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RASCW Bylaws

Bylaws of the
REALTORS® Association of South Central Wisconsin, Inc.

[December 2016]

Article I – Name

(Requires verbatim adoption by Member Boards – Selected Uniform Provision)

Section 1. Name.  The name of this organization shall be the REALTORS® Association of South Central Wisconsin, Incorporated, hereinafter referred to as the “association”.

Section 2. REALTORS®.  Inclusion and retention of the Registered Collective Membership Mark REALTORS® in the name of the association shall be governed by the Constitution and Bylaws of the NATIONAL ASSOCIATION OF REALTORS® as from time to time amended.

Article II – Objectives

(Requires verbatim adoption by Member Boards – Selected Uniform Provision)

The objectives of the association are:

Section 1.  To unite those engaged in the recognized branches of the real estate profession for the purpose of exerting a beneficial influence upon the profession and related interests.

Section 2.  To promote and maintain high standards of conduct in the real estate profession as expressed in the Code of Ethics of the NATIONAL ASSOCIATION OF REALTORS®.

Section 3.  To provide a unified medium for real estate owners and those engaged in the real estate profession whereby their interests may be safeguarded and advanced.

Section 4.  To further the interests of home and other real property ownership.

Section 5.  To unite those engaged in the real estate profession in this community with the Wisconsin REALTORS® Association and the NATIONAL ASSOCIATION OF REALTORS®, thereby furthering their own objectives throughout the state and nation, and obtaining the benefits and privileges of membership therein.

Section 6.  To designate, for the benefit of the public, individuals authorized to use the terms REALTOR® and REALTORS® as licensed, prescribed, and controlled by the NATIONAL ASSOCIATION OF REALTORS®.

Article III – Jurisdiction

(Requires verbatim adoption by Member Boards – Selected Uniform Provision)

Section 1.  The territorial jurisdiction of the association as a Member of the NATIONAL ASSOCIATION OF REALTORS® is: The townships of Newport, Lewiston, Fort Winnebago, Caledonia, Pacific, Dekorra, West Point, Lodi, Arlington, all in Columbia County; all of Crawford County; all of Dane County; all within the Townships of Fox Lake, Westford, Calamus, Lowell, Beaver Dam, Burnett, Oak Grove, Clyman, Lebanon, Hustisford, Hubbard, Williamstown, LeRoy, Lomira, Theresa, Herman, Rubicon, and Ashippun, all in Dodge County; all of Grant County; all of Green Lake County; all of Iowa County; all of Lafayette County; all of Richland County, and all of Sauk County, Wisconsin.

Section 2.  Territorial jurisdiction is defined to mean:The right and duty to control the use of the terms REALTOR® and REALTORS®, subject to the conditions set forth in these Bylaws and those of the NATIONAL ASSOCIATION OF REALTORS®, in return for which the association agrees to protect and safeguard the property rights of the National Association in the terms.

Article IV – Membership

Section 1.  There shall be six classes of members, as follows.
(a) REALTOR® Members.  REALTOR® Members, whether primary or secondary shall be:
(1) Individuals who, as sole proprietors, partners, corporate officers, or branch office managers, are engaged actively in the real estate profession, including buying, selling, exchanging, renting or leasing, managing, appraising for others for compensation, counseling, building, developing or subdividing real estate, and who maintain or are associated with an established real estate office in the state of Wisconsin or a state contiguous thereto.  All persons who are partners in a partnership, or all officers in a corporation who are actively engaged in the real estate profession within the state or a state contiguous thereto shall qualify for REALTOR® membership only, and each is required to hold REALTOR® membership (except as provided in the following paragraph) in an association of REALTORS® within the state or a state contiguous thereto, unless otherwise qualified for Institute Affiliate membership, as described in Section 1(b) of Article IV.

In the case of a real estate firm, partnership, or corporation, whose business activity is substantially all commercial, only those principals actively engaged in the real estate business in connection with the same office, or any other offices within the jurisdiction of the association in which one of the firm’s principals holds REALTOR® membership, shall be required to hold REALTOR® membership unless otherwise qualified for Institute Affiliate membership, as described in Section 1(b) of Article IV.

NOTE:  REALTOR® members may obtain membership in a “secondary” association in another state.

(2) Individuals who are engaged in the real estate profession other than as sole proprietors, partners, corporate officers, or branch office managers and are associated with a REALTOR® member and meet the qualifications set out in Article V.

(3) Franchise REALTOR® Membership.  Corporate officers (who may be licensed or unlicensed) of a real estate brokerage franchise organization with at least one hundred fifty (150) franchisees located within the United States, its insular possessions and the commonwealth of Puerto Rico, elected to membership pursuant to the provisions in the NAR Constitution and Bylaws.  Such individuals shall enjoy all of the rights, privileges, and obligations of REALTOR® membership (including compliance with the Code of Ethics) except:  obligations related to association-mandated education, meeting attendance, or indoctrination classes or other similar requirements; the right to use the term REALTOR® in connection with their franchise organization’s name; and the right to hold elective office in the local association, state association, and National Association.

(4) Primary and Secondary REALTOR® Members.  An individual is a primary member if the association pays state and National dues based on such member.  An individual is a secondary member if state and National dues are remitted through another association.  One of the principals in a real estate firm must be a designated REALTOR® member of the association in order for licensees affiliated with the firm to select the association as their “primary” association.

(5) Designated REALTOR® Members.  Each firm (or office in the case of firms with multiple office locations) shall designate in writing one REALTOR® member who shall be responsible for all duties and obligations of membership, including the obligation to arbitrate (or to mediate if required by the association) pursuant to Article 17 of the Code of Ethics and the payment of association dues as established in Article X of the Bylaws.  The “Designated REALTOR®” must be a sole proprietor, partner, corporate officer, or branch office manager acting on behalf of the firm’s principal(s), and must meet all other qualifications for REALTOR® membership established in Article V, Section 2 of the Bylaws.

(b) 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 REALTORSÒ 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® or REALTOR-ASSOCIATE® membership, subject to payment of applicable dues for such membership.

(c) Affiliate Members.State Affiliate members shall consist of individuals who, while not engaged in the real estate business as defined in this Article, nevertheless have interest requiring information concerning real estate, and are in sympathy with the objectives of the Association, and who have been elected to this membership by the Board of Directors. They shall not be eligible to vote except for the Affiliate director.

Local Affiliate members shall consist of the second and subsequent members of a State Affiliate’s firm who also desire association with this Association or individuals from local firms not engaged in banking, title, legal or industry related services who, nevertheless, request information, and are in sympathy with the objectives of the Association, and who have been elected to this membership by the Board of Directors. They shall not be eligible to vote except for the Affiliate director.

(d) Public Service Members.  Public Service members shall be individuals who are interested in the real estate profession as employees of or affiliated with educational, public utility, governmental, or other similar organizations, but are not engaged in the real estate profession on their own account or in association with an established real estate business.

