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By Laws
River City Runners & Walkers Club Inc

Parkersburg, West Virginia

(Revised: April 1, 2009)

ARTICLE I – NAME

The name of this organization shall be River City Runners & Walkers Club Incorporated, herein after sometimes referred to as "This Association" or "This Organization".

ARTICLE II – PURPOSE AND POLICIES

SECTION 1- PURPOSE
The purpose of this organization shall be the promotion and encouragement of long

distance running and the education of the public to its benefits.

SECTION 2 – POLICIES It is the policy of this association to promote running and walking through racing events, lectures, fun runs, demonstrations, clinics, social events, newsletters, awards and such other activities as may be conducive to the encouragement of running and walking.

The association shall also be involved in community activities to publicize by appropriate means the benefits of long distance running, jogging, walking and in coordinating activities with other agencies that advocate running and walking as a means of physical fitness.

ARTICLE III – MEMBERSHIP

SECTION 1 – ELIGILIBILITY The River City Runners & Walkers Club Inc. adopts and implements a policy of nondiscrimination with regard to race, color, religion, sex, age or national origin in all matters relating to membership and participation in club sponsored activities.

SECTION 2 - CLASSES OF MEMBERSHIP There shall be three classes of membership; regular, family and full-time student or senior 65 years and over. Any member of the immediate household holding a family membership shall be entitled to all privileges of membership, except that the family membership is entitled to a single Newsletter and a separate vote for each member over the age of 17. Student and senior memberships may be held by individuals, under terms and conditions set by the Board of Directors, for less dues that a regular membership. The Board of Directors, by majority vote, may award life memberships to deserving individuals. The Renewal memberships, under terms and conditions set by the Board of Directors may also award to an individual.

SECTION 3 – DUES The annual dues for each class of membership shall be determined by a majority vote of the Board of Directors and shall not be charged more than once per year. Dues may be paid for a three year period at the current, appropriate membership dues fee times three. For a member to remain in good standing, renewal payment is due and must be received by the Membership Secretary by the last day of December in which the membership expires. Any membership that has not been renewed by February 16th of the year following the membership expiration date will no longer receive a Newsletter.

SECTION 4 – LIMITATION OF AUTHORITY Except as otherwise specified in these Bylaws, no member shall act in the name of the Club or take any action that would bind the Club.

ARTICLE IV- MEETINGS

SECTION 1 – REGULAR MEETINGS Regular meetings will be held once a month. Regular meetings shall be held for the purpose of:

  1. Conducting club business

  2. Disseminating information of interest to members

SECTION 2- SPECIAL MEETINGS Special meetings may be called by the President or the Board of Directors. Notice of a special meeting shall be publicized in the newspaper or posted on the River City Runners & Walkers website stating the date, hour, place where it is to be held, and the purpose of the meeting. No business other than stated in the notice shall be transacted.

SECTION 3- ANNUAL MEETINGS An Annual meeting of members for the election of the Board of Directors shall be held each December.

SECTION 4 – ACTION BY CONSENT OR BY INTERNET Any action required or permitted to be taken at any meeting of the Board of Directors may be taken without a meeting. The Board of directors may participate in a meeting by telephone, internet or other similar communications equipment by which all members are contacted and decision shall be made a by majority vote. All information concerning this transaction is to be filed with the minutes.

 

ARTICLE V – MANAGEMENT

SECTION 1 – MANAGEMENT The management of the River City Runners & Walkers Club Inc. shall be vested in a board of directors, who shall have general charge and control of the affairs, funds, and property of the organization. The board shall consist of not more than nineteen (19) members who in turn elect a President, Vice President, Secretary and Treasurer.

SECTION 2 – DUTIES OF OFFICERS
A) President – The President shall have general charge of the business, affairs, and

property of the Club. The President will preside over meetings and see the resolutions of the Board of Directors are carried into effect , represent the association or designate a representative to the RRCA, call all regular and special meetings, and to appoint committees and chairpersons thereof.

B) Vice President – The Vice President will assume the powers of the president in his absence and oversee and coordinate special assignments as requested by the president and the board of directors.

C) Secretary – The Secretary shall give notice of Special meetings. The secretary will record the minutes of meetings and send copies of the minutes of all meetings to the Board of Directors. The secretary will keep a file of such minutes, books, reports, and all other documents required by law. When requested, the secretary will accept assignments involving club correspondence.

D) Treasurer – The treasurer shall have custody of the corporate funds and other valuable effects. Shall keep full and accurate accounts of receipts and disbursements in books belonging to the Club and shall deposit all moneys and other valuable effects in the name and to the credit of the Club in such depositories as may be designated by the Board of Directors. The Treasurer shall have the authority to co-sign and disburse checks. Any disbursement shall be supported by a voucher or receipt.

SECTION 3 – ELIGIBILITY All club members are eligible to serve on the board of directors and to hold office. Board members and officers may be elected to succeed themselves.

SECTION 4 – ELECTION OF BOARD MEMBERS
A) Nomination – A nominating committee composed of one member of the board and

one member from the general membership, appointed by the vice-president of the board shall present to the membership a single slate of names for nomination to the board at a regular meeting in November. The committee shall obtain from each nominee an agreement to serve if elected prior to the meeting.

The committee is to make every effort to compose a slate of nominees that represent a cross section of the club membership. Additional nominations may be made at the meeting.

B) Election – Board members shall be elected by secret ballot of the members present if there are more than nineteen (19) nominees. The election shall be held at a regular or special meeting in December. The newly elected board members are to elect officers prior to assuming their duties.

C) Term – All board members shall be elected for a one year term beginning January 1.

D) Vacancies – A vacancy of any board seat may be filled by a majority vote of the remaining members of the board of directors.

E) All board members are required to attend at least 75% of regular board meetings during their term. Allowances may be made for unforeseen circumstances such as illness or changes beyond the board members control.


SECTION 5 – REMOVAL An elected Director may be removed at any time, with or without cause, either at an Annual, Regular, or Special Meeting called for such purpose. A quorum being present, a Director may be removed by majority vote of members in good standing present and voting.

SECTION 6 – PROXIES No member may vote by proxy at an Annual or Special Meeting.

 

ARTICLE VI– FINANCES

A) The finances of the organization shall not be used to benefit any individual member.

B) Members using association funds for any purpose shall give full record of the expenditures to the treasurer.

C) This organization shall be empowered to participate in fund raising activities.

D) This organization will submit a portion of the annual dues to the Road Running Club of America as membership in that body shall require.

E) The fiscal year of the River City Runners & Walkers Club Inc. shall be from April 1 to March 31.

ARTICLE VII – QUORUM


A quorum at board meetings shall consist of anything more than one half of current

board members, at general meetings it shall consist of nineteen (19) members.

 

ARTICLE VIII – AMENDMENT TO THE BYLAWS

An announcement to inform all members that an amendment to the Bylaws will be discussed and voted upon, at least two weeks in advance, shall be publicized in the newspaper or posted on the River City Runners & Walkers website, stating the date, hour, place where the meeting will take place.

The Bylaws may be amended by a two-thirds vote of the members present at the meeting.

ARTICLE IX – DISSOLUTION

In the event of dissolution of this association the funds in the treasury, after all creditors have been paid, shall be donated to the U.S. Olympic track and field team, or any other organization designated by River City Runners & Walkers Club Inc. Membership.

ARTICLE X – NON-PROFIT

This organization shall be a non-profit running club.

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