Buffalo Numismatic Association, Inc.
The Buffalo Numismatic Association is dedicated to fostering education, collaboration, and camaraderie among numismatists. Our mission is to provide a welcoming environment for collectors of all experience levels to share knowledge, expand their understanding of numismatics, and support one another in their collecting pursuits. Through our shared passion, we strive to educate and inspire both long-time members and new collectors alike. To this end, all members of the Buffalo Numismatic Association agree to be bound by The BNA Code of Ethics.
To further these goals, we periodically organize coin shows open to the public, offering opportunities to enhance collections, engage with fellow coin enthusiasts, and introduce new collectors to the hobby. As a nonprofit organization, any excess funds generated will be reinvested to strengthen our educational initiatives, support club activities, and promote the numismatic hobby.
The name of this organization shall be The Buffalo Numismatic Association, Inc.
The Buffalo Numismatic Association, Inc. (a.k.a. The BNA, Inc.) is organized and shall be operated as a not-for-profit. It shall not have the power to issue certificates of stock or to declare or pay dividends. No part of the corporation's net income or net earnings shall benefit any private individual, firm, or corporation. No officer or member of the corporation shall receive or be lawfully entitled to receive any financial benefits from the operation thereof except as reasonable compensation for services. No member or director of the corporation shall receive any salary, wages, or other compensation of any kind for services as such member, officer or director other than reimbursement of actual and necessary expenses incurred in the performance of his/her duties.
The dissolution process must be initiated by the Board of Directors, approved by the general membership with a two-thirds majority vote, and executed in accordance with New York State law. Upon dissolution of the organization, all assets remaining after payment of liabilities shall be distributed exclusively for one or more exempt purposes as defined in the Internal Revenue Code or shall be distributed to the federal government or to a state or local government for a public purpose.
The fiscal year for the incorporated Association shall end annually on the last day of February. An annual financial report will be made available to the membership no later than the last day of July each year. Applicable tax forms must be filed annually in accordance with federal, state, and local laws.
The officers of the Association shall consist of a Board of Directors comprised of four (4) Executive Officers and five (5) Directors at Large. The Executive Officers will consist of a President, Vice President, Treasurer, and Secretary. All Executive Officers and Directors at Large must maintain their membership in good standing throughout their term of office. The members of the Board of Directors must and shall abide by the laws of the land then current and follow the rules and regulations as set forth by the American Numismatic Association for as long as the BNA is affiliated with that organization. The Board of Directors is responsible for the business of the Association and shall perform its duties in a manner that is satisfactory to the membership.
A minimum of four (4) Board of Directors meetings per year must be held, with a minimum of 30 days between Regularly Scheduled meetings.
A Special Meeting may be called at any time by the Board of Directors. The President may, when he/she deems it necessary, or the Secretary shall, at the request in writing from three members of the Board of Directors, issue a call for a Special Board of Directors Meeting. Five days' notice must be given to all members of the Board of Directors before a special meeting is held. The Special Board of Directors Meeting shall be declared null and void if five days' notice is not given.
The order of business at all Board of Directors Meetings shall be determined by the President or, in his/her absence, the Vice President. All business shall be conducted in accordance with Robert's Rules of Order.
The elected Directors at Large and/or Executive Officers shall assume their respective offices for the Association on the first day of January. If the election was delayed due to meeting cancellation(s), the existing officers will retain their positions until the newly elected officers assume their respective offices immediately upon the election's conclusion. Regardless of meeting cancellations, the newly elected Directors at Large or Executive Officers' terms of office expire on the last day of December.
Executive Officers shall be elected for a term of two (2) years.
Directors at Large shall be elected for a term of two (2) years.
Previous Directors at Large or Executive Officers, upon completion of their elected terms, resignation, or removal from the Board of Directors, shall turn over to their successors or The Board of Directors, if a successor has not been designated, all BNA property, funds and associated records (hardcopy and electronic) as soon as possible.
Any Executive Officer or Director at Large may resign from their office at any time by providing written notice to the Board of Directors.
A. Any member in good standing may make a motion to remove any Executive Officer or Director at Large from their office. Roberts Rules of Order will be followed to consider and debate the motion. A simple majority is required to approve the motion so it may move on to the voting stage.
