Section 1.       All REALTORâ members of this Association or any other Association, within the state of Nevada or a state contiguous, are eligible to join the CALV of the Association subject to the qualifications as set by Article IV, Section 3 of these Bylaws.

                                                       ARTICLE IV - MEMBERS

Section 1.       Classes. There shall be five classes of members in the CALV:

A.  Commercial Designated REALTORSâ: Licensed brokers, salespersons or licensed or certified appraisers who are principals of real estate firms and who are REALTORâ members of an Association in Nevada or a state contiguous thereto will be eligible to become members of the CALV. All REALTORSâ who are actively engaged within the state of Nevada or a state contiguous shall be eligible to become either primary or secondary members and, as such, would be eligible to join the CALV. A Designated REALTORâ member shall include the same as the definition contained within the Bylaws of the Greater Las Vegas Association of REALTORSâ, Article IV, Section 1, (5).

B. Commercial REALTORSâ:  Individuals who are licensed brokers, salespersons or licensed or certified appraisers who are REALTORâ members with a real estate firm within Nevada or a state contiguous thereto are eligible to become commercial REALTORSâ in the CALV.

C. Affiliate Members: Affiliate Members shall be individuals or firms who, while not actively engaged in the real estate profession as defined in paragraphs (a) (b) or (d) of this section, are in sympathy with the objectives of the Association and serve the public with an essential service which requires information concerning real estate.

D. Institute Affiliate Members:  Institute Affiliate Members shall be individuals who hold a professional designation awarded by an Institute, Society or Council affiliated with the National Association of REALTORSâ 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.

E. Non-REALTOR® Members:   A non-member applicant for CALV participation who is a principal, partner, corporate officer, or branch office manager acting on behalf of a principal, shall supply evidence satisfactory to the CALV Board of Directors that he has no record of recent or pending bankruptcy; has no record of official sanctions involving unprofessional conduct; and shall agree that if elected as a CALV member, he will abide by such rules and regulations and pay the CALV fees and dues, including the non-member differential (if any), as from time to time established. Under no circumstances is any individual or firm entitled to CALV participation or membership unless they hold a current, valid real estate broker’s license and are capable of offering and accepting compensation to and from other CALV members, or are licensed or certified by an appropriate state regulatory agency to engage in the appraisal of real property. Use of information developed by or published by the CALV is strictly limited to the activities authorized under a CALV member’s licensure(s) or certification and unauthorized uses are prohibited. None of the foregoing is intended to preclude CALV from providing, as a matter of local determination, access to information from CALV compilations to affiliate members of Boards or to others engaged in recognized fields of real estate practice or in related fields. Further, none of the foregoing is intended to convey participation or membership or any right of access to information developed by or published by the Association’s CALV where access to such information is prohibited by law. (Amended 11/97)

Section 2.       Application:  Application for membership shall be made in a manner and form as prescribed by the Board of Directors of the CALV.  An application fee as from time to time established by the Board of Directors of the CALV in a reasonable amount may be charged to apply for membership within the CALV.

Section 3.       Qualifications: 

                        A.  Applicants for commercial designated REALTORâ and commercial REALTORâ status must be members of a REALTORâ Association within the State of Nevada or a state contiguous thereto. In addition, the following qualifications must be met:

(1)       Applicants may be required to successfully complete a course of instruction covering the Bylaws and Rules and Regulations of the CALV, when offered.

Section 4.       Election: The procedure for election to CALV membership shall be as follows:

                        A.  The Executive Vice President (or duly authorized designee) shall determine whether the applicant is applying for the appropriate class of membership.

                        B.  The CALV Board of Directors shall review the qualifications of the applicant and the recommendations of the Executive Vice President (or duly authorized designee) and then vote on the applicant’s eligibility for membership. If the applicant receives a majority vote of the CALV Board of Directors, he shall be declared elected to membership and shall be advised by written notice, which may be provided electronically.

                        C.  The CALV Board of Directors may not reject an application without providing the applicant with advance notice of the findings, an opportunity to appear before the CALV Board of Directors, to call witnesses on his behalf, to be represented by counsel, and to make such statements as he deems relevant. The CALV Board of Directors may also have counsel present. The CALV Board of Directors shall require that written minutes be made of any hearing before it or may electronically or mechanically record the proceedings.

