ROSSMOOR ROADRUNNERS RV CLUB
ARTICLES & BYLAWS
ARTICLES OF ASSOCIATION
ROSSMOOR ROADRUNNERS RV CLUB
An Unincorporated Association
The name of this Association shall be Rossmoor Roadrunners RV Club.
The purpose of Rossmoor Roadrunners RV Club is to encourage the proper use and enjoyment of recreational vehicles among its members, to establish and maintain friendly social interchange among its members, to provide a medium of communications and to promote favorable public relations with the Golden Rain Foundation and the Rossmoor community.
There will be two types of memberships. People who are residents of Rossmoor shall be eligible to be Active Members with voting privileges. Any active members who have moved from Rossmoor shall be eligible to become non-voting Associate Members but such Associate members may not exceed twenty percent of the total membership.
Honorary Membership may be conferred upon a person by a two-thirds vote of approval by the board of Directors in recognition of meritorious service to the Association. Honorary Members shall not have voting rights.
Life Membership may be conferred upon a member who has made outstanding contributions to the Association or to the recreational vehicle community. Approval shall be granted by a two-thirds favorable vote of the Active Members following a recommendation by the Board of Directors. Such recommendation requires a vote of approval by two-thirds of the total members of the Board of Directors. Life Members shall have all the rights and privileges of Active Members but shall be exempt from paying annual dues.
A member of the Association shall not, solely by virtue of such membership, be personally liable for the debts, obligations, or liabilities of the Association.
The Rules, Policies and Procedures of the Golden Rain Foundation of Walnut Creek, including the GRF Fuest Policy, are hereby incorporated by reference into the rules for membership in this Organization and compliance therewith is experessly made a requirement for membership.
The association shall be governed by a Board of Trustees elected by the Active Members. There shall be nine Trustees consisting of the elected officers and the Immediate Past President serving ex officio, and four Trustees-at-large serving for staggered two-year terms. The officers shall be the President, Vice-President, Treasurer, and Secretary.
The Board of Trustees shall have all the powers of the membership except:
The power to amend the Articles of Association
The power to reorganize, merge, consolidate or dissolve the Association
The power to elect the officers and directors
There shall be regular meetings of the members every month except during the summer months of June, July, and August. Meeting times shall be announced in the annual roster booklet. Receipt of the roster by each member shall constitute appropriate notice of all regular meetings during the calendar year. The Board of Trustees may act to cancel or change the date and time of any meeting by giving ten days notice to the membership of any such action. Any changes to the time of the Annual Meeting in November require a twenty day notice to the membership. Special meetings may be called by the President, or by any three Trustees or by any ten Active Members. Twenty days notice shall contain information regarding the reason for the meeting and any proposed action items.
The President shall preside at all meetings. In the absence of the President, the Vice-President shall preside.
A quorum for voting at any meeting of the members shall be at least one elected officer as chairperson and twenty percent of the active membership at the date of the meeting. Proxies, in writing, are permitted by absent members. Passage of any resolution shall require a simple majority vote of the members present. Election of each officer shall require a simple majority vote. If no offices are contested, a voice vote shall be permitted. If any office is contested, voting shall be by ballot for all offices.
In the event of any vacancy in any office caused by death, resignation, inability to serve or any other reason, the nominating committee shall meet as soon as possible to select a successor to be nominated at the next meeting. Regular election procedures as described in Article VI shall be followed.
REMOVAL FROM OFFICE
Any Officer or Trustee may be removed from office by a vote of two-thirds of the Active Members present at a regular or special meeting of the membership, subject to the Officer or Trustee having been given a reasonable opportunity to appear in his/her defense with at least fifteen days notice.
Not withstanding the provisions of Article VI, proposed amendments to the Articles of Association shall be presented, in writing or by electronic means, to the membership at least fifteen days prior to the meeting at which the amendments shall be presented for preliminary discussions. Final discussion and a vote, if indicated by the parliamentary situation, shall be taken at the next regular meeting. A two-thirds majority of the active members is required for any amendments to these Articles. Amendments to the original proposed resolution also require a two-thirds majority of the active members.
