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Constitution & Bylaws

Download the PDF version here: Constitution & Bylaws as amended

Last amended September 20, 2012

 

CONSTITUTION

 

Article I.  Name

The name of the organization shall be: Alabama Association of REALTORS®, Inc.

 

 

Article II.  Mission

The Alabama Association of REALTORS® exists to organize, serve, and unite its membership in areas where it can be more effective than local boards and the National Association of REALTORS® and shall, as its primary mission:

  • Provide professional opportunities;
  • Foster the highest standards of ethical conduct and enforce the Code of Ethics of the National Association of REALTORS®;
  • Protect and promote the political, legal, and business interests of its members;
  • Promote and enhance the image of REALTOR® and REALTOR-ASSOCIATE® members; and
  • Safeguard the rights of private property ownership.

 

 

Article III.  Executive Offices

The Alabama Association of REALTORS® shall maintain executive offices at such location or locations within the state as are designated by the Board of Directors.

 

 

 

BYLAWS

 

 

Article I

Name, Mission, and Offices

Section 1. Name.

The name of the organization shall be the Alabama Association of REALTORS®, Inc., sometimes hereinafter referred to as the Association.

 

Section 2.  Mission.

The objects of this Association shall be to unite local Boards of REALTORS®, hereinafter referred to as Boards, their members, and REALTOR® and REALTOR-ASSOCIATE® Members in the State of Alabama for the purpose of exerting effectively a combined influence upon matters affecting real estate, to elevate the standards of the real estate business throughout the state and the professional conduct of persons engaged therein and shall, as its primary mission:

 

  • Provide professional educational opportunities;
  • Foster the highest standards of ethical conduct and enforce the Code of Ethics of the National Association of REALTORS®;
  • Protect and promote the political, legal, and business interests of its members;
  • Promote and enhance the image of REALTOR® and REALTOR-ASSOCIATE® members; and
  • Safeguard the rights of private property ownership.

 

Section 3.  Offices.

The Alabama Association of REALTORS® shall maintain executive offices at such location or locations within the state as are designated by the Board of Directors.

 

 

 

Article II

Membership

 

Section 1.  Classes.

The members of this Association shall consist of nine classes of membership:

  1. Member Boards/Associations
  2. Board Members
  3. REALTOR® Members
  4. Institute Affiliate Members
  5. Individual Members
  6. Affiliate Members
  7. Honorary Members
  8. Special Affiliate Members
  9. REALTOR® Emeritus

 

Section 2.  Definitions.

The foregoing classes of membership are defined as follows:

  1. Member Boards/Associations shall consist of local Boards/Associations of REALTORS® hereinafter referred to as Boards, Local Boards or Member Boards, and all of the Board Members of the Member Board shall hold membership in the National Association of REALTORS®.
  2. Board Members shall be either REALTOR® members or REALTOR-ASSOCIATE® members of a Member Board as previously mentioned.
  3. REALTOR® Members shall be any individual engaged in the real estate profession as a principal, partner, corporate officer or branch manager acting on behalf of the firm’s principal(s), and licensed or certified individuals affiliated with said REALTOR® member whose place of business is located in an area outside the jurisdiction of any member board who meets the qualification for REALTOR® membership established by the State Association (which must be consistent with NAR’s membership qualification criteria.)  The Board of Directors may establish procedures and standards whereby salespersons and licensed or certified appraisers affiliated with a REALTOR® member may become REALTOR® members of the Association.  Secondary REALTOR® membership shall also be available to individuals who hold primary membership in a board/association in another state and who desire to obtain direct membership in the state association without holding membership in a local board/association in the state.
  4. Institute Affiliate members shall be individuals who hold a professional designation awarded by an Institute, Society or Council affiliated with the NATIONAL ASSOCIATION OF REALTORS® that addresses a specialty area other than residential brokerage or individuals who otherwise hold a class of membership in such Institute, Society or Council that confers the right to hold office.  Any such individual, if otherwise eligible, may elect to hold REALTOR® membership, subject to payment of applicable dues for such membership.  Individuals whose places of business are located in an area outside the jurisdiction of a Member Board of REALTORS® shall be eligible to apply for Institute Affiliate Membership in the State Association if they meet the requirements as specified above.
  5. Individual members shall be those persons who are currently employed in an executive, administrative, or management capacity by a Member Board/Association or the State Association and shall be eligible for Individual Membership without payment of dues and shall be entitled to all rights and privileges of Individual Membership except the right to use the term REALTOR® and the right to vote on matters pertaining to their individual employment and personal benefits.
  6. Affiliate Members shall be individuals or firms who are affiliate members of the local Boards/Associations.
  7. Honorary Members shall be individuals other than those actively engaged in the real estate business who have contributed notably to the State Association, and who shall be elected to such status by the Board of Directors.
  8. Special Affiliate Members shall be students or educators or others who affiliate with the State Association and/or Member Boards/Associations, provided that the Board of Directors may recognize other classes of individuals eligible for affiliation as Special Affiliate Members.
  9. REALTOR® Emeritus shall be those REALTOR® members recognized for their service by the National Association of REALTORS®, and given the designation at the National level.