(e) Honorary Members.  Honorary members shall be individuals not engaged in the real estate profession who have performed notable service for the real estate profession, for the association, or for the public.

(f) Student Members.  Student members shall be individuals who are seeking an undergraduate or graduate degree with a specialization or major in real estate at institutions of higher learning, and who have completed at least two years of college and at least one college-level course in real estate, but are not engaged in the real estate profession on their own account or not associated with an established real estate office.

Article V – Qualification and Election

Section 1. Application
(a) An application for membership shall be made in such manner and form as may be prescribed by the board of directors and made available to anyone requesting it. The application form shall contain among the statements to be signed by the applicant (1) that applicant agrees as a condition to membership to thoroughly familiarize himself/herself with the Code of Ethics of the NATIONAL ASSOCIATION OF REALTORS®, the Constitutions, Bylaws, and Rules and Regulations of the association, the State and National Associations, and if elected a member, will abide by the Constitutions and Bylaws and Rules and Regulations of the association, State and National Associations and, if a REALTOR® member, will abide by the Code of Ethics of the NATIONAL ASSOCIATION OF REALTORS®, including the obligation to arbitrate controversies arising out of real estate transactions as specified by Article 17 of the Code of Ethics, and as further specified in the Code of Ethics and Arbitration Manual of the NATIONAL ASSOCIATION OF REALTORS®, as from time to time amended, and (2) that applicant consents that the association, may invite and receive information and comment about applicant from any member or other persons, and that applicant agrees that any information and comment furnished to the association by any person in response to the invitation shall be conclusively deemed to be privileged and not form the basis of any action for slander, libel, or defamation of character.  The applicant shall, with the form of application, have access to a copy of the Bylaws, Constitution, Rules and Regulations, and Code of Ethics referred to above.

Section 2. Qualification
(a) An applicant for REALTOR® membership who is a sole proprietor, partner, corporate officer, or branch office manager of a real estate firm shall supply evidence satisfactory to the association, through its membership committee or otherwise, that he/she is actively engaged in the real estate profession, and maintains a current, valid real estate broker’s or salesperson’s license or is licensed or certified by an appropriate state regulatory agency to engage in the appraisal of real property, has a place of business within the state or a state contiguous thereto (unless a secondary member), has no record of recent or pending bankruptcy*, has no record of official sanctions involving unprofessional conduct**, agrees to complete an orientation course of instruction covering anti-trust law, fair housing law,  the Code of Ethics and professional standards procedures of the NATIONAL ASSOCIATION OF REALTORS® and shall agree that if elected to membership, he/she will abide by the Constitutions and Bylaws and Rules and Regulations of the association, State and National Associations and the Code of Ethics of the NATIONAL ASSOCIATION OF REALTORS®. An applicant for REALTOR® membership must complete the association orientation requirements within three sessions of application or be assessed a fine as established by the Board of Directors.

*No recent or pending bankruptcy is intended to mean that the applicant or any real estate firm in which the applicant is a sole proprietor, general partner, corporate officer, or branch office manager, is not involved in any pending bankruptcy or insolvency proceedings or, has not been adjudged bankrupt in the past three (3) years. If a bankruptcy proceeding as described above exists, membership may not be rejected unless the association establishes that its interests and those of its members and the public could not be adequately protected by requiring that the bankrupt applicant pay cash in advance for association and MLS fees for up to one (1) year from the date that membership is approved or from the date that the applicant is discharged from bankruptcy (whichever is later).  In the event that an existing member initiates bankruptcy proceedings, the member may be placed on a “cash basis” from the date that bankruptcy is initiated until one (1) year from the date that the member has been discharged from bankruptcy.

**No record of official sanctions involving unprofessional conduct is intended to mean that the association may only consider:
A. judgments against the applicant within the past three (3) years of violations of (1) civil rights laws, (2) real estate license laws, and (3) or other laws prohibiting unprofessional conduct against the applicant rendered by the courts or other lawful authorities

B. criminal convictions if (1) the crime was punishable by death or imprisonment in excess of one year under the law under which the applicant was convicted, and (2) no more than ten (10) years have elapsed since the date of the conviction or the release of the applicant from the confinement imposed for that conviction, whichever is the later date

NOTE 1:  One or more of the requirements for REALTOR® membership set forth above in Article V, Section 2(a) may be deleted at the association’s discretion.  However, associations may NOT adopt membership qualifications more rigorous than specified in the Membership Qualification Criteria for REALTOR® Membership, approved by the Board of Directors of the National Association.
NOTE 2:  Article IV, Section 2, of the NAR Bylaws prohibits Member Boards from knowingly granting REALTOR® or REALTOR-ASSOCIATE® membership to any applicant who has an unfulfilled sanction pending which was imposed by another association of REALTORS® for violation of the Code of Ethics.

(b) Individuals who are actively engaged in the real estate profession other than as sole proprietors, partners, corporate officers, or branch office managers, in order to qualify for REALTOR® membership, shall at the time of application be associated either as an employee or as an independent contractor with a designated REALTOR® member of the association or a designated REALTOR® member of another association (if a secondary member) and must maintain a current, valid real estate broker’s or salesperson’s license or be licensed or certified by an appropriate state regulatory agency to engage in the appraisal of real property, has no record of official sanctions involving unprofessional conduct*, shall complete an orientation course of instruction covering anti-trust law, fair housing law,  the Code of Ethics and professional standards procedures of the NATIONAL ASSOCIATION OF REALTORS®, and shall agree in writing that if elected to membership he/she will abide by such Constitution, Bylaws, rules and regulations, and the Code of Ethics. An applicant for REALTOR® membership must complete the association orientation requirements within three sessions of application or be assessed a fine as established by the Board of Directors.

*No record of official sanctions involving unprofessional conduct is intended to mean that the association may only consider:

 A. judgments against the applicant within the past three (3) years of violations of (1) civil rights laws, (2) real estate license laws, and (3) or other laws prohibiting unprofessional conduct against the applicant rendered by the courts or other lawful authorities

B. criminal convictions if (1) the crime was punishable by death or imprisonment in excess of one year under the law under which the applicant was convicted, and (2) no more than ten years have elapsed since the date of the conviction or the release of the applicant from the confinement imposed for that conviction, whichever is the later date.