                        D.  If the CALV Board of Directors determines that the application should be rejected, it shall record its reasons with the Executive Vice President (or duly authorized designee). If the CALV Board believes that the denial of membership to the applicant may become the basis of litigation and a claim of damage by the applicant, if may specify that denial shall become effective upon entry in a suit by the CALV Board for a declaratory judgment by a court of competent jurisdiction of a final judgment declaring that the rejection violates no rights of the applicant.

ARTICLE V - PRIVILEGES AND OBLIGATIONS FOR MEMBERSHIP

Section 1.       The privileges and obligations of Members, in addition to those otherwise provided in these Bylaws, shall be as specified in this article.

Section 2.       Any Member of the CALV may be reprimanded, fined, placed on probation, suspended, or expelled by the CALV Board of Directors for a violation of these Bylaws and Association Rules and Regulations consistent with these Bylaws, after a hearing as provided in the Code of Ethics and Arbitration Manual of the NATIONAL ASSOCIATION OF REALTORSâ. Although Members other than REALTORâ Members are not subject to the Code of Ethics or its enforcement by the Association, such Members are encouraged to abide by the principles established in the Code of Ethics by the NATIONAL ASSOCIATION OF REALTORSâ and conduct their business and professional practices accordingly.  Further, Members other than REALTORâ Members may, upon recommendation of the Membership Committee or by a hearing panel of the Professional Standards Committee, be subject to discipline as described above, for any conduct which, in the opinion of the GLVAR Board of Directors, applied on a nondiscriminatory basis, reflects adversely on the terms "REALTORâ" or "REALTORSâ", and the real estate industry, or for conduct that is inconsistent with or adverse to the objectives and purposes of the local Association, the State Association, and the NATIONAL ASSOCIATION OF REALTORSâ.

Section 3.       Any REALTORâ Member of the CALV may be disciplined by the GLVAR Board of Directors for violations of the Code of Ethics or other duties of membership, after a hearing as described in the Code of Ethics and Arbitration Manual of the NATIONAL ASSOCIATION OF REALTORSâ, provided that the discipline imposed is consistent with the discipline authorized by the Professional Standards Committee of the NATIONAL ASSOCIATION OF REALTORSâ as set forth in the Code of Ethics and Arbitration Manual of the NATIONAL ASSOCIATION OF REALTORSâ.  Filings can be made under the Bylaws of the Greater Las Vegas Association of REALTORSâ or the Bylaws and procedures of the CALV.  Final action shall be imposed concurrently by both the Greater Las Vegas Association of REALTORSâ and the CALV Board of Directors.

Section 4.       Resignations of Members shall become effective when received in writing by the CALV Board of Directors, provided, however, that if the Member submitting the resignation is indebted to the Association for dues, fees, fines, or other assessments of the Association or of any of its services, departments, divisions or subsidiaries, the CALV Board of Directors may condition the right of the resigning Member to reapply for membership upon payment in full of all such monies owed.

Section 5.       If a REALTOR® Member resigns from the Association or otherwise causes membership to terminate with an ethics complaint pending, that CALV 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 member 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®.

Section 6.       REALTORâ Members

A.  REALTORâ Members in good standing whose financial obligations to the Association are paid in full shall be entitled to vote.

B.  REALTORâ Members may use the terms REALTORâ and REALTORSâ, which is granted to each REALTORâ on the basis of membership in the Association and shall be subject to the provisions of Article VIII.

C.  REALTORâ Members have the primary responsibility to safeguard and promote the standards, interests, and welfare of the Association and estate profession.