 

Section 3.  Method of Admission

Method of admission to membership shall be as follows:

  1. All applications for Member Board/Association status must be in writing and shall be sent to the Executive Committee. Subsequent approval of the application by the State Association's Board of Directors and the National Association of REALTORS®' Board of Directors is required for membership.
  2. Board Members shall be admitted to the Membership of the State Association by virtue of membership in their respective Member Board/Association
  3. Applications for REALTOR® Membership

(1)  All applications from principals, partners or corporate officers for REALTOR® membership or Institute Affiliate Membership must be in writing and shall be sent to the Executive Committee.

(2)  An application for membership shall be made in such manner and form as may be prescribed by the Board of Directors and made available to anyone requesting it. The application form shall contain among the statements to be signed by the applicant

(a)  That applicant agrees as a condition to membership to thoroughly familiarize himself with the Code of Ethics of the National Association of REALTORS®, the Constitutions, Bylaws, and Policy Manual of the State and National Association of REALTORS®, and if a REALTOR® Member, will abide by the Code of Ethics of the National Association of REALTORS®, except that the obligation to arbitrate controversies arising out of real estate transactions as specified by Article 17 of the Code of Ethics, and further specified in the Code of Ethics and Arbitration Manual of the National Association of REALTORS®, as from time to time amended, shall not be binding, and

(b)  That applicant consents that the State, through its Executive Committee may invite and receive information and comment about the applicant from any member or other persons, and that applicant agrees that any information and comment furnished to the State by any person shall be conclusively deemed to be privileged and not form the basis of action for slander, libel, or defamation of character. The applicant shall, with the form of application, have access to a copy of the Bylaws, Constitution, Policy Manual, and Code of Ethics referred to above.

D.  Institute Affiliate members may elect to hold REALTOR® membership subject to payment of applicable dues for such membership.

E.  Individual Members - Admission is as specifically provided for in Article II, Section 2E of these Bylaws.

F.   Affiliate Members - Shall be enrolled as Members of the State Association upon acceptance into membership of their respective Member Boards/Associations.

G.   Honorary Members - Shall be enrolled as Members of the State Association upon election to Honorary Membership by action of the Board of Directors of this Association.

H.   Special Affiliate Members - Shall be enrolled as members of the State Association upon election by action of the Board of Directors of the State Association.

I.    REALTOR® Emeritus - Shall be so designated at such time as the State Association is notified by the National Association of REALTORS® that the designation has been conferred.

 

 

 

Section 4.  Rights and Privileges of Members.

Only Board Members, REALTOR® Members, REALTOR® Emeritus Members and Individual Members whose financial obligations to the Association are paid in full shall be entitled to vote and hold office.  All members are eligible to serve on standing committees, task forces, and action groups.

 

Section 5.  National Membership.

  1. The State Association shall be a member of the National Association of REALTORS®.
  2. By virtue of such membership, all of the State Association's Board Members and REALTOR® Members shall also be members of the National Association of REALTORS®, and shall be required to pay such dues as set by the National Association of REALTORS®.
  3. The State Association shall continue as a member of the National Association of REALTORS®, unless by a two-thirds (2/3) vote of its REALTOR® Members and Board Members, who are REALTOR® Members, a decision is made to withdraw, in which case the National Association of REALTORS® shall be notified at least thirty (30) days in advance of the designated date for the termination of such membership.
  4. This article may be amended only if such amendment is approved by two-thirds (2/3) of the Board Members who are REALTOR® Members of the State Association present and voting at an annual meeting.

 

Section 6.  Resignations.

Resignations of Local Boards/Associations shall be considered and acted upon by the Board of Directors of the State Association; provided, however, that any Local Board/Association tendering its resignation shall not be delinquent in its dues to the State or National Association, and provided further, that such resignation shall state the reasons therefore and shall verify that at least a majority of all its REALTOR® Members shall have voted in favor of such resignation.

 

 

 

Article III

Annual Dues

 

Section 1.  Amount, Computation & Responsibility.

A. (1) Each Member Board/Association will be assessed an amount as established by the Board of Directors of the Alabama Association of REALTORS® times the number of REALTOR® and REALTOR-ASSOCIATE® Members who hold primary membership in the Board/Association, plus an amount as established by the Board of Directors of the Alabama Association of REALTORS® times the number of real estate salespersons and licensed or certified appraisers employed by or affiliated as independent contractors with REALTOR® Members of the Board/Association who are not themselves REALTORS® or REALTOR-ASSOCIATE® Members.  In calculating the dues payable by a member Board, nonmembers, as defined in the preceding sentence, shall not be included in the computation of dues if dues have been paid in another Board in the State or a state contiguous thereto, provided the Board notifies the State Association in writing of the identity of the Board to which dues have been remitted.

(2) The annual dues of each REALTOR® Member actively engaged in the real estate business from areas not within the jurisdiction of a Member Board shall be an amount as established by the Board of Directors of the Alabama Association of REALTORS®, plus an amount as established by the Board of Directors of the Alabama Association of REALTORS® times the number of real estate salespersons and licensed or certified appraisers who (a) are employed by or affiliated as independent contractors, or who are otherwise directly or indirectly licensed with such REALTOR® member, and (b) are not REALTORS®, provided however, that if two or more REALTORS® are principals of the same firm, partnership, or corporation, then only that REALTOR® designated from time to time in writing (the designated REALTOR®) by the firm, partnership, or corporation shall be required to pay that portion of the dues which is computed on the basis of the real estate salespersons and licensed or certified appraisers employed by or affiliated as independent contractors with such firm, partnership, or corporation, and the dues of the remaining REALTORS® who are principals of such firm, partnership, or corporation shall be an amount as established by the Board of Directors of the Alabama Association of REALTORS®.

