BYLAWS

PORTLAND METROPOLITAN ASSOCIATION OF REALTORS®

5331 SW Macadam Ave. #207, Portland OR 97239

(503) 228-6595 • fax (503) 228-4170

ARTICLE XI - FINANCES

Section 1. The Board of Directors shall administer the finances of the Association.

Section 2. At the direction of the Board of Directors, the President Elect shall segregate from any dues collected an amount sufficient to pay the Association's allocations to the Oregon Association of REALTORS® and the NATIONAL ASSOCIATION OF REALTORS® and shall cause such dues to be timely forwarded to those respective Associations.

Section 3. The general budget shall be prepared by the Budget Committee, chaired by the President Elect, and submitted for approval to the Board of Directors no later than their September meeting.

Section 4. A financial statement shall be prepared annually and made available to the membership.

ARTICLE XII - OFFICERS AND DIRECTORS

Section 1. The elected Officers of the Association shall be a President/Chairman of the Board, President Elect, Vice President of Professional Development, Vice President of Governmental Affairs, Vice President of Member Services, and Vice President of Finance, and they shall be elected to serve one-year terms.

Section 2. The duties of the Officers shall be as their titles by general usage would indicate, and such as may be assigned them by the Board of Directors. It shall be the particular duty of the Chief Executive Officer to keep the records and carry on all necessary correspondence with the Oregon Association of REALTORS® and the NATIONAL ASSOCIATION OF REALTORS®.

Section 3. The governing body of the Association (also known as Local Directors) shall be a Board of Directors consisting of twenty-one (21) members: The six (6) elected officers, ten (10) elected REALTOR® members, three (3) State Director members, one (1) Affiliate or Affiliate Associate member, and the Immediate Past President.

Local Directors. The ten (10) elected REALTOR® members shall include nine (9) members elected by the PMAR membership and the elected President of the Association's Million Dollar Club during the term of that President's Million Dollar Club presidency. Three (3) Local At-Large Directors shall be elected as follows: one (1) from a large firm, one (1) from a medium firm, and one (1) from a small firm at the time of their nomination certification, each serving one (1) year terms. Firms falling within the large, medium, and small categories shall be computed based on the membership rolls on the last day of March of that election year, with each category being defined annually by the Board of Directors. The three (3) State Director members shall be elected from among the State Directors by said State Directors and shall serve one (1) year terms. The Affiliate or Affiliate Associate member shall be appointed by the President Elect for the ensuing elective year, with the consent of the Board of Directors, and shall serve a one (1) year term. The Local Directors, other than the Officers, the Immediate Past President, the Affiliate or Affiliate Associate member, and the Million Dollar Club President, shall be elected to serve for staggered terms of three (3) years.

Ex-Officio Members. On an annual basis one (1) elected RMLS™ director and one (1) OREF manager may be appointed by the President to serve on the Board of Directors as an ex-officio member, without voting rights.
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Section 4. Executive Committee. There shall be an Executive Committee of the Board of Directors consisting of the President/Chairman of the Board, President Elect, Vice President of Professional Development, Vice President of Governmental Affairs, Vice President of Member Services, Vice President of Finance, Chief Executive Officer (non-voting), and the Immediate Past President (ex-officio). The Executive Committee's function shall be to bring matters to the attention of the Board of Directors and to transact business of a delegated nature between meetings of the Board of Directors. A majority of the members of the Executive Committee shall constitute a quorum.

Section 5. The Board of Directors shall administer the finances of the Association and shall hold regularly scheduled meetings not less than nine (9) times each year at a time and place designated by the Directors. A majority of the Board of Directors shall constitute a quorum for the transaction of Association business. All matters of business, except the Elections Committee report, to be presented for a vote of the general membership must be presented for ratification to the Board of Directors prior to the next Regular Meeting.

Section 6. Members of the Association who serve on the Board of Directors of the Oregon Association of Realtors® (OAR) are elected by the Association's REALTOR® Members to serve staggered three (3) year terms except that the current President and President Elect shall receive automatic appointments during their respective elective terms. The number of such Directors, and their rights and obligations as State Association Directors, are prescribed in the Bylaws of the Oregon Association of REALTOR®. The Immediate Past President, for a period of one year during said term, shall serve as the primary alternate member of the Board of Directors of the Oregon Association.

Section 7. Local Directors and Officers are expected to attend all regularly scheduled Board of Director Meetings and to arrive at the specified time. If an Officer or Local Director fails to attend three (3) or more regularly scheduled meetings within any twelve (12) month period during an elective term, this shall be brought to the attention of the President, and said individual(s) shall be removed from office if deemed appropriate by the President, with concurrence of the Executive Committee. In addition, all State Directors are expected to attend all regularly scheduled OAR Board of Director Meetings and if an elected State Director fails to attend two (2) or more regularly scheduled meetings within their term of office, this shall be brought to the attention of the President, and said individuals(s) shall be removed from office if deemed appropriate by the President, with concurrence of the PMAR Executive Committee. All vacancies occurring for reasons other than expiration of elective terms shall be filled by Presidential appointment with a simple majority vote of the Board of Directors for the remainder of the elective term.

Section 8. Special Board of Directors meetings may be called by the President or by no less than five (5) members of the Board of Directors with five (5) days written notice and an agenda of the items to be acted upon.

Section 9. The Chief Executive Officer shall serve as the PMAR Corporate Secretary.


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