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            Washington's Vacation Rental Agencies
 
 

Our Bylaws

Bylaws of the Vacation Rental Managers Association of Washington

Article I. Name

The name of this association shall be Vacation Rental Manager’s Association of Washington , hereinafter referred to as the association or VRMAWA.

Article II. Object

The object of this association shall be to promote standards in the vacation rental industry and to strengthen member’s businesses through education, professional standards, marketing, political involvement, and industry networking. The industry and professional standards are contained in the VRMAWA  Code of Ethics and in the VRMAWA  Standard Practices hereinafter referred to as VRMAWA  Core Documents.

Article III. Members

Section 1. Eligibility. Membership shall be open to all approved vacation short-term (less than 30 days) rental management companies and their affiliates who subscribe to the VRMAWA Core Documents and have a C or higher grade or a N/R (no rating) with the Better Business Bureau.  For membership purposes, “vacation rental management company” is defined as an entity managing two or more furnished residential properties in Washington state.  Any authorized representative of that company can exercise voting power and may serve on the Executive Board.

Section 2. Forfeit. Members shall renew their membership by re-subscribing to the VRMAWA  Core Documents by or at the first bi-annual meeting of each even-numbered year to remain in good standing with voting rights. Membership is automatically forfeited if the annual subscription form is unsigned one month after the due date.

Section 3. Termination or Reinstatement. Members may be removed from membership or reinstated to membership by a two-thirds vote of the Executive Board as follows:

Section 3.1. Suspension, Expulsion or Termination for Non-Payment of Dues. Membership, including voting privileges, shall be automatically suspended for any member whose dues or other assessments are 30 days or more overdue.  After 60 days, the member will receive a delinquency notice and will have 15 days from the date of that notice to bring accounts current.  If accounts are not brought current within the 15 day required time frame, membership with the Association shall be terminated.

Section 3.2 Suspension, Expulsion or Termination for Causes other than Non-Payment of Dues. Any Member of the Association may be suspended or expelled by the Executive Board for conduct in violation of these Bylaws, the Code of Ethics, the Standard Practices or any other terms or conditions of membership established by the Executive Board from time to time in accordance with these Bylaws, including without limitation, any ethical standards and codes of conduct adopted by the Executive Board. Additionally, any Member’s membership in the Association may be terminated by the Executive Board if the Member no longer meets the qualifications and eligibility standards for membership in the Association. Prior to any suspension, expulsion or termination pursuant to this Section 3.1, the Executive Board shall give the affected Member written notice of the proposed suspension, expulsion or termination at least 15 days prior to the effective date of the suspension, expulsion or termination. The written notice shall state the proposed effective date for the suspension, expulsion or termination, describe the reasons for the suspension, expulsion or termination and indicate that the Member has an opportunity to be heard on the issue of the suspension, expulsion or termination no less than 5 days prior to the effective date of the suspension, expulsion or termination. If the Member requests an opportunity to be heard prior to the effective date of the suspension, expulsion or termination, the President of the Association shall either set a date for the Member to be heard on the issue of the Member’s suspension, expulsion or termination or, at the discretion of the President of the Association, shall permit the Member to present written testimony on the issue of the Member’s suspension, expulsion or termination. The President of the Association shall appoint at least 4 members of the Executive Board to consider the Member’s appeal. Only those members of the Executive Board present for the Member’s oral testimony, or those members of the Executive Board who personally review the Member’s written testimony, shall be eligible to vote on the issue of the Member’s suspension, expulsion or termination. A two-thirds vote of the members of the Executive Board designated to hear the Member’s appeal shall be required to expel the Member or suspend or terminate the Member’s membership in the Association. If a Member exercises its right to be heard in accordance with this Section 3.1 and the designated members of the Board deny the Member’s appeal, then the effective date of the suspension, expulsion or termination shall not be sooner than 5 days following the Member’s written or oral testimony.

Section 3.3. Liability for Prior Obligations. The resignation of a Member does not relieve the Member of any obligations the Member may have to the Association as a result of obligations incurred or commitments made prior to the resignation. Additionally, a Member who has been expelled or whose membership in the Association has been suspended or terminated shall remain liable to the Association for dues, fees or other assessments as a result of obligations incurred by the Member prior to the suspension, expulsion or termination. There shall be no refunds of dues already paid.