  1. A REALTOR® with a direct or indirect ownership interest in an entity engaged exclusively in soliciting and/or referring clients and customers to the REALTOR® for consideration on a substantially exclusive basis shall annually file with the association on a form approved by the association a list of the licensees affiliated with that entity and shall certify that all of the licensees affiliated with the entity are solely engaged in referring clients and customers and are not engaged in listing, selling, leasing, managing, counseling or appraising real property. The individuals disclosed on such form shall not be deemed to be licensed with the REALTOR® filing the form for purposes of this Section and shall not be included in calculating the annual dues of the Designated REALTOR®. Membership dues shall be prorated for any licensee included on a certification form submitted to the association who during the same calendar year applies for REALTOR® or REALTOR-ASSOCIATE® membership in the association. However, membership dues shall not be prorated if the licensee held REALTOR® or REALTOR-ASSOCIATE® membership during the preceding calendar year.

(3) The annual dues of each Institute Affiliate Member shall be as established in Article II of the Bylaws of the NATIONAL ASSOCIATION OF REALTORS®.

(4) The annual dues of each REALTOR® or REALTOR®-ASSOCIATE member holding secondary membership directly in the Association shall be an amount as established by the Board of Directors of the Alabama Association of REALTORS®.

 

B.  The amount of dues paid by the categories of membership as set forth in Article II, Section 1. A through I, of these Bylaws will be left to the discretion of the Board of Directors.  The Board of Directors shall have the authority to increase or decrease dues provided that:

(1)  A thirty (30) day advance notice of a meeting to consider such action is sent to each Director in writing, and

(2)  A quorum is in attendance at such meeting which will consist of fifty-five percent (55%) of the members of the Board of Directors, and 

(3)  The action taken must receive the favorable vote of two-thirds (2/3) of the Directors present.

 

C.  All dues are payable annually in advance, and due on or before January 1st of each year.  Members joining during the year shall pay their first year's dues prorated on a monthly basis.

 

D.  Upon payment to the Alabama Association of REALTORS® of the dues required under Section 1 through 4 of this Article, each REALTOR® and REALTOR®-ASSOCIATE Member, Institute Affiliate Member and Affiliate Member of Member Boards within the State, and each REALTOR® and REALTOR®-ASSOCIATE and Institute Affiliate Member from areas not within the jurisdiction of a Member Board/Association within the state shall be deemed a REALTOR®, REALTOR®-ASSOCIATE, Institute Affiliate Member or Affiliate Member, as the case may be, in good standing of the Alabama Association of REALTORS®.  Upon payment of dues required under any other Sections of this Article, the individual making such payment shall be deemed a Member as designated in good standing of the Alabama Association of REALTORS®.

 

Section 2.  Non-Payment of Dues.

  1. Any Member Board/Association delinquent in dues more than 75 days may, at the discretion of the Board of Directors, be suspended, dropped, or expelled provided that said Member Board/Association has been notified of the delinquency in writing at least 30 days prior to such action being taken.
  2. REALTOR® Members from areas not within the jurisdiction of a Member Board/Association, delinquent in dues more than 75 days may be suspended, dropped, or expelled provided that such member has been notified of the delinquency in writing at least 30 days prior to such action being taken.  The Executive Vice President is empowered to fulfill the above administrative duties without further clarification and/or vote of the Board of Directors.
  3. There shall be added to the total dues owed by the Member Boards/Associations or other Members, a $100.00 processing fee where such delinquency extends beyond 75 days of January 1.

 

Section 3.  Accountability.

  1. At the time of payment of dues for Board Membership, each Board Secretary shall send to this Association completed membership forms provided by the Alabama Association of REALTORS®.  In such format as shall be determined by the State Association, a list of its REALTOR®, REALTOR-ASSOCIATE®, and Affiliate Members, and the number of real estate salespersons and licensed or certified appraisers employed by or affiliated as independent contractors with such REALTOR® Members, who are not themselves members, certified by the President and Secretary of the Board, and that Member Board/Association shall pay dues for the current year on the basis of such list; provided, however, that adjustments shall be made each month for Members dropped or enrolled by the Member Board/Association during the preceding month. 
  2. On a monthly basis, the Member Board/Association shall report to the State Association the names and addresses of REALTORS®, REALTOR-ASSOCIATES®, Institute Affiliate Members and Affiliate Members dropped or enrolled during the preceding month.

 

Section 4.  Allocation.

Three dollars ($3.00) of the annual dues set by the Board of Directors as provided above shall be allocated for subscription to the "Alabama REALTOR®," the official publication of the Alabama Association of REALTORS®.

 

 

 

Article IV

Officers

 

Section 1.  Elected Officers.

The elected officers of the Association shall be a President, a President-Elect, a Treasurer, a Secretary, (service as an Alabama Association of REALTORS® Regional Vice President shall be prerequisite to being eligible for election to these offices) and five (5) Regional Vice Presidents. Qualification requirements for elected officers are in the AAR Policies and Procedures Manual. (Amended 01/2009)

 

Section 2.  Terms of Office.

