About NCMHA

Chris Lowry | Cavco Home Center | Retailer Representative

J. Williams | Clayton Homes | Retailer Representative (Multi-lot)

Tom Christ | Aggressive Properties & Development | Retailer Representative (Independent)

Vacant |  Manufacturer Representative (MOD)

Jimmy K. Holmes  | Holmes Building Systems | Manufacturer Representative

Richard Smith | Fleetwood Homes of VA | Manufacturer Representative (HUD)

Stacy Strawn | Weyerhauser Company | Service/Supplier Representative

Vacant  | Service/Supplier Representative

Vito Montaperto | Dana Hill Community | Community/Developer Representative

Michael Blackburn  | Blackburn Development, LLC | Community/Developer Representative

Yana Billet | The Federal Savings Bank | Finance Representative

Dascheil Propes | Atlantic Intermediaries, LLC | Insurance Representative

Donald Aheron | Nationwide Custom Homes | Installation/Transportation Representative

Code of Ethics

We, as members of the North Carolina Manufacturing and Modular homebuilders Association, find the following principles paramount.  It is by evoking these principles that we achieve the American way of life and uphold the free-enterprise system.

1. Honesty and fairness in all dealings.

2. As our fundamental responsibility is to our customers, we will honor warranties and commitments within a reasonable time.

3. Stay informed of laws governing this industry, pledge support to enhancing the public image and promote the positive aspects of manufactured and modular home living.

4. We will deal fairly with employees, associates and suppliers.

5. Encourage business dealing with members who are in good standing with our association.

Manufacturers Division

1. Meet or exceed all applicable code requirements in the construction of manufactured and modular housing.

2. Maintain high standards of health, safety and livability in every home we build.

3. Avoid appropriating the trade secrets or other intellectual property of others.

4. Encourage the development of new techniques and construction methods for the continued progress of the manufactured and modular housing industry.

Service/Supplier Division

1. Provide products and service to the Manufactured and Modular Housing industry that comply with North Carolina Building Standards.

2. Develop products and/ or services that strive to achieve the best value for long-term performance.

3. Communicate in a truthful manner regarding the appropriateness and performance of a particular product or service for use in our industry.

4. Provide clear and concise technical information to the customer concerning proper installation.

5. Maintain a policy of efficiency on warranty issues.

Financial Services Division

1. Comply with all federal, state and local laws and regulations, including but not limited to the North Carolina Predatory Lending Act, the North Carolina Mortgage Lending Act, The Equal Credit Opportunity Act, The Truth in Lending Act, and the Real Estate Settlement Procedures Act, which regulate the manufactured and modular housing industry.

2. Exercise prudent, ethical and legal lending practices.

3. Clearly and conspicuously disclose in a timely manner the rights of all consumers, including the right to know all costs, charges, and rates.

4. Improve quality customer service.

5. Cooperate and participate with other organizations dedicated to the betterment of the manufactured and modular housing industry.

6. Pursue membership in other industry trade associations and build a cooperative relationship.

Retailers Division

1. Comply with the laws governing retailers.

2. Observe high standards of honesty in all transactions, including subcontractors and suppliers.  Submit quotes, merchandise, industry products and services without false promises or misrepresentation.

3. Honor confidentiality and respect the privacy of others.

4. Support in principle and practice equal opportunity for all and comply with Fair Housing Laws.

5. By example, lead to a higher standard in our industry.

Installation Contractors Division

1. Comply with all laws and regulations governing the installation of manufactured and modular housing.

2. Enhance public perception of manufactured and modular housing through quality installation and service.

3. Encourage the development of new techniques, methods and products for the installation and set-up of manufactured and modular housing.

4. Strive to maintain the highest standards of professional service and installation in a timely manner.

Community/Developer Division

1. Promote open communication with residents.

2. Enforce all agreements concerning relations between the management and residents in a fair, consistent and professional way.

3. Be committed to promoting excellent resident relations and exhibit that commitment through policies and practices.

4. Provide written agreements to residents including all fees, charges, assessments, rules, and other regulations.

5. Contribute constructively to the public image of manufactured home community living.

6. Be truthful in advertising statements.

7. Strive to provide excellence in environment and maintenance within my Community.

It is by this Code of Ethics that the community, our customers and colleagues are able to trust one another.  Upon being accepted as members of NCMHA, we voluntarily accept this code and understand that demonstrating behavior that is outside this code puts in jeopardy my membership to NCMHA.

Bylaws of the North Carolina Manufactured and Modular Homebuilders Association

ARTICLE 1 - NAME

The name of the organization shall be:  North Carolina Manufactured and Modular Homebuilders Association, Incorporated.

