ARTICLE I

NAME

The name of this club is The Toe River Coin Club also referred to as TRCC.

ARTICLE II –

PURPOSE

The objectives for which this club is formed are:

Section 1 - To encourage and promote interest in numismatics, to cultivate friendly relations among collectors and students and especially to encourage and assist amateur collectors.

Section 2 - To engage in organizing, promoting and carrying on various activities of a recreational, educational, social, civic or other nature for the benefit of the membership, the community, or the government and/or for the purpose of raising or otherwise obtaining funds, which funds are to be used in the furtherance of the general objectives of this club as herein set forth.

ARTICLE III

MEMBERSHIP - ELIGIBILITY

Section 1 - The membership of the Club shall consist of regular members, junior members. Memberships are not transferable from one person to another.

Section 2 - All members shall be entitled to all privileges of the Club, including the right to vote, and receive the official publications of the Club. Junior members, as hereinafter defined, shall not be eligible to hold office.

Section 3 –

Regular Membership Regular members shall be individuals of good moral character 18 years of age or over, numismatic clubs and kindred associations, and will be assigned a membership number by the secretary.

Junior Membership Any person who has not attained the age of 18 years, and is of good moral character, shall be eligible for Junior membership in this Club and will be assigned a Junior membership number by the secretary.

ARTICLE IV

APPLICATION FOR MEMBERSHIP - ADMISSION - DUES

Section 1 - Application for regular membership, junior membership, or life membership shall be in writing on forms prescribed by the Executive Board. The application shall indicate the name, address, and occupation of the applicant, and, if an individual, the date and year of birth, type of membership applied for. All applications are to be signed by the applicant and dated.

Section 2 - Applications for regular membership and Junior membership shall be sent to the Secretary together with advance payment of annual dues. If application is in order, the Secretary shall admit the applicant to membership and furnish a membership card to the new member.

Section 3 - If written and timely objection to admission is received by the Secretary, he/she shall refer it to the President, who shall advise the applicant of the nature of the objections, and permit applicant to answer such objections in writing. Upon receipt of answer from applicant the President shall present all available information to the Executive Board for further consideration and action at its next regular meeting. The Executive Board may either accept or reject the application, with such action taken to be recorded in the minutes of the Executive Board.

(a) If the Executive Board accepts the application, the applicant shall be admitted to the Association and furnished a membership card by the Secretary.

(b) If the application is rejected, the applicant will be notified and the advance payment of dues refunded to him/her.

Section 4 - The dues of regular members and junior members as well as life membership fees shall be fixed by the Executive Board. Subject to change by the Executive Board, the dues for Regular Members shall be determined by the Board and Junior Members Free. Dues are payable in advance on January 1st of each year.

ARTICLE V

OFFICERS AND DIRECTORS - DUTIES

Section 1 - The officers of the Club shall be: President, Vice President, Secretary, Treasurer, and a Board of Two Directors. These officers shall be known as the Executive Board.

(a) No member shall be eligible for election as President, or Vice President unless he/she shall have first held membership in TRCC a minimum of 1 year.

(b) For the first election and subsequent elections term of office for elected officers shall be for one year..

Section 2 - The President shall have general supervision over all the affairs of the Club.

His/Her duties shall include, but not be limited to, the following:

(a) To preside at all meetings of the Club;

(b) To call meetings of the Executive Board and preside thereat;

(c) To appoint all district or club representatives, and all committees that may be necessary, and to remove them for failure or inability to perform task assigned, and to fill by temporary appointment any vacancy which may occur in any appointive office;

(d) To recommend to the Executive Board the removal from office any elected official who is unable to fill the duties and requirements of his/her office, and upon approval of the Board to fill by temporary appointment any vacancy in such elective office until a successor is duly elected, except for vacancy in office of President which will be succeeded by the Vice President.

(e) If required by the Board of Directors, to countersign all proper warrants drawn by the Secretary or the Treasurer. He/She may delegate the Vice President to perform all or a designated portion of this function.

(f) To receive regular reports from the Secretary at each meeting of the Board of Directors.

(g) To require a call for nominations of officers to appear publicly.