The officers shall be elected to their office at the Annual Convention Membership Meeting.  However, they will begin at the conclusion of the Annual National Convention’s Delegate Body Meeting following their election, however no later than December 1st following their election, and shall serve until their successors are elected and qualified, and they shall be members of the Board of Directors. The President shall not be eligible to a second successive elected term, unless something unforeseen happens to the President-Elect and he/she cannot serve their term. (Amended 09/2012)

 

Section 3.  General Duties of Officers.

The duties of the officers shall be such as their respective titles, by general usage, would indicate, and such as may be assigned to them, respectively, by the President or the Board of Directors and such as are required by law.

 

Section 4.  Executive Vice President.

An Executive Vice President may be employed as provided in Article VI, Section 9.  He/she shall be the Chief Administrative Officer of the Association, subject to the direction by the President, and shall perform such other duties as may be delegated to him or directed to be performed by the President, Executive Committee, or the Board of Directors.  He/she shall be responsible for researching and seeking new directions and initiatives for the association and recommending the same.  He/she shall have sole authority to employ, manage, supervise, terminate, and fix the compensation of such other staff, and assign suitable titles thereto, as are necessary to conduct the activities of the Association within the approved budget of the Association.  He/she shall keep the minutes, records, and archives of the association.  He/she shall be the chief financial officer of the Association, shall provide financial reports to the President, Treasurer, and others as directed, and shall provide a surety bond in such amounts as the Board of Directors may determine, the cost of which shall be paid by the Association.

 

A formal performance evaluation of the Executive Vice President shall be conducted annually by a committee consisting of the Association’s immediate past president, president, and president-elect no later than October 31st of each year.  These officers shall also determine any salary adjustment for the following year and determine any bonus. (Amended 9/2009)

 

 

 

Article V

Officers and Directors Removal from Office

 

Section 1.  Resignation.

Officers and Directors shall be deemed to have submitted a resignation from their elected or appointed positions upon the occurrence of any of the following:

  1. Failure to abide by the Code of Ethics of the National Association of REALTORS®, or by the Constitution, Bylaws, and Rules and Regulations of the local, State and National Association, which failure results in a suspension of or expulsion from membership in the Association; or
  2. Failure to remain qualified as a REALTOR® member; or
  3. Incapacity by reason of mental or physical condition to the extent that the Officer or Director is unable or unwilling to fulfill the duties of the office for a period of ninety (90) days or more; or
  4. Convicted of a felony.

 

Section 2.  Removal.

Officers and Directors may be removed from their respective office on motion of the Executive Committee and by approval of a two-thirds (2/3)majority vote of the Board of Directors, present and voting, provided there is a quorum. Past Presidents of the Association who are members in good standing shall be ex-officio voting directors, and may choose to be on emeritus (non-voting) status, or active status.

 

Section 3.  Voluntary Resignations.

Voluntary resignations shall become effective when submitted in writing.

 

 

 

Article VI

Board of Directors

 

Section 1.  Composition.

The government of the Alabama Association of REALTORS® shall be vested in a Board of Directors consisting of the following:

  1. Elected Officers

The elected officers and the Immediate Past President of the Alabama Association of REALTORS® shall serve on the Board of Directors for a term of one (1) year.

B.   Presidents of Member Boards/Associations

The President of each Member Board/Association shall serve on the Board of Directors during the term of office of one (1) year.

C.  Entitlement Directors

Each Member Board/Association shall be entitled to and shall select additional Directors based upon their total REALTOR® and REALTOR-ASSOCIATE® membership.  Boards/Associations with 150 members or less shall have two (2) Entitlement Directors and all other Boards/Associations shall have one (1) additional Entitlement Director per 150 additional members or fraction thereof.  These Directors shall serve for two (2) year terms.  Directors so selected shall be certified to the Executive Vice President on a form provided for this purpose, and shall be certified by any two of the following: the President, Secretary, or Executive Officer of a Member Board/Association.

The Executive Vice President shall determine on August 31 of each year the number of Directors each Member Board/Association shall have according to the membership on file in his office as of that date and shall so notify each Member Board/Association.  A loss of Director entitlement as a result of the above-mentioned determination shall not preclude previously elected Directors from serving out their term of office.

 

D.  At-Large REALTOR® Director

There shall also be one (1) Director elected at convention at the Annual Membership Meeting from among the At-Large REALTOR® members who are not in any board jurisdiction. The At-Large REALTOR® Director shall be recommended by the five (5) Regional Vice Presidents and elected by the membership in the Membership Meeting.  The At-Large Director shall have full voting privileges and serve a two-year term. 

E.   Affiliate Member Directors

Additionally, there shall be five Affiliate Member Directors.  The Affiliate Member Directors shall be nominated one per region in the regional caucuses at Annual Convention and elected by the membership in the Membership Meeting.  Affiliate Member Directors shall have full voting privileges and serve two-year terms.

 

Section 2.  Ex-officio Directors.

The following shall be Directors of the Alabama Association of REALTORS® with full voting rights:

  1. Past Presidents

Past Presidents of the Association who are members in good standing shall be ex-officio directors, and may choose to be on emeritus (non-voting) status, or active status.  A member on emeritus status may return to active status by filing notice of intent to return to active status. (Amended 09/2012)

 

The following shall be Directors of the Alabama Association of REALTORS® in a non-voting status, unless appointed/elected by their respective board/association to be one of their Entitlement Directors:

  1. Members when serving in the capacity as National Association of REALTORS® Officers or Directors.
  2. Members when serving as the State Chapter President, or where there is no State Chapter, the representative elected by the Local Chapter President, Presidents or any National Institute, Society or Council.