ARTICLE II - STATEMENT OF PURPOSE

The purpose of the North Carolina Manufactured and Modular Homebuilders Association, Incorporated shall be:

Section 1.      To unite all those engaged in the manufactured housing industry in the State of North Carolina, including retailers, manufacturers, community owners and land developers, supplier and service firms, financial and insurance institutions, installation contractors and other interested parties, for the purpose of combining their efforts and thereby enabling them to exert a greater influence upon those matters which affect the manufactured housing industry in our state and elsewhere.

Section 2.      To better enable its members to transact their business activities within an atmosphere of mutual trust and cooperation, to the advantage and for the benefit both of the industry as a whole as well as for that of the general public.

Section 3.      To promote and maintain a code of ethics which exemplifies the very highest standards of conduct in all affairs of business among its members and between its members and the general public.

Section 4.      To promote better and more affordable housing, in which manner lending its effort towards the establishment and maintenance of a higher standard of living for the betterment of the people of North Carolina.

Section 5.      The Institute shall have the power, either directly or indirectly, either alone or in conjunction or in cooperation with others, to do any and all lawful acts and things and to engage in any and all lawful activities which may be conducted by a corporation not for profit organized under Chapter 55A of the North Carolina General Statutes, as existing and hereafter amended. Notwithstanding anything herein to the contrary, the Institute shall exercise only such powers as are in furtherance of the exempt purpose of the Institute set forth in Section 501(c) of the Internal Revenue Code and the Regulations there under as the same now exist or as they may be hereafter amended from time to time.

ARTICLE III - PRINCIPAL OFFICE

The North Carolina Manufactured and Modular Homebuilders Association, Incorporated, shall maintain its principal  office at Raleigh, North Carolina, or at such place as may be designated from time to time by the Board of Directors, with branch offices at such other place or places as may be designated by the Board of Directors.

ARTICLE IV - DEFINITIONS

Section 1.      Symbolic Abbreviation. The letters NCMHA shall be the symbolic abbreviation of the North Carolina Manufactured and Modular Homebuilders Association, Incorporated.

Section 2.      "Retailer" as used herein shall mean any individual, partnership or corporation duly licensed and engaged in the retail sale of any manufactured or modular housing in the State of North Carolina. If a retailer operates two or more sales centers, each such sales center shall be assigned a separate NCMHA retailer number and shall be entitled to voting rights as a separate retailer member of NCMHA (subject to the limitation on number of votes set forth in Article VI, Section 4).

Section 2a.     “Independent Retailer” as used herein shall mean a retailer which owns or operates not more than 2 sales centers.

Section 3.      "Manufacturer" as used herein shall mean any individual, partnership or corporation duly licensed and engaged in the building of manufactured or modular housing. If a manufacturer operates two or more manufacturing plants, each of which builds a separate product line and constitutes a separate profit center, each manufacturing plant shall be assigned a separate NCMHA manufacturer number and shall be entitled to voting rights as a separate manufacturer member of NCMHA (subject to the limitation on number of votes set forth in Article VI, Section 4).

Section 3a.    “Modular Home Manufacturer” as used herein shall mean a manufacturer which is engaged exclusively in the building of modular housing, as that term is defined in Article IV, Section 9.

Section 4.      "Community Owner and Land Developer" as used herein shall mean any individual, partnership or corporation engaged in providing developed sites for placement of manufactured or modular housing by sale or lease of land.

Section 5.      "Supplier and Service Firm" as used herein shall mean any individual, partnership or corporation engaged in any phase of furnishing supplies or services to the manufactured or modular housing industry.

Section 6.      "Financial and Insurance Institution" as used herein shall mean any bank, finance company, mortgage company, savings and loan association, insurance company or other financial corporation engaged in the provision of financing for any phase of the manufactured or modular housing industry or for the owners of manufactured or modular housing; or engaged in the provision of insurance for any phase of the manufactured or modular housing industry, for any financial institution in the area of its affairs that may pertain to manufactured or modular housing or for the owners of manufactured or modular housing.

Section 7.      "Associate Member" as used herein shall mean any other individual, partnership or corporation or any association affiliated with the manufactured housing industry not defined in Article IV, Sections, 2, 2a, 3, 3a, 4, 5 and 6.

Section 8.      "Manufactured Home" as used herein shall mean any transportable manufactured housing unit built to HUD standards.

Section 9.      "Modular Housing" as used herein shall mean any manufactured housing built to conventional building codes applicable to on-site constructed housing.