(h) May be an ex-officio member of any committee, except nominating committee.

(i) To call a minimum of one meeting of the Executive Board each year with the meeting to be held at the direction of the President during the calendar year.

(j) Shall conduct all meetings of the Executive Board.

(k) Ascertain that a quorum is present for the transaction of any business at meetings of the Executive Board. A simple majority of the Officers and Directors shall constitute a quorum.

Section 3 - The duties of the Vice President shall be:

(a) To assist the President, upon his/her request, in the discharge of his/her duties;

(b) To act in the place of the President, in case of his/her absence or disability;

(c) To succeed to the position of President, in case of death or resignation.

Section 4 - The duties of the Secretary shall be:

(a) To keep a true and accurate record of the minutes of all meetings of the Executive Board, and meetings of conventions, and all transactions of the Club, and preserve all documents pertaining to matters of the office.

(b) To remit any funds received by the Club to the Treasurer at least once each month, or deposit all receipts in bank account of Club, furnishing deposit receipt to the Treasurer for his/her record.

(c) If required by the Board of Directors, to prepare and sign all proper warrants on the Treasurer, and forward them to the President for countersignature;

(d) To receive all applications for membership properly prepared and accompanied by the required advance payment of dues, and, if in order, shall admit the applicant to membership and furnish an appropriate card to the new member.

(e) To maintain membership roll of Club;

(f) Act as ex-officio member of committees;

(g) To perform all duties in connection with the nominations and election of officers as may be required by these by-laws.

(h) Same person may be elected to hold office of Secretary and Treasurer.

Section 5 - The duties of the Treasurer shall be:

(a) To receive all money of the Club collected from any source; deposit all receipts in bank account of Club at least once each month and be prepared to furnish a financial report to the Executive Board at each meeting or when called upon by the President and/or Executive Board.

(b) If required by the Board of Directors, to pay out money only on warrants drawn and signed by the Secretary and countersigned by the President, or Vice President when so designated.

(c) To invest and reinvest funds of the Club in accordance with instructions of the Executive Board;

(d) To prepare an accounting of all funds received, and issue a detailed report of all receipts and disbursements at end of each fiscal year to the Board of Directors.

(e) Same person may be elected to hold office of Treasurer and Secretary.

Section 6 - The Executive Board shall consist of President, Vice President, Secretary,

Treasurer, and a Board of 2 Directors. A quorum consisting of a simple majority of the entire Board must be present for the transaction of any official business.

The Executive Board shall act in an advisory capacity on any matters not specifically delegated to it; delegated duties to include the following:

(a) Make the decision when the Club shall hold its annual meeting, designating date, time and location;

(b) Prescribe the form of membership applications and official ballots;

(c) Rule on admission of applicants against whom objections have been raised;

(d) Rule on disposition of formal charges brought against a member;

(e) Fix the annual dues of regular and junior members, and the life membership fee.

(f) In the event an elected officer or director shall become unable to discharge the duties and requirements of his/her office, shall act on the recommendations of the President to remove such person and make a temporary appointment until a successor is duly elected, (except office of President for which by-laws specify that the Vice President shall assume the duties of President in case of death or resignation);

(g) Authorize the issuance of Certificates of Merit to any members who perform commendatory service for the Club.

ARTICLE VI

ELECTION OF OFFICERS AND DIRECTORS

Section 1 - The President each year shall issue a call for nominations of officers and such notice shall be made public. Nominations may be made by any member in good standing, and person so nominated must likewise be a member of the Club in good standing.

Section 2 - Nominations shall be made for all offices, including vacancies for Directors.

Section 3 - Election of all Officers shall be for a term of one year, and term of office for Directors is outlined in Article VI, Section 1, sub paragraphs (a) and (b).

Section 4 - Nominations shall be in writing and shall be sent to the Secretary who will promptly contact the respective nominee(s), notifying them of their nomination and requesting their acceptance in writing.

Section 5 - Nominations shall close prior to the first Day of December each year

Section 6 - Those officers and directors duly elected shall be installed into office, and immediately assume their duties of the office to which elected, and will continue to hold office until their successors have been duly elected and installed.

