June 2023 Minutes

[Snowman]

June 22, 2023, Minutes

9 Present.

Meeting called to order at 7:30 PM

 

Special meeting for the following By-Law changes proposed by Ted were presented and read by the secretary as follows:

 

*** Note Bold are additions cross outs are removals. ***

Edit the table of contents to reflect the addition and removal of articles and sections.

 

Article 1, Section 2 – Club Purpose:  To cooperate with local officials to develop mutually satisfactory rules for broader and safer use of snowmobile trails in the community and to assist Police and Fire Emergency Response when possible.

Article 2 Section 5 – Member Resignation

A member may resign from the club at any time upon written or verbal notice to the Secretary.  No refunds of dues will be made.  If an Officer or Board of Directors member resigns, Article 4 Section 2 shall be followed.

 

Article 2 Section 6 – Member Expulsion

A member of the club may be terminated by a majority vote of the Board of Directors for non-payment of dues or for any reason or conduct deemed detrimental to the stated purpose set up by the organization such as, but not limited to, recklessness, negligence, inappropriate behavior, or careless use of trails on property maintained by the club. Any member of the club, including Board of Directors and Officers, may be terminated by a 2/3^rds vote of the Board of Directors for non-payment of dues, conduct deemed detrimental to the stated purpose set up by the organization such as, but not limited to, recklessness, negligence, inappropriate behavior, careless use of trails on property maintained by the club, or for any reason not listed here.  In addition, Board of Directors, and Officers may also be terminated by a 2/3^rds vote of the Board of Directors for missing more than ½ of the yearly club meetings.

 

Prior to termination, the member may request a hearing of the Board of Directors at a meeting to be scheduled at the convenience of the Board.  The Board of Directors has the power to review each member’s status at the beginning of each season.

Article 4 Section 1 – Number Required, Officers and Term lengths.

The Board of Directors shall consist of a minimum of eleven (11) members.  Four of these directors will be the elected officers: President, Vice President, Treasurer, Secretary.  These elected officers shall serve a term of one year and can be nominated and re-elected by the membership at the annual meeting Annual Election Meeting.  All directors, including elected officers, first term shall be a two-year term and can be nominated for any number of additional terms at the annual meeting Annual Election Meeting upon completion of their first term.  These additional terms shall be one year.  The minimum age of a director shall be 18 years of age in accordance with Article 2, Section 7.

For the purpose of this section, one-year shall be defined as the fiscal year period between annual meeting dates of the club.

 

Article 4 Section 3 – Board of Directors- Meeting Quorum Requirements: Moved to Article 7 Section 7.  All references to this article all have edits noted.  All subsequent Sections of Article 4 will be decreased accordingly.

Article 5, Section 7 – Board of Director Membership Expulsion Moved to and combined with Article 2 Section 6

 

Article 7 Section 1 – Annual Election Meetings.

The Annual Election Meetings of the club shall be held to coincide with the normal March meeting at the end of the fiscal year calendar.  Club Elections take place at the Annual Election Meeting in March. Written notice of the time and place of the Annual Election Meeting shall be prepared and distributed to the membership by the secretary at least ten (10) days prior to this the annual meeting and (e)e-mailed according to the membership application. It is the members’ responsibility to notify the secretary of any changes of address. A quorum of the Board of Directors is required, see Article 7 Section 6.

Insert the following between Article 7 Section 1 and 2 Renumber existing 2- 5 to 3-6.

Article 7 Section 2 Annual Year End Review Meeting

The Annual Year End Review Meeting of the club shall be held to coincide with the normal April meeting at the beginning of the fiscal year calendar.  Election results will be announced by the secretary, and transfer of Officers and Board of Directors will occur with outgoing and incoming positions.  During this meeting a full detailed financial review of the past year will be conducted by the Treasurer.  A general review of off-season needs for the coming year will be discussed.  Written notice of the time and place of the Annual Year End Review Meeting shall be prepared and distributed to the membership by the secretary at least ten (10) days prior to this meeting and e-mailed according to the membership application. It is the members’ responsibility to notify the secretary of any changes of address. A quorum of the Board of Directors is required.  See Article 7 Section 7. and if any voting is needed to act, a quorum must be present. If needed a special meeting can be planned per Article 7, Section 3 for future votes that need to take place between this meeting and the General Membership September Meeting.