Section 3.4. Reinstatement. A Member expelled for nonpayment of dues or other assessments may be readmitted as a Member of the Association upon payment of all outstanding dues and other assessments and submission of a newly completed membership application provided that the former Member still satisfies all qualifications and eligibility requirements for membership. After suspension or expulsion for cause other than the nonpayment of dues in accordance with Section 3.1 above, and upon written request signed by the former Member and filed with the Secretary of the Association, the Executive Board may reinstate the former Member’s membership in the Association upon such terms and conditions as the Executive Board deems necessary.

Section 4. Resignations. Members in good standing may submit resignations in writing to the Secretary.

Section 5. Voting Privileges. Each member company is entitled to one vote. Each member company shall designate a single representative who has voting power. The representative may designate an alternate representative to vote on their behalf at any membership meeting. Such authorization must be submitted to the secretary of the organization prior to the start of the membership meeting. Proxy voting shall not be permitted.

Section 6. Dues. The Executive Board may fix dues as it deems necessary to meet the budget of the association. The Executive Board may prescribe when dues are payable.

Section 7: Hold Harmless. All members of the VRMAWA  agree to the purposes of the association, and agree to hold harmless and indemnify the association and its officers for its work and decisions.

Article IV. Associate Members

Section 1. Eligibility. Associate Membership shall be open to all approved short- term (less than 30 days) rental management companies, outside of Washington State who subscribe to the VRMAWA Core Documents. For associate membership purposes, “vacation rental management company” is defined as an entity managing two or more furnished residential properties.

Section 2. Forfeit. Associate Members shall renew their membership by re-subscribing to the VRMAWA Core Documents by or at the first bi-annual meeting of each even-numbered year to remain in good standing with voting rights. Associate Membership is automatically forfeited if the annual subscription form is unsigned one month after the due date.

Section 3. Termination. Associate Members who are found to be violating the VRMAWA Core Documents may be removed from associate membership by a two-thirds vote of the Executive Board.

Section 4. Resignations. Associate Members in good standing may submit resignations in writing to the Secretary.

Section 5. Voting Privileges. Associate Members are not entitle to any representation or voting rights.

Section 6. Dues. The Executive Board may fix dues as it deems necessary to meet the budget of the association. The Executive Board may prescribe when dues are payable.

Section 7: Hold Harmless. All Associate Members of the VRMAWA agree to the purposes of the association, and agree to hold harmless and indemnify the association and its officers for its work and decisions.

Article V. Affiliate Members

Section 1. Eligibility. Companies that market products or services to vacation-rental management companies and who subscribe to the VRMAWA Code of Ethics may apply to VRMAWA to be Affiliate Members and receive any marketing benefits that the VRMAWA Executive Board offers.

Section 2. Forfeit. Affiliate Members shall renew their membership by re-subscribing to the VRMAWA Code of Ethics by or at the first bi-annual meeting of each even-numbered year to remain in good standing with voting rights. Affiliate membership is automatically forfeited if the annual subscription form is unsigned one month after the due date.

Section 3. Termination. Affiliate Members who are found to be violating the VRMAWA Code of Ethics may be removed from affiliate membership by a two-thirds vote of the Executive Board.

Section 4. Resignations. Affiliate Members in good standing may submit resignations in writing to the Secretary.

Section 5. Voting Privileges. Affiliate Members are not entitle to any representation or voting rights.

Section 6. Dues. The Executive Board may fix dues as it deems necessary to meet the budget of the association. The Executive Board may prescribe when dues are payable.

Section 7: Hold Harmless. All Affiliate Members of the VRMAWA agree to the purposes of the association, and agree to hold harmless and indemnify the association and its officers for its work and decisions.

Article VI. Officers

Section 1. Officers The officers shall be a President, Vice-President, Secretary and Treasurer. These officers shall perform the duties prescribed by these Bylaws and the parliamentary authority adopted herein.

Section 2. Duties 2.1 Duties of the President

1.  a)  Calling for and presiding at all Membership and Executive Board meetings;

2.  b)  Providing a meeting agenda for same;

3.  c)  Making all appointments as authorized herein;

4.  d)  Signing checks and withdrawal slips on behalf of the Association in the

temporary absence of the Treasurer or if the check is payable to the

Treasurer;

5.  e)  Overall responsibility for developing programs, making sure the interests

of the general membership are served and ensuring that plans and

assignments get carried out;

6.  f)  Creating for a long-term plan for the Association;

7.  g)  Request reports from committee chairs as required, and

8.  h)  Other duties as per Standing Rules.

