By-Laws

(As Amended and Restated October, 2023)

 

ARTICLE I
NAME

The name of the organization shall be the "Wichita Association of Professional Landmen".

ARTICLE II
LOCATION

The site of the headquarters of the organization shall be in the City of Wichita, County of Sedgwick, State of Kansas, at a mailing address of P.O. Box 2412, Wichita, KS 67201.

ARTICLE III
PURPOSE

The purpose of the organization shall be the educational and social betterment of its members and it shall be a nonprofit organization.

ARTICLE IV
MEMBERSHIP

  1. Membership in the Wichita Association of Petroleum Landmen shall be divided into three categories as follows:

    Active Members
    Honorary Members
    Life Members

A. Active Members.

    1. Active Membership in the Association shall be limited to professionals,, engaged in the negotiation, acquisition, processing, maintenance and administration of any contractual agreement involving land title which is expeditious and/or necessary to the exploration, exploitation or production of hydrocarbons, other minerals, and/or other energy sources.

    2. The Executive Committee shall determine the eligibility of any person applying for Active Membership in the Association, and it shall take the approval of Six (6) members of the Executive Committee prior to granting such membership.

    3. Only active Members of the Association shall have the right to vote, to hold office, or to chair or serve on committees of the Association.

B. Honorary Members.

    1. Honorary memberships shall be open to those persons deemed by the Executive Committee to have served the oil and gas industry in an outstanding manner.

    2. There shall be no limitation as to place of residence in regard to those persons eligible for Honorary Membership in the Association.

    3. Honorary membership in the Association, being granted for service, does not carry with it the right to vote nor the right to serve as an officer, director, committee chairman or committeeman in the Association.

    4. Honorary Members shall not be required to pay annual dues but shall be required to pay the prescribed cost for those regular meetings and special meetings of the Association attended.

    5. The Executive Committee shall determine the eligibility of persons recommended for Honorary Membership in the Association, and it shall take the approval of five (5) members of the Executive Committee prior to extending an offer of Honorary Membership.

C. Life Members.

    1. Upon application to the Executive Committee, any person who is at least sixty-five (65) years of age who has been a member of the Association in good standing for five (5) consecutive years preceding such application, and who is fully retired from land work shall be conferred the title of Life Member.

    2. Life Members shall not be required to pay annual dues but shall be required to pay the prescribed cost for those regular meetings and special meetings of the Association attended. Life Members shall not have the right to vote, to hold office, nor to chair any committee of the Association.

    3. Applications for membership In the Association, regardless of classification, shall be made on forms prescribed and furnished by the Executive Committee. All applications must be endorsed by three (3) active members of the association, each of who shall personally know the applicant and be able to recommend such applicant. All applications for membership shall be submitted to an officer of the Association for consideration by the Executive Committee as provided herein.

    4. The Executive Committee shall be the exclusive judge of eligibility for membership in the Association, and the Executive Committee, by a vote of three-fourths (3/4) majority of its members present and voting a regularly convened Executive Committee meeting, shall have the right, after having offered a formal hearing, to expel any member, regardless of classification, for conduct deemed detrimental to the welfare of the Association.

ARTICLE V
MEETINGS

  1. Nine (9) meetings of the Association shall be held annually, one each during the months of September through May, inclusive, with the time and place of each meeting to be set by majority vote of the Executive Committee of the Association.

  2. Special meeting of the Association may be called by the President or by a majority vote of the Executive Committee of the Association.

  3. Voting shall be in person by Active Members of the Association at any regular or special meeting of the Association.

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ARTICLE VI
OFFICERS AND DUTIES

  1. The officers of the Association shall be a President, a Vice President, a Secretary, a Treasure, an Assistant Treasurer, three (3) Association Directors and an American Association of Petroleum Landmen Director. Officers shall be elected as provided in Article VIII and shall serve for a term of Two (2) years, except as stated otherwise these bylaws. They shall take office at the close of the monthly meeting held in May of each year. An officer shall not succeed himself in office, nor hold two (2) offices concurrently.

  2. Officers shall serve as member of the Executive Committee of the Association.

  3. The President:
    The President shall serve as the chief executive officer of the Association and shall serve as spokesman for the Association on all matters pertaining to the public. He shall preside at all regular and special meetings of the Association and the Executive Committee. He shall appoint all committees and be an ex-officio member of all committees.

  4. The Vice President:
    The Vice President shall perform the duties of the President in the absence of inability of the President to serve. He shall assume the office of the President in the case of a vacancy for any cause in that office.

  5. The Secretary:
    The Secretary of the Association shall record the proceedings of meetings of the Association and the Executive committee and assist the presiding officer. He shall issue notices of meetings of the Executive committee and the Association on direction of the President. The Secretary shall serve as Chairman of the Election Committee.