(c) The association will also consider the following in determining an applicant’s qualifications for REALTOR® membership:

1. All final findings of Code of Ethics violations and violations of other membership duties in this or any other REALTOR® association within the past three (3) years
2. Pending ethics complaints (or hearings)
3. Unsatisfied discipline pending
4. Pending arbitration requests (or hearings)
5. Unpaid arbitration awards or unpaid financial obligations to this or any other REALTOR® association or REALTOR® association MLS
6. Any misuse of the term REALTOR® or REALTORS® in the name of the applicant’s firm

Section 3. Election
The procedure for election to membership shall be as follows.
(a) The chief staff executive (or duly authorized designee) shall determine whether the applicant is applying for the appropriate class of membership

(b) The board of directors shall review the qualifications of the applicant and the recommendations of the chief staff executive (or duly authorized designee) and then vote on the applicant’s eligibility for membership. If the applicant receives a majority vote of the board of directors, he/she shall be declared elected to membership.

(c) The board of directors may not reject an application without providing the applicant with advance notice of the findings, an opportunity to appear before the board of directors, to call witnesses on his/her behalf, to be represented by counsel, and to make such statements as he/she deems relevant.  The board of directors may also have counsel present.  The 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 board of directors determines that the application should be rejected, it shall record its reasons with the chief staff executive (or duly authorized designee).  If the board of directors believes that denial of membership to the applicant may become the basis of litigation and a claim of damage by the applicant, it may specify that denial shall become effective upon entry in a suit by the association for a declaratory judgment by a court of competent jurisdiction of a final judgment declaring that the rejection violates no rights of the applicant.

Section 4. New Member Code of Ethics Orientation
Applicants for REALTOR® membership and provisional REALTOR® members (where applicable) shall complete an orientation program on the Code of Ethics of not less than two (2) hours and thirty (30) minutes of instructional time.  This requirement does not apply to applicants for REALTOR® membership or provisional members who have completed comparable orientation in another association, provided that REALTOR® membership has been continuous, or that any break in membership is for one (1) year or less.

Failure to satisfy this requirement within three orientation sessions of the date of application, will result in denial of the membership application or termination of provisional membership.

NOTE:  Orientation programs must meet the learning objectives and minimum criteria established from time to time by the NATIONAL ASSOCIATION OF REALTORS®.

Section 5. REALTOR® Code of Ethics Training
Effective January 1, 2017, through December 31, 2018, and for successive two year periods thereafter, each REALTOR® member of the association (with the exception of REALTOR® members granted REALTOR® Emeritus status by the National Association) shall be required to complete quadrennial ethics training of not less than two (2) hours and thirty (30) minutes of instructional time.  This requirement will be satisfied upon presentation of documentation that the member has completed a course of instruction conducted by this or another association, the State Association of REALTORS®, the NATIONAL ASSOCIATION OF REALTORS®, or any other recognized educational institution or provider which meets the learning objectives and minimum criteria established by the NATIONAL ASSOCIATION OF REALTORS® from time to time.  REALTOR® members who have completed training as a requirement of membership in another association and REALTOR® members who have completed the New Member Code of Ethics Orientation during any two (2) year cycle shall not be required to complete additional ethics training until a new two (2) cycle commences.

Failure to satisfy the required periodic ethics training shall be considered a violation of a membership duty.  Failure to meet the requirement in any two (2) year cycle will result in suspension of membership for the first two months (January and February) of the year following the end of any two (2) year cycle or until the requirement is met, whichever occurs sooner.  On March 1 of that year, the membership of a member who is still suspended as of that date will be automatically terminated.

Section 6. Status Changes
(a) A REALTOR® who changes the conditions under which he/she holds membership shall be required to provide written notification to the association within 30 days.  A REALTOR® (non-principal) who becomes a principal in the firm with which he/she has been licensed or, alternatively, becomes a principal in a new firm which will be comprised of REALTOR® principals may be required to satisfy any previously unsatisfied membership requirements applicable to REALTOR® (principal) members but shall, during the period of transition from one status of membership to another, be subject to all of the privileges and obligations of a REALTOR® (principal).  If the REALTOR® (non-principal) does not satisfy the requirements established in these Bylaws for the category of membership to which they have transferred within 30 days of the date they advised the association of their change in status, their new membership application will terminate automatically unless otherwise so directed by the board of directors.

A REALTOR® who is transferring his/her license from one firm comprised of REALTOR® principals to another firm comprised of REALTOR® principals shall be subject to all of the privileges and obligations of membership during the period of transition.  If the transfer is not completed within 30 days of the date the association is advised of the disaffiliation with the current firm, membership will terminate automatically unless otherwise so directed by the board of directors.

(The board of directors, at its discretion, may waive any qualification which the applicant has already fulfilled in accordance with the association’s Bylaws.)

(b) Any application fee related to a change in membership status shall be reduced by an amount equal to any application fee previously paid by the applicant.

(c) Dues shall be prorated from the first day of the month in which the member is notified of election by the board of directors and shall be based on the new membership status for the remainder of the year.

Article VI – Privileges and Obligations

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

Section 2.  Any member of the association may be reprimanded, fined, placed on probation, suspended, or expelled by the 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 association.  Although members other than REALTORS® are not subject to the Code of Ethics, nor its enforcement by the association, such members are encouraged to abide by the principles established in the Code of Ethics of the NATIONAL ASSOCIATION OF REALTORS® and conduct their business and professional practices accordingly.  Further, members other than REALTORS® may, upon recommendation of the membership committee, or upon recommendation 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 board of directors, applied on a nondiscriminatory basis, reflects adversely on the terms REALTOR® or REALTORS®, 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 REALTORS®.

Section 3.  Any REALTOR® member of the association may be disciplined by the 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 association, provided that the discipline imposed is consistent with the discipline authorized by the Professional Standards Committee of the NATIONAL ASSOCIATION OF REALTORS® as set forth in the Code of Ethics and Arbitration Manual of the National Association.

Section 4.  Resignations of members shall become effective when received in writing by the board of directors, provided, however, that if any member submitting the resignation is indebted to the association for dues, fees, fines, or other assessments of the association or any of its services, departments, divisions, or subsidiaries, the association 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 member resigns from the association or otherwise causes membership to terminate with an ethics complaint pending, the complaint shall be processed until the decision of the association with respect to disposition of the complaint is final by this association (if respondent does not hold membership in any other association) or by any other association in which the respondent continues to hold membership. If an ethics respondent resigns or otherwise causes membership to all Boards to terminate before an ethics complaint if filed alleging unethical conduct occurred while the respondent was a REALTOR®, the complaint , once filed, shall be processed until the decision of the association with respect to the disposition of the complaint is final. In any instance where an ethics hearing is held subsequent to an ethic respondent’s resignation or membership termination, any discipline ratified by the Board of Directors shall be held in abeyance until such time as the respondent rejoins an association of REALTORS®.

(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. REALTOR® Members REALTOR® members, whether primary or secondary, in good standing whose financial obligations to the association are paid in full shall be entitled to vote and to hold elective office in the association; may use the terms REALTOR® and REALTORS®, which use shall be subject to the provisions of Article VIII; and have the primary responsibility to safeguard and promote the standards, interests, and welfare of the association and the real estate profession.

