SOUTHWEST FLYING CLUB
The following operating rules are established for the benefit of all members. In addition to these basic guidelines, the Club recognizes that situations may rise that cannot be, and should not be, specifically addressed in either these rules or the By-Laws. In such cases, members should consider the FARs and basic safety considerations to be their primary guide. As the Club was formed to promote safe, economical flying, it is hoped that each member will make a maximum effort to work with fellow members to the benefit of all.
1. Each Club aircraft must be operated in a safe and reasonable manner at all times.
2. Flying time shall be as indicated on the Hobbs meter, and will be from tie-down to tie-down. If the Hobbs meter is defective or inoperative the tachometer will be used.
3. Each plane should be left with tanks filled to the level prescribed by Club policy for that plane.
4. Each member returning to David Wayne Hooks shall refuel the plane with the selfserve fuel pumps or the fuel truck using his personal credit card and will be reimbursed for the entire amount of purchase. Each member shall note the gallons purchased in the logbook. Receipts (showing aircraft registration number and gallons of fuel purchased) for fuel purchased at other airports should be included with monthly payment to insure proper credit to member's account. Fees not directly related to fuel purchase (parking, landing, handling, etc.) will not be reimbursed.
5. Engine oil is furnished by the Club and a supply of several quarts should be maintained in the baggage compartment of each Club aircraft.
6. Any malfunctions or discrepancies must be reported to the Maintenance Officer immediately and noted in the flight log.
7. Any damage to a Club aircraft must be reported to the Maintenance Officer and noted in the flight log as soon as the plane is tied-down.
8. There is a red “Out of Service” padlock provided in each hangar. If an aircraft sustains any damage, or a member believes that there is any reason that a Club
aircraft is not airworthy, the member shall lock the hangar door with this “Out of Service” lock and notify the Maintenance Officer, President, or Plane Captain.
Courtesy also requires an effort be made to contact the next scheduled user. If an on-site member is directed by any officer to place an “Out of Service” lock on a
hangar, they shall comply with this instruction.
9. If a Club aircraft becomes immobilized or incapacitated for any reason, the member involved should contact one of the officers not involved in the incident, (preferably Maintenance Officer) before taking any further actions. The member needs to take all reasonable precautions to protect the Club’s property, but avoid doing anything that might cause further damage. It is highly recommended that an aviation professional be involved in the decision and actions to correct the situation.
10. Members should check to ensure that control locks are in place, pitot tube cover installed, and Master Switch is off. Also, landing/taxi lights and avionics should be turned off before shutting down the engine. Instrument/radio lights should be turned all the way down. Members are responsible for the costs to recharge the battery if they fail to turn the Master Switch off when leaving Club aircraft. To minimize this possibility, and as a safety precaution, leave the flashing beacon switch in the "On" position at all times to provide outside visual indication of the Master Switch position.
11. Each pilot shall be responsible for the Club aircraft in case of an accident and shall be responsible for the entire deductible portion of insurance coverage. In the case of damage due to mechanical failure, the Club shall be responsible for any insurance deductible. Current insurance coverage limits and deductibles are posted in the Members Only section of the Club scheduling web site.
12. When not hangared, each Club aircraft must be securely tied-down.
13. Each pilot shall leave the Club aircraft free of litter and debris after each use.
14. Smoking is not permitted in or near Club aircraft or hangars at any time.
15. Pilot restrictions:
a. Only Southwest Flying Club members or Associate Member/Instructors may act as pilot in command of Club aircraft.
b. Only instructors approved by the Safety Officer may give instruction, Club checks, Instrument Proficiency Checks, or Flight Reviews to members in Club
16. Aircraft Scheduling:
a. Club aircraft are scheduled through an internet scheduling system which is accessed from the Club web site.
b. In order to fly a Club aircraft, a member must have an active reservation in the scheduling system for that aircraft for that time period
c. If for any reason a member cannot use a Club aircraft as reserved, they should cancel or amend the reservation as soon as possible so as to free the Club
aircraft for other members. Do not assume that a Club aircraft is available simply because the reserving member has not shown up at the reserved time.