D.  If a REALTORâ Member is a sole proprietor in a firm, a partner in a partnership, or an officer of a corporation and is suspended or expelled, the firm, partnership, or corporation shall not use the terms "REALTORâ" or "REALTORSâ" in connection with its business during the period of suspension or until the admission to REALTORâ membership, or unless connection with the firm, partnership, or corporation is severed, or management control is relinquished, whichever may apply.  The membership of all other principals, partners, or corporate officers shall suspend or terminate during the period of suspension of the dis­ciplined Member, or until readmis­sion of the disciplined Member or unless connection of the disciplined Member with the firm, partnership, or corporation is severed, or unless the REALTORâ who is suspended or expelled is removed from any form or degree of management control of the firm for the term of the suspension, or until re-admission to membership, whichever may apply.  Removal of an individual from any form or degree of management control must be certified to the CALV by the Member who is being suspended or expelled and by the individual who is assuming management control and the signatures of such certification must be notarized.  In the event the suspended or expelled Member is so certified to have relinquished all form or degree of management control of the firm, the membership of other partners, corporate officers, or other individuals affiliated with the firm shall not be affected; and the firm, partnership, or corporation may continue to use the terms REALTORâ and REALTORSâ in connection with its business during the period of suspension or until the former Member is readmitted to    membership in the Association.  The foregoing is not intended to preclude a suspended or expelled Member from functioning as an employee or independent contractor, providing no management control is exercised.  Further, the membership of REALTORSâ other than principals who are employed by or affiliated as independent contractors with the disciplined Member shall suspend or terminate during the period of suspension of the disciplined Member or until readmission of the disciplined Member, or unless connection of the disciplined Member with the firm, partnership, or corporation is severed or management control is relinquished, whichever may apply.  If a REALTORâ Member other than a sole proprietor in a firm, partner in a partnership, or an officer of a corporation is suspended or expelled, the use of the terms REALTORâ and REALTORSâ by the firm, partnership or corporation shall not be affected.

E.  In any action taken against a REALTORâ Member for suspension or expulsion under Section 6(d) hereof, notice of such action shall be given to all REALTORSâ employed by or affiliated as independent contractors with such REALTORâ Member and shall be advised that the provisions in Article V, Section 6(d) shall apply.

Section 7.       Institute Affiliate Members:  Institute Affiliate Members shall have such rights and privileges and be subject to such obligations as are prescribed by the CALV Board of Directors in compliance with the Constitution and Bylaws of the NATIONAL ASSOCIATION OF REALTORSâ.

Section 8.       Affiliate Members: Affiliate Members shall have such privileges and rights and be subject to such obligations as may be prescribed by the CALV Board of Directors.

Section 9.       Duration of Membership:  The following shall apply to all classes of membership:

A.  Membership in the Association may terminate by voluntary withdrawal. Any member desiring to withdraw from membership shall first give written notice of such intention to the CALV Board of Directors upon fulfillment of all obligations of membership to the date of notice of withdrawal.

B.  All rights, privileges, and interests of a Member in or to the Association shall cease upon termination of membership.

C.  Membership shall be non-transferable and non-assignable.

D.  Membership and all Association services shall immediately cease upon the death or expulsion of a Member.  As of the effective date of expulsion of any Member, all Association services shall cease, as herein be provided for by these Bylaws, while the obligation of membership continues.  Upon the death of any Member, a prorated portion of the local membership dues for the year will be refunded to said member's estate. 

E.  Failure to pay any applicable dues or fines as provided herein may result in termination of any Member as of the date dues and/or fines become past due.

Section 10.    Annual REALTORâ dues: Annual REALTORâ dues are due and payable on the first day of January and will be considered past due after the last working day of January. 

Section 11.    Membership Reinstatement: A Member who resigns in good standing may apply for reinstatement to the same class of membership within twelve (12) months by payment of the dues applicable at the time of reinstatement.

ARTICLE VI - USE OF THE TERMS "REALTORâ" AND "REALTORSâ"

Section 1.       Use of the terms REALTORâ and REALTORSâ by Members shall, at all times, be subject to the provisions of the Constitution and Bylaws of the NATIONAL ASSOCIATION OF REALTORSâ and to the Rules and Regulations prescribed by its Board of Directors.  The Association shall have the authority to control, jointly and in full cooperation with the NATIONAL ASSOCIATION OF REALTORS®, use of the terms within its jurisdiction.

Section 2.       REALTOR® Members of the Association shall have the privilege of using the terms REALTOR® and REALTORS® in connection with their places of business within the state or a state contiguous thereto so long as they remain REALTOR® Members in good standing.  No other class of Members shall have this privilege.