 

 

Section 3.  Financial Responsibility.

The Board of Directors shall administer the finances of the Association and shall have sole authority to appropriate money.  Notwithstanding the provisions of Article III, Section 1 through 3, the Board of Directors shall have the authority to levy a special assessment for specific purposes and shall provide for the collection of the same.  The accounts of the Association shall be audited annually by a certified public accountant.

 

Section 4.  Meetings.

The Board of Directors shall meet not less than two (2) times each year, once at the Winter Conference which shall be held in the first month of the fiscal year and once at the time of the Annual Convention.

 

 

Section 5.  Attendance Requirements.

A Director is expected to attend all meetings of the Board of Directors.

  1. Any member selected by Section 1. C. hereof who, during the term of office, is absent from two meetings of the Board without having been officially excused in writing for good cause by the Executive Committee, shall be deemed to forfeit the office and the Executive Vice President shall so notify the Director and the Director's local board.  The Director shall have fifteen days thereafter to appeal to the Executive Committee in writing for waiver of this provision for good cause, which appeal shall be heard at the next meeting thereof.  Where a position is forfeited and hence vacant, the Executive Vice President shall notify the respective local board which shall be entitled to select a Director to fill such vacancy.
  2. Any member selected by Sections 1. A, or B, or by Sections 2. B or C, who is absent from two meetings of the Board during the term of office shall be placed on inactive, non-voting status, and may be returned to active status only for good cause on written application to and approved by the Board of Directors.

 

Section 6.  Special Meetings.

Special meetings of the Board of Directors may be called at any time by the President, or upon two-week advance written notice by twenty percent of the directors.  The notice shall be provided to all Directors by email (as listed in the NRDS database) and posted on the AAR website, stating the place, time, and purpose of the meeting.  (Amended 04/2012)

 

Section 7.  Quorum and Voting.

The Directors present for any meeting shall constitute a quorum of the Board of Directors, except as provided in Article III, Section 1.B., of the Bylaws.  No Director shall have more than one vote, notwithstanding the fact that he/she may be qualified as a Director by meeting more than one criteria to be a Director under Sections 1 and 2 of this Article.  In computing the required number for a quorum, only active status Director positions shall be counted.

 

Section 8.  Vacancies.

A vacancy in any Office shall be filled by the action of the Board of Directors.

 

Section 9.  Executive Committee.

There shall be an Executive Committee of the Board of Directors, composed of the President, President-Elect, Treasurer, Secretary, Immediate Past President, and the five (5) Regional Vice Presidents. It shall conduct the affairs of the Association in accordance with the policies of the Board of Directors. However, in the event a decision or action is required between meetings of the Board, on any matter on which the Board of Directors has not established a policy or instructions, then the Executive Committee is authorized to take such action and make such decisions as will carry out the mission of the Association as expressed in Article I, Section 2. of these Bylaws, and to report the same in full to the Board of Directors at its next meeting. It shall employ and supervise an Executive Vice President. In the event the Executive Vice President becomes disabled or unable to execute the duties of said office, then in such event, the Executive Committee shall appoint an acting Executive Vice President until such time as the Executive Vice President is able to return to work. It shall have such other duties, responsibilities, and authority as may be delegated to it by the Board of Directors. The Executive Committee shall meet at least six (6) times annually, and special meetings may be called by the President by providing reasonable notice to all members thereof. A quorum of the Executive Committee for the conducting of business shall consist of any six (6) members. (Amended 09/2009)

 

Section 10.  Policy and Procedures.

The Board of Directors shall annually review and approve a compilation of the current Association policies and procedures as the "Association Policy and Procedures Manual." Amendments to the Policy and Procedures Manual shall become effective upon the next following January 1, subsequent to their approval unless otherwise designated by the Board of Directors and/or Legal Counsel.

 

 

Article VII

Membership Meetings

 

Section 1.  Convention and Annual Membership Meeting.

The Association shall hold a combined Convention and Annual Membership Meeting each year.  The Convention shall be open to all members upon payment of a registration fee to be determined by the Executive Committee.  The Annual Membership Meeting shall be open to all members without payment of a registration fee.

 

Section 2.  Special Membership Meetings.

Special membership meetings may be called by the Board of Directors. Any call for a meeting shall state the purpose, time, and place of the meeting, and shall be issued by email (as listed in the NRDS database) at least twenty-one (21) days in advance of such meeting.  (Amended 04/2012)

 

Section 3.  Quorum.

All Board Members and REALTOR® Members duly accredited as provided in Section 4 of this Article and who are personally in attendance shall constitute a quorum and shall be a voting delegate to such membership meeting, entitled to participate fully in all discussions and deliberations and shall be entitled to vote. A quorum shall not be established through the use of proxy representation.

 

Section 4.  Accreditation.

In order to be duly accredited as a delegate to any membership meeting, a Board Member or REALTOR® Member must personally notify the Association prior to the membership meeting.

 

Section 5. Voting.

The right to vote in any Membership Meeting shall be limited to those Board Members and REALTOR® Members duly accredited by Section 4 of this Article and who are actually present at the time the vote is taken in any Membership Meeting properly noticed.  Proxy voting will not be allowed.