d. Each member may schedule each aircraft for two weekends per year at any time in advance. The weekends can be scheduled consecutively so that the Club
aircraft may be gone for a maximum period of two weeks. Any member who has used his advanced scheduling privileges may not schedule additional weekend
use prior to the Thursday preceding the desired weekend in order that others may be afforded maximum opportunity to use that Club aircraft. Weekend
scheduling may require some careful early planning, particularly from April through October when weather is usually more favorable for flying. It will require
some flexibility among the members when scheduling conflicts occur.
e. Each member may hold a maximum of 3 future reservations at any time.
f. During heavy use periods, situations can occur in which a member is unable to return the Club aircraft as originally scheduled. In such cases, the member
should make every effort to contact the next scheduled user and work out a mutually agreeable solution to the problem. As an alternative, the member should
contact a Club officer who will assist in resolving the problem. Any expense incurred in returning a Club aircraft will be responsibility of the member[s]
g. Guidance for Stranded Aircraft/Pilot in Command (PIC) - In the event an aircraft cannot be returned to the home base at the time
scheduled, the member who has scheduled the aircraft shall be responsible for informing those members whose reservations will be affected. This responsibility
may be discharged by informing a club officer (President, Vice President, Secretary, Treasurer, Safety Officer, Maintenance Officer, Membership Officer,
or Plane Captain). Members shall not have recourse directly against one another in the event that an aircraft cannot be returned to the home base at the time
scheduled. If the aircraft cannot be returned to the home base at the time scheduled, the member who has scheduled the aircraft shall be responsible for
any incidental expenses associated with remaining with the aircraft or returning to the home base. The member who has scheduled the aircraft shall be
responsible for returning the aircraft to the home base once the aircraft has been returned to service and the costs associated therewith. This responsibility shall
be discharged after reasonable consultation with a Club officer. Nothing in this rule shall relieve the member who has scheduled the aircraft from operating the
aircraft in accordance with the Federal Air Regulations and with due regard to safety of flight.
17. Club aircraft may be landed only on runways that are designated as airfields on sectional charts.
18. Club aircraft may only be operated in the contiguous United States of America and such foreign countries as may be allowed by the insurance coverage maintained by the Club. The United States of Mexico shall be excluded.
ASSESSMENTS AND DUES
1. Members are responsible for landing, tie-down, parking, or similar fees. No credit against a Member's account will be allowed for these fees.
2. Bills are due and payable on receipt and a 10% penalty will be assessed on unpaid balances as of the last day of the month. Issues concerning accounts and payments should be discussed with the Treasurer.
3. Monthly dues and hourly flying rates will be recommended by the Board of Directors and approved by vote of the members.
1. A Club check is required each 12 months. The Club check must be with a Club approved instructor, FAA Inspector or Designated Pilot Examiner.
a. A flight in the same category and class of aircraft as those owned or operated by the Club for an additional airman certificate, rating, or a flight review under FAR
61.56 may be used in lieu of the Club check.
b. If a pilot has less than 200 hours pilot in command time, that pilot must have an annual Club check in each SWFC owned model to maintain flying privileges in
c. Pilots with more than 200 hours pilot in command time may satisfy their Club check requirement with a flight in either Club owned model aircraft.
d. A copy of the endorsement evidencing compliance with this requirement must be forwarded to the Secretary along with total flying time to date.
2. All members must have an initial check out in each Club aircraft model before solo or pilot in command flight. This initial check out must be by a Club approved
instructor. Prior to the check out, each new member who is a rated pilot must forward to the Secretary a copy of pilot certificate, current medical certificate, and
the latest endorsement showing completion of a flight review under FAR 61.56 or predecessor provision.
Check-out requirements are as follows:
All SWFC Club owned aircraft:
Completion of the King Schools Garmin G1000 course for the Airman Certificate held (VFR for non-instrument rated, IFR for instrument rated). A course completion certificate or demonstrated competency is required.
a. At least a Private Pilot certificate.
b. Five or more G1000 hours or such minima as required by the club insurance policy and an initial SWFC Club check with a SWFC Club approved instructor.
a. At least Private Pilot certificate.
b. Five or more G1000 hours or such minima as required by the club insurance policy and an initial SWFC Club check with a SWFC Club approved instructor
3. All FAA requirements must be satisfied. e.g.
a. Pilot certificate
b. Current compliance with medical certification requirements necessary to operate Club aircraft.
c. Current flight review
d. SWFC currency requirements
e. Any required endorsements
4. Members not satisfying (1), (2), and (3) above, are grounded until requirements of items (1), (2), and (3) above are satisfied. Members must submit copies of their
medical certification compliance and flight log pages showing proper endorsements of checkouts, check rides, and new ratings as they are obtained. Members may use Club aircraft with a Club approved instructor to satisfy any flying time requirements of items (1), (2), or (3) above.