B. There will be a minimum 30-day waiting period between the approval of the motion for removal and the final General Membership vote that authorizes the removal.
C. Only members in good standing and who attend the General Membership Meeting in person will be eligible to vote. The vote will be by secret ballot. The general membership will select and approve two (2) members to act as Tellers to count the votes.
D. For the motion to be successful, a minimum of two-thirds of the eligible voters must vote in favor of the removal motion.
E. If the motion is not brought to a vote within ninety (90) days from when the motion was approved, the motion will expire and be considered null and void.
F. A subsequent motion for removal of the same Board of Director member cannot be made for a minimum of 120 days after the unsuccessful General Membership vote or the expiration of the motion.
Should any vacancy occur among the four (4) Executive Officers for any reason, the Directors at Large and the remaining Executive Officers shall, by a minimum vote of five (5) in favor, appoint a member in good standing to fill that office until the next scheduled election.
Should a vacancy occur in any of the Directors at Large position for any reason, the remaining Directors at Large shall, by a minimum vote of three (3) in favor, appoint a member in good standing to complete any unexpired term until the next scheduled election. Vacant positions must be filled within sixty (60) days of the vacancy.
All Directors at Large and Executive Officers must attend a minimum of 50% of the scheduled Board of Directors meetings per fiscal year. Failure to meet this minimum requirement is grounds for removal from office and replacement as specified in Article III, 5 Removal from the Board of Directors.
At the January Board of Directors meeting or the first meeting thereafter, in the event that the January meeting is canceled, all Directors at Large and Executive Officers will annually review and sign a Conflict of Interest Policy in accordance with New York State law.
a) Be responsible for all business of the Association, and their decisions shall be binding in all matters.
b) The President of the Buffalo Numismatic Association will serve as Chairperson of the Board of Directors.
c) Attend all scheduled Board of Directors meetings or notify the Chairperson or his or her designee if they are unable to attend;
d) Make decisions to the best of their ability for the good of the Association.
e) To constitute a quorum for any Board of Directors meeting, a minimum of five board members must be present.
The President is responsible for leading all meetings of the Association and ensuring they are conducted in an orderly and respectful manner, following the procedures set forth in Robert’s Rules of Order. The President also oversees the daily operations and overall management of the Association’s business. This includes making sure that any decisions, orders, or resolutions approved by the Board of Directors are carried out properly and in a timely manner. In this leadership role, the President serves as the main point of coordination between the Board of Directors, the members, any committees, and outside entities, helping to ensure that the Association’s goals and responsibilities are met effectively.
If the President is absent from a meeting or function, physically unable to perform his/her duties, or becomes temporarily incapacitated due to illness or other circumstances, the Vice President shall assume all responsibilities, powers, and functions of the President as specified above. The Vice President will carry out these duties with the same authority as the President, ensuring continuity in leadership and the smooth functioning of the Association during the President’s absence or disability.
A. Attend all Board of Directors meetings and any special board meetings.
B. Record all votes and meeting minutes and make them accessible to the members. If the Secretary is absent from any meeting or function, the President can appoint any member to fulfill these duties.
C. Arrange for communications of all scheduled and special board meetings.
D. Shall be responsible for maintaining up-to-date and accurate membership records. With the approval of the Board of Directors, this duty may be delegated to any member of the Association.
E. Store all Association documents and records properly and securely.
F. Handle additional tasks, including managing and reporting on correspondence.
A. Safeguard all the Association's cash, funds, securities, and valuable property, including the BNA medal collection. The Treasurer, with the approval of the Board of Directors, may assign the medal collection to an alternate custodian.
B. Deposit all funds into the association's bank account in a financial institution approved by the Board of Directors.
C. Maintain accurate financial records, including all supporting documentation of all income and expenses.
D. Provide a Financial Report at each Board of Directors meeting, covering the previous month’s activity. If more than one month has passed since the last meeting, the report must cover the entire period up to the end of the previous month. Once approved by the Board, the report will be entered into the official meeting minutes.
E. Prepare and file all required annual tax reports and financial documents with the appropriate governmental agencies to ensure the Association complies with tax laws and regulations.
