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| Bylaws |
Berkshire4Wheelers
BYLAWS
ARTICLE I: Name
1) The name of this club shall be Berkshire4Wheelers.
ARTICLE II: Purpose
The purposes of Berkshire4Wheelers as organized are:
1) To provide social, recreational and educational events and activities for its dues-paying members..
2) To promote the responsible and safe use of four- (4) wheel drive vehicles.
3) To work to maintain existing trails and find new land to be used for recreational four (4) wheeling.
4) To become involved with the legislative process in an effort to effect a positive outcome on land use issues as it relates to our recreational sport.
5) To provide technical related discussion in regard to four (4) wheel drive vehicle repair, maintenance and modification.
ARTICLE III: Membership
Section 1: Founding Members
1) The founding members of Berkshire4Wheelers are those who formed the ideas and rules that have become Berkshire4Wheelers as we know it now, and have financially supported the start-up of the corporation.
2) The Founding members shall be granted up to four (4) voting seats on the Board of Directors.
3) The founding members shall not financially benefit from their affiliation with Berkshire4Wheelers.
4) The founding members shall be held to the same high standards as regular members.
5) The founding members are Michael Chapline, Ryan Gilbert, and Bill Pananas.
6) Additional benefits may be added at the discretion of the Board of Directors.
Section 2: Active Members
1) Individuals seeking membership in this club as regular voting members must meet the following requirements:
a. Legally licensed operators, at least eighteen 18 years of age.
b. Own an off-highway-capable vehicle registered and insured in accordance with their individual state’s laws/regulations.
c. Dues paid in full.
d. Active members have full voting privileges and can be nominated for any office, so long as they meet any additional requirements set forth elsewhere in these bylaws.
e. Active membership status extends to the spouse of a member, however voting privileges are only authorized to the member.
f. Must abide by Berkshire4Wheelers rules as outlined in Appendix A.
g. Applications for membership will not be accepted after the initial “open membership” period that will take place during the initial incorporation period of Berkshire4Wheelers. After which time future membership requirements will be set forth by the membership, and amended to the bylaws at a later point in time.
Section 3: Associate Members
1) Associate Members are children of Active Members who are under eighteen 18 years of age.
a. Associate Members are not eligible to vote and or hold office.
Section 4: Honorary Membership
1) Honorary Membership shall be a non dues-paying membership that is extended to an individual or business. This membership shall allow access, if desired, to any and all regular membership incentives or web forums, however does not eligible to vote or hold office.
2) Honorary Members Will be any person or business nominated by the Board of Directors that shows exemplary support of our organization and/or recreational interests. Any member in good standing for consideration shall propose such membership to the Board Of Directors. Honorary Memberships shall be voted on by Majority vote of the membership in accordance with normal membership voting standards set forth by the Berkshire4Wheelers bylaws.
Section 5: Dues
1) Dues for new members are due on or before the day they are voted in as members of Berkshire4Wheelers.
2) Dues for a new membership shall be set at $60 for the first year of a new membership.
3) The yearly dues subsequent to the initial new membership shaall be $50, and are due on the member’s anniversary date, the date in which they became members.
4) The timely payment of initial or renewal dues is expressly the responsibility of the member.
5) Renewal dues must be paid within thirty (30) days of the due date. Members not paying dues by the end of the thirty (30) days will be dropped from the Members-Access user group on the web forums. Members not paying dues by the end of sixty (60) days will be dropped from the roster and can only be reinstated by making a written or personal request to the Board of Directors and paying a five (5) dollar late fee along with the regular dues.
6) It shall be the responsibility of the Membership Secretary to ensure that members are held to the schedules and deadlines set forth by these bylaws.
Section 6: Membership privileges
1) All new memberships will receive:
a. One (1) Berkshire4Wheelers member sticker
b. Welcome letter from the President of Berkshire4Wheelers.
c. The opportunity to attend club-sponsored, members-only trail rides.
d. Membership in East Coast 4 Wheel Drive Association
e. Additional benefits as the Board of Directors sees fit as time progresses.