5. For all flight operations, all FARs are to be followed and all FAA pilot requirements must be satisfied e.g., pilot certificate, current medical certification compliance,
current flight review, currency requirements, required endorsements, etc.
6. Members may use Club aircraft with a Club Approved Instructor to satisfy all Club requirements.
7. Members must personally possess a pilot's information manual for each Club aircraft they fly, and must be knowledgeable in the following areas:
a. Weight and Balance
b. "V" Speeds
c. Performance charts
d. Emergency Procedures
8. All accidents, incidents, or violations of FARs involving Members will be reviewed by the Club's Safety Committee which is comprised of the officers of the Club.
1. Educational programs will be scheduled. Attendance is important and participation by all members is strongly encouraged.
2. Members will be issued a proximity gate card for the airport and a key to each Club aircraft upon acceptance to membership and payment of the required deposit.
3. A resigning member’s deposit will not be returned until the aircraft keys and proximity card are returned. In the event that they are lost, the member must provide
a written statement stating what was lost. In this case, the member will have $100/lost key or proximity card deducted from their deposit.
ADMISSION TO MEMBERSHIP
1. In the event that the membership of the Club shall be at capacity, the Membership Officer shall maintain a waiting list of individuals who shall have expressed an
interest in becoming a Full Member of the Club. The Membership Officer shall utilize such list to find qualified candidates upon a Full Membership vacancy.
2. Former Full Members who left the club in good standing shall have priority on any such list.
3. Any individual who is on such list may be advanced in priority on such list by attendance at Club meetings and functions. Attendance at one club meeting or
function shall advance such individual’s date of inclusion on such list by one calendar month.
SOUTHWEST FLYING CLUB
ARTICLE I. PURPOSE
1. The purposes of the Southwest Flying Club (hereinafter referred to as "Club") are stated in Paragraph 2 of its Articles of Incorporation and may be summarized as to provide for its members a means of safe private flying at economical rates and to provide the opportunity for its members to engage with others who are interested in general aviation activities.
ARTICLE II. MEETINGS OF MEMBERS
1. Except as herein provided, all meetings of members (hereinafter referred to in this Article II as "meeting") shall be held at a place determined by the President.
Meetings may be held telephonically, or electronically if all attending members can be simultaneously connected.
2. The Regular meeting of the Club (hereinafter sometimes referred to an as "annual meeting') shall be no less than annually. The annual meeting shall be held during the month of September at such time as the Board of Directors shall determine.
3. Notice of annual meeting shall be given by written notice mailed to the last known business or residence address of each member at least thirty (30) days prior to the date of the annual meeting.
4. Special meetings may be held at such time as the President may determine, or may be called by a majority of the Directors, or by written petition of at least two (2) members. It shall be the duty of the Secretary to call such meetings within thirty (30) days of the date of a call by Directors or petition by members.
5. Notice of special meetings of members stating the time and general purpose thereof shall be given by written notice at least ten (10) days prior to such meeting. If all the members shall be present at any meeting, any business may be transacted without prior notice.
6. At any meeting, a quorum shall consist of one-third (1/3) of the members who are in good standing. Any question of good standing shall be verified by the Treasurer and Safety Officer.
7. The President, or in his absence the Vice President, or in the absence of the President and Vice President a chairman elected by the members present, shall call the meeting to order and shall act as presiding officer thereof.
8. At the annual meeting, the members shall elect a Board of Directors as constituted by these By-Laws.
9. At any meeting, each member shall have only one vote on any matter voted upon.
10. A majority vote of the members present is necessary for the adoption of any resolution and for the election of a member of the Board of Directors.
ARTICLE III. DIRECTORS
1. The powers, business, and property of the Club shall be exercised, conducted, and controlled by a Board of Directors (hereinafter sometimes referred to as "Board")consisting of: President, Vice President, Secretary, Treasurer, Maintenance Officer, Safety Officer, Membership Officer, and Plane Captains.