2.2 Duties of the Vice President

1.  a)  Calling and presiding at all meetings when the Chair is absent or unable to fulfill duty;

2.  b)  Other duties as per Standing Rules, and

3.  c)  Other duties as delegated by the Chair.

2.3 Duties of the Secretary

1.  a)  Maintaining the records and correspondence of the association;

2.  b)  Keeping and distributing the minutes of the Membership meetings and

Executive Board meetings;

3.  c)  Maintaining a current membership roster;

4.  d)  Sending announcements and notices as required by these Bylaws;

5.  e)  Maintaining and distributing a manual of all Standing Rules;

6.  f)  Submitting proposed changes to the Bylaws and Core Documents to the

Membership, and

7.  g)  Other duties as per Standing Rules

2.4 Duties of the Treasurer

1.  a)  Establishing accounts only at financial institutions approved by the Executive Board;

2.  b)  Paying all duly authorized bills and signing checks and withdrawal slips for authorized expenses on behalf of the Executive Board, and these shall be honored on the Treasurer’s signature alone;

3.  c)  Maintaining the financial records of the Association and reporting financial status to the Executive Board;

4.  d)  Preparing all financial reports required by the Executive Board;

5.  e)  Coordinating with other Committees on the expenses and revenues in a

timely manner;

6.  f)  Managing the cash flow to support Association activities;

7.  g)  Proposing an annual budget for the Executive Board to debate, modify,

and adopt;

8.  h)  Chairing the Ad-Hoc Budget Committee;

9.  i)  Preparing an annual report for the Membership;

10.                 j)  Arranging for an orderly transfer of all books, checks, funds, receipts,

securities, and other pertinent materials that are rightfully considered the

property of the Association upon leaving office; and

11.                 k)  Other duties as per Standing Rules.

Section 3. Nominations. A nominating committee of three members shall be elected at the regular membership meeting prior to the biennial meeting, to nominate candidates for the election at the biennial meeting. Additional nominations shall be permitted from the floor.

Section 4. Elections and Terms of Office. Officers shall be elected at the first biennial meeting for a term of two years or until their successors are elected; terms shall begin at the close of the biennial meeting. Elections shall be by ballot for any position with more than one nominee. Preferential voting as described in Robert's Rules of Order Newly Revised shall be used if an election decision cannot be reached after a second ballot.

Section 5. Term Limits. No member shall hold more than one office at a time, and no member shall be eligible to serve more than two consecutive terms in the same office.  

Section 6. Vacancies. The vice-president becomes president upon a vacancy in that office. A vacancy in any other office shall be filled by appointment of the executive board to serve the remainder of the term.

Article VII. Membership Meetings

Section 1. Regular Meetings. The annual membership meeting shall be held on the fourth Thursday of April, unless otherwise ordered by the Executive Board.

Section 2. Biennial Meeting. The regular membership meeting in April on even numbered years shall be the biennial meeting at which officers and committees shall give annual or biennial reports, and officer elections shall be held.

Section 3. Special Meetings. Special membership meetings may be called with ten days notice by the President or by the Executive Board or shall be called upon written request of twenty-five percent of membership or 10 members, whichever is less.

Section 4. Quorum. Twenty-five percent of the members shall constitute a quorum.

The vote of a majority of the votes entitled to be cast by the members present at a meeting at which a quorum is present shall be necessary for the adoption of any matter voted upon by the members, unless a greater proportion is required by applicable Washington law, the Articles of Incorporation or these Bylaws.

Section 5. Location. All membership meetings of the association must take place in Washington State.

Section 6. Notice of Membership Meetings. Notice of meetings of the members shall be delivered to members, either personally, by mail, by fascimile transmission or by electronic transmission, at least ten days and no more than 90 days before the meeting. Such written notice shall state the place, date and time of the meeting and, in the case of a special meeting, the purpose or purposes for which the meeting is called. If such notice is mailed, it shall be deemed delivered when deposited in the official government mail properly addressed to the member at his or her address as it appears on the records of the association with postage thereon prepaid. The association may deliver to a member notices, demands, consents or waivers by electronic transmission, if such member has consented to receive such electronically transmitted communications. The consent must designate the message format accessible to the member and the address, location or system to which the notices or other document may be electronically transmitted. \

 

Article VIII. The Executive Board

Section 1. Board Composition. The officers plus up to 3 members at large, shall constitute the Executive Board.