  6. The Treasurer:
    The Treasurer shall serve as custodian of all Association funds and be responsible for Association financial matters. He shall submit an annual report to the members at the monthly meeting in October of each year and report the Executive Committee when requested to do so. The Treasurer shall be elected to a two (2) year term. If the Treasurer does not renew membership in WAPL, or becomes incapable of serving as Treasurer during the two (2) year term, the Assistant Treasurer shall assume all duties of the Treasurer, and a substitute Assistant Treasurer shall be elected at the next election cycle.
    The Treasurer shall be authorized to sign checks in the name of the Association. Other individuals may be authorized to sign checks by majority vote of the Executive Committee. He shall mail a statement for dues to all Associate Members of the Association on or before September 1 of each year. He shall submit the financial records of the Association for audit when requested to do so by the Executive Committee.

  7. The Assistant Treasurer:
    The Assistant Treasurer shall assist the Treasurer in his duties and perform the duties of the Treasurer in the absence or inability of the Treasurer to serve. He shall assume the office of the Treasurer in the case of a vacancy for any cause in that office. The Assistant Treasurer shall be elected to a two (2) year term.

  8. The Association Directors:
    The Directors shall assist the other officers of the Association in the conduct of affairs of the Association.

  9. The American Association of Petroleum Landmen Director:
    The American Association of Petroleum Landmen (AAPL) Director shall represent the Association on the Board of Directors of the AAPL. The AAPL Director shall be elected for a two (2) year term at the Association election held in even numbered years. The AAPL Director shall assist the other officers of the Association in the conduct of the affairs of the Association and shall serve as a liaison between the Association and the AAPL.


ARTICLE VII
EXECUTIVE COMMITTEE

  1. The Executive Committee of the Association shall consist of the officers of the Association and shall have the authority to conduct the business of the Association between regular meetings of the membership. The Past President shall also be a member of the Executive Committee.

  2. The Executive Committee shall meet at the call of the President. At least five (5) days notice shall be given to meetings, unless waived by members of the committee. The quorum of the Executive Committee shall be a majority of the members and proxy and mail voting is prohibited.

  3. The Executive Committee shall review all applications for membership in the Association and, by majority vote, shall either approve or disapprove such application. Such approval or disapproval requires the consenting vote of Six (6) members of the Executive Committee. Notification of the Executive Committee's action shall be transmitted to the applicant by the Secretary of the Association.

 

ARTICLE VIII
ELECTION OF OFFICERS

  1. The election of officers shall be by mail or e-mail ballot of the Active Members of the Association. The election shall not be less than thirty (30) days prior to the time fixed for the monthly meeting held in May of each year.

  2. The Nominating Committee shall consist of the Executive Committee of the Association. It shall nominate at least one (1) candidate for each office in advance of the monthly meeting held in May of each year and the Secretary of the Association shall prepare ballots to be mailed or emailed to the membership at least forty-five (45) days prior to such May meeting. The ballot shall provide space for write-in candidates.

  3. Each Active member of the Association shall be entitled to one (1) vote for each office and election to office shall be by a majority of the votes cast. Mail or e-mail ballots shall be returned in the manner and within time prescribed by the executive Committee.

  4. The Secretary of the Association shall record and certify all votes cast and record and certify the results of the election to the Executive Committee within five (5) days after canvassing the returns. The Executive Committee shall announce the results of the election to the membership at the monthly meeting held in May of each year.

  5. Newly elected officers shall take office at the close of the monthly meeting held in May of each year.

  6. If any office other than President or Treasurer is vacated, it shall be the duty of the Executive Committee to appoint an Active Member of the Association to fill such vacancy for the unexpired term.


ARTICLE IX
DUES

  1. The annual dues for membership In the Association will be recommended by the Executive Committee and determined by a majority vote of those Active Members present and voting at a regular Association meeting. Annual dues are payable on or before the fifteenth (15th) day of September of each year, at which time the official roll of the Association will be closed. Members failing to pay dues shall forfeit all rights of membership. 1. The annual dues for membership In the Association will be recommended by the Executive Committee and determined by a majority vote of those Active Members present and voting at a regular Association meeting. Annual dues are payable on or before the fifteenth (15th) day of September of each year, at which time the official roll of the Association will be closed. Members failing to pay dues shall forfeit all rights of membership.

  2. The fiscal year shall be September 1 to August 31.


ARTICLE X
PARLIAMENTARY AUTHORITY

The rules contained in Robert's Rules of Order Newly Revised shall govern the Association in all cases not provided for Int these bylaws.


ARTICLE XI
AMENDMENTS

  1. These bylaws may be amended by a two-thirds (2/3) vote of the Active Members present and voting person at a regular meeting or voting by mail ballot or by e-mail ballot if the Executive Committee so determines. Members shall receive at least thirty (30) days notice of proposed amendments to these bylaws.

  2. No proposed amendment to these bylaws shall be submitted to a vote by the membership of the Association unless:

  3. The proposed amendment has been approved by a majority of the Executive Committee; or

  4. The proposed amendment has been submitted in writing to the Secretary or the Association bearing the signature of not less than twenty (20) Active Members of the Association in good standing.


ARTICLE XII
GENDER

The masculine gender used herein shall refer to both men and women landmen.