2. The Past-President shall serve as a member of the Board of Directors for a period of one year after leaving office.
3. Each Director shall be elected annually at the annual meeting from the membership of the Club.
4. In the case of a vacancy on the Board, the remaining Directors shall fill such vacancy by appointment from the Club membership. If three or more vacancies occur at any one time, such vacancies shall be filled by a vote of the members at a meeting duly called.
5. Regular meetings of the Board shall be called at a time and place determined by the President.
6. Special meetings of the Board may be called at any time on the order of the President or on order of two (2) Directors.
7. Notice of special meetings of the Board stating the time, place, and in general terms the purpose of the meeting shall be mailed or personally given to each Director not less than seven (7) days prior to such meeting. If all the Directors shall be present at any meeting any business may be transacted without prior notice.
8. Five (5) Directors shall constitute a quorum of the Board at all meetings and the affirmative vote of at least five (5) Directors shall be necessary to pass any resolution or authorize any act of the Club. Meetings may be held telephonically or electronically if all attending Directors can be simultaneously connected.
9. Each member of the Board shall serve without compensation or reward.
10. The Board shall keep a complete record of all its acts and proceedings of its meetings and present a full statement at the regular and special meetings of the
members. The record shall show in detail the condition and affairs of the Club.
11. The Board shall have the power and authority to promulgate and enforce all the rules and regulations pertaining to the use and operation of Club property, to do and perform, or cause to be done and performed, any and every act which the Club may lawfully do or perform.
ARTICLE IV. OFFICERS
1. The officers of the Club shall be a President, Vice President, Secretary, Treasurer, Maintenance Officer, Safety Officer, Membership Officer, and, for each Club aircraft, Plane Captain.
2. The officers of the Club shall be elected by the Club membership at the first meeting after the organization of the Club and thereafter annually at the annual meeting from the membership of the Club. Officers shall hold office for twelve (12) months or until their successors are elected and qualified.
3. The Treasurer shall not be bonded unless otherwise specified by the Board of Directors.
ARTICLE V. PRESIDENT
1. The President shall be the Chief Executive Officer of the Club. He shall preside at all meetings of the Club and Board of Directors. He may call special meetings of the members of the Club and Board of Directors and shall have, subject to the advice and consent of the Directors, general charge of the business of the Club. The President shall execute with the Secretary, in the name of the Club, all certificates of Membership, contracts, and instruments, other than checks, which have been first approved by the Board of Directors.
2. The President shall be responsible to the Board of Directors for the operation of the Club. He shall make and enforce decisions regarding the suitability of all equipment and the qualifications of all members for every type of flight operation. He shall recommend for the approval of the Board of Directors all operational rules of the Club and shall report with recommendations all violations of such rules by any member of the Club.
ARTICLE VI. VICE PRESIDENT
1. The Vice President shall be vested with all of the powers and shall perform the duties of President in the case of the absence or disability of the President.
2. The Vice President shall also perform such duties connected with the operations of the Club as he may undertake at the suggestion of the President.
ARTICLE VII. SECRETARY
1. The Secretary shall keep the minutes of all proceedings of the members and Board of Directors in books provided for that purpose. He shall attend to the giving and serving of notices of all meetings of members and the Board of Directors and otherwise. He shall keep a proper membership book showing the name of each member of the Club, the book of By-Laws, the Club Seal, if any, and such other books and papers as the Board of Directors may direct. He shall execute with the President, in the name of the Club, all certificates of membership, contracts, and instruments, other than checks, which have been first approved by the Board of Directors.
2. The Secretary shall maintain a record of each member’s qualifications.
3. The Secretary shall also perform such duties connected with the operation of the Club as he may undertake at the suggestion of the President.
ARTICLE VIII. TREASURER
1. The Treasurer shall execute in the name of the Club all checks for the expenditures authorized by the Board of Directors. He shall receive and deposit all Club funds in the bank selected by the Board of Directors, which funds shall be paid out only by check or transfer of funds by wire or electronic means as herein before provided. He shall also account for all receipts and disbursements, and balance on hand.
2. The Treasurer shall also perform such duties connected with the operation of the Club as he may undertake at the suggestion of the President.
ARTICLE IX. MAINTENANCE OFFICER
1. The Maintenance Officer shall be responsible for ensuring the maintenance of current information in the log books of the Club aircraft.