(a) If a REALTOR® member is a sole proprietor in a firm, a partner in a partnership or an officer in a corporation, and is suspended or expelled, the firm, partnership or corporation shall not use the terms REALTOR® or REALTORS® in connection with its business during the period of suspension, or until readmission to REALTOR® 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 REALTOR® who is suspended or expelled removes himself/herself from any form or degree of management control of the firm for the term of the suspension or until readmission to membership, whichever may apply.  Removal of an individual from any form or degree of management control must be certified to the association 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 REALTOR® and REALTORS® in connection with its business during the period of suspension or until the former member is admitted 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 REALTORS® other than principals who are employed 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, or unless the REALTOR® member (non-principal) elects to sever his/her connection with the REALTOR® and affiliate with another REALTOR® member in good standing in the association, whichever may apply.

If a REALTOR® 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 REALTOR® or REALTORS® by the firm, partnership or corporation shall not be affected.*

(b) In any action taken against a REALTOR® member for suspension or expulsion under Section 6(a) hereof, notice of such action shall be given to all REALTORS® employed by or affiliated as independent contractors with such REALTOR® member and they shall be advised that the provisions in Article VI, Section 6(a) shall apply.

Section 7. Institute Affiliate Members Institute Affiliate members shall have rights and privileges and be subject to obligations prescribed by the board of directors consistent with the Constitution and Bylaws of the NATIONAL ASSOCIATION OF REALTORS®.

NOTE:  Local associations establish the rights and privileges to be conferred on Institute Affiliate members except that no Institute Affiliate member may be granted the right to use the term REALTOR®, or the REALTOR® logo; to serve as president of the local association; or to be a participant in the local association’s multiple listing service.

Section 8.  Affiliate Members Affiliate members shall have rights and privileges and be subject to obligations prescribed by the board of directors.

Section 9.  Public Service Members Public Service members shall have rights and privileges and be subject to obligations prescribed by the board of directors.

Section 10.  Honorary Members Honorary membership shall confer only the right to attend meetings and participate in discussions.

Section 11.  Student Members Student members shall have rights and privileges and be subject to obligations prescribed by the board of directors.

Section 12.  Certification by REALTOR® “Designated” REALTOR® members of the association shall certify to the association during the month of January on a form provided by the association, a complete listing of all individuals licensed or certified in the REALTOR®’s office(s) and shall designate a primary association for each individual who holds membership.  Designated REALTORS® shall also identify any non-member licensees in the REALTOR®’s office(s) and if designated REALTOR® dues have been paid to another association based on said non-member licensees, the designated REALTOR® shall identify the association to which dues have been remitted.  These declarations shall be used for purposes of calculating dues under Article X, Section 2(a) of the Bylaws.  “Designated” REALTOR® members shall also notify the association of any additional individual(s) licensed or certified with the firm(s) within 30 days of the date of affiliation or severance of the individual.

Section 13. Harassment Any member of the association may be reprimanded, placed on probation, suspended or expelled for harassment of an association or MLS employee or association officer or director after an investigation in accordance with the procedures of the association. As used in this section, harassment means any verbal or physical conduct including threatening or obscene language, unwelcome sexual advances, stalking, actions including strikes, shoves, kicks, or other similar physical contact, or threats to do the same, or any other conduct with the purpose or effect of unreasonably interfering with an individual’s work performance by creating a hostile, intimidating or offensive work environment. The decision of the appropriate disciplinary action to be taken shall be made by the investigatory team comprised of the president, and president-elect and/or vice president and one member of the board of directors selected by the highest ranking officer not named in the complaint, upon consultation with legal counsel for the association. Disciplinary action may include any sanction authorized in the association’s Code of Ethics and Arbitration Manual. If the complaint names the president, president-elect or vice president, they may not participate in the proceedings and shall be replaced by the immediate past president or, alternatively, by another member of the board of directors selected by the highest ranking officer not named in the complaint.

NOTE:  Suggested procedures for processing complaints of harassment are available on line at http://www.REALTOR.org, or from the Member Policy Department.

Article VII – Professional Standards and Arbitration

(Requires verbatim adoption by Member Boards – Selected Uniform Provision)

Section 1.  The responsibility of the association and of association members relating to the enforcement of the Code of Ethics, the disciplining of members, and 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 REALTORS®, as amended from time to time, which is by this reference incorporated into these Bylaws, provided, however, that any provision deemed inconsistent with state law shall be deleted or amended to comply with state law.

Section 2.  It shall be the duty and responsibility of every REALTOR® member of this association to abide by the Bylaws and the rules and regulations of the association, the Bylaws of the State Association, the Constitution and Bylaws of the NATIONAL ASSOCIATION OF REALTORS®, and to abide by the Code of Ethics of the NATIONAL ASSOCIATION OF REALTORS®, including the duty to arbitrate controversies arising out of real estate transactions as specified by Article 17 of the Code of Ethics, and as further defined and in accordance with the procedures set forth in the Code of Ethics and Arbitration Manual of this association, as from time to time amended.

Section 3. The responsibility of the association and association 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 consistent with the cooperative professional standards enforcement agreement entered into by the association, which by this reference is made a part of these Bylaws.

Article VIII – Use of the Terms REALTOR® and REALTORS®

(Requires verbatim adoption by Member Boards – Selected Uniform Provision)

Section 1.  Use of the terms REALTOR® and REALTORS® by members shall, at all times, be subject to the provisions of the Constitution and Bylaws of the NATIONAL ASSOCIATION OF REALTORS® 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.   Any misuse of the terms by members is a violation of a membership duty and may subject members to disciplinary action by the board of directors after a hearing as provided for in the association’s Code of Ethics and Arbitration Manual.

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 a 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 within the state or a state contiguous thereto are REALTOR® members or Institute Affiliate members, as described in Section 1(b) 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 office manager of the firm, partnership, or corporation holds REALTOR® membership.  If a firm, partnership, or corporation operates additional places of business in which no principal, partner, corporate officer, or branch office manager holds REALTOR® membership, the term REALTOR® or REALTORS® may not be used in any reference to those additional places of business.

Section 4. Institute Affiliate members shall not use the terms REALTOR® or REALTORS®, nor the imprint of the emblem seal of the NATIONAL ASSOCIATION OF REALTORS®.

Article IX – State and National Memberships

(Requires verbatim adoption by Member Boards – Selected Uniform Provision)

Section 1.  The association shall be a member of the NATIONAL ASSOCIATION OF REALTORS® and the Wisconsin REALTORS® Association.  By reason of the association’s membership, each REALTOR® member of the Member Board shall be entitled to membership in the NATIONAL ASSOCIATION OF REALTORS® and the Wisconsin REALTORS® Association without further payment of dues.  The association shall continue as a member of the State and National Associations, unless by a majority vote of all of its REALTOR® members, decision is made to withdraw, in which case the State and National Associations shall be notified at least one month in advance of the date designated for the termination of such membership.