RULES OF ORDER
The latest edition of Robert’s rules of Order shall govern the conduct of all meetings except as it may conflict with the provisions of the Articles of Association or the Bylaws.
Constitution as previously amended restated and replaced November 8, 2010 with these Articles of Association.
Article III conformed to the Rules, Policies and Procedures of the Golden Rain Foundation December 12, 2014.
ROSSMOOR ROADRUNNERS RV CLUB
An Unincorporated Association
The principal office of the association shall be located in Rossmoor in Walnut Creek, California.
BOARD OF TRUSTEES
Section 1: The affairs of the Association shall be governed by its Board of Trustees, subject to the laws of the State of California, the Articles of Association, and these Bylaws.
Section 2: The Board of Trustees shall consist of four officers elected by the Active Members, the Immediate Past President serving ex officio, and four Trustees-At-Large elected by the Active Members. The officers shall serve one- year terms and the Trustees-At Large shall serve two-year staggered terms with two people being elected every two years. Officers and Trustees-At-Large may be reelected at the end of their terms without term limits.
Section 3: In the event of a vacancy on the Board of Trustees caused by death, resignation, or from any other cause, such vacancy shall be filled by a vote of the membership, as described in Article VII of the Articles of Association. The Trustee so elected shall hold office for the unexpired term of Trustee he/she succeeds and will be eligible for re-election. During the existence of any vacancy, the remaining Trustees shall possess and exercise all the powers of the full Board.
Section 4: At the October meeting of the membership, the Nominating Committee shall present its nominees for Officers and Trustees-At-Large. Each candidate shall have indicated his/her willingness to serve. Prior to the November Annual Meeting any five Active Members may nominate in writing, with the consent of the nominee, additional candidates for any office or vacancy on the Board.
Section 5: Regular meetings of the Board of Trustees shall be held at least four times a year. Special meetings may be called by the President, the Secretary, or any two Trustees. Meetings of the Board of Trustees are open to all Active Members except when the subject is related to personnel matters or legal matters as determined by the President. At least ten days notice shall be given for all regular meetings and three days notice for all special meetings. Notice may be given in person, in writing, by telephone, or by e-mail.
Section 6: At any meeting of the Board of Trustees, a quorum shall consist of that number of Trustees which represents a simple majority of the Trustees serving at that time.
Section 7: Any action required or permitted to be taken by the Board of Trustees may be taken without a meeting, if all members of the Board shall individually or collectively consent in writing to such action, or if a majority of the members of the Board of Trustees agree to an action in an individual telephonic and/or internet polling of the Trustees by the President, and if a majority of the Board of Trustees ratify the action at the next meeting of the Board of Trustees.
Section 1: The principal officers of the Association shall be a President, Vice-President, Treasurer, and a Secretary selected from the active membership. They shall be elected annually at the November annual Meeting of the Members.
Section 2: The Board of Trustees may appoint from the active membership one or more Assistant Treasurers, Assistant Secretaries, or such other subordinate officers or agents as the Board may deem desirable, and such subordinate officers and agents shall serve such terms, have such authority and perform such duties as may be prescribed by the Board of Trustees. Any such subordinate officer may be, but need not be a Trustee.
Section 3: Any Officer may resign at any time by giving written notice to the Board of Directors or the President or Secretary of the Association. Such resignation will be deemed effective upon receipt. The acceptance of such resignation shall not be necessary to make it effective.
DUTIES OF OFFICERS
Section 1: The President shall be the chief Executive Officer of the Association and in general shall supervise and control all of the business and affairs of the Association. He/she shall preside at all meetings of Active Members and of the Board of Trustees. He/she shall appoint all committee chairpersons except as otherwise specified in the Articles of Association and these Bylaws and he/she shall be an ex officio member of all committees. The President shall perform all duties incident to the office of Chief Executive Officer and such other duties as may be prescribed from time to time by the Active Members or the Board of Trustees.
Section 2: The Vice-President shall be the chairman of the Rally Committee and in the event of the absence or disability of the President shall officiate in his/her stead. He/she shall perform such other duties as may be prescribed from time to time by the President or the Board of Trustees.