Section 3.       A REALTOR® Member who is the principal of a real estate firm, partnership, or corporation may use the terms REALTOR® and REALTORS® only if all the principals of such firm, partnership, or corporation who are actively engaged in the real estate profession are REALTOR® Members of the Association within the state or a state contiguous thereto or Institute Affiliate Members as described in Section 1 (d) of Article IV.

A.  In the case of a REALTOR® member who is a principal of a real estate firm, partnership, or corporation whose business activity is substantially all commercial, the right to use the term REALTOR® or REALTORS® shall be limited to office locations in which a principal, partner, corporate officer, or branch manager of the firm, partnership, or corporation holds REALTOR® membership.  If a firm, partner, or corporation operates additional places of business in which no principal, partner or corporate office, or branch manager holds REALTOR® membership, the term REALTOR® or REALTORS® may not be used in any reference to those additional places of business.  (Amended 1/01)

Section 4.       Institute Affiliate Members shall not use the terms REALTORâ or REALTORSâ nor the imprint of the emblem seal of the NATIONAL ASSOCIATION OF REALTORSâ.

Section 5.       Members violating rules governing use of the term REALTOR® or REALTORS® shall be advised to eliminate the misuse of the   REALTOR® trademark and  subject to a fine as prescribed by the GLVAR Board of Directors.

ARTICLE VII - AUTHORIZATION FOR COMMERCIAL INFORMATION EXCHANGE

Section 1.       Authority: The Greater Las Vegas Association of REALTORS® shall maintain for the use of its members a Commercial Information Exchange (CIE) which shall be a division of the GLVAR.

Section 2.       Purpose: The CALV serves as an information exchange. Participants who have been retained by sellers of commercial or industrial property to market those properties may submit information on those properties to the CALV and Participants who have been retained by buyers of commercial or industrial property may submit information on the type(s) of property sought to the CALV. Any compensation agreements related to property included in the Exchange compilation must be made on an individual basis outside the CALV between the Participants involved.

A Commercial Information Exchange is not a Multiple Listing Service. No offers of cooperation and compensation are communicated by filing information on a property with the CALV. (Amended 4/92)

Section 3.       Governing Documents: The Board of Directors shall cause any Commercial Information Exchange established by it pursuant to this Article to conform its corporate charter, constitution, bylaws, rules, regulations, policies, practices, and procedures at all times to the Constitution, Bylaws, rules, regulations, and policies of the National Association of REALTORS®.

Section 4.       Participation: Any REALTOR® of this or any other Association who is a principal, partner, corporate officer, or branch manager acting on behalf of a principal, without further qualification, except as stipulated otherwise in these bylaws, shall be eligible to participate in the CALV upon agreeing in writing to conform to the rules and regulations thereof and to pay the costs incidental thereto. However, no individual or firm, regardless of membership status, is eligible for CALV participation or membership status unless they hold a current, valid real estate broker's license and are capable of accepting and offering compensation to and from other Participants or to those individuals who are licensed or certified by a state regulatory agency to engage in the appraisal of real property. Licensees affiliated with CALV Participants are not considered "participants" or "members" of the Exchange, but rather have access to and use of the Exchange information by virtue of their affiliation with the Exchange Participant. None of the foregoing is intended to preclude the CALV from providing, as a matter of local determination, access to information from CALV compilations to affiliate members of Boards or to others engaged in recognized fields of real estate practice or in related fields. (Amended 11/97)