F. Perform other duties as prescribed by the board.
When members do not volunteer for vacant Board of Director positions, these duties may be assigned, with the approval of the Board of Directors, to another Board member until such time as the position(s) is/are filled as per The BNA Bylaws.
Nominations for the Board of Directors will open on the first day of October. A call for nominations will be made at every General Membership Meeting until the nominating period closes. The nominating period will close on the last day of November.
Once the call for nominations has begun, any member in good standing may make a nomination. Only members in good standing and members eighteen years of age or older can be nominated. Nominations must be made in person at a General Membership Meeting. The nominee must accept or decline the nomination. If the nomination is accepted, a call for a second will be made immediately. If the nomination fails to garner a second, that nomination will be null and void. Nominations that are seconded will be considered a candidate for that position. The Secretary will record all nominations and the result of the subsequent call for a second.
If, for any reason, a General Membership Meeting is not held during the nomination period, these items will be in effect for the first meeting after the canceled meeting(s).
Up to three (3) nominations may be made for each of the four (4) Executive Officer positions. The first three (3) successful nominations will be the candidates for that office. Subsequent nominations for that office will not be considered. Any number of nominations may be made for the Directors at Large positions.
After the nomination period is closed, The Secretary will publish the list of candidates in the next newsletter or communicate to the general membership by some other means the names of all candidates. This must be accomplished before the general membership meeting where the election is held.
Any and all candidates, if they choose, may supply the editor of the BNA Newsletter with a brief description of themselves and what they propose to do to improve the Association. The statement will be limited to 500 words. The candidates, if they choose, may also present a brief talk before the General Membership Meeting, where the elections will be held, stating their intentions. The talk will be limited to two minutes. There will be no questions from the membership, and the membership may not interrupt the speaker.
The voting shall be by secret ballot. Every member in good standing present at the December General Membership meeting may cast one (1) vote for each of the four (4) Executive Officers and five (5) votes for the Directors at Large. If any candidate runs unopposed, the Secretary shall record one vote for that candidate and record it as required.
Two (2) Election Tellers shall be selected and approved by the general membership. These tellers shall count the ballots and record the results of the election with the Secretary. The results of the election shall be announced at the meeting and published in the BNA Newsletter or via some other means of communication to the membership.
The following procedure will be followed if two or more candidates garner the same number of votes, resulting in a tie for that particular office.
If one candidate receives the most votes for a particular office, that candidate shall be declared the winner for that office. If two or more candidates are tied for the most number of votes garnered, then only those candidates that are tied shall participate in the Runoff Election. The remaining candidates with fewer total votes shall not participate in the Runoff Election.
The election results will be rank ordered by the number of votes garnered, with the top five candidates garnering the most votes declared as winners. If the rank-ordering results in more than five candidates qualifying as winners for the office, the lowest rank-ordered candidates that are tied will participate in the runoff election. The higher-ordered candidates that are not tied will immediately be declared winners.
A Runoff Election will be held immediately for any particular office that has resulted in one or more candidates qualifying as a winner for that office. Only the candidates that are tied will appear on the Runoff Election Ballot. If necessary, handwritten ballots may be used in the Runoff Election. Only one Runoff Election will be held at any individual voting meeting.
If, after the Runoff Election is held, one or more candidates are still tied for a particular office, lots shall be drawn to determine a winner. The following lot methodologies are acceptable:
Before the coin is tossed, one of the candidates will declare “Heads” or “Tails.” If the candidate that declared his/her choice is correct, that candidate will win. If incorrect, the other candidate will be declared the winner. This methodology can only be used when only two candidates are tied for a particular office.
The candidates' names tied for a particular office are placed in a container, and a neutral party selects one randomly. This procedure will be repeated multiple times if more than two positions involve a tie for a Director at Large office.
If, for any reason, a General Membership Meeting is not held during December, the vote for the Board of Directors positions will be taken at the next General Membership Meeting. If the nomination period was also extended due to cancellation, the vote will be taken at the first General Membership Meeting after the requirements for the nomination procedure have been fulfilled. Nominations and voting will never occur at the same General Membership Meeting.
This section outlines the essential financial and administrative procedures that govern the Association’s operations. These practices ensure transparency, accountability, and consistency in managing the Association’s resources and communications. All members are expected to adhere to these procedures to support the effective functioning of the organization.