2. The Maintenance Officer shall be responsible for maintaining all Club aircraft in proper operating condition, by or under the supervision of a properly certified
airframe and powerplant mechanic, and for obtaining all checks, inspections, major overhauls, and compliance with all applicable airworthiness directives for Club aircraft.
3. The Maintenance Officer shall be responsible for all papers required to be carried in the Club aircraft and for the execution of all papers required upon completion of inspections and major repairs.
4. The Maintenance Officer shall recommend when a major job is to be done and obtain an estimate on the job. The major job and estimate is to be approved by a majority of the members at a meeting.
5. The Maintenance Officer shall also perform such duties connected with the operation of the Club as he may undertake at the suggestion of the President
ARTICLE X. SAFETY OFFICER
1. The Safety Officer shall be responsible for providing a safety program whenever feasible at the Club meetings.
2. The Safety Officer shall ensure that each member satisfies Club flight requirements and has the power, at his discretion, to ground any member who does not meet such requirements.
3. The Safety Officer shall also perform such duties connected with the operation of the Club as he may undertake at the suggestion of the President.
ARTICLE XI. PLANE CAPTAIN
1. A Plane Captain shall be responsible for assisting the Maintenance Officer to ensure that the aircraft for which he is Plane Captain is airworthy and has all the requisite documentation for operation by the Club.
2. A Plane Captain shall assist the Maintenance Officer in ensuring that any Club hangar and equipment found in the hangar is in good working order.
3. A Plane Captain shall assist the Maintenance Officer in ensuring that requisite supplies necessary to comply with Club practices are found in the Club hangar.
4. A Plane Captain shall also perform such duties connected with the operation of the Club as he may undertake at the suggestion of the President or Maintenance Officer.
ARTICLE XII. MEMBERSHIP OFFICER
1. The Membership Officer shall be responsible for maintaining the waiting list for prospective members, and for contacting the prospects to identify and recommend new members when there are vacancies in the club.
2. The Membership Officer shall also perform such duties connected with the operation of the Club as he may undertake at the suggestion of the President.
ARTICLE XIII. VACANCIES
1. If the Office of President, Vice President, Secretary, Treasurer, Maintenance Officer, Safety Officer, Membership Officer, or Plane Captain becomes vacant for any reason, the Board of Directors shall appoint a successor who shall hold office for the unexpired term of his predecessor.
ARTICLE XIV. SAFETY BOARD
1. A Safety Board consisting of the officers of the Club shall be convened for any aircraft accident or incident involving either a member or any equipment belonging to the Club.
2. The Safety Board shall consist of at least three officers of the Club who were not involved in such accident or incident. The Board of Directors may appoint members who are not officers to meet this requirement.
3. The Safety Board shall take all steps necessary to ascertain the facts, conditions and circumstances of the accident or incident; shall arrive at conclusions regarding the probable cause and the responsibility for such accident or incident; and shall make known to the Board of Directors and all parties involved in such accident or incident its findings in the form of a written report.
ARTICLE XV. HEARINGS
1. Board of Directors, upon receipt of the findings of the Safety Board, shall offer to all parties involved in the accident or incident, the opportunity of a hearing. After the hearing, or if such hearing is waived by all parties involved in the accident or incident, the Board of Directors shall decide the financial responsibility for the accident or incident. The decision of the Board of Directors shall be final.
2. Any member who damages any Club aircraft shall be fully liable for such damage as determined by the Safety Board as being due to pilot error or negligence not covered by Club insurance. The Club shall bear all expenses of an accident or incident due to aircraft malfunction.
3. All financial obligations imposed on any member as a result of the decision of the Board of Directors shall be satisfied within forty-five (45) days written notice.
Otherwise, in the case of a member, all unsatisfied moneys may be deducted from the membership deposit, the remainder of which shall be returned to the member with a cancellation of membership in the Club.
ARTICLE XVI. MEMBERSHIP
Membership in the Club shall consist of one of the following:
1. Members will be admitted to the Club only after being approved by the Board of Directors.
2. A person duly elected to this Club as herein before stated shall be deemed a member upon payment of the initial membership deposit. The membership deposit shall be set by the Board of Directors and will be held by the Treasurer. Each member shall be assessed monthly dues, said dues to be paid one month in advance. The monthly dues shall be set by the Board of Directors.