Section 7: Vehicle Sale
1) Upon the sale of a vehicle, the member must remove all Berkshire4Wheelers “Member” decals and/or any other Association decals and or emblems from said vehicle. Any member leaving Berkshire4Wheelers under unfavorable conditions shall return all evidence of Berkshire4Wheelers membership to the Board Of Directors.
ARTICLE IV: Meetings
Section 1: Quarterly business Meetings
1) Quarterly business meetings of Berkshire4Wheelers shall be held at such time and place as selected by the Board of Directors no less than Ninety (90) days prior. Changes to the time and place of any meeting shall not be made unless notice is given to the general membership not less than one (1) month before the scheduled meeting.
a. All meetings shall be conducted according to parliamentary laws and open discussion from the floor on all measures shall be permitted and encouraged. The President will appoint a parliamentarian at the start of each meeting to ensure the efficient flow of the agenda.
b. Meetings shall consist of, but not be limited to, new business, follow-up to old business, reports from the club Officers, Secretaries and Committee Chairpersons, and an open-floor period.
Section 2: Board Meetings
1) The Board of Directors shall meet as needed.
ARTICLE V: Voting and Quorums
Section 1: Who May Vote
1) Only Active Members as described in Article III Section 2 may cast votes for election of officers, changes to bylaws and formal motions made at general meetings.
Section 2: Quorum at General Meetings
1) For the purpose of voting at general meetings a quorum must consist of ten (10) percent of the active members and two (2) officers.
Section 3: Quorum at Board of Directors Meetings
1) At a meeting of the Board of Directors, a majority of the total members of the Board shall constitute a quorum and a majority vote of the Directors present at any meeting shall prevail.
ARTICLE VI: Management
1) The management of Berkshire4Wheelers shall be vested in the Board of Directors, which consists of up to nine (9) voting members but no less than five (5) voting members, to include the President, Vice President, Secretary, Treasurer, Director At Large, and the four (4) Founding members.
ARTICLE VII: Officers and Elections
Section 1) Regular elections:
a) The Board Of Directors shall have of up to four (4) elected seats. Consisting of President, Vice President, Secretary, and Treasurer. And the one (1) non-elected Director At Large seat that shall be filled in accordance with Article VIII, Section 6. The Board of Directors shall be nominated and elected by vote of the Berkshire4Wheelers members at a specially scheduled election meeting set no later than the last day of October of the current year. Election results will be effective for a period of one year beginning no sooner than 01 January of the year following the election and ending no later than the last day of the same calendar year.
b) Persons holding the office of the President or Vice President are limited to two (2) consecutive one-year terms followed by a mandatory one (1) year hiatus before that person could again be nominated for said offices. The terms of Secretary and Treasurer are not limited. Term limits of the Director At Large shall be dictated by the limits to the term of the President or thru election of a new President.c) Active members present at the annual election meeting shall elect Berkshire4Wheelers officers from members nominated properly. Active members not able to attend said meeting, may submit absentee ballots through a second-party member who will be present at the annual election meeting via electronic or written text.
d) In the event of an unscheduled vacancy in any office, except the President, the Board of Directors shall appoint a member in good standing to fill the remainder of the term until the next general election.
e) In the instance of an unscheduled vacancy of the seat of the President, the current Vice President shall assume the role of President. At which time the Board will act in accordance with Article VII, Section Four (4).
f) Two (2) members shall agree nomination of a member for any elected seat on the Board Of Directors, only with the nominee having prior knowledge of such a nomination.
g) Nomination of a member through proxy shall be accepted in writing and must be presented to the Board Of Directors prior to the close of nominations at the special nomination meeting. Email is acceptable.
h) A member shall only accept a nomination for one seat on the Board of Directors.
i) Nominations will be due at a special nomination meeting to be scheduled no less than one (1) month prior to the annual election meeting.