Section 2.  The association recognizes the exclusive property rights of the NATIONAL ASSOCIATION OF REALTORS® in the terms REALTOR® and REALTORS®.  The association shall discontinue use of the terms in any form in its name, upon ceasing to be a member of the National Association, or upon a determination by the board of directors of the National Association that it has violated the conditions imposed upon the terms.

Section 3. The association adopts the Code of Ethics of the NATIONAL ASSOCIATION OF REALTORS® and agrees to enforce the Code among its REALTOR® members.  The association and all of its members agree to abide by the Constitution, Bylaws, Rules and Regulations, and policies of the National Association and the Wisconsin REALTORS® Association.

Article X – Dues and Assessments

Section 1. Application Fee. The board of directors may adopt an application fee for REALTOR® membership in reasonable amount, not exceeding three (3) times the amount of the annual dues for REALTOR® membership, which shall be required to accompany each application for REALTOR® membership and which shall become the property of the association upon final approval of the application.

Section 2. Dues. The annual dues of members shall be as follows.

(a) REALTOR® Members The annual dues of each designated REALTOR® member shall be in such amount as established annually by the board of directors, plus an additional amount to be established annually by the board of directors times the number of real estate salespersons and licensed or certified appraisers who (1) are employed by or affiliated as independent contractors, or who are otherwise directly or indirectly licensed with such REALTOR® member, and (2) are not REALTOR® members of any association in the state or a state contiguous thereto or Institute Affiliate members of the association.  In calculating the dues payable to the association by a designated REALTOR® member, non-member licensees as defined in (1) and (2) of this paragraph shall not be included in the computation of dues if the designated REALTOR® has paid dues based on said non-member licensees in another association in the state or a state contiguous thereto, provided the designated REALTOR® notifies the association in writing of the identity of the association to which dues have been remitted.  In the case of a designated REALTOR® member in a firm, partnership, or corporation whose business activity is substantially all commercial, any assessments for non-member licensees shall be limited to licensees affiliated with the designated REALTOR® (as defined in (1) and (2) of this paragraph) in the office where the designated REALTOR® holds membership, and any other offices of the firm located within the jurisdiction of this association.

(1) For the purpose of this section, a REALTOR® member of a Member Board shall be held to be any member who has a place or places of business within the state or a state contiguous thereto and who, as a principal, partner, corporate officer, or branch office manager of a real estate firm, partnership, or corporation, is actively engaged in the real estate profession as defined in Article III, Section 1 of the Constitution of the NATIONAL ASSOCIATION OF REALTORS®.  An individual shall be deemed to be licensed with a REALTOR® if the license of the individual is held by the REALTOR®, or by any broker who is licensed with the REALTOR®, or by any entity in which the REALTOR® has a direct or indirect ownership interest and which is engaged in other aspects of the real estate business (except as provided for in Section 2(a)(1) hereof) provided that such licensee is not otherwise included in the computation of dues payable by the principal, partner, corporate officer, or branch office manager of the entity.

A REALTOR® with a direct or indirect ownership interest in an entity engaged exclusively in soliciting and/or referring clients and customers to the REALTOR® for consideration on a substantially exclusive basis shall annually file with the association on a form approved by the association a list of the licensees affiliated with that entity and shall certify that all of the licensees affiliated with the entity are solely engaged in referring clients and customers and are not engaged in listing, selling, leasing, renting, managing, counseling, or appraising real property.  The individuals disclosed on such form shall not be deemed to be licensed with the REALTOR® filing the form for purposes of this section and shall not be included in calculating the annual dues of the designated REALTOR®. Designated REALTORS® shall notify the association within three (3) days of any change in status of licensees in a referral firm.

The exemption for any licensee included on the certification form shall automatically be revoked upon the individual being engaged in real estate licensed activities (listing, selling, leasing, renting, managing, counseling, or appraising real property) other than referrals, and dues for the current fiscal year shall be payable.

Membership dues shall be prorated for any licensee included on a certification form submitted to the association who during the same calendar year applies for REALTOR® membership in the association.  However, membership dues shall not be prorated if the licensee held REALTOR® membership during the preceding calendar year.

(b) REALTOR® Members The annual dues of REALTOR® members other than the designated REALTOR® shall be as established annually by the board of directors.

(c) Institute Affiliate Members The annual dues of each Institute Affiliate member shall be as established in Article II of the Bylaws of the NATIONAL ASSOCIATION OF REALTORS®.

NOTE:  The Institutes, Societies, and Councils of the National Association shall be responsible for collecting and remitting dues to the National Association for Institute Affiliate members ($105).  The National Association shall credit $35 to the account of a local association for each Institute Affiliate Member whose office address is within the assigned territorial jurisdiction of that association, provided, however, if the office location is also within the territorial jurisdiction of a Commercial Overlay Board (COB), the $35 amount will be credited to the COB, unless the Institute Affiliate member directs that the dues be distributed to the other association.  The National Association shall also credit $35 to the account of state associations for each Institute Affiliate member whose office address is located within the territorial jurisdiction of the state association.  Local and state associations may not establish any additional entrance, initiation fees or dues for Institute Affiliate members, but may provide service packages to which Institute Affiliate members may voluntarily subscribe.

(d) Affiliate Members The annual dues of each Affiliate member shall be as established annually by the board of directors.

(e) Public Service Members The annual dues of each Public Service member shall be as established annually by the board of directors.

(f) Honorary Members Dues payable, if any, shall be at the discretion of the board of directors.

(g) Student Members Dues payable, if any, shall be at the discretion of the board of directors.

(h) Elder Realtor® Members The annual dues shall be $12.00 for any member who has attained the age of 65 years by January 1 with continuous membership in the association for 25 years or more or has attained the age of 70 years by January 1 with 10 years or more of continuous membership in the Association.

(i) Senior Realtor® Members The annual dues shall be reduced by one third for any Senior REALTOR® member with continuous membership in the association for 20 years or more and who has attained the age of 60 years by January 1.

(j) Association President The regular dues for the duly elected president of the association shall be waived for the year that he or she holds office, but any increase that may be charged because of being a designated member of a firm shall not be waived.

Section 3. Dues Payable. Dues for all members shall be payable annually in advance on the first day of December.  Dues for new members shall be computed from the first day of the month in which a member is notified of election and shall be prorated for the remainder of the year. A $25 late fee per person, per office, will be imposed on all delinquent dues billings received after December 31.

(a) In the event a sales licensee or licensed or certified appraiser who holds REALTOR® membership is dropped for nonpayment of association dues, and the individual remains with the designated REALTOR®’s firm, the dues obligation of the “designated” REALTOR® (as set forth in Article X, Section 2 [a]) will be increased to reflect the addition of a non-member licensee. Dues shall be calculated from the first day of the current fiscal year and are payable within thirty (30) days of the notice of termination.