Article 7 Section 3 2 – Special Meetings

Special meetings of the general membership or the Board of Directors may be called by the president giving 48 hours ten (10) days of notice via club membership contact given-text, phone or email, of the time, place, and purpose of such meetings to the general membership or Board of Directors as appropriate.  At such special meeting there shall be consideration only to such business as is specified in the notice of the meeting. Any member of the board may contact the president to call a special meeting and will not be denied the right of a meeting. A quorum of the Board of Directors is required.  See Article 7 Section 7 Article 4 Section 3. There are special requirements if the subject is club disbandment, see Article 10.

Section 4 3 – General Membership Meetings

Any formal action taken at any meeting of the general membership shall require a majority vote of the members present.  A quorum of the Board of Directors is required.  See Article 7 Section 7 Article 4 Section 3.

Section 5 4 – Meeting Dates and Times

Regular General Membership meetings shall be held monthly from September through April, on the First Thursday of the month at 7:30 p.m. at a location designated by the Board of Directors. A quorum of the Board of Directors is required.  See Article 7 Section 7 Article 4 Section 3.

Section 6 5 – Board of Director Decisions

Any decision made by the Board of Directors is binding on the general membership and not subject to review with the exception of club disbandment, see Article 10. A quorum of the Board of Directors is required.  See Article 7 Section 7 Article 4 Section 3.

Article 7 Section 7 Meeting Quorum Requirements Moved from Article 4 Section 3

At all meetings, General Membership, Annual Election, Annual Year End Review, and Special, a majority of the Board of Directors shall constitute a quorum.  If a quorum of five (5) is not present, the presiding officer shall adjourn the meeting to another time.

There are special quorum requirements if the meeting subject is club disbandment see Article 10.

All Board of Directors must annually sign the conflict-of-interest policy form.

 

Article 7 Section 8 Virtual Meetings

In some circumstances, if a meeting must be called virtually, all meeting requirements previously laid out in this Article will be followed.  Virtual meetings may be any form of electronic telecommunication ranging from virtual meeting applications such as Skype, Microsoft Teams, Google Meet, Webex, etc. group texts, group emails, and group phone calls over the internet or other forms of telephony communication mediums.  A quorum of the Board of Directors is required.  See Article 7 Section 7.

 

Article 8 Section 1 – Election Procedures

Elections for Officers and the Board of Directors will take place at the annual March Annual Election Meeting with nominations taken from the general membership at the monthly meeting prior to the annual meeting Annual Election Meeting.  Nominations will be taken from the floor and then seconded.  Of those nominated, the nominee has the final word on their inclusion to the ballot.  Once all nominations for the (4) four officers and required board members have been made the secretary shall record all nominees and create a written ballot.  The ballots will be distributed to the general membership at the Annual Election Meeting.  The votes will then be tabulated at the Annual Election Meeting and the results made public.

Article 9 Section 1 – Amendments to The By-Laws

These by-laws may be amended by a 2/3^rds majority vote of the members present at a Regular General Membership, Annual Election, or Special Meeting of the club explicitly called for the purpose of amending these by-laws of the club. Any such proposed amendment shall be presented at to such meeting for consideration and shall thereupon be laid on the table for 25 days until the next regular meeting of the club. Only after this 25 days one-month review period, can positive consideration be given to the amendment. A 2/3^rds  majority vote is required by those in attendance at the next meeting to approve the amendment and there shall be a quorum of the Board of Directors as stated in Article 7 Section 7 Article 4 Section 3. For the purpose of this section one-month shall be defined as the period of time between regular meeting dates of the club, that is the first Thursday of one month to the first Thursday of the next.

Article 10 Section 1 – Reason for Disbandment

If during its endeavors it becomes apparent to the Board of Directors and the membership that the club can no longer feasibly exist for whatever reason, be it lack enthusiasm, active membership, or inability to financially run the club, then the President shall call a special meeting of the entire membership.  This meeting will not be held virtually.

These changes will be posted and remain open for discussion Until the special meeting in July (30 days).

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