3. Keys to each Club aircraft will be issued when the member satisfies the Aircraft Operating Rules.
4. Membership will include one individual only, and will not include spouses or other family members.
5. A member may withdraw from the Club upon written notification to the President and Treasurer. Such notification shall be at least thirty (30) days prior to the proposed withdrawal. The withdrawal becomes final as soon as a new member acceptable to the Board of Directors is enrolled in the Club. At that time, the Club shall return to the resigning member a sum equal to his original membership deposit less any moneys, dues, or fines owed to the Club. Generally, there shall be a limit of any moneys, dues, or fines owed to the Club to the amount of membership deposit. When this limit is reached, the member may be prohibited from using any Club aircraft until payment has been made in full, at which time the member may again use Club aircraft.
6. A member may be expelled by a two-thirds (2/3) vote of the members voting at any regular or special meeting of the members. Ten (10) days notice shall be given to the member who shall have the right to be heard at a meeting of the members called for this purpose. A member so expelled shall receive from the Club, a sum equal to his original membership deposit less any moneys, dues, or fines owed to the Club.
1. Associate member/Instructors will be admitted to the Club only at the recommendation of the Safety Officer. The purpose of this type of membership is to provide qualified instructors for members.
2. Associate member/Instructors must be approved by the Safety Officer. The Associate member/Instructors must provide the Safety Officer with evidence that all FAA requirements for instruction are current and has the required time in the Club's type of aircraft. The Associate member/Instructor may, at the Safety Officer's discretion, be required to take a check ride. The Safety Officer may designate another Club approved instructor to perform the check ride on the Safety Officer's behalf. The Associate member/Instructor will be responsible for the cost of the flight time in the Club aircraft.
3. Associate member/Instructors will not have use of the Club aircraft except when providing dual instruction to a member.
4. Associate member/Instructors will not pay a membership deposit, advanced deposit, or monthly dues. Associate member/Instructors will comply with Club Aircraft Operating Rules and responsible for the entire deductible portion of the insurance coverage in case of negligent operation of the aircraft. They may be responsible for the entire loss incurred when acting as pilot in command should their negligence cause the insurance to be inapplicable.
5. Associate member/Instructors do not have a vote and may be expelled at any time at the discretion of the Safety Officer or a majority vote of the officers.
1. A member shall be accorded member emeritus status only upon vote of the membership.
2. Only full members may be eligible for member emeritus status.
3. A member shall not be eligible for member emeritus status unless he shall have been a member of the Club for a continuous period of at least ten years and shall
have performed distinguished service to the Club.
4. A member emeritus shall continue to maintain a deposit with the Club as any full member.
5. A member emeritus shall be permitted to utilize Club aircraft at the then current operating rates so long as he shall not compromise the Club’s insurance in respect of Club aircraft.
6. A member emeritus shall be eligible to be a Club Officer as any full member.
7. A member emeritus shall be entitled to vote on all amendments to the Club Charter and By-Laws, and any matter affecting the deposits of Club members.
8. A member emeritus shall otherwise be afforded the rights of a full member as may, from time to time, be conferred by vote of the full membership.
9. A member emeritus shall not be considered in determining the authorized membership.
10. The status of Member Emeritus may be revoked by a vote of the membership.
ARTICLE XVII. SURPLUS
1. The net savings or surplus remaining after all operating costs and expenses have been paid shall remain in the Club Treasury for the purchase of new equipment, contingencies, or for the purpose of reducing the hourly rates for flying as shall be determined by the Board of Directors. The net savings in any event shall not be distributed to the members for their individual use.
ARTICLE XVIII. GENERAL
1. Whenever a notice or other information is required to be in writing, such writing shall include, but be limited to, electronic forms of communication such as facsimiles or electronic mail.
2. Whenever these By-Laws require mailing, such mailing shall include, but not be limited to, electronic forms of communication such as facsimiles or electronic mail. The only exception to the foregoing shall be if these By-Laws shall require a mailing with Return Receipt Requested or Certified Mail in which event only a mailing incorporating these terms by the United States Postal Service shall suffice.
3. Wherever these By-Laws shall utilize the masculine form of any noun or pronoun it shall be understood to include the feminine form of such noun or pronoun unless the context clearly indicates otherwise.
ARTICLE XIX. AMENDMENTS
1. These By-Laws may be repealed or amended by new By-Laws adopted at any meeting of the members called for that purpose or any regular meeting of a quorum of the members by a two-thirds (2/3) majority of those present.