Section 2. Board Duties and Power. The Executive Board shall have general supervision of the affairs of the association between its membership meetings. The Board shall be subject to the orders of the association, and none of its acts shall conflict with action taken by the association.

Section 3. Regular Board Meetings. By resolution, the Executive Board may specify the date, time and place for the holding of regular meetings without other notice than such resolution.

Section 4. Special Board Meetings. Special Meetings of the Board may be called with three days notice by the President and shall be called upon written request of two members of the Board. A board member’s right to notice may be waived by any member. Notice of special meetings shall be delivered to the officers, either personally, by mail, by fascimile transmission or by electronic transmission, at least three days before the meeting. Such written notice shall state the place, date and time of the meeting and, in the case of a special meeting, the purpose or purposes for which the meeting is called. If such notice is mailed, it shall be deemed delivered when deposited in the official government mail properly addressed to the member at his or her address as it appears on the records of the association with postage thereon prepaid. Notices by electronic transmission must be delivered in accordance with Section 6 of this Article VI.

Section 5. Quorum; A majority of the duly elected members of the Executive Board shall constitute a quorum. The act of the majority of the executive Board Members at a meeting at which there is a quorum shall be the act of the Executive Board, unless the vote of a greater number is required by these Bylaws, the Articles of Incorporation or applicable Washington law.

Section 6. Electronic Transmission. The association may deliver to an officer notices, demands, consents or waivers by electronic transmission, if such member has consented to receive such electronically transmitted communications. The consent must designate the message format accessible to the member and the address, location or system to which the notices or other document may be electronically transmitted.  

Article IX. Committees

Section 1. Program Committee. A Program Committee of three members appointed by the President shall present plans for meeting programs to the association for approval.

Section 2. Core Documents Committee. Core Documents Committee of three members elected at the biennial meeting shall present recommended changes to the VRMAWA  Code-of-Ethics or to the VRMAWA  Standard Practices.

Section 3. Nominating Committee. A Nominating Committee shall serve as prescribed in the article on Officers.

Section 4. Membership Committee. A Membership Committee of three members elected at the biennial meeting shall serve to promote membership, review and present new member applications to Executive Board, and oversee the conduct of its members according to VRMAWA  Core Documents.

Section 5. Special Committees. Special committees shall be appointed by the President as directed by the Executive Board or association.

Section 6. Ex Officio Member. The President shall be an ex officio member of all committees except the Nominating Committee.

Article X. Parliamentary Authority.

The rules contained in the current edition of Robert's Rules of Order Newly Revised shall govern the Association in all cases to which they are applicable and in which they are not inconsistent with these bylaws and any special rules of order the Association may adopt.

Article XI. Amendment of Bylaws and Core Documents.

The Bylaws and VRMAWA  Core Documents may be amended by the Association with a two-thirds vote of members in attendance at a meeting of the members at which a quorum is present with 30 days written notice of such amendments delivered to members, or a nine-tenths vote of members in attendance at a meeting of the members at which a quorum is present without notice of such amendments to members.

Adopted: October 27, 2010

_____________________________________ Secretary for the Formation Committee of the VRMAWA  Glacier, Washington

FORMING COMMITTEE MEMBERS: Adopted: October 27, 2010

Sea to Sky Rentals LLC, Michelle Acquavella

Mt. Baker Lodging Inc., Daniel Graham

Destination Leavenworth, Daniel Eby

Seattle Suites LLC, Becki Snellenberg

Brunner’s Lodge Inc., Marianne Brunner

VRMAWA Bylaws Adopted: October 27, 2010—Marianne Brunner, Secretary for the Forming Committee of the VRMAWA

Amended—Article 3, Section 1 and 3: May 12, 2012—Marianne Brunner, Secretary VRMA

Amended—Inserted New Articles IV and V:  May 25, 2013—Marianne Brunner, President VRMA

Amended—Article VII, Section 1:  April 16, 2014—Laurie Elliott, Secretary VRMAWA

Copyright © 2012 Vacation Rental Members Association of Washington. All rights reserved.
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