Section 10.    "Member" as used herein shall mean any individual, partnership or corporation or its authorized representatives as the context of these bylaws shall indicate.

Section 11.    "Suspend" as used herein shall mean to bar or exclude a member from membership privileges for a certain length of time or until a certain named condition is met.

Section 12.    "Revoke" as used herein shall mean to withdraw or cancel the membership of a member of NCMHA.

Section 13.     “Installation Contractor” as used herein shall mean any individual, partnership, or corporation engaged in the business of transporting manufactured or modular housing from a retailer to the purchaser’s designated location, or installing manufactured or modular housing at any site designated by the purchaser.

ARTICLE V - MEMBERSHIP

Section 1.      Membership in NCMHA shall be open to any individual, partnership or corporation defined in Article IV, Sections 2, 2a, 3, 3a, 4, 5, 6 and 7 and 13.

Section 2.      Application for membership in NCMHA shall be made in writing to the Board of Directors.

Section 3.      Membership in NCMHA is voluntary, and the Board of Directors reserves the right to approve or reject any applicant for good cause.

Section 4.      Any member (other than an individual member) may designate a representative to act as its representative in the affairs of NCMHA, including voting for officers and directors. Such representative shall be entitled to cast only one (1) vote, as described in Article VI, Section 4.  The member may change this voting representative from time to time. In the event of a dispute regarding the authorized voting representative of any member (other than an individual member), the decision of the President of NCMHA shall be final and binding.

Section 5.      Dues shall be determined by the Board of Directors and payment of same shall be made in accordance with such schedule as the Board of Directors from time to time may set.

Section 6.      The Board of Directors may suspend the membership of any member who fails to pay the dues owing within sixty (60) days after the date on which dues are to be paid. In such case the Board of Directors shall direct the Executive Director to notify the member at the member's last known address, by registered mail, informing the member of the nature of the impending action and the reason therefore and that the suspension of membership shall take place at the next meeting of the Board of Directors unless the delinquent dues are paid within twenty (20) days of receipt of such notice.

Section 7.      A member may resign by letter of resignation addressed to the Board of Directors at the NCMHA office.

Section 8.      The Board of Directors may otherwise suspend or revoke any membership, in a manner that is fair and reasonable and is carried out in good faith, for any cause it deems sufficient, provided that it does so by means of an open hearing before the Board of Directors during which all interested parties may be heard and give evidence and further provided that the Executive Director, at the direction of the Board of Directors, shall have notified the member at the member's last known address by registered mail informing the member of the nature of the impending action and the reason therefore, at least twenty (20) days before the date set by the Board of Directors for the hearing.  Any suspension or revocation of membership shall be decided by a majority vote of a quorum of the Board of Directors present and voting in executive session and the member shall be informed of the outcome of the vote within fifteen (15) days of the hearing.

Section 9.      The Board of Directors may, at its discretion, reinstate to full membership any member who has been suspended or whose membership has been revoked, provided the cause for such suspension or revocation has been corrected by the member or annulled by the Board.

Section 10.    The sale or transfer of the controlling interest in a member firm shall automatically terminate the membership of said member firm. The new owner or owners holding the controlling interest must apply for membership as set forth herein.

ARTICLE VI - BOARD OF DIRECTORS

Section 1.      The government of NCMHA shall be vested in a Board of Directors which shall be composed of the following:

• The President, the First Vice President, the Second Vice President, the Secretary and the Treasurer, who shall be ex-officio members, with voting rights.
• The Immediate Past President, who shall be ex-officio Board member, with voting rights.
• Representatives: two (2), of two manufacturers.

(c)(1) Representative: one (1), of a modular home manufacturer.

• Representatives: two (2), of two retailers.

(d)(1)  Representative: one (1), of an independent retailer.

• Representatives: two (2), of two park operators and/or land developers.
• Representatives: two (2), of two service and/or supplier firms.
• Representatives: two (2), one of a financial institution and one of an insurance institution.
• Each duly elected Chapter President who shall be ex-officio Board member, with voice but no voting rights.
• Past Presidents, other than the Immediate Past President, who shall be ex-officio members, with voice but no voting rights.
• There shall be no more than two representatives from any one company or firm on the Board of Directors at any one time. This limitation shall not apply to duly elected Chapter Presidents or to Past Presidents, with exception of Immediate Past President.
• Representative: one (1), of an installation contractor.

Notwithstanding the provisions of this Section, in order to qualify for representation on the Board of Directors, a Division of NCMHA must have a minimum of twenty (20) paid members. To elect a director, a Division must have present and voting at the annual convention, a quorum of forty percent (40%) of the membership of the Division or eight (8) members of the Division whichever is less; provided, however, the minimum paid membership requirement and the minimum quorum requirement shall not apply to a newly created division during the first year of the division’s existence.