Section 2: Special Election of first Board Of Directors at initial start-up of organization.
a) These nominations and election shall be held in accordance with Article VII Section 1.
b) This election shall take place at a special scheduled meeting, to be scheduled in an expedited manner that may deviate from the time lines set forth in Article VII, Section 1.a. but not so as to exclude or handicap the process to an extent that may be considered excessive or intentional.
c) This initial election for Board Of Directors seats shall be for all five (5) of the voting seats seats, including the Director at Large.
d) This initial Board Of Directors shall act immediately as the interim/transitional Board Of Directors until the official start of their term as in accordance with Article VII, Section 1.a
ARTICLE VIII: Duties of Officers
Section 1: Board of Directors
1) The Board of Directors shall have the power to manage all affairs of Berkshire4Wheelers on any and all questions relating in any manner whatsoever to Berkshire4Wheelers and to make all contracts necessary for the proper transaction of all business. They shall have entire jurisdiction over all matters pertaining to the organization; they shall make, conduct, control, supervise and manage all of Berkshire4Wheelers, and its finances and all appropriations. However, the regular membership shall have final control and direction over the affairs of Berkshire4Wheelers and may by motion, veto the decisions and actions of the Board within these guidelines:
a. A veto action can be initiated at any general meeting by motion, carried by a majority vote of the voting members present at such meeting.
b. A notice of pending veto action shall be made to all members within five (5) days of a veto motion.
c. The veto vote will be carried out at the next general meeting and can be supplemented by mail votes. A two-thirds (2/3) majority vote is required to pass a veto.
2) It shall be the duty of the said Board of Directors to prescribe and publish rules regulating the use of occupancy of the rooms of Berkshire4Wheelers and the care and protection of its property.
3) Any officer or member of the Board of Directors who shall absent themselves from three (3) consecutive meetings of such Board, unless they have and shall offer at the next meeting an excuse for their absence which is satisfactory to the Board of Directors, shall be deemed to have resigned as a member of said Board and ceases to be a member of said Board.
4) The Board of Directors shall have the following specific powers:
a. To make rules for the conduct of the members of Berkshire4Wheelers and their use of Berkshire4Wheelers managed property and events.
b. To fix and enforce penalties for the violation of Berkshire4Wheelers rules.
c. To prescribe rules for the admission of non- members or guests to the privileges of Berkshire4Wheelers.
d. To prescribe additional duties for any officers, in addition to those herein set forth.
e. To appoint two (2) members and assign them the task of conducting an audit of club finances at the end of the fiscal year.
Section 2: President
1) The President shall:
a. Preside at all meetings of Berkshire4Wheelers and Board of Directors.
b. Enforce all laws and regulations of Berkshire4Wheelers.
c. Perform such other duties as shall be imposed upon the President by resolution of the Board of Directors.
d. With the Secretary, sign all written contracts and written obligations of Berkshire4Wheelers.
e. Have the power to appoint committees whenever it becomes necessary.
f. Appoint Sergeant at Arms during each meeting should it become necessary.
g. Not vote in Board Of Directors votes, unless a tie needs to be broken. However, he may participate in all votes brought before the general membership.
Section 3: Vice President
1) In the absence of the President, the Vice President shall perform these duties. In the event of a death, disability or resignation of the President, the Vice-President shall assume the duties of the President for the remainder of the term. A special election shall then occur to fill the Office of the Vice President until the next general election.
Section 4: Secretary
1) The Secretary shall keep the meeting minutes and other official reports of Berkshire4Wheelers. The Secretary shall keep records, books, documents and papers relating to Berkshire4Wheelers in such place as shall be designated by the Board of Directors.
a. The Secretary shall perform such other duties as may be assigned by the Board of Directors.
Section 5: Treasurer
1) Treasurer shall:
a. Keep account of all monies received and deposit it in the name of Berkshire4Wheelers in such bank as designated by the Board of Directors.
b. Not pay out any money of Berkshire4Wheelers except in such manner and for such purpose as shall be authorized by motion or resolution of the Board of Directors.
c. Not be responsible for money or funds Berkshire4Wheelers paid out or disbursed upon checks or vouchers therefore which have been properly signed by the President or Vice President.
d. At each scheduled meeting of the membership make a statement of the financial condition of Berkshire4Wheelers and the membership shall, by motion, approve said report.
e. Submit a detailed report of the financial condition of Berkshire4Wheelers by accountants or a finance committee designated by the Board of Directors at such year-ending meeting.