Section 3: The Treasurer shall have charge and custody of, and be responsible for all funds of the Association and shall deposit such funds in the name of the Association in such banks or other depositories as shall be selected by the Board of Trustees. He/she shall receive monies due and payable to the Association from any source whatsoever; disburse or cause to be disbursed the funds of the Association as may be directed by the Board of Trustees; keep and maintain adequate and correct accounts of the Association’s assets, liabilities, receipts and disbursements; exhibit at all times the books of account and financial records to any Trustee on request therefore; render to the President and Board of Trustees, whenever requested, an account of all transactions of the Treasurer and of the financial condition of the Association; and such other duties as may be required by law, the Articles of Association, or these Bylaws, or which may be assigned from time to time by the Board of Trustees.
In October of each year, the Treasurer shall present a proposed budget for the ensuing year to the Board of Trustees.
Section 4: The Secretary shall keep the minutes of the meetings of the Active Members and of the Board of Trustees. He/she shall see that all notices are duly given in accordance with the Articles of Association and these Bylaws; keep a register of the membership with relevant contact information; and, in general, perform duties incident to the office of Secretary and such other duties which may be assigned from time to time by the President or Board of Trustees.
In October, the Treasurer shall submit to the Board of Trustees his/her recommendation for a budget of income and expenses for the ensuing year. After review and any changes, the Board shall set the dues structure for the ensuing year. In November, the Treasurer shall send a request for updated contact information and invoices for next year dues to the membership. Payment and updated contact information is due by December 20. Those members who are delinquent will have their names removed from the roster.
Section 1: There shall be two types of committees: standing committees and ad hoc committees. Chairpersons of standing committees are required to be appointed annually by the President. Ad hoc committees may be created at the discretion of the President or the Board of Trustees. The Chairperson of each committee appointed by the President shall be ratified by the Board of Trustees.
Section 2: The Rally Committee shall be a standing committee and chaired by the Vice-President. Members shall at least include the President and the Immediate Past President. The duties of the Rally Committee are as follows:
Determine the location and time of three rallies each year.
Find and appoint one or more Wagon Master(s) for each rally.
Assist the Wagon Master(s) in planning and executing the rallies.
Review the Wagon Master’s financial report at the end of each rally.
Section 3: The Membership Committee shall be a standing committee chaired by an Active Member. The Chairperson may select two or more members to serve on the committee. The committee shall actively seek out new members and work to retain current members.
Section 4: The Roster committee shall be a standing committee chaired by the Treasurer and Secretary as members. The committee is charged with the responsibility for arranging for the preparation of the annual yearbook and roster of the Association.
Section 5: The Financial Review Committee shall be a standing committee and shall consist of a chairperson and two other Active members, none of whom shall be Trustees. The committee shall review on an annual basis the financial statements and supporting records of the Treasurer and the Rally Fund and issue a report to the Board of Trustees of its findings.
Section 6: The Nominating Committee shall be a standing committee composed of the past President as chairperson and two Active Members appointed by the President. In the event the past President is unable to serve, the President shall appoint a third person and appoint the Chairperson. The committee shall propose one or more nominees for each office and vacancy on the Board of Trustees for the ensuing year and will present the names of the nominees at the October meeting of the membership. Each nominee will have agreed to accept the office if elected.
Section 7: The RV Storage Committee shall be a standing committee consisting of the Vice President, and two other Active Members appointed by the President. The President shall appoint the Chairperson from the members of the committee. The committee is responsible for establishing and maintaining communications and favorable public relations with the Golden Rain Foundation and, by extension, the Rossmoor community. Specific attention is to be directed to coordinating with Golden Rain Foundation the cost effective maintenance and operation of the RV storage facility. For this reason, continuity in the membership of the committee is desirable but not required.
Section 8: Ad hoc committees may include, but are not limited to, Program Committee, Publicity Committee, Hospitality Committee, Reception Committee, and Sunshine and Rain Committee.
Bylaws a previously amended restated and replaced November 8, 2010.
END OF BYLAWS