Section 2.      Term: The term of a member of the Board of Directors shall be for two (2) years or until death, resignation, retirement, removal, disqualification or until a successor has been elected, and in any event a member shall be limited to serving two (2) consecutive full terms of the same office.

Section 2a.     The President, with the approval of the Board of Directors, shall appoint the initial modular home manufacturer representative to the Board for an initial term of one year each.

Section 3.      Qualifications: To be elected to the Board of Directors a person must represent a member in good standing, be the designated representative of the membership and be a resident of North Carolina.  Upon application of any duly elected Director, the Board of Directors may waive the North Carolina residency requirement. The residency requirement may not be waived for the President, First and Second Vice President, Secretary or Treasurer.

Section 4.      Election of Directors: For the purpose of the election of Directors the membership shall be divided in the following six Divisions:

• • • Retailer
    • Independent Retailer
    • Manufacturer
    • Modular Home Manufacturer
    • Community Owner and Land Developer
    • Service and Supplier
    • Finance and Insurance
    • Installation Contractor

1. Nominating Committee and Procedure: A nominating committee of not less than six (6) members, composed of three (3) members from the general membership with not more than one (1) member from any Division of NCMHA, together with three (3) Past Presidents of NCMHA, appointed by the President, shall nominate members as candidates for the offices of Directors as set forth in Section 1, Paragraphs (c), (d), (e), (f), (g) and (k) of this Article. In doing so, the members of the nominating committee shall solicit nominations from the membership. No later than sixty (60) days prior to the Annual Convention, a notice shall be sent to all members in good standing which notice shall state (i) the names of the members of the nominating committee, (ii) that recommended nominations must be received by the committee no later than twenty-one (21) days prior to the Convention in order that they be considered, (iii) that each member may nominate one (1) member within that member's Division for Director, and (iv) that the committee's nominations will be announced on the floor of the NCMHA Annual Convention, and (v) that further nominations may be made from the floor of the NCMHA Annual Convention.
2. Election: The members of each division shall meet in caucus during the NCMHA Annual Convention to elect the Directors as set forth, in Section 1, Paragraphs (c), (d), (e), (f) and (g) of this Article.

Voting shall be by written ballot. Each member or its representative, as defined in Article V, Section 4, present and in good standing at the meeting shall be entitled to cast one (1) vote in the election for the member's Division, subject to the following limitations:

1. No manufacturer may cast more than three (3) votes, regardless of the number of separate plants it operates. Further, no group or combination of manufacturers under common ownership or control may cast more than three (3) votes.
2. No retailer may cast more than five (5) votes, regardless of the number of separate sales centers it operates. Further, no group or combination of retailers under common ownership or control may cast more than five (5) votes.

For purposes of paragraphs A and B, the term "under common ownership or control" shall mean that one person or entity owns more than 50% of the outstanding stock or more than a 50% controlling interest in the other NCMHA members.

1. No community owner or land developer may cast more than two (2) votes, regardless of the number of parks or developments operated.
2. No service and supplier firm may cast more than two (2) votes, regardless of the number of service or supply locations operated.
3. No installation contractor firm may cast more than one (1) vote, regardless of the number of installation contractor locations operated.

No absentee voting shall be permitted. Election shall be by majority vote.

In the event of a tie vote, each candidate shall be entitled to give a brief presentation in support of the nominee’s candidacy, after which time a second vote of the members of that Division shall be held.  If on the second vote a tie occurs again, then the presiding officer shall conduct in open meeting a coin toss to determine the winner of that election.

Section 5.      Quorum: A majority of the members of the Board of Directors shall constitute a quorum. Nonvoting members shall not be considered for the purpose of establishing a quorum.

Section 6.      Attendance: Any Director, except for the Immediate Past President, who shall be absent from two consecutive meetings of the Board of Directors without making prior arrangements for excusal with the President or the President's authorized representative shall forfeit the office held and it shall become vacant without further notice. It is desired that all directors attend at least 80% of all Board meetings. If prior arrangements cannot be made or are not practical, the Board may waive forfeiture upon receipt of a satisfactory explanation for unauthorized absences.

Section 7.      Vacancies: Should a vacancy occur on the Board of Directors, such vacancy shall be filled by appointment by the President, provided the appointee shall be a member of the Division vacated, and such appointment shall be subject to confirmation by a majority vote of the Board of Directors. Any such appointed Director shall fill the remainder of the vacated term of the previous Director.