A nonmember applicant for CALV participation who is a principal, partner, corporate officer, or branch office manager acting on behalf of a principal, shall supply evidence satisfactory to the Membership Committee that he has no record of recent or pending bankruptcy; has no record of official sanctions involving unprofessional conduct; agrees to complete a course of instruction (if any) covering the CALV rules and regulations and computer training related to CALV information entry and retrieval, and shall pass such reasonable and non-discriminatory written examination thereon as may be required by the CALV; and shall agree that if elected as a Participant, he will abide by such rules and regulations and pay the CALV fees and dues, including the nonmember differential (if any), as from time to time established. Under no circumstances is any individual or firm entitled to CALV participation or membership unless they hold a current, valid real estate broker's license and are capable of offering and accepting compensation to and from other Participants, or are licensed or certified by an appropriate state regulatory agency to engage in the appraisal of real property. Use of information developed by or published by the CALV is strictly limited to the activities authorized under a Participant's licensure(s) or certification and unauthorized uses are prohibited. None of the foregoing is intended to preclude the CALV from providing, as a matter of local determination, access to information from CALV compilations to affiliate members of Association or to others engaged in recognized fields of real estate practice or in related fields. Further, none of the foregoing is intended to convey participation or membership or any right of access to information developed by or published by CALV where access to such information is prohibited by law. (Amended 11/97)

 Section 5.      Access to Comparable and Statistical Information: Association members who are actively engaged in real estate brokerage, management, mortgage financing, appraising, land development, or building, but who do not participate in the Exchange are nonetheless entitled to receive, by purchase or lease, all information other than current listing information that is generated wholly or in part by the Exchange including "comparable" information, "sold" information, and statistical reports. This information is provided for the exclusive use of Association members and individuals affiliated with Association members who are also engaged in the real estate business and may not be transmitted, retransmitted, or provided in any manner to any unauthorized individual, office, or firm except as otherwise specified in the CALV rules and regulations.  Members who receive such information, either as an Association service or through the Association’s CALV, are subject to the applicable provisions of the CALV rules and regulations whether they participate in the CALV or not. Any member wishing to obtain such information must agree to abide by the applicable CALV rules and regulations regarding use of the information and must agree to pay the costs incidental to receiving the information.

Section 6.       Subscribers: Subscribers (or users) of the CALV include non-principal brokers, sales associates, and licensed and certified appraisers affiliated with Participants.

Section 7.       Other authorized users: A CALV Participant may authorize the following individuals to access the CALV if such an individual is under the direct supervision of the CALV Participant or the Participant’s designated licensee: affiliated unlicensed administrative and clerical staff; personal assistants; and individuals seeking licensure or certification as real estate appraisers.

ARTICLE VIII - PROFESSIONAL STANDARDS AND ARBITRATION

Section 1.      The responsibility of the CALV and CALV Members relating to the enforcement of the Code of Ethics, the disciplining of Members, 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 REALTORSâ as from time to time amended which by this reference is made a part of these Bylaws.

Section 2.       It shall be the duty and responsibility of every CALV Member to abide by the Constitution, Bylaws, and Rules and Regulations of the local, State and National Association of REALTORSâ, and to abide by the Code of Ethics of the National Association of REALTORSâ, including the duty to arbitrate controversies arising out of real estate transactions as specified by Article 17 of the Code of Ethics, which relates to arbitration.

Section 3.       The CALV hereby adopts the Association procedures and agrees to abide by the results of all hearings for CALV REALTORSâ.

ARTICLE IX - DUES, FEES AND FINANCES

Section 1.       Application Fee: The CALV Board of Directors, by resolution, may set an application fee for each class of membership in the CALV.  The application fee for REALTOR® members of the CALV will not exceed three (3) times the annual dues for REALTOR® members. Please note that the three times the amount of annual dues for REALTOR® members includes allocations of local, state, and national dues.

Section 2.       Dues:  The quarterly fees for all classes of membership shall be set by resolution of the CALV Board of Directors annually. 

Section 3.       Dues Payable: All dues and services shall be paid semi-annually in advance to CALV within thirty (30) days of the first billing, during the business hours of the Association. Dues are non-refundable after the first day of the semi-annual period for which dues have been paid.

Section 4.       Non-Payment of Dues:  If dues or any other financial obligations to the CALV are not paid are not paid by the 10^th day of the first month of the quarter, a late fee of $30.00 will be added to the next bill sent to the CALV member and Subscriber. Service will be suspended on the 20^th day of the first month of the quarter if the fees still have not been paid.    Listings will remain on the system until expiration.

Section 5.       The CALV will accept ONLY CERTIFIED FUNDS, OR CREDIT CARD AFTER the last working day of January.  After the last working day of January, a late fee as set by a resolution of the CALV Board of Directors will be accepted until February 15 or the first working day thereafter.