The President, Vice President, or Treasurer shall be required to sign all checks and withdrawals on the Association checking account.
The Board of Directors must approve the disposal of any Association asset that has value. Additionally, the method of disposal also needs approval by the board. This would include sale, auction, gifting, or disposal in the refuse stream (i.e. garbage).
To ensure responsible financial management while allowing for efficient day-to-day operations, the Treasurer or any authorized Board member may make individual purchases or expenditures on behalf of the Association without prior Board approval, provided such purchases do not exceed $100 per transaction. This allowance is designed to cover routine operational expenses, including office supplies, postage, printing, and other minor recurring costs. Any single expenditure exceeding $100 or any series of related expenditures totaling more than $300 in a month must receive prior approval from the Board of Directors. All expenditures must be supported by appropriate documentation (receipts, invoices, etc.) and included in the Treasurer’s financial reports.
All contracts, agreements, or binding commitments entered into on behalf of the Association must receive prior approval from the Board of Directors. This includes, but is not limited to, venue rentals, vendor services, equipment leases, printing services, and advertising agreements. No officer, director, or member shall have the authority to bind the Association to any contract or agreement without an affirmative vote of the Board. The Secretary must retain a copy of each approved contract for recordkeeping purposes.
Access to Personally Identifiable Information (PII) of Association members, including but not limited to names, addresses, phone numbers, and email addresses, shall be restricted to members of the Board of Directors only and solely for the purpose of conducting official Association business. Board members who possess or access such information must sign a Confidentiality Agreement annually, affirming their understanding of and commitment to safeguarding this information and refraining from unauthorized disclosure. Under no circumstances shall member PII be shared with individuals or entities outside the Board without prior written approval from the Board of Directors and the express consent of the affected member(s).
The Association will always maintain a United States Postal Service Post Office Box registered in the Association's name at a centrally located Post Office. This will be the Association's official address and will be used on all forms, advertisements, letterhead, correspondence, and other official documents. One (1) key for the Post Office Box will be retained by the Treasurer, and one (1) key by the Secretary. At no time will a personal Post Office Box, any other Post Office Box, or street address be used for the Association's business and correspondence.
Any member participating in the auction must abide by the rules of the auction as approved by the Board of Directors. Members of the public who participate in the BNA auctions will also agree to abide by the auction's rules. The auctioned items are not consigned to the Buffalo Numismatic Association (BNA). The Association will not charge a fee and will not accept any items of value for providing this service to its members.
Occasionally, the Association will honor members and external entities for their outstanding service and contribution to the organization. Any member can make a nomination for an award to the Board of Directors. The Board of Directors must approve all awards. The cost of the award must be kept to a minimum and not exceed seventy-five dollars ($75.00).
A. The membership shall be composed of members in good standing, actively participating in Association activities, and paying dues on schedule.
B. Any member may withdraw from the Association after fulfilling all obligations to the Association and then giving notice of such intention to the Secretary or any other officer.
C. Any member of the Association may be censored, suspended, or expelled by the Board of Directors on its own initiative or upon the written complaint of at least two members in good standing of the Association. The written complaint must be delivered to the Secretary or any Executive Officer’s. The Board of Directors will take disciplinary action only if due cause has been adequately demonstrated. A hearing to allow the member to respond to the accusations must be held within 60 days of the initial complaint. Any disciplinary action shall require the affirmative vote of the simple majority of all the members in good standing present at a General Membership Meeting by secret ballot.
D. No member or official of the Association may distribute any political literature or campaign for any political candidate or reform while engaged in any meeting or event sponsored by the Association.
18 years of age and older
Regular member and spouse at a reduced rate over the Regular class of membership
Any member not yet reaching their 18th birthday
Shall enjoy the same benefits as Regular class members free of membership dues. Any Executive Officer or Director at Large may propose a new Honorary member. Honorary memberships must be approved by a simple majority of all the members in good standing present at a General Membership Meeting.
The Board of Directors will establish annual membership dues. Previously established membership dues will remain in effect until the Board of Directors votes to change the annual membership dues amount. All memberships, except the Honorary class, will be scheduled to expire on December 31st.