Section 8.      Chairman: The President shall be Chairman of the Board of Directors and shall preside at all of the meetings of the Board of Directors and shall perform such other duties as may be directed by the Board.

Section 9.      Meetings of the Board of Directors: The Board of Directors shall meet at scheduled meetings as determined at the last Board meeting of the calendar year. In addition, the Board of Directors shall meet at any special meeting called by the President. All meetings shall be held at such times and places, within or without North Carolina, as are designated by the President or a majority of the Board. Notice of all meetings of the Board of Directors shall be in writing, stating the time and the place of the meeting and shall be delivered not less than ten (10), nor more than fifteen (15) days before the date of such meeting.

Section 10.    Matters of Importance: In order that the members of the Board of Directors may be afforded an opportunity to familiarize themselves with the subject matter in all matters of importance which are brought before the Board for consideration, an outline of such matters shall be sent to each member, not less than seven (7) days before the date of the Board meeting at which the matter is scheduled to be introduced for consideration.

Any matter concerning an expenditure for any non-budgeted item in excess of one thousand dollars ($1,000.00) shall be considered a matter of importance. In cases of emergencies, the President, subject to the approval of the Executive Committee, is empowered to waive this section.

Section 11.    Informal Action by the Board of Directors: Action taken by a majority of the Board of Directors, without a meeting, shall nevertheless be official Board action, provided that confirmation of approval of said action be given by a majority at the next regularly scheduled meeting of the Board of Directors.

ARTICLE VII - OFFICERS

Section 1.      The officers of NCMHA shall consist of the President, the First Vice President, the Second Vice President, the Secretary and the Treasurer.

An officer shall hold office until death, resignation, retirement, removal, disqualification or, until a successor shall be elected.

Section 2.      Nominating Committee and Procedure: The same Nominating Committee described in Section 4 of Article VI shall also be used to nominate the officers set forth in Section 1 of this Article, utilizing the same notice to the membership and other procedures except that the general membership, without regard to division, shall be entitled to nominate one person for each officer position, and the notice to the membership shall so state.

Section 3.      Election and Term: The officers of NCMHA shall be elected to office by the general membership of NCMHA at the NCMHA annual convention. In the event of a contested election for any office, voting shall be by written ballot.

Each member or its representative, as defined in Article V, Section 4, present and in good standing at the convention shall be entitled to cast one (1) vote for each office, subject to the following limitations:

1. No manufacturer may cast more than three (3) votes, regardless of the number of separate plants it operates. Further, no group or combination of manufacturers under common ownership or control may cast more than three (3) votes.
2. No retailer may cast more than five (5) votes, regardless of the number of separate sales centers it operates. Further, no group or combination of retailers under common ownership or control may cast more than five (5) votes.

For purposes of paragraphs A and B, the term "under common ownership or control" shall mean that one person or entity owns more than 50% of the outstanding stock or more than a 50% controlling interest in the other NCMHA members.

1. No park owner or land developer may cast more than two (2) votes, regardless of the number of parks or developments operated.
2. No service and supplier firm may cast more than two (2) votes, regardless of the number of service or supply locations operated.
3. No installation contractor firm may cast more than one (1) vote, regardless of the number of installation contractor locations operated.

          No absentee voting shall be permitted. Election shall be by majority vote.

          An officer shall be limited to two (2) consecutive terms of office in the same office. A term of office shall consist of twelve (12) months or the period of time elapsing between the annual elections, whichever appropriate.

          For purposes of this section, a member shall be considered “present and in good standing” if he or she is physically present at the Convention, registers his or her attendance with NCMHA so that membership can be verified, and attends the session at which officers or directors are elected.  It is not necessary for the member to register for all or any part of the NCMHA Annual Convention, or pay any Convention registration fee, in order to participate solely in the election of officers or directors.

Section 4.      Removal: An officer may, for good cause, be removed from office by the Board of Directors, provided that the Board of Directors does so before an open meeting of the Board during which all interested parties may be heard and give evidence and further provided that the Executive Director, at the direction of the Board of Directors shall have notified the officer at the officer's last known address by registered mail, informing the officer of the impending action and the reason therefore at least twenty (20) days before the date set by the Board of Directors for the hearing, and a like notice mailed to the membership not less than ten (10) nor more than fifteen (15) days before.  Removal of an officer from office shall be decided by a majority vote of a quorum of the Board of Directors present and voting.

Section 5.      Vacancies: Vacancies in any office may be filled by the Board of Directors at a regular or special meeting and the appointee shall be appointed to serve for the balance of the of the vacated term, and shall hold office until death, resignation, retirement, removal, disqualification, or until a successor shall be elected.