Section 6.       Deposit of Funds: All money received by the CALV for any purpose shall be deposited to the GLVAR and credited to the CALV budget.

Section 7.       Expenditures:  The CALV Board of Directors shall administer the finances of the CALV.  Monthly financial reports shall be submitted to the GLVAR Board of Directors for review.

                        The Board of Directors of the CALV may not spend monies in excess of available cash on hand without approval of the GLVAR Board of Directors.

                        For the purpose of this section, the term "available cash on hand" shall be defined as all CALV funds on deposit in selected financial institutions that may be withdrawn on demand, including but not limited to, any certificates of deposit.

ARTICLE X – OFFICERS AND DIRECTORS

Section 1.       Officers:  The Officers of the CALV shall be three (3) elected officers consisting of the President, President Elect, and the Secretary-Treasurer. 

Section 2.       Executive Vice President:  The Executive Vice President of the Greater Las Vegas Association of REALTORSâ shall act as the Chief Administrative Officer of the CALV.

Section 3.       Board of Directors: The governing body of the CALV shall be a Board of Directors.  The Board of Directors shall consist of the President, President Elect and Secretary-Treasurer; the Immediate Past President; and the Presidents (or designee) of IREM, CCIM and SIOR, each serving one-year terms as directors; and four elected directors, serving two year staggered terms.

Section 4.       Duties of Officers

A.        President:  The President shall be the Chief Elected Officer of the CALV, and shall:  Preside at meetings of the CALV Board of Directors and Executive Committee; be an ex-officio Member of all Association committees except Grievance and Professional Standards Committees; communicate to the Association such matters and make suggestions as may, in the President's opinion, tend to promote the welfare and increase the usefulness of the Association; and perform such other duties as are necessarily incident to the office.

B.        President Elect:  The President Elect shall be an ex-officio Member of all Association committees except Grievance and Professional Standards, and shall perform all duties of the President during any absence.

C.        Treasurer:  The Treasurer shall cause to be deposited all sums received in the financial institution approved by resolution of the CALV Board of Directors and shall make a report at the Annual Meeting, or when called upon by the President or the CALV Board of Directors.  The funds, books, and vouchers in the Treasurer's hands shall, with the exception of the confidential reports submitted by CALV Members, at all times be subject to verification and inspection by the Officers and CALV Board of Directors.  The Treasurer shall, at term expiration, deliver all books, monies and other property of the CALV to the Treasurer's successor.

D.        Executive Vice President:  The Executive Vice President shall be responsible for the administration and management of the Association and shall perform such duties as may be delegated by the GLVAR Board of Directors.  It shall be the duty of the Executive Vice President to keep the records of the CALV and to carry on all necessary correspondence with the Greater Las Vegas Association of REALTORSâ, the Nevada Association of REALTORSâ and the NATIONAL ASSOCIATION OF REALTORSâ.

Section 5.       Vacancies:  Vacancies in office shall be filled by a majority vote of the CALV Board of Directors, except for the position of President Elect which shall remain vacant until the next election, when a new President and President Elect shall be elected.

Section 6.       Absences:  Any Director absent from four (4) regular meetings of the Board of Directors within a twelve (12) month period shall constitute automatic resignation on the fourth unexcused absence by said Director and a vacancy shall be deemed to exist except if any of the four unexcused absent meeting was a result of a change in the published yearly schedule of the Board of Directors, GLVAR business or a verified medical emergency.  Reinstatement may be requested, in writing, within fifteen (15) days of the automatic resignation.  Reinstatement shall be by approval of two thirds of the Board of Directors at their regularly scheduled meeting.

Section 7.       Removal of Officers and Directors: In the event that an Officer or Director of the Commercial Information Exchange is deemed to be incapable of fulfilling the duties for which elected, but will not resign from office voluntarily, the Officer or Director may be removed from office under the following procedure:

A.  A petition requiring the removal of an Officer or Director and signed by not less than one-third of the Participants or a majority of all Directors of the CALV shall be filed with the President of the CALV, or if the President is the subject of the petition, with the next-ranking officer, and shall specifically set forth the reasons the individual is deemed to be disqualified from further service.