 

 

 

Article VIII

Committees, Task Forces and Presidential Advisory Groups (PAGS)

 

Section 1.  Standing Committees

Standing Committees shall be the following permanent committees:

 

  1. Executive Committee (as created in Article VI, Section 9)

 

  1. Nominating Committees (as created in Article IX, Section 2 and Article X, Section 1.A)

 

  1. Financial Committee:  To oversee the physical plant, build a yearly budget plan, review financial audits and administer the Legal Action Fund.

 

  1. Planning Committee:  To develop a strategic plan, conduct structural audits, oversee governing documents, provide forums for input from the local board presidents, past presidents and executive officers.

 

  1. Information & Member Services Committee:  To develop communication programs, propose affinity programs, recommend board support, propose meeting programs, select award recipients and provide forums for the Institutes, Societies and Councils.

 

  1. Governmental and Political Affairs Committee:  To plan the legislative program and promote equal opportunity.

 

 

  1. Education Trustees: To plan the education budget and coordinate educational offerings.

 

  1. Professional Standards Committee:  To promote the understanding, practice, and enforcement of the REALTOR® Code of Ethics and to provide hearing panels for ethics and arbitration hearings when it is appropriate (as provided in the NAR Code of Ethics & Arbitration Manual) for AAR to provide this service.  Membership in this committee is restricted to Alabama's NAR trained professional standards (procedural) instructors, local board officers, directors, grievance committee members, professional standards committee members, and executive officers.

 

  1. Grievance Committee: To receive from local boards and from members-at-large, when appropriate (as provided in the NAR Code of Ethics & Arbitration Manual), ethics complaints and arbitration requests to determine if, taken as true on their face, a hearing is to be warranted.  [Committee's composition: AAR president appoints two persons from each of the five AAR regions; members are restricted to Alabama's NAR trained professional standards (procedural) instructors; local board officers, directors, grievance committee members, professional standards committee members, and executive officers.]

 

Section 2.  Committee Leadership Appointments

Unless otherwise designated by these Bylaws or Policy and Procedures Manual, the President-Elect and Treasurer shall appoint the chair and vice-chair of each committee.  Such appointments shall be made by November 15 prior to the fiscal year in which such appointments are effective. (Amended 9/2012)

 

Section 3.  Committee Chair Duties and Member Duties

Committee Chairs and members shall have such duties as their titles indicate, and as the Board of Directors may assign.  All actions of the committees relative to the Association's budget, policy and procedures documents, governmental and political affairs, and to decisions which would have long-term impact on the Association shall be subject to the approval of the Board of Directors.

 

Section 4. Ex-Officio Members

The President and Executive Vice President shall be ex-officio members of all committees, except that the President shall not be an ex-officio member of the Nominating Committee, and shall be notified of all meetings.

 

Section 5. Committee Reporting

All committee chairs shall report to the President at his/her request and to the Directors at regular or called meetings.

 

Section 6. Committee Attendance

Those members in attendance at a committee meeting shall constitute a quorum.

 

Section 7.  Committee Absence

Those members absent without an excuse deemed valid by the balance of the committee for two (2) consecutive committee meetings shall be construed to have resigned.

 

Section 8. Committees, Task Forces and Presidential Advisory Groups (PAGs)

The chair of the standing committees shall charge and appoint their respective Task Forces to function as authorized by these Bylaws or the Policy and Procedures Manual.  The AAR President may appoint special Presidential Advisory Groups (PAGs) as necessary.  Committee Chairs and the President shall coordinate these appointments. (Amended 01/2009)

 

 

Article IX

Election of Officers

 

Section 1.  Time and Location

The election of officers and Regional Vice Presidents shall be held at the Annual Membership Meeting.

 

 

Section 2.  Nominating Committee

An Officer and Regional Vice Presidents Nominating Committee is hereby created for the purpose of making nominations for the offices of the Association. The committee shall be comprised of the following voting members: the four most recent past presidents who are members in good standing and who consent to serve; and five Board Presidents, one from each region, elected by the Local Board Presidents who shall meet as needed.   The most recent Past President who serves on the committee shall be Chair. The Executive Vice President shall serve as an ex-officio, non-voting member of the committee.  If a member of the Officer and Regional Vice President Nominating Committee becomes a candidate for AAR Secretary or Regional Vice President, their position on the Committee is vacated.  The nominating committee will fill the vacancy after receiving recommendations from the Local Presidents of the Region from which the vacancy exists.  The committee shall meet at a designated time and place prior to the Annual Convention in order that the members may appear before it, offer nominations, and discuss the qualifications of any candidates for office. Notice of the Nominating Committee meeting shall be provided to local associations at least one month prior to the meeting.

 

Section 3.  Report of the Committee

The report of the Officer and Regional Vice Presidents Nominating Committee shall be made available to the membership thirty (30) days before the election is held by posting the nominees on the AAR website.

 

Section 4.  Regional Caucuses

The various regions of the Association may caucus prior to the convening of the Officer and Regional Vice Presidents Nominating Committee, for the purpose of making recommendations to the Officer and Regional Vice Presidents Nominating Committee for one or more candidates for office.

 

Section 5.  Election Procedure.