Section 6.      President: The President shall be the principal executive officer of NCMHA and, subject to the approval of the Board of Directors, shall administer the affairs of NCMHA in accordance with these bylaws. Each year, the President shall appoint all committees, and shall be an ex-officio member of all committees, with voting rights.

When present, the President shall preside at all meetings of the Board of Directors, the Executive Committee and the membership. The President shall sign any deeds, mortgages, bonds, contracts, or other instruments which may be lawfully executed on behalf of NCMHA, and in general, shall perform all duties incidental to the Office of the President and such other duties as may be set forth from time to time by the Board of Directors.

The President, when provided with adequate notification shall in all cases endeavor to be available for committee meetings, chapter meetings and other industry functions where personal appearances should enhance the occasion or otherwise be of benefit to NCMHA and the industry.

Section 7.      Vice Presidents:

• The First Vice President shall, in the absence or the indisposition of the President, perform any or all of the duties and exercise the powers requisite of the Office of the President. In addition, the First Vice President shall perform such other duties and shall have such other powers as the Board of Directors shall designate. The First Vice President shall report to the President any and all actions taken on behalf of the President.
• The Second Vice President shall, in the absence or the indisposition of the First Vice President, perform any and all of the powers and duties of the First Vice President. In addition, the Second Vice President shall have such other powers as the Board of Directors may designate.

Section 8.      Secretary: The Secretary shall keep accurate records of the acts and of the proceedings of all meetings of the membership and of the directors. T  The Secretary shall have general charge of all NCMHA books and records and of the corporate seal, and shall affix the corporate seal to any lawfully executed document of NCMHA, maintain a record of the membership, showing the name and address of each member and the classification of membership, and in general, shall perform all duties incidental to the Office of Secretary, and such other duties as may be assigned from time to time by the President or by the Board of Directors.

Section 9.      Treasurer: The Treasurer shall supervise all funds and assets belonging to NCMHA and shall receive, deposit, or disburse the same under the direction of the Board of Directors. The Treasurer shall keep true and accurate accounts of the finances of NCMHA in books especially provided for this purpose; and shall cause to be provided for the Board of Directors a true statement of the assets and liabilities of NCMHA and of the results of its operations during the periods ending quarterly and at the close of each fiscal year. The fiscal year end statement shall be audited by a Certified Public Accountant, appointed by the Board of Directors. All financial statements shall be filed and kept available for inspection by any member of NCMHA for a period of ten (10) years. The Treasurer shall make financial reports to the Board of Directors and to the members at the annual general meetings and as otherwise directed by the Board; and shall, in general, perform all duties incidental to the Office of Treasurer and such other duties as may be assigned from time to time by the President or by the Board of Directors.

Section 10.    Surety Bonds: The Treasurer and the Executive Director shall be, and the Board of Directors may, by resolution, require any or all other officers, agents, or employees of NCMHA to be bonded with sufficient surety conditioned to the faithful performance of their respective office or position and to comply with such other conditions as may from time to time be required by the Board of Directors; the premium for any such bonds to be paid by NCMHA.

ARTICLE VIII - EXECUTIVE DIRECTOR

Section 1.      Appointment and Compensation: The Board of Directors shall appoint the Executive Director and shall set the terms of employment and compensation for that position. The Executive Director shall serve at the pleasure of the Board of Directors in accordance to the terms of employment. The Board reserves the right to terminate or replace the Executive Director for good cause as dictated by accepted sound business practices.

• From time to time the need to replace the Executive Director will arise due to resignation, retirement or termination. Upon learning that the Executive Director is to be replaced, the Executive Committee shall convene within two weeks to appoint a Search Committee. The Search Committee will consist of at least one representative from each of the membership categories, i.e. Retailer, Manufacturer, Park Owner/Land Developer Supplier/Service Firm and Financial/Insurance institution. This committee will elect a Committee Chairman and begin a search to find all qualified candidates. It will report progress to each Board of Directors meeting until a selection is made. The desired timing is to have the search process complete in thirty (30) days. Upon selection of a new Executive Director, the Search Committee will be dissolved.

Section 2.      Duties and Responsibilities: At the pleasure of the Board of Directors, the Executive Director shall supervise and coordinate all functions of NCMHA and shall perform such other duties as may be designated by the Board of Directors. The Executive Director shall have the authority to hire, fire, supervise and direct all employees of NCMHA. The Executive Director shall, with approval of the President, have the authority to make emergency repairs to the NCMHA building.