B.  Upon receipt of the petition, and not less than twenty (20) days or more than forty-five (45) days thereafter, a special meeting of the Participants of the CALV shall be held, and the sole business of the meeting shall be to consider the charge against the Officer or Director, and to render a decision on such petition.

C.  The special meeting shall be noticed to all Participants at least ten (10) days prior to the meeting, and shall be conducted by the President of the CALV unless the President's continued service in office is being considered at the meeting. In such case, the next-ranking officer will conduct the meeting or the hearing by the Participants. Provided a quorum is present, a three-fourths vote of Participants present and voting shall be required for removal from office.

D.  Any vote taken by the Participants to remove an Officer or Director must ultimately be confirmed by a majority vote of the Directors of the shareholder(s). Notwithstanding the foregoing, the shareholder(s) may remove an Officer or Director by a majority vote of the Directors of the shareholder(s). (Adopted 11/96)

Section 8.       Term limits. No person may serve as a director of the CALV for                                                more than four (4) consecutive years.

ARTICLE XI - ELECTION OF OFFICERS AND DIRECTORS

Section 1.      Qualifications: To hold an elected office of the CALV, an individual must:

                        A.  Be a REALTOR® member of the CALV in good standing;

                        B.  Have been a licensee for a minimum of two years with a background in Commercial Real Estate; and

                        C.  Have successfully completed Fundamentals of Commercial Real Estate or the Commercial Orientation Class offered by GLVAR or the substantial equivalent as determined by a majority vote of the Board of Directors.

                        D. In addition to the above qualifications, the President-Elect must have                                  served a minimum of two (2) years on the CALV Board

Section 2.       Nominating Committee:  At least 45 days before the annual election, a Nominating Committee shall be appointed consisting of not less that two (2) CALV non-board members and not more than three (3) CALV non-board members and one (1) or two (2) members of CALV Board with a total of either three or five total members with the majority in all cases consisting of non-board members on the nominating committee. The CALV President shall appoint one (1) member of the Nominating Committee as its Chairman.  No other individual appointed to the Nominating Committee shall be currently serving in an elected or appointed position.

            The Nominating Committee shall select at least two (2) candidates over the number of vacancies to be filled.   The report of the Nominating Committee shall be by electronic means (fax and/or email) to each CALV member 30 days prior to election. Additional candidates may be placed in the nomination by a petition signed by at least ten (10) percent of the members and presented to the CALV President at least (15) days prior to election.  Notice of additional nominations, if any, shall be included in the written notice of meeting mailed to the CALV members at least ten (10) days prior to election.

Section 3.       Election Committee: At the CALV Board meeting immediately preceding the annual election, an   Election Committee shall be appointed consisting of not less than four (4) members; two (2) CALV members (who are not Committee members), one (1) CALV Board of Director member, and one (1) CALV staff member to conduct the election, oversee the process and assure compliance with the election procedures at the annual meeting.

Section 4.       Voting:

                        A.  Qualified voters: The Association shall prepare a list of qualified voters consisting of all CALV members in good standing whose financial obligations to the Association are paid in full.

            B.  Board Elections: Each CALV member shall be entitled to only one (1) vote per Board Member position.  Election shall be by ballot and the ballot shall contain the names of all candidates. Votes may be cast in person or by electronic means deemed feasible by the CALV Board. By a majority vote of the members present, the vote upon any question before the meeting shall be by ballot.  Simple majority shall decide all elections and questions. The results of the election will be published in the SNR and on CALV’s website.

            C.  Voting on other matters: Each CALV member shall be entitled to only one (1) vote on any question presented to a Membership meeting and voted on. The vote upon any question before a Membership meeting shall be by ballot by those Members present. Votes may be cast prior to the meeting by any electronic means deemed feasible by the CALV Board, however, electronic votes will be counted only on those questions which are put to a vote during the meeting. A simple majority vote shall decide all questions.