Section 7 - Should any current member of the Board of Directors be elected an officer of the Club, the vacancy created on the Board by virtue of his/her election as an officer, shall be filled automatically by those candidates for official positions in the most recent election who were not elected, beginning with the highest level position in the Executive Board and downward. If there are no candidates available from the most recent election, vacancies on the Board of Directors will then be filled by the Executive Board by a call for such nomination by the President from the membership of the Club at large, with voting to be in writing on secret ballot, and immediately thereafter the Secretary will make known the results of the voting. The Secretary and Treasurer shall be regular voting members of the Executive Board in all matters except the election of Secretary and/or Treasurer.

Section 8 - Each Officer, at the expiration of his/her term of office, shall deliver to his/her successor all books, papers, money, or other property of the Club in his/her possession. He/She shall not be relieved of his/her bond or obligation until this requirement is met.

ARTICLE VII

CONVENTION AND BUSINESS MEETINGS

Section 1 - The Club shall meet in at least once each year at a time and place as may be decided by the Executive Board. The time and place shall be announced by the President. Other official meetings of the Club or sponsored club shows may be held with the approval of the Executive Board.

Section 2 - A quorum for the transaction of business shall consist of 1/2 members in good standing, present in person.

SPECIAL PROVISIONS

Section 1 - No officer, committee or member shall incur any expense in the name of the Club except with authorization or approval of the Executive Board.

Section 2 - Reproduction of the Club’s seal shall be used for no purpose other than official stationary and official publications except with the authorization and approval of the Executive Board.

Section 3 - The fiscal year and membership year of the Club shall be January 1st to December 31st.

Section 4 - These By-Laws may be amended by a 2/3rds vote of the members present at any regular or called meeting of the Club providing due notice shall have been given 30 days prior to meeting to all members in good standing.

ARTICLE VIII

ORDER OF BUSINESS

(a) Call to Order.

(b) Read Minutes.

(c) Show and Tell Session

(d) Reports of Officers and Committees

(e) Unfinished Business - New Business.

(f) Special Programs (15 minute time limit). *

(g) Door prizes

(h) Intermission

1. (i) Auction

(j) Formal Adjournment and door prizes (no later than 8:50 PM)

(k) Trading Session.

* Schedule to be arranged by the President or Presiding officer.

ARTICLE IX

CODE OF ETHICS

Membership in the Toe River Coin Club is a privilege extended to those persons worthy thereof and is not a matter of right. Such membership can be maintained only until the Board of Directors determines that the conduct of a member has been such that, in the best interest of the Club, his/her membership should be terminated.

For the guidance of its members, this Code of Ethics, has been duly drawn, and any violations of this code will be grounds for expulsion.

1. I agree to support and be governed by the By-Laws of the Toe River Coin Club and by such rules, policies, and regulations as may be in force from time to time;

(b) I agree to conduct myself so as to bring no reproach or discredit to the Club, or impair the prestige of the membership therein I agree to base all my dealings on the highest plane of justice, fairness and morality, and to refrain from making false statements as to the condition of a coin or as to any other matter;

(c) I agree to neither buy nor sell numismatic items of which the ownership is questionable,

(d) I agree to conform to the accepted standards of dignified advertising,

(e) I agree to take immediate steps to correct any error I may make in any transaction,

(f) I agree not to sell, exhibit, produce or advertise counterfeits, copies, restrikes and reproductions of any numismatic items if their nature is not clearly indicated by the word "counterfeit," "copy," "restrike," or "reproduction," incused in the metal or printed on the paper thereof, with the exception of items generally accepted by numismatist and in any way not misrepresented as genuine,

(g) I agree to represent a numismatic item to be genuine only when, to the best of my knowledge and belief, it is authentic,

(h) I agree to fulfill all contracts made by me, either oral or written, to make prompt payments upon delivery and to return immediately that which is not satisfactory, to recognize and respect my own contract and business dealings and those of fellow members of the club;

(i) I agree to fully cooperate for the advancement of our hobby and business in my relations with collectors and dealers alike;

(j) I agree to give aid to members in their quest for numismatic knowledge.