ARTICLE IX - COMMITTEES

Section 1.      Executive Committee: The Board of Directors shall annually appoint the Executive Committee which shall consist of the five (5) NCMHA Officers and the Immediate Past President. Subject to those exceptions hereunder listed, the Executive Committee may exercise the power of the Board of Directors, including approval of expenditures, when the Board of Directors is not in session, reporting to the Board of Directors at the next succeeding meeting of the Board. The Executive Committee may not exercise any of the following powers of the Board of Directors which are hereby and by law excepted:

• The dissolution, merger of consolidation of the Corporation or the sale, lease or exchange of all or substantially all of the property of the Corporation.
• The designation of any committee or the filling of any vacancies in the Board of Directors or in any such committee.
• The amendment or repeal of the bylaws, or the adoption of new bylaws.
• The amendment or repeal or any resolution of the Board which by its term shall not be so amendable or repealable.
• Approval of expenditures for any non-budgeted item in excess of one-thousand dollars ($1,000).

Section 2.      The President, subject to the approval of the Board of Directors, shall annually appoint the following committees:

1. Finance Committee - The Finance Committee shall consist of not less than three (3) members of the Board of Directors, at least one (1) of which shall be the Treasurer who shall act as Chairman. Subject to the approval of the Board of Directors, the Committee shall oversee all funds and assets belonging to NCMHA including receipt, deposit and disbursement of same, under the direction of the Board of Directors. They shall oversee the accurate accounting of finances of NCMHA and the preparation of a true statement of its assets and liabilities and of the results of its operations during the periods ending quarterly and at the close of each fiscal year.
2. Legislative Committee - The Legislative Committee shall consist of not less than three (3) members of the Board of Directors, at least one (1) of which shall be a member of the Executive Committee who shall act as Chairman. Subject to the approval of the Board of Directors, the Legislative Committee shall examine and consider all matters brought before it which affect the industry and which may suggest cause for legislative action for relief. With the advice of the Board of Directors and the assistance of legal counsel they shall examine ways to obtain remedy under law, develop proposed legislation, and pursue the encouragement of its enactment into law in the Legislature. Conversely, the Legislative Committee shall also keep abreast of actions pending before the Legislature which would have adverse effect upon the industry and shall bring such matters to the attention of the Board of Directors in a timely manner so the appropriate measures can be developed to counteract such actions.
3. Convention Committee - The Convention Committee shall consist of not less than two (2) members of the Board of Directors, and subject to the approval of the Board of Directors, shall assume responsibility for all arrangements and preparations as well as their implementation for the NCMHA annual convention.

Section 3.      The Vice President shall be ex-officio member of all committees, with voting rights.

Section 4.      When in its best judgment, the needs of NCMHA would be served, any committee may invite other members of the Board of Directors, other members of NCMHA or any other interested parties to sit on the committee for the purpose of consultation and of obtaining their expertise on matters before the committee. Such invited committee members shall have voice, but no voting rights.

Section 5.      The President, subject to the approval of the Board of Directors, may appoint such other special committees or subcommittees as may be found necessary from time to time.

ARTICLE X – CHAPTERS

Section 1.      Five or more members of NCMHA desiring to form a local Chapter of NCMHA may apply to the Board of Directors for a charter. If approved, they shall elect officers and shall be granted a charter.

Section 2.      Such Chapters shall comply strictly with the application provisions of the Charter and Bylaws of NCMHA. Chapters may adopt bylaws, provided said bylaws do not conflict with the Articles of Incorporation and Bylaws of NCMHA.

Section 3.      Such Chapters may, subject to supervision by NCMHA, handle such local matters as may seem appropriate. No Chapter action shall be taken in the name of NCMHA without prior approval by NCMHA. Chapters shall endeavor to resolve local problems and may request assistance from NCMHA when needed.

Section 4.      Election of Officers: Chapter Officers shall be elected at a Chapter meeting to be held not less than 15 days prior to the annual membership meeting of NCMHA, and shall assume office immediately upon election.

Section 5.      It shall be mandatory for the Chapter Secretary or other officer to submit names and addresses of elected officers to NCMHA immediately upon their election.

Section 6.      Only those Chapters holding regular meetings shall be recognized as active Chapters. Meetings shall be deemed regular by being held on no less than a bi-monthly (6) day basis and attended by at least one-third of the active status members. Minutes of each meeting shall be recorded and a copy sent to NCMHA within thirty (30) days of such meeting.

Section 7.      Chapters may accept applications for NCMHA membership and shall forward all applications and dues collected by NCMHA for approval.