Membership renewals for the next year will be due on December 31 of the current year. Renewals received after December 31 will be prorated on a quarterly basis, as detailed in the "Prorated Membership Dues" chart below.
Membership dues for new members must be paid in full when the membership application is accepted. Membership dues for new members will be prorated on a quarterly basis, as detailed in the "Prorated Membership Dues" chart below.
If membership renewals or new membership applications are received after December 31, annual dues will be prorated according to the following chart:
|
Annual Dues |
|
|
Paid on or before March 31 |
100% |
|
Paid between April 1 and June 30 |
75% |
|
Paid between July 1 and September 30 |
50% |
|
Paid after October 1 |
25% |
A "Member in Good Standing" is defined as any member who is current with their membership dues and is not currently censored, nor suspended, nor expelled from the Association.
The Board of Directors shall arbitrate all disputes and conflicts among the membership. Any decision reached by the Board of Directors shall be binding for all parties involved without exceptions.
A minimum of six (6) General Membership meetings per year will be held with a minimum of 30 days between meetings. A tentative schedule will be published in December for the following year.
The order of business at all General Membership Meetings shall be determined by the President or, in his/her absence, the Vice President. All business shall be conducted in accordance with Robert's Rules of Order.
Although not the Association's primary purpose, coin shows may be hosted by the Association to attract new members, bring together coin dealers and coin collectors, and provide a venue for education.
The Board of Directors will approve all bourses dates, times, and venues.
a. The Board of Directors will approve all contracts before being distributed to vendors.
b. All vendors must sign a contract before setting up at the bourse.
a. All Bourse Chairperson assignments must be approved by the Board of Directors. A maximum of two (2) members in good standing can be assigned. In the event that two people are assigned to the Bourse Chairperson position, they will both have the "Chairperson" title and equal powers and responsibilities.
b. The Bourse Chairperson(s) will be responsible for the efficient operation of the bourse. This includes making decisions regarding the operation of the bourse and resolving conflicts during the bourse. At no time will the Bourse Chairperson(s) be allowed to violate any stipulations set forth in these bylaws.
c. All decisions of the chairpersons shall be final and binding during the duration of the bourse.
Bourse Ambassadors will be responsible for helping the Bourse Chairperson(s) operate the bourse. They will report to the bourse chairperson(s) and will be allowed to make decisions and help settle disputes. However, the Bourse Chairperson(s) have the right to override any decision a Bourse Ambassador makes. The Board of Directors must approve all Bourse Ambassador appointments and removals.
a. Table fees for an annual contract must be paid in full in advance on or before December 31 of the previous year. Table fees for a single show must be paid before the show opens to the public. If the vendor fails to meet these deadlines, the contract will be null and void and the Association may rent their table(s) to another vendor.
b. Upon payment in full, vendors must be sent a copy of the contract marked paid in full. Alternatively, if the vendor pays in cash, the vendor may request a written receipt acknowledging their payment.
c. The vendor may not sublet bourse tables without the consent of the Bourse Chairperson.
d. The Bourse Chairperson will be responsible for table assignments. If a vendor disagrees with their assigned table(s), they may bring their grievance to the next Scheduled Board of Directors meeting.
a. If a Show Program is going to be produced by the Association, advertising space will be offered as soon as possible.
b. Prime space advertising is defined as inside front and rear covers, outside rear cover, and centerfold. No previous advertiser shall have the same primary pages for any two consecutive programs for fairness to all advertisers, and no one advertiser may have more than two prime locations in the same program. The centerfold may be used by one advertiser.
c. The Board of Directors will set advertising fees for the program. Any discounts for advertising must be approved by the Board of Directors.
d. The Association reserves the right to refuse any advertising that it deems inappropriate, offensive, or not in line with the objectives of the Association.
e. The Association may also solicit vendors to become show sponsors. All show sponsors will have their names prominently displayed in the reception area (i.e., the entrance). The Board of Directors will decide the format of the display and applicable sponsorship fees.
f. All advertising and sponsorship fees must be paid for at the time of submittal.
a. The Board of Directors must approve any drawings or prize giveaways. This includes ticket prices, if any, prizes, and rules for the drawings.
b. For random prize drawings, the first ticket drawn will be for the top prize, the second ticket drawn will be for the second prize, etc.
