OAA BY-LAWS

ARTICLE 1 — OFFICES

The Oregon Auctioneers Association is a non-profit organization as filed under Oregon State corporation law requirements dated December 14, 1973. The offices of the organization will be determined by the officers and directors and reported to the State as required by law.

ARTICLE II — MEMBERSHIP

1. MEMBERSHIP is available to an auctioneer or associate who prescribes to and will operate under the OAA’s code of ethics, will abide by the By-Laws of the organization and is recommended by another member in good standing. Candidate member must be approved by the board, or approved by a majority vote of the membership. Membership becomes valid upon payment of dues. Honorary membership is given to any individual nominated and a vote of a majority at any membership meeting.

2. CLASSIFICATION AND VOTING RIGHTS

a) Individual membership is limited to an auctioneer who conducts auctions within the State of Oregon, an Auction Mart Operator or the spouse of either above. Members in good standing shall be entitled to vote in all meetings.

a) Associate Member: Associate membership is available to individuals interested in promoting the Auction Profession and the Auction way of selling. Associate members shall not be entitled to vote.

b) Rights of Members: The rights of Members or Associate Members to participate in the activities of the OAA shall cease termination of their membership.

3.  DUES: The dues for individual or associate membership shall be specified in the current applicable Good of the Order, an addendum to these By-Laws. Dues are due the day of acceptance as a member and renewable July 1st of each succeeding year. Dues will be pro-rated after January 1 of the current fiscal year for new members only; one-half of the current dues will apply.

4. TERMINATION OF MEMBERSHIP

a) Non Payment of Dues: Should any member become 30 days past due, his or her membership will be subject to immediate termination. Such membership may be automatically reinstated by payment of delinquency within one year; thereafter, such member must resubmit qualifications of a new member. The secretary will send notice of dues payable for July 1 only. No other notice will be forthcoming prior to membership termination.

b) Resignation: Any member may resign from the association by delivering a written resignation to the President or Secretary of the Association.

ARTICLE III — MEETINGS

1. GENERAL MEETING: there shall be at least two regular meetings a year of the general membership. The exact place and date of the meeting will be chosen at the prior general meeting or at a regular or specially called board meeting. Written or printed notice stating the place, day and hour of the meeting and in case of a special meeting, the purpose for which the meeting is called, shall be mailed to each member of the Association not less than ten (10) or more than fifty (50) days before the date of the meeting. Such notice shall be deemed to be delivered when deposited in the United States mail, addressed to the member at their address as it appears on the books of the corporation, with postage thereon prepaid.

2. BOARD MEETINGS: Board meeting shall consist of at lease 50 percent of the officers and the directors. Any other interested members are welcome to attend. The time and place shall be decided upon at the previous board or general meeting. Meeting may also be called by the president or a majority of officers and directors.

3. QUORUM: Ten members or one third of the paid up membership of the Association shall constitute a quorum at any membership, regular or special meeting and the act of a majority of the members present shall be the act of the full membership except as otherwise specifically provided by the statute, the Articles of Incorporation , or these By-Laws. If less than a quorum is present at a meeting, a majority of the members present may reschedule the meeting to a subsequent time.

4. RULES OF ORDER: the latest edition of Robert’s Rules of Order shall determine procedure at all meetings.

ARTICLE IV — OFFICERS

1. NUMBER: The elective officers of the corporation shall be a President, Vice-President, Secretary, Treasurer, and three (3) Directors. The Secretary and the Treasurers’ positions may be combined by the vote of he membership at any election-nominating meeting.

2. BOARD: The board will consist of the immediate past president, the elected President, the Vice-President, the Secretary, the Treasurer, and the three elected directors.

3. ELECTION AND TERMS OF OFFICE: The elective officers of the corporation shall be elected mutually by the members in July of each year. Each officer shall hold office until their death or until they shall resign or shall have been removed in a manner hereinafter provided.

4. REMOVAL AND RESIGNATION: The board of directors, by majority vote of the entire number exclusive of the officer being removed may remove from office any elected officer of the corporation, and at any meeting may accept the resignation of any officer of the corporation. An officer who is absent from three (3) consecutive meetings without a legitimate reason shall forfeit the office and a new officer shall be elected or appointed by the president. The secretary shall notify the officer of the delinquent attendance after the third consecutive absence and on the fourth consecutive meeting the board of Directors, by majority vote of those present, shall advise the members of a replacement at the fourth meeting.

5. VACANCIES: Vacancies other than the President, occurring in the elective officers by resignation, death or otherwise, shall be filled by election by the members at the next regular meeting. The President may appoint an individual member to the position of Vice President, Secretary, Treasurer or Director to serve until the next regular elections.

6. SALARIES: Elective officers of the corporation shall not receive compensation for their services.

7. PRESIDENT: The President shall be the chief executive officer of the corporation, and shall have general charge of the business affairs, property of the corporation, and of its several officers. The President shall preside at all meetings of the members, Board of Directors, and duties set forth in the By-Laws and Robert’s Rules of Order.

8. VICE-PRESIDENT: The Vice-President assumes the office of the President in the latter’s absence, disability, or death. The Vice-President shall be nominated as President to move into the office of the President.