Section 4. Nonpayment of Financial Obligations. If dues, fees, fines, or other assessments including amounts owed to the association or the association’s multiple listing service are not paid within one (1) month after the due date, the nonpaying Member is subject to suspension at the discretion of the board of directors.  Two (2) months after the due date, membership of the nonpaying member may be terminated at the discretion of the board of directors.  Three (3) months after the due date, membership of the nonpaying Member shall automatically terminate unless within that time the amount due is paid. However, no action shall be taken to suspend or expel a member for nonpayment of disputed amounts until the accuracy of the amount owed has been confirmed by the board of directors.  A former member who has had his/her membership terminated for nonpayment of dues, fees, fines, or other assessments duly levied in accordance with the provisions of these Bylaws or the provisions of other rules and regulations of the association or any of its services, departments, divisions, or subsidiaries may apply for reinstatement in a manner prescribed for new applicants for membership, after making payment in full of all accounts due as of the date of termination.

Leave of Absence Upon written request setting forth reasons, the Board of Directors shall have the right to grant a leave of absence and to waive dues payable from a member if that member, for reasons of health or forced absence, is not able to in any way engage in the practice of real estate for an extended period of time. Such leave of absence shall not be granted for periods in excess of six months at a time and shall automatically expire upon the member’s re-entry into active practice of real estate.

This right shall be used sparingly by the Board of Directors and shall not be exercised in cases of extended vacations, job changes, etc.

Section 5.  Deposits and Expenditures.  Deposits and expenditures of funds shall be in accordance with policies established by the board of directors.

Section 6.  Notice of Dues, Fees, Fines, Assessments, and Other Financial Obligations of Members.  All dues, fees, fines, assessments, or other financial obligations to the association or association multiple listing service shall be noticed to the delinquent association member in writing setting forth the amount owed and due date.

Section 7.  The dues of REALTOR® members who are REALTOR® Emeriti (as recognized by the National Association), past presidents and past treasurers of the National Association or recipients of the Distinguished Service Award shall be as determined by the board of directors.

NOTE:  A Member Board’s dues obligation to the National Association is reduced by an amount equal to the amount which the association is assessed for a REALTOR® member, times the number of REALTOR® Emeriti (as recognized by the National Association), past presidents and past treasurers of the National Association, and recipients of the Distinguished Service Award of the National Association who are REALTOR® members of the association.  The dues obligation of such individuals to the local association should be reduced to reflect the reduction in the association’s dues obligation to the National Association.  The association may, at its option, choose to have no dues requirement for such individuals except as may be required to meet the association’s obligation to the State Association with respect to such individuals.  Member Boards should determine whether the dues payable by the association to the State Association are reduced with respect to such individuals.  It should be noted that this does not affect a “designated” REALTOR®’s dues obligation to the association with respect to those licensees employed by or affiliated with the “designated” REALTOR® who are not members of the local association.

Article XI – Officers and Directors

Section 1. Board of Directors
a. The governing body of the Association shall be a Board of Directors consisting of ten association REALTOR® members elected for staggered three-year terms and two association Affiliate members elected for staggered three-year terms. The REALTOR® Directors shall be one (1) “Non-Residential” REALTOR® (either a broker-owner or a non-owner); four (4) Broker-owner REALTORS® comprised as follows: two (2) Broker-owner REALTORS® shall be from Class I firms and two (2) Broker-owner REALTORS® shall be from Class II firms; four (4) “nonowner” REALTORS® comprised as follows: two (2) non-owner REALTORS® shall be from Class I firms and two (2) non-owner REALTORS® shall be from Class II firms. At least two Directors shall be from a firm, regardless of size, whose primary office is located outside of Dane County, with one of those positions filling a REALTOR® class listed above, and one open position unrestricted by ownership interest or firm size. In addition, any Association merging with association shall be offered an automatic seat for a three-year term on the Board of Directors, subject to that individual’s approval by the association Board of Directors. No category of firm size (Class I or Class II) shall have more than the number of Directors specified above on the Board at the time of election of individual Directors by the general membership. No firm shall have more than two (2) individuals as Directors at the time of election of individual Directors by the general membership

For the purposes of this section, “Broker-owner” shall be defined as an individual who has an ownership interest in the firm he/she represents, or his or her association REALTOR® designee from the Broker-owner’s firm. Class I firms shall be defined as having twenty-six (26) or more REALTOR® membership in the Association. Class II firms shall be defined as having one (1) to twenty-five (25) REALTOR® members in the Association. Determination as to Broker-owner status and firm size shall be made as of August 15 of each year

b. On or before June 1, the President shall appoint, subject to the approval of the Board of Directors, and charge the Leadership Nominating Committee with the task of selecting one (1) REALTOR® member for each directorship to be filled on the Board, in accordance with the criteria set forth in section a. above, each of whom shall agree to serve, and shall have this list of proposed nominees approved by the Board of Directors and placed on the Association web site in July or published in the standard Association bulletin delivered or mailed to the members in July.

A separate Leadership Nominating Committee, to include both REALTOR® and Affiliate members, shall also be appointed by the President, with the approval of the Board of Directors, to select one (1) Affiliate member for the affiliate directorship to be filled on the Board, who shall agree to serve, and shall be approved and noticed with the REALTOR® nominees as stated above.

The Leadership Nominating Committee shall be composed of seven (7) members as follows: The association President-elect (who will serve as Chair) and one other current association Director; two (2) Past Presidents of association who are, in the opinion of the association President, active in the real estate brokerage business; one (1) Broker-owner REALTOR® member of association; one (1) non-owner REALTOR® member of association; and one (1) REALTOR® member of association (broker-owner or non-owner) whose primary office is located outside of Dane County. The association President shall not be eligible to serve on the Leadership Nominating Committee. Members of the Leadership Nominating Committee shall not be eligible for nomination to a position on the Board of Directors. No individual shall be eligible for more than two (2) consecutive appointments to the Leadership Nominating Committee. No firm shall have more than one (1) individual serving on the Leadership Nominating Committee.

The Leadership Nominating Committee for the Affiliate Director position shall include all of the above plus two (2) association Affiliate Members appointed by the President, subject to the approval of the Board of Directors. Each of the rules and procedures above shall apply to the Leadership Nominating Committee of the Affiliate Director position.

c. Any association REALTOR® member meeting the criteria for the Director position to be filled, agreeing to serve and supported by a petition, signed by 25 or more association REALTOR® members with no more than 10 from the nominee’s own company, and delivered to the chairman of the nominating committee before August 15, shall automatically appear on the ballot. Any association Affiliate member meeting the criteria for the Affiliate Director position, agreeing to serve and supported by a petition signed by 25 or more association Affiliate members or association REALTOR® members with no more than 10 from the nominee’s own company, and delivered to the chairman of the nominating committee before August 15, shall automatically appear on the ballot. A special article on the petition process shall be placed on the Association web site in July or in the standard Association bulletin delivered or mailed to the members in July.

d. The President, with the approval of the Board of Directors, shall appoint a panel of not less than three REALTOR® members and designate a chairman who shall act as judges to supervise and conduct the election of Directors in accordance with the rules and regulations contained herein.