Section 6: Director At Large.
1) The Director At Large shall:
a) Be the previously elected President who has been succeeded thru election or thru term limits in accordance with Article VII, Section 1.
b) Continue to hold one (1) voting seat on the Board of Directors for one (1) additional year after their succession as President.
c) Act as a Delegate in accordance with Article VIII, Section 6.
d) In the absence of a suitable successor at the end of the one (1) year term, the Board Of Directors shall reserve the right to retain or succeed the member thru appointment.
Section 7: Delegates
1) The Delegates shall:
a. Attend the regular meetings of any organization Berkshire4Wheelers is affiliated with and shall report to the membership of matters discussed or voted on at said meetings.
b. Notify the Board of Directors if they are unable to attend such meeting and the President may appoint a temporary delegate.
c. Have the authority to vote on behalf of Berkshire4Wheelers and in the best interests of Berkshire4Wheelers at any affiliate meetings.
2) The Delegates are:
a. Appointed, not elected.
b. Non-voting members of the Board of Directors.
Section 8: Membership Secretary
1) The Membership Secretary shall:
a. Receive membership dues from current and prospective members.
b. Keep an accurate membership list.
c. Forward all monies to the Treasurer.
d. Provide membership lists to appropriate club affiliates when asked.
e. Maintain a list of non-members who have attended club-sponsored events as reported by the appropriate club officers from each club-sponsored run.
f. Be appointed by the President.
ARTICLE IX: Member Suspension
1) Any member who shall fail to pay the membership dues within the period prescribed in Article III Section 5.5, or who shall fail to pay any indebtedness to Berkshire4Wheelers within thirty (30) days after a bill or invoice has been rendered, shall be suspended from all privileges of the membership.
2) Any member who shall conduct themselves in an irresponsible manner that, in the opinion of the Board of Directors, is not in the best interests of Berkshire4Wheelers or when such actions brings discredit upon Berkshire4Wheelers, shall be subject to suspension at the discretion of the Board of Directors upon two-thirds (2/3) majority vote.
ARTICLE X: Amendments
1) Amendments to these by-laws may be made by a two-thirds (2/3) vote of all members present, provided written notice of the proposed amendments shall be submitted to the Board of Directors and provide further, that notice of the proposed amendments shall be given to all members by the Secretary. An announcement published in the Berkshire4Wheelers.org member-exclusive area shall be considered sufficient notice of proposed amendments.
2) The Board of Directors may delegate the responsibility of receiving by-laws proposals to a By-laws Chairperson appointed by the President. The By-laws Chairperson shall receive and screen by-law proposals for proper wording, spelling, punctuation, etc. but shall make no judgment as to the context or validity of a proposal. The By-law Chairperson shall compile all proposals and submit said proposals to the voting members.
3) Voting on by-law changes may be done by mail with conditions and methods of carrying out a mail vote established by the Board of Directors.
ARTICLE XI: Standing Committees
The President as needed, with the consensus of the Board of Directors, shall appoint the below-listed five (5) committee’s Chairperson, after installation. The appointed Chairperson shall appoint the rest of their committee no later than the first meeting following the appointment.
1) Outing and Events Committee
a) The Outing and Events Committee shall be responsible for the organization and scheduling of any non-trail related events such as Meet & Greets, vehicle shows, and camping planning. This committee is also charged with maintaining the annual calendar and event/trail schedule on the Berkshire4Wheelers.org web-forums.
2) Membership Committee
a) The Membership Committee shall be responsible for planning and implementing the future criteria and screening process that will guide the future memberships of Berkshire4Wheelers.
3) By-laws Committee
a) The Bylaws committee shall receive and process all proposed changes and amendments to the existing bylaws.