Election shall be by ballot on an official form furnished by the Secretary, except where there is no contest.  Only duly accredited member delegates, as provided by Article VII, who are present shall be entitled to vote.  Nominations may be made from the floor by any accredited member delegate, and upon receiving a second to such nomination, and consent of the nominee, the delegates shall have the privilege of hearing the nominees for the contested office(s), and thereafter of voting for the parties nominated by the Officer and Regional Vice Presidents Nominating Committee and from the floor.  Each nominee shall meet all the qualifications for the office for which the nomination has been made.

 

Section 6.  Election Committee.

The President shall appoint an election committee of three (3) members to conduct the election.

 

 

Section 7.  Majority Required.

In the event there is more than one nominee for a single position, the candidate receiving a majority of the votes shall be declared elected by the Election Committee.  In the event no candidate receives a majority of the votes cast, the Election Committee shall conduct as many ballots as are necessary for any of the nominees to receive a majority vote.

 

 

 

Article X

National Directors and National Officers

 

Section 1.  Recommendations for Entitlement Directors.  (Amended 04/2012)

 

A.  National Entitlement Director Nominating Committee

A nominating committee is hereby created for the purpose of making nominations for the National Entitlement Directors of the Association.  The committee shall be comprised of the following voting members: the National Directors, President, President-Elect, Treasurer and Secretary of AAR.   The Chair of the NAR Directors Committee shall be Chair. The Executive Vice President shall serve as an ex-officio, non-voting member of the committee.  In the event that a committee member is eligible for and seeks nomination, that person may not serve on the committee.  The committee shall meet at a designated time and place prior to the Annual Convention in order that members of the Association may appear before it, offer nominations, and discuss the qualifications of any candidates for office. Email notice of the National Director Nominating Committee meeting shall be provided to local associations at least one month prior to the meeting in order to receive nominations.

 

B.  Report of the Committee

The report of the National Entitlement Director Nominating Committee shall be made available to the Executive Committee and Board of Directors in the advance agendas they are emailed for their meetings at the Annual Convention.

 

C.  Selection Procedure

Selection shall be by ballot on an official form furnished by the Secretary, except where there is no contest.  Only duly accredited directors, as provided by Article VI, who are present shall be entitled to vote.  Nominations may be made from the floor (provided the nominee meets all the AAR and NAR criteria for serving as a NAR Director), by any board member, and upon receiving a second to such nomination, and consent of the nominee, the directors shall have the privilege of hearing the nominees for the contested National Entitlement position(s), and thereafter of voting for the parties nominated by the National Entitlement Director Nominating Committee, the Executive Committee and from the floor.  Each nominee shall meet all the qualifications for the office for which the nomination has been made.

 

D.  Recommendations for Entitlement Directors

Each year during the Annual Convention, the Executive Committee and the Board of Directors, acting on recommendation of the National Entitlement Director Nominating Committee, shall recommend to the National Association of REALTORS®, a person to fill each entitlement director position for a term beginning the next available term. Whenever a directorship shall become vacant prior to expiration of the term, the Executive Committee shall recommend a replacement director to the National Association of REALTORS®.

 

 

 

Section 2.  Recommendations for National Officers.

The President shall at least annually provide for a joint caucus of the AAR President, President-Elect, Treasurer and Secretary and the National Directors from Alabama, and upon the action by a majority thereof, the President may communicate to the National Association of REALTORS® the name(s) of the endorsed candidate(s). (Amended 04/2012)

 

 

 

Article XI

Fiscal Year

 

The fiscal year of the Association shall be the calendar year.

 

 

 

Article XII

Code of Ethics

 

  1. The responsibility of the State and its members relating to the enforcement of the Code of Ethics, the disciplining of Members, and the arbitration of disputes, and the organization and procedures incident thereto shall be governed by the Code of Ethics and Arbitration Manual of the National Association of REALTORS®, as from time to time amended, which by this reference is made a part of these Bylaws. Arbitration of such disputes shall be conducted in a manner consistent with the laws of the State of Alabama.
  2. It shall be the duty and responsibility of every REALTOR® Member of the State Association to abide by the Constitution and Bylaws and the Policy Manual of the State Association, the Constitution and Bylaws of the National Association of REALTORS®, and to abide by the Code or Ethics of the National Association of REALTORS®. Arbitration of controversies arising out of real estate transactions shall be conducted in a manner consistent with the laws of the State of Alabama.
  3. New Member Code of Ethics Orientation. Applicants for REALTOR® and REALTOR-ASSOCIATE® membership shall complete an orientation program on the Code of Ethics of not less than two hours and thirty minutes of instructional time. This requirement does not apply to applicants who have completed comparable orientation in another association, provided that membership has been continuous, or that any break in membership is for one year or less.  Failure to satisfy this requirement within one year of the date of application, unless otherwise required by the members’ local association, will result in suspension of the membership.   Note: This orientation program must meet the learning objectives and minimum criteria established from time to time by the National Association of REALTORS®.
  4. Continuing Member Code of Ethics Training. Effective January 1, 2001, through December 31, 2004, and for successive four year periods thereafter, each REALTOR® and REALTOR-ASSOCIATE® member of the association shall be required to complete quadrennial ethics training of not less than two hours and thirty minutes of instructional time. This requirement will be satisfied upon presentation of documentation that the member has completed a course of instruction conducted by this or another association, or the NATIONAL ASSOCIATION OF REALTORS®, or any other recognized educational institution or provider which meets the learning objectives and minimum criteria established by the NATIONAL ASSOCIATION OF REALTORS® from time to time. Members who have completed training as a requirement of membership in another association and members who have completed the New Member Code of Ethics Orientation during any four year cycle shall not be required to complete additional ethics training until a new four year cycle commences.   Failure to satisfy this requirement shall be considered a violation of a membership duty for which REALTOR® membership shall be suspended until such time as the training is completed.  Failure to meet the requirement for the second (2005 through 2008) cycle and subsequent four (4) year cycles will result in suspension of membership for the first two months (January and February) of the year following the end of any four (4) year cycle or until the requirement is met, whichever occurs sooner. On March 1 of that year, the membership of a member who is still suspended as of that date will be automatically terminated.