The following is a list of suggested committees that may be formed to operate the bourse. The Bourse Chairperson(s) may appoint any member in good standing to be a Committee Chairperson to help manage the bourse. The Board of Directors need not approve these Committee Chairpersons; however, the Board of Directors may vote to remove them at any time. Committee Chairpersons’ appointments will continue until revoked by the Bourse Chairperson(s) or the Board of Directors.
Possible Bourse Committees
1) Coin Show Promotion and Advertising
2) Security
3) Admissions (i.e. Greeters)
4) Fund Raiser: Ticket sales and drawing for prizes
5) Coin Show Program and Sponsors
6) Exhibits and Awards
7) Operations: Hall rental, food service, hotel, etc.
Free and discounted tables can only be offered at the bourses with the approval of the Board of Directors
The Board of Directors may at various times appoint members to serve as chairpersons to oversee various tasks or events, including but not limited to:
A. Newsletter Editor
B. Social Activities (e.g. Holiday Party, Picnic, Trips, and Travel, etc.)
C. Historian
D. Advertising and Promotion
E.
Custodian of Reference Center
The custodian will prepare an up-to-date inventory of books, magazines and
catalogs in the BNA Reference Center and make same available to members in good
standing to borrow for a period not to exceed 30 days or the next scheduled
meeting.
F. Security
G.
Association Medal Program
Medals may be struck and sold at various times to mark events or honor members
and officers.
Any changes and amendments to these bylaws must follow the procedure detailed below:
Any member of the Board of Directors may propose amendments to these bylaws.
Before the proposed amendments are brought to the General Membership, the Board of Directors will vote by a simple majority to support or oppose the amendments. A vote to "oppose" the amendments will not preclude the amendments from being brought to a vote by the General Membership. The outcome of this vote will be made known to the General Membership.
The proposed amendments will be disseminated to the General Membership via verbal, hard copy, and/or electronic means at least thirty (30) days before the General Membership votes on the proposed amendments.
After the above requirements have been met, the proposed amendments will be brought to a vote at any subsequent General Membership Meeting. If a successful motion for a secret ballot is made, the General Membership will select and approve two (2) members to act as Tellers to count the votes. Otherwise, a voice or roll call vote may be used. Only members in good standing will be eligible to vote.
For the amendments to be approved, a minimum of two-thirds of the eligible voters in attendance at the General Membership Meeting must vote in favor of approving the amendments.
If the proposed amendments are not brought to a vote within ninety (90) days from when the amendments were published, the amendment process will be considered null and void and must start again from the beginning.
1) Originally Amended Upon the Merger of E.C.C.S.C. and B.N.A. June 2, 2003
2) Amended March 2004
3) Amended September 2005
4) Amended November 14, 2017
5) Amended December 10, 2019
6) Amended December 14, 2021
7) Amended July 11, 2023
8) Amended November 14, 2023
9) Amended May 13, 2025
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Table of Contents
1) Not-For-Profit Organization
A. Dissolution of the Association:
2) Board of Directors Meetings
A. Regularly Scheduled Meetings
C. Transition of Elected Officers and Directors
4) Resignations from the Board of Directors
5) Removal from the Board of Directors:
1) Duties of Directors at Large and Executive Officers
B. Conflict of Interest Statement
2) Board of Directors Responsibilities
4) Vice-President Responsibilities
7) Combination of Officers/Duties
1) Election of Directors at Large and Executive Officers
C. Meeting Cancelations During Nominations
J. Meeting Cancellation During the Election
1) Financial and Administrative Practices
C. Disposal of Association Assets
D. Expenditure Limits Without Prior Approval
F. Handling of Member Personally Identifiable Information (PII)
A. Establishing Membership Dues
4) General Membership Meetings
6) Vendor Table Fees and Restrictions
7) Coin Show Program Advertising and Sponsors.
9) Suggested Bourse Committees
10) Courtesy, Free and Discounted Table Fees:
1) Committees and Chairpersons
A. Procedure for Proposing Amendments
B. Support or Opposition by the Board of Directors
C. Dissemination of Proposed Amendments
D. Voting by the General Membership
E. Approval of Proposed Amendments