Surf Industry Manufacturers Association

“Classes. The organization has four (4) classes of members designated as follows: Regular Members, Board Builder Members, Associates and Donors. Non-profit organizations, whether surf-related or not, are not eligible for membership in SIMA under any class. Regular Members and Board Builder Members shall have the right to vote. Associates shall have no voting rights and shall not be eligible for elective office. Donors shall have no voting rights and shall not be eligible for elective office or the SIMA advisory board. Only Regular Members and Board Builder Members (collectively, Voting Members) shall have voting rights on matters submitted to a vote of members. In addition, Voting Members shall have all rights afforded members under the California Nonprofit Mutual Benefit Corporation Law. Voting may be by voice or ballot, except that any election of directors and executive officers must be by ballot if demanded by any Voting Member at the meeting before the meeting begins. Each Voting Member shall be entitled to cast only one vote on each matter submitted to a vote of the members.”

“Each executive officer shall be elected by the Voting Members as both a director and an executive officer of the Corporation. At the annual meeting of members, the offices of directors and executive officers shall be filled by election (unless such offices are filled in a vote by written ballot prior to that meeting) and any other proper business may be transacted. Whenever the Voting Members are to vote for directors or executive officers or on any proposal for action which could be taken at any regular or special meeting of members, the Voting Members may, in the discretion of the Board of Directors, vote by written ballot without a meeting pursuant to this section of the bylaws.”

“Changes to number of directors. Once members have been admitted to the corporation, the board may not, without the approval of the voting members, specify or change any bylaw provisions that would: (c)fix or change the authorized number of directors; (d)fix or change the minimum or maximum number of directors; or change from a fixed number of directors to a variable number of directors voting members approval required. Without the approval of the voting members, the board may not adopt, amend, or repeal any bylaw that would: (e)increase or extend the terms of directors; (f)allow any director to hold office by designation or selection rather than by election by the voting members; (g)increase the quorum for members meetings; (h)repeal, restrict, create, expand, or otherwise change proxy rights; or authorize cumulative voting”

“Form 990 is reviewed by management. A copy of sima's reviewed form 990 is provided to the governing body before it is filed with the irs.”

“SIMA makes its governing documents, conflict of interest policy, and financial statements readily available to the public upon request.”