On or before September 1 a ballot shall be made available either electronically (e-mail or website), or via mail to each REALTOR® member in good standing listing in alphabetical order the REALTOR® members nominated or with proper petitions, and listing in alphabetical order the Affiliate members nominated or with proper petitions. On or before September 1 a ballot shall be made available either electronically (e-mail or website), or via mail to each Affiliate member in good standing listing in alphabetical order the Affiliate members nominated or with proper petitions. The deadline for return receipt of the ballots shall be 12:00 noon on September 15. As soon thereafter as practical, the judges shall count the ballots and shall declare the candidates receiving the highest number of votes for the vacancies to be filled as duly elected.

If there are no contested directorship positions, ballots will not be mailed or delivered to Members and the Director Nominees noticed to the Membership in July shall be declared duly elected by the Board of Directors at their September business meeting.

e. In case of a tie vote for a particular Director position to be filled, the selection shall be made by lot under the direction of the judges in charge of the election.

f. No REALTOR® director who has served more than two (2) years shall be eligible for re-election to succeed him/herself. REALTORS® may not serve as a Director for at least one (1) year between elections to the Board of Directors.

g. No Affiliate Director who has served more than two (2) years shall be eligible for re-election to succeed himself/herself. Affiliate members may not serve as Director for at least one (1) year between elections to the Board of Directors.

Section 2. Officers
a. The elected Officers of the Association, all of whom must hold a Wisconsin Real Estate License (except the Affiliate Director), shall be a President, a Vice-President and a Treasurer. They shall be elected by the Directors for terms of one year and shall be installed in January. No president shall be eligible to succeed him/herself. An Affiliate director, whether holding a Wisconsin Real Estate License or not, shall not be eligible to hold the office of President or President-elect by succession or election.

b. The election of Officers shall be by majority vote of those Directors present and may be by secret ballot.

c. The Board of Directors, at its first meeting in March, shall select from among the directors whose terms extend beyond the current elective year a president-elect who shall succeed to the presidency. If the directors cannot select or choose not to select a president-elect at the March meeting, then the President shall be elected as provided in subsection d. of this Article and Section.

d. Within ten days after the October Directors meeting, the Directors and the newly elected Directors shall meet and elect from their members a Vice-President and a Treasurer. If the Board of Directors did not choose a president-elect at its March meeting, or such president-elect cannot or will not serve, then the holdover and newly elected Directors shall select from their members a president-elect.

e.The Executive Committee shall consist of the President, President-elect, Vice President and Treasurer.

Section 3. Duties of Officers The duties of the officers shall be such as their titles, by general usage, would suggest, and as may be assigned to them by the Board of Directors.

Section 4. Vacancies A vacancy in an office or on the Board of Directors shall be filled by the Board of Directors for the balance of that term.

Section 6.  Removal of Officers and Directors.  In the event that an officer or director 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 voting membership or a majority of all directors shall be filed with the president, 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 voting membership of the association 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 voting members at least ten (10) days prior to the meeting, and shall be conducted by the president of the association 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 of the hearing by the members.  Provided a quorum is present, a three-fourths vote of members present and voting shall be required for removal from office.

Section 7.  Chief Staff ExecutiveThere shall be a chief staff executive, appointed by the board of directors, who shall be the chief administrative officer of the association and shall serve as the corporate secretary.  The chief staff executive shall have the authority to hire, supervise, evaluate and terminate other staff, and shall perform such other duties as prescribed by the board of directors. (Adopted 1/05)

Article XII – Meetings

Section 1.  Annual Meetings. The annual meeting of the association shall be held during November of each year, the date, place, and hour to be designated by the board of directors.

Section 2. Meetings of Directors.  The board of directors shall designate a regular time and place of meetings.  Absence from three (3) regular meetings without an excuse deemed valid by the board of directors shall be construed as resignation.  A quorum for the transaction of business shall be a majority of the board of directors, except as may otherwise be required by state law.

Section 3. Other Meetings. Meetings of the members may be held at other times as the president or the board of directors may determine, or upon the written request of at least 25 % of the members eligible to vote.

Section 4.  Notice of Meetings.  Written notice shall be given to every Member entitled to participate in the meeting at least one (1) week preceding all meetings. If a special meeting is called, it shall be accompanied by a statement of the purpose of the meeting.

Section 5. Quorum for Membership Meetings.  A quorum for the transaction of business at general and/or special meetings of the membership shall consist of 50 members eligible to vote, except as may otherwise be required by state law.

Section 6.  Electronic Transaction of BusinessTo the fullest extent permitted by law, the board of directors or membership may conduct business by electronic means.

Article XIII – Committees

Section 1.  Standing Committees. The president shall appoint from among the REALTOR® members, subject to confirmation by the board of directors, the following standing committees:

  • professional standards
  • grievance

Section 2.  Special Committees.  The president shall appoint, subject to confirmation by the board of directors, special committees as deemed necessary.

Section 3.  Organization. All committees shall be of such size and shall have duties, functions, and powers as assigned by the president or the board of directors except as otherwise provided in these Bylaws.

Section 4.  President. The president shall be an ex-officio member of all standing committees and shall be notified of their meetings.

Section 5. Actions. All actions of the committees, except those which deal exclusively with arbitration matters, shall be subject to the approval of the Board of Directors.

Section 6. Absences. Any committee member who remains absent for three consecutive meetings of a committee without good cause shall automatically forfeit his appointment unless, upon his written request, he shall be restored to the committee by action of the Board of Directors in the exercise of its discretion.

Section 7. Eligibility. All members of the Association may serve on committees except that the Professional Standards and Grievance Committees shall consist of REALTOR® members only.

Section 8. Attendance by Telephone.  Members of a committee may participate in any meeting through the use of a conference telephone or similar communications equipment by means of which all persons participating in the meeting can hear each other.  Such participation shall be at the discretion of the president or committee chair, and shall constitute presence at the meeting.

Article XIV – Fiscal and Elective Year

Section 1.  The fiscal year of the association shall be January 1 through December 31. The Board of Directors shall, on or before November 30 of each year, prepare a financial budget for the association for the following calendar year.