9. SECRETARY: The Secretary makes and keeps the records and is custodian of the corporate seal; shall answer all correspondence and other communications except that requiring the attention of the various other officers, which shall be directed to the appropriate officer fro attention; shall keep an up-to-date roster of the members; shall mail copies of the minutes of the last meeting to all officers at least ten (10) days prior to the next succeeding meeting, and give all notices required by law.

10. TREASURER: The Treasurer shall have custody of the association’s funds; keep full and accurate accounts of all receipts and disbursements of the Association; deposit all money and other securities in such depositories as may be designated by the Board of Directors; disburse the funds of the Association pursuant to warrants for expenditures; taking proper vouchers for disbursements; and prepare all statements and reports required by law. The Treasurer shall mail dues notices to the members.

11. DIRECTORS: There shall be three (3) elected director positions. A Director shall be elected to fill and serve a three-year term. The senior Director will exit each year.

ARTICLE V — SEAL

The corporation shall have a corporate seal which shall be in the form of a circle with the name of the corporation, “Oregon Auctioneers Association”, “Corporate Seal”, “Oregon” inscribed thereon. The seal shall be impressed in the margin of all official documents.

ARTICLE VI — AMENDMENT OF ARTICLES

The Articles of Incorporation may be amended by a vote of two-thirds of the members present at any meeting provided all members have been given notice of the changes in the regular notice of meeting. All changes shall be filed with the Corporation Commissioner in Salem, Oregon.

ARTICLE VII — AMENDMENT OF BY-LAWS

The Board of Directors and elected officers shall have power to make, alter, amend, and repeal the By-Laws of the corporation by affirmative vote of two-thirds of those present, provided however, that the action is proposed at a regular or special meeting, and adopted at the subsequent regular meeting to which all members have been notified of the proposed changes. Action to change the By-Laws may be proposed by a majority vote at any membership meeting and may be approved at the next membership meeting if copies of the proposed changes have been sent by mail to the membership at least ten (10) days prior to that meeting.

OAA Ethics

PREAMBLE

The public auction subjects all possession to equitable public appraisal and competitive offer an thereby determines fair and current value of all personal goods and estates.

The Auctioneer is the master of procedure and conduct of community progress and development. Such functions impose grave responsibility and duty beyond ordinary business policy to which he must dedicate himself and strive to maintain the highest standards of his profession and share with his fellow Auctioneers and common responsibility for its Integrity and Honor.

PART I — PROFESSIONAL RELATIONSHIPS

1) In the best interest of the public, of his fellow Auctioneers, and of his own business, the Auctioneer should be loyal to the Oregon Auctioneers Association.

2) The Auctioneer should conduct his business as to avoid disputes with his fellow Auctioneers, but in the event of a controversy between two Auctioneers who are members of the Oregon Auctioneers Association, he should not resort to a law suit, but submit his difference to arbitration by the Oregon Auctioneers Association, and the decision of such an arbitration should be accepted as final and binding. If the dispute should be with a non-member, he should offer the services of this Association to arbitrate.

3) Where a member is charged with unethical practice, he should promptly and voluntarily place all the pertinent facts before the Board of Directors for investigation and report.

4) A member should never publicly criticize a competitor, and where an opinion is specially requested, it should be rendered in conformity with strict professional courtesy and dignity.

5) A member should not solicit the services of an employee of a fellow Auctioneer without his consent and knowledge.

6) In the best interest of society, of his Associates, and of his won business, the Auctioneer should at all times be loyal to the Oregon Auctioneers Association and active in its work; and the should willingly share with his fellow members the lessons of his experience.

PART II — RELATION TO CLIENTS

7) In justice of those who place their interest in his hands, the Auctioneer should endeavor to keep abreast of business conditions, to keep informed in matters of law and proposed legislation affecting such interests, so as to give intelligent business advice and effective service.

8) In accepting the sale of real or personal property, the member pledges himself to be fair to both seller and buyer, and to protect the owner’s interest as he would protect his own.

9) When consulted for an appraisal of value or liquidation problem, a member should give a well considered opinion, reflecting expert knowledge and sound judgment, taking requisite time for study, inquiry, and deliberation. His council represents a professional service which he should render in writing and for which he should make a reasonable charge. A member should not undertake to give an appraisal or offer an opinion on any proposition on which he has a direct or even indirect interest, without a full disclosure of such interest.

10) Before accepting a sale, it is the duty of the Auctioneer, if requested, to advise the owner intelligently and honestly regarding the market value of the business proposition and the reasonable chance of selling at value or above.

PART III — RELATIONS TO THE PUBLIC

11) It is the duty of every member to protect the public against fraud, misrepresentation, or unethical practices in connection with the sale, disposal, or liquidation of any real or personal property the Auctioneer is called upon to dispose at public auction.

12) It is the duty of a member to ascertain all pertinent facts concerning every sale for which he is engaged, so that in offering he may avoid error, exaggeration, and misrepresentation.

13) An Auctioneer is a confidential trustee of the information given by the seller or gained by him through relationship, and the Auctioneer must never disclose the gross receipts of a sale or any other information that would tend to be a violation of the profession.

14) No special conditions, real or assumed, or inducements or directions from anyone, relieve the member form his responsibility to strictly observe the Code of Ethics in letter and spirit.