4) Trail Committee
a) The Trail Committee shall be responsible for creating an annual trail schedule, announcing trail runs, organizing all logistical aspects of any Berkshire4Wheelers-sponsored trail runs, including the designation trails and trail leaders.
5) Land Use/conservation Committee
a) The Land Use and Conservation Committee shall be responsible for keeping the Board of Directors and members aware of specific and general land use issues and concerns regarding legislative changes and proposals, trail closures.
6) Website and Forums Committee
a) The Website and Forums Committee shall be responsible for supervising, and maintaining all Berkshire4Wheelers-owned Web sites, domain names and forums. These shall include, but not be limited to, establishing web-forum rules, software updates and renewals, and ensuring the smooth operation of the web forums that are at the root of Berkshire4Wheelers communication network.
APPENDIX A
Berkshire4Wheelers
Membership Application
Name: _______________________________________________________________________
Address1: ____________________________________________________________________
Address 2: ___________________________________________________________________
City/State/Zip _______________________________________________________________
Home Phone: ________________________________________________________________
Work Phone: _________________________________________________________________
Email Address: _______________________________________________________________
On-line Forum Screen Name _________________________________________________
Describe your off road
Driving experience: ______________________________________________________
Four Wheel Drive Vehicle
Make/Model/Year: ____________________________________________________
Tire Size: ____________________________________________________
Modifications: ____________________________________________________
I, the undersigned, understand that there are risks involved with the operation of any motor vehicle and that these risks can increase in off-highway situations. I agree to abide by all the rules and trail etiquette prescribed by Berkshire4Wheelers and to conduct myself in a responsible manner showing respect towards others. I will also ACCEPT FULL RESPONSIBILITY and LIABILITY for any personal injury, vehicle damage and or property damage that I am the cause of. I will HOLD Berkshire4Wheelers it’s members and officers, both collectively and individually HARMLESS for damages, including damage to my vehicle, injury to another, or myself which may result from an accident which occurs during a club activity. I also agree as a member to pay annual membership fees as described in the By-laws, which entitle me to privileges of the club.
Signed: ________________________
Date: ________________________
Forward to the Membership Secretary at: _____________________________________
APPENDIX B
Berkshire4Wheelers
Rules of the trail
1) Always abide by “Tread Lightly” rules. I.e.: No unnecessary trail modifications, i.e. cutting trees, moving rocks… Travel only on the established trails.
2) Absolutely no drug or alcohol use before or during trail rides.
3) No discharge of firearms on trail rides or at any location not designated as a safe firing range.
4) Perform vehicle inspection and maintenance before each trail ride so as not to slow the group down with unnecessary repairs.
5) 5) All non-member individuals over the age of 18 shall sign a liability waiver prior to participating in any Berkshire4Wheelers-sponsored outing
6) Any vehicle on a trail ride must have a full size spare, jack, lug wrench, 20’ recovery strap, first-aid kit, fire extinguisher, acceptable recovery points front and rear, safety belts for all passengers, and properly-secured battery as an absolute minimum. Other equipment or modifications may also be required depending on the trail degree of difficulty. The Berkshire4Wheelers trail leader has the final decision regarding the interpretation of what is considered “acceptable”.
7) Traveling to and from Berkshire4Wheelers events (or anytime) in your four-wheel drive vehicle, you are representing Berkshire4Wheelers and the entire sport of recreational four wheeling. Drive in a safe and courteous manner so as to enhance our appearance in the public eye.
8 Berkshire4Wheelers-sponsored Trail-ride definition and requirements:
a. Any trail run scheduled and organized by the Berkshire4Wheelers trail committee under the authority of the Board Of Directors.
b. At least one (1) member of the Berkshire4Wheelers Board Of Directors, or a designated representative to be appointed by the Board OF Directors shall be in attendance.
c. The beginning of a trail ride is marked when you arrive at either a designated meeting place or at the trailhead to join the group.
d. The end of the trail ride is marked by the groups departure from the trail and/or after-run meeting place
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