating Guidelines and by the Division Council.
Standing committees and standing resolutions
9.1 Standing Committees. The Division Council may establish and appoint Standing
Committees from time to time to accomplish the purpose of the Division. Each Standing
Committee shall include at least one Regular Member.
9.2 Standing Resolutions. The Division Council may adopt, amend, or rescind such
Standing Resolutions from time to time as are necessary to accomplish the purpose of the
Division. Standing Resolutions shall be adopted to establish standing committees, and to
deal with such other matters as are necessary, appropriate, or helpful to carry out the
purposes of the Division.
Order of business and rules
10.1 Order of business. The order of business for Annual and Special Meetings of the
Division shall be as decided by the President.
10.2 Rules. Robert’s Rules of Order (latest edition) shall govern in all cases not herein
Amendment of Operating Guidelines
11.1 Amendments by Council and Members. Amendments to these Operating
Guidelines may be proposed by the Division Council by a two-thirds vote of those board
members present and voting. Following such proposal, these Operating Guidelines may,
at any duly constituted Annual or Special Meeting of the Division, be amended by
changing, altering, suspending, supplementing, or repealing the same, by a sixty (60)
percent vote of the Regular Members present, but only if notice of a vote on such
proposed amendment has been mailed to all Regular Members at least fifteen (15) days
prior to such meeting.
11.2 Amendments by Division Council. These by-laws may also, except for this
Section 11.2, be amended by changing, altering, suspending, supplementing, or repealing
the same at any duly constituted regular or special meeting of the Division Council, by a
two-thirds vote of the entire Division Council. Any amendment of these Operating
Guidelines by the Division Council shall be subject to rescission by a sixty (60) percent
vote of the Regular Members. The Division Council shall not have any power to re-adopt
any amendment previously adopted by the Division Council, which may have been
rescinded by a vote of the Regular Members.