Section 8.      NCMHA may, at the discretion of the Board of Directors, return to the active local chapters, on an annual basis, ten dollars ($10) for every active member that they have on their chapter membership rolls who are also members of NCMHA, as of January 1 of each calendar year. Members are considered active if they are current with their local membership dues and have not missed more than two consecutive chapter meetings. This money shall be made available to the local chapters not later than January 15 of the same year. These monies are to be used for advertising, promotions or other functions related to the betterment of the manufactured housing industry in North Carolina.

Also, at the discretion of the Board of Directors, an additional sum may be given on an annual basis to each active local chapter. This sum, when approved, shall be provided no later than January 31st. This money may be used in conjunction with N.C. Manufactured Housing Month and other local chapter functions promoting manufactured housing in North Carolina.

Section 9.      It is the intent of these Bylaws that Chapters are to be organized as separate entities, affiliated with NCMHA. To that end, Chapters shall apply for separate federal I.D. numbers and may adopt a schedule of Chapter dues appropriate for local conditions and needs and local projects.

Section 10.    Chapters are subject to any other requirements as the Board of Directors of NCMHA may specify from time to time.

Section 11.    If a chapter dissolves or otherwise ceases to operate, NCMHA may, at its option, require an accounting of the chapter's revenues and expenses. If the chapter has funds remaining, in excess of expenses, NCMHA shall have the right to require that the chapter refund to NCMHA an amount not to exceed the amount given to the chapter by NCMHA during the previous year under Section 8 of this Article. If, after refunding such money to NCMHA, the Chapter has additional excess funds, the Chapter Board of Directors shall determine how best to use such funds in promoting manufactured housing in the chapter's name.

ARTICLE XI - REVENUE AND FINANCE

Section 1.      Checks and Drafts: All checks, drafts and other negotiable instruments issued in the name of NCMHA shall be signed by the Treasurer, or such other officer, agent or employee of NCMHA and in such manner as shall from time to time be designated by resolution of the Board of Directors. A NCMHA employee who signs checks shall not reconcile the NCMHA bank statements.

Section 2.      Deposits: All income of NCMHA shall be deposited in a timely manner into such depositories as shall be directed by the Board of Directors.

ARTICLE XII - GENERAL PROVISIONS

Section 1.      Seal: The Corporate Seal of NCMHA shall consist of two concentric circles between which is inscribed the name of NCMHA and in the center of which is inscribed the word SEAL and the date 1968, and the said Seal is hereby adopted as the Corporate Seal of the Corporation.

Section 2.      Fiscal Year: Unless otherwise ordered by the Board of Directors, the fiscal year of NCMHA shall begin on October 1st, and end on September 30th of each calendar year.

Section 3.      Amendments: These bylaws may be amended or repealed and new bylaws adopted by a majority vote of the membership present at any meeting, or, by mailing a copy of the proposed amendment, repeal or new bylaw or bylaws, duly approved by the Board of Directors, to each member not later than thirty (30) days following such Board approval, and the failure of any member to submit written disapproval of such amendment, repeal or new bylaw or bylaws to the Executive Director within thirty (30) days of receipt of same shall be construed as a vote of approval.

Section 4.      Dissolution: NCMHA shall utilize its funds only to accomplish the objects and purposes specified in these bylaws, and not part of said funds shall inure, or be distributed to the members of NCMHA. In the event of the dissolution of NCMHA, the Treasurer shall make a complete accounting of the funds of NCMHA to the Board of Directors and all remaining funds shall be distributed to one or more organized charitable, educational, scientific, or philanthropic organizations to be selected by the Board of Directors, and which are exempt from Federal income tax by reason of Section 501(c)(3) or 501(c)(6) of the Internal Revenue Code of 1954, as may be hereafter amended, or corresponding provisions of subsequent law.

Section 5.      Assets and Earnings: No part of the corporate assets or net earnings of NCMHA shall be distributed to or inured to the benefit of any member of NCMHA, its Board of Directors, or to any other private individual.

Section 6.      Indemnification: The Institute hereby agrees to indemnify all persons now or hereafter serving the Institute as directors, officers, employees or agents, against liability and expenses in any proceeding arising out of their status as such or their activities in any of the foregoing capacities; provided, however, that the Institute shall not indemnify any such person against liability or expenses that may be incurred on account of activities (i) which were at the time taken known or believed by the person to be clearly in conflict with the best interests of the Institute or, (ii) if the person received an improper personal benefit; provided further that this indemnification does not extend to any proceeding brought by or on behalf of the Institute itself.

If approved by the membership in accordance with Article XII, Section 3 these revised Bylaws shall take effect on April 1, 1995 except that Article XII, Section 2 (fiscal year) shall take effect on January 1, 1996.