 

 

 

 

 

Article XIII

Professional Standards

 

A local board, prior to referring an ethics complaint or arbitration request for review to the State Association, should exhaust all efforts to impanel an impartial tribunal to conduct either the original hearing or the appeal or procedural review.  These efforts may include the appointment of knowledgeable members of the Board on an ad hoc basis to serve on either a Hearing Panel or on behalf of the Board of Directors.  If, because of notoriety, etc., the Board cannot impanel an impartial tribunal, the Board may refer the matter to the State Association, and the State Association may delegate to another Board or a regional enforcement facility, the authority to hear the case on behalf of the State Association.  No Board or regional enforcement facility, however, may be required to accept this delegation of authority.  If no other entity is amenable to conducting the review, the State Association shall be responsible for conducting the hearing.

 

Section 1. Violations 

Allegations of ethical violations and contractual disputes (and specific non-contractual disputes as defined in Standards of Practice 17-4) between REALTORS® and between REALTORS® and their customers or clients may be submitted to an ethics or arbitration panel of this Association under the following circumstances:

  1. Contractual disputes (and specific non-contractual disputes as defined in Standards of Practice 17-4) between REALTORS® who are not members of the same Board where the matter has been referred to the State Association by both local Boards.
  2. Contractual disputes (and specific non-contractual disputes as defined in Standards of Practice 17-4) between REALTORS® who are directly members of the State Association and not members of any Board.
  3. Contractual disputes (and specific non-contractual disputes as defined in Standards of Practice 17-4) between an Individual REALTOR® who does not hold membership in any Board, but is directly a member of the State Association, and a REALTOR® who is a member of a Board.
  4. Contractual disputes (and specific non-contractual disputes as defined in Standards of Practice 17-4) between REALTOR® Members of the same Board where the Board with good and sufficient reason is unable to arbitrate the controversy.  (Explanation:  This provision is not designed to relieve the Local Board of its primary responsibility to resolve differences arising between members of the same Board.  The section recognizes that in some Boards with a limited membership usual arbitration procedures may be impossible).
  5. Contractual disputes between a customer or a client and a REALTOR® where the Board with good and sufficient reason is unable to arbitrate the dispute or the REALTOR® is a direct member of the Association.
  6. Allegations of unethical conduct by a REALTOR® who is directly a member of the State Association and not a member of any local Board.
  7. Allegations of unethical conduct by a REALTOR® or REALTOR-ASSOCIATE® in the instance in which the local Board, because of size or other valid reason, determines that it cannot provide a due process hearing of the matter and petitions the State Association to conduct a hearing.

 

Section 2. Hearing

Professional Standards hearings and the organization and procedures incident thereto shall be governed by the Code of Ethics and Arbitration Manual of the National Association of REALTORS® which by this reference is hereby adopted. The Code of Ethics and Arbitration Manual of the National Association as hereby adopted shall be deemed to be amended and changed whenever said Code of Ethics & Arbitration Manual is amended or changed by the National Association.

  

Section 3. Resignation

If a REALTOR® Member (as defined in Article II, Section 2, of these bylaws) resigns from the Board or otherwise causes membership to terminate with an ethics complaint pending, that Board of Directors may condition the right of the resigning Member to reapply for membership upon the applicant’s certification that he/she will submit to the pending ethics proceeding and will abide by the decision of the hearing panel.

 

(a) If a REALTOR® Member (as defined in Article II, Section 2, of these bylaws) resigns or otherwise causes membership to terminate, the duty to submit to arbitration continues in effect even after membership lapses or is terminated, provided that the dispute arose while the former member was a REALTOR®.

 

 

 

Article XIV

Use of the terms REALTOR®, REALTORS® and REALTOR-ASSOCIATE®

 

Section 1. Member Boards 

Use of terms REALTOR®, REALTORS® or REALTOR-ASSOCIATE® by members shall, at all times, be subject to the provisions of the Constitution and Bylaws of the NATIONAL ASSOCIATION OF REALTORS® and to the Rules and Regulations prescribed by its Board of Directors. The State Association shall have authority to control, jointly and in full cooperation with the NATIONAL ASSOCIATION OF REALTORS®, use of the terms within those areas of Alabama not within the jurisdiction of a Member Board/Association. Any misuse of the terms by members is a violation of a membership duty and may subject members to disciplinary action by the Board of Directors after a hearing as provided for in the association’s Code of Ethics and Arbitration Manual.  (Amended 1/2009)

 

Section 2.  REALTOR® Members

REALTOR® Members of the State Association shall have the privilege of using the terms REALTOR® and REALTORS® in connection with their business so long as they remain REALTOR® Members in