Bylaws of the Cajun Road Runners Club
(Amended Oct 1, 2013 – Approved 12/10/13)
Article I – Name
This organization shall be known as the Cajun Road Runners Club, Inc., an affiliate of the Road Runners Club of America, a nonprofit, 501 (c) 3.
Article II – Objectives
The objectives of this organization shall be:
1. To promote road race events both as a competitive sport and as one of the best athletic activities for achieving physical fitness.
2. To participate in community activities that will encourage running and walking as a means of physical activity.
3. To adhere to the objectives of the Road Runners Club of America.
Article III – Membership
1. The members of this organization shall consist of all persons who are in acceptance with the objectives of the Cajun Road Runners Club and the Road Runners Club of America regardless of age, race, or sex.
2. Membership shall be for one year upon receipt of application and dues as stated in Article IV.
3. The Membership Plan shall consist of: Single; Family (Husband and Wife, Father and/or Mother and children 18 years of age and under living in the same household); Senior (age 60 and over); Youths (age 17 and under).
4. Each member is entitled to one vote.
Article IV – Dues
1. Membership dues are due annually. Dues will be determined by the Elected Board of Directors Members shall be notified of renewals at least thirty days before expiration. 2. Dues must be paid to qualify for membership with voting privileges and eligibility of benefits of this Club.
Article V – Officers
1. The officers of this Club shall be:
• Recording/Corresponding Secretary
2. The elected Officers and Immediate Past President shall constitute the Executive Board.
3. All officers shall be elected every year at the November meeting by a plurality vote of the members present and voting.
4. All dues must be paid for the current year to have voting privileges. All
members must sign-in at the meeting to confirm current membership status.
5. Nominations may be made from the floor at the election meeting provided the persons suggested for office have given their consent and are current members of the Cajun Road Runners Club.
6. The term of office will begin at the January meeting and shall be for one year or until their successors have been elected.
7. Any resignations of officers must be submitted to the President in writing. The president shall have the authority to appoint any active member to fill a vacancy in office until the end of the unexpired term with the approval of the Board of Directors.
8. The election of an officer can be rescinded by the ordinary motion to rescind (a debatable motion during which debate can reveal the reasons) and his successor can be elected.
Article VI – Duties of Officers
1. The President shall preside at all meetings; shall call any special meetings; shall be a member ex-officio of all committees; shall appoint the chairmen of all committees; shall create or eliminate committees he/she deems necessary to promote the welfare of the Club with the approval of the majority of elected Board of Directors; shall have the authority to appoint any active member to fill a vacancy in office until the end of the unexpired term with the approval of the Board of Directors; shall have the authority to remove an elected or appointed board member when a situation deems necessary due to just causes with the approval by a two thirds majority of present and voting elected Board of Director; authorize all disbursements from the Club’s treasury; and shall perform such duties as are incumbent on this office.
2. The Vice-President shall assume the duties of the President in his/her absence, resignation, or death. He/she shall assist and encourage the President in the discharge of Club duties; assist at races where needed; and assume the duties of the Race Coordinator.
3. The Recording/Corresponding Secretary shall record and keep accurate minutes of all meetings of the Club and send a copy of these minutes to the Board of Directors in advance of the next meeting and shall handle correspondence as deemed necessary by the Board of Directors.
4. The Treasurer shall oversee the receipt and deposit of all Club funds to the proper accounts and oversee payment of all Club bills; shall oversee the proper recording of all transactions to the financial statements; shall prepare and insure the accuracy of the monthly financial statements; shall present consolidated and race specific financial statements to the Board of Directors at each board meeting; shall give an annual report; and shall prepare an annual budget, with the assistance of the President, Vice-President, and designated CRRC members, to be presented at the January board meeting. The Treasurer shall be responsible for making the necessary arrangements for check signing signatures: President, Vice-President, and Treasurer. Checks are to be signed by the President or Treasurer; however, the Vice-President can sign when the President or Treasurer are not available for a period of one week or more.
5. All officers shall submit a report summarizing their activities, from the beginning to the end of the term and turn it over to the new officers following the elections and before the first scheduled board meeting of the year.
Article VII – Board of Directors
1. The Board of Directors shall consist of all officers, immediate Past President, the four elected Members-At-Large, and appointed Board Members. Term of office shall be for one year. The President shall preside over the Board of Directors.