Section 5.       Challenges:  Anyone challenging the election results may do so by submitting a written challenge to the Executive Vice President, or the President if the Executive Vice President's position is vacant, of the Association office within ten (10) days after the results are announced specifying exactly who or what is being challenged.  If a recount is ordered, the challenger shall be given a choice of having either a certified audit or the Election Committee do the recounting.  If an outside firm is chosen, the challenger shall be responsible for the costs incurred regardless of the outcome.

Section 6.       Run Off Election: Run off elections shall be conducted as directed by the CALV Board of Directors.

ARTICLE XII - MEETINGS

Section 1.       Meetings of the CALV Board.

                        A.  Annual Meeting: The annual meeting of the CALV Board of Directors shall be held during the month of September of each year, the date, place and hour to be designated by the CALV Board.

                        B.  Regular Meetings: The CALV Board of Directors shall meet on the call of the President.  Guests may be invited by the President or the Board of Directors.

                        C.  Special Meetings:  A Special meeting of the Board of Directors may be called by or at the request of the President of GLVAR, the President of the CALV or at the request of a majority of the Directors.

                        D.  Quorum:  Five members of the Board of Directors shall constitute a quorum for the transaction of business at any meeting of the Board of Directors.

Section 2.       Meetings of Members: Meetings of Members may be held at such times as the President of the CALV Board of Directors may determine, or upon written request of at least ten percent (10%) of the REALTORâ Members.

                        A.  Notice of Meetings: Written notice shall be mailed by letter or Association publication to every Member entitled to participate in the meeting at least fifteen (15) days preceding the meeting.  Notice shall be mailed to the last known mailing address of the Member as contained in the Association membership files.  For a Special Meeting, the notice shall also be accompanied by a statement of the purpose of the Special Meeting.

                        B.  Quorum:  Unless otherwise provided in these Bylaws, a quorum for the transaction of business shall consist of ten (10) REALTOR® Members of the CALV.

Section 3.       Electronic Transaction of Business: To the fullest extent permitted by law, the CALV Board or Directors or membership may conduct business by electronic means. Any written notice required to be served according to these Bylaws may be made by electronic means.

ARTICLE XIII - COMMITTEES

Section 1.       STANDING COMMITTEES: The President shall appoint, subject to confirmation of the CALV Board of Directors, the following Standing Committees:

                        Finance      

                        Membership    

                        Education

Section 2.       SPECIAL COMMITTEES: The President shall appoint, subject to confirmation of the CALV Board of Directors, such special committees as the President may deem necessary.

Section 3.       ORGANIZATION:  All committees shall be of such size and have duties, functions, and powers as may be assigned to them by the President, subject to the approval of the CALV Board of Directors, except as otherwise provided in these Bylaws.

ARTICLE XIV - FISCAL AND ELECTIVE YEAR

Section 1.       The fiscal year shall be the calendar year.

Section 2.       The elective year shall be January 1 through December 31.

ARTICLE XV - RULES OF ORDER

Section 1.       Robert's Rules of Order, latest edition, shall be recognized as the authority governing the meetings of the CALV, its Board of Directors, and committees, in all instances wherein its provisions do not conflict with these Bylaws.

ARTICLE XVI - AMENDMENTS

Section 1.       Except as otherwise provided herein, these Bylaws may be amended by a two-thirds (2/3) majority vote of the REALTORâ Members present and voting at any meeting at which a quorum is present, provided such proposed amendment or amendments shall be plainly stated in the call for the meeting.

            A.        Any and all proposed bylaws changes shall not be effective until approved by the GLVAR Board of Directors.

            B.        Amendments to these Bylaws, affecting the mandated verbatim articles of the National Association of REALTORSâ shall be automatically adopted without vote of the membership, provided the GLVAR Board of Directors and CALV Board of Directors adopt said amendments.

ARTICLE XVII - DISSOLUTION

Section 1.       Upon the decision of dissolution of the affairs by a two-thirds (2/3) vote of the Membership of the CALV, the CALV Board of Directors shall order an audit by a competent accounting firm of all assets and liabilities of the Association.

Section 2.       Upon dissolution of the CALV pursuant to Section 1 of this Article, all assets and liabilities shall revert back to the GLVAR, to be held in trust for five (5) years for future Reorganization of the CALV.  After five (5) years all funds shall be available to GLVAR.