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

Article XV – Rules of Order

(Requires verbatim adoption by Member Boards – Selected Uniform Provision)

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

Article XVI – Amendments

Section 1.  These Bylaws may be amended by the majority vote of the members present and qualified to vote at any meeting at which a quorum is present, provided the substance of such proposed amendment or amendments shall be plainly stated in the call for the meeting, except that the board of directors may, at any regular or special meeting of the board of directors at which a quorum is present, approve amendments to the Bylaws which are mandated by NAR policy.

Section 2.  Notice of all meetings at which amendments are to be considered shall be mailed to every member eligible to vote at least one (1) week prior to the meeting.

Section 3.  Amendments to these Bylaws affecting the admission or qualification of REALTOR® and Institute Affiliate members, the use of the terms REALTOR® and REALTORS®, or any alteration in the territorial jurisdiction of the association shall become effective upon their approval as authorized by the board of directors of the NATIONAL ASSOCIATION OF REALTORS®.

Article XVII – Dissolution

(Requires verbatim adoption by Member Boards – Selected Uniform Provision)

Section 1.  Upon the dissolution of this association, the board of directors, after providing for the payment of all obligations, shall distribute any remaining assets to the Wisconsin REALTORS® Association or, within its discretion, to any other non-profit tax exempt organization.

Article XVIII – Multiple Listing

Section 1. Authority. The association of REALTORS® shall maintain for the use of its members a multiple listing service which shall be a lawful corporation of the state of Wisconsin, all the stock of which shall be owned by the association of REALTORS®.

Section 2.  Purpose.  A multiple listing service is a means by which authorized participants make blanket unilateral offers of compensation to other participants (acting as subagents, buyer agents, or in other agency or nonagency capacities defined by law); by which cooperation among participants is enhanced; by which information is accumulated and disseminated to enable authorized participants to prepare appraisals, analyses, and other valuations of real property for bona fide clients and customers; by which participants engaging in real estate appraisal contribute to common databases; and is a facility for the orderly correlation and dissemination of listing information so participants may better serve their clients and the public.  Entitlement to compensation is determined by the cooperating broker’s performance as a procuring cause of the sale (or lease).

Section 3. Governing Documents. The board of directors shall cause any multiple listing service established by it pursuant to this article to conform its Corporate Charter, Constitution, Bylaws, rules, regulations, and 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 office manager acting on behalf of a principal, without further qualification, except as otherwise stipulated in these Bylaws, shall be eligible to participate in multiple listing upon agreeing in writing to conform to the rules and regulations thereof and to pay the costs incidental thereto.*  However, under no circumstances is any individual or firm, regardless of membership status, entitled to multiple listing service “membership” or “participation” unless they hold a current, valid real estate broker’s license and offer or accept 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 an association multiple listing service is strictly limited to the activities authorized under a participant’s licensure(s) or certification and unauthorized uses are prohibited.  Further, none of the foregoing is intended to convey “participation” or “membership” or any right of access to information developed by or published by an association multiple listing service where access to such information is prohibited by law.

Mere possession of a broker’s license is not sufficient to qualify for MLS participation.  Rather, the requirement that an individual or firm offers or accepts cooperation and compensation means that the participant actively endeavors during the operation of its real estate business to list real property of the type listed on the MLS and/or to accept offers of cooperation and compensation made by listing brokers or agents in the MLS.  “Actively” means on a continual and ongoing basis during the operation of the participant’s real estate business.  The ‘’actively” requirement is not intended to preclude MLS participation by a participant or potential participant that operates a real estate business on a part-time, seasonal, or similarly time-limited basis or that has its business interrupted by periods of relative inactivity occasioned by market conditions.  Similarly, the requirement is not intended to deny MLS participation to a participant or potential participant who has not achieved a minimum number of transactions despite good faith efforts.  Nor is it intended to permit an MLS to deny participation based on the level of service provided by the participant or potential participant as long as the level of service satisfies state law.

The key is that the participant or potential participant actively endeavors to make or accept offers of cooperation and compensation with respect to properties of the type that are listed on the MLS in which participation is sought.  This requirement does not permit an MLS to deny participation to a participant or potential participant that operates a “Virtual Office Website” (VOW) (including a VOW that the participant uses to refer customers to other participants) if the participant or potential participant actively endeavors to make or accept offers of cooperation and compensation.  An MLS may evaluate whether a participant or potential participant actively endeavors during the operation of its real estate business to offer or accept cooperation and compensation only if the MLS has a reasonable basis to believe that the participant or potential participant is in fact not doing so.  The membership requirement shall be applied in a nondiscriminatory manner to all participants and potential participants.

NOTE:  Associations are not required to establish prerequisites for MLS participation beyond holding REALTOR® (principal) membership in an association.  However, if the association wishes to establish these requirements for MLS participation or for access to MLS-generated information, the requirement of attendance at an orientation program is the most rigorous requirement that may be established.

**Generally, associations of REALTORS®, when there is more than one principal in a real estate firm, define the chief principal officer of the firm as the MLS “participant”.  If each principal is defined as a “participant”, then each shall have a separate vote on MLS matters.  Brokers or salespersons other than principals are not considered “participants” in the service, but have access to and use of the service through the principal(s) with whom they are affiliated.

NOTE 1:  The requirements of (1) no record of recent or pending bankruptcy; (2) no record of official sanctions involving unprofessional conduct; and (3) completion of a course of instruction on the MLS rules and regulations and computer training related to MLS information entry and retrieval may be deleted from this section at the option of each association.  In states where law requires non-association members be admitted to the MLS of an association of REALTORS®, any limitations or restrictions imposed on participation or membership shall be no more stringent than permissible under the National Association’s Membership Qualification Criteria.  However, in states where non-association member access to the MLS is not a requirement of state law, associations may, at their discretion, establish additional qualifications for non-association member participation and membership in the MLS.

NOTE 2:  An association may also choose to have the membership committee consider the following when determining a nonmember applicant’s qualifications for MLS participation or membership:

1. All final findings of Code of Ethics violations and violations of other membership duties in this or any other REALTOR® association within the past three (3) years
2. Pending ethics complaints (or hearings)
3.Unsatisfied discipline pending
4. Pending arbitration requests (or hearings)
5. Unpaid arbitration awards or unpaid financial obligations to this or any other REALTOR® association or REALTOR® association MLS

Section 5. Subscribers. Subscribers (or users) of the MLS include non-principal brokers, sales associates, and licensed and certified appraisers affiliated with participants. Subscribers also include affiliated unlicensed administrative and clerical staff, personal assistants, and individuals seeking licensure or certification as real estate appraisers who are under the direct supervision of an MLS participant or the participant’s licensed designee.

Section 6.  Removal of Officers and Directors
In the event that an officer or director of the multiple listing service 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:

  1. 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 MLS shall be filed with the president of the MLS, 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.
  1. 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 MLS 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.
  1. 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 MLS 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.

4. Any vote taken by the participants to remove an officer or director must ultimately be confirmedby 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 shareholders