BY-LAWS

As adopted at the First Meeting of the Society's Founding Members on September 12, 1959 in New York, New York, and subsequently amended as follows:

I. AIMS

The Society of Polish American Travel Agents - SPATA - was created by its founding members to promote the following aims:

1. to maintain the best traditions of the travel business;
2. to improve the standards and good name of the travel business;
3. to follow the highest moral and ethical standards of conduct;
4. to represent the interests of SPATA agents before carriers and other travel industries; e) to promote tourism to Poland, the countries of Eastern Europe, and elsewhere;
5. to foster the cooperation and solidarity of members, to maintain mutual assistance among members, and to eliminate misunderstanding and all unnecessary and unfair competition.

II. TERRITORIAL ACTIVITIES AND HEADQUARTERS

SPATA will conduct its activities in the United States as well as worldwide. The Society will be headquartered in the state of presiding President, unless otherwise decided at the General Annual Meeting.

III. MEMBERSHIP

1. Active Member- shall be defined as an individual, partnership or corporation, which has, held at least one conference appointment of one year, has been in the travel business for at least two years, is of Polish descent and complies with SPATA aims and objectives. In the ? case of a corporation, other than one, which is state-owned, the majority stockholders must be of Polish descent and must meet all the requirements of SPATA. Only Active Members are entitled to full voting rights.
2. Associate Member- shall be defined as an airline, tour operator, consolidator, other organization or institution in the travel trade or, an individual who is, or was, regularly employed by a carrier or travel agency for at least one year, regardless of nationality. Their function shall be in an advisory capacity and of a social character. An Associate Member does not have the fight to vote. Associate Members, who were formerly qualified to be Active Members, will be allowed to attend closed meetings as observers.
3. International Members- must meet the requirements for active membership and are located outside North America or its territories. As such, they are entitled to full voting fights. Exception: International Members from Poland are not entitled to vote.
4. Honorary Member- shall be defined as an individual who has rendered exceptional services to SPATA. An Honorary Member may be designated at the General Annual Meeting.
5. Dues for both Active and Associate Members are payable at the beginning of the year, but no later than March 31st. The amount of dues shall be determined at the General Annual Meeting.

IV. ORGANIZATION

1. The General Annual Meeting will take place in August, September, October, or November of every calendar year.
2. Every Active Member registered for the General Annual Meeting and in good standing will have one vote at the General Annual Meeting. In the event that the Active Member is absent, another representative of the firm may exercise a vote by proxy, upon presentation of written notarized authorization.
3. The General Annual Meeting will formulate Society policy and act upon the report of the Executive Committee.
4. Active Members will elect the Executive Committee at the General Annual Meeting. Elected for a two-year term will be: a President; four Vice Presidents; a Secretary; a Treasurer, and three to five Directors. The Immediate Past President will automatically become a member of the Executive Committee. An Honorary President, as designated at the General Annual Meeting, will automatically become a member of the Executive committee to serve in an advisory capacity.
5. The Executive Committee will conduct the business of SPATA during the period between the General Annual Meetings and will have the right to appoint new members to the Society, as well as to fill any vacancy occurring in an elected office. The Executive Committee shall organize, if needed, regional SPATA units for the purpose of discussing, reviewing and solving local market problems.
6. The General Annual Meeting will elect an Auditing Committee composed of a Chairman and two members who will serve for two years.
7. The General Annual Meeting will elect an Arbitration Committee composed of a Chairman and two members who will serve for two years. This Committee will act as an arbitrating and advisory body for Members in all their complaints and its findings will be submitted to the Executive Committee for final decision.
8. A new Active Member may be submitted to SPATA by the Executive Committee upon fulfilling, as either an individual, partnership or corporation, all the requirements as specified in Article III, Paragraph a, upon submission of an application for approval, along with the recommendations of two Active Members, upon signing the Society's Code of Ethics, upon submitting for approval the name of a person of Polish descent who will represent the Member as an individual, partnership or corporate Agency in all SPATA affairs and activities, all of which are subject to the option of the General Membership.
9. Any member of SPATA, whether Active or Associate, may be reprimanded, suspended, and/or removed from membership in the organization by the Executive Committee upon motion of the Arbitration Committee for failure to comply with requirements as contained in the By-Laws, for failing to follow moral and ethical standards and/or for engaging in conduct and activities which are detrimental to the travel trade and carriers' conferences, as well as to the welfare of SPATA and its Members. The Executive Committee may act on its own, with a right t° appeal at the next General Annual Meeting.
10. In the event that Annual Membership dues are not paid by March 31 st the Treasurer shall request the payment via notification by regular mail. If30 days after mailing ora request for payment, the amount owed by such member shall continue to be outstanding, the Treasurer shall request immediate payment of the dues via notification by certified mail. If30 days after the mailing of a request for payment by certified mail, the amount owed by the Member shall continue to be unpaid, membership in the Society will be automatically terminated, unless ordered otherwise by the Executive Committee. Also, if a Member shall cease to exist, and/or be in bankruptcy and/or be condemned for criminal or civil offense, such a member can be removed from membership in the organization upon action by the Executive Committee.
11. The Executive Committee is empowered to appoint regional business and administrative committees whenever the necessity arises, for the purpose of conducting SPATA affairs.
12. Voting at the General Annual Meeting shall be conducted by show of hands, unless, upon the request of even one member it shall be conducted by a secret ballot. If there are more than two candidates for a specific electoral position, there shall be a run-off and the candidates with the least amount of votes will be dropped. Second voting will be held and the candidate with the majority of votes shall be elected.

V. REVISION OF TH-E BY LAWS

The above By-Laws are subject to change at the General Annual Meeting by a two-thirds (2/3) majority of those present.

AMENDED AT GENERAL MEETING AS FOLLOWS:

Second General Annual Meeting on September 25,1960

Fourth General Annual Meeting on September 22, 1962

Sixth General Annual Meeting on September 26, 1964

Seventh General Annual Meeting on October 16, 1965

Eighth General Annual Meeting on September 24, 1966

Ninth General Annual Meeting on September 23, 1967

Twelfth General Annual Meeting on September 25, 1970

Fifteenth General Annual Meeting on September 22, 1973

Seventeenth General Annual Meeting on September 21, 1975

Nineteenth General Annual Meeting on September 29, 1977

Twenty-Fifth General Annual Meeting on September 14, 1983

Twenty-Sixth General Annual Meeting on September 26, 1984

Twenty-Eight General Annual Meeting on August 28, 1986

Thirtieth General Annual Meeting on September 8, 1988

Thirty-Third General Annual Meeting on September 20, 1991

Thirty-Fourth General Annual Meeting on September 17, 1992

Thirty-Seventh General Annual Meeting on September 24, 1995

Fortieth General Annual Meeting on October 1, 1998