2. The Elected Board of Directors shall advise the President upon his request on any Club business matters; approve the annual budget; approve any unbudgeted extraordinary expenses in excess of $250.00; approve the Club’s race schedule and scheduling changes as developed; attend the scheduled Board Meetings; attend the General Meetings; and assume the duties of his/her committee.
3. The President shall appoint the chairmen of standing committees and shall have the authority to create or eliminate committees he/she deems necessary with approval of a majority vote on the Elected Board of Directors Term of office shall be for one year. Standing Committees: Newsletter Editor, Membership, Volunteers and Race Director.
4. All committee chairpersons are encouraged to attend Board of Directors meetings, but do not have voting privileges and only serve in an advisory position.
5. Removal from office as determined by a two thirds majority vote of the Elected Board of Directors present and voting, any Board member can be removed from office for: Illegal or unlawful activity, not carrying out or fulfilling the duties of the Board position.
6. All resignation of officers, members-at-large, and appointed board members must be submitted to the President in writing. The president shall have the authority to appoint any active member to fill a vacancy in office until the end of the unexpired term with the approval of the Elected Board of Directors. The appointed members filling a vacancy, in an elected position, shall have voting privileges at board meetings.
7. All members of the Board of Directors are subject to a criminal background check. If such criminal background check shows evidence of a felony conviction or crime involving moral turpitude, the Board member is subject to expulsion from the Board by a majority vote of the remaining Board members. The background check results will be kept confidential and not shared with the general membership.
8. The Officers, Directors, and employees of a running club owe a duty of loyalty to the organization they serve, which requires that in serving their organization they act, not in their personal interests or in the interests of others, but rather solely in the interests of the organization. Officers, Directors, and employees must have undivided allegiance to an organization’s mission and may not use their positions, information they have about the organization, or property of the organization, in a manner that allows them to secure a financial benefit for themselves or their relatives. To this effect, a Conflict of Interest Policy with an accompanying disclosure requirement will be maintained and signed by all Board of Directors. The policy and disclosure shall be reviewed and signed annually by all Board of Directors.
9. Runners are passionate people. They care about their sport and their involvement in their local running club. To help ensure that the interactions of the Board of Directors remains positive and civil even in the face of conflict, clubs are encourage to develop and adopt a code of conduct or an ethics policy to guide board and club members. To this effect, a Code of Conduct will be reviewed and adopted based on RRCA’s own Code of Conduct.
• General Membership Meetings shall be held six times during the year on every odd numbered month. The President will determine the time and place. Notice of a general meeting must be given to all members fifteen (15) days prior to the meeting.
• Board of Directors’ Meetings shall be held between the general membership meetings or as needed. Board Members must notify the President of an absence, and, if pertinent to the agenda, submit a report on his/her committee.
• The President may call special meetings whenever the occasion demands. However a quorum of voting Board members must be present to conduct and/or approve any business.
2. Order of Business
• Call to Order
• Approval of the Minutes and Correspondence
• Treasurer’s Report
• Committee Reports (As needed)
• Unfinished Business
• New Business
• Guest Speaker (If Scheduled)
Article VIII – Quorum
1. A majority vote of the members present and voting shall be in order at general membership meetings, special meetings.
2. Five (5) elected members of the board shall constitute a quorum for board meetings. The president may cast only a deciding vote.
Article IX – Amendments
These Bylaws can be amended by any general or special meeting called for that purpose, by a majority vote of the members present and voting, provided written notice of such proposed amendments be presented on less than ten (10) business days preceding the meeting.
Article X – Rules
1. Robert’s Rules of Order Newly Revised shall be the parliamentary authority of this Board of Directors in matters not covered by these Bylaws.
2. A Bylaws Revision Committee, appointed by the President, shall study and make any necessary recommendations and revisions; it shall be presented to the Board of Directors for advice and recommendations prior to bringing it before the membership for a vote; and shall be conducted every five years from the date of these revised bylaws.
Article XI – Liquidation of the Club
In the event that this Club is liquidated, the President will use the Club’s funds to pay all creditors and finance any outstanding projects. All remaining assets will be donated to the Road Runners Club of America.